- Part 2: For the preceding part double click ID:nRSN3771Wa
debit entry to
the put/call option reserve. Management have estimated the future measurement
inputs in arriving at this value, using knowledge of current performance,
expected growth and planned strategy. Any subsequent movements in the
liability will be recognised in profit or loss.
Acquisition accounting for purchase of Heron
On 2 August 2017 the Group acquired Heron Food Group Limited ("Heron"), a
discount convenience retailer incorporated in the UK. The transaction has been
accounted for via the acquisition method of accounting and a provisional
purchase price allocation on the acquired balance sheet has taken place.
Key judgments made include;
(i) The only intangible asset to recognise on acquisition was the Heron brand
itself. The other potential intangible assets that could be identified were
either immaterial or not permitted to be recognised under IFRS.
(ii) The brand asset identified is considered to have indefinite life due to
several factors, key amongst which is the growth potential of the Heron
business which is considered a long term phenomenon.
(iii) Freehold property was uplifted to values supported by recent third party
valuations.
(iv) Favourable and unfavourable lease terms were identified based upon
external valuations of properties occupied by the business.
(v) The conditions around the deferred consideration indicate that it will be
payable in full.
Notwithstanding the above, given the short period since the acquisition, the
accounting applied is at this point considered provisional and it will be
finalised at the year end.
Standards and interpretations applied and not yet applied by the Group
IFRS 9 'Financial Instruments' will be applicable after 1 January 2018. This
standard will simplify the classification of financial assets for measurement
purposes, but it is not anticipated to have a significant impact on financial
statements.
IFRS 15 'Revenue from contracts with customers' will be applicable after 1
January 2018. This standard applies to all contracts with customers except
those that are financial instruments, leases or insurance contracts and will
result in increased disclosure requirements, but is not expected to have a
significant impact on the financial statements.
IFRS 16 Leases is expected to be applicable after 1 January 2019. If endorsed,
this standard will significantly affect the presentation of the Group
financial statements with all leases apart from short term leases being
recognised as on-balance sheet finance leases with a corresponding liability
being the present value of lease payments. The Group is currently considering
the implications of IFRS 16 on the Group's consolidated results and financial
position and it will report more fully in the year end financial statements.
The Group does not consider that any other standards, amendments or
interpretations issued by the IASB, but not yet applicable, will have a
significant impact on the financial statements.
2 Segmental information
IFRS 8 ("Operating segments") requires the Group's segments to be identified
on the basis of internal reports about the components of the Group that are
regularly reviewed by the chief operating decision maker to assess performance
and allocate resources across each reporting segment.
For management purposes, the Group is organised into three reportable
segments, being the UK B&M segment, the UK Heron segment and the German retail
segment. The UK Heron segment has been active since the acquisition of Heron
Food Group in August 2017, the UK B&M segment was previously reported as the
UK Retail segment.
Items that fall into the corporate category include those related to the
Luxembourg or associate entities, Group financing, corporate transactions, any
tax adjustments and items we consider to be adjusting (see note 3).
The chief operating decision maker has been identified as the executive
directors who monitor the operating results of the retail segments for the
purpose of making decisions about resource allocation and performance
assessment.
