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REG - B&M European - FY25 Preliminary Results

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RNS Number : 3013L  B&M European Value Retail S.A.  04 June 2025

 

FY25 Preliminary Results Announcement

 

Resilient Profit Delivery and Continued Growth Despite Headwinds

 

B&M European Value Retail S.A. ("the Group"), a leading European variety
goods value retailer, today announces its Preliminary Results for the 52 week
financial reporting period to 29 March 2025 ("FY25"). The comparative
reporting period is for the 53 week financial reporting period to 30 March
2024 ("FY24").

 

 Headline measures (on a comparable basis)            FY25         FY24          Change

                                                      (52 weeks)   (52 weeks)
 Group revenue                                        £5,571m      £5,372m       3.7%
 Group adjusted EBITDA (pre-IFRS 16)(1)               £620m        £616m         0.6%
 Group adjusted operating profit(1)                   £591m        £602m         (1.8)%
 Adjusted diluted EPS                                 33.5p        35.9p         (6.7)%
 Group post-tax free cash flow(2)                     £311m        £382m*        (18.5)%
 Ordinary dividends(3)                                15.0p        14.7p*        2.0%
 Net debt(4)                                          £781m        £737m*        5.9%

 Statutory measures (on a full financial year basis)  FY25         FY24          Change

                                                      (52 weeks)   (53 weeks)
 Total Group revenue                                  £5,571m      £5,484m       1.6%
 Group operating profit                               £566m        £608m         (7.0)%
 Group profit before tax                              £431m            £498m     (13.2)%
 Statutory diluted EPS                                31.8p        36.5p         (13.0)%
 Group cash generated from operations                 £784m        £862m         (9.1)%
 *as reported last year on a 53-week basis

 Key highlights (on a 52-week comparable basis)

 

 ·           Group revenues increased by 3.7% to £5.6bn (+4.0% constant currency(5))
             primarily driven by the contribution from new stores

 ·           Group adjusted EBITDA (pre-IFRS 16)(1) of £620m (FY24: £616m) is in the
             upper half of the guided range from February 2025, and is 0.6% higher than the
             previous year

 ·           Group adjusted operating profit(1) of £591m (FY24: £602m) decreased 1.8%,
             due to higher depreciation from our asset base

 ·           Robust Group gross margin performance underpinned by an increase in B&M
             UK's trading margin(6) which rose by 42 bps to 36.7% due to increased General
             Merchandise sales participation and clean sell-through during the year

 ·           Operating profit of £566m (FY24 53 weeks: £608m) decreased due to higher
             depreciation and adjusting items, with profit before tax of £431m (FY24 53
             weeks: £498m) impacted by increased interest and finance costs

 ·           Adjusted diluted earnings per share(1) of 33.5p (FY24: 35.9p) and statutory
             diluted earnings per share of 31.8p (FY24 53 weeks: 36.5p)

 ·           Post-tax free cash flow(2) of £311m (FY24 53 weeks: £382m), principally with
             a year-on-year working capital outflow from increased stock holding leading to
             lower free cash generation

 ·           Net debt(4) to adjusted EBITDA (pre-IFRS 16)(1) leverage ratio(4) of 1.26x
             (FY24: 1.17x). Net debt including leases(4) to adjusted EBITDA (post-IFRS
             16)(1) 2.56x (FY24: 2.40x)

 ·           Recommended final dividend(3) of 9.7p per ordinary share, bringing the full
             year dividend to 15.0p per share (2024: 14.7p) in addition to the 15.0p
             special dividend paid in February 2025 (FY24: 20.0p)

 ·           Group adjusted return on capital employed (ROCE)(7) of 30.4% demonstrates
             continued efficient use of capital. £2.1bn returned to shareholders over the
             last five years.

 ·           Opened 70 gross new stores across the Group (45 in B&M UK, 14 in Heron
             Foods and 11 in B&M France). Pipeline well-set for next year

 ·           New UK import centre set to be operational this summer and the distribution
             centre expansion project in France is progressing well

 ·           Redomicile process, which will simplify administrative processes and enable
             greater flexibility in returning capital to shareholders, including through
             share buybacks, is progressing to plan. Process now focused upon redomicile to
             Jersey and expected to complete within the calendar year, subject to the
             necessary regulatory and legal clearances

 ·           As announced on 15 May 2025, Tjeerd Jegen will join as CEO on 16 June 2025

 

 Fascia performance(8)  Revenue growth %      Adjusted EBITDA (pre-IFRS 16)(1) margin %     Adjusted operating profit(1) margin %
                        FY25       FY24       FY25                   FY24                   FY25                 FY24
 B&M UK                 3.8%       6.2%

                                              12.2%                  12.6%                  11.8%                12.4%
 B&M France             7.8%       16.7%

                                              8.8%                   9.1%                   8.9%                 9.5%
 Heron Foods            (0.6)%     13.1%

                                              5.5%                   6.4%                   3.0%                 4.9%

 

Notes:

1. Adjusted values are considered to be appropriate to exclude unusual,
non-trading and/or non-recurring impacts on performance which therefore
provides the user of the accounts with additional metrics to compare periods
of account. See Notes 2, 3 and 4 of the financial statements for further
details.

2. Post-tax free cash flow is an Alternative Performance Measure. Please see
Note 3 of the financial statements for more details and reconciliation to the
consolidated statement of cash flows. Statutory Group cash generated from
operations was £784m (FY24: £862m). This statutory definition excludes
payments for leased assets including the leasehold property estate.

3. Dividends are stated as gross amounts before deduction of Luxembourg
withholding tax which is currently 15%.

4. Leverage ratio (pre and post-IFRS 16) is calculated as net debt divided by
adjusted EBITDA. See Note 28 of the financial statements for definition and
net debt (pre and post-IFRS 16) reconciliation. This is a measure of the
Group's ability to meet its payment obligations and is widely used by analysts
and credit rating agencies.

5. Constant currency comparison involves restating the prior year Euro
revenues using the same exchange rate as that used to translate the current
year Euro revenues.

6. Trading gross margin is considered to be a meaningful measure of
profitability as it refers to the measure of gross margin used by management
to commercially run the business. It differs to the statutory definition for
B&M UK, which increased 47 bps from 36.9% to 37.4%, due to technical
accounting adjustments in relation to the allocation of gains and losses from
derivative accounting, storage costs and commercial income.

7. Adjusted return on capital employed (ROCE), is defined as adjusted
operating profit (£591m) divided by the closing carrying value of property,
plant & equipment (£448m), right-of-use assets (£1,159m) and software
(£5m) plus net working capital (£334m). This metric represents the profit
generated as a proportion of the total assets that the business has utilised
in the period. Management believes that this is a useful measure to assess
performance.

8. References in this announcement to the B&M UK business include the
B&M fascia stores in the UK except for the 'B&M Express' fascia
stores. References in this announcement to the Heron Foods business include
both the Heron Foods fascia and B&M Express fascia convenience stores in
the UK.

 

 

Supplemental information

We report sales on a 13-week and 52-week retail calendar - which uses 364 days
in a year. A 53(rd) week was added to our reporting calendar in FY24. The
additional week only affects comparability of performance in our statutory
reporting.

 

To aid comparability for the user, throughout these results we have compared
performance in FY25 against performance in FY24 on a 52-week basis by removing
the 53(rd) week (week ending 30 March 2024) from the prior period's statutory
result.

 

Results presentation

An in-person presentation for analysts in relation to these FY25 Preliminary
Results will be held today (4 June 2025) at 09:30 am (UK) at Bank of America,
2 King Edward St, London EC1A 1HQ.  Attendance is by invitation only and
attendees must be registered in advance.

 

To register please contact Dave McCarthy via email at
dave.mccarthy@bmstores.co.uk (mailto:dave.mccarthy@bmstores.co.uk)

 

A simultaneous live audio webcast and presentation will be available via the
B&M corporate website at  Reports & Presentations l B&M Stores
(bandmretail.com)
(https://www.bandmretail.com/investors/reports-and-presentations#2024)

 

Enquiries

B&M European Value Retail S.A.

For further information please contact: +44 (0) 151 728 5400 Ext. 6363

Mike Schmidt, Chief Financial Officer and Interim Chief Executive Officer

Dave McCarthy, Head of Investor Relations, Investor.relations@bandmretail.com

 

Media

For media please contact:

Sam Cartwright, H-advisors, sam.cartwright@h-advisors.global +44 (0) 7827 254
561

Jonathan Cook, H-advisors, jonathan.cook@h-advisors.global
(mailto:jonathan.cook@h-advisors.global) +44 (0) 7730 777 865

 

Disclaimer

This announcement contains statements which are or may be deemed to be
'forward-looking statements'. Forward-looking statements involve risks and
uncertainties because they relate to events and depend on events or
circumstances that may or may not occur in the future. All forward-looking
statements in this announcement reflect the Company's present view with
respect to future events as at the date of this announcement. Forward-looking
statements are not guarantees of future performance and actual results in
future periods may and often do differ materially from those expressed in
forward-looking statements. Except where required by law or the Listing Rules
of the UK Listing Authority, the Company undertakes no obligation to release
publicly the results of any revisions to any forward-looking statements in
this announcement that may occur due to any change in its expectations or to
reflect any events or circumstances arising after the date of this
announcement.

 

About B&M European Value Retail S.A.

B&M European Value Retail S.A. is a variety retailer with 777 stores in
the UK operating under the "B&M" brand, 343 stores under the "Heron Foods"
and "B&M Express" brands, and 135 stores in France also operating under
the "B&M" brand as at 29 March 2025. It is a constituent of the FTSE 250
index.

 

The B&M Group was founded in 1978 and listed on the London Stock Exchange
in June 2014. For more information, please visit www.bandmretail.com
(http://www.bandmretail.com)

 

 

Business review

 

Overview

 

In FY25, the Group's sales performance, particularly within the B&M UK
business, was below expectations amid challenging market headwinds. However,
the Group's overall profit delivery remained resilient, particularly in
comparison to its longer-term history.

 

Group revenues increased by 3.7% to £5.6bn (on a 52-week comparable basis),
primarily driven by the contribution from new stores and positive
like-for-like (LFL)(1) performance in France, which offset a negative 3.1%
LFL(1) performance in the B&M UK business. Group adjusted EBITDA (pre-IFRS
16)(2) saw a modest increase to £620m (FY24 52 weeks: £616m) which is 81.0%
higher than FY20.

 

The Group's financial model is built on consistent, strong cash generation and
disciplined capital investment that supports the continued store expansion and
investment in infrastructure.  With an adjusted return on capital employed(3)
of over 30%, last year the Group returned £300m and over the last five years
the Group has driven the return of £2.1bn to shareholders through ordinary
and special dividends, while maintaining a conservative leverage ratio(4) of
1.26x.

 

Continued progress was also made against strategic priorities, positioning the
business well for the future, including by driving store standards and
availability, maintaining the Group store opening program, and expanding
distribution capabilities, all of which are fundamental to better serving our
customers and positioning the Group to drive growing returns for shareholders
in future.

 

Operational review and market environment

 

FY25 saw a challenging UK retail trading environment. While a number of
external factors - including a very subdued garden season, heightened consumer
caution, limited real wage growth (especially for our core lower-income
consumer groups who also faced the end of direct government "Cost of Living"
payments), and the timing of Easter - undeniably contributed significantly to
B&M UK's 3.1% LFL¹ sales decline, the Group also recognises that its
operational execution could have been better and this is being addressed in
current trading plans.

 

Within B&M UK, performance in FMCG categories did not meet our internal
expectations, showing negative LFL(1) performance in both sales value and
units. While improvement in trading performance is required, the Everyday Low
Price (EDLP) strategy remains central. Relative pricing advantages against
traditional supermarkets were maintained with very limited inflation across
categories sold, and on-shelf availability was good. In Q1 FY26 initiatives
focusing on product ranging, in-store merchandising, and space allocation in
key categories like cleaning, health & beauty, and food are being
implemented to strengthen future LFL performance.

 

In contrast, performance in General Merchandise was more robust, with LFL
volume and total volume gains achieved over the last 12 months which
underpinned the Group's overall profit delivery. The business implemented a
deflationary pricing strategy passing on improved sourcing terms to drive
volume growth, particularly in key categories like homewares, toys, seasonal,
and electricals. In the second and third financial quarter, while there was a
positive customer response leading to increased volumes sold and good trading
margins, the pricing approach depressed sales value growth, and this led to a
LFL sales value decline in General Merchandise for the financial year.  In
Q4, with some range adjustments to include higher selling price products, both
B&M UK LFL volumes and values grew.  Q4's volume-led but balanced average
selling price approach will continue into FY26.

 

Elsewhere within the Group, the B&M France fascia delivered a solid
performance, contributing positively to overall Group growth with a total
revenue increase of 7.8% (+2.6% LFL(1)), driven by positive customer
transaction numbers and new stores opened during the year performing well and
demonstrating the brand's potential across various formats. While investment
in the distribution capabilities to enable growth impacted margins, B&M
France remains a key growth driver. In the UK convenience sector, Heron Foods
faced a more challenging year, with total revenues decreasing by 0.6% against
tough prior year comparatives and a difficult market backdrop impacting its
core customer base. Notwithstanding this, Heron Foods' revenues in FY25 are
32.8% higher than FY22, demonstrating the progress that has been made in
recent years with customers and underpinning the financial returns being
generated.

 

Strategic progress

 

The Group's long-term strategy remains centred upon profitable LFL(1) sales
growth in B&M UK, expanding its UK store base to at least 1,200 B&M
stores, and driving growth in its B&M France and Heron fascias.

 

In FY25, the Group continued its disciplined store expansion, opening 45 gross
(36 net) new B&M UK stores. This contributed significantly to revenue
growth and brought the total net new B&M UK stores over the last five
years to 121, alongside 34 in France and 50 Heron Foods stores. The UK rollout
program is progressing towards the long-term target of at least 1,200 B&M
UK stores, with a further 45 gross openings planned in FY26.

 

Investment in distribution capacity also continued, with the new Ellesmere
Port import centre in the UK expected to become operational in the summer to
support volume growth and network optimisation. Furthermore, we successfully
implemented a new warehouse management system in France - the same system as
used by B&M UK - a necessary development to replace an old legacy system.
The expansion of the French distribution centre is progressing, set to
increase throughput capacity by nearly 40% to support store openings in
France. Focus also remains on enhancing store standards and product
availability.

 

Following a comprehensive executive search process, the Group has announced
the appointment of Tjeerd Jegen as Chief Executive Officer with effect from 16
June 2025. Tjeerd brings in-depth international retail experience from the
grocery, general merchandise and value sectors having worked in leadership
roles at Ahold Delhaize, Metro, Tesco, Woolworths, HEMA and Takko Fashion over
25 years.

 

The Group's future performance will inevitably also depend upon the hard work
and skills of the whole B&M team - everyone from the shop floor upwards.
The Group continues to work to ensure good colleague engagement, and progress
is reflected in reduced store colleague turnover for the third consecutive
year.

 

Summary

 

Despite operational and market challenges in FY25 the Group remains
well-positioned for the future by continuing to offer customers great value on
best-selling products. The business model, focused on a disciplined approach
to limited-assortment value retailing and cost control, remains robust. The
underlying market trend towards discount retail continues, and the Group's
value proposition will continue to resonate with consumers navigating ongoing
economic pressures. Initiatives are in place to address the underperformance
in FMCG categories and drive average selling prices in General Merchandise.
 Continued store expansion in the UK and France, supported by investments in
distribution infrastructure, provides a clear path for growth.

 

The Group recognises that FY26 will bring retail sector-wide challenges of
increased minimum wage costs, higher employee national insurance and other
taxes, and inflation on input costs. Work continues to reduce the impact of
these pressures, through driving productivity improvements and sales volume
growth. The impact of these additional costs and mitigations are reflected in
the current range and median of analyst consensus operating profit
forecasts(5) for FY26.

 

With a robust model, clear growth pathways, and targeted strategic
initiatives, the Group is strongly positioned to capitalise on market
opportunities and generate significant long-term value for shareholders
through disciplined growth and continued cash generation.

Notes:

1.     One-year like-for-like revenues relate to the B&M UK estate only
(excluding wholesale revenues) and are based on either 52 weeks vs. 52 weeks
or 13 weeks vs. 13 weeks comparison periods. They include each store's revenue
for that part of the current period that falls at least 14 months after it
opened compared with its revenue for the corresponding part of FY24.

2.    Adjusted values are considered to be appropriate to exclude unusual,
non-trading and/or non-recurring impacts on performance which therefore
provides the user of the accounts with additional metrics to compare periods
of account. See Notes 2, 3 and 4 of the financial statements for further
details.

3.    Adjusted return on capital employed (ROCE), is defined as adjusted
operating profit (£591m) divided by the closing carrying value of property,
plant & equipment (£448m), right-of-use assets (£1,159m) and software
(£5m) plus net working capital (£334m). This metric represents the profit
generated as a proportion of the total assets that the business has utilised
in the period. Management believes that this is a useful measure to assess
performance.

4.     Leverage ratio (pre and post-IFRS 16) is calculated as net debt
divided by adjusted EBITDA. See Note 28 of the financial statements for
definition and net debt (pre and post-IFRS 16) reconciliation. This is a
measure of the Group's ability to meet its payment obligations and is widely
used by analysts and credit rating agencies. The leverage ratio shown in the
FY24 comparative is for the statutory 53-week reporting year.

5.    The Group notes that current analyst consensus for FY26, according to
Bloomberg on 2 June 2025, is for Group adjusted EBITDA (pre-IFRS 16) of
£621m, with a range of £569m to £646m, and for Group adjusted operating
profit of £585m, with a range of £524m to £628m.

Financial review

Group financial performance

 

The current accounting period represents the 52 weeks trading to 29 March 2025
("FY25") and the comparative period represents the 53 weeks to 30 March 2024.
To aid comparability, the headline results and associated commentary is
presented on a 52-week comparable basis ("FY24").

 

 £'m                                            FY25   FY24            FY24            YoY

52-week basis
53-week basis
52-week change
 Revenue                                        5,571  5,372           5,484           3.7%
 Adjusted EBITDA (pre-IFRS 16)(1)               620    616             629             0.6%
 Adjusted EBITDA (pre-IFRS 16)(1) margin        11.1%  11.5%           11.5%           (35) bps
 Depreciation and amortisation (pre-IFRS 16)    (92)   (80)            (82)            14.1%
 Operating impact of IFRS 16*                   63     66              67              (3.5%)
 Adjusted operating profit(1)                   591    602             614             (1.8%)
 Adjusting items                                (24)   (7)             (7)             245.3%
 Statutory profit before interest and tax       567    595             607             (4.7%)
 Finance costs relating to right-of-use assets  (77)   (68)            (69)            13.3%
 Other net finance costs                        (59)   (39)            (40)            46.3%
 Statutory profit before tax                    431    488             498             (11.4%)
 *includes depreciation on right-of-use assets of £183m (FY24 53-week: £177m)
 - FY25 total depreciation & amortisation was £273m (FY24 53-week: £258m)

 

Group revenues in FY25 increased by 3.7% year-on-year, (4.0% on a constant
currency basis(2)), driven by revenue growth from new store performance and
positive like-for-like ("LFL")(3) sales in France offsetting negative LFL
performance in B&M UK and Heron Foods.

 

As previously disclosed, the 53(rd) week in FY24 included the Easter weekend.
There was therefore no Easter in FY25 and this lowered our total and LFL sales
performance.

 

Group adjusted operating costs on an underlying basis(1,4) increased by 7.2%
to £1,463m (FY24: £1,365m). The number of net new stores across the Group
increased by 4.6% or 55 net new stores year-on-year, with the remaining cost
increases largely coming from UK minimum wage increases that have not been
fully offset through productivity gains.

 

Group adjusted EBITDA (pre-IFRS 16)(1) increased by 0.6% to £620m,
representing a margin of 11.1%. This reflects volume growth due to new store
openings, offset against the increased cost pressures aforementioned and
coupled with a negative LFL performances in B&M UK and Heron Foods.

 

Group adjusted operating profit(1) decreased by 1.8% to £591m. We have
continued to invest in our asset base particularly the store estate, and as
such total depreciation and amortisation increased by 8.3%. Group adjusted
return on capital employed (ROCE)(5) of 30.4% demonstrates continued efficient
use of capital.

 

Adjusting items were a net charge of £24m, compared with £7m in the prior
year. The net charge primarily relates to the costs for settlement of the
Group Trading Director and costs relating to infrastructure projects carried
out in the year.

 

As a result, statutory profit before interest and tax decreased by 4.7% to
£567m partly explained above and due to the increase in adjusting items this
year. Statutory profit before tax reduced 11.4% to £431m due to increased
borrowing and right-of-use asset finance costs.

 

Fascia overview

B&M UK

 

 £'m                                          FY25   FY24            FY24            YoY

52-week basis
53-week basis
52-week change
 Revenue                                      4,483  4,320           4,410           3.8%
 Adjusted EBITDA (pre-IFRS 16)(1)             545    545             556             0.1%
 Adjusted EBITDA (pre-IFRS 16)(1) margin      12.2%  12.6%           12.6%           (45) bps
 Depreciation and amortisation (pre-IFRS 16)  (66)   (58)            (59)            15.3%
 Operating impact of IFRS 16*                 51     50              51                     2.7%
 Adjusted operating profit(1)                 530    537             548             (1.3)%

 Statutory profit before interest and tax     530    537             548             (1.3)%
 *includes depreciation on right-of-use assets of £141m (FY23 53-week: £136m)
 - FY25 total depreciation & amortisation was £208m (FY24 53-week: £195m)

 

In the B&M UK fascia(6) business, total revenues increased by 3.8% to
£4,483m, with LFL(3) revenues down 3.1% year-on-year. This was underpinned by
total volume and value growth, from our store opening programme as we opened
45 gross (36 net) new stores, and comparatively stronger General Merchandise
total volume performance.

