WPP - H1 2024

Transcript

Operator (participant)

Good morning, ladies and gentlemen, and thank you for standing by. Welcome to the WPP 2024 Interim Results conference call and webcast. At this time, all participants are on listen-only mode. After the speaker presentation, there'll be a question-and-answer session, at which time, if you'd like to ask a question, please press star followed by one on your telephone keypad. Today's conference is being recorded. I would now like to hand over to WPP CEO, Mr. Mark Read. Please go ahead, sir.

Mark Read (CEO)

Thank you. And good morning, everyone, and welcome to WPP's 2024 Interim Results. I'm Mark Read, and I'm here with Joanne Wilson, our CFO. We're going to take you through our results for the first six months of the year and then take your questions. We have been extremely busy in the first half of this year against the plan we outlined at the CMD, and I'm very pleased with the strategic progress we've made since then. I'm confident it's going to make us more competitive as an organization in the market. It's absolutely my focus and that of our leadership team. We're going to market with fewer, stronger brands. We're embracing AI and new technology at great speed and leading the way in how we're deploying this and how we work and how we better serve our clients.

We're delivering excellent work to our clients, and at the same time, we are making the company structurally more efficient to improve our profitability. So while we have undoubtedly more work to do, we've made a lot of progress, as I'm sure you'll see with the FGS transaction. We are very focused on value creation for our shareholders. So before we start, please read the important cautionary statement on page two. On page three, turning to the agenda for the call, I'll go through the financial and strategic highlights and the details of the FGS transaction before handing over to Joanne to take you through the financial performance. I'll then cover the significant strategic progress we've made in the last six months, and we can then get straight into questions.

Turning to page five and our financial performance, we did see net sales decline by 1% for the first half of the year, really due to a combination of factors. We had growth in three of our largest agencies, GroupM, Ogilvy, and Hogarth. At the same time, we were impacted by certain client losses in 2023, largely in the U.S. We had macro pressures on our project-related businesses around the world and challenges in China. That said, we did see a sequential improvement in performance from a decline of -1.6% in Q1 to -0.5% in Q2. We saw sequential improvement in our creative agencies from -3.3% to -2.4%, driven by VML. In our public relations agencies, from -3.3% to +1.5%, and in our specialist agencies, from -7.6% to -2%.

These are all important parts of our business and in positive signs of significant work at VML and Burson. We've also seen stabilization in spending from our technology sector clients, which has had a big impact on us for the past 12 months, from -9% in Q1 to -1% in Q2. It's important, and in line with our expectations, we start to lap the spending cuts that started in Q2 2023. We continue to stand by what we've been saying since the sector came under pressure, that these companies need to market, and there'll be a point where their spend will stabilize. In the second half, we do expect it to return to moderate growth. With technology clients contributing to this, we returned to growth in North America at 2% compared to a decline in the first quarter of -5.2%.

Now, turning to new business, I describe our new business performance in the first half as satisfactory. We've had some major wins, including AstraZeneca, and some important strategic wins, for example, with Colgate and Amazon Media. We do have a very full new business pipeline with significant opportunities ahead of us and some major reviews outstanding that we're very focused on winning. But we do have to be more competitive in two areas: in the U.S. and in GroupM, primarily in the U.S. And we believe the structural changes, technology investments, and people moves we've made, and will continue to make, will begin or continue to address this over the course of this year and going into next year. And lastly, in terms of financial performance, we did deliver 0.1% constant currency margin improvement against the first half of last year, despite the top-line decline.

This came from both the structural savings and strong cost discipline. Now, as you'll see, we have moderated our guidance, bringing it down from 0 to 1 to -1 to 0. This is largely because we see continued impact from China in the second half and the macro pressures weighing on our project-related businesses. Now, turning to our strategic progress, and I said at the start of the call, since the CMD at the end of January, we have been very productive. And I'd like to highlight three areas that we'll get into later. First, investments in AI and WPP Open that are critical to our future. Secondly, the work the teams are doing across Burson, GroupM, and VML to build simpler, stronger businesses. And these three brands cover 70% of WPP's business.

And lastly, the quality of work that we're doing for clients across the company resulting in our success at Cannes. Building on our strategic progress on page seven, let's look at the sale of our shareholding in FGS Global. As I said at the start of the call, we've reached an agreement to sell our 50.1% stake in FGS Global to KKR at a headline valuation of $1.7 billion, representing about 19x 2023 reported earnings. We view this as an excellent result for WPP shareholders. If I remind you, we embarked on the plan to create FGS Global back in 2020, bringing together three independent and separate companies in WPP: Finsbury in the U.K., Hering Schuppener in Germany, and Glover Park in the U.S.A. While they were three very individually strong companies, they operated quite independently.

The ambition, together with the management led by Roland Rudd and Alex Geiser, was to create the leading strategic advisory firm with the ultimate goal to bring the company to IPO. As part of this, we supported the company making the acquisition of Sard Verbinnen in the U.S. in October 2021, and KKR came in as a minority investor in 2023. Today, we were able to announce we've reached an agreement to sell our shareholding, for which we'll receive net proceeds of GBP 604 million. This transaction has a number of advantages for us. First, it allows us to crystallize value much more quickly than waiting for an IPO at an attractive valuation. Secondly, it allows us to reduce our debt and strengthen our balance sheet.

It takes our pro forma leverage close to the middle of the range at 1.6x, putting us in a strong position to navigate the next few quarters and the broader macro environment. Finally, it allows us to focus on our core creative transformation offer. I'd remind you that we're still very committed to public relations with both Burson and Ogilvy Public Relations, having strong global positions with strengths in those areas closer to our core business. So those are the highlights we'll come back to later. Joanne, do you want to take us through the financial performance?

