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REG - Hilton Food Grp Plc - Interim Results

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RNS Number : 6340L  Hilton Food Group PLC  07 September 2023

 

 

7 September 2023

Hilton Food Group plc

 

Interim results for the 28 weeks to 16 July 2023

 

Robust financial performance in line with expectations; strong operational
progress

 

Business highlights - strong operational progress across categories and
geographies

·    Strong performance in APAC region delivered through partnership with
Woolworths

·    Core meat category continued to perform well; new business wins in
poultry and food service

·    Seafood recovery on track following management actions

·    Decisive action responding to market changes in vegan and vegetarian
category

·    Launch of Swedish food park in Q3 2023

·    Hilton's scale, innovation and technology capabilities underlined via
rollout of new free flow mince packaging with core customer, saving 690 tonnes
of plastic

·    Continued progress towards meeting ESG commitments, submitted
ambitious science-based targets in line with 1.5̊ C

 

Financial highlights - robust financial performance, trading in line with
Board expectations

·   Revenue up 5.2% to £2.1bn (2022: £2.0bn) driven primarily by raw
material price inflation

 

·   Volumes 0.2% higher at 272,321 tonnes (2022: 271,708 tonnes)

 

Adjusted results

·   Adjusted operating profit up 1.4% to £41.8m (2022: £41.2m)

 

·   Adjusted profit before tax 22.2% lower to £26.8m (2022: £34.4m)
impacted by higher interest costs

 

·   Adjusted basic earnings per share down 22.9% to 21.6p (2022: 28.0p)

 

IFRS results

·   Operating profit down 0.6% to £30.6m (2022: £30.8m)

 

·   Profit before tax 42.3% lower to £11.3m (2022: £19.6m)

 

·   Basic earnings per share down 49.7% to 7.6p (2022: 15.1p)

 

·   Net bank debt £216.5m (£211.6m at 2022 year end) (2022: £221.0m)

 

·   Interim dividend of 9.0p (2022: 7.1p)

 

 

Outlook

Hilton Foods is well positioned to continue to trade in line with Board
expectations for the rest of the year. Growth prospects are underpinned by
recent acquisitions and the continued recovery in seafood, combined with
opportunities to develop cross-category business and utilise wider supply
chain management expertise. Hilton Foods continues to explore growth
opportunities and wider geographic expansion with existing and new customers.
With a strong financial position with leverage and headroom at comfortable
levels, the outlook for continued progress remains positive.

 

Steve Murrells, Hilton Foods Chief Executive Officer, said:

"I am pleased, in my first set of results as Hilton Food's CEO, to show
delivery of a robust performance against a challenging economic backdrop. Our
core meat business has continued to perform strongly and we are pleased with
the continued recovery in seafood. At the same time, we continue to make
progress in our ESG strategy, including delivering packaging innovation to
reduce plastic usage and setting more ambitious science-based targets.

 

"I joined Hilton because it is an exciting business with great people, real
expertise in producing high-quality food products that consumers want and is a
trusted partner to retailers around the world. As I look ahead, I am confident
in the opportunities we have to grow, building on our existing partnerships
and forging new ones, based on our unique multi-category protein offer."

 

 

A presentation for analysts and investors will be held this morning at 08.30,
which will also be webcast. For details please contact
hiltonfood@headlandconsultancy.com (mailto:hiltonfood@headlandconsultancy.com)

 

 

Financial performance - overview:

                                    2023           2022           Change
                                    28 weeks to     28 weeks to   Reported  Constant currency

                                    16 July 2023   17 July 2022

 Volume (1) (tonnes)                272,321        271,708        0.2%      0.2%
 Revenue                            £2,123.1m      £2,018.6m      5.2%      5.2%

 Adjusted results (2)
 Adjusted operating profit          £41.8m         £41.2m         1.4%      0.6%
 Adjusted profit before tax         £26.8m         £34.4m         -22.2%    -23.1%
 Adjusted basic earnings per share  21.6p          28.0p          -22.9%    -24.3%

 Adjusted EBITDA                    £67.5m         £66.6m         1.3%      0.9%

 IFRS results
 Operating profit                   £30.6m         £30.8m         -0.6%
 Profit before tax                  £11.3m         £19.6m         -42.3%
 Basic earnings per share           7.6p           15.1p          -49.7%
 Other measures
 EBITDA                             £72.3m         £71.9m         0.6%
 Net bank debt (3)                  £216.5m        £221.0m
 Interim dividend                   9.0p           7.1p           26.8%

 

Notes

1    Volume includes 50% share Portuguese joint venture activities

2    Adjusted results represent the IFRS results before deduction of
acquisition intangibles amortisation and exceptional items and also IFRS 16
lease adjustments as detailed in the Alternative performance measures note 16.
Unless otherwise stated financial metrics in the Financial and strategic
highlights, Review of operations and Financial review refer to the adjusted
results

3    Net bank debt represents borrowings less cash and cash equivalents
excluding lease liabilities

 

 

Enquiries:

 

Hilton Food Group
 
Tel: +44 (0) 1480 387214

Steve Murrells, Chief Executive Officer

Matt Osborne, Chief Financial Officer

 

Headland Consultancy
Limited                               Tel: +44
(0) 20 3805 4822

Susanna
Voyle
Email: hiltonfood@headlandconsultancy.com

Will Smith

Joanna
Clark

 

This announcement contains inside information.

 

 

 

About Hilton

Hilton Foods builds and operates large scale, highly automated facilities for
food processing, manufacturing and logistics for leading international retail
and food service customers. We are a business of over 7,000 employees,
operating from 24 technologically advanced food processing, packing and
logistics facilities across 19 markets in Europe, Asia Pacific and North
America. For almost thirty years, our business has been built on dedicated
partnerships with our customers and suppliers, many forged over several
decades, and together we target long-term, sustainable growth and shared
value. We supply our customers with high quality, traceable, and assured food
products, with high standards of technical excellence and expertise.

 

Cautionary statement

This interim management report contains forward-looking statements. Such
statements are based on current expectations and assumptions and are subject
to risk factors and uncertainties which we believe are reasonable.
Accordingly, Hilton's actual future results may differ materially from the
results expressed or implied in these forward-looking statements. We do not
undertake to update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise.

 

Alternative performance measures (APMs)

Hilton uses Alternative Performance Measures (APMs) to monitor the underlying
performance of the Group. Management considers that APMs better reflect
business performance and provide useful information in line with how
management monitor and manage the business day-to-day.

 

 

 

Review of operations

 

The Group is presenting its interim results for the 28 weeks 16 July 2023,
together with comparative information for the 28 weeks to 17 July 2022. These
interim results are prepared in accordance with UK-adopted International
Accounting Standard 34 and the Disclosure Guidance and Transparency Rules
sourcebook of the United Kingdom's Financial Conduct Authority.

