TALK.L Regulatory News (TALK)

17th May 2012

TalkTalk Telecom Group PLC

Preliminary results for the 12 months to 31 March 2012 (FY12)

·; 20% Headline EBITDA margin target achieved in H2, ahead of schedule

·; 33% growth in Headline EPS and Operating free cash flow

·; 61% growth in full year DPS to 9.0p - to grow by at least 15% in FY13 and FY14

·; Q4 net customer losses reduced to 13,000; 100k net fully unbundled customers added

·; Medium term EBITDA margin target raised to 25%; 2% revenue CAGR maintained

FY 2012 financial headlines

·; Headline EBITDA(1) up 18.1% to £326m (FY11: £276m)

·; Underlying EBITDA(2) up 14.9% to £317m; underlying margin 18.8%; (FY11:15.6%)

·; Operating free cash flow(3) up 32.7% to £207m (FY11: £156m)

·; Total revenue £1,687m (FY11: £1,765m); H2 flat on H1

·; Statutory profit before tax £127m (FY11: £57m)

·; Headline earnings per share(1) up 33.3% to 18.0 pence (FY11: 13.5 pence)

·; Final dividend 6.4 pence per share, taking full year dividend to 9.0 pence (+61%)

(1) Excludes exceptional charges and tax credit and amortisation of acquisition intangibles - see Note 3.

(2) Excludes £9m profit on disposal of freehold property assets.

(3) Operating free cash flow is stated before exceptional costs

Q4 operating metrics

Dido Harding, Chief Executive of TalkTalk commented:

We have delivered our 20% EBITDA margin target significantly ahead of schedule. Our focus on improving customer service has driven a real improvement in customer numbers and we are on track to deliver total customer growth in the current quarter. Our strategy has delivered a materially more profitable and stable customer base and a leaner, more efficient cost structure, giving us a strong platform from which to invest in growth opportunities such as YouView.

We are underscoring our confidence in the long term prospects for the business by raising our medium term EBITDA margin target to 25% and a commitment to grow the FY13 and FY14 dividend by at least 15% per annum, while at the same time investing in growth.

We will achieve our growth and margin targets through continued expansion of our network, further operating efficiencies, adding more services to become a genuine quad play, growing scale in our business to business operations and increasing our sales of superfast broadband. We believe the successful implementation of this strategy, supported by our financial strength, will deliver significant customer and shareholder value.

FINANCIALS

(1) Excludes exceptional charges and tax credit and amortisation of acquisition intangibles - see Note 3.

(2) Excludes £9m profit on disposal of freehold property assets

(3) Operating free cash flow is stated before exceptional costs

GUIDANCE

We have already delivered on key elements of the medium term strategy we set out 18 months ago. Our operating and financial performance in the last financial year has delivered a materially more profitable and stable customer base and a leaner, more efficient cost structure. As a result we have entered the new financial year in a position of strength, from which to invest in growth opportunities such as YouView, to deliver further shareholder value

The majority of our investment in TV will take the form of variable SAC and marketing costs with minimal capital expenditure requirement. The guidance below excludes these costs, further details on which, together with details of our proposition, will be provided in due course.

Revenue

We are confident of achieving our target of a return to positive net adds in the current quarter. We expect that this, together with ongoing progress in ARPU from an improving customer mix on our fully unbundled base, will drive a return to revenue growth in FY13.

Operating expenses

We expect operating expenses to be broadly flat in FY13 as customer service improvements and back office simplification cost reductions, enable us to reinvest in increased network footprint and resilience.

EBITDA margin

We expect ARPU growth and stronger margins from improved customer mix to generate an EBITDA margin of 20%-21% in FY13.

Cash flow items

We do not expect material net exceptional cash expenditure in FY13, as the costs of contact centre consolidation are expected to be offset by a credit relating to an historic BT dispute. Capex is expected to be in line with our stated policy of 6% of revenue. We expect our cash tax rate to be less than 10%.

Dividend

We are firmly committed to growing our dividend whilst also investing for growth, a commitment that is supported by the increasing profitability of our core business, our cash generation and overall financial strength. Thus, although FY13 and FY14 will see us absorb the costs of investing in TV, we expect to grow the dividend by a minimum of 15% in each of these years.

STRATEGY AND MEDIUM TERM OUTLOOK

We see significant opportunities ahead of us to grow both revenues and profitability.

We have a strong, long term position in the UK telecom industry, underpinned by our value for money positioning, large installed customer base, advanced next generation network and cost efficient operating model. We are well placed to take advantage of a number of key industry trends such as the proliferation of connected devices in the home and the growing appetite for on-demand content from both consumers and businesses. These trends are driving demand for reliable and uncontended bandwidth in what increasingly, is becoming an essential service.

