Fuller, Smith & Turner PLC: Final Results
All figures above are from continuing operations except where stated and change percentages are on a comparable basis to prior periods, excluding IFRS 16 adjustments. 1 Net debt comprises cash and short-term deposits, bank overdraft, bank loans, debenture stock and preference shares and lease liabilities under IFRS 16. 2 Earnings before separately disclosed items, interest, tax, depreciation and amortisation from continuing operations. 3 Adjusted profit is the profit before tax excluding separately disclosed items from continuing operations. 4 Calculated using adjusted profits after tax and the same weighted average number of shares as for the basic earnings per share and using a 40p 'A' or 'C' ordinary share. 5 Per 40p 'A' or 'C' ordinary share.
Condensed Group Income Statement
|
Continuing operations |
Note |
Post IFRS 16 2020 |
Pre IFRS 161 2020 |
52 weeks ended |
Revenue |
2 |
329.3 |
329.3 |
324.7 |
Operating costs before separately disclosed items |
|
(307.1) |
(308.0) |
(284.7) |
Other income |
2 |
3.7 |
3.7 |
- |
Adjusted operating profit |
2 |
25.9 |
25.0 |
40.0 |
Operating separately disclosed items |
3 |
(23.9) |
(17.3) |
(11.2) |
Operating profit |
|
2.0 |
7.7 |
28.8 |
Finance costs before separately disclosed items |
4 |
(7.9) |
(5.3) |
(6.9) |
Financing separately disclosed items |
3,4 |
(0.5) |
(0.5) |
(0.8) |
Profit on disposal of properties |
3 |
9.6 |
9.6 |
1.9 |
Profit before income tax |
|
3.2 |
11.5 |
23.0 |
Adjusted profit before income tax |
|
18.0 |
19.7 |
33.1 |
Total separately disclosed items |
3 |
(14.8) |
(8.2) |
(10.1) |
Profit before income tax |
|
3.2 |
11.5 |
23.0 |
Tax |
|
(4.2) |
(5.8) |
(5.2) |
Analysed as: |
|
|
|
|
Underlying trading |
5 |
(6.2) |
(6.5) |
(6.5) |
Separately disclosed items |
5 |
2.0 |
0.7 |
1.3 |
(Loss)/profit from continuing operations |
|
(1.0) |
5.7 |
17.8 |
Net profit from discontinued operations |
14 |
162.9 |
162.9 |
1.7 |
Profit for the year |
|
161.9 |
168.6 |
19.5 |
Attributable to: |
|
|
|
|
Equity shareholders of the Parent Company |
|
161.9 |
168.6 |
19.3 |
Non-controlling interest |
|
- |
- |
0.2 |
1 Pre IFRS 16 results have been prepared under IAS 17 for comparison purposes only.
2 Central overheads have not been recharged for the 52 weeks ended 28 March 2020. Prior year overheads have also not been recharged to allow comparison. For the 52 weeks ended 30 March 2019, £3.3 million of central overheads have been reclassified from discontinued operations to continuing operations to reflect this change.