 

Performance overview

A robust business performance in the period saw revenue grow by 5.2% with
volumes 0.2% higher. Revenues reflect higher volumes, continued raw material
price inflation and also a full period of trading at Foppen following its
acquisition in March 2022. The operating margin was steady at 2.0% (2022:
2.0%) although the operating margin per kg increased slightly to 15.3p per kg
(2022: 15.2p per kg).

 

Hilton's results, reported in Sterling, are sensitive to changes in the value
of Sterling compared to the range of overseas currencies in which the Group
trades. Over the 28 weeks to 16 July 2023 there was no significant impact of
average exchange rates on our results compared with 2022.

 

UK and Ireland

Adjusted operating profit of £12.8m (2022: £11.8m) on revenue of £701.1m
(2022: £695.1m restated)

 

This operating segment covers the Hilton Foods businesses and joint ventures
in the UK and Ireland including meat processing facilities in Huntingdon, fish
facilities in Grimsby as well as the Fairfax Meadow food service business
acquired in 2021.

 

Volumes were 4.4% lower although revenue increased by 0.5% on a constant
currency basis. Operating margins increased slightly to 1.8% (2022: 1.7%)
reflecting strong core performance as well as the financial recovery in our
Seafood business which is on track.

 

Our UK based food service company, Fairfax Meadow continues to grow revenues
and win new business. The strategically well-placed customer base offers
opportunity to expand the range of Hilton Foods products offered to food
service.

 

Europe

Adjusted operating profit of £20.4m (2022: £19.9m) on revenue of £553.8m
(2022: £495.8m)

 

This operating segment covers the Group's meat, fish and vegetarian businesses
and joint ventures in Holland, Belgium, Sweden, Denmark, Central Europe,
Greece and Portugal.

 

Volumes were 1.7% lower although revenue increased by 9.3% on a constant
currency basis due to raw material price inflation. Operating margins were
3.7% (2022: 4.0%). The results reflect strong performance in our Central
Europe and Scandinavia based businesses and a full period's trading
performance for Foppen, the smoked salmon business acquired in March 2022.

 

Operations at our Dalco vegan and vegetarian business in the Netherlands has
been impacted by increased raw material costs and changes in consumer
purchasing patterns, one key driver of which has been the flight to value
during the cost of living crisis. We are proactively restructuring the
business which will lead to the closure of our Oss facility to optimise the
business at a single site centre of excellence. Our strong product offering,
extensive market experience and focus on operational efficiency puts us in a
strong position to continue to take advantage of market opportunities in this
sector.

 

In June 2021 the Group's facility in Belgium suffered an extensive fire and we
continue to work closely with insurers to progress the related claims.

 

APAC

Adjusted operating profit of £16.5m (2022: £13.0m) on revenue of £868.2m
(2022: £827.7m)

 

In Australia, the Group operates plants in Bunbury, Western Australia,
Melbourne, Victoria and Brisbane, Queensland. We also have a facility in
Auckland, New Zealand.

 

Volumes during the period increased strongly by 6.8%. Revenues were 6.8%
higher on a constant currency basis. Operating margins increased to 1.9%
(2022: 1.6%) partly attributable to the recovery of higher interest costs
under our cost plus contract. We continue to see strong performance in the
APAC region delivered through our partnership with Woolworths.

 

Strategic progress

Following a challenging 2022, our UK seafood business recovery is progressing
well with strong cost recovery plans delivering improvements to financial
performance. Investment in automation has enhanced our efficiency and unlocked
capacity to support future growth. There is also a new management team in
place, who are successfully delivering on our recovery plan.

 

In Q3 2023 we will be launching our new Swedish food park through our retail
partnership with ICA. The new facility will use the latest technology and
automation to produce a range of new private label products including porridge
and soup. It provides opportunity to broaden our customer product portfolio
and unlock further growth in the territory.

 

We continue to develop and apply automation, robotics and technology services
with our supply chain service offering providing a competitive advantage
facing into sector challenges. In Denmark we have extended our crate wash
services to other categories, cementing our position as a supply chain
partner. We are also extending our services offering into the food service
sector with a returnable crate model trial in the UK.

 

Delivery of our ESG commitments continues to progress. We have submitted more
ambitious science-based targets which, once validated, will be in line with a
1.5̊ C trajectory. In partnership with retail partners in the UK, Netherlands
and Sweden we have launched mince flow wrap, which achieves a 70% reduction in
plastic packaging. So far we have saved 690 tonnes of plastic.

 

Investments in our facilities

Hilton continues to invest in all its facilities maintaining state of the art
levels required to service our customers' growth, extend the range of products
supplied to those customers and deliver both first class service levels and
further increases in production efficiency. This investment ensures we can
achieve low unit costs and competitive selling prices at increasingly higher
levels of production throughput. Capital expenditure during the period was
£27.8m (2022: £26.0m) which included investment in the new Sweden food park
and in UK factory automation.

 

Financial review

 

Adjusted results represent the IFRS results before deduction of acquisition
intangibles amortisation, exceptional items and IFRS 16 lease adjustments.
These adjustments are detailed in the Alternative performance measures note
16.

 

Revenue increased by 5.2% to £2,123.1m (2022: £2,018.6m restated) and by
5.2% on a constant currency basis reflecting higher volumes and raw material
price inflation. Further details of revenue and volume growth by segment are
detailed in the Review of operations above.

 

Adjusted operating profit for the first 28 weeks of 2023 was £41.8m, 1.4%
higher than in the previous year (2022: £41.2m) and 0.6% higher on a constant
currency basis. The adjusted operating profit margin was in line with H1 2022
at 2.0% (2022: 2.0%) but ahead of the adjusted margin of 1.8% for the 2022
full year. IFRS operating profit for the first 28 weeks of 2023 was £30.6m
(2022: £30.8m) after charging exceptional costs of £7.7m (2022: £3.2m).

 

There were IFRS exceptional costs of £7.7m (2022: £3.2m) which related to
£5.2m of additional costs incurred following the Belgium fire in 2021, £1.2m
on tangible assets impaired due to the anticipated closure of the Dalco Oss
facility and £1.3m of reorganisation costs.

 

Adjusted net finance costs excluding exceptional items and lease interest
increased to £15.0m (2022: £6.8m) reflecting higher benchmark rates as well
as higher borrowings following the Foppen acquisition in March 2022. Interest
cover was 2.8 times (2022: 6 times). Similarly IFRS net finance costs
increased to £19.3m (2022: £11.2m).

