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HALF YEAR REPORT AND RESULTS FOR

THE SIX MONTHS ENDED 30 JUNE 2009

25 August 2009

OPD Group plc, the recruitment services Group, publishes its half year report for the six months to 30 June, 2009.

• Net Fee Income decreased by 28% to £34.0 million

• Operating profit before non-recurring items decreased by 87% to £0.8 million (operating loss after non-recurring items £1.2 million)  

• Earnings per share before non-recurring items decreased from 16.8p to 0.9p (after non-recurring items loss per share 6.3p)

• Fund raising through rights issue or sale of assets remains under consideration

 

Francesca Robinson, Chief Executive Officer of OPD Group plc, said:

'Trading conditions remain challenging with no signs of immediate improvement and the cost base of the Group has and will continue to be managed to reflect the reduced levels of income.'

 

For further information contact

Francesca Robinson
Chief Executive Officer
Ian Moss, Finance Director
OPD Group plc	Tel: 020 7970 9700

  

OPD Group plc Half Year Report 2009

Half Year Management Report 

Net Fee Income (NFI) for the first six months of 2009 decreased by 28% to £34.0 million compared to £47.4 million for the six months ended June 2008. Operating profit before non-recurring items has decreased by 87% to £0.8 million from £6.3 million and earnings per share before non-recurring items by 95% to 0.9p from 16.8p in 2008. The operating loss after non-recurring items was £1.2 million and the loss per share 6.3p.  

Non-recurring costs comprise trading losses and closure costs of £1.0 million arising from PSD's office in Singapore which was closed in May 2009 and other redundancy costs of £0.5 million. In addition costs amounting to £0.3 million and an accelerated option charge of £0.2 million arising from the offer for the Group received from Offerco Limited in June 2009 have also been treated as non recurring costs. 

All of the Group's businesses have seen a decline in net fee income from the comparative period in 2008. The largest fall has been in PSD's business where net fee income has fallen by 43% from £16.4 million to £9.4 million. Odgers business has declined less significantly with net fee income decreasing by 18% from £27.1 million to £22.2 million. 

The NFI for each of our businesses is set out in the table below:

	Six months to 30 June 2009  £'m		Six months to 30 June 2008  £'m
Odgers		22.2		27.1
PSD (including Portfolio)		9.4		16.4
Hoggett Bowers		2.4		3.9
Total		34.0		47.4

Costs have been reduced during the period largely through a reduction in headcount. The number of employees has fallen by 110 to 640 since the beginning of the year. 

The Group's cash balances have reduced from £10.0 million at the end of 2008 to £8.0 million at 30 June 2009. The final payment of consideration for Odgers of £4.5 million is due to be paid in December 2009 and other than this obligation the Group has no borrowings. The majority of the Group's £5.5 million overdraft facility is due for renewal in October 2009. 

Trading conditions remain challenging with no signs of immediate improvement and the cost base of the Group has and will continue to be managed to reflect the reduced levels of income. The Board is not proposing an interim dividend (2008 - 3 pence) and unless trading improves significantly during the remainder of the year will not pay a final dividend in respect of 2009.

In May 2009, the Group received an offer of 57p per share for the Group from Offerco Limited, a company controlled by Mr P.Hearn, the Chairman of the Group. This offer was declared closed on 24 July 2009 with Offerco either owning or receiving acceptances for 62.9 per cent of the Group's share capital. In a trading update published on 13 July 2009 the Board commented that it was considering either raising additional funds through a rights issue or through the disposal of part of the equity in its operating subsidiaries to their management. Both strategies remain under consideration by the Board. 

The principal risks facing the Group remain unchanged from those set out on page 16 in the annual report of the Group's results for 2008. These are, the dependence on key personnel, competition and the strength of the markets in which the Group operates.