Fuller, Smith & Turner P.L.C
Condensed Group Income Statement
For the 52 weeks ended 28 March 2020
Group |
Note |
Post IFRS 16 2020 |
Pre IFRS 161 2020 |
52 weeks ended 30 March |
Earnings per share per 40p 'A' and 'C' ordinary share |
|
|
|
|
Basic |
6 |
293.70 |
305.86 |
35.12 |
Diluted |
6 |
293.02 |
305.15 |
34.87 |
Earnings per share per 4p 'B' ordinary share |
|
|
|
|
Basic |
6 |
29.37 |
30.59 |
3.51 |
Diluted |
6 |
29.30 |
30.51 |
3.49 |
Continuing operations |
|
|
|
|
Earnings per share per 40p 'A' and 'C' ordinary share |
|
|
|
|
Basic |
6 |
(1.81) |
10.34 |
32.39 |
Diluted |
6 |
(1.81) |
10.32 |
32.16 |
Earnings per share per 4p 'B' ordinary share |
|
|
|
|
Basic |
6 |
(0.18) |
1.03 |
3.24 |
Diluted |
6 |
(0.18) |
1.03 |
3.22 |
1 Pre IFRS 16 results have been prepared under IAS 17 for comparison purposes only.
|
Note |
Post IFRS 16 2020 |
Pre IFRS 161 2020 |
52 weeks ended |
Profit for the year |
|
161.9 |
168.6 |
19.5 |
Items that may be reclassified to profit or loss |
|
|
|
|
Net gains on valuation of financial assets and liabilities |
|
0.2 |
0.2 |
0.3 |
Tax related to items that may be reclassified to profit or loss |
5 |
(0.1) |
(0.1) |
- |
Items that will not be reclassified to profit or loss |
|
|
|
|
Net actuarial gain/(losses) on pension schemes |
12 |
5.9 |
5.9 |
(5.0) |
Tax related to items that will not be reclassified to profit or loss |
5 |
(1.1) |
(1.1) |
0.8 |
Other comprehensive gain/(losses) for the year, net of tax |
|
4.9 |
4.9 |
(3.9) |
Total comprehensive income for the year, net of tax |
|
166.8 |
173.5 |
15.6 |
Total comprehensive income attributable to: |
|
|
|
|
Equity shareholders of the Parent Company |
|
166.8 |
173.5 |
15.4 |
Non-controlling interest |
|
- |
- |
0.2 |
1 Pre IFRS 16 results have been prepared under IAS 17 for comparison purposes only.
|
Note |
Post IFRS 16 2020 £m |
Pre IFRS 161 2020 £m |
2019 £m |
Non-current assets |
|
|
|
|
Intangible assets |
|
28.3 |
35.5 |
37.7 |
Property, plant and equipment |
8 |
617.7 |
617.7 |
552.7 |
Investment properties |
|
4.8 |
4.8 |
4.6 |
Other non-current assets |
|
0.1 |
0.1 |
0.3 |
Right-of-use assets |
10 |
107.0 |
- |
- |
Total non-current assets |
|
757.9 |
658.1 |
595.3 |
Current assets |
|
|
|
|
Inventories |
|
4.0 |
4.0 |
5.0 |
Trade and other receivables |
|
12.6 |
9.7 |
8.3 |
Other financial assets |
|
- |
- |
0.1 |
Cash and cash equivalents |
11 |
20.3 |
20.3 |
11.0 |
Assets classified as held for sale |
|
2.6 |
2.6 |
87.0 |
Current tax receivable |
|
6.2 |
4.5 |
- |
Total current assets |
|
45.7 |
41.1 |
111.4 |
Current liabilities |
|
|
|
|
Trade and other payables |
|
(37.7) |
(37.5) |
(29.6) |
Current tax payable |
|
- |
- |
(2.8) |
Borrowings |
11 |
(171.7) |
(171.7) |
(50.0) |
Lease liabilities |
10 |
(8.9) |
- |
- |
Liabilities classified as held for sale |
|
- |
- |
(30.0) |
Provisions |
|
(4.1) |
(4.5) |
(0.5) |
Total current liabilities |
|
(222.4) |
(213.7) |
(112.9) |
Non-current liabilities |
|
|
|
|
Borrowings |
11 |
(27.5) |
(27.5) |
(206.2) |
Lease liabilities |
10 |
(104.0) |
- |
- |
Other financial liabilities |
|
(1.1) |
(1.1) |
(1.4) |
Retirement benefit obligations |
12 |
(4.7) |
(4.7) |
(36.4) |
Deferred tax liabilities |
|
(17.1) |
(17.1) |
(9.2) |
Provisions |
|
- |
(1.6) |
(2.1) |
Total non-current liabilities |
|
(154.4) |
(52.0) |
(255.3) |
Net assets |
|
426.8 |
433.5 |
338.5 |
|
Note |
Post IFRS 16 2020 £m |
Pre IFRS 161 2020 £m |
2019 £m |
Capital and reserves |
|
|
|
|
Share capital |
|
22.8 |
22.8 |
22.8 |
Share premium account |
|
4.2 |
4.2 |
4.8 |
Capital redemption reserve |
|
3.7 |
3.7 |
3.1 |
Own shares |
|
(17.1) |
(17.1) |
(19.8) |
Hedging reserve |
|
(0.9) |
(0.9) |
(0.8) |
Retained earnings |
|
414.1 |
420.8 |
328.4 |
Total equity |
|
426.8 |
433.5 |
338.5 |
1 Pre IFRS 16 results have been prepared under IAS 17 for comparison purposes only.
|
Share |
Share |
Deferred shares £m |
Capital |
Own |
Hedging |
Retained |
Total |
Non-controlling |
Total £m |
At 31 March 2018 |
22.8 |
4.8 |
- |
3.1 |
(19.2) |
(1.1) |
328.4 |
338.8 |
(3.9) |
334.9 |
Profit for the year |
- |
- |
- |
- |
- |
- |
19.3 |
19.3 |
0.2 |
19.5 |
Other comprehensive loss for the year |
- |
- |
- |
- |
- |
0.3 |
(4.2) |
(3.9) |
- |
(3.9) |
Total comprehensive income for the year |
- |
- |
- |
- |
- |
0.3 |
15.1 |
15.4 |
0.2 |
15.6 |
Shares purchased to be held in ESOT or as treasury |
- |
- |
- |
- |
(3.2) |
- |
- |
(3.2) |
- |
(3.2) |
Shares released from ESOT and treasury |
- |
- |
- |
- |
2.6 |
- |
(1.5) |
1.1 |
- |
1.1 |
Dividends (note 7) |
- |
- |
- |
- |
- |
- |
(10.9) |
(10.9) |
- |
(10.9) |
Share-based payment charges |
- |
- |
- |
- |
- |
- |
1.0 |
1.0 |
- |
1.0 |
Adjustments arising from change in non-controlling interest |
- |
- |
- |
- |
- |
- |
(3.7) |
(3.7) |
3.7 |
- |
At 30 March 2019 |
22.8 |
4.8 |
- |
3.1 |
(19.8) |
(0.8) |
328.4 |
338.5 |
- |
338.5 |
Profit for the year |
- |
- |
- |
- |
- |
- |
161.9 |
161.9 |
- |
161.9 |
Other comprehensive income for the year |
- |
- |
- |
- |
- |
0.1 |
4.8 |
4.9 |
- |
4.9 |
Total comprehensive income for the year |
- |
- |
- |
- |
- |
0.1 |
166.7 |
166.8 |
- |
166.8 |
Issue of share capital |
0.6 |
(0.6) |
- |
- |
- |
- |
- |
- |
- |
- |
Reclassification of deferred shares |
(0.6) |
- |
0.6 |
- |
- |
- |
- |
- |
- |
- |
Cancellation of deferred shares |
- |
- |
(0.6) |
0.6 |
- |
- |
- |
- |
- |
- |
Shares purchased to be held in ESOT or as treasury |
- |
- |
- |
- |
(0.5) |
- |
- |
(0.5) |
- |
(0.5) |
Shares released from ESOT and treasury |
- |
- |
- |
- |
3.2 |
- |
(1.1) |
2.1 |
- |
2.1 |
Dividends (note 7) |
- |
- |
- |
- |
- |
- |
(80.5) |
(80.5) |
- |
(80.5) |
Share-based payment charges |
- |
- |
- |
- |
- |
- |
0.5 |
0.5 |
- |
0.5 |
Transfer to retained earnings |
- |
- |
- |
- |
- |
(0.2) |
0.2 |
- |
- |
- |
Tax debited directly to equity (note 5) |
- |
- |
- |
- |
- |
- |
(0.1) |
(0.1) |
- |
(0.1) |
At 28 March 2020 |
22.8 |
4.2 |
- |
3.7 |
(17.1) |
(0.9) |
414.1 |
426.8 |
- |
426.8 |
Fuller, Smith & Turner P.L.C.