 

The adjusted taxation charge for the period was £6.8m (2022: £8.4m)
representing an effective underlying tax rate of 25.2%, compared with 24.3%
last year. The IFRS taxation charge was £3.8m (2022: £5.0m) representing an
increased effective underlying tax rate of 34.0% (2022: 25.7%) attributable to
the exceptional costs.

 

Net income represents profit for the year attributable to owners of the
parent. Adjusted net income of £19.3m was 22.6% lower than last year (2022:
£25.0m) primarily reflecting the significantly higher unrecoverable interest
costs. IFRS net income was £6.8m (2022: £13.5m) impacted by the higher
interest and exceptional costs.

 

Adjusted basic earnings per share of 21.6p in the first 28 weeks of 2023 were
22.9% below 28.0p last year reflecting lower net income. Similarly IFRS basic
earnings per share was lower at 7.6p (2022: 15.1p).

 

Adjusted EBITDA increased to £67.5m for the period (2022: £66.6m) and IFRS
EBITDA was £72.3m (2022: £71.9m).

 

In the first 28 weeks the Group generated £18.9m of cash inflow before
acquisitions and financing activities (2022: cash outflow £17.4m). Net cash
generated from operations of £48.1m (2022: £8.4m) reflects normalisation of
working capital. During the period a further £1.6m was invested in Cellular
Agriculture Ltd following the achievement of development milestones.

 

Cash balances at 16 July 2023 were £79.7m (2022: £96.9m), which with net of
borrowings of £296.1m (2022: £317.9m), resulted in net bank debt of £216.5m
(£221.0m at 17 July 2022 and £211.6m at 1 January 2023). At 16 July 2023 the
Group had undrawn committed facilities under its syndicated banking facilities
of £88.1m (£106.4m at 1 January 2023). These banking facilities are subject
to covenants comprising net bank debt to EBITDA and interest cover. The Group
had significant headroom under these covenants at 16 July 2023 of at least 33%
for all these metrics.

 

The Group has maintained a progressive dividend policy since flotation. Hilton
Foods remains financially strong with significant cash balances and undrawn
loan facilities, and we continue to operate well within our banking covenants.
The Board is satisfied that the Group has adequate headroom under its existing
facilities, that it is appropriate to continue to operate and to maintain this
dividend policy and have approved the payment of an interim dividend of 9.0p
per ordinary share (2022: 7.1p). The interim dividend represents an increase
of 26.8% on the interim dividend declared in the prior year and reflects a
resumption in the interim dividend payout being approximately 30% of the
previous year's total dividend. This interim dividend amounting to £8.1m will
be paid on 1 December 2023 to shareholders on the register at close of
business on 3 November 2023.

 

 

Going concern

The Directors have performed a detailed assessment, including a review of the
Group's budget and forecasts for the 2023 financial year and its longer term
plans, including consideration of the principal risks faced by the Group. The
resilience of the Group has been assessed by applying significant downside
sensitivities to the Group's cash flow projections. Allowing for these
sensitivities and potential mitigating actions the Board is satisfied that the
Group is able to continue to operate well within its banking covenants and has
adequate headroom under its existing committed facilities which do not expire
until 2027. The Directors are satisfied that the Company and the Group have
adequate resources to continue to operate and meet its liabilities as they
fall due for the foreseeable future, a period considered to be at least 12
months from the date of signing these interim financial statements. For this
reason they continue to adopt the going concern basis for preparing the
financial statements.

 

The Group's borrowings are detailed in note 12 to this report and the
principal banking facilities which support the Group's existing and contracted
new business, are committed. The Group is in full compliance with all its
banking covenants and based on forecasts and sensitized projections is
expected to remain in compliance. Future geographical expansion which is not
yet contracted, and which is not built into our internal budgets and
forecasts, may require additional or extended banking facilities and such
future geographical expansion will depend on our ability to negotiate
appropriate additional or extended facilities, as and when they are required.
During the 2022 financial year the Group renewed its banking facilities with a
£424m five year revolving credit and term loan facility.

 

The Group's internal budgets and forward forecasts, which incorporate all
reasonably foreseeable changes in trading performance, are regularly reviewed
by the Board and show that it will be able to operate within its current
banking facilities, taking into account available cash balances, for the
foreseeable future.

 

The principal risks and uncertainties facing the Group's businesses

Hilton Foods has well developed processes and structures for identifying and
subsequently mitigating the key risks which the Group faces. The most
significant risks and uncertainties faced by the Group, together with the
Group's risk management processes are detailed in the review of Risk
management and principal risks on pages 26 to 31 of the Hilton Food Group plc
2022 Annual report. The principal risks and uncertainties identified in that
report were:

 

·    The progress of the Group's business is affected by the macroeconomic
and geopolitical environment and levels of consumer spending;

·    The Group's growth potential may be affected by the success of its
customers and their sales growth;

·    The Group strategy focuses on industry-leading customers who can
exercise significant buying power and influence when it comes to contractual
renewal terms at 5 to 15-year intervals;

·    As Hilton Foods continues to grow there is more reliance on key
personnel and their ability to manage growth, change, integration and
compliance across new legislative and regulatory environments. This
risk increases as the Group continues to expand with new customers and into
new territories with potentially greater reliance on stretched skilled
resource and execution of simultaneous growth projects;

·    The Group's business strength is affected by its ability to maintain
a wide and flexible global food supply base operating at standards that can
continuously achieve the specifications set by Hilton Foods and its customers;

·    Contamination within the upstream supply chain including outbreaks of
disease and feed contaminants affecting livestock and fish;

·    Significant incidents such as fire, flood, pandemic or interruption
of supply of key utilities could impact the Group's business continuity;

·    The Group's IT systems could be subject to cyber-attacks, including
ransomware and fraudulent external email activity. These kinds of attacks are
generally increasing in frequency and sophistication;

·    A significant breach of health & safety legislation as complexity
increases in managing sites across different product groups and geographies;
and

·    The Group's business and supply chain is affected by climate change
risks comprising both physical and transition risks. Physical risks include
long-term rises in temperature and sea levels as well as changes to the
frequency and severity of extreme weather events. Transition risks include
policy changes, reputational impacts, and shifts in market preferences and
technology.

 

Cost of living crisis, increasing interest rates and the Russia-Ukraine War

The macroeconomic and geopolitical landscape, exacerbated by the Ukrainian war
and increasing interest rates, is having an unprecedented impact on our supply
chains, operations, consumers and customers. Energy price volatility and an
acute cost of living crisis is impacting consumer spending and eating habits,
although we are expecting this to ease as the rate of food price inflation
slows.

 

We recognise the impact of increasing interest costs on all businesses and we
continue to focus on ways of reducing our exposure including through the use
of cash pooling and exploring working capital financing.

 

Our continued focus on cost control, innovation and factory efficiency is
enabling us to manage the inflationary pressures the industry is currently
facing. Through our strong customer relationships we are able to support
consumers to navigate through these challenging times.