The average euro rate for translation purposes was E1.1377 during the period,
with the period end rate being E1.1332 (March 2017: E1.1915/£ and E1.1559;
September 2016: E1.2262/£ and E1.1552/£ respectively)
26 week period to 23 September 2017 UK B&M UKHeron Germany Retail Corporate Total
£'000 £'000 £'000 £'000 £'000
Revenue 1,192,617 47,521 106,836 (602) 1,346,372
EBITDA 108,221 2,395 5,909 (2,390) 114,135
Depreciation and amortisation (12,344) (1,387) (2,193) (3) (15,927)
Net finance costs 11 (122) (176) (11,092) (11,379)
Income tax expense (18,219) (168) (1,062) 959 (18,490)
Segment profit/(loss) 77,669 718 2,478 (12,526) 68,339
Total assets 1,635,070 200,597 132,713 12,425 1,980,805
Total liabilities (340,996) (55,681) (27,266) (724,529) (1,148,472)
Capital expenditure (including intangible) (22,970) (1,716) (2,423) - (27,109)
26 week period to 24 September 2016 UK B&M UKHeron Germany Retail Corporate Total
£'000 £'000 £'000 £'000 £'000
Revenue 1,016,998 - 88,858 - 1,105,856
EBITDA 89,755 - 7,623 (1,646) 95,732
Depreciation and amortisation (10,587) - (1,674) (2) (12,263)
Net finance costs 99 - (116) (9,762) (9,779)
Income tax expense (15,853) - (1,750) 2,574 (15,029)
Segment profit/(loss) 63,414 - 4,083 (8,836) 58,661
Total assets 1,408,479 - 122,616 18,139 1,549,234
Total liabilities (252,604) - (24,466) (514,778) (791,848)
Capital expenditure (including intangible) (21,021) - (4,022) - (25,043)
52 week period to 25 March 2017 UK B&M UKHeron Germany Retail Corporate Total
£'000 £'000 £'000 £'000 £'000
Revenue 2,252,265 - 178,395 - 2,430,660
EBITDA 223,722 - 11,677 (3,876) 231,523
Depreciation and amortisation (22,277) - (3,734) (4) (26,015)
Net finance costs 107 - (280) (22,417) (22,590)
Income tax expense (40,310) - (2,406) 3,831 (38,885)
Segment profit/(loss) 161,241 - 5,257 (22,465) 144,033
Total assets 1,640,398 - 126,040 7,078 1,773,516
Total liabilities (325,372) - (27,399) (607,124) (959,895)
Capital expenditure (including intangible) (44,492) - (7,464) - (51,956)
3 Reconciliation of non-IFRS measures from the statement of
comprehensive income
EBITDA, adjusted EBITDA and Adjusted Profit are non-IFRS measures and
therefore we provide a reconciliation to the statement of comprehensive income
below.
At the prior half year end, the Group reported a greater number of adjusting
items. However management believe that the simplified measure now presented is
a clearer measure of performance. The comparative information has been
restated accordingly.
Period to 26 weeks ended 23 September 2017 26 weeks ended 24 September 2016 52 weeks ended 25 March 2017
£'000 £'000 £'000
Profit on ordinary activities before interest and tax 98,208 83,469 205,508
Add back depreciation and amortisation 15,927 12,263 26,015
EBITDA 114,135 95,732 231,523
Reverse the effect of derivatives recorded in cost of sales 47 - 1,479
Reverse the effect of derivatives recorded in administrative costs 881 1,164 1,890
Remove costs associated with the acquisition of Heron 1,000 - -
Adjusted EBITDA 116,063 96,896 234,892
Depreciation and amortisation (15,927) (12,263) (26,015)
Net finance costs (11,379) (9,779) (22,590)
Reverse the effect of derivatives recorded in finance costs - (63) (117)
Reverse the effects of the call/put option 727 764 294
Reverse the effect of unwinding deferred consideration for Heron 173 - -
Remove one-off costs incurred on raising debt finance - - 3,687
Adjusted profit before tax 89,657 75,555 190,151
Adjusted tax (18,856) (15,249) (40,273)
Adjusted profit for the period 70,801 60,306 149,878
Attributable to non-controlling interests 435 817 1,095
Attributable to owners of the parent 70,366 59,489 148,783
The adjusting items are the effects of derivatives, one off refinancing fees,
the costs associated with the acquisition of Heron and the effect of unwinding
balances related to acquisitions, specifically the call/put option held over
the non-controlling interest of our German operation and the deferred
consideration liability for Heron (see note 4). Adjusted tax represents the
tax charge per the statement of comprehensive income as adjusted only for the
effects of the other adjusting items detailed above.
All adjusting items relate to the Corporate segment.
Adjusted EBITDA and related measures are not measures of performance or
liquidity under IFRS and should not be considered in isolation or as a
substitute for measures of profit, or as an indicator of the Group's operating
performance or cash flows from operating activities as determined in
accordance with IFRS.