Condensed Group Cash Flow Statement
For the 52 weeks ended 28 March 2020
|
Note |
Post IFRS 16 52 weeks ended 28 March 2020 £m |
Pre IFRS 161 52 weeks ended 28 March 2020 £m |
52 weeks ended 30 March 2019 £m |
||||
Profit before tax for continuing operations |
|
3.2 |
11.5 |
23.0 |
||||
Net finance costs before separately disclosed items |
4 |
7.9 |
5.3 |
6.9 |
||||
Separately disclosed items |
3 |
14.8 |
8.2 |
10.1 |
||||
Depreciation and amortisation |
2 |
28.5 |
19.0 |
19.5 |
||||
|
|
54.4 |
44.0 |
59.5 |
||||
Difference between pension charge and cash paid |
|
(2.3) |
(2.3) |
(2.2) |
||||
Contribution to pension fund |
|
(24.0) |
(24.0) |
- |
||||
Share-based payment charges |
|
0.5 |
0.5 |
1.0 |
||||
Change in trade and other receivables |
|
(1.1) |
(1.1) |
3.0 |
||||
Change in inventories |
|
1.1 |
1.1 |
(0.9) |
||||
Change in trade and other payables |
|
(1.1) |
(1.9) |
(11.6) |
||||
Cash impact of operating separately disclosed items |
3 |
(5.0) |
(5.0) |
(7.5) |
||||
Cash generated from operations |
|
22.5 |
11.3 |
41.3 |
||||
Tax paid |
|
(10.1) |
(10.1) |
(8.6) |
||||
Cash generated from operating activities - continuing operations |
|
12.4 |
1.2 |
32.7 |
||||
Cash generated from operating activities - discontinued operations |
|
0.6 |
0.6 |
0.3 |
||||
Net cash generated from operating activities |
|
13.0 |
1.8 |
33.0 |
||||
Cash flow from investing activities |
|
|
|
|
||||
Business combinations |
13 |
(32.8) |
(32.8) |
(20.1) |
||||
Purchase of property, plant and equipment |
|
(47.6) |
(47.6) |
(28.5) |
||||
Sale of property, plant and equipment |
|
11.4 |
11.4 |
7.3 |
||||
Cash absorbed by investing activities - continuing operations |
|
(69.0) |
(69.0) |
(41.3) |
||||
Cash generated/(absorbed by) investing activities -discontinued operations |
|
225.4 |
225.4 |
(4.2) |
||||
Net cash inflow/(outflow) from investing activities |
|
156.4 |
156.4 |
(45.5) |
||||
Cash flow from financing activities |
|
|
|
|
||||
Purchase of own shares |
|
(0.5) |
(0.5) |
(3.2) |
||||
Receipts on release of own shares to option schemes |
|
2.3 |
2.3 |
1.1 |
||||
Interest paid |
|
(4.7) |
(4.7) |
(6.2) |
||||
Preference dividends paid |
|
(0.1) |
(0.1) |
(0.1) |
||||
Equity dividends paid |
7 |
(80.5) |
(80.5) |
(10.9) |
||||
Drawdown of bank loans |
|
- |
- |
42.3 |
||||
Repayment of bank loans |
|
(65.4) |
(65.4) |
(6.0) |
||||
Cost of refinancing |
|
- |
- |
(0.2) |
||||
Principal elements of lease payments |
|
(11.2) |
- |
- |
||||
Fuller, Smith & Turner P.L.C. Condensed Group Cash Flow Statement |
|
|
|
|
||||
|
|
Post IFRS 16 52 weeks ended 28 March 2020 £m |
Pre IFRS 161 52 weeks ended 28 March 2020 £m |
52 weeks ended 30 March 2019 £m |
||||
Cash (absorbed by)/generated from financing activities - continuing operations |
|
(160.1) |
(148.9) |
16.8 |
||||
Net cash (outflow)/inflow from financing activities |
|
(160.1) |
(148.9) |
16.8 |
||||
Net movement in cash and cash equivalents |
|
9.3 |
9.3 |
4.3 |
||||
Cash acquired on acquisition |
|
- |
- |
0.3 |
||||
Cash and cash equivalents at the start of the year |
|
11.0 |
11.0 |
11.7 |
||||
Cash and cash equivalents at the end of the year |
|
20.3 |
20.3 |
16.3 |
||||
Included in the assets of the disposal group |
|
- |
- |
(5.3) |
||||
Total cash and cash equivalents at the end of the year |
|
20.3 |
20.3 |
11.0 |
||||
1 Pre IFRS 16 results have been prepared under IAS 17 for comparison purposes only. IFRS 16 does not impact actual cash, the impact is only presentational.
Fuller, Smith & Turner P.L.C.
The financial information presented does not constitute the Group's annual report and accounts for either the 52 weeks ended 28 March 2020 or the 52 weeks ended 30 March 2019 within the meaning of Section 435 of the Companies Act 2006, but is derived from those accounts. The Group's statutory accounts for 2019 have been delivered to the Registrar of Companies and those for 2020 will be delivered following the Company's annual general meeting. The independent auditor's reports on both the 2019 and 2020 accounts were not qualified or modified, however the 2020 accounts drew attention to material uncertainties in respect of going concern. The independent auditor's reports for both 2019 and 2020 did not contain any statements under Section 498 of the Companies Act 2006.
Going Concern
Fuller, Smith & Turner P.L.C.
1. Preliminary statement (continued)
The most important measure used to evaluate the performance of the business is adjusted profit, which is the profit before income tax, adjusted for separately disclosed items. The Managed Pubs and Hotels operating segments have been aggregated to one reportable segment on the basis they have similar economic characteristics as the pubs and hotels are in the same geographical location. Economic indicators assessed in determining that the aggregated operating segments share similar characteristics include expected future financial performance, operating and competitive risks and return on invested capital. As such the operating segments meet the aggregation criteria in paragraph 12 IFRS 8 Operating Segments (amended).
