REG - Fuller,Smith &Turner - Final Results <Origin Href="QuoteRef">FSTA.L</Origin> - Part 2
16/07/2015 09:36
- Part 2: For the preceding part double click ID:nRSE3036Pa
_____________________________________________________________________________________________________________________________________
At 29 March 2014 22.8 4.8 3.1 (9.7) - 256.2 277.2 - 277.2
_____________________________________________________________________________________________________________________________________
Profit for the year - - - - - 28.4 28.4 (0.1) 28.3
Other comprehensive loss for the year - - - - (2.4) (6.6) (9.0) - (9.0)
_____________________________________________________________________________________________________________________________________
Total comprehensive income/(loss) for the year - - - - (2.4) 21.8 19.4 (0.1) 19.3
Shares purchased to be held in ESOT or as treasury - - - (7.1) - - (7.1) - (7.1)
Shares released from ESOT and treasury - - - 3.3 - (2.3) 1.0 - 1.0
Dividends (note 7) - - - - - (8.7) (8.7) - (8.7)
Share-based payment charges - - - - - 2.6 2.6 - 2.6
Tax credited directly to equity (note 5) - - - - - 0.4 0.4 - 0.4
Adjustments arising from change in non-controlling interest - - - - - - - (3.0) (3.0)
_____________________________________________________________________________________________________________________________________
Total transactions with owners - - - (3.8) - (8.0) (11.8) (3.0) (14.8)
_____________________________________________________________________________________________________________________________________
At 28 March 2015 22.8 4.8 3.1 (13.5) (2.4) 270.0 284.8 (3.1) 281.7
_____________________________________________________________________________________________________________________________________
FULLER, SMITH & TURNER P.L.C.
CONDENSED GROUP CASH FLOW STATEMENT
FOR THE 52 WEEKS ENDED 28 MARCH 2015
52 weeks ended 52 weeks ended
28 March 29 March
2015 2014
Note £m £m
_____________________________
Profit before tax 36.1 33.5
Net finance costs before exceptional items 5.9 5.8
Exceptional items 3 0.3 0.6
Depreciation and amortisation 16.4 14.7
Gain on disposal of property, plant and equipment - (0.1)
_____________________________
58.7 54.5
Difference between pension charge and (0.7) (0.5)
cash paid
Share-based payment charges 2.6 1.8
Change in trade and other receivables (0.6) 1.0
Change in inventories - (0.1)
Change in trade and other payables 1.7 2.8
Cash impact of operating exceptional items 3 (1.7) (2.1)
_____________________________
Cash generated from operations 60.0 57.4
Tax paid (8.3) (8.0)
_____________________________
Cash generated from operating activities 51.7 49.4
_____________________________
Cash flow from investing activities
Business combinations (25.2) (9.6)
Purchase of property, plant and equipment (31.1) (28.5)
Overdraft acquired on acquisition (0.1) (0.1)
Sale of property, plant and equipment 3.3 2.6
_____________________________
Net cash outflow from investing activities (53.1) (35.6)
_____________________________
Cash flow from financing activities
Purchase of own shares (7.1) (5.3)
Receipts on release of own shares to option schemes 1.0 1.4
Interest paid (5.2) (5.2)
Preference dividends paid 7 (0.1) (0.1)
Equity dividends paid 7 (8.7) (7.9)
Drawdown of bank loans 24.5 3.4
Repayment of other loans (0.5) (0.3)
Cost of refinancing (1.1) -
Cost of new derivative instruments (0.4) -
_____________________________
Net cash outflow from financing activities 2.4 (14.0)
_____________________________
Net movement in cash and cash equivalents 9 1.0 (0.2)
Cash and cash equivalents at the start of the year 4.1 4.3
_____________________________
Cash and cash equivalents at the end of the year 9 5.1 4.1
_____________________________
FULLER, SMITH & TURNER P.L.C.
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
FOR THE 52 WEEKS ENDED 28 MARCH 2015
1. PRELIMINARY STATEMENT
The consolidated financial statements of Fuller, Smith & Turner P.L.C. for the
52 weeks ended 28 March 2015 were authorised for issue by the Board of
Directors on 4 June 2015.
This statement does not constitute statutory financial statements as defined
by Section 435 of the Companies Act 2006. The financial information for the 52
weeks ended 28 March 2015 has been extracted from the statutory financial
statements on which an unmodified audit opinion has been issued and will be
delivered to the Registrar of Companies following the Company's Annual General
Meeting. Statutory financial statements for the 52 weeks ended 29 March 2014,
including an unmodified auditor's report which did not make any statement
under Section 498 of the Companies Act 2006, have been delivered to the
Registrar of Companies.