 

Brexit

We continue to monitor the UK and EU regulatory and trade environments as they
evolve and amend processes and operations as required. We are working closely
with our customers and supply chains to ensure preparation for the
implementation of the Windsor Framework in Q4 2023. Our focus on technology
and automation further reduces our risk exposure in this area.

 

The risks and uncertainties outlined above had no material adverse impact on
the results for the 28 weeks to 16 July 2023 and are expected to remain
virtually unchanged for the remainder of the 2023 financial year.

 

Steve Murrells

Chief Executive Officer

 

Matt Osborne

Chief Financial Officer

 

6 September 2023

 

Statement of Directors' responsibilities

The Directors confirm that the condensed consolidated interim financial
statements have been prepared in accordance with UK-adopted International
Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure
Guidance and Transparency Rules sourcebook of the United Kingdom's Financial
Conduct Authority and that the interim management report includes a fair
review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:

 

(a) an indication of important events that have occurred during the first 28
weeks and their impact on the condensed set of financial statements, and a
description of principal risks and uncertainties for the remaining 24 weeks of
the financial year; and

(b) material related party transactions in the first 28 weeks and any material
changes in the related party transactions described in the last annual report.

 

The maintenance and integrity of the Hilton Food Group plc website is the
responsibility of the Directors; the work carried out by the authors does not
involve consideration of these matters and, accordingly, the auditors accept
no responsibility for any changes that might have occurred to the interim
financial statements since they were initially presented on the website.

 

The Directors of Hilton Food Group plc are listed in the 2022 Hilton Food
Group plc Annual report and financial statements. On 3 July 2023 Philip Heffer
stepped down from the Board and Steve Murrells CBE joined the Board as Group
CEO. There have been no other changes in Directors since 2 January 2023. A
list of current Directors is maintained on the Hilton Food Group plc website
at https://www.hiltonfoods.com/.

 

On behalf of the Board

 

Robert Watson OBE

Chairman

 

Matt Osborne

Chief Financial Officer

Condensed Consolidated Income statement

 

                                                                                                            28 weeks        28 weeks
                                                                                                            ended           Restated (note 2)
                                                                                                            16 July 2023    17 July 2022

 Continuing operations                                               Note                                   £'000           £'000
 Revenue                                                             4                                      2,123,139       2,018,597
 Cost of sales                                                                                              (1,901,347)     (1,831,173)
 Gross profit                                                                                               221,792         187,424
 Distribution costs                                                                                         (24,224)        (18,314)
 Other administrative expenses                                                                              (159,980)       (135,849)
 Exceptional items                                                   5                                      (7,743)         (3,183)
 Total administrative expenses                                                                              (167,723)       (139,032)
 Share of profit in joint ventures and associates                                                           772             721
 Operating profit                                                    4                                      30,617          30,799
 Finance income                                                                                             43              19
 Other finance costs                                                                                        (19,386)        (11,191)
 Exceptional finance costs                                           5                                      -               (75)
 Total finance costs                                                                                        (19,386)        (11,266)
 Finance costs - net                                                                                        (19,343)        (11,247)
 Profit before income tax                                                                                   11,274          19,552
 Income tax expense                                                                                         (4,062)         (6,526)
 Exceptional tax credit                                              5                                      228             1,502
 Total income tax expense                                            6                                      (3,834)         (5,024)
 Profit for the period                                                                                      7,440           14,528

 Profit attributable to:
 Owners of the parent                                                                                       6,770           13,455
 Non-controlling interests                                                                                  670             1,073
                                                                                                            7,440           14,528

 Earnings per share for profit attributable to owners of the parent
 - Basic (pence)                                                     8                                      7.6             15.1
 - Diluted (pence)                                                   8                                      7.5             14.9

 The above condensed consolidated income statement should be read in
 conjunction with the accompanying notes
 Condensed Consolidated Statement of comprehensive income

                                                                                                            28 weeks ended  28 weeks ended
                                                                                                            16 July 2023    17 July 2022
                                                                                                            £'000           £'000
 Profit for the period                                                                                      7,440           14,528
 Other comprehensive income/(expense)
 Currency translation differences                                                                           (1,498)         (714)
 (Loss)/gain on cash flow hedges                                                                            (3,252)         1,756
 Other comprehensive income/(expense) for the period net of tax                                             (4,750)         1,042
 Total comprehensive income for the period                                                                  2,690           15,570

 Total comprehensive income attributable to:
 Owners of the parent                                                                                       2,201           14,421
 Non-controlling interests                                                                                  489             1,149
                                                                                                            2,690           15,570

 The above condensed consolidated statement of comprehensive income should be
 read in conjunction with the accompanying notes.

Condensed Consolidated Balance sheet

                                               16 July 2023  17 July 2022  1 January 2023
                                       Note    £'000         £'000         £'000
 Assets
 Non-current assets
 Property, plant and equipment         9       314,266       316,743       327,611
 Lease: Right-of-use asset             9       195,869       222,218       216,578
 Intangible assets                     9       155,558       153,732       160,480
 Investments                           10      8,485         5,723         6,208
 Deferred income tax assets                    12,765        12,224        13,801
                                               686,943       710,640       724,678
 Current assets
 Inventories                                   191,386       176,259       206,729
 Trade and other receivables                   261,209       260,079       271,160
 Current tax assets                            7,137         6,484         5,995
 Derivative financial instruments      15      -             4,540         -
 Cash and cash equivalents                     79,676        96,864        87,224
                                               539,408       544,226       571,108
 Total assets                                  1,226,351     1,254,866     1,295,786

 Equity and liabilities
 Equity
 Ordinary shares                       13      8,960         8,938         8,943
 Share premium                                 144,926       143,714       144,926
 Employee share schemes reserve                5,901         6,405         5,004
 Foreign currency translation reserve          (3,696)       (2,896)       (2,379)
 Retained earnings                             154,411       170,761       167,862
 Reverse acquisition reserve                   (31,700)      (31,700)      (31,700)
 Merger reserve                                919           919           919
 Cashflow hedging reserve                      (2,466)       1,756         786
                                               277,255       297,897       294,361
 Non-controlling interests                     9,891         6,157         10,956
 Total equity                                  287,146       304,054       305,317

 Liabilities
 Non-current liabilities
 Borrowings                            12      268,159       287,460       270,510
 Lease liabilities                             211,848       236,202       230,152
 Deferred income tax liabilities               14,166        12,939        15,921
                                               494,173       536,601       516,583
 Current liabilities
 Borrowings                            12      27,971        30,389        28,279
 Lease liabilities                             14,048        12,647        16,006
 Trade and other payables                      396,364       371,175       426,203
 Derivative financial instruments      15      6,649         -             3,398
                                               445,032       414,211       473,886
 Total liabilities                             939,205       950,812       990,469
 Total equity and liabilities                  1,226,351     1,254,866     1,295,786

 The above condensed consolidated balance sheet should be read in conjunction
 with the accompanying notes.