Fixed line networks are significantly advantaged over mobile networks in this context, as the incremental costs of bringing additional capacity on-stream are much lower. Our network, with its deeply embedded points of connectivity into the UK core, both for consumers and for businesses, is therefore a key competitive asset.

Over the next five years, we plan to increase our network capacity by over 100 times (within our capex run rate of 6% of revenues). Primarily this will take the form of cost efficient backhaul scaling against a sustainable exchange footprint. In addition we will continue to optimise our network for video content, security and access to cloud services. This network advantage will enable us to grow revenues, by providing additional services to our consumer and business customers.

At the same time, we will continue to simplify our operations and processes to deliver better customer experiences that in turn will allow us to further optimise our cost base. As the achievements of the last 18 months have demonstrated, this is one of our key organisational capabilities.

We have clear pipelines for growth that will enable us to leverage these industry trends, our network assets and our processes. For consumers, the launch of a TV proposition will be a key element in the implementation of our strategy of building a compelling quad play offer to deliver ARPU growth and lower churn, thereby creating more valuable customers. We are confident also about our role in fibre, which we see as a profitable and low capital driver of incremental ARPU over time. Ofcom, the UK regulator, has affirmed the need to sustain vigorous competition in the market through the operation of a level playing field, which supports our fibre strategy.

We also have clear revenue and margin growth opportunities in TalkTalk Business as we leverage our business grade network to build relationships with mid-sized corporates and sell increasingly value-added data solutions.

Having achieved our 20% EBITDA margin target ahead of plan we are now confident that these opportunities will allow us to deliver profitable revenue growth (medium term CAGR 2%) and generate a medium term EBITDA margin of 25%.

Q4 OPERATIONAL REVIEW

Real improvement in net adds trajectory

We delivered a strong operational performance in Q4, with the best fully unbundled (MPF) and total customer metrics in 18 months. We unbundled 170 new exchanges during the quarter, taking our total network coverage to 2,508 exchanges and extending the geographic reach of our higher margin value proposition. Our strong value for money credentials continued to attract new customers, and gross additions remained strong in the quarter.

We continued to make significant improvements to our customers' experience during the quarter. Call volumes into our customer service centres fell again, with 22% fewer calls than a year ago and 70% of customer contacts are now taking place online, reflecting our improved self-serve capabilities and our customers' preference. We also continued to improve the rate of first time resolution of queries reaching a first fix rate of 76%.

In addition HomeSafeTM, our unique and ground breaking network-level security and safety service, was activated by a further 92,000 customers bringing the total number benefiting from our service, to 320,000. Since implementing the UK Government's policy of 'active choice', one in three new customers are choosing to activate parental controls when they join TalkTalk.

The combined effect of improving customer experience and HomeSafeTM activations has been to reduce churn levels.

As a result we added 100,000 net new MPF broadband and voice customers in the quarter, offset by the net loss of 23,000 SMPF broadband-only customers, leading to net growth in our on-net base of 77,000. The off-net base continued to decline with 90,000 fewer customers contributing to a total broadband customer reduction of 13,000 during the quarter. The off-net base now comprises c.300,000 customers, compared to c.600,000 a year ago.

On-net customers now comprise 92% of our total base and the mix of customers on the base has continued to improve, with 82% now fully unbundled (MPF) and therefore able to benefit from our added value products such as Plus and HomeSafeTM, compared to just over 76% at the end of Q4 last year.

Importantly our MPF customers save money but generate, on average, 50% greater value to the group over their lifetime than partially unbundled (SMPF) customers, and significantly more valuable than off-net customers.

Growing ARPU

Take up of our value added Plus, Boost and HomeSafeTM products continued to grow during the quarter. Around a third of our new customers consistently opt to take the Plus proposition, which together with our successful upselling initiatives into the Essentials base meant that at the end of the quarter we had over 1,000,000 Plus customers - c25% of the total broadband base.

Fibre access

We saw accelerating demand for our 40Mbps fibre boost during the quarter, with an additional 4,000 customers being provisioned, to leave a closing base of 9,000. At the end of the quarter we began pre-registration of our 80Mbps product in March, having agreed commercial terms with BT Openreach. At an additional £15 per month for existing TalkTalk customers, this is a competitive proposition and incrementally profitable for us. We began provisioning customers during April and expect to promote the service actively through FY13.

TalkTalk Business

The established trends of declining legacy voice revenue and growing data revenues continued during Q4. We saw a 20% increase in orders across our ethernet offers with 1,264 connections in the quarter, a run-rate that will contribute annualised revenues of over £8m.