  OPD Group plc

Statement of comprehensive income for the six months ended 30 June 2009 (unaudited)

	Notes	Six Months Ended  30 June 2009 £'000	Six Months Ended  30 June 2008 £'000	Year    Ended  31 December 2008  £'000
Continuing operations:
Gross fee income		57,698	74,855	145,807
Direct costs		(23,662)	(27,497)	(54,897)
Net fee income		34,036	47,358	90,910
Other income	5	-	315	315
Administrative expenses		(35,263)	(41,692)	(81,664)
Impairment of goodwill		-	-	(7,573)
Operating (loss)/profit		(1,227)	5,981	1,988
Analysed as:
Operating profit before exceptional items and losses from closed businesses		792	6,312	10,168
Costs and charges arising from:
- unsuccessful bid for Imprint plc	5	-	(645)	(645)
- bid from Offerco	5	(533)	-	-
- redundancy	5	(471)	-	-
Losses from closed businesses:
- trading losses	5	(340)	(1)	(277)
- closure costs	5	(675)	-	-
Profit on sale of shares in Imprint plc	5	-	315	315
Impairment of goodwill		-	-	(7,573)
Operating (loss)/profit		(1,227)	5,981	1,988
Finance costs	6	(66)	(412)	(903)
Finance income	6	25	144	331
(Loss)/profit before income tax		(1,268)	5,713	1,416
Income tax expenses	7	(373)	(1,935)	(3,753)
(Loss)/profit for the period		(1,641)	3,778	(2,337)
Other comprehensive income:
Currency translation differences		69	10	57
Total comprehensive (loss)/profit for the period		(1,572)	3,788	(2,280)
(Loss)/profit attributable to equity shareholders of the Company		(1,641)	3,778	(2,337)
Total comprehensive (loss)/profit attributable to equity shareholders of the company		(1,572)	3,788	(2,280)
(Loss)/earnings per share:	8
- basic		(6.3)p	14.4p	(8.9)p
- diluted		-	13.9p	-

The notes on pages 7 to 14 form an integral part of this condensed consolidated interim financial information.   

OPD Group plc

Consolidated statement of changes in equity for the six months ended 30 June 2009 (unaudited)

	Note	Share capital £’000	Share premium £’000	Capital redemption reserve £’000	Own shares £’000	Foreign currency translation £’000	Retained earnings £’000	Total equity £’000
Balance as at 1 January 2008		1,328	18,409	50	(680)	11	28,311	47,429
Currency translation differences		-	-	-	-	10	-	10
Profit for the half-year		-	-	-	-	-	3,778	3,778
Comprehensive profit for the period		-	-	-	-	10	3,778	3,788
Credit for share based incentive scheme		-	-	-	-	-	247	247
Exercise of share options		-	-	-	17	-	(17)	-
Own shares acquired		-	-	-	(120)	-	-	(120)
Equity dividends	9	-	-	-	-	-	(1,584)	(1,584)
Balance at 30 June 2008		1,328	18,409	50	(783)	21	30,735	49,760
Currency translation differences		-	-	-	-	47	-	47
(Loss) for the half-year		-	-	-	-	-	(6,115)	(6,115)
Comprehensive (loss)/profit for the period		-	-	-	-	47	(6,115)	(6,068)
Exercise of share options		-	-	-	13	-	(13)	-
Credit for share based incentive scheme		-	-	-	-	-	124	124
IFRS 2 Deferred tax charge to equity		-	-	-	-	-	(255)	(255)
Equity dividends	9	-	-	-	-	-	(791)	(791)
Balance at 31 December 2008		1,328	18,409	50	(770)	68	23,685	42,770
Currency translation differences		-	-	-	-	69	-	69
(Loss) for the half-year		-	-	-	-	-	(1,641)	(1,641)
Comprehensive (loss)/profit for the period		-	-	-	-	69	(1,641)	(1,572)
Credit for share based incentive scheme		-	-	-	-	-	370	370
Exercise of share options		6	66	-	-	-	(72)	0
Own shares sold		-	-	-	770	-	(596)	174
IFRS2 Deferred tax charge to equity		-	-	-	-	-	(117)	(117)
Balance at 30 June 2009		1,334	18,475	50	-	137	21,629	41,625

The notes on pages 7 to 14 form an integral part of this condensed consolidated interim financial information.

