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to Experian Group Limited

Notes to the unaudited condensed Group half-yearly financial statements


for the six months ended 30 September 2007
  1. General information
  2. Basis of preparation
  3. Accounting policies and estimates
  4. Use of non-GAAP measures
  5. Segmental information – geographical segments
  6. Segmental information – business segments
  7. Foreign currency
  8. Exceptional items and other non-GAAP measures
  9. Taxation
  10. Discontinued operations – Home Retail Group
  11. Basic and diluted earnings per share
  12. Dividends
  13. Capital expenditure and capital commitments
  14. Analysis of net debt – non-GAAP measure
  15. Share capital and share premium
  16. Group reconciliation of movements in total equity
  17. Acquisitions
  18. Contingencies
  19. Seasonality
  20. Related parties
  21. Corporate website

1. General information

Experian Group Limited is incorporated and registered in Jersey under Jersey Companies Law as a public company limited by shares. The Company’s shares are listed on the London Stock Exchange.

These condensed Group half-yearly financial statements were approved for issue on 14 November 2007. No significant events, other than those disclosed in this document, have occurred between 30 September 2007 and that date.

These half-yearly financial statements do not constitute the Group’s statutory financial statements. The Group’s most recent statutory financial statements, which comprise the Experian Group Limited annual report and audited financial statements for 2007, were approved by the directors on 22 May 2007 and have been delivered to the Jersey Registrar of Companies. The auditors have reported on those financial statements and have given an unqualified report which does not contain a statement under Article 111(2) or Article 111(5) of the Companies (Jersey) Law 1991.

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2. Basis of preparation

These unaudited condensed Group half-yearly financial statements for the six months ended 30 September 2007 have been prepared in accordance with the Disclosure and Transparency Rules of the United Kingdom Financial Services Authority and with IAS 34 ‘Interim Financial Reporting’ as adopted by the European Union. The condensed Group half-yearly financial statements should be read in conjunction with the Group’s statutory financial statements for the year ended 31 March 2007, copies of which can be found on the Group’s website at www.experiangroup.com/corporate/financial/reports, and are available upon request from the Company Secretary at Newenham House, Northern Cross, Malahide Road, Dublin 17, Ireland. The Group’s statutory financial statements were prepared in accordance with International Financial Reporting Standards (‘IFRS’) as adopted for use in the European Union. These are those standards, subsequent amendments and related interpretations issued and adopted by the International Accounting Standards Board that have been endorsed by the European Union.

The unaudited condensed Group half-yearly financial statements of Experian Group Limited and its subsidiary undertakings (the ‘Group’) comprise the consolidated results of the Group for the six months ended 30 September 2007 and 30 September 2006 and for the year ended 31 March 2007. The financial information for the year ended 31 March 2007 has been extracted from the Group’s statutory financial statements for that year. The Group’s condensed half-yearly financial statements are unaudited but have been reviewed by the auditors and their report is set out in the Independent review report to Experian Group Limited.

The Group’s results for the six months ended 30 September 2006 have been extracted from Part Two of the Group’s interim report for that period. That interim report was the first such Group report produced after the separation of Experian Group Limited and Home Retail Group by way of demerger. As part of the demerger, Experian Group Limited became the ultimate holding company of GUS plc and related subsidiaries on 6 October 2006. Accordingly Part Two of that interim report contained consolidated financial information in respect of GUS plc and its subsidiaries. That information was reported in Sterling as that was the reporting currency of GUS plc throughout that period. For the purposes of this document that information has been represented in US Dollars as this is the most representative currency of the Group’s operations. The information for the six months ended 30 September 2006 has also been represented to reflect the reclassification of Home Retail Group as a discontinued operation and this change was also reflected in the Group’s financial statements for the year ended 31 March 2007. Voluntary disclosure of the Group’s balance sheet as at 30 September 2006 has not been included as it reflected the GUS plc balance sheet position prior to demerger and is therefore not comparable.

These unaudited condensed Group half-yearly financial statements are presented in US Dollars, rounded to the nearest million. The financial information is prepared on the historical cost basis modified for the revaluation of certain financial instruments. The principal exchange rates used in preparing these unaudited condensed Group half-yearly financial statements are set out in note 7.

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3. Accounting policies and estimates

These condensed Group half-yearly financial statements have been prepared applying the same accounting policies, significant judgements made by management in applying them, and key sources of estimation uncertainty applied by the Group that were used in the Group’s statutory financial statements for the year ended 31 March 2007. These accounting policies were published within that document and are also available on the Group’s website at www.experiangroup.com/corporate/financial/reports.