The Group financial statements are presented in Sterling and all values are
shown in millions of pounds (£m) rounded to the nearest hundred thousand
pounds, except when otherwise indicated. The accounting policies used have
been applied consistently, except where set out below, and are described in
full in the statutory financial statements for the 52 weeks ended 28 March
2015, which will be mailed to shareholders on or before 25 June 2015 and
delivered to the Registrar of Companies. The financial statements will also be
available from the Company's registered office: Griffin Brewery, Chiswick Lane
South, Chiswick, London, W4 2QB, and on its website, from that date.
2. SEGMENTAL ANALYSIS
For management purposes, the Group's operating segments are:
- Managed Pubs and Hotels, which comprises managed pubs, managed hotels and
The Stable;
- Tenanted Inns, which comprises pubs operated by third parties under tenancy
or lease agreements; and
- The Fuller's Beer Company, which comprises the brewing and distribution of
beer, cider, wines, spirits and soft drinks.
The Group's business is vertically integrated. The most important measure used
to evaluate the performance of the business is adjusted profit, which is the
profit before tax, adjusted for exceptional items. The operating segments are
organised and managed separately according to the nature of the products and
services provided, with each segment representing a strategic operating unit.
More details of these segments are given in the Chief Executive's Review.
Segment performance is evaluated based on operating profit before exceptional
items and is measured consistently with the operating profit before
exceptional items in the consolidated financial statements.
Transfer prices between operating segments are set on an arm's length basis in
a manner similar to transactions with third parties. Segment revenue, segment
expense and segment result include transfers between operating segments. Those
transfers are eliminated on consolidation. Group financing, including finance
costs and revenue, and taxation are managed on a Group basis.
52 weeks ended 28 March 2015 Managed Pubs and Hotels Tenanted The Fuller's Unallocated1 Total
Inns Beer Company
£m £m £m £m £m
Revenue
Segment revenue 213.8 31.4 122.9 - 368.1
Inter-segment sales - - (46.6) - (46.6)
_______________________________________________________________
Revenue from third parties 213.8 31.4 76.3 - 321.5
_______________________________________________________________
Segment result 25.0 12.6 8.7 (4.0) 42.3
_______________________________________________________________
Operating exceptional items (1.5)
___________
Operating profit 40.8
Profit on disposal of properties 0.8
Pension fund curtailment gain 1.2
Net finance costs (6.7)
___________
Profit before tax 36.1
___________
52 weeks ended 29 March 2014 Managed Pubs and Hotels Tenanted The Fuller's Unallocated1 Total
Inns Beer Company
£m £m £m £m £m
Revenue
Segment revenue 186.0 31.3 115.8 - 333.1
Inter-segment sales - - (45.1) - (45.1)
_____________________________________________________________
Revenue from third parties 186.0 31.3 70.7 - 288.0
_____________________________________________________________
Segment result 22.5 12.3 8.5 (3.4) 39.9
_____________________________________________________________
Operating exceptional items (1.9)
___________
Operating profit 38.0
Profit on disposal of properties 1.9
Net finance costs (6.4)
___________
Profit before tax 33.5
___________
1 Unallocated expenses represent primarily the salary and costs of central
management.
3. EXCEPTIONAL ITEMS
52 weeks ended 52 weeks ended
28 March 29 March
2015 2014
Amounts included in operating profit:
£m £m
Acquisition costs (1.2) (1.1)
Impairment of properties (0.7) (1.8)
Reversal of impairment on property 0.7 1.3
Onerous lease provision (charge)/release (0.3) 0.9
Reorganisation costs - (1.2)
_________________________________
Total exceptional items included in (1.5) (1.9)
operating profit
_________________________________
Profit on disposal of properties 0.8 1.9
Pension fund curtailment gain 1.2 -
Exceptional finance costs:
Finance charge on net pension liabilities (note 10) (0.8) (0.6)
_________________________________
Total exceptional finance costs (0.8) (0.6)
_________________________________
Total exceptional items before tax (0.3) (0.6)
_________________________________
Exceptional tax:
Change in corporation tax rate (note 5) - 3.4
Profit on disposal of properties (0.2) (0.3)
Pension fund curtailment gain (0.2) -
Other items 0.5 0.4
_________________________________
Total exceptional tax 0.1 3.5
_________________________________
Total exceptional items (0.2) 2.9
_________________________________
_________________________________
Acquisition costs of £1.2 million during the 52 weeks ended 28 March 2015
(2014: £1.1 million) related to transaction costs on pub and business
acquisitions which qualify as business combinations.