|
Post IFRS 16 |
|||
52 weeks ended 28 March 2020 |
Managed Pubs and Hotels £m |
Tenanted Inns £m |
Unallocated1 £m |
Total continuing operations £m |
Revenue and other income |
299.6 |
29.7 |
3.7 |
333.0 |
Segment result |
29.5 |
11.8 |
(15.4) |
25.9 |
Operating separately disclosed items |
|
|
|
(23.9) |
Operating profit |
|
|
|
2.0 |
Profit on disposal of properties |
|
|
|
9.6 |
Net finance costs |
|
|
|
(8.4) |
Profit before income tax |
|
|
|
3.2 |
Other segment information |
|
|
|
|
Additions to property, plant & equipment |
24.5 |
3.6 |
23.6 |
51.7 |
Business combinations (note 13) |
32.8 |
- |
- |
32.8 |
Depreciation |
26.4 |
2.0 |
0.1 |
28.5 |
Impairment of property, right-of-use assets and goodwill |
18.2 |
0.7 |
- |
18.9 |
1 Unallocated expenses represent primarily the salaries and costs of central management. Unallocated revenue represents Transitional Services Agreement ("TSA") income while unallocated capital expenditure relates to the purchase of a new head office
|
Pre IFRS 16 |
|||
52 weeks ended 28 March 2020 |
Managed and Hotels £m |
Tenanted Inns £m |
Unallocated1 £m |
Total continuing operations £m |
Revenue and other income |
299.6 |
29.7 |
3.7 |
333.0 |
Segment result |
28.7 |
11.7 |
(15.4) |
25.0 |
Operating separately disclosed items |
|
|
|
(17.3) |
Operating profit |
|
|
|
7.7 |
Profit on disposal of properties |
|
|
|
9.6 |
Net finance costs |
|
|
|
(5.8) |
Profit before income tax |
|
|
|
11.5 |
Other segment information |
|
|
|
|
Additions to property, plant & equipment |
24.5 |
3.6 |
23.6 |
51.7 |
Business combinations (note 13) |
32.8 |
- |
- |
32.8 |
Depreciation and amortisation |
17.0 |
1.9 |
0.1 |
19.0 |
Impairment of property and goodwill |
11.6 |
0.7 |
- |
12.3 |
1 Unallocated expenses represent primarily the salaries and costs of central management. Unallocated revenue represents Transitional Services Agreement ("TSA") income while unallocated capital expenditure relates to the purchase of a new head office
Fuller, Smith & Turner P.L.C.Notes to the Condensed Financial Statements
|
|
|
|
|
|
|
|
|
|
52 weeks ended 30 March 2019 |
Managed and Hotels £m |
Tenanted Inns £m |
Unallocated1 £m |
Total continuing operations £m |
Revenue and other income |
293.8 |
30.9 |
- |
324.7 |
Segment result |
42.7 |
13.8 |
(16.5) |
40.0 |
Operating separately disclosed items |
|
|
|
(11.2) |
Operating profit |
|
|
|
28.8 |
Profit on disposal of properties |
|
|
|
1.9 |
Net finance costs |
|
|
|
(7.7) |
Profit before income tax |
|
|
|
23.0 |
Other segment information |
|
|
|
|
Additions to property, plant & equipment |
25.5 |
3.0 |
- |
28.5 |
Business combinations (note 13) |
18.1 |
- |
- |
18.1 |
Depreciation and amortisation |
17.2 |
1.8 |
0.5 |
19.5 |
Impairment of property |
3.0 |
- |
- |
3.0 |
Reversal of impairment on property |
(1.3) |
(0.5) |
- |
(1.8) |
The Group presents separately disclosed items on the face of the Income Statement those material items of income and expense which, because of the nature or expected infrequency of the events giving rise to them, merit separate presentation to allow shareholders to understand better the elements of financial performance in the year.
|
Post IFRS 16 52 weeks ended |
Pre IFRS 16 52 weeks ended £m |
52 weeks ended 2019 £m |
Amounts included in operating profit: |
|
|
|
Acquisition costs |
(1.4) |
(1.4) |
(0.6) |
Reorganisation costs |
(2.1) |
(2.1) |
(0.5) |
Impairment and reversal of impairment of intangible assets, properties and right-of-use assets |
(18.9) |
(12.3) |
(1.2) |
IT maintenance, support and rectification costs |
(1.5) |
(1.5) |
(6.7) |
Onerous lease provision charge |
- |
- |
(1.9) |
Guaranteed Minimum Pension ("GMP") charge |
- |
- |
(0.3) |
Total separately disclosed items included in operating profit |
(23.9) |
(17.3) |
(11.2) |
Profit on disposal of properties |
9.6 |
9.6 |
1.9 |
Separately disclosed finance costs: |
|
|
|
Finance charge on net pension liabilities (note 12) |
(0.6) |
(0.6) |
(0.8) |
Finance credit on the cancellation of interest rate swaps |
0.1 |
0.1 |
- |
Total separately disclosed finance costs |
(0.5) |
(0.5) |
(0.8) |
Total separately disclosed items before tax |
(14.8) |
(8.2) |
(10.1) |
Separately disclosed tax: |
|
|
|
Profit on disposal of properties |
(1.9) |
(1.9) |
(0.3) |
Other items |
3.9 |
2.6 |
1.6 |
Total separately disclosed tax |
2.0 |
0.7 |
1.3 |
Total separately disclosed items |
(12.8) |
(7.5) |
(8.8) |
3. Separately Disclosed Items (continued)
|
Post IFRS 16 52 weeks ended |
Pre IFRS 16 52 weeks ended £m |
52 weeks ended 2019 £m |
Finance Income |
|
|
|
Interest income from financial assets |
0.2 |
0.2 |
- |
Finance Costs |
|
|
|
Interest expense arising on: |
|
|
|
Financial liabilities at amortised cost - loans and debentures |
(5.3) |
(5.3) |
(6.7) |
Financial liabilities at amortised cost - preference shares |
(0.1) |
(0.1) |
(0.1) |
Financial liabilities at amortised cost - lease liabilities |
(2.7) |
(0.1) |
- |
Total interest expense for financial liabilities |
(8.1) |
(5.5) |
(6.8) |
Unwinding of discounts on provisions |
- |
- |
(0.1) |
Net finance costs before separately disclosed items |
(7.9) |
(5.3) |
(6.9) |
Finance charge on net pension liabilities (note 12) |
(0.6) |
(0.6) |
(0.8) |