BUSINESS REVIEW

Our operational focus during the year has been on continuing to implement the five core elements of the strategy we set out in November 2010:

1. Extending our network and its benefits to 700 more exchanges

2. Increasing efficiency by simplifying our operating systems and processes

3. Developing compelling new value-for-money services for consumers

4. Using our network to expand our range of advanced data services for businesses

5. Preparing for a fibre future

We have made significant progress on each of these elements and as a result have delivered an extremely strong financial performance with headline EBITDA growing by 18% to £326m, operating free cash flow by 33% to £207m and headline EPS by 33% to 18.0p.

1. Largest unbundled UK network

We unbundled 501 exchanges during the year, taking our total network coverage to 2,508 exchanges and 91% customer coverage, by some distance the largest unbundled estate in the UK. Our plans to extend our unbundled footprint further, to around 2,700 exchanges will take us to over 93% customer coverage by the end of FY13. More than 200 further exchanges are currently scheduled to come on stream before the end of FY13.

We ended the year with 3.755m customers on our network, accounting for 92% of our total broadband customer base, compared to 86% at the end of last year. Of these 3.066m were fully unbundled customers, taking both phone and broadband services delivered through our MPF equipment. The remaining 689k customers were partially unbundled, taking only broadband, served through our SMPF equipment. Unbundling and the resulting customer mix improvement was a key driver of our ARPU growth during the year, to £25.6 in Q4 from £25.0 at the same time last year.

Unbundling delivers major benefits for our customers, such as better prices, optimised broadband speed and service quality, and access to our growing range of additional products and services, such as Plus, HomeSafeTM and Boosts. Investment in unbundling delivers significant financial benefits, including higher ARPU and lower churn across the base, access to inbound call termination revenue, lower regulated charges (MPF and SMPF), and lower backhaul costs due to our investment in a highly efficient, high-capacity Next Generation Network.

2. Operating efficiencies

In November 2010 we announced our target to deliver a total of £40-50m of operating efficiencies over the medium term, by providing a better customer experience through simplifying our business processes, eliminating significant duplication, and creating a leaner operational structure. We have aimed, though these initiatives, to improve significantly the quality of the end-to-end experience we deliver to our customers and therefore to also reduce our overall customer service costs.

We have delivered significant improvements in our customer experience over the last 12 months with a 31% year on year reduction in calls into our contact centres, a 36% reduction in complaints to Ofcom and 76% of our customers now benefiting from first time resolution of their query.

Better diagnostic processes and tools and greater network stability, following completion of our customer migration programme, were reflected in a substantial reduction in technical support calls during the period. Improved self-serve capabilities and higher first time query resolution resulted in lower volumes of general service calls, including billing queries.

More than 70% of our total customer contacts are now online, compared to around 65% last year. This improves both customer experience and future profitability.

We have now identified the full £50m of the £40-£50m targeted range of efficiencies ahead of plan. A total saving of £23m was delivered during FY12. We expect a further £22m to be realised in FY13 and a further £5-10m in the following year.

3. Value for money quad play

Our firm commitment to consistently provide clear, value-for-money services for our customers was reflected in a series of new prices and products, to maintain our positioning as the best value provider in the market. These initiatives included the repricing of our line rental offer, the reduction of headline pricing of our Essentials and Plus broadband packages and the launch of both our unique HomeSafe™ service and a 500 Mobile Minute Boost.

By the end of FY12 1,000,000 customers had joined or been upsold to Plus, our inclusive calls product, reflecting its unbeatable value and appeal to customers in these challenging economic times. Plus customers now comprise c.25% of our total customer base. A further 250,000 customers are now also benefiting from a capped cost of calling mobiles through our innovative 200 and 500 Mobile Minute Boosts.

HomeSafe™, our network level security and safety service that protects all devices using the internet connection in the home, is unique to TalkTalk. HomeSafe™ gives customers the ability to block inappropriate content as well as protect devices from viruses and appeals strongly to parents in particular. HomeSafe™ is an excellent example of our ability to bring innovative new services to our customers that also create value for us. While the service is provided at no charge, the cost of provision is far outweighed by the benefit to us in the form of materially reduced churn.

Our triple play proposition that will feature YouView, is on track for launch during Q2 FY13. YouView will bring to our customers all of the 'plug-in-and-watch' simplicity of Freeview, plus the UK's leading Internet catch-up and video on-demand services, all instantly available through one simple, intuitive set-top box and proprietary electronic programme guide.

Development within the YouView team is progressing well and within TalkTalk we are making good progress on provisioning capability, as well as operational and CRM readiness to support our TV service within our existing operational structures. We began 'Friends and Family' trials focusing on the end-to-end customer experience in April and will be extending the trial to our customers soon.