The preparation of half-yearly financial statements requires management to make estimates and assumptions that affect the reported amount of revenues, expenses, assets and liabilities and the disclosure of contingent liabilities. If in the future such estimates and assumptions, which are based on management’s best judgement at the date of the interim financial statements, deviate from actual circumstances, the original estimates and assumptions will be modified as appropriate in the period in which the circumstances change. There have been no significant changes in the bases upon which estimates have been determined, compared to those applied at 31 March 2007 and no change in estimate has had a material effect on the current period.

The Group has reviewed the valuation of its defined benefit pension scheme and in the light of changes in the key actuarial assumptions an adjustment, as required at 30 September 2007, is incorporated in these condensed Group half-yearly financial statements. The actuarial assumption with the most significant impact at 30 September 2007 is the discount rate and a rate of 5.9% was used at that date. The discount rate used in the year ended 31 March 2007 was 5.4%. The valuation will be updated at the year end to incorporate the results of the latest formal actuarial valuation which is currently being carried out.

Goodwill held in the Group’s balance sheet is tested annually for impairment at the year end. No circumstances have arisen in the six months ended 30 September 2007 to require additional impairment testing.

The Group had no material or unusual related party or share-based payment transactions during the six months ended 30 September 2007. Disclosures in respect of the Group’s related party transactions for the period are given in note 20 to these condensed Group half-yearly financial statements, and full details of share-based payment arrangements were provided in the Group’s statutory financial statements for the year ended 31 March 2007.

As indicated in the Group’s statutory financial statements for the year ended 31 March 2007, there are a number of new accounting standards, amendments and interpretations effective for accounting periods beginning on or after 1 April 2007. None of these has had a material impact on the results or financial position of the Group for the period under review. Since the date of the annual report, IFRIC 13 ‘Customer Loyalty Programmes’ and IFRIC 14 ‘IAS 19 – The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction’ have been issued. They are not effective for the current financial year and the impact of these interpretations on the Group will be considered in due course. There have been no other new International Financial Reporting Standards adopted since 1 April 2007. The financial information has accordingly been prepared on a consistent basis with that reported for the year ended 31 March 2007 although, following the acquisition of a 70% stake in Serasa, the segmental information presented in respect of the Americas in note 5 is now further analysed to show North and Latin America as separate segments.

In connection with the acquisition of the 70% stake in Serasa, the Group entered into a put/call option agreement over the remaining shares held by the minority shareholders. In accordance with IAS 39 ‘Financial Instruments: Recognition and Measurement’ the put element is a liability stated at the net present value of the expected future payments and under IAS 32 ‘Financial Instruments: Disclosure and Presentation’ this liability is shown as a non-current financial liability. The net present value of the put option was reassessed at 30 September 2007 and the change was recognised in the income statement within finance expense.

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4. Use of non-GAAP measures

The Group has identified certain measures that it believes will assist understanding of the performance of the business. The measures are not defined under IFRS and they may not be directly comparable with other companies’ adjusted measures. The non-GAAP measures are not intended to be a substitute for, or superior to, any IFRS measures of performance but management has included them as they consider them to be important comparables and key measures used within the business for assessing performance.

The following are the key non-GAAP measures identified by the Group:

Benchmark Profit Before Tax ('Benchmark PBT')


Benchmark PBT is defined as profit before amortisation of acquisition intangibles, goodwill impairments, charges in respect of the demerger-related equity incentive plans, exceptional items, financing fair value remeasurements and taxation. It includes the Group’s share of associates’ pre-tax profit.

Earnings Before Interest and Tax ('EBIT')

EBIT is defined as profit before amortisation of acquisition intangibles, goodwill impairments, charges in respect of the demerger-related equity incentive plans, exceptional items, net financing costs and taxation. It includes the Group’s share of associates’ pre-tax profit.

Benchmark Earnings Per Share ('Benchmark EPS')

Benchmark EPS represents Benchmark PBT less attributable taxation and minority interests divided by the weighted average number of shares in issue, and is disclosed to indicate the underlying profitability of the Group.

Exceptional items

The separate reporting of non-recurring exceptional items gives an indication of the Group’s underlying performance. Exceptional items are those arising from the profit or loss on disposal of businesses or closure costs of material business units. All other restructuring costs are charged against EBIT in the segments in which they are incurred.