Condensed Consolidated Statement of changes in equity

 

 

                                                        Attributable to owners of the parent
                                                        Share capital  Share premium  Employee share schemes reserve  Foreign currency translation reserve  Retained earnings  Reverse acquisition reserve  Merger  reserve   Cashflow hedge reserve  Own shares  Total     Non-controlling interests  Total         equity
                                                  Note  £'000          £'000          £'000                           £'000                                 £'000              £'000                        £'000             £'000                   £'000       £'000     £'000                      £'000
 Balance at 3 January 2022                              8,893          142,043        6,990                           (2,106)                               176,449            (31,700)                     919               -                       (87)        301,401   6,548                      307,949
 Comprehensive income
 Profit for the period                                  -              -              -                               -                                     13,455             -                            -                 -                       -           13,455    1,073                      14,528
 Other comprehensive income
 Currency translation differences                       -              -              -                               (790)                                 -                  -                            -                 -                       -           (790)     76                         (714)
 Gain on cash flow hedging                              -              -              -                               -                                     -                  -                            -                 1,756                   -           1,756     -                          1,756
 Total comprehensive income for the period              -              -              -                               (790)                                 13,455             -                            -                 1,756                   -           14,421    1,149                      15,570
 Transactions with non-controlling interests            -              -              -                               -                                     -                  -                            -                 -                       -           -         (349)                      (349)
 Issue of new shares                              13    17             1,671          -                               -                                     -                  -                            -                 -                       -           1,688     -                          1,688
 Adjustment in respect of employee share schemes        -              -              (470)                           -                                     -                  -                            -                 -                       -           (470)     -                          (470)
 Settlement of employee share schemes                   28             -              (115)                           -                                     -                  -                            -                 -                       87          -         -                          -
 Dividends paid                                   7     -              -              -                               -                                     (19,143)           -                            -                 -                       -           (19,143)  (1,191)                    (20,334)
 Total transactions with owners                         45             1,671          (585)                           -                                     (19,143)           -                            -                 -                       87          (17,925)  (1,540)                    (19,465)
 Balance at 17 July 2022                                8,938          143,714        6,405                           (2,896)                               170,761            (31,700)                     919               1,756                   -           297,897   6,157                      304,054

 Balance at 2 January 2023                              8,943          144,926        5,004                           (2,379)                               167,862            (31,700)                     919               786                     -           294,361   10,956                     305,317
 Profit for the period                                  -              -              -                               -                                     6,770              -                            -                 -                       -           6,770     670                        7,440
 Currency translation differences                       -              -              -                               (1,317)                               -                  -                            -                 -                       -           (1,317)   (181)                      (1,498)
 Loss on cash flow hedging                              -              -              -                               -                                     -                  -                            -                 (3,252)                 -           (3,252)   -                          (3,252)
 Total comprehensive income for the period              -              -              -                               (1,317)                               6,770              -                            -                 (3,252)                 -           2,201     489                        2,690
 Issue of new shares                              13    17             -              -                               -                                     -                  -                            -                 -                       -           17        -                          17
 Adjustment in respect of employee share schemes        -              -              897                             -                                     -                  -                            -                 -                       -           897       -                          897
 Dividends paid                                   7     -              -              -                               -                                     (20,221)           -                            -                 -                       -           (20,221)  (1,554)                    (21,775)
 Total transactions with owners                         17             -              897                             -                                     (20,221)           -                            -                 -                       -           (19,307)  (1,554)                    (20,861)
 Balance at 16 July 2023                                8,960          144,926        5,901                           (3,696)                               154,411            (31,700)                     919               (2,466)                 -           277,255   9,891                      287,146

 

The above condensed consolidated statement of changes in equity should be read
in conjunction with the accompanying notes.

Condensed Consolidated Cash flow statement

 

                                                                28 weeks ended  28 weeks ended
                                                                16 July 2023    17 July 2022
                                                                £'000           £'000
 Cash flows from operating activities
 Cash generated from operations                                 73,654          27,975
 Interest paid                                                  (19,386)        (11,249)
 Income tax paid                                                (6,195)         (8,359)
 Net cash generated from operating activities                   48,073          8,367

 Cash flows from investing activities
 Acquisition of subsidiary                                      -               (81,821)
 Purchase of non-controlling interest                           -               (1,207)
 Acquisition of investments in joint ventures and associates    (1,635)         -
 Purchases of property, plant and equipment                     (26,151)        (25,494)
 Proceeds from sale of property, plant and equipment            266             48
 Purchases of intangible assets                                 (1,689)         (447)
 Interest received                                              43              2
 Net cash used in investing activities                          (29,166)        (108,919)

 Cash flows from financing activities
 Proceeds from borrowings                                       18,312          313,618
 Repayments of borrowings                                       (13,743)        (228,565)
 Payment of lease liability                                     (6,871)         (7,651)
 Dividends paid to owners of the parent                         (20,221)        (19,143)
 Dividends paid to non-controlling interests                    (1,554)         (1,191)
 Net cash generated (used in)/from financing activities         (24,077)        57,068

 Net decrease in cash and cash equivalents                      (5,170)         (43,484)
 Cash and cash equivalents at beginning of the period           87,224          140,170
 Exchange (losses)/gains on cash and cash equivalents           (2,378)         178
 Cash and cash equivalents at end of the period                 79,676          96,864

 The above condensed consolidated statement of cash flows should be read in
 conjunction with the accompanying notes.

 

 

Notes to the interim financial statements

 

1 General information

 

Hilton Food Group plc ("the Company") and its subsidiaries (together "the
Group") is a leading international multi-protein food business.

 

The Company is a public company limited by shares incorporated and domiciled
in the UK. The address of the registered office is 2-8 The Interchange, Latham
Road, Huntingdon, Cambridgeshire PE29 6YE. The registered number of the
Company is 06165540.

 

The Company maintains a Premium Listing on the London Stock Exchange.

 

These interim financial statements were approved for issue on 6 September
2023.

 

These interim financial statements do not comprise statutory accounts within
the meaning of Section 434 of the Companies Act 2006. Statutory accounts for
the 52 weeks ended 1 January 2023 were approved by the Board of Directors on
23 April 2023 delivered to the Registrar of Companies. The report of the
auditors on those accounts was unqualified, did not contain an emphasis of
matter paragraph and did not contain any statement under Section 498 of the
Companies Act 2006.

 

These interim financial statements have been reviewed, not audited.