Our mobile base continues to grow with over 70,000 customers now taking mobile in addition to their phone and broadband service. We have built an impressive 7.5% share of the UK SIM-only market since launch and as expected, have seen significantly lower churn on this customer base. We plan to launch a handset proposition later this year in addition to our existing SIM only and data products.

4. TalkTalk Business services

TalkTalk Business generates approximately 20% of the revenue of the Group and comprises three main areas; business data services, voice services and carrier services through a direct team and channel community.

Taking full advantage of the UK's most extensive Next Generation Network, the re-branded TalkTalk Business is a leading player in developing and delivering converged voice and data services across four distinct markets, small and medium sized enterprises (SME), larger corporates, system integrators and direct to other carriers.

Our network coupled with hosted services provides the flexibility, reliability, capacity and geographic coverage required to meet our customers' growing demand for high quality data services. Our product range extends from simple business broadband propositions for sole traders and home-workers, through to complex, integrated connectivity solutions for larger organisations delivered direct or through our vibrant partner community.

After the introduction in FY11 of our fibre-based Ethernet connectivity service aimed at large carriers and systems integrators we have expanded our offerings with a launch in April 2011 of our 'Ethernet in the First Mile' (EFM) solution into our partner channel. This product captures the advantages of both Ethernet technology and the underlying copper-based broadband service, delivering guaranteed symmetrical connectivity up to 10Mbps across bonded copper pairs. EFM bridges the gap between ADSL and fibre-based Ethernet, and presents a major growth opportunity as a compelling low cost, business grade alternative. Across our Ethernet offerings in the second half we have seen a substantial increase in orders as we scale for growth.

As anticipated, and in line with wider sector trends, voice revenues in the B2B business continued to be under pressure driven by the impact of mobile termination rates and declining fixed line voice minutes through the year. Carrier service operations, which leverage our interconnected voice network and scale of customer base, traded broadly in line with last year.

At the beginning of the year we acquired Executel, a regional unified communications solutions business with a strong presence in North East England. Executel was a long-standing TalkTalk Business channel partner, and the acquisition strengthened our capabilties in the all important PBX systems market.

5. Fibre access

Early in FY12 we launched our first NGA product, a fibre optic Boost that delivers download speeds of 15-40Mbps for our customers who are located within the BT Openreach fibre network footprint. Priced at £10 per month, plus a one-off connection fee, this product delivers a value for money, high-speed broadband service. Demand for superfast broadband amongst our customer base remains modest as our current copper-based ADSL technology already delivers average download speeds of 7-8 Mbps, which satisfies most customers' present requirements.

We saw accelerating demand for our 40Mbps fibre boost during Q4, with an additional 4,000 customers being provisioned, to leave a closing base of 9,000. We expect demand for NGA to grow over the medium term and we have spent much of the last year on laying the groundwork both commercially and operationally, to be able to take advantage of customers' growing demand for faster speeds when they need it.

Accordingly, after reaching agreement on commercial terms with BT Openreach, we launched an 80Mbps (20Mbps upload) product in April 2012. Priced at £15 per month, plus a one-off connection fee, this product also delivers a value for money service that allows our customers to save money versus comparable products in the market.

We are continuing to work with BT Openreach to develop the NGA product further, and in particular to improve the customer connection experience and reduce both the initial set-up and ongoing provisioning costs. Currently all new fibre connections necessitate a visit by an BT Openreach engineer and supply of separate new access and inter-connection equipment within the home. Trials on a simpler installation process are underway and we continue to believe that the experience must become more flexible, and its end-to-end costs reduced, before NGA products will gain mass-market customer acceptance.

FINANCIAL REVIEW

Headline financials

*Includes share of results of Joint Venture

Revenue

Revenue decreased by 4.4% to £1,687m (2011: £1,765m), principally driven by the continued reduction in the non-broadband customer base.

Broadband revenue was broadly flat year on year at £1,242m (2011: £1,247m) reflecting the increasing ARPU throughout the year offsetting the reduction in the total base in the second and third quarters of the year.

In line with the reduction in the base size, revenue from non-broadband customers reduced to £129m (2011: £189m).

Revenue from our Corporate services decreased 4% to £316m (2011: £329m), as the decline in both traditional voice minutes services and mobile termination rates continued throughout, partially offset by the Executel and Greystone acquisitions during the year and growth in new data services products such as Ethernet.

Headline profit

Our headline EBITDA continued to grow, increasing by 18.1% to £326m (2011: £276m) and EBITDA margin improved to 19.3% (2011: 15.6%). Our current year EBITDA includes the profit made on the disposal of a freehold site in Birmingham during the year of £9m. Excluding this profit, the underlying EBITDA margin was 18.8%. The increase in underlying EBITDA reflects the ongoing benefit of the Operating Efficiencies programmes undertaken during the current and prior year and the increased on-net and Plus penetration of our broadband base.