 

During the first half of the year, LFL(3) revenues were down 3.6% due to
unseasonal weather at the start of the first quarter which, hampered the
garden season and Easter calendar effects, resulting in a Q1 LFL of (5.1)%.
LFL performance improved in the second quarter to (1.9)%. H2 LFL performance
was (2.6)% overall, split between (2.8)% in Q3 and (1.8)% in Q4 on a 12-week
basis, after removing the distorting effect from the Easter weekend falling in
the final week of FY24.

 

B&M UK revenues also included £30m of wholesale (FY24: £29m). The
majority of wholesale sales are to our associate Centz Retail Holdings
Limited, a chain of 56 variety goods stores in the Republic of Ireland.

 

Our trading gross margin(7) rose 42 bps year-on-year to 36.7% from 36.3%.
 This increase reflected an increase in General Merchandise sales
participation and clean sell-through across both FMCG and General Merchandise,
with prices for customers maintained or improved across the General
Merchandise range. Statutory gross margin increased 47 bps to 37.4% from
36.9%, benefitting from favourable foreign exchange hedge accounting in the
current year.

 

Adjusted operating costs on an underlying basis(1,6) increased to 25.0% of
revenues compared to 24.0%, in FY24; an 8.1% increase on a 52-week basis or
5.9% on a reported basis. This reflected the 10% increase in the national
minimum wage rate and scale effects from the 3.1% decline in LFL(3)
performance.

 

Adjusted EBITDA (pre-IFRS 16)(1) remained flat at £545m, with a margin of
12.2% down 45 bps, due to the total volume growth, offset by an increased
underlying operating cost base. Adjusted operating profit(1) was £530m with a
margin of 11.8% (FY24: 12.4%) due to the above factors. Statutory profit
before interest and tax for the year was £530m, down 1.3% due to the factors
described above.

 

We are an everyday low-cost retailer that operates with a low fixed cost base
and double-digit adjusted operating profit margins. This operating model
allows us to drive operating leverage from volume growth from either new store
openings or like-for-like trading and to offset inflationary impacts. We had
previously guided to maintaining adjusted EBITDA (pre IFRS 16) within a 12-13%
range, and this was achieved in FY25 despite the LFL declines. However, in
FY26, our underlying fixed cost base will increase by circa £75m before
mitigation as a result of minimum-wage linked cost inflation, National
Insurance increases and additional packaging taxes (EPR) coming into effect
from April 2025. While we will continue to work to mitigate these pressures
through productivity improvements, the impact of these additional costs and
mitigations are reflected in the current range and median of analyst consensus
operating profit forecasts for the Group in FY26.

 

B&M France

 

 £'m                                          FY25  FY24            FY24            YoY

52-week basis
53-week basis
52-week change
 Revenue                                      542   503             514             7.8%
 Adjusted EBITDA (pre-IFRS 16)(1)             48    46              47              3.9%
 Adjusted EBITDA (pre-IFRS 16)(1) margin      8.8%  9.1%            9.1%            (34) bps
 Depreciation and amortisation (pre-IFRS 16)  (12)  (10)            (10)            14.0%
 Operating impact of IFRS 16*                 12    12              12              3.4%
 Adjusted operating profit                    48    48              49              1.6%

 Statutory profit before interest and tax     48    48              49              1.6%
 *includes depreciation on right-of-use assets of £32m (FY24 53-week: £30m) -
 FY25 total depreciation & amortisation was £43m (FY24 53-week: £40m)

 

Total revenues increased by 7.8% to £542m with LFL(3) sales up 2.6%. The
business continues to benefit from positive total and LFL customer transaction
numbers that have offset deflationary pricing particularly in General
Merchandise categories.

 

The business continued its store expansion programme in a controlled manner
with 11 gross new store openings. The new stores are performing well and
continue to demonstrate the potential for the B&M brand to trade
effectively in a wide range of geographies and formats.

 

Adjusted operating expenses on an underlying basis(1,6) increased by £18m to
£195m which reflects the volume growth and  the elevated transport and
distribution costs that arose from the implementation of the new warehouse
management system in the year.

 

Adjusted EBITDA (pre-IFRS 16)(1) increased 3.9% to £48m representing an
adjusted EBITDA(1) margin of 8.8% (FY24: 9.1%). Adjusted operating profit(1)
was £48m with a margin of 8.9% (FY24: 9.5%), reflecting the increased costs
pressures discussed above.

 

Statutory profit before interest and tax for the year was £48m broadly flat
year-on-year.

 

Heron Foods

 

 £'m                                          FY25  FY24            FY24            YoY

52-week basis
53-week basis
52-week change
 Revenue                                      546   549             560             (0.6%)
 Adjusted EBITDA (pre-IFRS 16)                30    35              36              (15.4%)
 Adjusted EBITDA (pre-IFRS 16) margin         5.5%  6.4%            6.4%            (96) bps
 Depreciation and amortisation (pre-IFRS 16)  (14)  (12)            (13)            8.7%
 Operating impact of IFRS 16*                 (0)   4               4               (99.9%)
 Adjusted operating profit                    16    27              27              (39.1%)

 Statutory profit before interest and tax     16    27              27              (39.1%)
 *includes depreciation on right-of-use assets of £10m (FY24 53-week: £11m) -
 FY25 total depreciation & amortisation was £23m (FY24 53-week: £23m)

Total revenues decreased 0.6% to £546m in what has been a challenging year.
In each of the two preceding financial periods respectively, Heron Foods
achieved total revenue growth in the mid to high teens and therefore this
year's performance must be viewed against exceptionally high comparatives,
with revenues 32.8% higher than in FY22. The LFL(3) declines were moderated in
party by the 14 gross (8 net) new store openings in the year, although the
majority of these openings occurred in the second half of the year.

 

Gross margin remained broadly flat, reflecting a stable product mix.

 

Adjusted operating expenses on an underlying basis(1,6) as a % of revenues
increased to 26.3% from 25.4% due to inflationary pressures on store wages
from the rise in the national minimum wage.

 

Adjusted EBITDA (pre-IFRS 16)(1) decreased by 15.4% to £30m, with a margin
5.5%, a result of the decline in revenues and reflects the 10% increase in the
national minimum wage rate. Adjusted operating profit(1) was £16m.

 

Statutory profit before interest and tax for the year was £16m, a decline of
39.1% from the prior year which reflects the scale effects from the decline in
revenue and due to the factors mentioned above.

Adjusting items

Adjusting items are excluded from our adjusted EBITDA (pre-IFRS 16)(1) and
adjusted operating profit(1) performance by virtue of their size and nature to
provide a helpful perspective of the year-on-year performance of the Group.
Total adjusting items in statutory profit before interest and tax result in a
charge of £24m.

 

 £'m                                        2025  2024

                                                  (52-week)
 Profit before interest and tax             567   595
 Group Trading Director settlement          12    -
 Significant property transactions          5     9
 Non-underlying impact of foreign exchange  3     (2)
 Significant infrastructure projects        4     -
 Adjusted operating profit(1)               591   602

In the current year, there was a £12m charge due to the earlier settlement of
arrangements with the Group Trading Director; no further costs will be
incurred in FY26 under these arrangements though the Group Trading Director
will continue to be available as a consultant in the first half of the
financial year as previously disclosed. The cost of this agreement are
considered adjusting as they are not representative of normal employment costs
for the Group's executive management team. The underlying results for the
financial year included the salary and AIP costs for both Trading Directors
employed throughout the year.

Significant property transactions relate to the cost of acquiring options from
administrators and incremental pre-opening costs during the period of landlord
lease negotiations until fit out commencement. These costs were for the
remaining ex-Wilko stores (£3m) and for the new ex-Homebase stores acquired
this year (£2m). Normal costs of pre-opening have been charged to the
underlying profit result.

Significant infrastructure projects includes £1m of pre-operational costs
relating to the Ellesmere Port import centre, with a further £3m in relation
to disruption costs incurred from building and implementing the technical
infrastructure to enable the French distribution centre expansion project to
proceed.

We also incurred £1m in costs in FY25 associated with the planned redomicile
of the Group from Luxembourg to Jersey or Ireland.  Given limited size, in
FY25 these have not been treated as adjusting items, however FY26 costs for
redomicile are expected to be larger and will therefore be treated as
adjusting items.

Further detail on adjusting items can be found in note 3, starting on page 117
of the financial statements.

Group net finance costs

 

Adjusted net finance charges(1) for the year, excluding IFRS 16, were £59m,
an increase of £20m year-on-year due to annualising higher interest charges
on the £250m November 2023 bond at 8.125% and issuing a new £250m bond with
an interest rate of 6.500% in November 2024. We expect finance costs in FY26
to increase due to annualising a full year's interest charge on the £250m
November 2024 bond which is £94m greater in size and attracts a higher coupon
compared to the £156m 3.625% remaining stub of the £400m bond replaced.

 

The interest charge relating to lease liabilities under IFRS 16 was £77m
(FY24: £68m) due to the additional leases associated with the store opening
programme and higher discount rates in recent years.

Group tax

 

The tax charge in FY25 was £112m reflecting lower profits year-on-year and is
an effective rate of 26%, this is also the effective rate we expect for FY26.

 

As a Group, we are committed to paying the right tax in the territories in
which we operate. The B&M UK business paid taxes totalling £633m in FY25,
including £264m relating to those taxes borne directly by the company such as
corporation tax, customs duties, business rates, employer's national insurance
contributions and stamp duty and land taxes. The balance of £369m are taxes
we collect from customers and employees on behalf of the UK Exchequer, which
includes value added tax, pay as you earn and employee national insurance
contributions.

 

Profit after tax and earnings per share

 

Statutory profit after tax was £319m which was £48m lower year-on-year.
Statutory diluted earnings per share was 31.8p (FY24: 36.5p), 13.0% lower
year-on-year due to increased adjusting items and interest charges and the
additional week in the prior period.

Adjusted diluted earnings per share(1) was 33.5p (FY24: 35.9p), 6.7% lower on
a 52-week comparable basis due to increased depreciation and a higher interest
rate environment. Adjusted profit after tax (pre-IFRS 16)(1), which is also
reported to allow investors to better understand the operating performance of
the business (see note 3 of the financial statements), was £347m (FY24:
£362m), and the adjusted (pre-IFRS 16) fully diluted earnings per share(1)
was 34.5p (FY24: 36.0p).

Capital expenditure

 

Group net capital expenditure(8) totalled £111m this year (FY24: £124m).
Investment included £53m spent on 70 gross new stores across the Group's
fascias (FY24: £59m on 78 stores) and a net £25m on infrastructure projects
to support the continued growth of the business (FY24: £31m). There was also
investment of £33m on maintenance works to ensure that our existing store
estate and distribution centres are appropriately invested (FY24: £34m).

Post-tax free cash flow(9) and net debt(10)

 

Post-tax free cash flow(9) of £311m (FY24: £382m), was driven by lower
profit before tax. Our total working capital outflow was £64m moderately
higher than previously expected, reflecting inventory growth from the two-week
longer container shipping times, ensuring good on-shelf availability and
increased stock holding from the Group's additional stores. Looking ahead, we
expect our stock levels to grow at the rate of the sales growth due to the
store rollout programme.

 

Net debt (pre-IFRS 16)(10), increased to £781m (FY24: £737m) due to the
additional £250m bond issued in the year. The net debt (pre-IFRS 16)(10) to
adjusted EBITDA (pre-IFRS 16)(1) leverage ratio was 1.26x (FY24: 1.17x). Net
debt (including IFRS 16 lease liabilities)(10) was £2,210m (FY24: £2,094m)
meaning our net debt to adjusted EBITDA (post-IFRS 16)(1) ratio was 2.56x, an
increase on the previous year (FY24: 2.40x).

Dividends

 

The Group continues to be highly cash generative despite higher working
capital and a decline in LFL performance. During the year, the Company
declared and paid an interim ordinary dividend of 5.3p(11) per share in
addition to a special dividend of 15.0p(11) per share. Subject to approval by
shareholders at the AGM on 22 July 2025, a final ordinary dividend of 9.7p(11)
per share will be paid on 1 August 2025 to shareholders on the register of the
Company at the close of business on 27 June 2025. The ex-dividend date will be
26 June 2025.

 

The Board has in place an agreed a long-term capital allocation policy that
provides a framework to help investors understand how the Group will evaluate
opportunities to invest and support the growth of the business relative to
incremental return of capital to shareholders.

 

The dividend policy targets an ordinary dividend pay-out ratio of between 40%
to 50% of net income on a normalised tax basis. The Group generally aims to
pay the interim and final dividends for each financial year in proportions of
approximately one-third and two-thirds of the total annual ordinary dividend
respectively.

 

 

Mike Schmidt

Chief Financial Officer and Interim Chief Executive Officer

3 June 2025

 

 

Notes:

1.    Adjusted values are considered to be appropriate to exclude unusual,
non-trading and/or non-recurring impacts on performance which therefore
provides the user of the accounts with additional metrics to compare periods
of account. See notes 2, 3 and 4 of the financial statements for further
details.

2.     Constant currency comparison involves restating the prior year Euro
revenues using the same exchange rate as that used to translate the current
year Euro revenues.

3.     One-year like-for-like revenues relate to the B&M UK estate only
(excluding wholesale revenues) and are based on either 52 weeks vs. 52 weeks
or 13 weeks vs. 13 weeks comparison periods. They include each store's revenue
for that part of the current period that falls at least 14 months after it
opened compared with its revenue for the corresponding part of FY24.

4.   Adjusted operating expenses on an underlying basis excludes foreign
exchange, one-off income, depreciation and amortisation. This adjusted measure
is considered a more meaningful metric to the users of the accounts as this is
the cost base used by management to commercially monitor performance. Group
non-underlying items include B&M UK's foreign exchange losses in relation
to derivative adjustments of £9m (FY24: £12m charge). Group adjusted
operating costs, excluding depreciation and amortisation, as a % of revenues
increased to 26.4% from 25.6%.

5.    Group adjusted return on capital employed (ROCE), is defined as
adjusted operating profit (£591m) divided by the closing carrying value of
property, plant & equipment (£448m), right-of-use assets (£1,159m) and
software (£5m) plus net working capital (£334m). This metric represents the
profit generated as a proportion of the total assets that the business has
utilised in the period. Management believes that this is a useful measure to
assess performance.

6.    References in this announcement to the B&M UK business include the
B&M fascia stores in the UK except for the 'B&M Express' fascia
stores. References in this announcement to the Heron Foods business include
both the Heron Foods fascia and B&M Express fascia convenience stores in
the UK.

7.   Trading gross margin is considered to be a meaningful measure of
profitability as it refers to the measure of gross margin used by management
to commercially run the business. It differs to the statutory definition for
B&M UK, which increased 47 bps from 36.9% to 37.4%, due to technical
accounting adjustments in relation to the allocation of gains and losses from
derivative accounting, storage costs and commercial income.

8.    Net capital expenditure includes the purchase of property, plant and
equipment, intangible assets and proceeds from the sale of any of those items.
These exclude IFRS 16 lease liabilities. Capex shown in the FY24 comparatives
is for the statutory 53-week reporting year.

9.   Post-tax free cash flow is an Alternative Performance Measure. Please
see note 3 of the financial statements for more details and reconciliation to
the consolidated statement of cash flows. Statutory Group cash generated from
operations was £784m (FY24 53-week: £862m). This statutory definition
excludes payments for leased assets including the leasehold property estate.
Post-tax free cash flow shown in the FY24 comparatives is for the statutory
53-week reporting year.

10.   Leverage ratio (pre and post-IFRS 16) is calculated as net debt divided
by adjusted EBITDA. See note 28 of the financial statements for definition and
net debt (pre and post-IFRS 16) reconciliation. This is a measure of the
Group's ability to meet its payment obligations and is widely used by analysts
and credit rating agencies. The leverage ratio shown in the FY24 comparative
is for the statutory 53-week reporting year.

11.   Dividends are stated as gross amounts before deduction of Luxembourg
withholding tax which is currently 15%.

Consolidated Statement of Comprehensive Income

 

 Period ended                                                                         52 weeks ended

                                                                                      29 March        53 weeks ended

                                                                                      2025            30 March

                                                                                                      2024
                                                                                Note  £'m             £'m

 Revenue                                                                        2     5,571           5,484

 Cost of sales                                                                        (3,479)         (3,449)

 Gross profit                                                                         2,092           2,035

 Administrative expenses                                                              (1,526)         (1,427)

 Operating profit                                                               5     566             608

 Share of profits/(losses) in associates                                        12    1               (1)

 Profit on ordinary activities before net finance costs and tax                       567             607

 Finance costs on lease liabilities                                             6     (77)            (69)
 Other finance costs                                                            6     (66)            (50)
 Finance income                                                                 6     7               10

 Profit on ordinary activities before tax                                             431             498

 Income tax expense                                                             10    (112)           (131)

 Profit for the period                                                          2     319             367

 Other comprehensive income for the period
 Items which may be reclassified to profit and loss:
 Exchange differences on retranslation of subsidiary and associate investments        (2)             (3)
 Fair value movement as recorded in the hedging reserve                               (10)            (22)
 Tax effect of other comprehensive income                                       10    (1)             1
 Total other comprehensive income                                                     (13)            (24)

 Total comprehensive income for the period                                            306             343

 Earnings per share
 Basic earnings per share attributable to ordinary equity holders (pence)       11    31.8            36.6
 Diluted earnings per share attributable to ordinary equity holders (pence)     11    31.8            36.5

 

All profit and other comprehensive income is attributable to the owners of the
parent.

 

The accompanying accounting policies and notes form an integral part of these
consolidated financial statements.

 

Consolidated Statement of Financial Position

 

 

                                          Note  29 March  30 March

                                                 2025      2024

 As at
                                                £'m       £'m
 Non-current assets
 Goodwill                                 13    920       921
 Intangible assets                        13    120       121
 Property, plant and equipment            14    448       421
 Right-of-use assets                      15    1,159     1,101
 Investments in associates                12    6         5
 Other receivables                        17    6         5
 Other financial assets                   20    -         1
 Deferred tax asset                       10    5         4
                                                2,664     2,579
 Current assets
 Cash at bank and in hand                 18    217       182
 Inventories                              16    883       776
 Trade and other receivables              17    79        76
 Income tax receivable                          11        8
 Other financial assets                   20    153       4
                                                1,343     1,046

 Total assets                                   4,007     3,625

 Equity
 Share capital                            23    (100)     (100)
 Share premium                                  (2,484)   (2,481)
 Retained earnings                              (143)     (125)
 Hedging reserve                                11        10
 Legal reserve                                  (10)      (10)
 Merger reserve                                 1,979     1,979
 Foreign exchange reserve                       (5)       (7)
                                                (752)     (734)
 Non-current liabilities
 Interest-bearing loans and borrowings    21    (977)     (881)
 Lease liabilities                        15    (1,242)   (1,187)
 Deferred tax liabilities                 10    (35)      (25)
 Other financial liabilities              20    (0)       (0)
 Provisions                               22    (4)       (4)
                                                (2,258)   (2,097)
 Current liabilities
 Interest-bearing loans and borrowings    21    (160)     (29)
 Trade and other payables                 19    (618)     (572)
 Lease liabilities                        15    (188)     (170)
 Other financial liabilities              20    (13)      (10)
 Income tax payable                             (6)       (7)
 Provisions                               22    (12)      (6)
                                                (997)     (794)

 Total liabilities                              (3,255)   (2,891)

 Total equity and liabilities                   (4,007)   (3,625)

The accompanying accounting policies and notes form an integral part of these
consolidated financial statements. This consolidated statement of financial
position was approved by the Board of Directors and authorised for issue on 3
June 2025 and signed on their behalf by:

 

 

Mike Schmidt, Chief Financial Officer.

Consolidated Statement of Changes in Shareholders' Equity

 

                                                           Share capital  Share     Retained   Hedging   Legal     Merger    Foreign    Total

                                                                          premium   earnings   reserve   reserve   reserve   exchange   equity

                                                                                                                             reserve
                                                           £'m            £'m       £'m        £'m       £'m       £'m       £'m        £'m

 Balance at 25 March 2023                                  100            2,478     104                  10        (1,979)   10         720

                                                                                               (3)
 Ordinary dividends declared                               -              -         (147)      -         -         -         -          (147)
 Special dividends declared                                -              -         (201)      -         -         -         -          (201)
 Effect of share options                                   0              3         1          -         -         -         -          4
 Total transactions with owners                            0              3         (347)      -         -         -         -          (344)

 Profit for the period                                     -              -         367        -         -         -         -          367
 Other comprehensive income                                -              -         1          (22)      -         -         (3)        (24)
 Total comprehensive income for the period                 -              -         368        (22)      -         -         (3)        343

 Hedging gains & losses reclassified as inventory          -              -         -          15        -         -         -          15
 Hedging gains & losses reclassified as finance costs      -              -         -          0         -         -         -          0
 Balance at 30 March 2024                                  100            2,481     125        (10)      10        (1,979)   7          734

 Ordinary dividends declared                               -              -         (149)      -         -         -         -          (149)
 Special dividends declared                                -              -         (151)      -         -         -         -          (151)
 Effect of share options                                   0              3         0          -         -         -         -          3
 Total transactions with owners                            0              3         (300)      -         -         -         -          (297)

 Profit for the period                                     -              -         319        -         -         -         -          319
 Other comprehensive income                                -              -         (1)        (10)      -         -         (2)        (13)
 Total comprehensive income for the period                 -              -         318        (10)      -         -         (2)        306

 Hedging gains & losses reclassified as inventory          -              -         -          8         -         -         -          8
 Hedging gains & losses reclassified as finance costs      -              -         -          1         -         -         -          1

 Balance at 29 March 2025                                  100            2,484     143        (11)      10        (1,979)   5          752

 

 The accompanying accounting policies and notes form an integral part of
these consolidated financial statements.