Joanne Wilson (CFO)

Thank you, Mark, and good morning, everyone. So let me take you through some more detail on our financial results for the first half of 2024, and I'll start on slide nine. Revenue less pass-through costs fell 3.6% on a reported basis. This includes a 2.9 percentage point headwind from FX due to sterling strengthening relative to last year and a 0.3 percentage point contribution from acquisitions. This is lower than prior years, as we have not made any sizable acquisitions since acquiring influencer agencies Goat and obviously in the early part of 2023. On a like-for-like basis, revenue less pass-through costs declined 1%, with like-for-like in the second quarter down 0.5%, a sequential improvement versus Q1 like-for-like, which was down 1.6%.

Turning to the headline income statement on slide 10, overall revenue-led pass-through costs was GBP 5.6 billion, a decrease of 3.6% year-on-year, with headline operating profit of GBP 646 million, down 3% year-on-year. This resulted in reported operating profit margin of 11.5%, which reflects an adverse FX impact on margin of 10 basis points as a result of the strengthening of sterling. On a constant currency basis, our margin improved 10 basis points year-on-year. We continue to take a disciplined approach to cost management, balanced against investing in our proposition and absorbing the macro pressures impacting our smaller agencies and our overall business performance in China. Moving down the P&L, income from associates is GBP 7 million higher, and again, in compliance with IAS 28, this excludes any contribution from Kantar due to a nil carrying value on our balance sheet.

Net finance costs increased 6.3% year-on-year, and that was primarily due to the impact of refinancing bonds at higher rates. Reflecting the tax rate of 28% to the half, which is in line with our guidance for the full year, and non-controlling interest of GBP 41 million, the profit attributable to shareholders is GBP 338 million. This resulted in a headline diluted EPS of GBP 30.9, down 6.6% or GBP 0.022, with two-thirds of this decline due to FX. And finally, we've declared a GBP 0.15 interim dividend in line with our 2023 interim dividend. Moving to slide 11 and the reconciliation between our headline and reported operating profit. Headline operating profit of GBP 646 million is adjusted for amortization and impairment of intangibles of GBP 57 million, which relates to an accelerated amortization of certain brands as a result of the creation of Burson.

Restructuring and transformation cost of GBP 131 million and property-related restructuring cost of GBP 22 million are consistent with our full-year guidance and include costs associated with our three strategic initiatives: the creation of VML and Burson, and the simplification of GroupM. Overall, non-headline items declined from GBP 360 million in H1 2023 to GBP 223 million in H1 2024, with reported operating profit of GBP 423 million compared to GBP 306 million in the first half of 2023. Moving on to slide 12 and the performance of our global integrated agencies, which saw a like-for-like decline of 0.7% in the half, with GroupM growing 1.9% and our creative agencies declining 2.8%. GroupM's growth in the half was held back somewhat by 2023 client assignment losses and the challenging performance in China, the latter adversely impacting GroupM's overall like-for-like in H1 by 1.2%.

GroupM Q2 like-for-like of 1.4% was lower than Q1 of 2.4%, driven by weaker performance in China and macro pressures in Germany. These offset an encouraging sequential improvement in the U.S., where GroupM saw mid-single-digit growth compared to a decline in Q1, with a broad-based recovery including across key technology clients. Our global integrated creative agencies felt the full impact from the 2023 loss of a significant healthcare client and macro pressures weighing on project-related client spend at AKQA. These were partially offset by continued growth at Ogilvy, benefiting from new business wins, and at Hogarth, benefiting from growing demand for its technology and AI-driven capabilities. Q2 showed a sequential improvement in Q1, driven by VML and Hogarth. Headline operating profit of GBP 551 million was marginally up year-on-year, with headline operating margin up 40 basis points, reflecting disciplined cost management and structural cost savings.

Moving now to public relations on slide 13, we saw a 0.9% decline in the first half, which reflected a sequential improvement in Q2 across both FGS and Burson. FGS delivered double-digit growth in Q2, benefiting from a stronger corporate transaction market. While Burson improved sequentially, net sales fell in the first half due to the 2023 loss of a Pfizer assignment and macro pressure on client discretionary spend. Operating profit of GBP 80 million represented a margin of 14.1%, down 1 percentage point year-on-year, reflecting a softer top-line and cost phasing. Now turning to page 14 and specialist agencies, for revenue-led pass-through costs, was down 4.7% on a like-for-like basis.

CMI, our U.S. specialist healthcare media agency, delivered double-digit growth in Q2, but this is more than offset by our brand agencies, Landor and Design Bridge and Partners, and the tail of smaller agencies, which were impacted by continued cautious client spending. This has resulted in a lower level of project-based work and longer lead times and ramping up new assignments. Headline operating profit of GBP 15 million resulted in an operating margin of 3.4%, down 2.6 percentage points year-on-year, reflecting the decline in revenue, higher severance costs, and the impact of operating leverage. I'll turn now to slide 15 and our performance by region. In North America, the U.S. declined by 1.4% in H1 2024, reflecting lower revenues from technology clients, which were down double-digit in Q1 but improved to broadly flat in Q2, and from retail and healthcare sectors, reflecting 2023 client losses.

This was partially offset by growth in CPG, telecommunications, and automotive. Q2 growth of 2.6% was a marked improvement over a Q1 decline of 5.4%, driven by an improved performance in GroupM and the stabilization of technology client spend against the easier comparisons. United Kingdom declined 2.6% in H1, with a Q2 decline of 5.3%, reflecting a strong comparator and timing factors. Ogilvy, GroupM, and Hogarth grew, and these were offset by declines in other agencies, which are more exposed to project-related work. In Western Continental Europe, we saw weaker quarter-on-quarter performance, really driven by Germany, which declined 4.8% in the first half, impacted by a weak macro environment. This is offset by good growth in Spain as new clients were onboarded.