  

OPD Group plc

Consolidated balance sheet at 30 June 2009 (unaudited)

	Notes	30 June 2009 £'000	31 December 2008 £'000	30 June 2008 £'000
Assets  Non-current assets
Property, plant and equipment	10	2,528	3,199	3,435
Intangible assets	10	30,765	30,765	38,615
Deferred income tax assets		367	406	844
Total non-current assets		33,660	34,370	42,894
Current assets
Trade and other receivables		22,855	28,537	36,361
Cash and cash equivalents	11	8,094	10,823	5,470
Total current assets		30,949	39,360	41,831
Total assets		64,609	73,730	84,725
Liabilities  Non-current liabilities
Provisions for liabilities and charges		610	504	-
Total non-current liabilities		610	504	-
Current liabilities
Current income tax liabilities		915	2,685	2,410
Borrowings	11,12	4,581	850	6,692
Trade and other payables		16,878	21,486	20,372
Contingent consideration for acquisition		-	5,435	5,491
Total current liabilities		22,374	30,456	34,965
Total liabilities		22,984	30,960	34,965
Equity
Capital and reserves attributable to equity holders of the Company
Share capital	13	1,334	1,328	1,328
Share premium account	13	18,475	18,409	18,409
Capital redemption reserve	13	50	50	50
Own shares	13	-	(770)	(783)
Foreign currency translation		137	68	21
Retained earnings		21,629	23,685	30,735
Total equity		41,625	42,770	49,760
Total equity and liabilities		64,609	73,730	84,725

The notes on pages 7 to 14 form an integral part of this condensed consolidated interim financial information. 

  OPD Group plc

Consolidated cash flow statement for the six months ended 30 June 2009 (unaudited)

	Notes	Six Months Ended 30 June  2009 £'000	Six Months Ended 30 June  2008 £'000	Year Ended 31 December 2008  £'000
Cash flows from operating activities
Cash generated from operations	14	1,298	897	15,096
Income tax paid		(2,221)	(2,922)	(4,504)
Interest paid		(4)	(112)	(303)
Net cash (absorbed by)/generated from operations		(927)	(2,137)	10,289
Cash flows from investing activities:
Acquisition of subsidiary		(912)	(2,542)	(9,234)
Purchases of property, plant and equipment	10	(97)	(494)	(889)
Purchase of intangible assets	10	(89)	(84)	(236)
Proceeds on disposal of property, plant and equipment		23	6	6
Costs arising from unsuccessful bid for Imprint plc		-	(1,674)	(1,674)
Sale of available-for-sale financial assets		-	2,300	2,300
Interest received		21	144	331
Cash flows from investing activities- net		(1,054)	(2,344)	(9,396)
Cash flows from financing activities
Dividends paid	9	-	(1,584)	(2,375)
Purchase of own shares		-	(120)	(120)
Cash flows from financing activities- net		-	(1,704)	(2,495)
Net decrease in cash equivalents at end of period		(1,981)	(6,185)	(1,602)
Cash and cash equivalent and bank overdraft at start of period		9,973	11,645	11,645
Effects of exchange rate changes		102	10	(70)
		8,094	5,470	9,973
Bank balances and cash		8,094	5,470	10,823
Bank overdrafts		-	-	(850)
Cash and cash equivalents at end of period	11	8,094	5,470	9,973

The notes on pages 7 to 14 form an integral part of this consolidated interim financial information. 

  OPD Group plc

Notes to the consolidated condensed financial statements for the six months ended 30 June 2009 (unaudited) 

1.  General information

The Group is a public limited company incorporated and domiciled in the UK. The address of its registered office is 28 Essex Street, London, WC2R 3AT. 

The Group is listed on the London Stock Exchange. 

This condensed consolidated interim financial information was approved for issue on 25 August 2009. 