Consolidated Statement of Cash Flows

 Period ended                                                         52 weeks ended  53 weeks ended

                                                                      29 March        30 March

                                                                      2025            2024
                                                                Note  £'m             £'m
 Cash flows from operating activities
 Cash generated from operations                                 24    784             862
 Income tax paid                                                      (109)           (116)
 Net cash flows from operating activities                             675             746

 Cash flows from investing activities
 Purchase of property, plant and equipment                      14    (131)           (123)
 Purchase of intangible assets                                  13    (2)             (3)
 Proceeds from sale of property, plant and equipment                  22              2
 Deposits into short-term money market investments              20    (150)           -
 Finance income received                                        6     7               5
 Dividend income from associates                                12    -               1
 Net cash flows from investing activities                             (254)           (118)

 Cash flows from financing activities
 Net (repayment)/receipt of Group revolving credit facilities   21    (25)            25
 Repayment of old bank loan facilities                          21    -               (300)
 Receipt of new bank loan facilities                            21    -               225
 Repayment of corporate bonds                                   21    -               (239)
 Receipt due to newly issued corporate bonds                    21    250             250
 Receipt of loan facilities held in France                      21    9               3
 Repayment of loan facilities held in France                    21    (5)             -
 Repayment of the principal in relation to lease liabilities    15    (176)           (171)
 Payment of interest in relation to right-of-use assets         15    (77)            (69)
 Fees on refinancing                                            21    (4)             (15)
 Other finance costs paid                                       6     (56)            (41)
 Dividends paid to owners of the parent                         30    (300)           (348)
 Net cash flows from financing activities                             (384)           (680)

 Effects of exchange rate changes on cash and cash equivalents        (2)             (3)

 Net increase/(decrease) in cash and cash equivalents                 35              (55)
 Cash and cash equivalents at the beginning of the period             182             237
 Cash and cash equivalents at the end of the period                   217             182

 Cash and cash equivalents comprise:
 Cash at bank and in hand                                       18    217             182
                                                                      217             182

 

The accompanying accounting policies and notes form an integral part of these
consolidated financial statements.

 

Notes to the Consolidated Financial Statements

1          General information and basis of preparation

 

The consolidated financial statements have been prepared in accordance with EU
IFRS.

 

The Group's trade is general retail, with continuing trading taking place in
the UK and France. The Group has been listed on the London Stock Exchange
since June 2014.

 

The consolidated financial statements have been prepared under the historical
cost convention as modified by the revaluation of financial assets and
financial liabilities at fair value through profit or loss. The measurement
basis and principal accounting policies of the Group are set out below and
have been applied consistently throughout the consolidated financial
statements.

 

The consolidated financial statements are presented in pounds sterling and all
values are rounded to the nearest million (£'m), except when otherwise
indicated.

 

The consolidated financial statements cover the 52-week period from 31 March
2024 to 29 March 2025 which is a different period to the parent company
standalone accounts (from 1 April 2024 to 31 March 2025). This exception is
permitted under article 1712-12 of the Luxembourg company law of 10 August
1915, as amended, because the Directors believe that;

 

·    the consolidated financial statements are more informative when they
cover the same period as used by the main operating entity, B&M Retail
Ltd; and

·    it would be unduly onerous to rephase the year end in that subsidiary
to match that of the parent company.

 

The year end for B&M Retail Ltd, in any year, will not be more than six
days prior to the parent company year end. The next accounting period for the
Group will be a 52-week period, from 30 March 2025 to 28 March 2026.

 

B&M European Value Retail S.A. (the "Company") is at the head of the Group
and there is no consolidation that takes place above the level of this
company.

 

The principal accounting policies of the Group are set out below.

 

Basis of consolidation

 

The Group financial statements consolidate the financial statements of the
Company and its subsidiary undertakings, together with the Group's share of
the net assets and results of associated undertakings, for the period from 31
March 2024 to 29 March 2025. Acquisitions of subsidiaries are dealt with by
the acquisition method of accounting.  The results of companies acquired are
included in the consolidated statement of comprehensive income from the
acquisition date.

 

Control is achieved when the Group is exposed, or has rights, to variable
returns from its involvement with the investee and has the ability to affect
those returns through its power over the investee.

 

Specifically, the Group controls an investee if and only if the Group has:

 

·    power over the investee (i.e. existing rights that give it the current
ability to direct the relevant activities of the investee);

·    exposure, or rights, to variable returns from its involvement with the
investee; and

·    the ability to use its power over the investee to affect its returns.

When the Group has less than a majority of the voting or similar rights of an
investee, the Group considers all relevant facts and circumstances in
assessing whether it has power over an investee, including:

 

·    the contractual arrangements with the other vote holders of the
investee;

·    rights arising from other contractual arrangements; and

·    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.

 

Going concern

 

As a value retailer, the Group is well placed to withstand volatility within
the economic environment. The Group's forecasts and projections, taking into
account reasonably possible changes in trading performance, show that the
Group will trade within its current banking facilities.

 

In adopting the going concern basis for preparing the financial statements,
the Directors have considered the business activities including the Group's
principal risks and uncertainties. The Board also considered the Group's
current cash position, the repayment profile of its obligations, its financial
covenants and the resilience of its 12-month cash flow forecasts to a series
of severe but plausible downside scenarios. Having considered these factors
the Board is satisfied the Group has adequate resources to continue its
successful growth. The scenarios considered as part of the going concern
assessment are consistent with those used in the longer-term viability
statement in the 'Principal risks and uncertainties' section of this Annual
Report.

There have been no significant post balance sheet changes to liquidity.

 

On 19 November 2024, the Group issued £250m of high yield bond notes,
maturing in November 2031 with an interest rate of 6.5%. £150m of cash
received from these high yield bond notes was placed on money market deposit
and has been ring-fenced for the purpose of repaying the remaining £156m of
high yield bond notes (2020) in July 2025.

 

Consequently, the Directors are confident that the Group and Company will have
sufficient funds to continue to meet its liabilities as they fall due for at
least 12 months from the date of approval of the financial statements and
therefore have prepared the financial statements on a going concern basis.

 

Revenue

 

Under IFRS 15 Revenue is recognised when all the following criteria are met:

 

·    the parties to the contract have approved the contract;

·    the Group can identify each parties rights regarding the goods to be
transferred;

·    the Group can identify the payment terms;

·    the contract has commercial substance; and

·    it is probable that the Group will collect the consideration we are
entitled to in respect to the goods to be transferred.

 

In the vast majority of cases the Group's sales are made through stores and
the control of goods is immediately transferred at the same time as the
consideration is received via our tills. Therefore, revenue is recognised at
this point.

 

The Group sells a small quantity of gift vouchers for use in the future and,
as such, a small amount of deferred revenue is recognised. At the period end,
the value held on the balance sheet was <£1m (2024: <£1m).

 

The Group operates a small wholesale function which recognises revenue when an
invoice is raised. The revenue is considered collectable as the Group's
wholesale customers are usually related parties to the Group (such as our
associates) or are subject to credit checks before trade takes place. See note
2 for the split of wholesale sales to store sales.

 

Revenue is the total amount receivable by the Group for goods supplied, in the
ordinary course of business, excluding VAT and trade discounts, and after
deducting returns and relevant vouchers and offers.

 

Administrative expenses

 

Administrative expenses include all running costs of the business, except
those relating to inventory (which are expensed through cost of sales), tax,
interest and other comprehensive income. Transport and warehouse costs are
included in this caption.

 

Elements which are unusual and significant may be separated as a line item.

 

Goodwill

 

Goodwill is initially measured at cost, being the excess of the fair value of
consideration transferred over the fair value of the net identifiable assets
acquired and liabilities assumed at the date of acquisition.

 

After initial recognition, goodwill is measured at cost less any accumulated
impairment losses. For the purpose of impairment testing, goodwill acquired in
a business combination is, from the acquisition date, allocated to the
relevant cash-generating units (CGUs) that are expected to benefit from the
combination.

 

The CGUs are individual stores and the groups of CGUs are the store portfolios
in each operational segment.

 

Goodwill is tested for impairment at least once per year and specifically at
any time where there is any indication that it may be impaired. Internally
generated goodwill is not recognised as an asset.

 

Segment reporting

 

Operating segments are reported in a manner consistent with internal reporting
provided to the chief operating decision maker. The chief operating decision
maker has been identified as the Executive Directors of the Group. The
Executive Directors are responsible for assessing the performance of the
business for the purpose of making decisions about resources to be allocated.

 

Alternative performance measures

 

The Group reports a selection of alternative performance measures (APMs) as
detailed below and in note 3, as the Directors believe that these measures
provide additional information that is useful to the users of our accounts.

 

The APMs we report in these accounts are:

·    Earnings before interest, tax, depreciation and amortisation (EBITDA)

·    Adjusted EBITDA

·    Adjusted operating profit

·    Adjusted profit

·    Adjusted earnings per share (EPS)

·    Post-tax free cash flow

To aide comparability with the figures presented in previous periods, and as
they are the measures used in respect of internal reporting, pre-IFRS 16
versions of these APMs have also been calculated, where appropriate.

 

Interest, tax, depreciation and amortisation are as defined statutorily whilst
the items we adjust for are those we consider not to be reflective of the
underlying performance of the business as detailed in note 3. These
adjustments include the non-underlying impact of foreign exchange (which
chiefly comprises the fair value and foreign exchange impact of derivatives
that have not been designated as part of a hedge accounting relationship and
which are yet to mature), and costs incurred in relation to significant
projects, where such costs are considered to have had a meaningful impact in
the presented period, which are non-recurring and do not relate to underlying
trading.

 

Underlying performance has been determined so as to align with how the Group
financial performance is monitored on an ongoing basis by management. In
particular, this reflects certain adjustments being made to consider an
adjusted operating profit measure of performance.

 

Adjusted finance costs reflect the ongoing charges associated with our debt
structure and exclude one-off effects of refinancing.

 

The Directors believe that our adjusted APMs provide users of the account with
measures of performance which are appropriate to the retail industry and
presented by peers and competitors. Adjusted values are considered to be
appropriate to exclude unusual, non-trading and/or non-recurring impacts on
performance which therefore provides the user of the accounts with an
additional metric to compare periods of account.

 

The APMs used 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.

 

Brands

 

Brands acquired by the business are amortised if the corresponding agreement
is specifically time limited, or if the fair valuation exercise (carried out
for brands acquired via business combinations) identifies a fair lifespan for
the brand. This amortisation is charged to administrative expenses.

 

Otherwise, brands are considered to have an indefinite life on the basis that
they form part of the CGUs within the Group which will continue in operation
indefinitely, with no foreseeable limit to the period over which they are
expected to generate net cash inflows.

 

Where brands are considered to have an indefinite life they are reviewed at
least annually for impairment or whenever events or changes in circumstances
indicate that their carrying amount may not be recoverable.

 

Where the carrying value of an asset exceeds its recoverable amount (i.e. the
higher of value-in-use and fair value less costs to sell), the asset is
impaired accordingly with the impairment charged to administration expenses.

 

Intangible assets

 

Intangible assets acquired separately, including computer software, are
measured on initial recognition at cost comprising the purchase price and any
directly attributable costs of preparing the asset for use.

 

Following initial recognition, assets are carried at cost less accumulated
amortisation and accumulated impairment losses. Amortisation begins when an
asset is available for use and is calculated on a straight-line basis to
allocate the cost of the asset over its estimated useful life as follows:

 

Computer software acquired                 -
 3 or 4 years

 

Amortisation method, useful lives and residual values are reviewed at each
reporting date and adjusted if appropriate.

 

Property, plant and equipment

 

Property, plant and equipment is carried at cost less accumulated depreciation
and accumulated impairment losses.

 

Cost comprises purchase price and directly attributable costs. Unless
significant or incurred as part of a refit programme, subsequent expenditure
will usually be treated as repairs or maintenance and expensed to the
statement of comprehensive income.

 

Subsequent costs are included in the asset's carrying amount or recognised as
a separate asset, as appropriate, only when it is probable that future
economic benefits associated with the item will flow to the Group and the cost
of the item can be measured reliably. The carrying amount of the replaced part
is derecognised.

 

Depreciation

 

Freehold land is not depreciated. For all other property, plant and equipment,
depreciation is calculated on a straight-line basis to allocate cost, less
residual value of the assets, over their estimated useful lives as follows:

 

Leasehold buildings                      -           Life of
lease (max 50 years)

Freehold buildings                        -           2% - 4%
straight line

Plant, fixtures and equipment       -           10% - 33% straight
line

Motor vehicles                              -
12.5% - 33% straight line

 

Residual values and useful lives are reviewed annually and adjusted
prospectively, if appropriate.

 

An item of property, plant and equipment is derecognised upon disposal or when
no future economic benefits are expected from its use or disposal. Any gain or
loss arising on derecognition of the asset (calculated as the difference
between the net disposal proceeds and the carrying amount of the asset) is
included in the statement of comprehensive income when the asset is
derecognised.

 

Leases

 

The Group applies the leasing standard, IFRS 16, to all contracts identified
as leases at their inception, unless they are considered a short-term lease
(with a term less than a year) or where the asset is of a low underlying
value. Assets which may fall into these categorisations include printers,
vending machines and security cameras, and the lease expense is within
administrative expenses.

 

The Group has lease contracts in relation to property, equipment, fixtures
& fittings and vehicles. A contract is classified as a lease if it conveys
the right to control the use of an identified asset for a period of time in
exchange for consideration.

 

When a lease contract is recognised, the business assesses the term for which
we are reasonably certain to hold that lease, and the minimum lease payments
over that term are discounted to give the initial lease liability. The initial
right-of-use asset is then recognised at the same value, adjusted for
incentives or payments made on the day that the lease was acquired. Any
variable lease costs are expensed to administrative costs when incurred.

 

The date that the lease is brought into the accounts is the date from which
the lease has been effectively agreed by both parties as evidenced by the
Group's ability to use that property.

 

The right-of-use asset is subsequently depreciated on a straight-line basis
over the term of that lease, or useful life (whichever is shorter) with the
charge being made to administrative costs. The lease liability attracts
interest which is charged to finance costs, and is measured at amortised cost
using the effective interest method.

 

Right-of-use assets may be impaired if, for instance, a lease becomes onerous.
Impairment costs are charged to administrative costs.

 

Lease modifications are recorded where there is a change in the expected
cashflows associated with a lease, such as through a rent review. When a lease
modification occurs the lease liability is recalculated and an equivalent
adjustment is made to the right-of-use asset, unless that asset would be
reduced below zero, in which case the excess is expensed in administrative
costs. The recalculation is carried out with an unchanged discount unless the
change has affected management's assessment of the term of the lease.

 

If there is a significant event, such as the lease reaching its expiry date,
the likely exercise of a previously unrecognised break clause, or the signing
of an extension lease, the lease term is re-assessed by management as to how
long we can reasonably stay in that property, and a new lease agreement or
modification (if the change is made before the expiry date) is recognised for
the re-assessed term, with a recalculated discount rate.

 

Lease modifications are also recorded where there is a change in the expected
cashflows associated with the lease, such as through a rent review. Unless the
change affects the term, the discount rate is not recalculated. A lease
modification results in a recalculation of the lease liability with a
corresponding adjustment made to the right-of-use asset.

 

The discount rate used is individual to each lease. Where a lease contract
includes an implicit interest rate, that rate is used. In the majority of
leases this is not the case and the discount rate is taken to be the
incremental borrowing rate as related to that specific asset. This is a
calculation based upon the external market rate of borrowing for the Group, as
well as several factors specific to the asset to be discounted.

 

The Group separates lease payments between lease and non-lease components
(such as service charges on property) at the point at which the lease is
recognised. Non-lease components are charged through administrative expenses.

 

Sale and leaseback transactions

 

The Group recognises a sale and leaseback transaction when the Group sells an
asset that has been previously recognised in property, plant and equipment,
and subsequently leases it back as part of the same or a linked transaction.

 

Management use the provisions of IFRS 15 to assess if a sale has taken place,
and the provisions of IFRS 16 to recognise the resulting lease, with the
liability and discount rate calculated in line with our lease policy and the
asset subject to an adjustment based upon the net book value of the disposed
asset, the opening lease liability, the consideration received and the fair
value of the asset on the date it was sold.

 

Resulting gains or losses are recognised in administrative expenses.

Investments in associates

 

Associates are those entities over which the Group has significant influence,
but which are neither subsidiaries nor interests in joint ventures.
Investments in associates are recognised initially at cost and subsequently
accounted for using the equity method. However, any goodwill or fair value
adjustment attributable to the Group's share of associates is included in the
amount recognised as investment in associates.

 

All subsequent changes to the share of interest in the equity of the associate
are recognised in the Group's carrying amount of the investment, including a
reduction in the carrying amount equal to any dividend received. Changes
resulting from the profit or loss generated by the associate are reported in
the 'Share of profits/(losses) of associates' caption in the consolidated
statement of comprehensive income and therefore affect net results of the
Group. These changes include subsequent depreciation, amortisation and
impairment of the fair value adjustments of assets and liabilities.

 

Items that have been recognised directly in the associate's other
comprehensive income are recognised in the consolidated other comprehensive
income of the Group. However, when the Group's share of losses in an associate
equals or exceeds its interest in the associate, the Group does not recognise
further losses, unless it has incurred obligations or made payments on behalf
of the associate. If the associate subsequently reports profits, the investor
resumes recognising its share of those profits only after its share of the
profits equals the share of losses not recognised.

 

Unrealised gains on transactions between the Group and its associates are
eliminated to the extent of the Group's interest in the associates. Unrealised
losses are also eliminated unless the transaction provides evidence of an
impairment of the asset transferred. Amounts reported in the consolidated
financial statements of associates have been adjusted where necessary to
ensure consistency with the accounting policies adopted by the Group.

 

Impairment of non-financial assets

 

The Group assesses at each reporting date whether there is an indication that
an asset may be impaired. If any indication exists, or when annual impairment
testing for an asset is required (for goodwill or indefinite life assets), the
Group estimates the asset's recoverable amount.

 

The Group bases its impairment calculation on detailed budgets and forecasts
which are prepared separately for each of the Group's cash-generating units
(CGUs) to which the individual assets are allocated. These budgets and
forecast calculations are usually prepared in January and cover a period of
five years. For longer periods, a long-term growth rate is calculated and
applied to the projected future cash flows after the fifth year. The Group's
three-year plan is usually approved in March. If due to the passage of time
there are significant differences in the key assumptions between the forecast
and plan, or if management consider that the forecast has a more sensitive
level of headroom, then the impairment test will be additionally sensitised to
the plan assumptions.

 

Indications of impairment might include (for goodwill and the brand assets,
for instance) a significant decrease in the like-for-like sales of established
stores, sustained negative publicity or a drop off in visits to our website
and social media accounts.

 

An asset's recoverable amount is the higher of an assets or CGUs fair value
less costs to sell and its value-in-use. It is determined for an individual
asset, unless the asset does not generate cash inflows that are largely
independent of those from other assets or groups of assets. Where the carrying
amount of an asset or CGU exceeds its recoverable amount, the asset is
considered impaired and is written down to its recoverable amount.

 

In assessing value-in-use, the estimated future cash flows are discounted to
their present value using a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks specific to the asset or
CGU.

Impairment losses of continuing operations are recognised in the statement of
comprehensive income in those expense categories consistent with the function
of the impaired asset.

 

For assets excluding goodwill and acquired brands with indefinite lives, an
assessment is made at each reporting date as to whether there is any
indication that previously recognised impairment losses may no longer exist or
may have decreased. If such indication exists, the Group estimates the assets
or CGUs recoverable amount.

 

A previously recognised impairment loss is reversed only if there has been a
change in the assumptions used to determine the asset's recoverable amount
since the last impairment loss was recognised. The reversal is limited so that
the carrying amount of the asset does not exceed its recoverable amount, nor
exceed the carrying amount that would have been determined, net of
depreciation, had no impairment loss been recognised for the asset in prior
years. Such reversal is recognised in the statement of comprehensive income,
except for impairment of goodwill which is not reversed.

 

Inventories

 

Inventories are stated at the lower of cost and net realisable value, after
making due allowance for obsolete and slow moving items, using the weighted
average method.

 

Stock purchased in foreign currency is booked in at the hedge rate applicable
to that stock (if effectively hedged) or the underlying foreign currency rate
on the date that the item is brought into stock.

 

Net realisable value is the estimated selling price in the ordinary course of
business, less estimated costs to sell. Transport, warehouse and distribution
costs are not included in inventory.

 

The Group receives supplier rebates which are included in the cost of
inventory balance (and which therefore ultimately flow through to cost of
sales). These rebates are recognised on an accruals basis according to
purchase levels achieved at the end of each period.

 

Share options

 

The Group operates several equity-settled share option schemes.

 

The schemes have been accounted for under the provisions of IFRS 2 and,
accordingly, have been fair valued on their inception date using appropriate
methodology (the Black Scholes and Monte Carlo models).

 

A cost is recorded through the statement of comprehensive income in respect of
the number of options outstanding and the fair value of those options. A
corresponding credit is made to the retained earnings reserve and the effect
of this can be seen in the statement of changes in equity. See note 9 for more
details.