 

2 Basis of preparation

 

This consolidated interim financial report for the 28 weeks ended 16 July 2023
have been prepared in accordance with the UK-adopted International Accounting
Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and
Transparency Rules sourcebook of the United Kingdom's Financial Conduct
Authority.

 

Going concern

The consolidated interim financial statements have been prepared on the going
concern basis. The Group has undertaken a detailed going concern assessment,
including a review of its budget and forecasts for the 2023 financial year and
its longer term plans, including consideration of the principal risks faced by
the Group. The resilience of the Group in the face of uncertain challenges has
then been assessed by applying significant downside sensitivities to the
Group's cash flow projections. Allowing for these sensitivities and potential
mitigating actions the Board is satisfied that the Group is able to continue
to operate well within its banking covenants and has adequate headroom under
its existing committed facilities. The Directors are satisfied that the Group
has adequate resources to continue to operate and meet its liabilities as they
fall due for a period of at least 12 months from the date of signing these
interim financial statements and therefore consider it appropriate to adopt
the going concern basis of accounting in preparing the consolidated interim
financial statements.

 

Estimates and judgements

The preparation of interim financial statements requires management to make
judgements, estimates and assumptions that affect the application of
accounting policies and the reported amounts of assets and liabilities, income
and expense. Actual results may differ from these estimates.

 

In preparing these interim financial statements, the significant judgements
made by management in applying the Group's accounting policies and the key
sources of estimation uncertainty were the same as those that applied to the
consolidated financial statements for the 52 weeks ended 1 January 2023.

 

New and amended standards adopted by the Group

A number of new or amended standards became applicable for the current
reporting period. The Group did not have to change its accounting policies or
make retrospective adjustments as a result of adopting these standards.

 

Prior year restatement

Following a review of the classification of revenue recognised in the prior
period, intra-group revenue totalling £20.1m was identified as being included
in the reported figure for external revenue. This has been adjusted in the
comparatives presented with a corresponding reduction in cost-of-sales. There
is no impact on reported profitability for the prior period and revenue
reported for the full year 2022 is not affected as there was no margin charged
on this intra-group revenue.

 

3 Accounting policies

 

The accounting policies adopted in the preparation of these interim results
are consistent with those applied in the preparation of the Group's annual
report for the year ended 1 January 2023 and corresponding interim reporting
period.

 

The group has reviewed its exposure to climate related and other emerging
business risks, but has not identified any risks that could impact the
financial performance or position of the group as at 16 July 2023

 

The Group has recognised exceptional items during the period, the accounting
policy in respect of these is summarised below.

 

Exceptional items

Exceptional items are not defined under IFRS. However, the Group classifies
Exceptional Items as those that are separately identifiable by virtue of their
size, nature or expected frequency and that therefore warrant separate
presentation.

 

As detailed in note 5 during the period to 16 July 2023 the Group has
recognised exceptional items in respect of costs associated with the fire at
its facility in Belgium and re-organisation programs. The income statement
separately shows the impact of the exceptional items on reported operating
profit with further reconciliations between statutory and adjusted measures
used by the Group presented in note 16. Presentation of these exceptional
items and the reconciliations between adjusted and statutory measures is not
intended to be a substitute for or intended to promote the adjusted measures
above statutory measures.

 

Current income tax

Taxes on income in the interim periods are accrued using the tax rate that
would be applicable to expected total annual earnings.

 

4 Segment information

 

Management have determined the operating segments based on the reports
reviewed by the Executive Directors that are used to make strategic decisions.

 

The Executive Directors have considered the business from both a geographic
and product perspective.

 

From a geographic perspective, the Executive Directors consider that the Group
has four operating segments: i) UK & Ireland which comprises the Group's
operations in United Kingdom and Republic of Ireland; ii) Europe which
includes the Group's operations in the Netherlands, Sweden, Denmark, Central
Europe and Portugal; iii) APAC comprising the Group's operations in Australia
and New Zealand; and iv) Central costs. Previously, the UK & Ireland and
Europe segments were reported on a combined basis as "Europe" but following
the changes to the Group's organisational structure have now been shown
separately. The restated segments are shown in the tables below.

 

From a product perspective the Executive Directors consider that the Group has
only one identifiable product, wholesaling of food protein products including
meat, fish and vegetarian. The Executive Directors consider that no further
segmentation is appropriate, as all of the Group's operations are subject to
similar risks and returns and exhibit similar long term financial performance.

 The segment information provided to the Executive Directors for the reportable
 segments is as follows:
                                                                       Operating
                                                        Total segment  profit/(loss)
                                                        revenue        segment result
                                                        £'000          £'000
 28 weeks ended 16 July 2023
 UK & Ireland                                           701,097        9,018
 Europe                                                 553,846        12,339
 APAC                                                   868,196        17,266
 Central costs                                          -              (8,006)
 Total                                                  2,123,139      30,617

 28 weeks ended 17 July 2022 (Restated)
 UK & Ireland                                           695,137        6,762
 Europe                                                 495,788        10,617
 APAC                                                   827,672        14,177
 Central costs                                          -              (757)
 Total                                                  2,018,597      30,799

 

The Group uses a number of alternative performance measures to assess
underlying performance, these are explained and reconciled to the segmental
results presented above in note 16. There is no inter-segment revenue included
in the figures above.

                                      16 July    17 July     1 January
                                      2023       2022        2023
                                      £'000      £'000       £'000
                                                 (Restated)  (Restated)
 Total assets
 UK & Ireland                         381,643    328,577     394,602
 Europe                               360,432    409,670     375,334
 APAC                                 431,999    481,656     481,229
 Central costs                        32,375     16,255      24,825
 Total segment assets                 1,206,449  1,236,158   1,275,990
 Current income tax assets            7,137      6,484       5,995
 Deferred income tax assets           12,765     12,224      13,801
 Total assets per balance sheet       1,226,351  1,254,866   1,295,786

                                      16 July    17 July     1 January
                                      2023       2022        2023
                                      £'000      £'000       £'000
                                                 (Restated)  (Restated)
 Total liabilities
 UK & Ireland                         166,084    161,680     182,267
 Europe                               178,953    176,045     204,636
 APAC                                 379,749    427,508     466,492
 Central costs                        200,253    172,640     121,153
 Total segment liabilities            925,039    937,873     974,548
 Deferred income tax liabilities      14,166     12,939      15,921
 Total liabilities per balance sheet  939,205    950,812     990,469

5 Exceptional items

                                 28 weeks ended 16 July 2023                           28 weeks ended 17 July 2022
                                 Operating profit  Finance costs  Tax      Profit      Operating profit  Finance costs  Tax      Profit

