REG - B&M European - Preliminary Results <Origin Href="QuoteRef">BMEB.L</Origin> - Part 2
26/05/2016 07:06
- Part 2: For the preceding part double click ID:nRSZ3412Za
circumstances in
assessing whether it has power over an investee, including:
· The contractual arrangement with the other vote holders of the investee
· Rights arising from other contractual arrangements
· The Group's voting rights and potential voting rights
The Group re-assesses whether or not it controls an investee if facts and
circumstances indicate that there are changes to one or more of the three
elements of control. Consolidation of a subsidiary begins when the Group
obtains control over the subsidiary and ceases when the Group loses control of
the subsidiary. Assets, liabilities, income and expenses of a subsidiary
acquired or disposed of during the year are included in the statement of
comprehensive income from the date the Group gains control until the date the
Group ceases to control the subsidiary, excluding the situations as outlined
in the basis of preparation.
A separate statement of comprehensive income for the parent company is not
presented with the Group financial statements as permitted by Section 408 of
the Companies Act 2006.
Going concern
Viability and Going Concern statements will be made in the Principle Risks and
Uncertainties section of the annual report to be issued in June 2016. On the
basis of these, the directors have determined that it is appropriate to
continue to use the going concern basis for production of this financial
information.
Critical judgements and key sources of estimation uncertainty
The key assumptions concerning the future and other key sources of estimation
uncertainty at the reporting date, that have a significant risk of causing a
material adjustment to the carrying amounts of assets and liabilities within
the next financial year, are described below. The Group based its assumptions
and estimates on parameters available when the financial information was
prepared. Existing circumstances and assumptions about future developments,
however, may change due to market changes or circumstances arising beyond the
control of the Group. Such changes are reflected in the assumptions when they
occur.
Impairment of non-financial assets
Impairment exists when the carrying value of an asset or cash generating unit
exceeds its recoverable amount, which is the higher of its fair value less
costs to sell and its value in use.
The fair value less costs to sell calculation is based on available data from
binding sales transactions, conducted at arm's length for similar assets or
observable market prices less incremental costs for disposing of the asset.
The value in use calculation is based on a discounted cash flow model. The
cash flows are derived from the budget for the next five years and do not
include restructuring activities that the Group is not yet committed to or
significant future investments that will enhance the performance of the CGU
being tested.
The recoverable amount is most sensitive to the discount rate used for the
discounted cash flow model as well as the expected future cash inflows and the
growth rate used for extrapolation purposes. The key assumptions used to
determine the recoverable amount for the different CGUs, including a
sensitivity analysis, will be disclosed in the full annual report.
Investments in Associates
Multi-lines International Company Ltd (Multi-lines), which is 50% owned by the
Group, has been considered by management to be an associate rather than a
subsidiary or a joint venture. Under IFRS 10 control is determined by :
· Power over the investee.
· Exposure, or rights, to variable returns from its involvement with the
investee.
· The ability to use its power over the investee to affect the amount of
the investor's returns.
Although 50% owned,
· Multi-Lines have their own independent management who operate without
direct oversight of Group management on a day to day basis.
· The Group does not have the right to appoint directors nor does it have
a casting vote.
Therefore the level of power over the business is considered to be more in
keeping with that of an associate than a joint-venture, and hence it has been
treated as such within these consolidated accounts.
Put/call options on Jawoll non-controlling interest
The purchase agreement for Jawoll included call and put options over the
shares not purchased by the Group, representing 20% of Jawoll. The options are
arranged such that it is considered likely that either the call or put option
will be taken at the exercise date in 2019.
The exercise price of the options contain a variable element and as such the
risk and rewards of the options are considered to remain with the
non-controlling interest. The purchase of the non-controlling interest will be
recognised upon exercise of one of the options.
A financial liability has been recognised carried at amortised cost to
represent the expected exercise price, with the corresponding 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.
Standards and Interpretations applied and not yet applied by the Group
A detailed list will appear in the full annual report.
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 two reportable segments,
being the UK retail segment and the German retail segment (since acquisition
of Jawoll on April 30 2014).
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 E1.3677/£ during the year,
with the year end rate being E1.2670/£ (2015: E1.2741/£ and E1.3670/£,
respectively).