 

Taxation

 

Current income tax

Current income tax assets and liabilities for the current period are measured
at the amount expected to be recovered from or paid to the taxation
authorities. The tax rates and tax laws used to compute the amount are those
that are enacted or substantively enacted, at the reporting date, in the
countries where the Group operates and generates taxable income. Tax is
recognised in the statement of comprehensive income, except to the extent that
it relates to items recognised in other comprehensive income or directly in
equity. In this case, the tax is also recognised in other comprehensive income
or directly in equity.

 

Deferred tax

Deferred tax is provided using the liability method on temporary differences
between the tax bases of assets and liabilities and their carrying amounts for
financial reporting purposes at the reporting date.  Deferred tax liabilities
are recognised for all taxable temporary differences, except:

 

•        when the deferred tax liability arises from the initial
recognition of goodwill or an asset or liability in a transaction that is not
a business combination and, at the time of the transaction, affects neither
the accounting profit nor taxable profit or loss; and

•        in respect of taxable temporary differences associated with
investments in subsidiaries, associates and interests in joint ventures, when
the timing of the reversal of the temporary differences can be controlled and
it is probable that the temporary differences will not reverse in the
foreseeable future.

 

Deferred tax assets are recognised for all deductible temporary differences,
carry forward of unused tax credits and unused tax losses, to the extent that
it is highly probable that taxable profit will be available against which the
deductible temporary differences, and the carry forward of unused tax credits
and unused tax losses can be utilised, except:

 

•        when the deferred tax asset relating to the deductible
temporary difference arises from the initial recognition of an asset or
liability in a transaction that is not a business combination and, at the time
of the transaction, affects neither the accounting profit nor taxable profit
or loss; and

•        in respect of deductible temporary differences associated with
investments in subsidiaries, associates and interests in joint ventures,
deferred tax assets are recognised only to the extent that it is probable that
the temporary differences will reverse in the foreseeable future and taxable
profit will be available against which the temporary differences can be
utilised.

 

The carrying amount of deferred tax assets is reviewed at each reporting date
and reduced to the extent that it is no longer probable that sufficient
taxable profit will be available to allow all or part of the deferred tax
asset to be utilised. Unrecognised deferred tax assets are re-assessed at each
reporting date and are recognised to the extent that it has become probable
that future taxable profits will allow the deferred tax asset to be recovered.

 

Deferred tax assets and liabilities are measured at the tax rates that are
expected to apply in the year when the asset is realised or the liability is
settled, based on tax rates (and tax laws) that have been enacted or
substantively enacted at the reporting date.

 

Financial instruments

 

The Group uses derivative financial instruments such as forward currency
contracts to reduce its foreign currency risk, commodity price risk and
interest rate risk. Derivative financial instruments are recognised at fair
value. The fair value is derived using an internal model and supported by
valuation reports from the issuing banks.

 

Where a derivative financial instrument is designated as a hedge of the
variability in cash flows of a recognised asset or liability, or a highly
probable forecast transaction, the effective part of any gain or loss on the
derivative financial instrument is recognised directly in other comprehensive
income and accumulated in the hedging reserve. Any ineffective portion of the
hedge is recognised immediately in the statement of comprehensive
income. Effectiveness of the derivatives subject to hedge accounting is
assessed prospectively at inception of the derivative, and at each reporting
period end date prior to maturity.

 

Where a hedge of a forecast transaction subsequently results in the
recognition of a non-financial asset, such as an item of inventory, the
associated gains and losses are recognised in the initial cost of that asset.

 

When a hedging instrument expires or is sold, terminated or exercised, or the
entity revokes designation of the hedge relationship but the hedged forecast
transaction is still expected to occur, the cumulative gain or loss at that
point remains in equity and is recognised in accordance with the above policy
when the transaction occurs. If the hedged transaction is no longer expected
to take place, the cumulative unrealised gain or loss recognised in equity is
reclassified in the statement of other comprehensive income immediately.

 

Financial assets

 

Under IFRS 9, on initial recognition, a financial asset is classified as
measured at amortised cost, fair value through profit or loss, or fair value
though other comprehensive income.

 

A financial asset is measured at amortised cost using the effective interest
rate if it meets both of the following conditions: it is held within a
business model whose objective is to hold assets to collect contractual cash
flows; and its contractual terms give rise on specified dates to cash flows
that are solely payments of principal and interest on the principal amount
outstanding. Under IFRS 9 trade receivables, without a significant financing
component, are classified and held at amortised cost, being initially measured
at the transaction price and subsequently measured at amortised cost less any
impairment loss.

 

IFRS 9 includes an 'expected loss' model ('ECL') for recognising impairment of
financial assets held at amortised cost. The Group has elected to measure loss
allowances for trade receivables at an amount equal to lifetime ECLs. Credit
losses are measured as the present value of all cash shortfalls (i.e. the
difference between the cash flows due to the entity in accordance with the
contract and the cash flows that the Group expects to receive).

 

When determining whether the credit risk of a financial asset has increased
significantly since initial recognition and when estimating expected credit
losses, the Group considers reasonable and supportable information that is
relevant and available without undue cost or effort. This includes both
quantitative and qualitative information and analysis based on the Group's
historical experience and informed credit assessment and including
forward-looking information. The Group performs the calculation of expected
credit losses separately for each customer group. The balances involved are
immaterial for further disclosure.

 

Financial assets at fair value through other comprehensive income

Financial assets at fair value through other comprehensive income comprise
derivative financial instruments entered into by the Group that are designated
as hedging instruments in hedge relationships as defined by IFRS 9. Financial
assets at fair value through other comprehensive income are carried in the
statement of financial position at fair value with changes in fair value
recognised in other comprehensive income.

 

Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss include derivative
financial instruments entered into by the Group that are not designated as
hedging instruments in hedge relationships as defined by IFRS 9. Financial
assets at fair value through profit or loss are carried in the statement of
financial position at fair value with changes in fair value recognised in
profit and loss.

 

Derecognition

A financial asset (or, where applicable, a part of a financial asset or part
of a group of similar financial assets) is derecognised when the rights to
receive cash flows from the asset have expired and the entity has transferred
its rights to receive cash flows from the asset or has assumed an obligation
to pay the received cash flows in full and either (a) the entity has
transferred substantially all the risks and rewards of the asset, or (b) the
entity has neither transferred nor retained substantially all the risks and
rewards of the asset, but has transferred control of the asset.

 

Impairment of financial assets

The Group assesses at each reporting date, on a forward-looking basis the ECLs
associated with our financial assets carried at amortised cost.

 

Financial liabilities

 

Initial recognition and measurement

Financial liabilities within the scope of IFRS 9 are classified as financial
liabilities at fair value through profit or loss or other financial
liabilities. The entity determines the classification of its financial
liabilities at initial recognition. All financial liabilities are recognised
initially at fair value.

 

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include financial
derivatives held for trading. Financial liabilities are classified as
held-for-trading if they are acquired for the purpose of selling in the near
term. This category includes derivative financial instruments entered into by
the Group. Gains or losses on liabilities held-for-trading are recognised in
profit and loss.

 

Other financial liabilities

After initial recognition, interest-bearing loans and borrowings, trade and
other payables and other liabilities are subsequently measured at amortised
cost using the effective interest rate method. Gains and losses are recognised
in the statement of comprehensive income when the liabilities are derecognised
as well as through the effective interest rate method (EIR) amortisation
process.

 

Amortised cost is calculated by taking into account any discount or premium on
acquisition and fees or costs that are an integral part of the EIR. The EIR
amortisation is included in finance costs.

 

Derecognition

A financial liability is derecognised when the obligation under the liability
is discharged or cancelled or expires.

 

Fair value of financial instruments

The fair value of financial instruments that are traded in active markets at
each reporting date is determined by reference to mark-to-market valuations
obtained from the relevant bank (bid price for long positions and ask price
for short positions), without any deduction for transaction costs.

 

Refinancing

Where bank borrowings are refinanced, the Group assesses whether the
transaction results in new facilities or a modification of the previous
facilities.

 

Where the transaction results in a modification of the facilities, the Group
assesses whether that modification is substantial by reference both to whether
the present value of the cash flows of the new facilities is more than 10%
different to the present value of the cash flows of the previous facilities
and by reference to any qualitative differences between the old and new
agreements.

 

Where a modification is substantial, the Group derecognises the original
liability and recognises a new liability for the modified facilities with any
transaction costs expensed to the income statement. Where the modification is
non-substantial, the Group amends the carrying amount of the liability to
reflect the updated cash flows and amends the EIR from the modification date.

 

Cash and cash equivalents

 

Cash and cash equivalents comprise of cash at bank and in hand, less bank
overdrafts to the extent the Group have the right to offset and settle these
balances net.

 

The Group's cash and cash equivalents balance includes £38m (2024: £54m) of
credit card receivables due to be received within three working days of the
year-end date.

 

Equity

 

Equity comprises the following:

 

§  Share capital represents the nominal value of equity shares;

§ Share premium represents the excess of the consideration made for the
shares, over and above the nominal valuation of those shares;

§  Retained earnings reserve represents retained profits;

§ Hedging reserve representing the fair value of the derivatives held by the
Group at the period end that are accounted for under hedge accounting and that
represent effective hedges;

§ Legal reserve representing the statutory reserve required by Luxembourg law
as an apportionment of profit within each Luxembourg company;

§  Merger reserve representing the reserve created during the reorganisation
of the Group in 2014; and

§ Foreign exchange reserve represents the cumulative differences arising in
retranslation of the subsidiaries and associate's results.

 

Foreign currency translation

 

These consolidated financial statements are presented in pounds sterling.

 

The following Group companies have a functional currency of pounds sterling:

 

·    B&M European Value Retail S.A.

·    B&M European Value Retail 1 S.à r.l. (Lux Holdco)

·    B&M European Value Retail Holdco 1 Ltd (UK Holdco 1)

·    B&M European Value Retail Holdco 2 Ltd (UK Holdco 2)

·    B&M European Value Retail Holdco 3 Ltd (UK Holdco 3)

·    B&M European Value Retail Holdco 4 Ltd (UK Holdco 4)

·    EV Retail Ltd

·    B&M Retail Ltd

·    Opus Homewares Ltd

·    Heron Food Group Ltd

·    Heron Foods Ltd

·    Cooltrader Ltd

·    Heron Properties (Hull) Ltd

·    Centz N.I. Limited

 

The following Group companies have a functional currency of the Euro:

 

·    B&M European Value Retail 2 S.à r.l. (SBR Europe)

·    B&M France SAS

·    B&M European Value Retail Germany GmbH (Germany Holdco)

 

The Group companies whose functional currency is the Euro have been
consolidated into the Group via retranslation of their results in line with
IAS 21 'Effects of Changes in Foreign Exchange Rates'. The assets and
liabilities are translated into pounds sterling at the period end exchange
rate. The revenues and expenses are translated into pounds sterling at the
average monthly exchange rate during the period. Any resulting foreign
exchange difference is cumulatively recorded in the foreign exchange reserve
with the annual effect being charged or credited to other comprehensive
income.

 

Transactions entered into by the company in a currency other than the currency
of the primary economic environment in which it operates (the "functional
currency") are recorded at the rates ruling when the transactions occur.
Foreign currency monetary assets and liabilities are translated at the rates
ruling at the balance sheet date. Exchange differences arising on the
retranslation of unsettled monetary assets and liabilities are recognised
immediately in profit or loss.

 

Pension costs

 

The Group operates a defined contribution scheme and contributions are charged
to profit or loss in the period in which they are incurred.

 

Provisions

 

Provisions are recognised when a present obligation (legal or constructive)
exists as a result of a past event and where it is probable that an outflow of
resources embodying economic benefits will be required to settle the
obligation and the amount can be reliably estimated. Provisions are discounted
where the time value of money is considered to be material.

 

The property provision contains expected dilapidation costs, which covers
expected dilapidation costs for any lease considered onerous, any related to
stores recently closed, any stores which are planned or at risk of closure and
those stores occupied but not under contract. At the period end, 146 stores
were provided against (2024: 109). This year-on-year increase is reflective of
the rolling number of out of contract leases which increases as the store
estate increases, and against each of which we hold a small dilapidations
provision.

 

We do not provide against stores which are under contract and not considered
at risk of closure (comprising the majority of the estate) as management
consider that such a provision would be minimal as a result of regular store
maintenance and limited fixed fit out costs.

 

We also provide against the terminal dilapidation expense on our major
distribution centres, which is built up over the term of the leases held over
those distribution centres.

 

Climate change considerations

In preparing the financial statements, the Group has considered the impact of
climate change, particularly in the context of the TCFD disclosures and the
Group's ESG strategy included in the Annual Report.

 

The Group's existing fixed asset replacement programme is phased over several
years and therefore any changes in the requirements associated with climate
change would not have a material impact in any given year. The costs expected
to be incurred in connection with the Group's commitments are included within
the Group's budget used to support the going concern and viability assessments
and the impairment reviews of non-current assets.

 

Given the identified risks are expected to be present in the medium to
long-term, the impact of climate change on the going concern and viability of
the Group over the next three years is not expected to be material and is
therefore not currently classified as a key source of estimation of
uncertainty.

 

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. However, existing circumstances and assumptions about future
developments 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.

 

Critical judgements

 

Investments in associates

 

Multi-lines International Company Ltd (Multi-lines), which is 50% owned by the
Group, has been judged 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, B&M Group does not have voting rights or substantive
rights. 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, therefore,
it has been treated as such within these consolidated financial statements.

 

Hedge accounting

 

The Group hedge accounts for stock purchases made in US Dollars.

 

There is significant management judgement involved in forecasting the level of
dollar purchases to be made within the period that the forward hedge has been
bought for.

 

Management takes a cautious view that no more than 80% of the operational
hedging in place can be subject to hedge accounting, due to forecast
uncertainties, and assesses every forward hedge taken out, on inception, if
that figure should be reduced further by considering general purchasing
trends, and discussion of specific purchasing decisions.

 

Estimation uncertainty

 

There are no areas of estimation uncertainty where management consider that
there is a significant risk of a material adjustment to the carrying amounts
of assets and liabilities within the next financial year.

 

Standards and interpretations not yet applied by the Group

 

The following amendments to accounting standards and interpretations, issued
by the International Accounting Standards Board (IASB), have not yet been
applied by the Group in the period. None of these are expected to have a
significant impact on the Group's consolidated results or financial position:

IASB effective for annual periods beginning on or after 1 January 2026

 Standard                                                  Summary of changes                                                             EU endorsement status

 Amendments to IFRS 9                                      The amendments provide an exception for the derecognition of financial         Not yet endorsed.

                                                         liabilities, allowing companies to derecognise its trade payable before the
 Recognition of a Financial Asset or Financial Liability   settlement date, when it uses an electronic payment system that meets all of
                                                           the exception criteria.

IASB effective for annual periods beginning on or after 1 January 2027

 Standard                                                     Summary of changes                                                             EU endorsement status

 IFRS 18 Presentation and Disclosure in Financial Statements  The standard requires the presentation of two new defined subtotals in the     Not yet endorsed.
                                                              income statement - operating profit and profit before financing and income
                                                              taxes and defined categories (operating, investing and financing). The
                                                              disclosure of APMs that are not subtotalled in the financial statements must
                                                              be specified.

 

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.

 

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.

 

For management purposes, the Group is organised into three operating segments,
UK B&M, UK Heron and France B&M segments comprising the three
separately operated business units within the Group.

 

Items that fall into the corporate category, which is not a separate segment
but is presented to reconcile the balances to those presented in the main
statements, 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 average Euro rate for translation purposes was €1.1885/£ during the
year, with the period-end rate being €1.1955/£ (2024: €1.1587/£ and
€1.1694/£ respectively).

 

 52 week period to 29 March 2025        UK        UK      France    Corporate  Total

                                        B&M       Heron   B&M
                                        £'m       £'m     £'m       £'m        £'m

 Revenue                                4,483     546     542       -          5,571

 EBITDA (note 3)                        737       39      91        (27)       840
 Depreciation and amortisation          (207)     (23)    (43)      -          (273)
 Profit/(loss) before interest and tax  530       16      48        (27)       567
 Net finance expense                    (51)      (2)     (16)      (67)       (136)
 Income tax (charge)/credit             (123)     (3)     (8)       22         (112)
 Segment profit/(loss)                  356       11      24        (72)       319

 Total assets                           3,265     280     436       26         4,007
 Total liabilities                      (1,601)   (120)   (321)     (1,213)    (3,255)
 Capital expenditure*                   (103)     (14)    (16)      -          (133)

 

 

 53 week period to 30 March 2024        UK        UK      France    Corporate  Total

                                        B&M       Heron   B&M
                                        £'m       £'m     £'m       £'m        £'m

 Revenue                                4,410     560     514       -          5,484

 EBITDA (note 3)                        743       50      89        (17)       865
 Depreciation and amortisation          (195)     (23)    (40)      -          (258)
 Profit/(loss) before interest and tax  548       27      49        (17)       607
 Net finance expense                    (48)      (1)     (14)      (46)       (109)
 Income tax (charge)/credit             (127)     (6)     (9)       11         (131)
 Segment profit/(loss)                  373       20      26        (52)       367

 Total assets                           2,905     284     413       23         3,625
 Total liabilities                      (1,491)   (119)   (307)     (974)      (2,891)
 Capital expenditure*                   (97)      (15)    (14)      -          (126)

 

* Capital expenditure includes both tangible and intangible capital.

 

Adjusted operating profit by segment is equal to the profit before interest
and tax figures given above.

Revenue is disaggregated geographically as follows:

 

 Period to                           52 weeks ended  53 weeks ended

                                     29 March        30 March

                                     2025            2024
                                     £'m             £'m

 Revenue due from UK operations      5,029           4,970
 Revenue due from French operations  542             514
 Overall revenue                     5,571           5,484

 

Non-current assets (excluding deferred tax and financial instruments) are
disaggregated geographically as follows:

 

 As at                       29 March  30 March

                             2025      2024
                             £'m       £'m

 UK operations               2,381     2,315
 French operations           271       254
 Luxembourg operations       7         5
 Overall non-current assets  2,659     2,574

 

The Group operates a small wholesale operation, with the relevant
disaggregation of revenue as follows:

 

 Period to                            52 weeks ended  53 weeks ended

                                      29 March        30 March

                                      2025            2024
                                      £'m             £'m

 Revenue due to sales made in stores  5,541           5,454
 Revenue due to wholesale activities  30              30
 Overall revenue                      5,571           5,484

 

3          Reconciliation of non-IFRS measures from the statement of
comprehensive income

 

The Group reports a selection of alternative performance measures as detailed
below. The Directors believe that these measures provide additional
information that is useful to the users of the accounts.

 

EBITDA, adjusted EBITDA, adjusted operating profit and adjusted profit are all
non-IFRS measures and therefore a reconciliation from the statement of
comprehensive income is set out below.

 

 Period to                                                 52 weeks ended 29 March  53 weeks ended

                                                           2025                     30 March

                                                                                    2024
                                                           £'m                      £'m

 Profit on ordinary activities before interest and tax     567                      607
 Add back depreciation and amortisation                    273                      258
 EBITDA                                                    840                      865
 Costs in relation to significant property transactions    5                        9
 Costs in relation to significant infrastructure projects  4                        -
 Group trading director settlement                         12                       -
 Non-underlying impact of foreign exchange                 3                        (2)
 Adjusted EBITDA                                           864                      872
 Depreciation and amortisation                             (273)                    (258)
 Adjusted operating profit                                 591                      614
 Interest costs related to lease liabilities (note 6)      (77)                     (69)
 Net other finance costs (note 6)                          (59)                     (44)
 Adjusted profit before tax                                455                      501
 Adjusted tax                                              (118)                    (132)
 Adjusted profit for the period                            337                      369

 

On a pre-IFRS 16 basis, the costs in relation to significant infrastructure
projects adjusting item was £5m and the total of the pre-IFRS 16 adjusting
items was £25m compared to the £24m above on a post-IFRS 16 basis (2024: no
differences).

 

Adjusted EBITDA (pre-IFRS 16), adjusted operating profit (pre-IFRS 16) and
adjusted profit (pre-IFRS 16) are also non-IFRS measures and are reconciled as
follows:

 

 Period to                                     52 weeks ended    53 weeks ended

                                               29 March          30 March

                                               2025              2024
                                               £'m               £'m

 EBITDA (above)                                840               865
 Remove effects of IFRS 16 on EBITDA           (245)             (243)
 EBITDA (pre-IFRS 16)                          595               622
 Adjusting items (above)                       25                7
 Adjusted EBITDA (pre-IFRS 16)                 620               629
 Pre-IFRS 16 depreciation and amortisation     (92)              (82)
 Adjusted operating profit (pre-IFRS 16)       528               547
 Net other finance costs                       (59)              (44)
 Adjusted profit before tax (pre-IFRS 16)      469               503
 Adjusted tax                                  (122)             (133)
 Adjusted profit (pre-IFRS 16) for the period  347               370

 

The effects of IFRS 16 on EBITDA caption reflects the difference between IAS
17 and IFRS 16 accounting and largely consists of the additional rent expense
the Group would have incurred under the IAS 17 standard.

 

Adjusting items include gains and losses associated with any significant
projects and the non-underlying impact of foreign exchange.

In reference to the captions in the tables above;

 

Costs in relation to significant property transactions includes the expenses
associated with the acquisition of options in relation to several ex-Wilko and
ex-Homebase stores. These deals are now completed and no further expense is
expected in relation to these transactions.

 

Costs in relation to significant infrastructure projects includes the
pre-operational costs of the Ellesmere Port site and disruption costs around
building and implementing the technical infrastructure to enable our DC
expansion project to proceed in France.