Net debt

Net debt is calculated as total debt less cash and cash equivalents. Total debt includes loans and borrowings (and the fair value of derivatives hedging loans and borrowings), overdrafts and obligations under finance leases. Interest payable on borrowings is excluded from net debt.

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5. Segmental information – geographical segments


Six months ended 30 September 2007
  North
America1
US$m
  Latin
America1
US$m
  UK &
Ireland
US$m
  EMEA/
Asia Pacific
US$m
  Central
activities
US$m
  Total
Group
US$m
Revenue from external customers 1,020   102   499   326   -   1,947
                       
Profit                      
Operating profit/(loss) 230   15   108   31   (34)   350
Net financing costs -   -   -   -   (92)   (92)
Share of post-tax profits of associates 27   -   -   -   -   27
Profit/(loss) before tax 257   15   108   31   (126)   285
Group tax expense                     (56)
Profit for the financial period                     229
                       
Reconciliation from EBIT to profit/(loss) before tax                      
EBIT 290   24   132   35   (27)   454
Net interest -   -   -   -   (58)   (58)
Benchmark PBT 290   24   132   35   (85)   396
Exceptional items (note 8) -   -   -   -   (2)   (2)
Amortisation of acquisition intangibles (23)   (9)   (16)   (2)   -   (50)
Charge in respect of the demerger-related equity incentive plans
(9)   -   (8)   (2)   (5)   (24)
Financing fair value remeasurements -   -   -   -   (34)   (34)
Tax expense on share of profit of associates (1)   -   -   -   -   (1)
Profit/(loss) before tax 257   15   108   31   (126)   285

1. As indicated in note 3 to these condensed Group half-yearly financial statements, an additional segment has been included for the six months ended 30 September 2007 to report activity in Latin America.

Six months ended 30 September 2006
  Continuing operations        
  North
America1
US$m
  Latin
America1
US$m
  UK &
Ireland
US$m
  EMEA/
Asia Pacific
US$m
  Central
activities
US$m
  Total
continuing
US$m

  Discontinued
operations2
US$m
  Total
Group
US$m
Revenue                              
Total revenue 966   2   435   271   -   1,674   5,201   6,875
Inter-segment revenue3 -   -   (10)   -   -   (10)   -   (10)
Revenue from external customers 966   2   425   271   -   1,664   5,201   6,865
                               
Profit                              
Operating profit/(loss) 214   (2)   84   26   (144)   178   181   359
Net financing income/(costs) -   -   -   -   (86)   (86)   25   (61)
Share of post-tax profits of associates 28   -   -   -   -   28   -   28
Profit/(loss) before tax 242   (2)   84   26   (230)   120   206   326
Group tax expense                     (29)   (82)   (111)
Profit for the financial period                     91   124   215
                               
Reconciliation from EBIT to profit/(loss) before tax - continuing operations                              
EBIT 265   (2)   125   29   (21)   396        
Net interest -   -   -   -   (74)   (74)        
Benchmark PBT 265   (2)   125   29   (95)   322        
Exceptional items (note 8) -   -   (28)   -   (123)   (151)        
Amortisation of acquisition intangibles (21)   -   (13)   (3)   -   (37)        
Financing fair value remeasurements -   -   -   -   (12)   (12)        
Tax expense on share of profit of associates (2)   -   -   -   -   (2)        
Profit/(loss) before tax 242   (2)   84   26   (230)   120        

1. As indicated in note 3 to these condensed Group half-yearly financial statements, the segmental information presented in respect of the Americas for the six months ended 30 September 2006 is now further analysed to show North and Latin America as separate segments.
   
2. As indicated in note 2 to these condensed Group half-yearly financial statements, the segmental information for the six months ended 30 September 2006 has also been restated to reflect the reclassification of Home Retail Group as a discontinued operation. Additional information on discontinued operations, which also include a tax charge in respect of disposals (which was reported within discontinued operations in the interim report for the six months ended 30 September 2006), is shown in note 10. The results of discontinued operations are in respect of businesses operating within the UK & Ireland geographical segment.
   