Over the year we focussed on our operating model to drive further efficiencies in our business. We have delivered benefits of £38m during the year, of which £23m related to our back office simplification announced in January 2011 and the rationalisation of our contact centre estate announced in September 2011, and £15m related to the full year benefit of the Tiscali Integration.

Headline EBIT increased by 21.4% to £233m (2011: £192m) resulting from the growth in EBITDA and this takes into account an increase in depreciation and amortisation resulting from continued investment in our network build programme and our billing systems.

Operating free cash flow and net debt

In our second year we have delivered another significant increase in cash generation, growing our operating free cash flow 32.7% to £207m (2011: £156m). This has been driven by the growth in headline EBITDA alongside control over investment in capital expenditure in line with our guidance to focus on delivering our unbundling strategy and unified billing system. Net debt has remained broadly flat at £434m (2011: £438m), as the increase in our cash generation has funded both an enhanced dividend payout to shareholders of £58m (2011: £15m) and the purchase of £54m (2011: £nil) of shares by our Employee Benefit Trust to satisfy future anticipated share option exercises.

Reconciliation of Headline to Statutory information

Income statement

(1) Includes share of results of Joint Venture

(2) Excluded from Headline results

Revenue

Revenue decreased by 4.4% to £1,687m (2011: £1,765m). This was principally driven by the continued reduction in the non-broadband customer base.

Gross margin

We have delivered an improvement in our gross margin percentage to 52.4% (2011: 50.3%) in the year as a result of the increasing percentage of customers who are unbundled. As a result gross profit for the year has remained flat at £884m (2011: £888m).

Operating expenses

Operating expenses in the year reduced by £54m from £612m in the prior year to £558m. This reflects the full year benefits of the Tiscali Integration programme, the cost savings generated by our operating efficiencies programme, and the profit realised on the sale of a freehold site in Birmingham during the year partially offset by investment in our network.

Exceptional items

Investment in our Operating Efficiencies programmes was £25m for the year, principally in relation to redundancy and site exit costs. We undertook this reorganisation in two phases; phase one focussed on restructuring back office functions to deliver annualised benefits of approximately £25m at a cost of £11m (2011: £12m). The second phase, announced in September 2011, rationalised our customer services footprint, resulting in the closure of our Waterford contact centre, to deliver a further £15m of annualised savings at a cost of £14m. Operating cost savings of £23m have been realised in the current year as a result of these reorganisation programmes. A credit of £1m was recognised in respect of the One Company Integration programme for a provision no longer required.

In addition we received a fine from Ofcom in the year of £3m relating to billing issues that arose as a result of the integration of the Tiscali business.

EBITDA

EBITDA after exceptional items has grown by 31.1% to £299m (2011: £228m). Exceptional costs within EBITDA have reduced significantly year on year to £27m (2011: £48m), as the Tiscali Integration programme was completed. The improvement in EBITDA principally reflects the benefits of the Operating Efficiency programmes and the full year benefits of the One Company programme.

Amortisation of acquisition intangibles

The amortisation charge in respect of acquisition intangibles was flat year on year at £61m (2011: £62m).

Profit before tax

Statutory profit before tax more than doubled to £127m (2011: £57m), reflecting the significant increase in headline earnings and the decrease in exceptional costs year on year.

Earnings per share

In order to provide a meaningful comparison and to remove the impact of exceptional items, earnings per share ("EPS") is provided on a Headline basis as well as a Statutory basis. A full reconciliation of Headline to Statutory results can be found in note 3.

We have had another year of strong EPS growth, with Headline EPS increasing 33.3% to 18.0p (2011: 13.5p), and Statutory EPS growth even stronger, growing fourfold to 15.6p (2011: 3.9p), as a result of the growth in profit before tax and the recognition of deferred tax assets in relation to acquired losses.

Basic EPS has been calculated based on a weighted average number of shares of 885 million (2011: 907 million). During August and September our Employee Benefit Trust purchased 41.7 million shares to settle anticipated future share option exercises. This has led to a decrease in the weighted average number of shares in issue during the year. Dilution of 40 million shares (2011: 45 million) has been applied for the purposes of calculating diluted EPS resulting from employee share option plans, the details of which can be found in note 7.

Cash flow and net debt

*In 2011, includes £2m of sundry items including foreign exchange movements on net debt

**Including loans to related parties, closing net debt was £432m (2011: £436m)

Capital expenditure

Capital expenditure in the year was £105m (2011: £110m), representing 6.2% of revenue (2011: 6.2%). During the year we expanded our network footprint by unbundling a further 501 exchanges, and completed the migration of consumer customers onto our strategic billing system. We also enhanced our network capacity to efficiently manage the increased bandwidth demands of our customers.