 

Both projects are significant in nature, with Ellesmere Port representing the
largest infrastructure project within the Group since Bedford opened in 2020,
and the French project representing a step change in the capacity of that
segment.

 

In France, the disruption costs experienced have been calculated by reference
to increased cost to serve per volume unit, which was driven by increased
headcount required over a specific time period within the year. These costs
have normalised prior to the year-end date.

 

The overall French expansion project is scheduled to complete in early FY27
and our Ellesmere Port site is expected to be fully operational in late FY26,
with further costs expected to accrue over those time periods.

 

Group trading director settlement represents the sum payable to the former
Group trading director following revised agreements being made with this
director in June and December 2024. These agreements included specifying his
retirement as director of Group subsidiaries in March 2025, and his
entitlement to £5m termination and £6m consultancy payments in relation to
the periods in FY25 (after June 2024) and FY26 respectively, with the
remainder of the presented adjusting item consisting of employer payroll
taxes.

 

The sums payable are in full and final settlement of the maximum sums payable
under the previously announced retention agreement in respect of the same two
periods. In entering into the revised agreements it was expected that a degree
of involvement as a consultant would be required in FY26 to ensure a smooth
transition. However, following the quick and successful transitional period
that has already taken place for that role, this is no longer expected and as
such the £6m consultancy payment has subsequently been considered to be a
provision by Group management and has been recognised in FY25.

 

The adjusting item does not include the former Group trading director's
salary, benefits or annual bonus or the full costs of the newly appointed
trading director. It is considered by management to be an adjusting item as it
is material and one-off in nature and does not relate to the ongoing trade of
the Group.

 

The settlement in relation to the Group CEO, which includes in FY25 the costs
of all payments due in respect of his notice period, has not been included as
an adjusting item as this agreement is in-line with usual settlements in
relation to directors.

 

Non-underlying impact of foreign exchange includes the fair value of
derivatives which have yet to mature and any gains or losses in relation to
foreign exchange on intercompany balances only.

 

Whilst the business is undergoing a corporate redomicile and has incurred £1m
of expenses in relation to this to the year end date, it has not been included
as an adjusting item as it has not had a meaningful impact in the presented
period. We expect that substantial costs will be incurred in FY26, with the
project planned to complete before the end of calendar 2025. We therefore
expect to include those costs as an adjusting item in our FY26 set of
accounts.

 

Adjusted tax represents the tax charge per the statement of comprehensive
income as adjusted only for the effects of the adjusting items detailed above.

 

The following table reconciles the statutory figures to the adjusted and
adjusted (pre-IFRS 16) figures in the statutory profit and loss format on a
line-by-line basis:

 

 52-week period to 29 March 2025                Statutory figures  Adjusting  Adjusted  Impact of  Adjusted

                                                                   items      figures   IFRS 16    (pre-IFRS 16)
                                                £'m                £'m        £'m       £'m        £'m

 Revenue                                        5,571              -          5,571     -          5,571
 Cost of sales                                  (3,479)            -          (3,479)   -          (3,479)
 Gross profit                                   2,092              -          2,092     -          2,092
 Depreciation and amortisation                  (273)              -          (273)     181        (92)
 Other administrative expenses                  (1,253)            24         (1,229)   (244)      (1,473)
 Operating profit                               566                24         590       (63)       527
 Share of profits in associates                 1                  -          1         -          1
 Profit before interest and tax                 567                24         591       (63)       528
 Finance costs relating to right-of-use assets  (77)               -          (77)      77         -
 Other finance costs                            (66)               -          (66)      (0)        (66)
 Finance income                                 7                  -          7         -          7
 Profit before tax                              431                24         455       14         469
 Income tax expense                             (112)              (6)        (118)     (4)        (122)
 Profit for the period                          319                18         337       10         347

 

 53-week period to 30 March 2024                Statutory figures  Adjusting  Adjusted figures  Impact of  Adjusted

                                                                   items                        IFRS 16    (pre-IFRS 16)
                                                £'m                £'m        £'m               £'m        £'m

 Revenue                                        5,484              -          5,484             -          5,484
 Cost of sales                                  (3,449)            -          (3,449)           -          (3,449)
 Gross profit                                   2,035              -          2,035             -          2,035
 Depreciation and amortisation                  (258)              -          (258)             176        (82)
 Other administrative expenses                  (1,169)            7          (1,162)           (243)      (1,405)
 Operating profit                               608                7          615               (67)       548
 Share of losses in associates                  (1)                -          (1)               -          (1)
 Profit before interest and tax                 607                7          614               (67)       547
 Finance costs relating to right-of-use assets  (69)               -          (69)              69         -
 Other finance costs                            (50)               1          (49)              -          (49)
 Finance income                                 10                 (5)        5                 -          5
 Profit before tax                              498                3          501               2          503
 Income tax expense                             (131)              (1)        (132)             (1)        (133)
 Profit for the period                          367                2          369               1          370

 

The tables below give the reconciliation between the operating profit and
adjusted EBITDA (pre-IFRS 16) by segment:

 

 52-week period to 29 March 2025              UK        UK      France    Corporate  Total

                                              B&M       Heron   B&M
                                              £'m       £'m     £'m       £'m        £'m

 Profit/(loss) before interest and tax        530       16      48        (27)       567
 Adjusting items (above)                      -         -       -         24         24
 Adjusted operating profit/(loss)             530       16      48        (3)        591
 Depreciation and amortisation (pre-IFRS 16)  66        14      12        -          92
 Impact of IFRS 16                            (51)      (0)     (12)      0          (63)
 Adjusted EBITDA (pre-IFRS 16)                545       30      48        (3)        620

 53-week period to 30 March 2024              UK        UK      France    Corporate  Total

                                              B&M       Heron   B&M
                                              £'m       £'m     £'m       £'m        £'m

 Profit/(loss) before interest and tax        548       27      49        (17)       607
 Adjusting items (above)                      -         -       -         7          7
 Adjusted operating profit/(loss)             548       27      49        (10)       614
 Depreciation and amortisation (pre-IFRS 16)  59        13      10        -          82
 Impact of IFRS 16                            (51)      (4)     (12)      -          (67)
 Adjusted EBITDA (pre-IFRS 16)                556       36      47        (10)       629

 

 

The segmental split in EBITDA and adjusted EBITDA reconciles as follows:

 

 52-week period to 29 March 2025         UK        UK      France    Corporate  Total

                                         B&M       Heron   B&M
                                         £'m       £'m     £'m       £'m        £'m

 Profit/(loss) before interest and tax   530       16      48        (27)       567
 Add back depreciation and amortisation  207       23      43        -          273
 EBITDA                                  737       39      91        (27)       840
 Adjusting items (above)                 -         -       -         24         24
 Adjusted EBITDA                         737       39      91        (3)        864

 

 53-week period to 30 March 2024         UK        UK      France    Corporate  Total

                                         B&M       Heron   B&M
                                         £'m       £'m     £'m       £'m        £'m

 Profit/(loss) before interest and tax   548       27      49        (17)       607
 Add back depreciation and amortisation  195       23      40        -          258
 EBITDA                                  743       50      89        (17)       865
 Adjusting items (above)                 -         -       -         7          7
 Adjusted EBITDA                         743       50      89        (10)       872

 

Adjusted EPS and diluted EPS measures are reconciled in note 11.

 

Post-tax free cash flow is reconciled to the consolidated statement of cash
flows as follows:

 

 Period ended                                                 52 weeks ended  53 weeks ended

                                                              29 March        30 March

                                                              2025            2024
                                                              £'m             £'m

 Cash flows from operating activities                         784             862
 Income tax paid                                              (109)           (116)
 Purchase of property, plant and equipment                    (131)           (123)
 Purchase of intangible assets                                (2)             (3)
 Proceeds from sale of property, plant and equipment          22              2
 Repayment of the principal in relation to lease liabilities  (176)           (171)
 Payment of interest in relation to right-of-use assets       (77)            (69)
 Post-tax free cash flow                                      311             382

 

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          Reconciliation of the 52-week results from the 53-week
adjusted results

 

Our prior year comparatives are on a 53-week basis. Group management consider
that presenting an adjusted 52-week result is helpful to the users of this
annual report in order to directly compare like-for-like periods.

 

Therefore, we present a reconciliation to an adjusted 52-week statement of
comprehensive income derived from the adjusted 53-week statement of
comprehensive income by removing the final week of the previous financial
year. The adjusting items are those detailed in note 3.

 

 Adjusted                                       52 weeks ended  52 weeks ended      Week 53    53 weeks ended

                                                29 March 2025   23 March 2024   £'m            30 March 2024

£'m
                                                £'m             £'m

 Revenue                                        5,571           5,372           112            5,484
 Cost of sales                                  (3,479)         (3,379)         (70)           (3,449)
 Gross profit                                   2,092           1,993           42             2,035
 Operating costs                                (1,472)         (1,377)         (29)           (1,406)
 Adjusted EBITDA (pre-IFRS 16)                  620             616             13             629
 Depreciation and amortisation (pre-IFRS 16)    (92)            (80)            (2)            (82)
 Operating impact of IFRS 16                    63              66              1              67
 Adjusted operating profit                      591             602             12             614
 Adjusting items                                (24)            (7)             (0)            (7)
 Profit before interest and tax                 567             595             12             607
 Finance costs relating to right-of-use assets  (77)            (68)            (1)            (69)
 Other net finance costs                        (59)            (39)            (1)            (40)
 Profit before tax                              431             488             10             498

 

5          Operating profit

The following items have been charged in arriving at operating profit:

 Period ended                                                              52 weeks ended  53 weeks ended

                                                                           29 March        30 March

                                                                           2025            2024
                                                                           £'m             £'m

 Auditor's remuneration                                                    1               1
 Payments to auditors in respect of non-audit services:
 Other assurance services                                                  0               0
 Cost of inventories recognised as an expense (included in cost of sales)  3,479           3,449
 Depreciation of owned property, plant and equipment                       88              79
 Amortisation (included within administration costs)                       2               2
 Depreciation of right-of-use assets                                       183             177
 Impairment of right-of-use assets                                         3               5
 Operating lease rentals                                                   4               3
 Sublet income                                                             (2)             (2)
 Other operational income                                                  (9)             (6)
 (Profit)/loss on sale of property, plant and equipment                    (0)             1
 Profits on sale and leasebacks                                            (0)             -
 Loss on foreign exchange                                                  1               7

 

6          Finance costs and finance income

Finance costs include all interest-related income and expenses.  The
following amounts have been included in the continuing profit line for each
reporting period presented:

 

                                                               52 weeks ended  53 weeks ended

 Period ended                                                  29 March        30 March

                                                               2025            2024
                                                               £'m             £'m

 Interest on debt and borrowings                               (63)            (47)
 Ongoing amortisation of finance fees                          (2)             (2)
 Interest rate swap derivative                                 (1)             (0)
 Total adjusted finance expense                                (66)            (49)
 Release of remaining unamortised fees on previous facilities  -               (1)
 Total other finance expense                                   (66)            (50)
 Finance costs on lease liabilities                            (77)            (69)
 Total finance expense                                         (143)           (119)

 

The finance expense reconciles to the statement of cash flows as follows:

 

 Period ended                                                  52 weeks ended  53 weeks ended

                                                               29 March        30 March

                                                               2025            2024
                                                               £'m             £'m
 Cash
 Finance costs paid in relation to debt and borrowings         56              41
 Finance costs paid in relation to lease liabilities           77              69
 Fees paid in relation to refinancing                          4               15
 Finance costs paid                                            137             125

 Non-cash
 Movement of accruals in relation to debt and borrowings       7               6
 Capitalisation of paid fees in relation to new facilities     (4)             (15)
 Release of remaining unamortised fees on previous facilities  -               1
 Ongoing amortisation of finance fees                          2               2
 Interest rate swap derivative                                 1               (0)
 Total finance expense                                         143             119

 

 Period ended                                 52 weeks ended  53 weeks ended

                                              29 March        30 March

                                              2025            2024
                                              £'m             £'m

 Interest income on loans and bank accounts   7               4
 Interest income on overpaid corporation tax  -               1
 Total adjusted finance income                7               5
 Gain on tender of corporate bonds            -               5
 Total finance income                         7               10

 

Total net adjusted finance costs are therefore:

 

 Period ended                      52 weeks ended  53 weeks ended

                                   29 March        30 March

                                   2025            2024
                                   £'m             £'m

 Total adjusted finance expense    (66)            (49)
 Total adjusted finance income     7               5
 Total net adjusted finance costs  (59)            (44)

 

7          Employee remuneration

Expense recognised for employee benefits is analysed below:

 

 Period ended                           52 weeks ended  53 weeks ended

                                        29 March        30 March

                                        2025            2024
                                        £'m             £'m

 Wages and salaries                     719             657
 Social security costs                  56              47
 Share-based payment expense            3               3
 Pensions - defined contribution plans  12              10
 Total remuneration                     790             717

 

There are £2m of defined contribution pension liabilities owed by the Group
at the period end (2024: £2m).

 

B&M France operates a scheme where they must provide a certain amount per
employee to pay upon their retirement date. The accrual on this scheme at the
period end was <£1m (2024: <£1m).

 

The average monthly number of persons employed by the Group during the period
was:

 

 Period ended    52 weeks ended  53 weeks ended

                 29 March        30 March

                 2025            2024

 Sales staff     39,347          39,928
 Administration  1,294           1,187
 Total staff     40,641          41,115

 

8          Key management remuneration

Key management personnel and Directors' remuneration includes the following:

 

 Period ended                                                 52 weeks ended  53 weeks ended

                                                              29 March        30 March

                                                              2025            2024
                                                              £'m             £'m
 Directors' remuneration:
 Short-term employee benefits                                 4               4
 Termination payments                                         1               -
 Benefits accrued under the share option scheme               0               1
 Pension                                                      -               0
 Total                                                        5               5

 Key management expense (includes Directors' remuneration):
 Short-term employee benefits                                 13              14
 Termination payments                                         7               -
 Benefits accrued under the share option scheme               1               1
 Pension                                                      0               0
 Other long-term benefits                                     1               -
 Total                                                        22              15

 Amounts in respect of the highest paid director emoluments:
 Short-term employee benefits                                 2               3
 Termination payments                                         1               -
 Benefits accrued under the share option scheme               0               0
 Pension                                                      -               0
 Total                                                        3               3

 

The emoluments disclosed above are of the Directors and key management
personnel who have served as a Director within any of the continuing Group
companies.

 

9          Share options

The Group operates three equity-settled share option schemes which split down
to various tranches. Details of these schemes follow.

1) Long-Term Incentive Plan (LTIP) awards

 

The LTIP was re-adopted by the Board on 23 July 2024. No grant under this
scheme can be made more than 10 years after this date. The previous LTIP was
adopted by the Board on 29 May 2014 and expired on 29 May 2024.

 

Eligibility

Employees and Executive Directors of the Group are eligible for the LTIP and
the awards are made at the discretion of the remuneration committee.

 

Limits & pricing

A fixed number of options are offered to each participant, with the pricing
set at £nil. The options offered to each individual cannot exceed a total
value of 250% of the participants base salary where the value is measured as
the market value of the shares on grant multiplied by the number of options
awarded, with the whole scheme limited to 10% of the share capital in issue.

 

Dividend credits

All participants in LTIP awards are entitled to dividend credits, where the
notional dividend they would have received on the maximum number of shares
available under their award is converted into new share options and added to
the award based upon the share price on the date of the dividend. These
additional awards have been reflected in the tables below.

 

Vesting & exercise

The share options are subject to a set of conditions measured over a
three-year performance period as follows:

 

LTIP Executive ("A") awards

 

·    50% of the awards are subject to a TSR performance condition, where
the Group's TSR over the performance period is compared with a comparator
group. The awards vest on a sliding scale where the full 50% is awarded if the
Group falls in the upper quartile, 12.5% vests if the Group falls exactly at
the median, and 0% below that.

 

·    50% of the awards are subject to a diluted EPS performance target. The
awards vest on sliding scales based upon the EPS as follows:

 

 Award       EPS as at  50% paid at  42.5% paid at  12.5% paid at
 LTIP 2018A  March-21   28.0p        N/A            23.0p
 LTIP 2019A  March-22   33.0p        N/A            27.0p
 LTIP 2020A  March-23   30.0p        N/A            25.0p
 LTIP 2021A  March-24   45.0p        N/A            37.0p
 LTIP 2022A  March-25   50.0p        N/A            42.0p
 LTIP 2023A  March-26   43.9p        N/A            37.9p
 LTIP 2024A  March-27   47.4p        42.3p          38.3p

 

Below the 12.5% boundary, no options vest. Diluted EPS is defined as adjusted
(pre-IFRS 16) diluted EPS on all schemes until LTIP 2024A where it is adjusted
diluted EPS, see note 11.

 

·    The performance period is the three years ending the period end
specified in the EPS table above.

·    Once the performance period concludes, the calculated number of share
options remaining are then subject to a two-year holding period.

·    The share options vest at the conclusion of the holding period.

 

LTIP Restricted ("B") awards

 

·    Group EBITDA must be positive in each year of the LTIP.

·    The awards also have an employee performance condition attached.

 

Vested awards can be exercised up to the tenth anniversary of grant.

 

Tranches

 

There have been several awards of the LTIP, with the details as follows.

 

Note that the LTIP Executive awards have been split into the element subject
to the TSR (50%) and the element subject to the EPS (50%) since these were
valued separately.

 

The TSR awards market condition has been included in the fair value
calculation for those awards while all non-market conditions have not been
included. Expected volatility has been calculated based upon the historic
share price volatility of the Group and those of comparable companies.

 

The key information used in the valuation of these tranches is as follows:

 

 Scheme     Date of grant  Original options granted  Fair value of each option  Risk free rate  Expected life (years)  Volatility
 2018A-TSR  7 Aug 17       40,610                    272p                       0.52%           5                      32%
 2018A-EPS  7 Aug 17       40,610                    351p                       0.52%           5                      32%
 2019A-TSR  22 Aug 19      275,640.5                 251p                       0.37%           5                      31%
 2019A-EPS  22 Aug 19      275,640.5                 361p                       0.37%           5                      31%
 2020A-TSR  30 Jul 20      141,718                   409p                       -0.11%          5                      48%
 2020A-EPS  30 Jul 20      141,718                   464p                       -0.11%          5                      48%
 2021A-TSR  3 Aug 21       218,861                   354p                       0.23%           5                      37%
 2021A-EPS  3 Aug 21       218,861                   560p                       0.23%           5                      37%
 2022A-TSR  17 Nov 22      309,342                   124p                       3.16%           5                      31%
 2022A-EPS  17 Nov 22      309,342                   386p                       3.16%           5                      31%
 2023A-TSR  1 Aug 23       224,422                   409p                       4.75%           5                      32%
 2023A-EPS  1 Aug 23       224,422                   548p                       4.75%           5                      32%
 2024A-TSR  1 Aug 24       342,624                   174p                       4.04%           5                      31%
 2024A-EPS  1 Aug 24       342,625                   456p                       4.04%           5                      31%
 2020/B1    30 Jul 20      303,092                   463p                       -0.12%          3                      39%
 2021/B1    3 Aug 21       281,950                   560p                       0.12%           3                      42%
 2022/B1    3 Aug 22       396,877                   437p                       1.75%           3                      32%
 2022/B2    15 Dec 22      3,641                     412p                       1.75%           3                      32%
 2023/B1    1 Aug 23       414,833                   548p                       4.77%           3                      31%
 2024/B1    1 Aug 24       554,001                   455p                       3.77%           3                      31%

 

 

 Scheme     Options at 30 Mar 24  Granted  Dividend credit  Forfeited  Exercised  Options at 29 Mar 25
 2019A-TSR  312,583*              -        6,467            -          (319,050)  -
 2019A-EPS  312,583*              -        6,467            -          (319,050)  -
 2020A-TSR  197,369*              -        17,023           -          -          214,392*
 2020A-EPS  197,369*              -        17,023           -          -          214,392*
 2021A-TSR  191,790               -        14,537           (23,247)   -          183,080*
 2021A-EPS  191,790               -        8,013            (98,887)   -          100,916*
 2022A-TSR  349,537               -        30,148           -          -          379,685
 2022A-EPS  349,537               -        30,148           -          -          379,685
 2023A-TSR  235,204               -        20,286           (57,073)   -          198,417
 2023A-EPS  235,204               -        20,286           (57,072)   -          198,418
 2024A-TSR  -                     342,624  22,005           (177,332)  -          187,297
 2024A-EPS  -                     342,625  22,005           (177,332)  -          187,298
 2021/B1    251,134               -        5,031            (2,182)    (248,414)  5,569
 2022/B1    380,862               -        32,183           (27,299)   -          385,746
 2022/B2    4,061                 -        350              -          -          4,411
 2023/B1    387,478               -        32,344           (59,714)   -          360,108
 2024/B1    -                     554,001  35,053           (96,397)   -          492,657

 

 Scheme     Options at 25 Mar 23  Granted  Dividend credit  Forfeited  Exercised  Options at 30 Mar 24
 2018A-TSR  230,321*              -        3,978            -          (234,299)  -
 2018A-EPS  297,452*              -        5,138            -          (302,590)  -
 2019A-TSR  293,188*              -        19,395           -          -          312,583*
 2019A-EPS  293,188*              -        19,395           -          -          312,583*
 2020A-TSR  185,124               -        12,245           -          -          197,369*
 2020A-EPS  185,124               -        12,245           -          -          197,369*
 2021A-TSR  251,037               -        11,899           (71,146)   -          191,790
 2021A-EPS  251,037               -        11,899           (71,146)   -          191,790
 2022A-TSR  327,851               -        21,686           -          -          349,537
 2022A-EPS  327,851               -        21,686           -          -          349,537
 2023A-TSR  -                     224,422  10,782           -          -          235,204
 2023A-EPS  -                     224,422  10,782           -          -          235,204
 2020/B1    302,339               -        4,789            (2,817)    (304,311)  -
 2021/B1    257,138               -        15,921           (21,925)   -          251,134
 2022/B1    408,264               -        24,705           (52,107)   -          380,862
 2022/B2    3,809                 -        252              -          -          4,061
 2023/B1    -                     414,833  18,058           (45,413)   -          387,478

 

*These share options are in a two-year holding period.