These condensed consolidated interim financial statements do not comprise statutory accounts within the meaning of Section 434 of the Companies Act 2006. Statutory accounts for the year ended 31 December 2008 were approved by the Board of directors on 29 April 2009 and delivered to the Registrar of Companies. The report of the auditors on those accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under Section 237 of the Companies Act 1985.

The condensed consolidated interim financial information has been reviewed, not audited.

2.  Basis of preparation

This condensed consolidated interim financial information for the 6 months ended 30 June 2009 has been prepared in accordance with the Disclosure and Transparency Rules of the Financial Services Authority and with IAS 34, 'Interim financial reporting' as adopted by the European Union. The condensed consolidated interim financial information should be read in conjunction with the annual financial statements for the year ended 31 December 2008, which have been prepared in accordance with IFRSs (as adopted by the European Union), IFRIC interpretations and the Companies Act 1985 applicable to Companies reporting under IFRS.

3. Accounting policies

Except as described below, the accounting policies applied are consistent with those of the annual financial statements for the year ended 31 December 2008, as described in those annual financial statements.

Taxes on income in the interim periods are accrued using the tax rate that would be applicable to expected total annual earnings. 

The following new standards and amendments to standards are mandatory for the first time for the financial year beginning 1 January 2009. 

IAS 1 (revised), 'Presentation of financial statements'. The revised standard prohibits the presentation of items of income and expenses (that is 'non-owner changes in equity') in the statement of changes in equity, requiring 'non-owner changes in equity' to be presented separately from owner changes in equity. All 'non-owner changes in equity' are required to be shown in a performance statement. 

Entities can choose whether to present one performance statement (the statement of comprehensive income) or two statements (the income statement and statement of comprehensive income).

      OPD Group plc

Notes to the consolidated condensed financial statements (continued) for the six months ended 30 June 2009 (unaudited) 

The Group has elected to present one statement: the statement of comprehensive income. The interim financial statements have been prepared under the revised disclosure requirements.

IFRS 8, 'Operating segments'. IFRS 8 replaces IAS 14, 'Segment reporting'. It requires a 'management approach' under which segment information is presented on the same basis as that used for internal reporting purposes. This has resulted in two reportable segments, Odgers and PSD Group. PSD Group comprises PSD, Portfolio and Hoggett Bowers.  

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker has been identified as the Board. 

Goodwill is allocated by management to groups of cash-generating units on a segment level. The change in reportable segments has not resulted in any additional goodwill impairment. There has been no impact on the measurement of the company's assets and liabilities. 

The following new standards, amendments to standards and interpretations are mandatory for the first time for the financial year beginning 1 January 2009, but are not currently relevant for the Group.

IFRIC 13, 'Customer loyalty programmes'.

IFRIC 14, IAS 19 - 'The limit on a defined benefit asset, minimum funding requirements and their
interaction'. This is not relevant to the Group as the Group has no defined benefit pension schemes.

IFRIC 15, 'Agreements for the construction of real estate'.

IFRIC 16, 'Hedges of a net investment in a foreign operation'.

IAS 39 (amendment), 'Financial instruments: Recognition and measurement'.

The following new standards, amendments to standards and interpretations have been issued, but are not effective for the financial year beginning 1 January 2009 and have not been early adopted: 

IFRS 3 (revised), 'Business combinations' and consequential amendments to IAS 27, 'Consolidated and separate financial statements', IAS 28, 'Investments in associates' and IAS 31, 'Interests in joint ventures', effective prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after 1 July 2009. Management is assessing the impact of the new requirements regarding acquisition accounting, consolidation and associates on the Group. The Group does not have any joint ventures.

The revised standard continues to apply the acquisition method to business combinations, with some significant changes. For example, all payments to purchase a business are to be recorded at fair value at the acquisition date, with contingent payments classified as debt subsequently re-measured through the statement of comprehensive income. There is a choice on an acquisition-by-acquisition basis to measure the minority interest in the acquiree either at fair value or at the minority interest's proportionate share of the acquiree's net assets. All acquisition-related costs should be expensed. The Group will apply IFRS 3 (revised) to all business combinations from 1 January 2010, subject to endorsement by the EU. 