Working capital

The working capital outflow of £14m (2011: £10m) reflects our decreasing cost base and the continued unwind of fair value provisions arising on the acquisition of Tiscali.

Exceptional and demerger costs

Exceptional cash spend totalled £45m in the year (2011: £59m) of which £35m was in relation to the Operating Efficiencies reorganisation programme and £7m in relation to the Tiscali Integration programme, which was completed during 2011. In addition we received a fine from Ofcom in the year of £3m relating to billing issues that arose on the integration of Tiscali.

Acquisitions

The cash outflow in relation to acquisitions was £20m comprising strategic B2B acquisitions of £16m and a payment of £4m in relation to our continued investment in the YouView joint venture.

Dividends

Our dividend policy is to return to shareholders 50% of our basic Headline earnings per share in the form of ordinary dividends.

Dividends paid in the year of £58m (2011: £15m) comprised the final dividend for FY11 of 3.9p per share and the interim dividend for 2012 of 2.6p per share.

The Board has declared a final dividend of 6.4 pence per share which will be paid, subject to shareholder approval, at the AGM on 27 July 2012. The ex-dividend date will be 4 July 2012, the record date will be 6 July 2012 and the anticipated payment date will be 3 August 2012. The total declared dividend for the year was 9.0 pence, which provides dividend cover of 2.0 times.

Net debt

Our net cash inflow was £4m (2011: £70m). Net debt, including loans to related parties was £432m (2011: £436m). Excluding loans to related parties net debt was £434m (2011: £438m).

Tax and Treasury

Finance costs

Net finance costs charged to the income statement were £18m (2011: £18m). This comprised the blended interest rate charged on debt of 3.17% (2011: 3.07%) and an amortisation charge of £1m in relation to facility fees incurred when we refinanced our debt in November 2011.

Net interest paid in the year increased to £24m (2011: £17m), principally as a result of the fees paid for refinancing during the year.

Taxation 

The effective headline tax rate for the year was 26% (2011: 30%) representing a tax charge of £56m (2011: £52m) on headline profit before tax of £215m (2011 : £174m). 

The tax credit for the year on statutory earnings was £11m (2011: charge of £22m). The principal differences between the tax charge and the standard rate of corporation tax are the impact of the reduction in the corporation tax rate and the recognition of deferred tax assets in relation to acquired losses - see note 4.

A reduction in the year in the corporation tax rate from 26% to 24% from April 2012, created a charge through the income statement of £10m resulting from the downward revaluation of deferred tax assets. This has been partially offset by prior year credits of £4m relating to the recognition of additional tax losses and capital allowances.

During the year we reached agreement with HMRC over the utilisation of brought forward tax losses acquired with the Tiscali UK business in 2009, including those of Video Networks Limited. This has resulted in the recognition of deferred tax assets of £45m in addition to those recognised at the acquisition date. The associated tax credit has been treated as an exceptional item in the income statement.

There have been tax payments in the year of £2m (2011: £2m) that relate to the final corporation tax assessment of our AOL Luxembourg entity prior to its liquidation.

Funding

Our operations are financed by committed bank facilities, retained profits and equity. During the year we were able to make use of overdrafts and some uncommitted facilities to assist with working capital management. Funding of our subsidiaries is arranged centrally with an emphasis on efficient cash management.

During the year we refinanced our £550m revolving credit facility that matured in March 2013. The Group now has a £520m revolving credit facility, £70m of bilateral facilities used for working capital purposes and a term loan of £100m. The revolving credit facility matures in November 2015, the bilateral facilities in March 2015 and November 2015, and the term loan in March 2015.

The terms of all the facilities are similar and the covenants are identical. We were in compliance with the covenant conditions on all funding facilities at the year end. As at 31 March 2012 £435m (2011: £395m) had been drawn down on these combined facilities. It is our policy to refinance our facilities significantly in advance of maturity dates.

Policy

We are exposed to limited cross border transactional commitments but where significant, these are hedged using forward currency contracts. The Group Treasury function operates within the framework approved by the Board, in line with best practice, to ensure effective management of our interest and foreign exchange risk.

Capital structure

The Board reviews the capital structure of the Group on an annual basis and considers that our medium term target gearing is 75% to 100%. Gearing at 31 March 2012 was 98% (2011: 106%).

Accounting developments

The adoption of standards in the year, as disclosed in note 1, has had no material effect on the financial statements.

Going Concern

The Directors have acknowledged the guidance 'Going Concern and Liquidity Risk: Guidance for Directors of UK Companies 2009', published by the Financial Reporting Council in October 2009.

Our business activities, together with the factors likely to affect our future development, performance and position are set out in the Business Review. Our financial position, cash flows and borrowing facilities are described within this Financial Review.