 

2) Deferred Bonus Share Plan (DBSP) awards

 

The DBSP was adopted by the Board on 30 July 2018. No grant under this scheme
can be made more than 10 years after this date.

 

The DBSP differs from the LTIP awards in that there are no vesting conditions.

 

The scheme has been set up in order to allocate a specified proportion of the
Executive Director's annual bonus into £nil price share options which are
then placed in holding for three years.

 

As there are no vesting conditions, these awards have been valued at the
amount of the bonus to be converted into share options under the scheme.

 

There are annual awards of the scheme. The 2025 award will be made after this
set of statutory accounts have been published and will therefore be reported
in the next Annual Report.

 

 Scheme                 Options at 30 Mar 24  Granted  Dividend credit  Forfeited  Exercised  Options at 29 Mar 25
 2021 Bonus allocation  104,359               -        2,160            -          (106,519)  -
 2022 Bonus allocation  324,517               -        27,990           -          -          352,507
 2023 Bonus allocation  165,640               -        14,289           -          -          179,929
 2024 Bonus allocation  -                     244,969  21,127           -          -          266,096

 

 Scheme                 Options at 25 Mar 23  Granted  Dividend credit  Forfeited  Exercised  Options at 30 Mar 24
 2020 Bonus allocation  59,673                -        1,031            -          (60,704)   -
 2021 Bonus allocation  97,885                -        6,474            -          -          104,359
 2022 Bonus allocation  304,382               -        20,135           -          -          324,517
 2023 Bonus allocation  -                     155,365  10,275           -          -          165,640

 

The fair values of the presented schemes on inception were £1.2m (2024),
£0.8m (2023), £1.1m (2022), £0.5m (2021) and £0.2m (2020).

 

3) Specific LTIP awards

 

The remuneration committee are able to award specific share schemes under the
LTIP framework, where considered appropriate. There were two such schemes,
both relating to the buy-out of executive share option schemes held prior to
appointment with the business. Both schemes had no vesting conditions but were
time limited with details given below.

 

 Scheme          Options at 30 Mar 24  Granted  Dividend credit  Forfeited  Exercised  Options at 29 Mar 25
 Buy-out Nov-24  36,601                -        1,341            -          (37,942)   -

 

 Scheme          Options at 25 Mar 23  Granted  Dividend credit  Forfeited  Exercised  Options at 30 Mar 24
 Buy-out Nov-23  34,330                -        927              -          (35,257)   -
 Buy-out Nov-24  34,330                -        2,271            -          -          36,601

 

The fair values of the presented schemes on inception were both £0.1m.

 

The summary period-end position is as follows:

 

 Period ended                                                           29 March     30 March

                                                                        2025         2024

 Share options outstanding at the start of the year                     4,227,618    4,144,323
 Share options granted during the year (including via dividend credit)  1,870,495    1,285,010
 Share options forfeited or lapsed during the year                      (776,535)    (264,554)
 Share options exercised in the year                                    (1,030,975)  (937,161)
 Share options outstanding at the end of the year                       4,290,603    4,227,618
 Of which;
 Share options that are not vested                                      2,773,722    2,576,597
 Share options that are in holding                                      1,511,312    1,651,021
 Share options that are vested and eligible for exercise                5,569        -

 

All exercised options are satisfied by the issue of new share capital. The
weighted average share price on exercise was £4.26 (2024: £5.52). All
outstanding options have a £nil (2024: £nil) exercise price and the weighted
average remaining contractual life is 1.9 years (2024: 1.7 years).

 

In the year, £3m has been charged to the consolidated statement of
comprehensive income in respect to the share option schemes (2024: £3m). At
the end of the year the outstanding share options had a carrying value of £8m
(2024: £7m).

 

10        Taxation

 

The relationship between the expected tax expense based on the standard rate
of corporation tax in the UK of 25% in both periods and the tax expense
actually recognised in the consolidated statement of comprehensive income can
be reconciled as follows:

 

 Period ended                                                      52 weeks ended  53 weeks ended

                                                                   29 March        30 March

                                                                   2025            2024
                                                                   £'m             £'m

 Current tax expense                                               105             122
 Deferred tax charge                                               7               9
 Total tax expense recorded in profit and loss                     112             131

 Current tax credit in other comprehensive income                  (0)             (1)
 Deferred tax charge/(credit) in other comprehensive income        1               (0)
 Total tax charge/(credit) recorded in other comprehensive income  1               (1)

 Result for the year before tax                                    431             498

 Expected tax charge at the standard tax rate                      108             124

 Effect of:
 Expenses not deductible for tax purposes                          5               6
 Income not taxable                                                (0)             (1)
 Lease accounting                                                  (1)             (0)
 Foreign operations taxed at local rates                           1               1
 Changes in the rate of corporation tax                            -               0
 Adjustment in respect of prior years                              (1)             0
 Hold over gains on fixed assets                                   1               (0)
 Relating to share options                                         0               -
 Other                                                             (1)             1
 Actual tax expense                                                112             131

 

Deferred taxation

 

 Statement of financial position                                              29 March  30 March

                                                                              2025      2024
                                                                              £'m       £'m

 Accelerated tax depreciation                                                 (24)      (17)
 Relating to intangible brand assets                                          (27)      (27)
 Fair valuing of assets and liabilities (asset)                               3         2
 Fair valuing of assets and liabilities (liability)                           (2)       (2)
 Temporary differences relating to the tax accounting for leases (asset)      92        90
 Temporary differences relating to the tax accounting for leases (liability)  (70)      (68)
 Movement in provision                                                        0         1
 Relating to share options                                                    2         4
 Held over gains on fixed assets                                              (4)       (4)
 Other temporary differences                                                  0         0
 Net deferred tax liability                                                   (30)      (21)

 Analysed as;
 Deferred tax asset                                                           5         4
 Deferred tax liability                                                       (35)      (25)

 

 Statement of comprehensive income

                                                                   52 weeks ended   53 weeks ended

                                                                   29 March         30 March

                                                                   2025             2024
                                                                   £'m              £'m

 Accelerated tax depreciation                                      (7)              (7)
 Relating to intangible brand assets                               -                (0)
 Fair valuing of assets and liabilities                            1                (2)
 Temporary differences relating to the tax accounting for leases   0                (1)
 Movement in provision                                             (0)              0
 Relating to share options                                         (2)              1
 Held over gains on fixed assets                                   (0)              -
 Other temporary differences                                       0                (0)
 Net deferred tax charge                                           (8)              (9)

 Analysed as;
 Total deferred tax charge in profit or loss                       (7)              (9)
 Total deferred tax (charge)/credit in other comprehensive income  (1)              0

 

At the period end there are £1m of unrecognised deferred tax assets within
the Group in relation to a corporate interest restriction (2024: £2m) and
£20m of unrecognised deferred tax assets in respect of carried forward losses
in our Luxembourg entities, which we do not expect to be able to utilise in
the future (2024: £19m).

 

The Group offsets tax assets and liabilities if and only if it has a legally
enforceable right to set off current tax assets and current tax liabilities
and the deferred tax assets and deferred tax liabilities relate to income
taxes levied by the same tax authority.

 

The Group has performed an assessment of the potential exposure to Pillar Two
income taxes under Luxembourg legislation with its external tax specialists.
This assessment was based upon our most recent country-by-country reporting
and the methodology we intend to use in our future country-by-country and
Pillar Two reporting and the most recent financial statements for the
constituents of the Group. Based on the assessment, the Pillar Two effective
tax rates in all the jurisdictions in which the Group have trading operations
are above 15%, which is expected to continue in future years and other
jurisdictions have been analysed to meet other safe harbour tests or are not
expected to have significant impact. We therefore intend to apply the
transitional safe harbour rules which will exempt the Group from applying the
full Pillar Two rules from the first year of their application.

 

11         Earnings per share

Basic earnings per share (EPS) 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.

 

Diluted EPS 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 (and adjusted (pre-IFRS 16)) basic and diluted EPS are calculated in
the same way as above, except using adjusted profit attributable to ordinary
equity holders of the parent, as defined in note 3.

 

There are share option schemes in place (see note 9) which have a dilutive
effect on both periods presented.

 

The following reflects the income and share data used in the EPS computations:

 

 Period ended                                                                    29 March   30 March

                                                                                  2025      2024
                                                                                 £'m        £'m

 Profit for the period attributable to owners of the parent                      319        367
 Adjusted profit for the period attributable to owners of the parent             337        369
 Adjusted (pre-IFRS 16) profit for the period attributable to owners of the      347        370
 parent
                                                                                 Thousands  Thousands

 Weighted average number of ordinary shares for basic earnings per share         1,003,386  1,002,392
 Dilutive effect of employee share options                                       1,869      2,282
 Weighted average number of ordinary shares adjusted for the effect of dilution  1,005,255  1,004,674

                                                                                 Pence      Pence
 Basic earnings per share                                                        31.8       36.6
 Diluted earnings per share                                                      31.8       36.5
 Adjusted basic earnings per share                                               33.6       36.8
 Adjusted diluted earnings per share                                             33.5       36.7
 Adjusted (pre-IFRS 16) basic earnings per share                                 34.6       36.9
 Adjusted (pre-IFRS 16) diluted earnings per share                               34.5       36.8

 

12        Investments in associates

 

 Period ended                                                            29 March  30 March

                                                                         2025      2024
                                                                         £'m       £'m
 Net book value
 Carrying value at the start of the period                               5         8
 Dividends received                                                      -         (1)
 Share of profits/(losses) in associates since the prior year valuation  1         (1)
 exercise
 Effect of foreign exchange on translation                               (0)       (1)
 Carrying value at the end of the period                                 6         5

 

The Group has a 50% interest in Multi-lines International Company Ltd
(Multi-lines), a company incorporated in Hong Kong. The principal activity of
the company is the purchase and sale of goods and their registered address is
29/F, Tower B, Capital Tower, 38 Wai Yip Street, Kowloon Bay, Hong Kong.

 

The Group has a 22.5% holding in Centz Retail Holdings Limited (Centz), a
company incorporated in Ireland. The principal activity of the company is
retail sales and their registered address is 5 Old Dublin Road, Stillorgan,
Co. Dublin.

 

None of the entities have discontinued operations or other comprehensive
income, except that on consolidation both entities have a foreign exchange
translation difference.

 

 Period ended             29 March  30 March

                          2025      2024
                          £'m       £'m
 Multi-lines
 Non-current assets       19        13
 Current assets           56        76
 Non-current liabilities  -         -
 Current liabilities      (71)      (86)
 Net assets               4         3

 Revenue                  301       242
 Profit/(loss)            1         (3)

 

 

 Period ended             29 March  30 March

                          2025      2024
                          £'m       £'m
 Centz
 Non-current assets       9         11
 Current assets           28        27
 Non-current liabilities  (6)       (11)
 Current liabilities      (11)      (9)
 Net assets               20        18

 Revenue                  65        64
 Profit                   3         2

 

The figures for both associates show 12 months to December 2024 (prior year:
12 months to December 2023), being the period used in the valuation of the
associate.

 

13        Intangible assets

 

                                  Goodwill            Software  Brands  Other  Total
                                  £'m                 £'m       £'m     £'m    £'m
 Cost or valuation
 At 25 March 2023                 921                 10        114     1      1,046
 Additions                        -                   3         -       -      3
 Disposals                        -                   (0)       -       -      (0)
 Remeasure                        -                   -         0       -      0
 Effect of retranslation          (0)                 (0)       -       (0)    (0)
 At 30 March 2024                 921                 13        114     1      1,049
 Additions                        -                   2         -       -      2
 Disposals                        -                   (0)       -       -      (0)
 Effect of retranslation          (1)                 (0)       -       (0)    (1)
 At 29 March 2025                 920                 15        114     1      1,050

 Accumulated amortisation/impairment
 At 25 March 2023                 -                   5         0       -      5
 Charge for the year              -                   2         0       -      2
 Disposals                        -                   (0)       -       -      (0)
 Effect of retranslation          -                   (0)       -       -      (0)
 At 30 March 2024                 -                   7         0       -      7
 Charge for the year              -                   2         0       -      2
 Disposals                        -                   (0)       -       -      (0)
 Effect of retranslation          -                   1         -       -      1
 At 29 March 2025                 -                   10        0       -      10

 Net book value at 29 March 2025  920                 5         114     1      1,040
 Net book value at 30 March 2024  921                 6         114     1      1,042

 

At both period ends, no software was being developed that is not yet in use,
and the Group was not committed to the purchase of any intangible assets.

 

Impairment review of intangible assets held with indefinite life

 

The Group holds the following assets with indefinite life:

 

                 29 March 2025  29 March 2025  30 March  30 March

                                               2024      2024
                 Goodwill       Brand          Goodwill  Brand
                 £'m            £'m            £'m       £'m

 UK B&M          807            99             807       99
 UK Heron        88             14             88        14
 France B&M      25             -              26        -

 

Not all items in the brand classification have an indefinite life as some are
time limited. The brand intangible assets that have been identified as having
an indefinite life are designated as such as management believe that these
assets will hold their value for an indefinite period of time. Specifically,
the B&M and Heron brands represent leading brands in their sectors with
significant histories and growth prospects.

 

The B&M France goodwill is held in Euros, with an underlying balance of
€30m (2024: €30m).

 

In each case the goodwill and brand assets have been allocated to one group of
CGUs, being the store estate within the specific segment to which those assets
relate.

 

The Group performs impairment tests at each period end. The impairment test
involves assessing the net present value of the expected cash flows in
relation to the stores within each CGU according to a number of assumptions to
calculate the value-in-use for the group of CGUs.

The key assumptions in assessing the value-in-use as at 29 March 2025 were;

 

The Group's discount rate

This was calculated using an internal CAPM model which includes external
estimates of the risk-free rate, cost of debt, equity beta and market risk
premium. It is adjusted for which country the segment is in and how large the
segment is. The discount rates have increased in the UK and decreased in
France during the year, which is reflective of changes in the risk-free rate.

 

The inflation rate for expenses

This is based upon the consumer price index for the relevant country and
official reports from the appropriate central bank.

 

Like-for-like sales growth

This is an estimate made by management which encompasses the historical sales
trends of the entity and management's assessment of how each segment will
perform in the context of the current economic environment.

 

Gross margin

The standing assumption made by management is that forecast gross margin will
be similar to that experienced in the prior year, and the result is
subsequently sensitised to the gross margin input to demonstrate the
robustness of the projection against this assumption.

 

Terminal growth rate

An estimate made by management based upon the expected position of the
business at the end of the five-year forecast period in the context of the
macro growth level of the economic environment in which that segment operates.

 

The assumptions were as follows:

 

 As at                                            29 March    30 March

                                                  2025        2024

 Discount rate (B&M UK)                           11.3%       10.2%
 Discount rate (Heron)                            13.1%       11.2%
 Discount rate (B&M France)                       10.9%       12.4%
 Inflation rate for costs (B&M UK and Heron)      2.8%/2.0%*  3.0%/2.0%*
 Inflation rate for costs (B&M France)            1.5%        3.0%/2.0%*
 Like-for-like sales growth (B&M UK)              2.0%        1.5%/2.0%*
 Like-for-like sales growth (Heron)               3.0%/2.0%*  4.0%/2.0%*
 Like-for-like sales growth (B&M France)          3.5%        6.5%/2.0%*
 Gross margin (all)                               ±0bps       ±0bps
 Terminal growth rate (B&M UK)                    1.0%        1.0%
 Terminal growth rate (Heron)                     1.7%        1.7%
 Terminal growth rate (B&M France)                1.4%        1.4%

* The first figure reflects the assumption in year one, with the following
figure representing the long-term rate.

 

These assumptions are reflected for five years in the CGU forecasts and beyond
this a perpetuity calculation is performed using the assumptions made
regarding terminal growth rates.

 

In each case, the results of the impairment tests on the continuing operations
identified that the value-in-use was in excess of the carrying value of assets
within each group of CGUs at the period-end dates. The headroom with the base
case assumptions in B&M UK was £3,804m, Heron £99m and B&M France
€937m (2024: £4,611m, £256m and €637m respectively).

 

Whilst Heron has a relatively low headroom compared to the other two entities
with a decline in total revenue of 0.6% year-on-year, the Directors consider
that when measured over a longer time period current performance is
favourable, the forecasts have been made using reasonably prudent assumptions
and that it is unlikely that a situation will arise where an impairment would
be required in that segment.

Such a situation would include like-for-like sales of below -3.5% in year one
or a gross margin fall of in excess of 197bps without any mitigating actions
taken by management, and without accounting for any new stores to be opened in
the period. Further sensitivity data is included below.

 

No other indicators of impairment were noted in the segments and the
impairment tests were sensitised with reference to the key assumptions for
reasonable possible scenarios.

 

These scenarios specifically included:

·    A drop off in sales or gross margin, modelling flat long-term
like-for-like sales and terminal growth rates.

·    Sales prices failing to keep pace with inflation such that the local
inflation rates increase 50bps without a corresponding increase in
like-for-like sales.

·    A deterioration of the credit environment, leading to a significantly
increased cost of capital of 20%.

 

To further quantify the sensitivity, the below tables demonstrate the point at
which each impairment test would first fail for changes in each of the key
assumptions in year one (except terminal growth rate from the end of year 5
and the discount rate which applies throughout), whilst assuming each other
key assumption is held level (e.g. for inflation sensitivity, the
like-for-like was not adjusted):

 

                              29 March    30 March

                              2025        2024
 B&M UK
 Discount rate                30.8%       32.5%
 Inflation rate for expenses  60.6%       73.6%
 Like-for-like sales          (19.8)%     (23.9)%
 Gross margin                 (793)bps    (916)bps
 Terminal growth rate         (35.3)%     (46.1%)

 B&M France
 Discount rate                47.0%       53.8%
 Inflation rate for expenses  88.9%       81.1%
 Like-for-like sales          (23.8)%     (19.0)%
 Gross margin                 (1,190)bps  (1,063)bps
 Terminal growth rate         (40.8)%     (55.9)%

 Heron
 Discount rate                19.5%       24.1%
 Inflation rate for expenses  14.8%       30.7%
 Like-for-like sales          (3.5)%      (9.9)%
 Gross margin                 (197)bps    (418)bps
 Terminal growth rate         (6.4)%      (17.7)%

 

14        Property, plant and equipment

 

                                  Land and buildings        Motor vehicles  Plant,                   Total

                                                                            fixtures and equipment
                                  £'m                       £'m             £'m                      £'m
 Cost or valuation
 At 25 March 2023                 99                        26              542                      667
 Additions                        8                         13              102                      123
 Disposals                        (0)                       (3)             (6)                      (9)
 Remeasure                        (0)                       0               0                        0
 Effect of retranslation          -                         (0)             (1)                      (1)
 At 30 March 2024                 107                       36              637                      780
 Additions                        6                         20              105                      131
 Disposals                        (7)                       (14)            (3)                      (24)
 Effect of retranslation          (0)                       (0)             (2)                      (2)
 At 29 March 2025                 106                       42              737                      885

 Accumulated depreciation and impairment charges
 At 25 March 2023                 17                        16              254                      287
 Charge for the period            5                         4               70                       79
 Disposals                        (0)                       (2)             (4)                      (6)
 Remeasure                        -                         0               0                        0
 Effect of retranslation          -                         (0)             (1)                      (1)
 At 30 March 2024                 22                        18              319                      359
 Charge for the period            5                         6               77                       88
 Disposals                        (1)                       (5)             (3)                      (9)
 Effect of retranslation          -                         (0)             (1)                      (1)
 At 29 March 2025                 26                        19              392                      437

 Net book value at 29 March 2025  80                        23              345                      448
 Net book value at 30 March 2024  85                        18              318                      421

 

Under the terms of the loan and notes facilities in place at 29 March 2025,
fixed and floating charges were held over £80m of the net book value of land
and buildings, £23m of the net book value of motor vehicles and £309m of the
net book value of the plant, fixtures and equipment (2024: £85m, £18m and
£285m respectively).

 

At the period end, £7m of assets were under construction (2024: £4m).

 

Included within land and buildings is land with a cost of £5m (2024: £6m)
which is not depreciated.

 

Capital commitments

 

At the period end, there were £14m of contractual capital commitments not
provided within the Group financial statements (2024: £11m).

15        Right-of-use assets

 

                      Land and buildings  Motor vehicles  Plant,                   Total

                                                          fixtures and equipment
                      £'m                 £'m             £'m                      £'m
 Net book value
 As at 25 March 2023  1,044               6               6                        1,056
 Additions            231                 2               6                        239
 Modifications        28                  -               -                        28
 Disposals            (35)                (0)             (0)                      (35)
 Impairment           (5)                 -               -                        (5)
 Depreciation         (170)               (4)             (3)                      (177)
 Foreign exchange     (5)                 (0)             (0)                      (5)
 As at 30 March 2024  1,088               4               9                        1,101
 Additions            228                 14              9                        251
 Modifications        24                  -               -                        24
 Disposals            (26)                (0)             (0)                      (26)
 Impairment           (3)                 -               -                        (3)
 Depreciation         (176)               (4)             (3)                      (183)
 Foreign exchange     (5)                 (0)             0                        (5)
 As at 29 March 2025  1,130               14              15                       1,159

 

The vast majority of the Group's leases are in relation to the property
comprising the store and warehouse network for the business. The other leases
recognised are trucks, trailers, company cars, manual handling equipment and
various fixtures and fittings. The leases are separately negotiated and no
sub-group is considered to be individually significant nor to contain
individually significant terms.