4 Business combinations
On 2 August 2017 the Group acquired Heron Food Group Limited ("Heron"), a
discount convenience retailer incorporated in the UK.
The transaction has been accounted for via the acquisition method of
accounting. The Group purchased 100% of the share capital, for a fair value of
£122.5m, which breaks down as follows:
£'000
Initial cash consideration 112,123
Fair value of deferred consideration 10,422
Total 122,545
The deferred consideration represents a cash amount of £12.8m payable in 2019
based upon certain conditions. An exercise carried out by the business has
fair valued this at the acquisition date at £10.4m and this will be unwound
through the P&L to the full value of £12.8m by August 2019.
The fair values of the identifiable assets and liabilities of Heron on the
date of the acquisition were:
Assets £'000
Heron brand asset 14,178
Favourable lease contracts 1,385
Other intangible assets 1,305
Property, plant and equipment 67,299
Inventories 13,835
Receivables and other assets 8,086
Cash 8,315
Total Assets 114,403
Liabilities
Unfavourable lease contracts (9,984)
Creditors and accruals (32,395)
Provisions (4,141)
Corporation tax (1,030)
Finance leases (3,199)
Overdraft (2,628)
Bank Loans (25,582)
Total liabilities (78,959)
Net assets acquired 35,444
Fair value of consideration 122,545
Goodwill recognised on acquisition 87,101
None of the receivables recognised were considered irrecoverable at the
acquisition date.
Fees of £1.0m were incurred during the acquisition all of which have been
expensed through the P&L.
The goodwill largely relates to the growth potential of the business, the
current location of the stores and the existing workforce. None of the
elements which make up goodwill can, or are not material enough to be
recognised as a separate intangible asset.
Given the short period between the acquisition and half year date the
accounting applied is currently considered to be provisional. It will be
finalised at the year end.
The effect the acquisition has had on the P&L can be seen in the segment note
(note 2). Had the company been bought at the start of the year it would have
contributed an estimated extra £108.6m to revenue and £3.4m operating profit
under their local accounting policies (FRS 102 compliant).
The balance on the consolidated statement of cash flows reconciles as
follows:
£'000
Initial cash consideration 112,123
Cash acquired (8,315)
Overdraft acquired 2,628
Net Cash for acquisitions 106,436
5 Earnings per share
Basic earnings per share amounts are calculated by dividing the net profit for
the financial period attributable to ordinary equity holders of the parent by
the weighted average number of ordinary shares outstanding at each period
end.
Diluted earnings per share amounts are calculated by dividing the net profit
attributable to ordinary equity holders of the parent by the weighted average
number of ordinary shares outstanding during each year plus the weighted
average number of ordinary shares that would be issued on conversion of any
dilutive potential ordinary shares into ordinary shares.
Adjusted basic and diluted earnings per share are calculated on the same basis
except using the adjusted profit or loss attributable to the equity holders of
the parent, as defined in note 3.
There are share option schemes in place which have a dilutive effect on the
period presented.
The following reflects the income and share data used in the basic and diluted
earnings per share computations:
Period to 24 September 2017 26 September 2016 26 March 2017
£'000 £'000 £'000
Profit for the period attributable to ordinary equity holders of the Group 67,904 57,844 142,926
Adjusted profit for the period attributable to ordinary equity holders of the Group 70,366 59,489 148,783
Thousands Thousands Thousands
Weighted average number of ordinary shares for basic loss per share 1,000,120 1,000,000 1,000,000
Effect of dilution:
Employee share options 219 - 148
Weighted average number of ordinary shares adjusted for the effect of dilution 1,000,339 1,000,000 1,000,148
Pence Pence Pence
Basic earnings per share 6.8 5.8 14.3
Diluted earnings per share 6.8 5.8 14.3
Adjusted basic earnings per share 7.0 5.9 14.9
Adjusted diluted earnings per share 7.0 5.9 14.9
6 Taxation
The taxation charge for the interim period has been calculated on the basis of
the corporation tax rate for the full year of 19% (UK) and 30% (Germany) and
then adjusted for allowances and non-deductibles in line with the prior year.