52 week period to 26 March 2016 UK Retail Germany Retail Corporate Total
£'000 £'000 £'000 £'000
Revenue 1,902,557 132,728 - 2,035,285
Gross profit 652,775 50,247 - 703,022
EBITDA 182,035 11,588 2,461 196,084
Interest received 170 13 277 460
Interest expense (51) (162) (21,360) (21,573)
Income tax expense (32,877) (2,636) 6,768 (28,745)
Segment profit/(loss) 131,509 6,150 (11,859) 125,800
Total assets 1,450,936 104,636 9,331 1,564,903
Total liabilities (247,490) (19,577) (483,486) (750,553)
Other disclosures:
Capital expenditure (including intangible) (51,760) (4,935) (18) (56,713)
Depreciation and amortisation (17,768) (2,653) (5) (20,426)
Share of profit of associates - - 1,166 1,166
Investment in associates accounted for by the equity method - - 3,995 3,995
52 week period to 28 March 2015 UK Retail Germany Retail Corporate Total
£'000 £'000 £'000 £'000
Revenue 1,526,181 120,643 - 1,646,824
Gross profit 525,497 44,411 - 569,908
EBITDA 163,166 10,659 (23,660) 150,165
Interest received 80 19 - 99
Interest expense (112) (181) (72,582) (72,875)
Income tax expense (31,558) (2,305) 12,011 (21,852)
Segment profit/(loss) 118,717 5,379 (84,233) 39,863
Total assets 1,329,816 92,981 5,546 1,428,343
Total liabilities (205,201) (19,763) (479,550) (704,514)
Other disclosures:
Capital expenditure (including intangible) (34,246) (1,669) - (35,915)
Depreciation and amortisation (12,859) (2,813) (2) (15,674)
Share of profit of associates - - 1,632 1,632
Investment in associates accounted for by the equity method - - 3,822 3,822
3 Adjusted profit and loss statement
Period ended 52 weeks ended 26 March 2016 Adjusting items(Note 4) Adjusted 52 weeks ended 26 March 2016 52 weeks ended 28 March 2015 Adjusting items (Note 4) Adjusted 52 weeks ended 28 March 2015
£'000 £'000 £'000 £'000 £'000 £;000
Revenue 2,035,285 - 2,035,285 1,646,824 - 1,646,824
Cost of sales (1,332,263) - (1,332,263) (1,076,916) - (1,076,916)
Gross profit 703,022 - 703,022 569,908 - 569,908
Administrative expenses (528,530) (6,387) (522,143) (437,049) (24,103) (412,946)
Add back depreciation & amortisation 20,426 - 20,426 15,674 - 15,674
Share of profits of investments in associates 1,166 - 1,166 1,632 - 1,632
EBITDA 196,084 (6,387) 202,471 150,165 (24,103) 174,268
Depreciation & amortisation (20,426) - (20,426) (15,674) - (15,674)
Profit on ordinary activities before interest and tax 175,658 (6,387) 182,045 134,491 (24,103) 158,594
Finance costs (21,573) (723) (20,850) (72,875) (49,173) (23,702)
Finance income 460 277 183 99 - 99
Profit/(loss) on ordinary activities before tax 154,545 (6,833) 161,378 61,715 (73,276) 134,991
Income tax expense (28,142) 1,139 (29,281) (21,852) 9,064 (30,916)
Other tax expense (603) - (603)
Profit/(loss) for the period 125,800 (5,694) 131,494 39,863 (64,212) 104,075
Attributable to non-controlling interests 1,264 (100) 1,364 1,223 (18) 1,241
Attributable to owners of the parent 124,536 (5,594) 130,130 38,640 (64,194) 102,834
Other comprehensive income for the period
Items which may be reclassified to Profit and loss :
Exchange differences on retranslation of subsidiary and associate accounts 5,505 5,505 - (4,236) (4,236) -
Actuarial gain/(loss) on the defined benefit pension scheme 5 5 - (35) (35) -
Tax effect of other comprehensive income 13 13 - 11 11 -
Total comprehensive income/(loss) for the period 131,323 (171) 131,494 35,603 (68,472) 104,075
Attributable to non-controlling interests 1,265 (99) 1,364 1,218 (23) 1,241
Attributable to owners of the parent 130,058 (72) 130,130 34,385 (68,449) 102,834
Earnings/(loss) per share
Basic earnings/(loss) per share attributable to ordinary equity holders (pence) 12.5 (0.5) 13.0 3.4 (6.8) 10.3
Diluted earnings/(loss) per share attributable to ordinary equity holders (pence) 12.4 (0.6) 13.0 3.4 (6.8) 10.3
4 Adjusting Items
Period ended 52 weeks ended 26 March 2016 52 weeks ended28 March2015
£'000 £'000
Administrative expenses