IFRIC 17, 'Distributions of non-cash assets to owners', effective for annual periods beginning on or after 1 July 2009. This is not currently applicable to the Group, as it has not made any non-cash distributions. 

IFRIC 18, 'Transfers of assets from customers', effective for transfers of assets received on or after 1 July 2009. This is not relevant to the Group, as it has not received any assets from customers.  

  OPD Group plc

Notes to the consolidated condensed financial statements (continued) for the six months ended 30 June 2009 (unaudited) 

4.  Segment analysis The chief operating decision-maker has been identified as the Board. This Board reviews the Group's internal reporting in order to assess performance and allocate resources. The Board considers there are two operating segments, Odgers and PSD Group. PSD Group comprises PSD, Portfolio and Hoggett Bowers. The Board assesses the performance of the operating segments based on net fee income and pre tax earnings.

	Odgers £'000	PSD Group £'000	Total Group £'000
Six months ended 30 June 2009
Revenue (from external clients)	32,450	25,248	57,698
Net fee income	22,168	11,868	34,036
(Loss)/profit before tax	847	(1,380)	(533)
Six months ended 30 June 2008
Revenue (from external clients)	37,917	36,938	74,855
Net fee income	27,027	20,331	47,358
(Loss)/profit before tax	3,776	2,484	6,260
Year ended 31 December 2008
Revenue (from external clients)	76,135	69,672	145,807
Net fee income	54,288	36,622	90,910
(Loss)/profit before tax	6,962	2,799	9,761
Total assets
30 June 2009	34,725	6,900	41,625
31 December 2008	40,663	2,107	42,770
30 June 2008	46,228	3,532	49,760

A reconciliation of the results by segment to total (loss)/profit before income tax is provided as follows:

	6 months ended 30 June  2009 £'000	6 months ended 30 June  2008 £'000	Year ended  31 December  2008 £'000
(Loss)/profit before tax for reportable segments	(533)	6,260	9,761
Central costs	(202)	(217)	(442)
Costs associated with the bid for Imprint plc	-	(645)	(645)
Profit on sale of Imprint plc shares	-	315	315
Impairment of goodwill	-	-	(7,573)
Costs associated with the bid from Offerco Ltd	(533)	-	-
(Loss)/profit before income tax	(1,268)	5,713	1,416

  OPD Group plc

Notes to the consolidated condensed financial statements (continued) for the six months ended 30 June 2009 (unaudited)

5.  Non-recurring items During the period shareholders received an offer to purchase their shares in OPD Group from Offerco Limited, a company controlled by Mr P Hearn, the Chairman of the Group. The costs incurred by the Group in connection with this bid and costs arising from redundancies have been treated as exceptional items.   In May PSD's business in Singapore was closed. Up to the date of closure it had generated gross fee income of £186,000 and incurred costs of £526,000. As a consequence of the closure additional costs, including the write down of unrecoverable assets, of £675,000 were incurred bringing the total loss for the period to £1,015,000.

	Six months ended  30 June 2009 £'000	Six months ended  30 June 2008 £'000	Year ended  31 December 2008 £'000
Cost arising from unsuccessful bid for Imprint plc	-	645	645
Profit on sale of shares in Imprint plc	-	(315)	(315)
Bid from Offerco	533	-	-
Redundancy costs	471	-	-
Impairment of goodwill  Losses from closed businesses:	-	-	7,573
- trading losses	340	1	277
- closure costs	675	-	-
Net loss	2,019	331	8,180

6.  Finance Cost

	Six months ended 30 June 2009 £'000	Six months ended 30 June 2008 £'000	Year ended 31 December 2008 £'000
Interest expense:
Interest payable on bank borrowings	(6)	(38)	(75)
Interest payable on loan notes	(2)	(74)	(228)
Unwind of discount in contingent consideration	(58)	(300)	(600)
Interest and similar charges payable	(66)	(412)	(903)
Interest income	25	144	331
Finance costs-net	(41)	(268)	(572)

7.  Income taxes Income tax expense is recognised based on management's best estimate of the weighted average annual income tax rate expected for the full financial year. The estimated average annual tax rate used for 2009 is 33% (the estimated tax rate for the first half of 2008 was 34%).