Whilst the current economic climate remains uncertain, the breadth of our customer base, our value for money proposition, improved operating efficiency and the largest unbundled network in the UK together with our development of a competitive quad play offering means that the Directors are confident of our ability to continue to compete effectively in the UK telecom sector.

We have £690m of committed credit facilities and as at 31 March 2012 the headroom on these facilities was £255m. Our forecasts and projections, taking into account reasonably possible changes in trading performance, indicate that there is sufficient headroom on our facilities and that this, together with our market positioning, means that we are well placed to manage our business risks successfully and have adequate resources to continue in operational existence for the foreseeable future. The Directors have therefore adopted the going concern basis of accounting in preparing the financial statements.

APPENDIX 1 - QUARTERLY METRICS

Group income statement

For the year ended 31 March 2012

*A reconciliation of Headline information to Statutory information is provided in note 3.

The accompanying notes are an integral part of this Group income statement. All amounts relate to continuing operations.

Group statement of comprehensive income

For the year ended 31 March 2012

Note 1: recognised within retained earnings and other reserves.

Note 2: recognised within Translation and hedging reserve.

The accompanying notes are an integral part of this Group statement of comprehensive income.

Group statement of changes in equity

For the year ended 31 March 2012

The accompanying notes are an integral part of this Group statement of changes in equity.Group balance sheet

For the year ended 31 March 2012

The accompanying notes are an integral part of this Group balance sheet.

Group cash flow statement

For the year ended 31 March 2012

* Bank overdrafts are disclosed within Loans and other borrowings less than one year.

The accompanying notes are an integral part of this Group cash flow statement.

1. Accounting policies and basis of preparation

Directors' responsibilities

The Directors of TalkTalk Telecom Group PLC are responsible, in accordance with the listing rules of the Financial Services Authority, for preparing and issuing this preliminary announcement, which was approved on 16 May 2012.

Basis of preparation

The financial information set herein does not constitute the Group's statutory accounts for the years ended 31 March 2012 or 2011, but is derived from those accounts. Statutory accounts for 2011 have been delivered to the Registrar of Companies and those for 2012 will be filed in due course. The auditors have reported on those accounts; their reports were unqualified, did not draw attention to any matters by way of emphasis without qualifying their report and did not contain statements under s498(2) or (3) Companies Act 2006. The 2011 Annual Report of TalkTalk Telecom Group PLC, can be found on the Group's corporate website www.talktalkgroup.com <http://www.talktalkgroup.com> and the 2012 Annual Report will be included on the website shortly.

The financial information is prepared on the basis of the accounting policies set out in the 2011 Annual Report of TalkTalk Telecom Group PLC, except in relation to the new standards which have been adopted in the year with no significant impact on the results for the current or prior year.

2. Segmental reporting

IFRS 8 'Operating Segments' requires the segmental information presented in the financial statements to be that used by the chief operating decision maker to evaluate the performance of the business and decide how to allocate resources. The Group has identified the Board as its chief operating decision maker. The Board considers the results of the business as a whole when assessing the performance of the business and making decisions about the allocation of resources. Accordingly the Group has one operating segment.

*In the prior year this comprised £62m amortisation on acquisition intangibles and £4m of exceptional amortisation (note 3).

The Group's revenue is split by broadband, non-broadband and corporate products. Broadband and non-broadband comprise consumer and business customers that receive similar services.

The Group has no material overseas operations; as a result a split of revenue and total assets by geographical location has not been disclosed.

3. Reconciliation of Headline information to statutory information

a) Operating efficiencies - Phase I (Back office restructuring)

On 26 January 2011 a major restructure of the Group was announced to integrate technology and IT capabilities and consolidate back office functions. The reorganisation principally resulted in a reduction in headcount, and required project management and consulting costs to deliver these benefits. The programme also resulted in onerous contract and dual running costs relating to a number of technology contracts where, services previously provided externally are now being provided in house. A credit of £1m has been recognised in the year in respect of accruals relating to property costs which are no longer required. The total charge incurred in the year ended 31 March 2012 was £11m (2011: £12m).

A total taxation credit of £3m has been recognised in the year ended 31 March 2012 (2011: £3m).

b) Operating efficiencies - Phase II (Contact centre rationalisation)

On 7 September 2011, the Group announced the consolidation of the Group's contact centre operations which has resulted in redundancy, consultancy and onerous property lease costs, principally in relation to the closure of the Group's contact centre in Waterford, Ireland. The total charge incurred in the year ended 31 March 2012 was £14m (2011: £nil).