Fees related to the IPO (770) (19,709)
Fees related to the acquisition of the German entities - (827)
Fair value adjustments to foreign exchange and fuel derivatives 3,577 2,270
Professional fees associated with the prior financing structure - (970)
New store pre-opening costs (7,573) (5,272)
Foreign exchange movements on intercompany balances (198) (2,840)
Property provision and compulsory purchase order income (1,322) 3,148
Other items which management considered one off in nature (101) 97
(6,387) (24,103)
Finance costs and Income
Interest on loans from owners - (16,170)
One off costs incurred on raising debt finance - (28,815)
Fair value adjustments on interest swap derivatives 277 (2,214)
Unwinding of the call/put option held over the minority interest of Jawoll (723) (1,974)
(446) (49,173)
Income tax expense
Tax adjustment relating to items adjusting administrative costs 1,194 557
Tax adjustment relating to items adjusting finance costs (55) 8,507
1,139 9,064
Other comprehensive income
Exchange differences relating to retranslation of Group entities 5,505 (4,236)
Actuarial change in the defined benefit pension liability 5 (35)
Tax effect of other comprehensive income 13 11
5,523 (4,260)
Adjusting items are exceptional and non-trading items considered by the
directors to not be incurred in the usual underlying running of the trade of
the Group. The directors consider the adjusted figures to be a more accurate
reflection of the underlying business performance of the Group and believe
that this measure provides additional useful information for investors on the
Group's performance, as well as being consistent with how business performance
is monitored internally.
Adjusting items include expenses relating to new acquisitions, special
projects and restructuring expenses (such as IPO, refinancing, maintaining
ownership structures), pre-opening new store costs, provisions for onerous
leases, regulatory investigations or fines, dilapidation provisions,
compulsory purchase order income, foreign exchange gains/(losses), fair value
gains/(losses) on derivatives, other comprehensive income items, unwinding
interest on items not directly related to the trade of the business,
impairment on non-financial assets, profit/(loss) on fixed assets disposal and
the estimated tax effect of these items.
Adjusted EBITDA and related measures are not a measurement 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.
5 Taxation
The relationship between the expected tax expense based on the standard rate
of corporation tax in the UK of 20% (2015 : 21%) and the tax expense actually
recognised in the statement of comprehensive income can be reconciled as
follows:
Period ended 52 weeks to26 March2016 52 weeks to28 March 2015
£'000 £'000
Current tax expense 29,327 20,667
Deferred tax (credit)/charge (1,185) 1,185
Total tax expense 28,142 21,852
Result for the year before tax 154,545 61,715
Expected tax charge at the standard tax rate 30,909 12,960
Effect of :
Expenses not deductible for tax purposes 1,812 8,179
Income not taxable (1,076) (362)
Foreign operation taxed at local rate 280 964
Changes in the rate of corporation tax (1,963) (33)
Adjustment in respect of prior years (1,827) 128
Other 7 16
Actual tax expense 28,142 21,852
The other tax expense amounting to £603k (2015: £nil) comprises Luxembourg Net
Wealth Tax payable by the Group's Luxembourg entities.
6 Earnings/(loss) per share
Basic earnings per share amounts are calculated by dividing the net profit or
loss 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.
As the Group undertook a Group reconstruction in June 2014, the number of
shares in the prior period has been adjusted to match the post-restructuring
position such that the figures remain comparable.
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.
There are share option schemes in place which has a dilutive effect on both
periods presented.