3. Inter-segment revenue represents the provision of services between Experian and discontinued operations.

Year ended 31 March 2007
  Continuing operations        
  North
America1
US$m
  Latin
America1
US$m
  UK &
Ireland
US$m
  EMEA/
Asia Pacific
US$m
  Central
activities
US$m
  Total
continuing
US$m

  Discontinued
operations2
US$m
  Total
Group
US$m
Revenue                              
Total revenue 1,989   5   907   591   -   3,492   5,468   8,960
Inter-segment revenue3 -   -   (11)   -   -   (11)   -   (11)
Revenue from external customers 1,989   5   896   591   -   3,481   5,468   8,949
                               
Profit                              
Operating profit/(loss) 436   (4)   176   68   (203)   473   212   685
Net financing income/(costs) -   -   -   -   (146)   (146)   16   (130)
Share of post-tax profits of associates 67   -   -   -   -   67   -   67
Profit/(loss) before tax 503   (4)   176   68   (349)   394   228   622
Group tax expense                     (68)   (91)   (159)
Profit for the financial period                     326   137   463
                               
Reconciliation from EBIT to profit/(loss) before tax - continuing operations                              
EBIT 566   (4)   236   74   (47)   825        
Net interest -   -   -   -   (111)   (111)        
Benchmark PBT 566   (4)   236   74   (158)   714        
Exceptional items (note 8) 15   -   (26)   -   (151)   (162)        
Amortisation of acquisition intangibles (45)   -   (27)   (4)   -   (76)        
Goodwill adjustment (14)   -   -   -   -   (14)        
Charge in respect of the demerger-related equity incentive plans (10)   -   (7)   (2)   (5)   (24)        
Financing fair value remeasurements -   -   -   -   (35)   (35)        
Tax expense on share of profit of associates (9)   -   -   -   -   (9)        
Profit/(loss) before tax 503   (4)   176   68   (349)   394        

1. As indicated in note 3 to these condensed Group half-yearly financial statements, the segmental information presented in respect of the Americas for the year ended 31 March 2007 is now further analysed to show North and Latin America as separate segments.
   
2. Additional information on discontinued operations, which comprise Home Retail Group together with a tax charge in respect of disposals, is given in note 10. The results of discontinued operations are in respect of businesses operating within the UK & Ireland geographical segment.
   
3. Inter-segment revenue represents the provision of services between Experian and discontinued operations.

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6. Segmental information – business segments


Six months ended 30 September 2007

  Credit
Services
US$m
  Decision
Analytics
US$m
  Marketing
Services
US$m
  Interactive

US$m
  Central
activities
US$m
  Total
Group
US$m
Revenue from external customers 913   219   397   418   -   1,947
                       
Profit                      
Operating profit/(loss) 237   77   22   67   (53)   350
Net financing costs -   -   -   -   (92)   (92)
Share of post-tax profits of associates 27   -   -   -   -   27
Profit/(loss) before tax 264   77   22   67   (145)   285
Group tax expense                     (56)
Profit for the financial period                     229
                       
Reconciliation from EBIT to profit/(loss) before tax                      
EBIT 281   78   38   84   (27)   454
Net interest -   -   -   -   (58)   (58)
Benchmark PBT 281   78   38   84   (85)   396
Exceptional items (note 8) -   -   -   -   (2)   (2)
Amortisation of acquisition intangibles (16)   (1)   (16)   (17)   -   (50)
Charge in respect of the demerger-related equity incentive plans1
-   -   -   -   (24)   (24)
Financing fair value remeasurements -   -   -   -   (34)   (34)
Tax expense on share of profit of associates (1)   -   -   -   -   (1)
Profit/(loss) before tax 264   77   22   67   (145)   285

1. No allocation by business segment is made for charges in respect of the demerger-related equity incentive plans as the underlying data is maintained only to provide an allocation by geographical segment.

Six months ended 30 September 2006
  Continuing operations        
  Credit
Services
US$m
  Decision Analytics
US$m
  Marketing Services
US$m
  Interactive

US$m
  Central
activities
US$m
  Total
continuing
US$m

  Discontinued
operations1
US$m
  Total
Group
US$m
Revenue                              
Total revenue 765   187   346   376   -   1,674   5,201   6,875
Inter-segment revenue2 (10)   -   -   -   -   (10)   -   (10)
Revenue from external customers 755   187   346   376   -   1,664   5,201   6,865
                               
Profit                              
Operating profit/(loss) 176   69   17   60   (144)   178   181   359
Net financing income/(costs) -   -   -   -   (86)   (86)   25   (61)
Share of post-tax profits of associates 28   -   -   -   -   28   -   28
Profit/(loss) before tax 204   69   17   60   (230)   120   206   326
Group tax expense                     (29)   (82)   (111)
Profit for the financial period                     91   124   215
                               
Reconciliation from EBIT to profit/(loss) before tax - continuing operations                              
EBIT 243   69   30   75   (21)   396        
Net interest -   -   -   -   (74)   (74)