The property impairment charge of £0.7 million during the 52 weeks ended 28
March 2015 (2014: £1.8 million) relates to the write down of licensed
properties to their recoverable value. The reversal of impairment credit of
£0.7 million during the 52 weeks ended 28 March 2015 (2014: £1.3 million)
relates to the write back of previously impaired licensed properties to their
recoverable value.
The onerous lease provision charge of £0.3 million during the 52 weeks ended
28 March 2015 (2014: £0.9 million release) relates to the change in
circumstances of three onerous leasehold properties.
The reorganisation costs of £1.2 million for the 52 weeks ended 29 March 2014
were principally incurred within The Fuller's Beer Company and relate to staff
and the proposed closure of the defined benefit pension scheme to future
accrual.
The profit on disposal of properties of £0.8 million during the 52 weeks ended
28 March 2015 (2014: £1.9 million) relates to the disposal of four licensed
properties (2014: five licensed and unlicensed properties).
The pension fund curtailment gain of £1.2 million for the 52 weeks ended 28
March 2015 relates to the closure in January 2015 of the defined benefit
pension scheme to future accrual (2014: £nil).
The cash impact of operating exceptional items before tax for the 52 weeks
ended 28 March 2015 was a £1.7 million cash outflow (2014: £2.1 million
outflow).
4. FINANCE COSTS
52 weeks ended 52 weeks ended
28 March 29 March
2015 2014
£m £m
Interest expense arising on:
Financial liabilities at amortised cost - loans and debentures 5.6 5.4
Financial liabilities at amortised cost - preference shares 0.1 0.1
_________________________________
Total interest expense for financial liabilities 5.7 5.5
Unwinding of discounts on provisions 0.2 0.3
_________________________________
Total Finance costs before exceptional items 5.9 5.8
Finance charge on net pension liabilities (note 3) 0.8 0.6
_________________________________
Finance costs 6.7 6.4
_________________________________
5. TAXATION
52 weeks ended 52 weeks ended
28 March 29 March
2015 2014
£m £m
Tax on profit on ordinary activities
Current income tax:
Corporation tax 8.6 8.8
Amounts over provided in previous years - (0.3)
_________________________________
Total current income tax 8.6 8.5
Deferred tax:
Origination and reversal of temporary differences (0.8) (0.8)
Change in corporation tax rate (note 3) - (3.4)
Amounts underprovided in previous years - 0.1
_________________________________
Total deferred tax (0.8) (4.1)
_________________________________
Total tax charged in the Income Statement 7.8 4.4
_________________________________
52 weeks ended 52 weeks ended
28 March 29 March
2015 2014
£m £m
Tax relating to items charged/(credited) to Statement of Comprehensive Income
Deferred tax:
Change in corporation tax rate - 0.6
Net gains on valuation of financial assets and liabilities 0.6 0.4
Net actuarial gains/(losses) on pension scheme 1.7 (0.8)
_________________________________
Tax charge included in the Statement of Comprehensive Income 2.3 0.2
_________________________________
Tax relating to items charged/credited directly to equity
Deferred tax:
Reduction in deferred tax liability due to indexation (0.3) (0.3)
Share-based payments 0.1 0.1
Current tax:
Share-based payments (0.2) (0.4)
_________________________________
Tax credit included in the Statement of Changes in Equity (0.4) (0.6)
_________________________________
The rate of UK corporation tax reduced from 21% to 20% from 1 April 2015. To
the extent that this rate change will affect the amount of future cash tax
payments to be made by the Group, this will reduce the size of both the
Group's Balance Sheet deferred tax liability and deferred tax asset. In the 52
weeks to 29 March 2014, the reduction in the rate from 23% to 21% resulted in
an exceptional credit to the Income Statement of £3.4 million, and a charge to
the Statement of Comprehensive Income of £0.6 million.