The following reflects the income and share data used in the basic and diluted
earnings per share computations:
Period ended 26 March 2016 28 March2015
£'000 £'000
Profit for the period attributable to ordinary equity holders of the Group 124,536 34,385
Adjusted profit for the period attributable to ordinary equity holders of the Group 130,130 102,834
Thousands Thousands
Weighted average number of ordinary shares for basic earnings per share 1,000,000 1,000,000
Effect of dilution:
Employee share options 475 521
Weighted average number of ordinary shares adjusted for the effect of dilution 1,000,475 1,000,521
Pence Pence
Basic earnings per share 12.5 3.4
Diluted earnings per share 12.4 3.4
Adjusted basic earnings per share 13.0 10.3
Adjusted diluted earnings per share 13.0 10.3
7 Intangible assets
Goodwill Software Brands Other Total
£'000 £'000 £'000 £'000 £'000
Cost or valuation
At 29 March 2014 807,496 811 93,700 - 902,007
Acquired via purchase of Jawoll 31,258 357 4,901 1,422 37,938
Additions - 248 - - 248
Effect of retranslation (3,496) (44) (548) (159) (4,247)
At 28 March 2015 835,258 1,372 98,053 1,263 935,946
Additions - 1,801 - - 1,801
Disposals - (76) - - (76)
Effect of retranslation 2,192 26 343 100 2,661
At 26 March 2016 837,450 3,123 98,396 1,363 940,332
Accumulated amortisation / impairment
At 29 March 2014 - 204 - - 204
Charge for the year - 391 - 436 827
Effect of retranslation - (9) - (29) (38)
At 28 March 2015 - 586 - 407 993
Charge for the year - 416 - 284 700
Disposals - (54) - - (54)
Effect of retranslation - 15 - 54 69
At 26 March 2016 - 963 - 745 1,708
Net book value at 26 March 2016 837,450 2,160 98,396 618 938,624
Net book value at 28 March 2015 835,258 786 98,053 856 934,953
An impairment review has been carried out over the Goodwill and Brand assets
as at the year end date. No requirement for impairment was recognised and full
details will be issued within our annual report.
8 Property, plant & equipment
Land and buildings Motor Vehicles Plant, fixtures and equipment Total
£'000 £'000 £'000 £'000
Cost or valuation
29 March 2014 9,537 2,288 62,383 74,208
Arising on acquisition of Jawoll 16,078 189 4,688 20,955
Additions 5,593 919 29,155 35,667
Disposals (2,157) (481) (395) (3,033)
Effect of retranslation (1,799) (36) (589) (2,424)
Adjustment (38) 344 203 509
28 March 2015 27,214 3,223 95,445 125,882
Additions 6,493 1,129 47,290 54,912
Disposals (270) (855) (326) (1,451)
Effect of retranslation 1,313 28 573 1,914
26 March 2016 34,750 3,525 142,982 181,257
Accumulated depreciation
At 29 March 2014 2,055 407 6,750 9,212
Charge for the period 2,988 833 11,026 14,847
Disposals (4) (202) (162) (368)
Effect of retranslation (69) (5) (67) (141)
Adjustment (38) 344 203 509
At 28 March 2015 4,932 1,377 17,750 24,059
Charge for the period 3,435 732 15,559 19,726
Disposals - (565) (316) (881)
Effect of retranslation 156 6 141 303
At 26 March 2016 8,523 1,550 33,134 43,207
Net book value at 26 March 2016 26,227 1,975 109,848 138,050
Net book value at 28 March 2015 22,282 1,846 77,695 101,823
On the acquisition of the SBR Europe group on 6 March 2013, the property,
plant and equipment was restated such that their net book value equalled their
cost. Initially an estimation technique was used to perform this task, due to
the number of assets on the fixed asset register, but the value was calculated
exactly before the 28 March 2015 year end. The resulting differences in cost
and accumulated depreciation, which have no impact on net book value, have
been included in the adjustment line related to the prior year.
9 Financial liabilities - borrowings
As at 26 March2016 28 March 2015
£'000 £'000
Non-current
Term facility bank loans 435,142 433,758
The term facility bank loans are held at amortised cost and were initially
capitalised in June 2014 with £7.3m of fees attributed to them (2015: same).
The maturities of the loan facilities are as follows.
Interest Rate Maturity 26 March2016 28 March2015
% £'000 £'000
Current interest bearing loans and borrowings
Finance Leases 1.2-3.9% 2015-17 1,119 1,066
Non-current interest bearing loans and borrowings
UK Holdco term loan A 2.75/3.25% + LIBOR 2019 300,000 300,000
UK Holdco term loan B 3/3.5% + LIBOR 2020 140,000 140,000
Finance leases 1.2%-3.9% 2017-24 4,252 4,918
Term loans A and B have carrying values which include transaction fees
allocated on inception.
10 Cash generated from operations
Period ended 52 weeks ended26 March2016 52 weeks ended 28 March 2015
£'000 £'000
Profit before tax 154,545 61,715
Adjustments for:
Net interest expense 21,113 72,776
Depreciation 19,726 14,847
Amortisation of intangible assets 700 827
Transaction fees through administrative expenses 770 20,536
(Profit) / loss on disposal of property, plant and equipment 52 (70)
Loss on share options 235 186
Change in inventories (67,184) (53,302)
Change in trade and other receivables 7,855 (10,342)
Change in trade and other payables 37,153 49,898
Change in provisions 312 (1,863)
Share of profit from associates (1,166) (1,632)
Non-cash foreign exchange effect from retranslation of subsidiary cashflows 400 1,574
(Profit) / loss resulting from fair value of financial derivatives (3,577) (2,270)
Cash generated from operations 170,934 152,880
11 Related party transactions
The Group has transacted with the following related parties over the periods:
Multi-Lines International Company Limited, a supplier, and Home Focus Group, a
customer, have been associates of the Group since the purchase of SBR Europe
on March 6, 2013.