Finance credit on the cancellation of interest rate swaps |
0.1 |
0.1 |
- |
Total finance costs after separately disclosed items |
(8.4) |
(5.8) |
(7.7) |
Tax on Profit on Ordinary Activities
Group |
Post IFRS 16 52 weeks ended 2020 |
Pre IFRS 16 52 weeks ended 2020 |
52 weeks ended 2019 |
Tax charged in the Income Statement |
|
|
|
Current income tax: |
|
|
|
Current tax on profits for the year |
0.8 |
2.4 |
5.6 |
Adjustments for current tax on prior period |
0.1 |
0.1 |
0.1 |
Total current income tax expense |
0.9 |
2.5 |
5.7 |
Deferred income tax: |
|
|
|
Origination and reversal of temporary differences |
1.4 |
1.4 |
(0.7) |
Change in corporation tax rate |
1.6 |
1.6 |
- |
Adjustments for current tax on prior periods |
0.3 |
0.3 |
0.2 |
Total deferred tax expense/(benefit) |
3.3 |
3.3 |
(0.5) |
Total tax charged in the Income Statement |
4.2 |
5.8 |
5.2 |
Analysed as: |
|
|
|
Before separately disclosed items |
6.2 |
6.5 |
6.5 |
Separately disclosed items |
(2.0) |
(0.7) |
(1.3) |
|
4.2 |
5.8 |
5.2 |
|
|
|
|
|
Post IFRS 16 52 weeks ended 2020 |
Pre IFRS 16 52 weeks ended 2020 |
52 weeks ended 2019 |
Profit from continuing operations before income tax expense |
3.2 |
11.5 |
23.0 |
Accounting profit multiplied by the UK standard rate of corporation tax of 19% (2019: 19%) |
0.6 |
2.2 |
4.4 |
Items not deductible for tax purposes |
1.6 |
1.6 |
0.6 |
Current and deferred tax under provided in previous years |
2.0 |
2.0 |
0.3 |
Other |
- |
- |
(0.1) |
Total tax charged in the Income Statement |
4.2 |
5.8 |
5.2 |
Deferred tax relating to items Charged/(Credited) to the Income Statement
|
Post IFRS 16 52 weeks ended 2020 |
Pre IFRS 16 52 weeks ended 2020 |
52 weeks ended 2019 |
Deferred tax depreciation |
- |
- |
(1.0) |
Rolled over capital gains |
2.6 |
2.6 |
0.3 |
Retirement benefit obligations |
0.6 |
0.6 |
0.2 |
Employee share schemes |
0.1 |
0.1 |
0.1 |
Pub acquisition costs |
- |
- |
(0.1) |
Deferred tax in the Income Statement |
3.3 |
3.3 |
(0.5) |
Deferred tax: |
|
|
|
Valuation gains on financial assets and liabilities |
0.1 |
0.1 |
- |
Net actuarial gains/(losses) on pension scheme |
1.1 |
1.1 |
(0.8) |
Total tax charged/(credited) in the Statement of Comprehensive Income |
1.2 |
1.2 |
(0.8) |
Deferred tax: |
|
|
|
Increase in deferred tax liability due to indexation |
- |
- |
0.1 |
Share-based payments |
0.1 |
0.1 |
(0.1) |
Total tax charged to equity |
0.1 |
0.1 |
- |
Group |
Post IFRS 16 ended |
Pre IFRS 16 ended |
ended 2019 |
Profit attributable to equity shareholders |
161.9 |
168.6 |
19.3 |
Separately disclosed items net of tax |
(149.6) |
(154.9) |
15.2 |
Adjusted earnings attributable to equity shareholders |
12.3 |
13.7 |
34.5 |
|
Number |
Number |
Number |
Weighted average share capital |
55,124,000 |
55,124,000 |
54,957,000 |
Dilutive outstanding options and share awards |
128,000 |
128,000 |
389,000 |
Diluted weighted average share capital |
55,252,000 |
55,252,000 |
55,346,000 |
40p 'A' and 'C' ordinary share |
Pence |
Pence |
Pence |
Basic earnings per share |
293.70 |
305.86 |
35.12 |
Diluted earnings per share |
293.02 |
305.15 |
34.87 |
Adjusted earnings per share |
22.31 |
24.85 |
62.78 |
Diluted adjusted earnings per share |
22.26 |
24.80 |
62.33 |
4p 'B' ordinary share |
Pence |
Pence |
Pence |
||
Basic earnings per share |
29.37 |
30.59 |
3.51 |
||
Diluted earnings per share |
29.30 |
30.51 |
3.49 |
||
Adjusted earnings per share |
2.23 |
2.49 |
6.28 |
||
Diluted adjusted earnings per share |
2.23 |
2.48 |
6.23 |
||
Continuing operations |
Post IFRS 16 ended |
Pre IFRS 16 ended |
ended £m |
||
Profit attributable to equity shareholders |
(1.0) |
5.7 |
17.8 |
||
Separately disclosed items net of tax |
12.8 |
7.5 |
8.8 |
||
Adjusted earnings attributable to equity shareholders |
11.8 |
13.2 |
26.6 |
||
|
Number |
Number |
Number |
Weighted average share capital |
55,124,000 |
55,124,000 |
54,957,000 |
Dilutive outstanding options and share awards |
128,000 |
128,000 |
389,000 |
Diluted weighted average share capital |
55,252,000 |
55,252,000 |
55,346,000 |
40p 'A' and 'C' ordinary share |
Pence |
Pence |
Pence |
Basic earnings per share |
(1.81) |
10.34 |
32.39 |
Diluted earnings per share |
(1.81) |
10.32 |
32.16 |
Adjusted earnings per share |
21.41 |
23.95 |
48.40 |
Diluted adjusted earnings per share |
21.36 |
23.89 |
48.06 |
4p 'B' ordinary share |
Pence |
Pence |
Pence |
Basic earnings per share |
(0.18) |
1.03 |
3.24 |
Diluted earnings per share |
(0.18) |
1.03 |
3.22 |
Adjusted earnings per share |
2.14 |
2.39 |
4.84 |
Diluted adjusted earnings per share |
2.14 |
2.39 |
4.81 |
The Directors have determined the profit or loss and the weighted average number of shares that is attributable to each class of ordinary share to calculate the earnings per share for the 40p 'A' and 'C' ordinary shares and the 4p 'B' ordinary shares. The earnings per share calculation is based on earnings from continuing operations and on the weighted average ordinary share capital which excludes shares held by trusts relating to employee share options and shares held in treasury of 1,860,777 (2019: 2,027,034).
Diluted earnings per share is calculated using the same earnings figure as for basic earnings per share, divided by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares.