7 Intangible assets
Goodwill Software Brands Other Total
£'000 £'000 £'000 £'000 £'000
Cost or valuation
At 26 March 2016 837,450 3,123 98,396 1,363 940,332
Additions - 836 1,200 - 2,036
Additions due to Knüller acquisition 1,284 - - - 1,284
Effect of retranslation 2,978 38 454 132 3,602
At 24 September 2016 841,712 3,997 100,050 1,495 947,254
Additions - 760 - - 760
Adjustment to Knüller acquisition 38 - - - 38
Disposals - (132) - - (132)
Effect of retranslation (59) (5) (3) (1) (68)
At 25 March 2017 841,691 4,620 100,047 1,494 947,852
Additions - 711 1,750 - 2,461
Additions due to Heron acquisition 87,101 1,305 14,178 - 102,584
Effect of retranslation 684 7 104 30 825
At 23 September 2017 929,476 6,643 116,079 1,524 1,053,722
Accumulated amortisation / impairment
At 26 March 2016 - 963 - 745 1,708
Charge for the period - 225 - 109 334
Effect of retranslation - 23 - 79 102
At 24 September 2016 - 1,211 - 933 2,144
Charge for the period - 349 - 111 460
Disposals - (132) - - (132)
Effect of retranslation - (3) - (1) (4)
At 25 March 2017 - 1,425 - 1,043 2,468
Charge for the period - 627 3 113 743
Effect of retranslation - 5 - 21 26
At 23 September 2016 - 2,057 3 1,177 3,237
Net book value at 23 September 2017 929,476 4,586 116,076 347 1,050,485
Net book value at 25 March 2017 841,691 3,195 100,047 451 945,384
Net book value at 24 September 2016 841,712 2,786 100,050 562 945,110
An impairment review was carried out over the Goodwill and Brand assets at 25
March 2017. Details of these reviews are included in the Group statutory
accounts. A full review will also take place at the next year end date of 31
March 2018.
Due to the nature of the business acquired in the prior year (Knüller),
management considered it appropriate not to recognise any intangible assets
other than goodwill. See note 4 for the details of the business acquired in
the current period (Heron).
8 Property, plant and equipment
Land and buildings Motor Vehicles Plant, fixtures and equipment Total
£'000 £'000 £'000 £'000
Cost or valuation
At 26 March 2016 34,750 3,525 142,982 181,257
Additions 1,968 432 20,607 23,007
Additions due to Knüller acquisition - - 41 41
Remeasurement of finance leases 2,468 - - 2,468
Disposals (839) (484) (70) (1,393)
Effect of retranslation 1,948 39 935 2,922
At 24 September 2016 40,295 3,512 164,495 208,302
Additions 6,003 249 19,901 26,153
Adjustment to Knüller acquisition - - 1 1
Remeasurement of finance leases 71 - - 71
Disposals (8) (274) (477) (759)
Effect of retranslation (111) (2) (10) (123)
At 25 March 2017 46,250 3,485 183,910 233,645
Additions 6,878 407 17,363 24,648
Additions due to Heron acquisition 31,388 5,787 30,124 67,299
Transfer to investments (63) - (22) (85)
Disposals (1) (821) (134) (956)
Effect of retranslation 471 8 297 776
23 September 2017 84,923 8,866 231,538 325,327
Accumulated depreciation
At 26 March 2016 8,523 1,550 33,134 43,207
Charge for the period 1,891 359 9,679 11,929
Disposals (18) (268) (49) (335)
Effect of retranslation 247 9 235 491
At 24 September 2016 10,643 1,650 42,999 55,292
Charge for the period 2,050 335 10,907 13,292
Disposals (8) (189) (482) (679)
Effect of retranslation - - (8) (8)
At 25 March 2017 12,685 1,796 53,416 67,897
Charge for the period 2,178 481 12,525 15,184
Transfer to investments (1) - - (1)
Disposals - (722) (32) (754)
Effect of retranslation 77 3 77 157
At 23 September 2017 14,939 1,558 65,986 82,483
Net book value at 23 September 2017 69,984 7,308 165,552 242,844
Net book value at 25 March 2017 33,565 1,689 130,494 165,748
Net book value at 24 September 2016 29,652 1,862 121,496 153,010
9 Share capital
23 September2017 24 September2016 25 March2017
Allotted, called up and fully paid £'000 £'000 £'000
B&M European Value Retail S.A.