The rest of the world declined in H1 2024, with a Q2 decline of 2.2%, as high single-digit growth in India was offset by a decline of 24.2% in China and client assignment losses and persistent macroeconomic pressures impacting both our media and creative agencies. Slide 16 shows Q2 and H1 performance across our client sectors, with continued strength in CPG, as we see clients in this sector continuing to invest strongly behind their brands and telecom, media, and entertainment, which benefited from client wins in 2023. Automotive growth improved in Q2, driven by growth at our largest client. Growth in these sectors was offset by continued lower spend from technology clients, which began to stabilize in Q2 as we lapped weaker comps and the impact of previously disclosed assignment losses in healthcare and retail. Slide 17 shows the development of our headline operating margin against last year.

Margin of 11.5% was up 10 basis points in constant currency as we absorbed a small headwind from stronger sterling. In the bridge, you can see that staff costs pre-incentive were GBP 132 million lower year-on-year. This reflects wage inflation offset by lower headcount as a result of actions we've taken, along with benefits from structural cost savings. These cost actions offset top-line pressure in China and in some of our smaller agencies, and together with investment in WPP Open and AI teams, led to an overall 20 basis point drive on margin from staff costs. Staff incentives were lower as the business performance lagged internal targets in some areas, leading to a lower level of accrued annual and longer-term bonuses. We expect much of this to be due to phasing, which should unwind in H2.

Savings on personal costs and establishment and other G&A made a small positive contribution, offset by IT costs, where spending was broadly flat year-on-year against a weaker top-line. Turning now to slide 18 and the structural cost savings from our strategic initiatives. We have made very strong progress implementing the cost actions as part of the creation of VML and Burson and the simplification of GroupM. I would like to recognize all three teams for the significant work they have done at speed to deliver against their plans. Restructuring actions of Burson and VML are now broadly complete, with annualized savings on track and associated restructuring costs to deliver the savings in line with guidance. At VML, as well as delivering cost synergies, we are integrating our enterprise tech solutions and optimizing our production and tech hubs.

We are also making good progress across our finance and HR transformation and delivering efficiencies from real estate and legal entity rationalization. Similarly, at Burson, the teams have been busy expanding the breadth of their offer, retiring legacy brands, integrating across enterprise tech and real estate. Having now broadly executed all of their cost actions, VML and Burson are shifting their focus from integration to continuous business improvement. GroupM has implemented its new market operating model, simplifying support functions and integrating growth and marketing efforts, as well as GroupM's go-to-market strategy under one leader. Strong progress has been made in both structural cost actions and our global media platform, Open Media Studio, which brings together key media tools, simplifying our global proposition and consolidating our investment. Execution of the GroupM plan will continue through the second half, with all related cost actions completed in 2024.

We also continue to make good progress on our back-and-front office efficiency. Across enterprise IT, we successfully rolled out Maconomy in several markets in EMEA and South America. Our cloud migration continues to deliver cost savings and other benefits, including decommissioning legacy equipment and capacity. We've continued building our finance shared service centers, including migrating teams from VML in North America and Brazil and WPP HQ. Across procurement, we continue to drive further savings and consolidate our supplier base. In real estate, we continue to optimize across our property portfolio, recently opening a new operations and delivery hub in Wuxi, China, as part of an ongoing optimization of our cost base in that market. Slide 19 shows the movement in net debt, which is down just under GBP 100 million versus June last year. This is primarily driven by a lower level of M&A spend in our first half.

The working capital outflow reflects the usual seasonal movement, and we continue to work towards a flat working capital movement for the full year. We continue to expect underlying net debt at the end of 2024 to be broadly flat versus year-end 2023, and this excludes the impact of the sale of our majority stake at FGS Global, which is expected to complete in Q4. Turning to slide 20 and our capital allocation policy, which remains unchanged, we continue to prioritize targeted investment in our business with a focus on WPP Open and our AI capabilities. Today, we have announced a GBP 0.15 interim dividend consistent with our dividend policy.

We intend to use the net cash proceeds of GBP 604 million from the sale of our majority stake in FGS Global to reduce our leverage, implying a pro forma average net debt to EBITDA of 1.6x, while within our target average leverage range of 1.5x-1.75x. Finally, turning to slide 21 and our guidance for the full year. While our performance in the second quarter delivered sequential improvements in net sales, further weaknesses in China and ongoing macro pressures have led us to moderate our expectations for the pace of recovery in the second half. As a result, we now expect like-for-like revenue-led pass-through costs of -1% to flat for 2024.

We are making good progress on our strategic initiatives and efficiency programs and expect to see an acceleration of savings realized in 2024, which supports whole data margin guidance for a 20 basis point-40 basis point improvement in operating margin in 2024. This is before any impact from FX, which at current rates and based on our expected geographic mix in the balance of year, we expect to be a headwind of 2.8% to like-for-like net sales and a 10 basis point headwind on margin. On M&A, we have not made any significant acquisitions so far in 2024, and as a result, the contribution of M&A in 2024 is likely to be below the previously indicated range of 0.5%-1%. Our guidance for the remaining metrics, net finance costs, tax, CapEx, restructuring costs, and working capital is consistent with that at the start of the year.

So thank you, and I will now hand you back to Mark.

Mark Read (CEO)

Thanks very much, Joanne. So turning to our strategic progress, and on page 23, back in January, we set out these four strategic objectives, and I'm pleased to say that we've made very good progress against each of them. While it's too early to see the impact of these actions directly in our top-line performance, we do see them in our cost base and margin. On page 24, our first objective is to lead through AI, data, and technology, and we are seeing widespread AI adoption across WPP. While we believe that we're still in the early days of AI's impact, we have seen enough to be sure that AI is going to be fundamental to WPP's future as well as to that of our clients. I'd like to explain that by looking at how it's changing WPP.

It's changing first how we work, secondly, how we produce work for clients, and lastly, the type of work that we produce, the different types of consumer experiences that we can create with AI. On page 25, we are seeing rapid adoption in terms of how we work. We're seeing rapid adoption of AI use cases across WPP, but we're increasingly deploying our creative studio and media studio across the organization. WPP Open's creative studio is the first part of our new AI platform to launch. It allows us to get to better creative ideas more quickly. For instance, it allows planners to do research for briefs and write better briefs more quickly. It gives creative help in bringing their ideas to life and content instantaneously.