6. EARNINGS PER SHARE
52 weeks ended 52 weeks ended
28 March 29 March
2015 2014
£m £m
Profit attributable to equity shareholders 28.4 29.1
Exceptional items net of tax 0.2 (2.9)
_________________________________
Adjusted earnings attributable to equity shareholders 28.6 26.2
_________________________________
Number Number
Weighted average share capital 55,521,000 55,815,000
Dilutive outstanding options and share awards 804,000 812,000
_________________________________
Diluted weighted average share capital 56,325,000 56,627,000
_________________________________
40p 'A' and 'C' ordinary share Pence Pence
Basic earnings per share 51.15 52.14
Diluted earnings per share 50.42 51.39
Adjusted earnings per share 51.51 46.94
Diluted adjusted earnings per share 50.78 46.27
4p 'B' ordinary share
Basic earnings per share 5.12 5.21
Diluted earnings per share 5.04 5.14
Adjusted earnings per share 5.15 4.69
Diluted adjusted earnings per share 5.08 4.63
For the purposes of calculating the number of shares to be used above, 'B'
shares have been treated as one tenth of an 'A' or 'C' share. The earnings
per share calculation is based on earnings from continuing operations and on
the weighted average ordinary share capital which excludes shares held by
trusts relating to employee share options and shares held in treasury of
1,463,761 (2014: 1,170,610).
Diluted earnings per share amounts are calculated using the same earnings
figure as for basic earnings per share, divided by the weighted average number
of ordinary shares outstanding during the year plus the weighted average
number of ordinary shares that would be issued on the conversion of all the
dilutive potential ordinary shares into ordinary shares.
Adjusted earnings per share are calculated on profit before tax excluding
exceptional items and on the same weighted average ordinary share capital as
for the basic and diluted earnings per share. An adjusted earnings per share
measure has been included as the Directors consider that this measure better
reflects the underlying earnings of the Group.
7. DIVIDENDS
52 weeks ended 52 weeks ended
28 March 29 March
2015 2014
£m £m
Declared and paid during the year
Equity dividends on ordinary shares:
Final dividend for 2014: 9.30p (2013: 8.35p) 5.2 4.7
Interim dividend for 2015: 6.40p (2014: 5.80p) 3.5 3.2
_________________________________
Equity dividends paid on ordinary shares 8.7 7.9
_________________________________
Dividends on cumulative preference 0.1 0.1
shares (note 4)
_________________________________
Proposed for approval at the AGM
Final dividend for 2015: 10.20p (2014: 9.30p) 5.6 5.2
_________________________________
The pence figures are for the 40p 'A' and 'C' ordinary shares. The 4p 'B'
ordinary shares carry dividend rights of one tenth of those applicable to the
40p 'A' ordinary shares. Own shares held in the employee share trusts do not
qualify for dividends as the trustees have waived their rights. Dividends are
also not paid on own shares held as treasury shares.
8. PROPERTY, PLANT AND EQUIPMENT
Land & buildings Plant, machinery & vehicles Containers, fixtures & fittings Total
£m £m £m £m
Cost
At 30 March 2013 390.8 33.5 113.4 537.7
_________________________________________________
Additions 15.5 1.5 12.9 29.9
Acquisitions 5.9 1.1 - 7.0
Disposals (1.7) (0.3) (5.6) (7.6)
Transfers to assets held for sale (1.4) - (0.2) (1.6)
_________________________________________________
At 29 March 2014 409.1 35.8 120.5 565.4
_________________________________________________
Additions 11.2 2.7 18.6 32.5
Acquisitions 19.7 - 1.8 21.5
Disposals (1.2) (0.7) (12.2) (14.1)
_________________________________________________
At 28 March 2015 438.8 37.8 128.7 605.3
_________________________________________________
Depreciation and impairment
At 30 March 2013 24.7 20.9 77.3 122.9
_________________________________________________
Provided during the year 2.5 2.0 9.6 14.1
Impairment loss net of reversals 0.5 - - 0.5
Transfer to assets held for sale (0.3) - (0.1) (0.4)
Disposals (1.0) (0.3) (5.2) (6.5)
_________________________________________________
At 29 March 2014 26.4 22.6 81.6 130.6
_________________________________________________
Provided during the year 2.8 2.0 10.7 15.5
Disposals (0.3) (0.6) (11.8) (12.7)
_________________________________________________
At 28 March 2015 28.9 24.0 80.5 133.4
_________________________________________________
Net book value at 28 March 2015 409.9 13.8 48.2 471.9
_________________________________________________
Net book value at 29 March 2014 382.7 13.2 38.9 434.8
_________________________________________________
Net book value at 30 March 2013 366.1 12.6 36.1 414.8
_________________________________________________
During the 52 weeks ended 28 March 2015, the Group recognised an impairment
loss of £0.7 million (2014: £1.8 million) in respect of the write down of
licensed properties purchased in recent years where their asset values
exceeded either fair value less costs to sell or their value in use. The
impairment losses were driven principally by changes in the local competitive
environment in which the pubs are situated. Following an improvement in
trading performance and an increase in the amounts of estimated future cash
flows of certain previously impaired sites, reversals of £0.7 million were
recognised during the 52 weeks ended 28 March 2015 (2014: £1.3 million).