1,000,000,000 ordinary shares of 10p each 100,048 100,000 100,000
Ordinary Shares
Each ordinary share ranks pari passu with each other ordinary share and each
share carries one vote. The Group parent is authorised to release up to a
maximum of 2,972,222,222 ordinary shares.
During the half year under review 479,782 shares have been acquired under
share options exercised by staff. A further 92,489 options have vested and are
currently available for exercise whilst 829,006 options, which are subject to
various conditions, are held but have not yet vested.
10 Financial liabilities - borrowings
23 September 2017 24 September 2016 25 March 2017
£'000 £'000 £'000
Current
Revolving facility bank loan (old facility) - 25,000 -
Revolving facility bank loan (new facility) 70,000 - -
Heron loan facilities - Melton 807 - -
Heron loan facilities - Offset 625 - -
71,432 25,000 -
Non-current
Term facility bank loans (old facilities) - 435,834 -
Term facility bank loans (new facilities) 296,866 - 296,910
High yield bond notes 247,228 - 246,815
Heron loan facilities - Melton 5,647 - -
Heron loan facilities - Offset 4,250 - -
Heron loan facilities - Term 5,900 - -
559,891 435,834 543,725
All borrowings are held in Sterling.
The term facility bank loans and high yield bonds are held at amortised cost
and were initially capitalised in February 2017 with £3.2m and £3.3m
(respectively) of fees attributed to them.
The term facility bank loans in place at the prior half year end were held at
amortised cost and were initially capitalised in June 2014 with £7.3m of fees
attributed to them. These facilities were refinanced in February 2017 at which
point the remaining unamortised fees of £3.7m were expensed to the income
statement.
The Heron loan facilities were brought into the Group as part of the acquired
balance sheet on 2 August 2017. All are held with Handelsbanken and are
carried at their gross cash amount. Further details are in the maturity table
below.
The maturities of the above loan facilities are as follows:
InterestRate Maturity 23 September2017 24 September2016 25 March2017
% £'000 £'000 £'000
Revolving Facility loan (old facility) 2.75% + LIBOR Oct-2016 - 25,000 -
Revolving Facility loan (new facility) 2.00% + LIBOR Oct-2017 70,000 - -
UK Holdco term loan A (old facility) 2.75% + LIBOR Jun-2019 - 300,000 -
UK Holdco term loan B (old facility) 3.25% + LIBOR Jun-2020 - 140,000 -
UK Holdco term loan A (new facility) 2.00% + LIBOR Jul-2021 300,000 - -
UK Holdco term loan A (new facility) 2.25% + LIBOR Jul-2021 - - 300,000
High yield bond notes 4.125% Feb-2022 250,000 - 250,000
Heron loan facilities - Melton 2.25% + LIBOR Jul-2025 6,453 - -
Heron loan facilities - Offset 2.45% + LIBOR Sep-2022 4,875 - -
Heron loan facilities - Term 2.50% + LIBOR Dec-2021 5,900 - -
637,228 465,000 550,000
11 Reconciliation of profit before tax to cash generated from
operations
26 weeks ended 23 September 2017 26 weeks ended 24 September 2016 52 weeks ended 25 March 2017
£'000 £'000 £'000
Profit before tax 86,829 73,690 182,918
Adjustments for:
Interest expense 11,379 9,779 22,590
Depreciation 15,184 11,929 25,221
Amortisation of intangible assets 743 334 794
(Profit) / loss on remeasurement of finance leases - (308) (317)
(Profit) / loss on disposal of property, plant and equipment 156 (456) (405)
Charge on share options 210 151 254
Change in inventories (207,885) (9,735) (99,662)
Change in trade and other receivables 14,360 (16,143) (6,666)
Change in trade and other payables 122,225 6,539 84,575
Change in provisions 86 (587) (1,042)
Share of profit from associates - - (1,005)
Non-cash foreign exchange effect from retranslation of subsidiary cashflows (6) 396 249
Loss resulting from fair value of financial derivatives 927 2,085 3,369
Cash generated from operations 44,208 77,674 210,873
12 Financial instruments
The fair value of the financial assets and liabilities of the group are not
materially different from their carrying value. Refer to the table below.