We've added new functionality in the past six months, such as the ability to create Instagram posts for any brand anywhere with just a few clicks. WPP Open's media studio is also being deployed into clients, integrating the best tools used by GroupM agencies into a single integrated media suite. It allows our planners to design, plan, automate, and optimize media campaigns through a single interface. It brings data about audiences directly into a planner's dashboard. We're launching new functionality that allows us to plan media campaigns automatically, based not just on live pricing but on live audience availability. All of this is driving the rapid adoption of generative AI across our business. Since the beginning of the year, we've seen monthly active users of creative studio up 74%, LLM usage growing at 177%, and image generation at 241%. On page 26, WPP Open's also becoming more powerful.

One of the strategic advantages of the platform for WPP and for our clients is its independence from any single foundational model. While Google Gemini is core to the platform, we're constantly adding new large language and image models to give our people and our clients the ability to choose the best model for the best task and enrich it with our and our clients' proprietary data. On the right, we've already deployed WPP Open across many of our largest clients, where it's proving particularly powerful in standardizing and integrating complex, fragmented marketing processes and supporting our clients through their own marketing transformation process. I think the area where we're seeing AI is having the most impact short-term is in production. We're seeing a lot of what I would call point solutions in the market that are using off-the-shelf GenAI image platforms to create basic advertising images.

But these models lack brand accuracy and product fidelity, which means they're fine for brainstorming ideation but not for use in finished work. So we need to find a different solution. Our multi-year partnership with NVIDIA is really bringing us strength to do this in two areas. On the left, it's allowing us to build production pipelines into our Open Production Studio that enable us to craftily create advertising and other materials incorporating both product-accurate visualizations and GenAI backgrounds. And on the right, most recently, working with NVIDIA and Shutterstock, we developed an LLM-based 3D design solution, giving new levels of control and flexibility for clients such as the Coca-Cola Company and Ford, who require high volumes of content permutations. This innovation work was recently showcased by Jensen Huang during his keynote interview at the prestigious SIGGRAPH Visual Effects Conference.

We continue to invest in the next generation of creative technology talent to bring this technology to our clients and to put our creative technology apprenticeship program at the heart of our innovation work with NVIDIA and Shutterstock. So let's hear from them now how AI is impacting their creative work. Could we please play the video, the first video?

Speaker 10

It's an enterprise option for our 3D generator. It's been over a year. We've now been working with NVIDIA on training up this model. We're now ready to launch at SIGGRAPH this year, and we're really excited about what we've been able to build. Being able to bring something from just an idea in your head to actually seeing it on screen or on paper within a minute is incredible. And I think that that leaves a lot of space for you to then be more creative.

We've been working with the WPP Creative Technology Apprenticeship for quite a few months now. The work that they've been doing with our 3D generators has been phenomenal, and now seeing it on stage is really mind-blowing. I use the Shutterstock Generative 3D in our games and our virtual production. Using generative AI as a tool rather than something that does the creativity for us. It helps us with the process so that we have the time and space to be more creative. We actually took a very interesting approach very early on with the generative AI, making sure to take an ethical approach, making sure that we were also compensating artists for any work that was being used for training. We also compensate them for work that's being generated as well.

This was really important in the initial conversation that we started having with NVIDIA for training our own 3D model. Somehow, I feel like it's not only me that's doing it. The AI shows different options, and then we talk to each other, and we say, "Oh, maybe this one works better, that one works better," and then we come up with these ideas. We'll be able to make models like the 3D model generator available via API to really anyone who wants to use it. We're always looking for new ways to be able to engage and enable our creative customers. If you don't change, the industry is changed. You need to always keep updating and improve your skills. Proud of what I told AI to make, but I still feel AI should be proud of what they made as well.

Mark Read (CEO)

So you can see that some of the ways in which we're using AI to bring our ideas to life and some of the ways some of our people are embracing this technology. We're not just using AI to make us work more efficiently. We're using it to create new and different consumer experiences. We're producing a lot of work across the company that's doing this. There are many examples we can choose, and these are three of them. I'll work with Mars. I'll work with the Coca-Cola Company. I'll work with Mondelez, three of our clients who are probably among the most forward-looking in embracing AI. And I thought we'd like to see how we're doing that work with Mars and their Snickers brand. So could we play second video, please?

Speaker 10

Alice, Alice. I didn't know it was possible to mess up this badly.

If there were medals for mistakes, you'd be gold. Congratulations, Mikey. You've invented a new game called Let's Score an Own Goal. Mistakes. We all make them, especially when we're hungry. And this summer, there'll be a lot of own goals being scored on and off the pitch. Oh, man. So, Snickers, you know, the experts in satisfying your hunger, have partnered with me, José Mourinho, to provide special one-to-one advice for anyone you know who's messed up. Except I am not José Mourinho. I'm an authorized AI version of him, trained not just to look and sound like him, but to think a bit like him too. Tell me your mate's mistake. And by combining three powerful AI engines, I'll reply with a completely unique video message for them every single time. Hey, A.J., it looks like you missed the memo on how not to fail.

Your friend Adam tells me you ate something that gave you bad breath. Stinker of an own goal, my friend, literally. It's like bringing a skunk to the team locker room. Maybe you just need a Snickers.

Mark Read (CEO)

All right, so some of the more entertaining ways one can use AI. On page 30, turning to creative transformation and the core of our business. We're very proud of our performance at Cannes. We continue to believe that creativity is critical to our business and to our clients. It's what makes clients come to WPP. And while awards are not a goal in themselves, they are a reflection of the quality of the work that we do for clients. And study after study has shown the link between creative success and the effectiveness of work and the ROI for clients.