 

The Group recognises a lease term appropriate to the business expectation of
the term of use for the asset which usually assumes that all extension clauses
are taken, and break clauses are not, unless the business considers there is a
good reason to recognise otherwise.

 

At the period end, there was one property with a significant unrecognised
extension clause for which the Group has full autonomy over exercising in
2040. On the date of recognition of the relevant right-of-use asset, in March
2020, the extension period liability had a net present value of £30m.

 

There are no material covenants imposed by our right-of-use leases.

 

In the year the Group expensed £5m (2024: £4m) in relation to low value
leases and <£1m (2024: <£1m) in relation to short-term leases for
which the Group applied the practical expedient under IFRS 16.

 

The Group expensed <£1m (2024: <£1m) in relation to variable lease
payments. The agreements are ongoing and future payments are expected to be
in-line with those expensed recently.

 

The Group received £2m (2024: £2m) in relation to subletting right-of-use
assets.

 

The impairments noted in the table above are recorded when the carrying value
of a right-of-use asset exceeds the value-in-use of that asset. These arise
when we exit a store before the related lease has come to an end, or as the
outcome of our annual store impairment review. All impairments are in relation
to store leases. No impairments have been reversed in the presented periods.

 

The segmental splits of the impairments were B&M UK £1m, Heron £2m,
B&M France <£1m (2024: B&M UK £2m, Heron £2m, B&M France
<£1m).

The change in lease liability reconciles to the figures presented in the
consolidated statement of cashflows as follows:

 

                                                                            29 March  30 March

                                                                            2025      2024
                                                                            £'m       £'m

 Lease liabilities brought forward                                          1,357     1,301

 Cash
 Repayment of the principal in relation to right-of-use assets              (176)     (171)
 Payment of interest in relation to right-of-use assets                     (77)      (69)

 Non-cash
 Interest charge                                                            77        69
 Effects on lease liability relating to lease additions, modifications and  254       232
 disposals
 Effects of foreign exchange                                                (5)       (5)

 Total cash movement in the year                                            (253)     (240)
 Total non-cash movement in the year                                        326       296
 Movement in the year                                                       73        56

 Lease liabilities carried forward                                          1,430     1,357
 Of which current                                                           188       170
 Of which non-current                                                       1,242     1,187

 

Discount rates

 

Where, as in most cases, a discount rate implicit to the lease is not
available, discount rates are calculated for each lease with reference to the
underlying cost of borrowing available to the business and several other
factors specific to the asset.

 

We have calculated the weighted average discount rates and sensitivity to a
50bps change in the discount rate to the interest charge as follows:

 

                                                                      29 March  30 March

                                                                      2025      2024
 Weighted average discount rate
 Property                                                             5.5%      5.2%
 Equipment                                                            5.5%      7.3%
 All right-of-use assets                                              5.5%      5.2%

 Effect on finance costs with a change of 50bps to the discount rate  £'m       £'m
 Property                                                             7         7
 Equipment                                                            0         0
 All right-of-use assets                                              7         7

 

Sale and leasebacks

 

During the year, the business has undertaken 11 property and one tranche of
trailer sale and leasebacks (2024: none).

The details of the period transactions were as follows:

 

                                                             29 March

                                                             2025
                                                             £'m

 Consideration received                                      11
 Net book value of the assets disposed                       (6)
 Costs of sale when specifically recognised                  -
 Profit per pre-IFRS 16 accounting standards                 5
 Opening adjustment to the right-of-use asset                (5)
 Profit recognised in the statement of comprehensive income  0

 Initial right-of-use asset recognised                       6
 Initial lease liability recognised                          (11)

 

The pre-IFRS 16 profit is higher because the provisions of IFRS 16 require
that a portion of the profit relating to the sale and leaseback is instead
recognised as a reduction in the opening right-of-use asset, and therefore the
benefit is released over the term of the contract.

 

16        Inventories

 As at             29 March  30 March

                   2025      2024
                   £'m       £'m

 Goods for resale  883       776

 

Included in the amount above was a net charge of <£1m related to inventory
provisions (2024: £1m net charge). In the period to 29 March 2025, £3,479m
(2024: £3,449m) was recognised as an expense for inventories and £33m of
supplier rebates were received (2024: £31m).

 

17        Trade and other receivables

 

                                               29 March  30 March

                                               2025      2024
                                               £'m       £'m
 Non-current
 Other receivables                             6         5
 Total non-current receivables                 6         5

 Current
 Trade receivables                             7         9
 Deposits on account                           5         3
 Provision for impairment                      (0)       (2)
 Net trade receivables to non-related parties  12        10
 Prepayments                                   37        32
 Related party receivables                     3         2
 Other tax                                     9         10
 Other receivables                             18        22
 Total current receivables                     79        76

 

Trade receivables are stated initially at their fair value and then at
amortised cost as reduced by appropriate allowances for estimated
irrecoverable amounts. The carrying amount is determined by the Directors to
be a reasonable approximation of fair value.

 

There are no individually non-related significant balances held at the current
period end. See note 27 in respect of balances held with related parties.

The following table sets out an analysis of provisions for impairment of trade
receivables:

 Period ended                                         29 March  30 March

                                                      2025      2024
                                                      £'m       £'m

 Provision for impairment at the start of the period  (2)       (2)
 Impairment during the period                         (0)       (1)
 Utilised/released during the period                  2         1
 Balance at the period end                            (0)       (2)

 

Trade receivables are non-interest-bearing and are generally on terms of 30
days or less.

The following table sets out a maturity analysis of trade receivables,
including those which are current:

 As at                      29 March  30 March

                            2025      2024
                            £'m       £'m

 Current                    5         6
 1-30 days past due         1         1
 31-90 days past due        1         0
 Over 90 days past due      0         2
 Balance at the period end  7         9

 

18        Cash and cash equivalents

 

 As at                      29 March  30 March

                            2025      2024
                            £'m       £'m

 Cash at bank and in hand   217       182
 Cash and cash equivalents  217       182

 

The cash and cash equivalents balance includes £38m (2024: £54m) in respect
of credit card receivables.

The Group also holds £150m held in a short-term money market deposit which
matures in July 2025 and which is included in the current other financial
assets caption, see note 20 (2024: £nil).

As at the period end the Group had available £240m of undrawn committed
borrowing facilities (2024: £220m).

19        Trade and other payables

 

 As at                                   29 March  30 March

                                         2025      2024
                                         £'m       £'m
 Current
 Trade payables                          395       380
 Other tax and social security payments  81        37
 Accruals and deferred income            105       101
 Related party trade payables            7         33
 Other payables                          30        21
 Total current payables                  618       572

 

Trade payables are generally on 30-day terms and are not interest-bearing. The
carrying value of trade payables approximates to their fair value. For further
details on the related party trade payables, see note 27.

 

The Group had supply chain financing facilities in place during the year. The
facilities are operated by major banking partners with high credit ratings and
are limited to £70m (2024: £40m) total exposure at any one time.

 

The exposure at the period end was £12m, out of our total trade payable
balance of £395m (2024: £15m, out of £380m) and at the period end date £2m
of this balance had been drawn down by our suppliers (2024 : £7m). The
average balance over the year was £24m (2024: £14m).

 

The payment due dates on all the supplier finance arrangements are 60 days
after the invoice date, which is the same as comparable trade payables for
suppliers not on the supplier finance arrangements (2024: same).

 

There were no significant non-cash changes in the carrying amount of financial
liabilities subject to supplier finance arrangements.

 

The purpose of the arrangement is to enable our participating suppliers, at
their discretion, to draw down against their receivables from the Group prior
to their usual due date.

 

From the Group's perspective, the invoices subject to these schemes are
treated in the same way as those not subject to these schemes. That is that
they are approved under our usual processes (and cannot be drawn down against
until they have been approved) and paid on the usual due date, which is in
line with the payment terms of our other international suppliers. We do not
benefit from the margin charged by the banks for any early draw down, and the
banks do not benefit from additional security when compared to the security
originally enjoyed by the supplier. There is no impact on potential liquidity
risk as the cash flow timings and amounts are unchanged for those invoices in
the schemes against those not in these schemes.

 

There would be no impact on the Group if the facilities became unavailable and
there are no fees or charges payable by the Group in regard to these
arrangements.

 

As these invoices continue to be part of the normal operating cycle of the
Group, the schemes do not change the recognition of the invoices subject to
them, so they continue to be recognised as trade payables, with the associated
cash flows presented within operating cash flows and without affecting the
calculation of Group net debt.

20        Other financial assets and liabilities

Other financial assets

 

 As at                                                                           29 March  30 March

                                                                                 2025      2024
                                                                                 £'m       £'m

 Current financial assets at fair value through profit and loss:
 Foreign exchange forward contracts                                              2         2
 Current financial assets held at amortised cost:
 Money market deposit                                                            150       -
 Current financial assets at fair value through other comprehensive income:
 Foreign exchange forward contracts                                              1         2
 Total current other financial assets                                            153       4

 Non-current financial assets at fair value through profit and loss:
 Foreign exchange forward contracts                                              -         0
 Non-current financial assets at fair value through other comprehensive income:
 Foreign exchange forward contracts                                              -         1
 Total non-current other financial assets                                        -         1

 Total other financial assets                                                    153       5

 

Financial assets through profit or loss reflect the fair value of those
derivatives that are not designated as hedge relationships but are
nevertheless intended to reduce the level of risk for expected sales and
purchases.

 

The money market deposit reflects £150m placed a 7-month term with a fixed
interest rate applied. The funds are due to be returned in July 2025 and are
intended to net off the funding required for our £156m high yield bond notes
maturing in July 2025, see note 21.

Other financial liabilities

 

 As at                                                                     29 March  30 March

                                                                           2025      2024
                                                                           £'m       £'m
 Current financial liabilities at fair value through profit and loss:
 Foreign exchange forward contracts                                        7         4
 Current financial liabilities at fair value through other comprehensive
 income:
 Foreign exchange forward contracts                                        6         6
 Total current other financial liabilities                                 13        10

 Non-current financial liabilities at fair value through profit and loss:
 Foreign exchange forward contracts                                        0         0
 Non-current financial liabilities at fair value through profit and loss:
 Foreign exchange forward contracts                                        0         0
 Total non-current other financial liabilities                             0         0

 Total other financial liabilities                                         13        10

 

The other financial liabilities through profit or loss reflect the fair value
of those foreign exchange forward contracts that are not designated as hedge
relationships but are nevertheless 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
                             £'m    £'m      £'m      £'m
 29 March 2025
 Foreign exchange contracts  (10)   -        (10)     -

 30 March 2024
 Foreign exchange contracts  (5)    -        (5)      -

 

The financial instruments have been valued by an internal model which is based
upon a report from the issuing bank, using a mark to market method. The bank
has used various inputs to compute the valuations, which include inter alia
the relevant maturity date and strike rates, the current exchange rate, fuel
prices and relevant interbank floating interest rate levels.

 

21        Financial liabilities - borrowings

 

The table below relates to the net cash amounts of the borrowing facilities,
with the figures inclusive of amortised fees.

 

 As at                           29 March  30 March

                                 2025      2024

                                 £'m       £'m
 Current
 High yield bond notes           155       -
 Revolving facility bank loan    -         25
 B&M France loan facilities      5         4
 Total                           160       29

 

 Non-current
 High yield bond notes           742  650
 Term facility bank loan         222  221
 B&M France loan facilities      13   10
 Total                           977  881

 

Bond refinancing

 

On 19 November 2024, the Group issued £250m of high yield bond notes,
maturing in November 2031 with an interest rate of 6.5%. £150m of cash
received from these high yield bond notes was placed on money market deposit
and has been ring-fenced for the purpose of repaying the remaining £156m of
high yield bond notes (2020).  Transaction fees of £3m were capitalised and
are included in the carrying value of these bonds.

 

In the prior period, on 23 November 2023, the Group refinanced part of its
existing £400m high yield bond notes (2020). £244m of bonds were redeemed at
98%, resulting in a gain of £5m recognised as a financial gain in the
consolidated statement of comprehensive income in that period. The remaining
£156m of the high yield bond notes (2020) have a maturity date of July 2025.
As part of this refinancing, the Group issued £250m of high yield bond notes,
maturing in November 2030 with an interest rate of 8.125%.

 

Transaction fees of £4m were capitalised and are included in the carrying
value of these bonds. An interest rate swap derivative was taken at the start
of the process to hedge exposure to movements in long-term SONIA rates. This
hedge was considered to be fully effective and as such the fair value
movements of £8m are included in other comprehensive income and the hedging
reserve. The £8m value on the hedging reserve recycles through to the other
finance costs caption on the consolidated statement of comprehensive income on
a straight-line basis over the term of the bond.

 

The 2020 bonds which were redeemed carried £1m in fees incurred on inception,
which were yet to be amortised. These have been released through other finance
costs on the consolidated statement of comprehensive income.

 

These transactions included the sale of bonds by related parties, see note 27
for more details.

 

Extension of senior loan facilities

 

In March 2025, the Group and the banking syndicate confirmed the activation of
the second and final 1-year extension, extending the maturity date of the
banking facilities to March 2030. As previously reported, the first 1-year
extension was activated in the prior period.

 

Other borrowings

 

The carrying values given above include fees incurred on refinancing which are
to be amortised over the terms of those facilities. More details of these are
given below.

 

The Group holds four tranches of high yield bond notes which are each held at
amortised cost.

 

The four tranches of bonds were issued in July 2020, November 2021, November
2023 and November 2024, with £4m, £3m, £4m and £3m, respectively, of fees
capitalised at inception. The July 2020 bonds were partly repaid in the prior
period, resulting in a £1m release of the remaining amortised fees on that
portion of the issue.

 

A number of these bonds have been sold or purchased by related parties, see
note 27.

 

All other loans are carried at their gross cash amount. The maturities, which
only relate to the position as at 29 March 2025, and gross cash amounts of
these facilities are included in the table below.

 

                                     Interest rate  Maturity          29 March  30 March

                                     %                                2025      2024

                                                                      £'m       £'m
 Revolving facility loan             1.75% + SONIA  N/A               -         25
 Term facility bank loan A           2.00% + SONIA  Mar-30            225       225
 High yield bond notes (2020)        3.625%         Jul-25            156       156
 High yield bond notes (2021)        4.000%         Nov-28            250       250
 High yield bond notes (2023)        8.125%         Nov-30            250       250
 High yield bond notes (2024)        6.500%         Nov-31            250       -
 B&M France - BNP Paribas            3.30-3.97%     Feb-28 to Aug-29  8         5
 B&M France - Caisse d'Épargne       2.60%          Nov-29            1         1
 B&M France - CIC                    0.71-2.75%     Jun-25 to Dec-29  4         1
 B&M France - Crédit Agricole        0.39-0.81%     Sep-25 to Jan-28  0         1
 B&M France - Crédit Lyonnais        0.69-3.65%     Apr-25 to Mar-29  4         5
 Total                                                                1,148     919

The revolving facility of £225m is committed until March 2030.

The term facility bank loans and the high yield bond notes have carrying
values which include transaction fees allocated on inception.

All B&M France facilities have gross values in Euros, and the values above
have been translated at the period-end rates of €1.1955/£ (2024:
€1.1694/£).

The movement in the loan liabilities during the year breaks down as follows:

 As at                                                           29 March  30 March

                                                                 2025      2024

                                                                 £'m       £'m

 Borrowings brought forward                                      910       954

 Cash
 Net (repayment)/receipt of Group revolving credit facilities    (25)      25
 Repayment of old bank loan facilities                           -         (300)
 Receipt of new bank loan facilities                             -         225
 Repayment of corporate bonds                                    -         (239)
 Receipt due to newly issued corporate bonds                     250       250
 Receipt of loan facilities held in France                       9         3
 Repayment of loan facilities held in France                     (5)       -
 Capitalised fees on refinancing                                 (4)       (7)

 Non-cash
 Foreign exchange on loan balances                               (0)       (0)
 Gain on tender                                                  -         (5)
 Refinancing fees accrued                                        -         1
 Release of remaining unamortised fees on previous facilities    -         1
 Ongoing amortisation of finance fees                            2         2
 Finance fees on the loss on the derivative swap on refinancing  -         0

 Total cash movement in the year                                 225       (43)
 Total non-cash movement in the year                             2         (1)
 Movement in the year                                            227       (44)

 Borrowings carried forward                                      1,137     910
 Of which current                                                160       29
 Of which non-current                                            977       881

 

22        Provisions

 

                             Property provisions  Other  Total

£'m

£'m
                                                  £'m

 At 25 March 2023            5                    4      9
 Provided in the period      2                    4      6
 Utilised during the period  (1)                  (3)    (4)
 Released during the period  (0)                  (1)    (1)
 At 30 March 2024            6                    4      10
 Provided in the period      2                    9      11
 Utilised during the period  (0)                  (3)    (3)
 Released during the period  (1)                  (1)    (2)
 At 29 March 2025            7                    9      16

 At 29 March 2025;
 Current liabilities         3                    9      12
 Non-current liabilities     4                    -      4

 At 30 March 2024;
 Current liabilities         2                    4      6
 Non-current liabilities     4                    -      4

 

The property provision relates to the expected future costs on specific
leasehold properties. This is inclusive of dilapidations on these properties.
The timing in relation to utilisation is dependent upon the individual lease
terms.

 

The other provisions caption includes the portion of the Group trading
director settlement which has been provided against in the current period
(£6m, see note 3) and disputes in relation to our insured liability claims. A
prudent amount has been set aside for each insurance claim as per legal advice
received by the Group with the claims individually non-significant and
averaging £10k per claim (2024: £10k per claim).

 

23        Share capital

 

 Allotted, called up and fully paid                              Shares         £'m
 B&M European Value Retail S.A. ordinary shares of 10p each
 As at 25 March 2023                                             1,001,853,735  100
 Release of shares related to employee share options             937,161        0
 As at 30 March 2024                                             1,002,790,896  100
 Release of shares related to employee share options             1,030,975      0
 As at 29 March 2025                                             1,003,821,871  100

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 issue up to an
additional 2,968,400,351 ordinary shares.

 

24        Cash generated from operations

 

 Period ended                                                      52 weeks ended  53 weeks ended

                                                                   29 March        30 March

                                                                   2025            2024
                                                                   £'m             £'m

 Profit before tax                                                 431             498
 Adjustments for:
 Net interest expense                                              136             109
 Depreciation on property, plant and equipment                     88              79
 Depreciation on right-of-use assets                               183             177
 Impairment of right-of-use assets                                 3               5
 Amortisation of intangible assets                                 2               2
 Profit on sale and leasebacks                                     (0)             -
 (Profit)/loss on disposal of property, plant and equipment        (0)             1
 Share option expense                                              3               3
 Change in inventories                                             (109)           (14)
 Change in trade and other receivables                             (3)             (23)
 Change in trade and other payables                                41              29
 Change in provisions                                              7               1
 Share of (profits)/losses from associates                         (1)             1
 Loss/(profit) resulting from fair value of financial derivatives  3               (6)
 Cash generated from operations                                    784             862

 

25        Group information and ultimate parent undertaking

The financial results of the Group include the following entities.

 

 Company name                                Country     Date of incorporation  Percent held within the Group  Principal activity
 B&M European Value Retail S.A.              Luxembourg  May 2014               Parent                         Holding company
 B&M European Value Retail 1 S.à r.l.        Luxembourg  November 2012          100%                           Holding company
 B&M European Value Retail Holdco 1 Ltd      UK          December 2012          100%                           Holding company
 B&M European Value Retail Holdco 2 Ltd      UK          December 2012          100%                           Holding company
 B&M European Value Retail Holdco 3 Ltd      UK          November 2012          100%                           Holding company
 B&M European Value Retail Holdco 4 Ltd      UK          November 2012          100%                           Holding company
 B&M European Value Retail 2 S.à r.l.        Luxembourg  September 2012         100%                           Holding company
 EV Retail Limited                           UK          September 1996         100%                           Holding company
 B&M Retail Limited                          UK          March 1978             100%                           General retail
 Opus Homewares Limited                      UK          April 2003             100%                           Property management
 Heron Food Group Ltd                        UK          August 2002            100%                           Holding company
 Heron Foods Ltd                             UK          October 1978           100%                           Convenience retail
 Cooltrader Ltd                              UK          September 2012         100%                           Dormant
 Heron Properties (Hull) Ltd                 UK          February 2003          100%                           Dormant
 B&M European Value Retail Germany GmbH      Germany     November 2013          100%                           Ex-holding company
 B&M France SAS                              France      November 1977          100%                           General retail
 Centz N.I. Limited                          UK          January 2021           100%                           Property management

 

Registered offices

·    The Luxembourg entities are all registered at 3 rue Gabriel Lippmann,
L-5365 Munsbach, Luxembourg.

·    Centz N.I. Limited are registered at Murray House, 4 Murray Street,
Belfast, United Kingdom, BT1 6DN.

·    The other UK entities are all registered at The Vault, Dakota Drive,
Estuary Commerce Park, Speke, Liverpool, L24 8RJ.

·    B&M European Value Retail Germany GmbH are registered at Am
Hornberg 6, 29614, Soltau.