Adjusted earnings per share is calculated on profit before tax excluding separately disclosed items and on the same weighted average ordinary share capital as for the basic and diluted earnings per share. An adjusted earnings per share measure has been included as the Directors consider that this measure better reflects the underlying earnings of the Group.
|
52 weeks ended 2020 |
52 weeks ended 2019 |
Declared and paid during the year |
|
|
Equity dividends on ordinary shares: |
|
|
Final dividend for 2019: 4.35p (2018:12.00p) |
2.4 |
6.6 |
Second interim dividend for 2019: 8.00p (2018: 0p) |
4.4 |
- |
First interim dividend for 2020: 7.80p (2019: 7.80p) |
4.3 |
4.3 |
'D' Share single dividend for 2020: 125p (2019: 0p) |
69.4 |
- |
Equity dividends paid |
80.5 |
10.9 |
Dividends on cumulative preference shares |
0.1 |
0.1 |
Declared and paid after the year |
|
|
Second interim dividend for 2020: 0p (2019: 8.00p) |
- |
4.4 |
Proposed for approval at the Annual General Meeting:
|
|
|
Final dividend for 2020: 0p (2019: 4.35p) |
- |
2.4 |
Group |
Land & buildings £m |
Plant, machinery & vehicles £m |
Fixtures & fittings £m |
Total £m |
Cost |
|
|
|
|
At 31 March 2018 |
528.4 |
43.0 |
160.7 |
732.1 |
Additions |
12.5 |
4.1 |
17.3 |
33.9 |
Acquisitions |
20.6 |
- |
- |
20.6 |
Disposals |
(2.5) |
(0.2) |
(3.6) |
(6.3) |
Derecognition of assets |
- |
- |
(1.9) |
(1.9) |
Transfer to assets held for sale |
(25.0) |
(40.7) |
(15.9) |
(81.6) |
At 30 March 2019 |
534.0 |
6.2 |
156.6 |
696.8 |
Additions |
36.0 |
0.3 |
15.4 |
51.7 |
Acquisitions (note 13) |
42.2 |
- |
2.1 |
44.3 |
Disposals |
(2.2) |
- |
(5.0) |
(7.2) |
Transfer to investment property |
(0.2) |
- |
- |
(0.2) |
Transfer to assets held for sale |
(2.2) |
- |
(0.2) |
(2.4) |
At 28 March 2020 |
607.6 |
6.5 |
168.9 |
783.0 |
|
|
|
|
|
Depreciation and impairment |
|
|
|
|
At 31 March 2018 |
40.4 |
26.7 |
100.9 |
168.0 |
Provided during the year - continuing operations |
3.6 |
0.5 |
14.4 |
18.5 |
Provided during the year - discontinued operations |
0.4 |
1.9 |
1.0 |
3.3 |
Disposals |
(0.1) |
(0.1) |
(3.1) |
(3.3) |
Impairment loss net of reversals |
(0.7) |
- |
1.9 |
1.2 |
Derecognition of assets |
- |
- |
(0.9) |
(0.9) |
Transfer to assets held for sale |
(3.9) |
(27.7) |
(11.1) |
(42.7) |
At 30 March 2019 |
39.7 |
1.3 |
103.1 |
144.1 |
Provided during the year |
3.8 |
0.5 |
13.6 |
17.9 |
Disposals |
(0.7) |
- |
(4.4) |
(5.1) |
Impairment loss net of reversals |
8.5 |
- |
0.1 |
8.6 |
Transfer to assets held for sale |
(0.1) |
- |
(0.1) |
(0.2) |
At 28 March 2020 |
51.2 |
1.8 |
112.3 |
165.3 |
|
|
|
|
|
Net book value at 28 March 2020 |
556.4 |
4.7 |
56.6 |
617.7 |
Net book value at 30 March 2019 |
494.3 |
4.9 |
53.5 |
552.7 |
Net book value at 31 March 2018 |
488.0 |
16.3 |
59.8 |
564.1 |
Group |
2020 £m |
2019 £m |
Impairment losses net of reversals |
|
|
Intangible assets |
3.7 |
- |
Property, plant and equipment |
8.6 |
1.2 |
Right-of-use assets |
6.6 |
- |
|
18.9 |
1.2 |
|
|
|
Group |
2020 £m |
31 March 20191 £m |
Right-of-use assets |
|
|
Properties |
105.1 |
101.0 |
Equipment |
0.8 |
1.2 |
Vehicles |
1.1 |
0.7 |
|
107.0 |
102.9 |
|
|
|
Lease liabilities |
|
|
Current |
8.9 |
7.7 |
Non-current |
104.0 |
92.7 |
|
112.9 |
100.4 |
Group |
Property £m |
Vehicles £m |
Equipment £m |
Total £m |
Net carrying value as at 31 March 2019 |
101.0 |
0.7 |
1.2 |
102.9 |
Additions |
2.8 |
- |
0.2 |
3.0 |
Lease amendments1 |
14.7 |
0.6 |
- |
15.3 |
Business combinations |
3.0 |
- |
- |
3.0 |
Depreciation |
(9.8) |
(0.2) |
(0.6) |
(10.6) |
Impairment |
(6.6) |
- |
- |
(6.6) |
Net carrying value as at 28 March 2020 |
105.1 |
1.1 |
0.8 |
107.0 |
|
Post IFRS 16 |
||||
52 weeks ended 28 March 2020 |
At 30 March 2019 |
Transition to IFRS 16 |
Cash flows |
Non cash1 |
At |
Cash and cash equivalents: |
|
|
|
|
|
Cash and short-term deposits |
11.0 |
- |
9.3 |
- |
20.3 |
|
11.0 |
- |
9.3 |
- |
20.3 |
Financial liabilities |
|
|
|
|
|
Lease liabilities |
- |
(100.4) |
11.2 |
(23.7) |
(112.9) |
|
- |
(100.4) |
11.2 |
(23.7) |
(112.9) |
Debt: |
|
|
|
|
|
Bank loans2 |
(228.5) |
- |
57.0 |
(0.2) |
(171.7) |
Other loans |
(0.2) |
- |
- |
0.2 |
- |
Debenture stock |
(25.9) |
- |
- |
- |
(25.9) |
Preference shares |
(1.6) |
- |
- |
- |
(1.6) |
Total borrowings |
(256.2) |
- |
57.0 |
- |
(199.2) |
Net debt |
(245.2) |
(100.4) |
77.5 |
(23.7) |
(291.8) |
1 Non-cash movements relate to the amortisation of arrangement fees, arrangement fees accrued, movements in lease liabilities and corporate disposals.