As at 23 September2017 24 September2016 25 March2017
Financial assets: £'000 £'000 £'000
Fair value through profit and loss
Fuel price swap 43 180 232
Forward foreign exchange contracts - 890 61
Fair value through other comprehensive income
Forward foreign exchange contracts 1,465 12,815 117
Loans and receivables
Cash and cash equivalents 65,606 14,306 155,551
Trade receivables 26,348 19,925 11,215
Other receivables 1,150 271 91
Financial liabilities:
Fair value through profit and loss
Forward foreign exchange contracts - - 287
Put/call options over the non-controlling interest of Jawoll 18,974 18,405 17,886
Deferred consideration relating to Heron purchase 10,595 - -
Fair value through other comprehensive income
Forward foreign exchange contracts 20,135 - 1,783
Amortised cost
Interest-bearing loans and borrowings 631,323 460,834 543,725
Overdrafts 7,941
Trade payables 243,936 138,420 206,373
Other payables 9,720 1,901 8,950
Financial Instruments at fair value through profit and loss
The put/call options over the non-controlling interest in Jawoll arose as part
of the acquisition of the entity in April 2014. The valuation here reflects
the final estimated valuation unwound to the period end date, and exchanged at
the period end foreign exchange rate, as the options are priced in Euros. The
options mature in 2019 and the carrying value has been discounted to present
value.
The other financial assets and liabilities through profit or loss reflect the
fair value of those foreign exchange forward contracts, interest rate swaps
and fuel swaps that are intended to reduce the level of risk for expected
sales and purchases.
Fair value hierarchy
The Group uses the following hierarchy for determining and disclosing the fair
value of financial instruments by valuation technique:
· Level 1 : quoted (unadjusted) prices in active markets for identical
assets or liabilities
· Level 2 : Other techniques for which all inputs which have a significant
effect on the recorded fair value are observable, either directly or
indirectly
· Level 3 : Techniques which use inputs that have a significant effect on
the recorded fair value that are not based on observable market data
As at the reporting dates, the Group held the following financial instruments
carried at fair value on the balance sheet:
Total Level 1 Level 2 Level 3
£'000 £'000 £'000 £'000
23 September 2017
Foreign exchange contracts (18,670) - (18,670) -
Fuel swap contract 43 - 43 -
Put/call options on Jawoll non-controlling interest (18,974) - - (18,974)
Deferred consideration relating to Heron purchase (10,595) - - (10,595)
24 September 2016
Foreign exchange contracts 13,705 - 13,705 -
Fuel swap contract 180 - 180 -
Put/call options on Jawoll non-controlling interest (18,405) - - (18,405)
25 March 2017
Foreign exchange contracts (1,892) - (1,892) -
Fuel swap contract 232 - 232 -
Put/call options on Jawoll non-controlling interest (17,886) - - (17,886)
The put/call option (relating to Jawoll) and the deferred consideration
(relating to Heron) are valued with reference to the respective Sale and
Purchase Agreements underpinning the acquisitions, and the key variable in
determining the fair values is the forecast EBITDA of those entities as
prepared by management. The calculation is subsequently discounted to present
value.
The other instruments have been valued by the issuing bank, using a mark to
market method. The bank has used various inputs to compute the valuations and
these include inter alia the relevant maturity date and strike rates, the
current exchange rate, fuel prices and LIBOR levels.
The Group's financial instruments are either carried at fair value or have a
carrying value which is considered a reasonable approximation of fair value.