                                                                           after tax                                             after tax
 Group                           £'000             £'000          £'000    £'000       £'000             £'000          £'000    £'000
 Belgium fire                    5,239             -              -        5,239       3,815             -              (954)    2,861
 Acquisition of Foods Connected  -                 -              -        -           (3,876)           -              -        (3,876)
 Acquisition related costs       -                 -              -        -           1,204             75             (229)    1,050
 Reorganisation costs            1,304             -              -        1,304       2,040             -              (319)    1,721
 Dalco Impairment                1,200             -              (228)    972         -                 -              -        -
 Total exceptional costs         7,743             -              (228)    7,515       3,183             75             (1,502)  1,756

 

Fire in Belgium

In June 2021 the Group's facility in Belgium suffered an extensive fire. The
Group continues to work closely with its insurers to progress related
insurance claims. The results for the period to 16 July 2023 do not include
potential income that may be received in respect of these claims with the
insurance proceeds therefore considered to be contingent assets; at this stage
in the claims process the value of the contingent asset has yet to be
determined. Legal claims have been made against the Group in connection with
the fire, however at this stage the Group considers the likelihood of
incurring financial liabilities as a result of them is remote.

 

Exceptional costs totalling £5,239,000 have been recognised in the period
relating to additional costs incurred in continuing to supply our customer in
Belgium in connection with the insurance claim and legal claims.

 

In the prior period exceptional costs totalling £3,815,000 were recognised
relating to additional costs incurred in continuing to operate in Belgium.

 

Reorganisation Costs

During the period exceptional reorganisation costs of £1,304,000 have been
recognised by the Group. These costs resulted from on-going efficiency and
restructuring programs resulting in redundancies at a number of facilities
operated by the Group.

 

Dalco Impairment of Property, Plant and Equipment

The intended closure of one of the sites operated by our Dalco business allows
us to optimise production and drive efficiencies at a single site centre of
excellence for our vegan and vegetarian products. An exceptional impairment
charge of £1.2m has been recognised in respect of property, plant and
equipment that the Group does not expect to be able to re-purpose for use in
its other facilities.

 

6 Income tax expense

 

Income tax expense is recognised based on management's best estimate of the
weighted average annual income tax rate expected for the full financial year.
The estimated average annual tax rate used for the 28 weeks to 16 July 2023 is
34.0%. The estimated average annual effective tax rate for the 28 weeks ended
17 July 2022 was 25.7%.

 7 Dividends
                                                             28 weeks ended  28 weeks ended
                                                             16 July 2023    17 July 2022
                                                             £'000           £'000
 Final dividend paid 22.6p per ordinary share (2022: 21.5p)  20,221          19,143
 Total dividends paid                                        20,221          19,143

 

The Directors have approved the payment of an interim dividend of 9.0p per
share payable on 1 December 2023 to shareholders who are on the register at 3
November 2023. This interim dividend, amounting to £8.1m has not been
recognised as a liability in these interim financial statements. It will be
recognised in shareholders' equity in the 52 weeks to 31 December 2023.

 

8 Earnings per share

 

Basic earnings per share are calculated by dividing the profit attributable to
equity holders of the Company by the weighted average number of ordinary
shares in issue during the period.

 

Diluted earnings per share are calculated by adjusting the weighted average
number of ordinary shares outstanding to assume conversion of all dilutive
potential ordinary shares. The Company has share options for which a
calculation is done to determine the number of shares that could have been
acquired at fair value (determined as the average annual market share price of
the Company's shares) based on the monetary value of the subscription rights
attached to outstanding share options. The number of shares calculated as
below is compared with the number of shares that would have been issued
assuming the exercise of the share options.

 

                                                                                                   28 weeks ended                           28 weeks ended
                                                                                                   16 July 2023                             17 July 2022
                                                                                                   Basic                         Diluted    Basic                      Diluted
 Profit attributable to equity holders of the Company  (£'000)                                     6,770                         6,770      13,455                     13,455
 Weighted average number of ordinary shares in issue   (thousands)                                 89,525                        89,525     89,002                     89,002
 Adjustment for share options                          (thousands)                                 -                             942        -                          1,221
 Adjusted weighted average number of ordinary shares   (thousands)                                 89,525                        90,467     89,002                     90,223
 Basic and diluted earnings per share                  (pence)                                     7.6                           7.5        15.1                       14.9

 9 Property, plant and equipment, right-of-use and intangible assets
                                                                                Property, plant   and equipment       Lease: Right-of-use asset        Intangible      assets
                                                                                £'000                                 £'000                            £'000
 28 weeks ended 17 July 2022
 Opening net book amount as at 4 January 2021                                   291,488                               222,004                          105,775
 Exchange adjustments                                                           7,996                                 2,994                            175
 Acquisition of subsidiary                                                      16,992                                3,214                            50,851
 Additions                                                                      25,494                                4,376                            447
 Disposals                                                                      (109)                                 -                                -
 Lease modifications                                                            -                                     38                               -
 Transfer                                                                       1,841                                 -                                1,392
 Depreciation and amortisation                                                  (26,959)                              (10,408)                         (4,908)
 Closing net book amount as at 17 July 2022                                     316,743                               222,218                          153,732

 28 weeks ended 16 July 2023
 Opening net book amount as at 2 January 2022                                   327,611                               216,578                          160,480
 Exchange adjustments                                                           (12,563)                              (13,558)                         (191)
 Additions                                                                      26,151                                2,348                            1,689
 Disposals                                                                      (340)                                 (86)                             (760)
 Lease modifications                                                            -                                     46                               -
 Reclassification to right of use asset                                         (94)                                  94                               -
 Depreciation and amortisation                                                  (25,253)                              (9,553)                          (5,706)
 Impairment                                                                     (1,200)                               -                                -
 Transfers to/from intangibles                                                  (46)                                  -                                46
 Closing net book amount as at 16 July 2023                                     314,266                               195,869                          155,558

 The Group has commitments to purchase property, plant and equipment of
 £5,555,000 (2022: £11,557,000).

 

Given the current challenges in the alternative proteins market, alongside the
wider inflationary environment an indicator of impairment was considered to
exist at the interim balance sheet date and therefore an impairment assessment
was performed in respect of the carrying value of the Dalco cash generating
unit. The recoverable amount of the Dalco cash generating unit, calculated on
a value in use basis, exceeded its carrying value and therefore no impairment
was required. Key assumptions applied in the calculations of the recoverable
amount were forecast EBITDA, a pre-tax discount rate of 9.7% and a growth rate
of 2%.

 

The calculations are sensitive to changes in these assumptions with reasonable
possible changes in assumptions being an increase in discount rate of 0.5%pts,
a reduction in growth rate of 0.5%pts or a reduction in budgeted cashflows of
5%. Applying these reasonable sensitivities individually would result in an
impairment charge of £1-2m.