So we're very pleased that Ogilvy were Network of the Year and also that WPP was ranked the Creative Company of the Year at Cannes this year. But more importantly, on page 31 is the recognition of the work for our clients. Coca-Cola was Brand of the Year less than 3 years into their partnership with WPP, and Unilever, our long-standing client, was Marketer of the Year with much of the work that they are recognized for coming from WPP agencies. As I said at the start of the call, this has been a busy year on multiple fronts. And while the team's busy delivering world-class work for clients, we've also been tackling three major structural initiatives across WPP. And together, these three businesses represent about 70% of our net sales. I'd like to give you some color on what these businesses are and what they're doing.

Starting with VML on page 32. So we launched VML in January this year. Today, the world's largest creative agency with a compelling and broad offer and the depth of resources to serve global clients across brand experience, customer experience, and commerce. Jon Cook, Mel Edwards, and the team have brought the teams from VMLY&R and Wunderman Thompson together with the ambition of building a strong and unified culture. They're tackling many of the areas you can see to create a single, more effective business, while the offer is also resonating with clients. And new business wins like Perrigo and AstraZeneca are clearly early indicators of success. Secondly, Burson on page 33. Now, Burson formally launched in June this year. We believe it's now the number two PR firm ranked by size.

Its branding speaks to Harold Burson's impact on the public relations industry, and it's reinventing his legacy in a modern way for today's clients and today's world. Corey, AnnaMaria, and Matteo have been hard at work for the last six months, integrating leadership teams, merging offices, building a common culture, and getting into the market to win new business. And you can see some of the prestigious clients that they're winning and the way this new offer is resonating in the market. And lastly, turning to GroupM on page 34. The GroupM today, remind everyone, is the world's largest media agency in an area where scale still does matter. Managing almost $63 billion in worldwide advertising spend, it remains the largest global agency by some way. Its scale and capabilities are unrivaled, but our breadth and structure has sometimes made our offer and go-to-market overly complex.

The changes that Christian led are building a simpler foundation on which to optimize that go-to-market. Our investment in WPP Open and the development of Open Media Studio builds on that foundation. Integrated within the platform is WPP and third-party data, in particular, Choreograph's Global Data Graph that enables intelligent activation across more than 73 markets and 5 billion consumer profiles. The work to simplify GroupM has continued at pace over the first half. The move to single-country P&Ls is complete, with all media agency finance functions integrated into a single GroupM function in each market. Last month, we announced that Christian will be moving to a new role at WPP, and Brian Lesser will be rejoining us as CEO at GroupM. Now, I know Brian very well. I worked with him very closely when we acquired 24/7 Real Media back in 2012.

He's a strong leader. He understands technology, and he's a builder of products. He's also extremely good with clients and people. So I'm looking forward to him starting next month and working with him on GroupM. Now, we know that GroupM has had a tougher time in new business, particularly in the U.S. for the past 18 months, but we do expect the combined effect of these initiatives to reverse this and for us to start winning again in this critical market. So together, you can see how we're taking action across the company, investing in critical areas while continuing to do excellent work for our clients.

All of that on page 35 gives us the confidence to deliver our medium-term financial framework, which I'd remind you is 3%+ organic growth in revenue-less pass-through costs, a 16%-17% headline operating margin, 85% adjusted operating cash flow conversion, and net debt-to-EBITDA ratio of 1.5-1.75, supported by a disciplined capital allocation program. That concludes the formal elements of our presentation. We're now open to taking questions. Thank you.

Operator (participant)

Thank you, sir. If you'd like to ask a question at this time, please. A star followed by one on your telephone keypad. Please ensure that the mute function on your telephone is switched off to allow your signal to reach our equipment. If you're also watching the webcast, please ensure to mute your computer's volume to prevent feedback through the phone while asking a question.

If you find that your question has already been answered, you may remove yourself from the question queue by pressing star followed by two. Again, please press star one to ask the question. We'll pause for a moment to allow everyone to signal. Our first question comes from Laura Metayer of Morgan Stanley. Laura, your line is now open.

Laura Metayer (Equity Research Analyst)

Hi, Mark. Hi, Joanne. Two questions for me, please. The first one is on the phasing of growth for H2. Could you please give us a little bit of color on what your expectations are? And then secondly, could you please talk about China? Obviously, you've seen a weak performance in Q2. Could you tell us a bit more about the actions you're taking there to improve performance and to win new business? Thank you.

Mark Read (CEO)

Right. Thanks, Laura.

Joanne, do you want to talk about the phasing of growth and expectations in China? I'll add anything on the end of that.

Joanne Wilson (CFO)

Yeah, of course. Thanks, Laura. Good morning. So just in terms of the phasing of Q3 and Q4, we don't gather quarters, but I'll just give you a sense of some of the things that we're seeing and what we've built into our plan. So obviously, the macro pressure still exists. We've seen that through Q2. We'd expect that to continue into Q3. At the upper end of our guidance, we would expect to probably see those perhaps lift somewhat in Q4 versus what we've seen more recently. In China, we saw a deterioration in Q2. I'm expecting the second half to remain very challenging in China. I expect for a full year that we will be down double digits.

To what extent we'll be down will be determined by what we see in the macro really in that market. So I'd expect Q3 and Q4 to be fairly balanced from a China perspective. Of course, other levers to consider are comps. So our comps obviously get easier in the second half. Q3 is our softest comp. We were -0.6% last year. On the tech sector, we talked about the stabilization that we have seen in Q2, and we would expect to see a movement into growth in the second half. For the full year, we are expecting to be broadly neutral in tech, but those comps get easier again in Q3 and in Q4 a little bit harder than Q3. So those are some of the dynamics to think about in the phasing.

Mark Read (CEO)

I think on China, we have made a number of changes to the business. I don't think we expect to see it improving in 2024, but I think we probably expect to see the situation stabilizing somewhat in 2025. We've appointed a new president for WPP in China from inside the business and a new leadership team at GroupM. I think that team are working in a more integrated way. One of the actually interesting changes we're making, we're moving to a facility in Wuxi, which is a city about two hours from Shanghai. They've asked us to produce work in a lower-cost location. We're moving to a more dynamic and flexible model. I think the team in China are very focused on a competitive offer, but we have had our challenges in the market.