OPD Group plc

Notes to the consolidated condensed financial statements (continued) for the six months ended 30 June 2009 (unaudited)

8. Earnings Per Share    The calculation of basic and diluted earnings per share are based on the following amounts:

	Six months ended 30 June 2009	Six months ended 30 June 2008	Year  ended  31 December 2008
Profit for the period before non-recurring items (£'000)	246	4,424	6,158
Non-recurring items (£'000)	(1,887)	(646)	(8,495)
(Loss)/profit for the period (£'000)	(1,641)	3,778	(2,337)
Number of shares
Weighted average number of shares ('000)	26,250	26,288	26,270
Dilution effect of share option schemes ('000)	670	888	736
Diluted weighted average number of shares ('000)	26,920	27,176	27,006
(Loss)/earnings per share (pence):
- basic	(6.3)	14.4	(8.9)
- diluted	-	13.9	-
Earnings per share before non-recurring items (pence):
- basic	0.9	16.8	23.4
- diluted	0.9	16.3	22.8

9. Dividends	Six months ended 30 June 2009 £'000	Six months ended 30 June 2008 £'000	Year ended 31 December 2008 £'000
Final dividend for 2007 of 6p per share	-	1,584	1,584
Interim dividend for 2008 of 3p per share	-	-	791
	-	1,584	2,375
Proposed interim dividend of Nil pence per share (2008 - 3p)	-	791	-

No final dividend was paid in respect of the year ended 31 December 2008 (2007: £1,584,000) and no interim dividend is payable in respect of the half year ending 30 June 2009 (2008: £791,000). 

OPD Group plc

Notes to the consolidated condensed financial statements (continued) for the six months ended 30 June 2009 (unaudited)

10.  Capital expenditure

	Tangible £'000	Intangible £'000	Total £'000
Six months ended 30 June 2008
Opening net book amount 1 January 2008	3,780	38,612	42,392
Additions	494	84	578
Disposals	(4)	-	(4)
Depreciation, amortisation, impairment and other movements	(835)	(81)	(916)
Closing net book amount 30 June 2008	3,435	38,615	42,050
Six months ended 30 June 2009
Opening net book amount 1 January 2009	3,199	30,765	33,964
Additions	97	89	186
Disposals	(120)	-	(120)
Depreciation, amortisation, impairment and other movements	(648)	(89)	(737)
Closing net book amount 30 June 2009	2,528	30,765	33,293

11. Analysis of net funds	At 1 January 2009 £'000	Cash flow £'000	Non cash movements £'000	Foreign exchange movements £'000	At 30 June  2009 £'000
Net cash:
Cash and cash equivalents	10,823	(2,831)	-	102	8,094
Debt:
Bank borrowings	(850)	850	-	-	-
Loan notes	-	-	(4,581)	-	(4,581)
Net funds	9,973	(1,981)	(4,581)	102	3,513

Included within cash and cash equivalents is £3.1 million held as security for loan notes outstanding at 30 June 2009.  