2 Bank loans net of arrangement fees.
|
Pre IFRS 16 |
|||
52 weeks ended 28 March 2020 |
At |
Cash flows |
Non cash1 |
At |
Cash and cash equivalents: |
|
|
|
|
Cash and short-term deposits |
11.0 |
9.3 |
- |
20.3 |
|
11.0 |
9.3 |
- |
20.3 |
Debt: |
|
|
|
|
Bank loans2 |
(228.5) |
57.0 |
(0.2) |
(171.7) |
Other loans |
(0.2) |
|
0.2 |
- |
Debenture stock |
(25.9) |
- |
- |
(25.9) |
Preference shares |
(1.6) |
- |
- |
(1.6) |
Total borrowings |
(256.2) |
57.0 |
- |
(199.2) |
Net debt |
(245.2) |
66.3 |
- |
(178.9) |
52 weeks ended 30 March 2019 |
At |
Cash flows |
Non cash1 |
At |
Cash and cash equivalents: |
|
|
|
|
Cash and short-term deposits |
11.7 |
(0.7) |
- |
11.0 |
|
11.7 |
(0.7) |
- |
11.0 |
Debt: |
|
|
|
|
Bank loans2 |
(185.9) |
(42.3) |
(0.3) |
(228.5) |
Other loans |
(0.2) |
- |
- |
(0.2) |
Debenture stock |
(25.9) |
- |
- |
(25.9) |
Preference shares |
(1.6) |
- |
- |
(1.6) |
Total borrowings |
(213.6) |
(42.3) |
(0.3) |
(256.2) |
Net debt |
(201.9) |
(43.0) |
(0.3) |
(245.2) |
1 Non-cash movements relate to the amortisation of arrangement fees, arrangement fees accrued and corporate disposals.
2 Bank loans net of arrangement fees.
The amount included in the Balance Sheet arising from the Group's obligations in respect of its defined benefit retirement plan are:
|
2020 £m |
2019 £m |
||||||
Fair value of Scheme assets |
123.8 |
111.9 |
||||||
Present value of Scheme liabilities |
(128.5) |
(148.3) |
||||||
Deficit in the Scheme |
(4.7) |
(36.4) |
||||||
|
|
|
||||||
|
Defined benefit obligation |
Fair value of Scheme assets |
Net defined deficit |
|||||
|
2020 £m |
2019 £m |
2020 £m |
2019 £m |
2020 £m |
2019 £m |
||
Balance at beginning of the year |
(148.3) |
(142.0) |
111.9 |
109.5 |
(36.4) |
(32.5) |
||
Included in profit and loss |
|
|
|
|
|
|
||
Current service cost |
- |
- |
- |
- |
- |
- |
||
Net interest cost |
(3.7) |
(3.6) |
3.1 |
2.8 |
(0.6) |
(0.8) |
||
|
(3.7) |
(3.6) |
3.1 |
2.8 |
(0.6) |
(0.8) |
||
Included in Other Comprehensive Income |
|
|
|
|
|
|
||
Actuarial gains/(losses) relating to: |
|
|
|
|
|
|
||
Return on scheme's assets (less amounts included in the net interest expense) |
- |
- |
(13.2) |
2.6 |
(13.2) |
2.6 |
||
Experience gains/(losses) arising on Scheme liabilities |
19.1 |
(7.6) |
- |
- |
19.1 |
(7.6) |
||
|
19.1 |
(7.6) |
(13.2) |
2.6 |
5.9 |
(5.0) |
||
Other |
|
|
|
|
|
|
||
Employer special contribution |
- |
- |
24.0 |
- |
24.0 |
- |
||
Employer contributions |
- |
- |
2.4 |
2.2 |
2.4 |
2.2 |
||
Benefits paid |
4.4 |
5.2 |
(4.4) |
(5.2) |
- |
- |
||
GMP Equalisation |
- |
(0.3) |
- |
- |
- |
(0.3) |
||
|
4.4 |
4.9 |
22.0 |
(3.0) |
26.4 |
1.9 |
||
|
|
|
|
|
|
|
||
Balance at end of the year |
(128.5) |
(148.3) |
123.8 |
111.9 |
(4.7) |
(36.4) |
||
The key assumptions used in the 2020 valuation of the Scheme are set out below:
Key financial assumptions used in the valuation of the Scheme |
2020 |
2019 |
Rate of increase in pensions in payment |
2.85% |
3.30% |
Discount rate |
2.40% |
2.40% |
Inflation assumption - RPI |
2.85% |
3.35% |
Inflation assumption - CPI |
1.95% |
2.35% |
Mortality assumptions |
2020 Years |
2019 Years |
Current pensioners (at 65) - males |
22.1 |
22.0 |
Current pensioners (at 65) - females |
24.3 |
23.9 |
Future pensioners (at 65) - males |
23.4 |
23.4 |
Future pensioners (at 65) - females |
25.8 |
25.5 |
Assets in the Scheme |
2020 £m |
2019 £m |
Corporate bonds |
26.9 |
27.4 |
Gilts |
24.0 |
- |
UK equities |
17.0 |
21.3 |
Overseas equities |
20.9 |
22.3 |
Alternatives |
30.5 |
36.5 |
Cash |
0.9 |
0.8 |
Annuities |
3.6 |
3.6 |
Total market value of assets |
123.8 |
111.9 |
During the 52 weeks ended 28 March 2020, the Company acquired 100% of the shares of Cotswold Inns & Hotels Limited, a business incorporated in the UK and consisting of seven premium hotels and two bars. A further pub was bought and treated as a business combination as it was operating as a business at the point the Company acquired it. Both these transactions have been accounted for by the purchase method of accounting.
|
Cotswold Inns & Hotels 2020 |
Pubs and Restaurant 2020 |
Number of pubs/hotels/ restaurants purchased |
9 |
1 |
|
|
|
Fair value |
Cotswold Inns & Hotels 2020 £m |
Pubs and Restaurant 2020 £m |
Property, plant and equipment |
40.6 |
3.7 |
Right-of-use assets |
3.0 |
|
Current assets |
1.2 |
- |
Lease liabilities |
(3.0) |
|
Current liabilities |
(3.7) |
- |
Deferred tax |
(3.2) |
- |
Borrowings |
(8.4) |
- |
Cash and cash equivalents |
1.3 |
- |
Net assets acquired |
27.8 |
3.7 |
Goodwill |
2.6 |
- |
Total consideration |
30.4 |
3.7 |
|
|
|
Net outflow of cash |
|
|
Cash consideration paid |
30.4 |
3.7 |
Repayment of third party loans on acquisition |
8.4 |
- |
Cash and cash equivalents acquired |
(1.3) |
- |
Net cash outflow in respect of purchase of businesses |
37.5 |
3.7 |
From the date of acquisition, Cotswolds Inns & Hotels contributed £5.2 million of revenue and a £0.5 million loss to profit before tax to continuing operations of the Group. The impact of coronavirus was an estimated loss of £0.3 million.