Ropley Properties Ltd, Triple Jersey Ltd, Rani Investments, Multi Lines
International (Properties) Ltd and Speke Point Ltd, all landlords of
properties occupied by the group, are directly or indirectly owned by director
Simon Arora, his family, or his family trusts (together, the Arora related
parties).
Rani 1 Life Interest Trust and Rani 2 Life Interest Trust, directly or
indirectly owned by director Simon Arora, his family, or his family trusts,
were reimbursed for management and financial consulting services provided to
the Group. These services ceased upon listing.
Clayton, Dubilier & Rice, the part-owners of the previous ultimate parent
undertaking, and current shareholders, provided management and financial
consulting services to the Group. These services ceased upon listing.
Jawoll Immobilien GmbH, Stern Grundstück Entwicklungs GmbH, DS Grundstücks
GmbH and Silke Stern are all landlords of properties occupied by the Group and
are related by virtue of connection to a director of the J.A.Woll-Handels
GmbH. Some of these are held under finance lease, as detailed below.
The following table sets out the total amount of trading transactions with
related parties included in the statement of comprehensive income, including
the P&L impact of any finance leases;
Period ended 26 March 2016£'000 28 March 2015
£'000
Sales to associates of the Group
Home Focus Group Limited 770 737
Total sales to related parties 770 737
Purchases from associates of the Group
Multi-Lines International Company Ltd 98,105 72,371
Purchases from owners of the business
Clayton, Dubilier & Rice - 17,608
Purchases from parties related to key management personnel
Multi-Lines International (Properties) Ltd 134 120
DS Grundstücks GmbH 581 570
Jawoll Immobilien GmbH 458 451
Rani Investments 191 191
Rani 1 Life Interest Trust - 36
Rani 2 Life Interest Trust - 36
Ropley Properties Ltd 2,811 2,632
Silke Stern 133 135
Speke Point Ltd - 2,125
Stern Grundstück Entwicklungs 475 464
Triple Jersey Ltd 7,176 2,925
Total purchases from related parties 110,064 99,664
Included in the current year figures above are 6 leases of new stores (or
extensions to existing stores), and 1 lease renewal of an existing store,
entered into by Group companies during the current period with the Arora
related parties (2015: 4 new, or extensions to existing, leases and no
renewals since the IPO date). The total expense on these leases in the period
was £927k (2015: £188k). There were also 3 conditionally exchanged leases with
Arora related parties in the current period with long stop completion dates in
the next financial year, and no expense is incurred under them until they are
completed.
The following table sets out the total amount of trading balances with related
parties outstanding at the period end. Note that the debtors balance held by
Multi-Lines International is a deposit on account and included a goods
received not invoiced (GRNI) balance of £1.6m (2015: £2.9m).
As at 26 March2016£'000 28 March 2015 £'000
Trade receivables from associates of the group
Home Focus Group Ltd 251 79
Multi-Lines International Company Ltd 546 2,842
Trade receivables from companies owned by key management personnel
DS Grundstücks GmbH 2 -
Total related party trade receivables 799 2,921
Trade payables to companies owned by key management personnel
Rani Investments 39 39
Ropley Properties Ltd 852 727
Triple Jersey Ltd 1,290 566
Total related party trade payables 2,181 1,332
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.
The business has not recorded any impairment of trade receivables relating to
amounts owed by related parties at 26 March 2016 (2015: no impairment). This
assessment is undertaken each year through examining the financial position of
the related party and the market in which the related party operates.
The balances remaining on the finance lease asset and liabilities at each year
end is as follows:
As at 26 March2016£'000 28 March 2015 £'000
Finance lease assets from parties related to key management personnel
DS Grundstücks GmbH 994 1,192
Jawoll Immobilien GmbH 1,194 1,227
Silke Stern 701 762
Stern Grundstück Entwicklungs 1,695 1,848
Total assets held under finance lease from related parties 4,584 5,029
Finance lease liabilities with parties related to key management personnel
DS Grundstücks GmbH 1,196 1,431
Jawoll Immobilien GmbH 1,370 1,408
Silke Stern 815 883
Stern Grundstück Entwicklungs 1,899 2,070
Total finance lease liabilities held with related parties 5,280 5,792
All related party finance leases are on properties occupied by the German
business.