A total taxation credit of £3m has been recognised in the year ended 31 March 2012 (2011: £nil).

c) Ofcom fine

During the year Ofcom fined the Group £3m as a result of contravention of General Condition 11 under section 94 of The Communication Act 2003. No tax credit has been recognised in respect of the fine.

d) One Company integration

The One Company integration was implemented during the year ended 31 March 2010 following the acquisition of Tiscali UK on 3 July 2009. The Group revisited its overall operating structure in order to both integrate the Tiscali business and deliver efficiencies in existing operations. The programme has generated significant synergies, through the elimination of duplicated costs and migration of customers onto the Group's unbundled network and is largely complete.

A credit of £1m was recognised in the year in respect of a provision release for costs no longer anticipated to be incurred. In the prior year operating reorganisation costs of £40m were incurred, principally comprising redundancies and site closures, an integration project team and consulting costs and costs of £7m were incurred in respect of redundant software and fixed asset write downs.

A total taxation credit of £nil in year ended 31 March 2012 (2011: £10m).

A credit of £4m was recognised in respect of recycling of Translation reserves in the year ended 31 March 2011 in relation to legal entities which were liquidated. No taxation has been recognised in respect of this credit.

e) Amortisation of acquisition intangibles

An amortisation charge in respect of acquisition intangibles of £61m was incurred in the year (2011: £62m). A tax credit at 26% (2011: 28%) has been recognised in respect of the amortisation of acquisition intangibles, net of any adjustments in respect of prior periods: this tax credit was £16m for the year ended 31 March 2012 (2011: £17m).

f) Exceptional items - taxation

During year ended 31 March 2012 the Group reached agreement with HMRC over the utilisation of brought forward tax losses acquired with the Tiscali UK business in 2009 including those of Video Networks Limited. This has resulted in the recognition of deferred tax assets of £45m, in addition to those recognised at the acquisition date.

The recognition of the deferred tax asset has been recognised in exceptional items as it is both material and one off in nature, and does not relate to the underlying performance of the business.

4. Taxation

The tax charge comprises:

The tax charge on Headline earnings for the year ended 31 March 2012 is £56m (2011: £52m) representing an effective tax rate on pre-tax profits of 26% (2011: 30%). The tax credit on Statutory earnings for the year ended 31 March 2012 is £11m (2011: £22m charge). The reconciliation between the Headline and Statutory tax charge is shown in note 3.

In the prior year there was a reclassification of £18m from current tax to deferred tax to better reflect expected utilisation of losses.

During the year a reduction in the UK Statutory rate of corporation tax was enacted bringing the rate down from 26% to 24%. Accordingly the tax assets and liabilities recognised at 31 March 2012 take account of this change. This has resulted in a tax charge to the Income statement as the value of the Group's tax assets has been reduced.

During the year the Group reached agreement with HMRC over the utilisation of brought forward losses acquired with the Tiscali UK business in 2009, including those of Video Networks Limited. This has resulted in the recognition of deferred tax assets of £45m, in addition to those that were recognised at the acquisition date. The associated tax credit has been treated as an exceptional item in the income statement (note 3).

5. Dividends

The following dividends were paid by the Group to its Shareholders:

The final dividend for the year ended 31 March 2012 is 6.4p per ordinary share on approximately 873 million shares (£56m), which was approved by the Board on 16 May 2012 and has not been included as a liability as at 31 March 2012.

The Employee Benefit Trust has waived its rights to receive dividends in the current and prior year and this is reflected in the analysis above.

6. Earnings per share

Earnings per share is shown on both a Headline and Statutory basis to assist in the understanding of the underlying performance of the Group.

The number of shares that could be issued but that are not considered to be dilutive at 31 March 2012 is 20 million (2011: 27 million).

7. Share-based payments

In accordance with IFRS 2, a charge of £4m (2011: £4m) in respect of equity settled share based-payments has been charged to the income statement.

During the year the Group offered senior management of the group a Discretionary Share Option Plan ('DSOP') which uses share options to provide long term incentives. Awards made under the DSOP 2012 Grant are subject to TSR and EPS performance targets with a cap and collar to address volatility in the market and are measured over performance period to 31 March 2015. Total DSOP 2012 options awarded were 11m at a nil price at the date of the grant.

During the year the Group offered its employees a Save-As-You-Earn scheme with the option to enter into a three or five year contract. A total of 1m options were granted with an exercise price of £1.19.

The total dilutive effect of share options in the year was 42m (2011: 45m) of this, the TTG VES and CPW TTG VES constituted 32m (2011: 33m) and new schemes during the year of 2m (2011: 1m). The remainder represents other legacy schemes.

8. Reserves

* During the year the Employee Benefit Trust purchased 41.7 million shares at a cost of £54m to settle future anticipated share option exercises

9. Analysis of changes in net debt