13 Related party transactions
As a result of the Heron acquisition the business has entered into a lease
with a new related party landlord, David Heuck, a director of Heron. The
business occupies one property owned by this landlord and pays rent at a level
that Group management considers to be reasonable. There have been no other
changes in the related-party transactions described in the last annual report
of B&M European Value Retail S.A. that have had a material effect on the
financial position or performance of the Group in the six months ended 23
September 2017.
The Group has entered into material related party transactions over the
current 26-week period with the following party, Multi-lines International
Company Ltd (Multi-lines), a supplier, which is an associate of the Group.
26 weeks ended 23 September 2017£'000 26 weeks ended24 September 2016£'000 52 weeks ended25 March2017£'000
Purchases from associates
Multi-lines 46,486 38,649 121,351
The following table sets out the total amount of net trading balances with
Multi-lines outstanding at the period end.
23 September 2017£'000 24 September 2016£'000 25 March 2017 £'000
Trade receivables/(payables) from associates
Multi-lines 10,206 5,846 (2,756)
Outstanding trade balances at the balance sheet date are unsecured and
interest free and settlement occurs in cash. There have been no guarantees
provided or received for any related party trade receivables or payables.
14 Commitments
At the half year date a significant capital commitment exists in terms of an
ongoing land purchase transaction, where contracts have been exchanged. The
transaction is due to complete in December 2017.
15 Post balance sheet events
An interim dividend of 2.4pence per share (£24.0m) has been proposed.
There have been no other material events between the balance sheet date and
the date of issue of these accounts.
16 Directors
The directors that served throughout the period were:
Name
Sir T Leahy (Chairman)
S Arora (CEO)
P McDonald (CFO)
T Hübner
R McMillan
K Guion
H Brouwer
D Novak
Responsibility statement of the Directors in respect of the half-yearly
financial report
We confirm that to the best of our knowledge:
•the condensed set of financial statements has been prepared in accordance
with IAS 34 Interim Financial Reporting as adopted by the EU;
•the interim management report includes a fair review of the information
required by:
(a) DTR 4.2.7R of the Disclosure Guidance and Transparency Rules, being an
indication of important events that have occurred during the first six months
of the financial year and their impact on the condensed set of financial
statements; and a description of the principal risks and uncertainties for the
remaining six months of the year; and
(b) DTR 4.2.8R of the Disclosure Guidance and Transparency Rules, being
related party transactions that have taken place in the first six months of
the current financial year and that have materially affected the financial
position or performance of the entity during that period; and any changes in
the related party transactions described in the last annual report that could
do so.
By order of the Board
Simon Arora Paul McDonald
Chief Executive Chief Financial Officer
14 November 2017
Report of the Réviseur d'Entreprises agréé
on the review of condensed consolidated interim financial information
Introduction
We have reviewed the accompanying condensed consolidated statement of
financial position of B&M European Value Retail S.A. as at 23 September 2017,
the related condensed consolidated statements of comprehensive income, changes
in equity and cash flows for the 26 week period then ended, and notes to the
interim financial information ("the condensed consolidated interim financial
information"). The Board of Directors is responsible for the preparation and
presentation of these condensed consolidated interim financial information in
accordance with IAS 34 "Interim Financial Reporting" as adopted by the
European Union. Our responsibility is to express a conclusion on these
condensed consolidated interim financial information based on our review.
Scope of Review
We conducted our review in accordance with the International Standard on
Review Engagements 2410, "Review of Interim Financial Information Performed by
the Independent Auditor of the Entity" as adopted, for Luxembourg, by the
Institut des Réviseurs d'Entreprises. A review of interim financial
information consists of making inquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other review
procedures. A review is substantially less in scope than an audit conducted in
accordance with International Standards on Auditing and consequently does not
enable us to obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we do not express
an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to
believe that the accompanying condensed consolidated interim financial
information as at 23 September 2017 is not prepared, in all material respects,
in accordance with IAS 34 "Interim Financial Reporting" as adopted by the
European Union.
Luxembourg, November 14, 2017 KPMG Luxembourg
Société coopérative
Cabinet de révision agréé
Thierry Ravasio
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