Key management personnel and Directors' remuneration includes the following:
Period ended 52 weeks to26 March2016 52 weeks to28 March 2015
£'000 £'000
Directors' remuneration
Short term employee benefits 1,175 833
Benefits accrued under the share option scheme 80 22
1,255 855
Key management expense (includes Directors' remuneration)
Short term employee benefits 2,627 2,122
Benefits accrued under the share option scheme 80 22
2,707 2,144
Amounts in respect of the highest paid director emoluments:
Short term employee benefits 576 376
Benefits accrued under the share option scheme - 22
576 398
The emoluments disclosed above are of the directors and key management
personnel who have served as a director within any of the Group companies. A
full remuneration report will be included with the annual report.
12 Directors
The directors that served during the period were:
Name
Sir T Leahy (Chairman)
S Arora (CEO)
P McDonald (CFO)
T Hübner
R McMillan
K Guion
H Brouwer
D Novak
All directors served for the whole period.
Statement of Directors' responsibilities
The Directors are responsible for preparing the Annual Report and the Group
and Company financial statements in accordance with applicable law and
regulations.
Company law requires the Directors to prepare Group and Company financial
statements for each financial year. Under that law they are required to
prepare the Group financial statements in accordance with International
Financial Reporting Standards ("IFRSs") as adopted by the EU and applicable
law and have prepared the Company financial statements in accordance with
Luxemburg legal and regulatory requirements regarding the preparation of
annual accounts ("Lux GAAP").
Under company law the Directors must not approve the financial statements
unless they are satisfied that they give a true and fair view of the state of
affairs of the Group and Company and of their profit or loss for that period.
In preparing each of the Group and Company financial statements, the Directors
are required to:
• select suitable accounting policies and then apply them consistently;
• make judgements and estimates that are reasonable and prudent;
• present the financial statements and policies in a manner that provides
relevant, reliable, comparable and understandable information;
• state whether they have been prepared in accordance with IFRSs as adopted
by the EU;
• provide additional disclosures when compliance with the specific
requirements in IFRSs or in accordance with Lux GAAP are insufficient to
enable users to understand the impact of particular transactions, other events
and conditions on the entity's financial position and financial performance;
and
• prepare the financial statements on the going concern basis unless it is
inappropriate to presume that the Group and the Company will continue in
business.
The Directors are responsible for keeping adequate accounting records that are
sufficient to show and explain the Company's transactions and disclose with
reasonable accuracy at any time the financial position of the Company and
enable them to ensure that its financial statements comply with the Company
Law. They have general responsibility for taking such steps as are reasonably
open to them to safeguard the assets of the Group and to prevent and detect
fraud and other irregularities.
The Directors are responsible for preparing the Annual Report in accordance
with applicable laws and regulations. Having taken advice from the Audit &
Risk Committee the Directors consider the Annual Report and the financial
statements taken as a whole, provides the information necessary to assess the
Group's performance, business model and strategy and is fair balanced and
understandable.
The Directors are responsible for the maintenance and integrity of the
corporate and financial information included on the Company's website. The
financial statements will be published on the Company's website.
Legislation in Luxembourg governing the preparation and dissemination of
financial statements may differ from legislation in other jurisdictions.
We confirm that to the best of our knowledge:
• the consolidated financial statements of B&M European Value Retail S.A.
("Company") presented in this Annual Report and established in conformity with
International Financial Reporting Standards as adopted in the European Union
give a true and fair view of the assets, liabilities, financial position, cash
flows and profits of the Company and the undertakings included within the
consolidation taken as a whole;
• the annual accounts of the Company presented in this Annual Report and
established in conformity with the Luxembourg legal and regulatory
requirements relating to the preparation of annual accounts give a true and
fair view of the assets, liabilities, financial position and profits of the
Company;
• the Strategic Report includes a fair review of the development and
performance of the business and position of the Company and the undertakings
included within the consolidation taken as a whole, together with a
description of the principal risks and uncertainties it faces; and
• this Annual Report (including the financial statements), taken as a whole,
is fair, balanced and understandable and provides the information necessary
for shareholders to assess the Company's performance, business model and
strategy.
Approved by order of the Board
Simon Arora
Chief Executive Officer
Paul McDonald
Chief Financial Officer
26 May 2016
This information is provided by RNS
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