I would say that they're compounded by the Western multinational nature of much of our client base and the presence we have in luxury and automotive in that market as well.

Laura Metayer (Equity Research Analyst)

Thank you.

Operator (participant)

Thank you. Our next question comes from Adam Berlin of UBS. Adam, your line is now open.

Adam Berlin (Executive Director and European Media and Internet Equity Research)

Hi, good morning, everyone. Yes, Adam Berlin from UBS. I also got three questions. The first question is, can you give us an update on some of the key reviews? I think of Unilever, Sky, Amazon. Mark, I think in your opening comments, you mentioned something about a win in Amazon Media. I'm not sure that was related to the Colgate account or there's something that I've missed around Amazon. Can you just clarify what you meant by that Amazon Media comment you made in the opening remarks?

Second question is, can you just talk a little bit through what the moving parts are in H2 to be at either the top or the bottom end of the guidance range you've now provided for the full year? And thirdly, do you still expect adjusted free cash flow to be flat year-on-year? I think it was down about GBP 90 million in H1. And if so, can you just talk about why you catch up in H2? What are the drivers of that catch-up? Thanks very much.

Mark Read (CEO)

So in terms of the reviews, we are very focused on all three of those. You're correct that the Amazon review was Colgate appointing us to help manage their Amazon spend, but it's an important win nonetheless. I don't really at this point have anything to add.

Adam, unfortunately, we're part of those reviews, and the client decisions will come when the client decisions will come. I think we've done an excellent job in all three, but they're very competitive situations. Joanne, do you want to talk to H2 and free cash flow?

Joanne Wilson (CFO)

Talk to the moving parts. So the -1 to flat implies in H2 we'll be at -1 at the bottom end and +1 at the top end. The bottom end is really in line with our H1 like for like, but of course, we have the softer comps. So it seems a more challenging performance if you look at it on a two-year basis. And really, the drivers of that would be macro in China. So a continued challenging macro environment, which is weighing particularly on some of our smaller agencies and that project-related work.

And then, of course, on China, we've seen a significant deterioration in Q2 and really that continuing through the second half. The other variable within that is the tech recovery. So we are assuming that we continue to see a sequential improvement in tech through Q3 and Q4, but at the bottom end, that recovery would remain or would be quite slow. And then at the top end, Adam, it really assumes a step-up. And again, that reflects the comps. It would assume that we see some of those macro pressures starting to lift a little bit in the back end of the year. And then on China, as I said, we are expecting a challenging year in both scenarios. So double-digit decline, but perhaps to a lower extent in that tech recovery contributes to growth in a more meaningful way.

Then on the—sorry, can you just repeat your question on cash? So it was around the adjusted free cash flow.

Adam Berlin (Executive Director and European Media and Internet Equity Research)

Yeah, it was just the question was I think you've guided in the past for free cash flow to be broadly flat this year with last year overall. And obviously, it was down about GBP 90 million, I think, in the first half. So I'm just wondering what makes it catch up in the second half.

Joanne Wilson (CFO)

Yeah. So obviously, we'll have a little bit more profit coming through in the second half. We are still holding our guidance to flat on adjusted free cash flow. That's still the expectation. And working capital has been in outflow through the full year. We're expecting that to be flat.

We've seen some of those restructuring costs taken in the first half, but we're very much in line with our guidance on those for the second half. Our cash and tax year, everything's very much in line. So it'll really just be phasing between the first half and that second half.

Adam Berlin (Executive Director and European Media and Internet Equity Research)

Can I speak up? Are you factoring in the downside case at the bottom end of the guidance, any kind of slowdown in the U.S. macro environment?

Joanne Wilson (CFO)

Yeah. I think what we've seen, as we talked about, encouragement improves performance that we saw in Q2. Much of that for us was tech-driven, and we expect that to continue. So that will continue to support U.S. growth in the second half. We've also seen good growth across CBG, auto, telcos, as well as that stabilization in tech.

Our H2 forecast, as you'd expected, is balanced, and it really reflects just the macro and the election uncertainty that we're seeing. Of course, we'll continue to have headwinds from some of those client losses in the U.S. So I would say, yes, they're taking into account in our forecast, but it's a balanced forecast for the second half.

Adam Berlin (Executive Director and European Media and Internet Equity Research)

Thank you so much.

Operator (participant)

Thank you. Our next question comes from Julien Roch of Barclays. Julien, your line is now open.

Julien Roch (Managing Director)

Yes. Good morning. First one on China. I'm trying to gauge how much of your fully organic downgrade is linked to China. So by how much can you give us an indication of how much you downgrade your organic expectation for China in the second half? Second question, talk about Kantar. You sold FGS for a very good price. So what about Kantar?

And also progress on the disposal of Kantar Media. And lastly, any other assets that might not be core? So you still have a stake in Imagina, I believe. What else in the associate line or in the fully consolidated entities you could crystallize value from? Thank you.

Mark Read (CEO)

Yeah. Thanks, Julin. So look, I think sort of starting at the end, I mean, there are a number of investments that we would have that we would look at. I don't think there's anything in the fully consolidated line, but if I look at the investments and associates, there are a number of things that at the right price we would look at. That includes Kantar. I think on Kantar, we're very aligned with Bain Capital. And the likely outcome is we will exit it at the same time as them.

We do view it as a financial investment, and we'd exit at the same time as them. We hope for an attractive valuation as FGS Global. I think on Kantar Media, it's not really best to comment on this call on that. So I think we're sort of focused on balance sheet value realization, I'd say, where we can and continue to be. Joanne, do you want to tackle the China question?