Notes to the Condensed Financial Statements
For the 52 weeks ended 28 March 2020
If the combination had taken place at the start of the financial year, Cotswolds Inns & Hotels would have expected to contribute £17.0 million of revenue and £2.3 million of profit before tax.
The consideration paid is the enterprise of £40 million less any working capital adjustments.
On 27 April 2019, the Group sold its entire beer business to Asahi Europe Ltd ("AEL"), a wholly owned subsidiary of Asahi Group Holdings Ltd ("Asahi"), for an enterprise value of £250.0 million on a debt free basis including any cash left in the business.
The business sold comprised the entirety of Fuller's beer, cider and soft drinks brewing and production, wine wholesaling, as well as the distribution thereof, and also includes the Griffin Brewery, Cornish Orchards, Dark Star Brewing and Nectar Imports (referred to as the "Fuller's Beer Business"). Accordingly, they have been reported as discontinued operations in the Annual Report for the 52 weeks ended 28 March 2020.
(a) Financial performance and cash flow
The financial performance and cash flow information presented reflects the operations for the one month ended 27 April 2019.
|
52 weeks ended 28 March 2020 £m |
52 weeks ended 2019 £m |
Revenue |
|
|
Segment revenue |
13.1 |
161.4 |
Inter-segment sales |
(4.1) |
(55.0) |
Revenue from third parties |
9.0 |
106.4 |
|
|
|
Segment result |
0.6 |
10.1 |
Operating separately disclosed items |
- |
(1.6) |
Operating profit |
0.6 |
8.5 |
Net finance costs |
- |
- |
Profit from operating activities - discontinued operations |
0.6 |
8.5 |
Net gain/(loss) on sale of discontinued operations |
162.4 |
(5.4) |
Profit before tax - discontinued operations |
163.0 |
3.1 |
Taxation |
(0.1) |
(1.4) |
Analysed as: |
|
|
Underlying trading |
(0.1) |
(2.0) |
Separately disclosed items |
- |
0.6 |
Profit from discontinued operations |
162.9 |
1.7 |
Attributable to: |
|
|
Equity shareholders of the Parent Company |
162.9 |
1.5 |
Non-controlling interest |
- |
0.2 |
Net cash inflow from operating activities |
0.6 |
0.3 |
Net cash inflow/(outflow) from investing activities |
225.4 |
(4.2) |
Net increase/(decrease) in cash generated by the Fuller's Beer Business |
226.0 |
(3.9) |
Other segment information |
|
|
Additions to property, plant & equipment |
- |
4.2 |
Business combinations |
- |
2.0 |
Depreciation and amortisation |
- |
3.6 |
|
52 weeks ended 2020 |
52 weeks ended 30 March 2019 |
Earnings per share - discontinued operations |
Pence |
Pence |
Basic earnings per share |
295.52 |
2.73 |
Diluted earnings per share |
294.83 |
2.71 |
Adjusted earnings per share |
0.91 |
14.37 |
Diluted adjusted earnings per share |
0.90 |
14.27 |
4p 'B' ordinary share |
Pence |
Pence |
Basic earnings per share |
29.55 |
0.27 |
Diluted earnings per share |
29.48 |
0.27 |
Adjusted earnings per share |
0.09 |
1.44 |
Diluted adjusted earnings per share |
0.09 |
1.43 |
|
52 weeks ended 28 March 2020 £m |
Provisional consideration received |
|
Cash |
230.5 |
Carrying amount of net assets sold |
(47.0) |
Goodwill |
(11.7) |
Gain on sale before income tax |
171.8 |
Transaction costs |
(9.4) |
Gain net of transaction costs |
162.4 |
Income tax expense on gain |
- |
Gain on sale after income tax |
162.4 |
The consideration received is the enterprise value of £250.0 million less working capital adjustments and provision.
In response to the coronavirus pandemic and the temporary closure of the entire estate at the end of March, management have taken a number of steps to mitigate the financial impact of the pandemic. The Group has strengthened the Balance Sheet by accessing the Bank of England Covid Corporate Financing Facility ("CCFF") programme which have issued £100 million of Commercial Paper with access to a further £50 million. The CCFF provides short-term unsecured debt and is repayable in May 2021. Management have also agreed with their lenders that the existing quarterly covenant tests (through to and including September 2020) are revised to be based primarily on liquidity headroom metrics, deemed to be a more appropriate measure while the Group's pubs and hotels remain closed. The above measures are on top of the existing and ongoing cost reducing initiatives, which include minimising the Group's outgoings across the business and accessing some of the Governments support packages (such as Coronavirus Job Retention Scheme) in order to safeguard employment.
On 15 March 2020, the Group made the decision to cancel tenant's rent due to the closure of all pubs. In April and May 2020, this resulted in a total of £1.2 million loss of earnings.
The Stable Pizza and Cider Limited and its subsidiary The Stable Bar and Restaurant Limited was disposed of on 7 June 2020. The Group disposed of non-current assets of £12.1 million, current assets of £0.4 million, current liabilities of £2.1 million and non-current liabilities of £10 million. The consideration received was equal to the Group's net assets.
[1] Managed Pubs and Hotels like for like sales excludes The Stable
[2] Operating profit before separately disclosed items and head office costs
[3] Profit before tax before separately disclosed items and IFRS 16 for continuing operations
[4] Profit before tax for total Group, pre IFRS 16
[5] Source: Peach Tracker Index
ISIN: | GB00B1YPC344 |
Category Code: | FR |
TIDM: | FSTA |
LEI Code: | 213800C7ACOFMRCQQW76 |
OAM Categories: | 1.1. Annual financial and audit reports |
Sequence No.: | 78857 |
EQS News ID: | 1105743 |
End of Announcement | EQS News Service |