9. ANALYSIS OF NET DEBT
52 weeks ended 28 March 2015 At 29 March At 28 March
2014 Cash flows Non cash1 2015
£m £m £m £m
Cash and cash equivalents:
Cash and short term deposits 4.1 1.0 - 5.1
_________________________________________________________
4.1 1.0 - 5.1
_________________________________________________________
Debt:
Bank loans (116.2) (23.4) (0.4) (140.0)
Other loans (0.2) 0.5 (0.5) (0.2)
Debenture stock (25.9) - - (25.9)
Preference shares (1.6) - - (1.6)
_________________________________________________________
(143.9) (22.9) (0.9) (167.7)
_________________________________________________________
Net debt (139.8) (21.9) (0.9) (162.6)
_________________________________________________________
_________________________________________________________
1 Non cash movements relate to the amortisation of arrangement fees and the
acquisition of The Stable Pizza & Cider Limited during the year.
52 weeks ended 29 March 2014 At 30 March At 29 March
2013 Cash flows Non cash1 2014
£m £m £m £m
Cash and cash equivalents:
Cash and short term deposits 4.3 (0.2) - 4.1
________________________________________________________
4.3 (0.2) - 4.1
________________________________________________________
Debt:
Bank loans (112.5) (3.4) (0.3) (116.2)
Other loans - 0.3 (0.5) (0.2)
Debenture stock (25.8) - (0.1) (25.9)
Preference shares (1.6) - - (1.6)
________________________________________________________
(139.9) (3.1) (0.9) (143.9)
________________________________________________________
Net debt (135.6) (3.3) (0.9) (139.8)
________________________________________________________
________________________________________________________
1 Non cash movements relate to the amortisation of arrangement fees and the
acquisition of Cornish Orchards Limited during the year.
10. RETIREMENT BENEFIT OBLIGATIONS
At 28 March At 29 March
2015 2014
£m £m
The amount included in the Balance Sheet
arising from the Group's obligations in
respect of its defined benefit retirement plan
Fair value of Scheme assets 103.5 93.6
Present value of Scheme liabilities (127.9) (110.8)
__________________________________
Deficit in the Scheme (24.4) (17.2)
__________________________________
Key financial assumptions used in the valuation
of the scheme
Rate of increase in salaries 2.50% 3.10%
Rate of increase in pensions in payment 3.00% 3.30%
Discount rate 3.25% 4.45%
Inflation assumption - RPI 3.00% 3.30%
Inflation assumption - CPI 2.00% 2.60%
Mortality assumptions Years Years
Current pensioners (at 65) - males 22.2 22.1
Current pensioners (at 65) - females 24.4 24.3
Future pensioners (at 65) - males 23.5 23.5
Future pensioners (at 65) - females 25.9 25.8
At 28 March At 29 March
2015 2014
£m £m
Assets in the Scheme
Corporate bonds 20.7 17.8
UK equities 37.0 34.3
Overseas equities 13.2 11.1
Absolute return fund 29.5 27.9
Property 0.9 0.7
Cash 0.9 0.6
Annuities 1.3 1.2
Total market value of assets 103.5 93.6
Total market value of assets
103.5
93.6
Defined benefit obligation Fair value of Scheme assets Net defined benefit (deficit)
2015 2014 2015 2014 2015 2014
£m £m £m £m £m £m
Balance at beginning of the year (110.8) (101.9) 93.6 88.9 (17.2) (13.0)
________________________________________________________
Included in profit and loss
Current service cost (1.1) (1.5) - - (1.1) (1.5)
Curtailment gain 1.2 - - - 1.2 -
Net interest cost (4.9) (4.7) 4.1 4.1 (0.8) (0.6)
________________________________________________________
(4.8) (6.2) 4.1 4.1 (0.7) (2.1)
________________________________________________________
Included in Other Comprehensive Income
Actuarial gains/(losses) relating to:
Actual return less expected return on scheme assets - - 8.0 1.9 8.0 1.9
Experience gains arising on scheme liabilities (16.3) 0.5 - - (16.3) 0.5
Losses arising on changes in demographic assumptions - (6.5) - - - (6.5)
________________________________________________________
(16.3) (6.0) 8.0 1.9 (8.3) (4.1)
________________________________________________________
Other
Employer contributions - - 1.0 1.3 1.0 1.3
Employer special contributions - - 0.8 0.7 0.8 0.7
Employee contributions (0.3) (0.4)
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