Joanne Wilson (CFO)

Yeah. Good morning, Julian. China in the first half, I talked about it being a 120 basis points drag on GroupM's like-for-like. And for WPP overall, it was an 80 basis points drag in the first half. So significant. I've talked about expectations for the second half to be double-digit decline. And therefore, it could be up to 80 basis points for the full year as well is really hard to think about.

Julien Roch (Managing Director)

Okay. And then maybe, Mark, you said a number of investments that we have. I mean, can you highlight what are your biggest investments that are non-core apart from Imagina?

Mark Read (CEO)

I don't want to go through the list. I just think that they've been there, and we've continued to hold them under review. We've done a few over the years. We sold our investment in Two Circles earlier this year. So I just think it's a sort of continuous process of review. And at the right time, we would look to continue to realize value from those balance sheet investments.

Operator (participant)

Okay. Thank you. Thank you. Our next question comes from Adrien de Saint Hilaire of Bank of America. Adrien, your line is now open.

Adrien de Saint Hilaire (Director)

Thank you. Good morning, everyone. Got a few questions, please. So how much of the second half weakness do you think spills over into 2025? Number one.

Number two, you're doing well to keep the margin steady for 2024 despite the revenue shortfall. So perhaps can you explain a bit what extra initiatives you've taken to keep the margin where they are despite the revenue shortfall? And maybe related to this, I know it's a bit of a theoretical and early question, but if we assume that next year is another challenging year of low to no growth, would you still be in a position to keep the margins steady or even up versus 2024? Again, theoretically. Joanne, do you want to answer that?

Joanne Wilson (CFO)

Yeah. So let me talk to 2025. And of course, you know I'm going to say it's far too early to give guidance on 2025. But as we think about it, 2024, we've had a number of headwinds. So we've talked about the 2023 client losses, which really only impacted this year.

We've talked about China, and that has been a significant headwind in 2024. Tech, we think will be broadly neutral after being a big drag in 2023. And then we've talked as well about we're seeing a big impact on our smaller agencies and the macro. So some of those will drop out. Some will stabilize, and some may turn into a tailwind, or I would expect some of them to turn into a tailwind in 2025. We've talked today about the strategic initiatives that we're undertaking, strengthening our offer of EMEA, Burson, and GroupM. And those are all builds that we're on contributing to accelerated growth. And we're seeing very encouraging growth from our largest clients. So really, those are some of the moving parts, and we'll have to see where we exit 2024 before we can really give better guidance on 2025.

Then your second question was on margin in 2025 and how we're delivering this year. What I'd say on margin this year is we are incredibly pleased with how the three teams are delivering those against their strategic initiatives. We are on target to deliver the annualized cost savings of GBP 125 million. We'll actually see an accelerated saving in 2024. Previously, we talked about 40%-50% in 2024. I think that will be close to 60% this year. And that's really supporting getting structural costs out and helping us progress the margin in a year where the top line is flat to slightly down. We've also, as you'll have seen in the first half, been very disciplined around cost actions.

And those agencies where we have seen a softer top line and more significant impacts, we have been quick to take headcount actions and really address our discretionary costs, which is some of the benefit of our high level of variable costs across the business. So really, those are the drivers in 2024. And it's definitely too early to talk about margin in 2025.

Adrien de Saint Hilaire (Director)

Thank you.

Operator (participant)

Thank you. As a reminder, if you'd like to ask a question, please press star followed by one on your telephone keypad. And to remove yourself from that line of questioning, it is star followed by two. Our next question comes from Joe Thomas of HSBC. Joe, your line is now open.

Joe Thomas (Equity Analyst)

Good morning. Thanks for taking the questions. One of which follows on from the last question, actually, which is how you're thinking about operational gearing in the business at the moment.

Obviously, you've brought forward the cost savings, but for this year, the margin guidance is unchanged. I'm just wondering what the interplay is. And also, you talked about reducing, I think you were talking about reducing bonuses or the bonus pool. And I wondered how persistent that could continue for or how persistent that could be. And then just turning to GroupM, I was interested in what you were saying, Mark, about the various measures that you have taken there. It would just be useful if you could just kind of go through them and identify what the issue was that you feel was there in GroupM and how these measures rectify what the problem was and hopefully drive growth in the future. Thank you.

Mark Read (CEO)

Yeah. Look, why don't I start with GroupM?

Look, I think we've had a—we have not been as successful in winning new business in North America as we would like. And I think that's down to a number of factors. Some around leadership, probably more around the complexity of the organization. And there's quite a lot of noise in the background. Do you want to go on mute? I think other people will hear this.

Joe Thomas (Equity Analyst)

Yep. Sorry.

Mark Read (CEO)

Thank you. Quite a lot around leadership, quite a lot around the complexity of the structure that's not enabled us to get our best people in front of our biggest opportunities. And then some around our data and technology platform, which, because it was fragmented, was not always resonating with clients. I think over the last year, we've made a lot of progress. We have a new CEO of GroupM in North America.

We've restructured and rebuilt our new business team. We've integrated all our technology and launched WPP Open Media Studios, resonating, I think, made us much more competitive. So I think all of that brings us, let's say, to parity. I think we need now to demonstrate that success in the market and win new business. So I think there's a discussion to be had around the use of proprietary media. And I think there's a number of, I would describe them as black box media models in the market that perhaps WPP has not offered. And I think some of those black boxes are not that transparent. I'm not sure in the long run that they're going to work in a market that's transparent like America. But we are looking at our proprietary media products and trying to, and looking at how we can innovate to be more competitive.

We do offer some proprietary media in the market in the U.S., but much less than a number of our peers. Joanne, do you want to take the other questions?

Joanne Wilson (CFO)

So Joe, just on, well, let me talk with, start with the bonus pools and the incentives. So what we've seen in the first half is incentives dropping year-on-year. That was our annual incentives on our long-term incentive plan. And that's really mechanical, reflecting the performance in the first half. As I said today, I do expect us to rebuild the annual incentive in the full year. And so I think that's really phasing of delivery of the targets for this year. I mean, to your question on the past few years on incentives, we had some very strong years on incentives. They came off a little bit last year, reflecting performance.