·    B&M France are registered at 8 rue du Bois Joli, 63800 Cournon
d'Auvergne.

 

Associates

The Group has a 50% interest in Multi-lines International Company Limited, a
company incorporated in Hong Kong, and a 22.5% interest in Centz Retail
Holdings Limited, a company incorporated in the Republic of Ireland. The share
of profit or loss from the associates is included in the consolidated
statement of comprehensive income, see note 12.

 

Ultimate parent undertaking

The Directors of the Group consider the parent and the ultimate controlling
related party of this Group to be B&M European Value Retail S.A.,
registered in Luxembourg.

 

 26       Financial risk management

The Group uses various financial instruments, including bank loans, related
party loans, finance company loans, cash, equity investment, derivatives and
various items, such as trade receivables and trade payables that arise
directly from its operations.

 

The main risks arising from the Group's financial instruments are market risk,
currency risk, cash flow interest rate risk, credit risk and liquidity risk.
 The Directors review and agree policies for managing each of these risks and
they are summarised below.

 

The existence of these financial instruments exposes the Group to a number of
financial risks, which are described in more detail below.  In order to
manage the Group's exposure to those risks, in particular the Group's exposure
to currency risk, the Group enters into forward foreign currency contracts. No
transactions in derivatives are undertaken of a speculative nature.

Market risk

Market risk encompasses three types of risk, being currency risk, fair value
interest rate risk and commodity price risk. Commodity price risk is not
considered material to the business as the Group is able to pass on pricing
changes to its customers.

 

The Group's policies for managing fair value interest rate risk are considered
along with those for managing cash flow interest rate risk and are set out in
the subsection entitled 'interest rate risk' below.

 

Currency risk

The Group is exposed to translation and transaction foreign exchange risk
arising from exchange rate fluctuations on its purchases from overseas
suppliers.

 

In relation to translation risk, this is not considered material to the
business as amounts owed in foreign currency are short term of up to 30 days
and are of a relatively modest nature. Transaction exposures, including those
associated with forecast transactions, are hedged when known, principally
using forward currency contracts.

 

The majority of the Group's sales are to customers in the UK and France and
there is no material currency exposure in this respect. A proportion of the
Group's purchases are priced in US Dollars and the Group generally uses
forward currency contracts to minimise the risk associated with that exposure.

Approach to hedge accounting

 

As part of the Group's response to currency risk the currency forwards taken
out are intended to prudently cover the majority of our stock purchases
forecast for that period. However, the Group only hedge accounts for that part
of the forward contract that we are reasonably certain will be spent in the
forecast period, allowing for potential volatility. Therefore, management
always consider the likely volatility for a period and assign a percentage to
each tranche of forwards purchased, usually in the range 50-80%, and never
more than 80%.

 

Effectiveness of the hedged forward is then assessed against the Group hedge
ratio, which has been set by management at 80% as a reasonable guide to the
certainty level we expect the hedged portions of our forwards to at least
achieve. If they fail, or are expected to fail, to meet this ratio of
effectiveness then they are treated as non-hedged items, and immediately
expensed through administrative expenses in profit and loss.

 

Ineffectiveness can be caused by exceptional volatility in the market, by the
timing of product availability, or the desire to manage short-term company
cash flows, for instance, when a large amount of cash is required at
relatively short notice.

 

Where a hedged derivative matures efficiently, the fair value is transferred
to inventory and subsequently to cost of sales when that item is sold. If the
Group did not hedge account, then the difference is that the gain or loss in
other comprehensive income would be presented in profit or loss and the assets
and liabilities presented under the classification fair value through other
comprehensive income would be at fair value through profit or loss.

 

In the period, the Group has had $648m of hedged derivatives mature (2024:
$605m). The difference to profit before tax if none of our forwards had been
hedge accounted during the year would have been a profit of £2m (2024: £3m
loss) and a pre-tax loss in other comprehensive income of £2m (2024: £1m
loss).

 

The net effective hedging loss transferred to the cost of inventories in the
year was £8m (2024: net loss of £15m). At the period end, the amount of
outstanding US Dollar contracts covered by hedge accounting was $698m (2024:
$693m), which mature over the next 15 months (2024: 19 months). The change in
fair value of the hedging instruments used as the basis for recognising hedge
ineffectiveness was £nil (2024: £nil), achieved effectiveness was 100%
(2024: 100%).

 

Foreign currency sensitivity

The following table demonstrates the sensitivity to a reasonably possible
change in US Dollar period-end exchange rates with all other variables held
constant. The impact on the Group's profit before tax and other comprehensive
income (net of tax) is largely due to changes in the fair value of our foreign
exchange derivatives and revaluation of creditors and deposits held on account
with our US Dollar suppliers.

 

 As at                                 Change in USD rate  29 March  30 March

                                                           2025      2024
                                                           £'m       £'m

 Effect on profit before tax           +2.5%               (10)      (7)
                                       -2.5%               10        8
 Effect on other comprehensive income  +2.5%               (13)      (13)
                                       -2.5%               14        14

 

Profit before tax and other comprehensive income are not sensitive to the
effects of a reasonably possible change in the Euro period-end exchange rates.

 

These calculations have been performed by taking the period-end translation
rate used in the accounts and applying the changes noted above. The balance
sheet valuations are then directly calculated. The valuation of the foreign
exchange derivatives were projected based upon the spot rate changing and all
other variables being held equal.

 

Interest rate risk

Interest rate risk is the risk of variability of the Group cash flows due to
changes in the interest rate. The Group is exposed to changes in interest
rates as a portion of the Group's bank borrowings are subject to a floating
rate based on SONIA.

 

The Group's interest rate risk arises mainly from long-term borrowings.
Borrowings issued at variable rates expose the Group to cash flow interest
rate risk. The Group's exposure to interest rate fluctuations is not
considered to be material, however the Group used interest rate swaps to
minimise the impact in the prior year, in relation to the final pricing of our
November 2023 bond issue.

 

If floating interest rates had been 50 basis points higher or lower throughout
the year with all other variables held constant, the effect upon pre-tax
profit for the year would have been:

 

 As at                        Basis point increase / decrease  29 March  30 March

                                                               2025      2024
                                                               £'m       £'m

 Effect on profit before tax  +50                              (1)       (1)
                              -50                              1         1

 

This sensitivity has been calculated by changing the interest rate for each
interest receipt, payment and accrual made by the Group over the period, by
the amount specified in the table above, and then calculating the difference
that would have resulted.

 

Credit risk

Credit risk is the risk that a counterparty will not meet its obligations
under a financial instrument or customer contract, leading to a financial
loss.

 

The Group's principal financial assets are cash, money market deposits,
derivatives and trade receivables. The credit risks associated with cash,
money market deposits and derivatives are limited as the main counterparties
are banks with high credit ratings (A long term and A-1 short term (Standard
& Poor) or better, (2024: A, A-1 (or better) respectively). The principal
credit risk arises therefore from the Group's trade receivables.

 

Credit risk is further limited by the fact that the vast majority of sales
transactions are made through the store registers, direct from the customer at
the point of purchase, leading to a low trade receivables balance.

In order to manage credit risk, the Directors set limits for customers based
on a combination of payment history and third-party credit references. Credit
limits are reviewed by the credit controller on a regular basis in conjunction
with debt ageing and collection history.  Provisions against bad debts are
made where appropriate.

 

Liquidity risk

Any impact on available cash and therefore the liquidity of the Group could
have a material effect on the business as a result.

The Group's borrowings are subject to semi-annual banking covenants against
which the Group has had significant headroom to date with no anticipated
issues based upon forecasts made. Short-term flexibility is achieved via the
Group's revolving credit facility. The following table shows the liquidity
risk maturity of financial liabilities grouping based on their remaining
period at the balance sheet date. The amounts disclosed are the contractual
undiscounted cash flows:

 

                         Within 1 year  Between 1 and 2 years  Between 2 and 5 years  More than 5 years  Total
                         £'m            £'m                    £'m                    £'m                £'m
 29 March 2025
 Interest-bearing loans  222            64                     425                    769                1,480
 Lease liabilities       265            258                    653                    627                1,803
 Trade payables          402            -                      -                      -                  402

 30 March 2024
 Interest-bearing loans  82             207                    603                    286                1,178
 Lease liabilities       242            235                    606                    631                1,714
 Trade payables          413            -                      -                      -                  413

 

Fair value

The fair value of our corporate bonds, which are all financial liabilities
held at amortised cost, has been determined by using the relevant quoted bid
price for those bonds. These differ to the carrying values as shown below.

 

                               Fair Value (Level 1)      Carrying Value
 As at                         29 March     30 March     29 March  30 March

                               2025         2024         2025      2024

                               £'m          £'m          £'m       £'m

 High yield bond notes (2020)  154          152          155       155
 High yield bond notes (2021)  231          231          249       248
 High yield bond notes (2023)  260          269          247       247
 High yield bond notes (2024)  244          -            247       -

 

The fair value of the other financial assets and liabilities of the Group are
not materially different from their carrying value. Refer to the table below.
These all represent financial assets and liabilities measured at amortised
cost except where stated as measured at fair value through profit and loss or
fair value through other comprehensive income.

 

 As at                                          29 March  30 March

 Financial assets                               2025      2024

                                                £'m       £'m
 Fair value through profit and loss
 Forward foreign exchange contracts             2         2
 Fair value through other comprehensive income
 Forward foreign exchange contracts             1         3
 Loans and receivables
 Cash and cash equivalents                      217       182
 Money market deposit                           150       -
 Trade receivables                              15        12
 Other receivables                              18        22

 

 As at                                                              29 March  30 March

 Financial liabilities                                              2025      2024

                                                                    £'m       £'m
 Fair value through profit and loss
 Forward foreign exchange contracts                                 7         4
 Fair value through other comprehensive income
 Forward foreign exchange contracts                                 6         6
 Amortised cost
 Lease liabilities                                                  1,430     1,357
 Interest-bearing loans and borrowings (excluding corporate bonds)  239       260
 Trade payables                                                     402       413
 Other payables                                                     30        21

 

27        Related party transactions

 

The Group has transacted with the following related parties over the periods:

 

Multi-lines International Company Limited, a supplier, and Centz Retail
Holdings Limited, a customer, are associates of the Group.

 

Ropley Properties Ltd, Triple Jersey Ltd, TJL UK Ltd, Rani Investments,
Fulland Investments Limited, Golden Honest International Investments Limited,
Hammond Investments Limited, Joint Sino Investments Limited and Ocean Sense
Investments Limited, all landlords of properties occupied by the Group, and
Rani 1 Holdings Limited, Rani 2 Holdings Limited and SSA Investments,
bondholders and beneficial owners of equipment hired to the Group, are
directly or indirectly owned by Bobby Arora, a key member of the management
team during the accounting period, his family, or his family trusts (together,
the Arora related parties).

 

In the prior period, significant related party transactions occurred, with
Simon Arora, SSA Investments, Rani 1 Investments and Rani 2 Investments each
selling their full holdings of, respectively, £35m, £13m, £50m and £50m in
the 2020 3.625% high yield bond notes as part of the tender exercise that took
place in November 2023.

 

The overall position is summarised in the table below:

 

                                       52 weeks ended  53 weeks ended

                                       29 March        30 March

                                       2025            2024

                                       £'m             £'m

 SSA Investments (4.000%, 2021 bonds)  99              99
 Total                                 99              99

 

The expense incurred during the year, and the accrual at the end of the year
are shown in the table below:

 

                     Expense to   Accrual on   Expense to   Accrual on

                     29 March     29 March     30 March     30 March

                     2025         2025         2024         2024

                     £'m          £'m          £'m          £'m

 Simon Arora         -            -            0.8          -
 SSA Investments     4.0          1.5          4.3          1.5
 Rani 1 Investments  -            -            1.2          -
 Rani 2 Investments  -            -            1.2          -
 Total               4.0          1.5          7.5          1.5

 

The following table sets out the total amount of trading transactions with
related parties included in the statement of comprehensive income:

 

 Period ended                      29 March  30 March

                                   2025      2024

                                   £'m       £'m
 Sales to associates of the Group
 Centz Retail Holdings Limited     29        27
 Total sales to related parties    29        27

 

 Period ended                                                29 March  30 March

                                                             2025      2024

                                                             £'m       £'m
 Purchases from associates of the Group
 Multi-lines International Company Ltd                       234.3     259.0
 Purchases from parties related to key management personnel
 Fulland Investments Limited                                 0.3       0.3
 Golden Honest International Investments Limited             0.2       0.2
 Hammond Investments Limited                                 0.3       0.3
 Joint Sino Investments Limited                              0.2       0.2
 Ocean Sense Investments Limited                             0.3       0.2
 SSA Investments                                             -         0.0
 Total purchases from related parties                        235.6     260.2

 

The IFRS 16 lease figures in relation to these related parties, which are all
related to key management personnel, are as follows:

 

                             Depreciation  Interest  Total    Right-of-use  Lease liability  Net

                             charge        charge    charge   asset                          liability
                             £'m           £'m       £'m      £'m           £'m              £'m
 Period ended 29 March 2025
 Rani Investments            0             0         0        0             (0)              (0)
 Ropley Properties           2             1         3        6             (8)              (2)
 TJL UK Limited              1             0         1        9             (11)             (2)
 Triple Jersey Limited       9             4         13       57            (68)             (11)
 Total                       12            5         17       72            (87)             (15)

 

                             Depreciation  Interest  Total    Right-of-use  Lease       Net

                             charge        charge    charge   asset         liability   liability
                             £'m           £'m       £'m      £'m           £'m         £'m
 Period ended 30 March 2024
 Rani Investments            0             0         0        0             (0)         (0)
 Ropley Properties           2             1         3        7             (10)        (3)
 TJL UK Limited              1             0         1        10            (12)        (2)
 Triple Jersey Limited       9             3         12       53            (64)        (11)
 Total                       12            4         16       70            (86)        (16)

 

There was one lease entered into by the Group during the current period with
the Arora related parties (2024: one). The total expense on this lease in the
period was <£1m (2024: <£1m). There were no conditionally exchanged
leases with Arora related parties in the current period with a long stop
completion date (2024: none).

 

The following tables set out the total amount of trading balances with related
parties outstanding at the period end.

 

 As at                                                          29 March  30 March

                                                                2025      2024

                                                                £'m       £'m
 Trade receivables from associates of the Group
 Centz Retail Holdings Ltd                                      2         2
 Multi-lines International Company Ltd                          1         -
 Total related party trade receivables                          3         2

 As at                                                          29 March  30 March

                                                                2025      2024

                                                                £'m       £'m
 Trade payables to associates of the Group
 Multi-lines International Company Ltd                          5         32
 Trade payables to companies owned by key management personnel
 Rani Investments                                               -         0
 Ropley Properties Ltd                                          0         0
 TJL UK Limited                                                 0         1
 Triple Jersey Ltd                                              2         0
 Total related party trade payables                             7         33

 

Outstanding trade balances at the balance sheet dates 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 balance with Multi-lines International Company Ltd includes £3m (2024:
£14m) held within a supply chain facility. See note 19 for more details.

 

The business has not recorded any impairment of trade receivables relating to
amounts owed by related parties as at 29 March 2025 (2024: 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 future lease commitments on the Arora related party properties are:

 

 As at                                               29 March  30 March

                                                     2025      2024
                                                     £'m       £'m

 Not later than one year                             17        16
 Later than one year and not later than two years    17        15
 Later than two years and not later than five years  40        39
 Later than five years                               31        33
 Total                                               105       103

 

See note 12 for further information on the Group's associates.

For further details on the transactions with key management personnel, see
note 8 and the remuneration report.

 

28        Capital management

For the purpose of the Group's capital management, capital includes issued
capital and all other equity reserves attributable to the equity holders of
the parent. The primary objective of the Group's capital management is to
maximise the shareholder value.

 

In order to achieve this overall objective, the Group's capital management,
amongst other things, aims to ensure that it meets financial covenants
attached to the interest-bearing loans and borrowings that define capital
structure requirements. Breaches in meeting the financial covenants would
permit the bank to immediately call loans and borrowings. There have been no
breaches in the financial covenants of any interest-bearing loans and
borrowing in the current or prior period.

 

The Group manages its capital structure and makes adjustments in light of
changes in economic conditions and the requirements of the financial
covenants.

 

To maintain or adjust the capital structure, the Group may adjust the dividend
payment to shareholders, return capital to shareholders or issue new shares.

 

The Group uses the following definition of net debt:

 

External interest-bearing loans and borrowings less cash and short-term
deposits.

 

The interest-bearing loans figure used is the gross amount of cash borrowed at
that time, as opposed to the carrying value under the amortised cost method.
The difference between pre and post IFRS 16 net debt is the inclusion of our
full lease liability in the latter.

 

Short-term deposits includes any term deposits held with a maturity of less
than one year.

 

 As at                                            29 March  30 March

                                                  2025      2024

                                                  £'m       £'m

 Interest-bearing loans and borrowings (note 21)  1,148     919
 Less: cash (note 18)                             (217)     (182)
 Less: short-term deposits (note 20)              (150)     -
 Net debt (pre-IFRS 16)                           781       737
 Total lease liabilities (note 15)                1,430     1,357
 Net debt (post-IFRS 16)                          2,211     2,094

 

The Group's leverage ratio is defined as net debt divided by EBITDA (note 3)
and calculates to be 1.26 on a pre-IFRS 16 basis and 2.55 on a post-IFRS 16
basis (2024: 1.17 and 2.40, respectively).

 

29        Post balance sheet events

 

As announced on 14 November 2024, Bobby Arora retired from his position as a
key member of the management team on 31 March 2025.

As announced on 24 February 2025, Alejandro Russo retired from his position as
Group CEO on 30 April 2025. On that date the Group appointed Mike Schmidt as
interim Group CEO, alongside his role as Group CFO until a permanent
appointment is made.

 

The Group announced on 15 May 2025 that Tjeerd Jegen is to be appointed as
Group CEO on 16 June 2025.

 

30        Dividends

 

An interim dividend of 5.3 pence per share (£53.2m) was declared in November
2024 and has been paid.

 

A special dividend of 15.0 pence per share (£150.6m), was declared in January
2025 and has been paid.

 

A final dividend of 9.7 pence per share (£97.4m), giving a full year dividend
of 15.0 pence per share (£150.6m), is proposed.

 

Relating to the prior year;

 

An interim dividend of 5.1 pence per share (£51.1m) was declared in November
2023 and has been paid.

 

A special dividend of 20.0 pence per share (£200.6m), was declared in January
2024 and has been paid.

 

A final dividend of 9.6 pence per share (£96.3m), giving a full year dividend
of 14.7 pence per share (£147.4m), was declared in July 2024 and has been
paid.

 

31        Contingent liabilities and guarantees

As at 29 March 2025,  B&M European Value Retail S.A., B&M European
Value Retail 1 S.à r.l., B&M European Value Retail 2 S.à r.l., B&M
European Value Retail Holdco 1 Ltd, B&M European Value Retail Holdco 2
Ltd, B&M European Value Retail Holdco 3 Ltd, B&M European Value Retail
Holdco 4 Ltd, EV Retail Ltd, B&M Retail Ltd, Heron Food Group Ltd and
Heron Foods Ltd are all guarantors to both the loan and notes agreements which
are formally held within B&M European Value Retail S.A. The amounts
outstanding as at the period end were £225m for the loans, with the balance
held in B&M European Value Retail Holdco 4 Ltd, and £906m for the notes,
with the balance held in B&M European Value Retail S.A.

 

As at 30 March 2024,  B&M European Value Retail S.A., B&M European
Value Retail 1 S.à r.l., B&M European Value Retail 2 S.à r.l., B&M
European Value Retail Holdco 1 Ltd, B&M European Value Retail Holdco 2
Ltd, B&M European Value Retail Holdco 3 Ltd, B&M European Value Retail
Holdco 4 Ltd, EV Retail Ltd, B&M Retail Ltd, Heron Food Group Ltd and
Heron Foods Ltd are all guarantors to both the loan and notes agreements which
are formally held within B&M European Value Retail S.A. The amounts
outstanding as at the period end were £250m for the loans, with the balance
held in B&M European Value Retail Holdco 4 Ltd, and £656m for the notes,
with the balance held in B&M European Value Retail S.A.

 

32        Directors

The Directors that served during the period were:

 

T Hall (Chair)

A Russo (CEO) (retired 30 April 2025)

M Schmidt (CFO)

P MacKenzie

H Lasry

O Tant

N Shouraboura (appointed 29 May 2024)

E Sutherland (appointed 20 January 2025)

P Bamford (retired 23 July 2024)

R McMillan (retired 23 July 2024)

 

As previously announced, Nadia Shouraboura was appointed as a Non-Executive
Director, with effect from 29 May 2024.

 

On 5 June 2024, the Group announced the appointment of Tiffany Hall as the
successor to Peter Bamford in the role as Chair of the Board of Directors,
with effect from 23 July 2024. On the same date, Peter Bamford retired from
the Board of Directors.

 

At the AGM, Ron McMillan announced his retirement, with effect from 23 July
2024.

 

On 17 December 2024, the Group announced the appointment of Euan Sutherland as
a Non-Executive Director, with effect from 20 January 2025.

 

On 24 February 2025, the Group announced the retirement of Alejandro Russo
from his position as CEO, with effect from 30 April 2025.

 

On 30 April 2025, the Group announced that Mike Schmidt will occupy the role
of Interim Group CEO alongside his existing role as Group CFO until a
permanent appointment is made.

 

On 15 May 2025, the Group announced that Tjeerd Jegen is to be appointed as
Group CEO on 16 June 2025.

 

All directors served for the whole period except where indicated above.

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