 

OPD Group plc

Notes to the consolidated condensed financial statements (continued) for the six months ended 30 June 2009 (unaudited)

12. Borrowing and loans

	30 June 2009 £'000	30 June 2008 £'000	31 December 2008 £'000
Current borrowings	4,581	6,692	850
Movements in borrowings is analysed as follows :
Six months ended 30 June 2008
Opening amount as at 1 January 2008		1,764
Loan notes issued		6,692
Repayment of loan notes		(1,764)
Closing amount as at 30 June 2008		6,692
Six months ended 30 June 2008 Repayment of loan notes		(6,692)
Bank overdraft		850
Closing amount as at 31 December 2008		850
Six months ended 30 June 2009
Loan notes issued		4,581
Repayment of borrowings		(850)
Closing amount as at 30 June 2009		4,581

13. Share capital

	Number of shares (thousands)	Ordinary shares £'000	Share premium £'000	Capital redemption reserve £'000	Own shares £'000	Total £'000
Opening balance 1 January 2008	26,560	1,328	18,409	50	(680)	19,107
Shares transferred by employee share option trust	-	-	-	-	17	17
Shares acquired by employee share option trust	-	-	-	-	(120)	(120)
At 30 June 2008	26,560	1,328	18,409	50	(783)	19,004
Opening balance 1 January 2009	26,560	1,328	18,409	50	(770)	19,017
Shares issued	127	6	66	-	-	72
Shares sold by employee share option trust	-	-	-	-	770	770
At 30 June 2009	26,687	1,334	18,475	50	-	19,859

The Group's employee share option trustees sold their entire holdings for 57p per share in June 2009. Options exercised during the period resulted in 127,000 shares being issued to employees. The weighted average price at the time of exercise was 57p (30 June 2008: £1.69).

OPD Group plc

Notes to the consolidated condensed financial statements (continued) for the six months ended 30 June 2009 (unaudited)

14. Reconciliation of (loss)/profit before tax to net cash inflow from operating activities	Six months ended 30 June 2009 £'000	Six months ended 30 June 2008 £'000	Year ended 31 December 2008 £'000
(Loss)/profit before tax	(1,268)	5,713	1,416
Adjustments for:
Depreciation	648	835	1,597
Amortisation	89	81	154
Change in provision	106	-	119
Impairment of investment	-	-	7,573
Loss/(profit) on disposal of plant and equipment	64	(2)	(6)
(Profit) on disposal of shares in Imprint	-	(315)	(315)
Share option charge	370	247	371
Net finance costs	41	268	572
Changes in working capital:
Decrease in trade and other receivables	5,856	293	8,117
(Decrease) in trade and other payables	(4,608)	(6,223)	(4,502)
Cash generated by operations	1,298	897	15,096

  OPD Group plc

Statement of directors' responsibilities 

The directors' confirm that this condensed set of interim statements has been prepared in accordance with IAS 34 as adopted by the European Union, and that the interim management report herein includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8; namely: 

• an indication of important events that have occurred during the first six months and their impact on the condensed set of interim financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and 

• material related-party transactions in the first six months and any material changes in the related party transactions described in the last annual report.  

The directors are also responsible for the maintenance and integrity of the Company website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. 

The directors of OPD Group plc are listed in the OPD Group Annual Report for 31 December 2008. A list of current directors is maintained on the OPD Group website: www.opdgroup.com. 

By order of the Board 

P. Hearn 

25 August 2009 

Chairman 

I. Moss 

25 August 2009

Finance Director  

  

OPD Group plc

Auditors' review report 

Independent review report to OPD Group plc

Introduction

We have been engaged by the Company to review the condensed set of interim financial statements in the half-yearly financial report for the six months ended 30 June 2009, which comprises the statement of comprehensive income, balance sheet, statement of changes in equity, cash flow statement and related notes. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.

As disclosed in note 2, the annual financial statements of the Group are prepared in accordance with IFRS's as adopted by the European Union. The condensed set of financial statements included in this interim financial report has been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union.

Our responsibility

Our responsibility is to express to the Company a conclusion on the condensed set of interim financial statements in the interim financial report based on our review. This report, including the conclusion, has been prepared for and only for the Company for the purpose of the Disclosure and Transparency Rules of the Financial Services Authority and for no other purpose. We do not, in producing this report, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

Scope of review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of interim financial statements in the interim financial report for the six months ended 30 June 2009 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.

PricewaterhouseCoopers LLP
Chartered Accountants
1 Embankment Place
London

25 August 2009 

ENDIR PUUCPRUPBPGC