And then in those agencies where we're seeing a more challenged performance, obviously, that means that those incentives are coming down again. But as I said, I would expect it to be flat, slightly up for the full year. In terms of the operational gearing, look, I mean, we have a very high level of variable costs in our business, which means that we have quite a level of flexibility when we see the soft line deteriorating to offset that. In some markets, that's easier to do than in others. In the first half this year, how to think about it is in China and those smaller agencies, we've probably seen more of that impact from the soft top line and flow through to the bottom line, which has been a strain on the margin.

But we're offsetting that, as you said, with the structural cost savings that we are seeing coming through, starting to come through in the first half. And we'll see more of those come through in H2. So good gearing, more challenging in smaller agencies than in China this year, but hopefully offset by that structural cost initiative.

Joe Thomas (Equity Analyst)

Thanks very much.

Operator (participant)

Our next question comes from Steve Liechti of Deutsche Numis. Steve, your line is now open.

Steve Liechti (Media Analyst)

Yeah. Thank you. Steve Liechti from Deutsche Numis. But thanks for that. Three from me, please. First of all, just on FGS sale, can you just talk us through why you're not giving any money back to shareholders, no cash returns rather than paying down debt? I hear about your debt corridor, but just your thoughts there on even a partial return.

Secondly, on the media business, the Brian Lesser appointment, you kind of touched on it. But I wonder if you could flesh out that a bit more in terms of what he brings to the party and whether you think that perhaps you hadn't done enough previously, and he's a new catalyst there. And then lastly, on the tech side, just anything on green shoots visibility there? Obviously, there's been a lot of noise about the big tech companies spending a lot of money on AI but not getting that much on it. And does that mean that the products are not really coming through that you see? Just anything on the pipeline that you can see going forward there? Thanks.

Mark Read (CEO)

Yeah. So on the proceeds of FGS, we're going to use them to pay down debt, and it will take our leverage for this year, buying it in the middle of our range. I think given that, it's right to sort of stay at that point. We'll keep buybacks under advisement as we go through this year and into next year. On Brian, he worked for WPP for 10 years. He came in through 24/7. He and I worked very closely on the creation of what was then the Media Innovation Group and then Xaxis. And Xaxis was really the first proprietary media business run by agencies in our sector. He understands technology. He understands product. His last role at GroupM was running GroupM in North America. So he's very familiar with the organization.

And the people in GroupM, though some people have changed, many people are still with us from when Brian ran the business in North America. He went from there to run Xandr, which is the AT&T ad sales business, that again brought together advertising, technology, media, and then most recently at InfoSum, which is really a data-driven technology business. So you can see in his background, he combines what GroupM needs. And that's certainly not to say that Christian didn't, but Brian brings expertise in product, expertise in technology, good relationships with clients. And he's a leader of a business. So I'm positive about the impact it had on the business. This is not about a single person, but I think he brings a lot of skills that we need.

In terms of AI, I think we said in the statement. I think AI is still. I'd say I'd describe it as we can see the impact that it's having, but it's a little bit too early for a lot of the products to be used in finished work. I'd say that's true across industry more broadly. It's true at WPP. I said a recent event with a number of CEOs are talking about many of them have individual ways they're using AI in their business. I don't think it's truly scaled to its full potential, nor do we see a lot of consumer models that are driving widespread sort of revenue lines for technology companies. So I think technology companies are being a little bit more cautious on investing.

Though we did win two or three weeks ago an assignment with one technology company to promote their AI services to consumers. So I think we are starting to see them market them. So thanks for your questions.

Steve Liechti (Media Analyst)

Thanks.

Operator (participant)

Our next question comes from Tom Singlehurst of Citi. Tom, your line is now open.

Tom Singlehurst (Managing Director)

Thank you. It's Tom here from Citi. Just a couple of questions, if that's okay. One is, Joanne, I think you mentioned sort of structural cost savings in the context of China. I just wanted to double triple check that that means that from here on in, you're going to be a bit tougher on the margin in China. Because I know that's been an area where you've tolerated a bit of drag sort of pending an upturn in the past. So clarification on that would be great.

And then the second question, on the sale of FGS, if we look back when FGS was created, I think you indicated that the margins for that asset were a lot higher than the peer group sort of or the segmental average, at least. Does the sale necessitate any change in the sort of medium-term margin driver? Thank you.

Joanne Wilson (CFO)

So just on the China question, Tom, and structural cost savings, I mean, yeah, absolutely. We look across all of our businesses and markets to make sure that we are optimizing the P&L. And for China, what we have done this year is we've appointed a president of China, and he is working with all of the CEOs of the agencies to really optimize our talent and our proposition in that market. And as part of that, we are looking at our cost base.

So we have taken headcount actions in China this year. And as I said, we are opening a hub in Wuxi, which is just outside Shanghai. And that is intended to have a lower cost hub than what we have. And we'll continue to do that through the second half. I mean, China remains a strategically important market for us. And we are taking all of the actions that we need to. I think, as I said, it'll continue to be tough this year. But I would hope that we would see some stabilization in 2025. And then in terms of FGS, the question was, does it change our medium-term guidance? No, it doesn't. FGS was a great business. It was a fast-growing business, a good margin business. But overall, it's not a material impact for us.

I'm very much still confident in delivering those medium-term targets that we set out in January.

Tom Singlehurst (Managing Director)

That's great. Thank you.

Operator (participant)

Thank you. We currently have no further questions at this time.

Mark Read (CEO)

All right. Well, thank you very much, everybody. And thank you for your questions. As I said at the start of the call, it's been a busy first half to the year. And we took you through much of what's gone on across the company. And it's been a busy second half. There's a lot to go for in terms of new business, to convert there. So we're very focused on. So thank you all for your questions. And we'll talk to you later.

Operator (participant)

This concludes today's call. Thank you to everyone for joining. You may now disconnect your lines.