 

No indicators for impairment of any of the other CGUs have been identified. As
a result, management has not updated any other impairment assessments at the
interim date.

 10 Investments

 Investments in joint ventures and associates
                                               28 weeks ended  28 weeks ended  52 weeks ended
                                               16 July         17 July         2 January
                                               2023            2022            2022
                                               £'000           £'000           £'000
 At the beginning of the period                6,208           5,539           5,539
 Acquisitions                                  1,635           1,190           2,904
 Profit for the period                         772             721             1,235
 Disposal of investment (note 11)              -               (1,750)         (2,925)
 Dividends received                            -               -               (672)
 Effect of movements in foreign exchange       (130)           23              127
 At the end of the period                      8,485           5,723           6,208

 

11 Business Combinations

 

2023

 

There have been no business combinations in the period to 16 July 2023.

 

 2022
                                              Foods Connected Ltd
 Group                                        £'000
 Property, plant and equipment                71
 Intangibles-Technology                       2,849
 Brand and customer relationship intangibles  6,964
 Trade and other receivables                  1,231
 Cash and cash equivalents                    230
 Trade and other payables                     (1,509)
 Deferred tax                                 (1,882)
 Goodwill                                     3,300
 Fair value of assets acquired                11,254

 Consideration
 Issue of shares                              1,688
 Non-controlling interest                     3,939
 Deemed fair value of existing 50% interest   5,627
                                              11,254

On 7 July 2022 the Group completed the purchase of an additional 15% of Foods
Connected Ltd. taking its interest from 50% to 65%. Foods Connected Ltd.
provides software solutions for supply chain, procurement, food safety,
quality and CSR.

 

Due to the timing of completion of the acquisition and the timing of other
acquisition activity undertaken by the Group in 2022, the assessment of the
fair values of assets and liabilities acquired and Goodwill was treated as
provisional when the Group reported its 2022 annual results. Following further
review the figures have now been confirmed as final and are in line with the
figures reported in 2022.

Foods Connected Ltd

Consideration for the acquisition of the 15% interest in Foods Connected Ltd
in 2022 totalled £1,688,000 comprised of 170,305 Hilton Food Group plc shares
at Market Value taking the holding of Foods Connected to 65%. The acquisition
of Foods Connected provides an opportunity to deliver growth through new
customer agreements with retailers and manufacturers across Europe and
Australia and provides HFG control over the business.

As a result of the acquisition, and to allow full consolidation of Foods
Connected Ltd as a subsidiary the Group recognised an exceptional gain of
£2,701,000 being the difference between the carrying value of its joint
venture interest at the date of acquisition and its fair value.

The fair value of the technology acquired was established following a review
undertaken by qualified personnel and reflects their existing use value.

The value of technology intangible assets used in the company's operations
have been reviewed and valued at £2,849,000.

 

The value of customer relationships have also been assessed with the support
of competent professionals. Customer relationships have been assessed to have
a fair value of £6,964,000 and a useful economic life of 10 years. The value
of other assets and liabilities reflect the amounts expected to be realised or
paid respectively.

Goodwill of £3,300,000 has been recognised in 2022. Residual goodwill relates
to the strategic benefits for Hilton of diversifying its business and the
know-how of Foods Connected Ltd's employees.

The value of other assets and liabilities reflect the amounts expected to be
realised or paid, respectively.

 12 Borrowings
                   16 July  17 July  1 January
                   2023     2022     2023
                   £'000    £'000                £'000
 Current           27,971   30,389   28,279
 Non-current       268,159  287,460  270,510
 Total borrowings  296,130  317,849  298,789

 

 Movements in borrowings is analysed as follows:
                                                  28 weeks ended  28 weeks ended  52 weeks ended
                                                  16 July         17 July         1 January
                                                  2023            2022            2023
                                                  £'000           £'000           £'000
 Opening amount                                   298,789         224,732         224,732
 Exchange adjustments                             (7,228)         8,064           6,832
 New borrowings                                   18,312          313,618         295,790
 Repayment of borrowings                          (13,743)        (228,565)       (228,565)
 Closing amount                                   296,130         317,849         298,789

 

 13 Ordinary shares
                                                                               Number of    Ordinary
                                                                               shares       shares    Total
                                                                               (thousands)  £'000     £'000
 At 4 January 2021                                                             88,935       889       8,893
 Issue of new shares on exercise of employee share options                     275          3         28
 Issue of new shares relating to purchase of additional 15% interest in Foods  170          2         17
 Connected
 At 17 July 2022                                                               89,380       894       8,938

 At 2 January 2023                                                             89,433       8,943     8,943
 Issue of new shares on exercise of employee share options                     169          17        17
 At 16 July 2023                                                               89,602       8,960     8,960

 All ordinary shares of 10p each have equal rights in respect of voting,
 receipt of dividends and repayment of capital.

14 Related party transactions

 

The Directors do not consider there to be one ultimate controlling party. The
companies noted below are all deemed to be related parties by way of common
Directors.

 

Transactions between related parties made on an arm's length basis were as
follows:

 

                                                  28 weeks ended  28 weeks ended  53 weeks ended
                                                  16 July         17 July         1 January
                                                  2023            2022            2023
 Group sales:                                     £'000           £'000           £'000
 Sohi Meat Solutions Distribuicao de Carnes SA -
    Fee for services                              1,690           1,708           3,190
 Sohi Meat Solutions Distribuicao de Carnes SA -
    Recharge of joint venture costs               225             129             409
 Agito Holdings Limited                           -               -               464

 Group purchases:
 Agito Holdings Limited                           2,840           -               259

 Amounts owing from related parties were as follows:
                                                  16 July         17 July         1 January
                                                  2023            2022            2023
                                                  £'000           £'000           £'000
 Agito Holdings Limited                           484             -               464
 Foods Connected Limited                          -               56              -
 Sohi Meat Solutions Distribuicao de Carnes SA    263             240             374

 

 Amounts owing to related parties were as follows:
                                                16 July  17 July  1 January
                                                2023     2022     2023
                                                £'000    £'000    £'000
 Agito Holdings Limited                         -        -        259
 Foods Connected Limited                        -        56       -
 Sohi Meat Solutions Distribuicao de Carnes SA  439      240      55

 

15 Financial instruments

 

The Group holds a number of financial instruments which are carried at cost
which is the equivalent of their fair value unless otherwise stated below.

 

The Group has derivative financial instruments amounting to £6,649,000
liability (17 July 2022: £4,540,000 asset). The derivative financial
instruments are plain vanilla derivatives including foreign currency
options/forwards. The instruments that have a fair value where specific
valuation techniques are used to arrive at the carrying value which include
for foreign currency forwards - present value of future cash flows based on
the forward exchange rates at the balance sheet date and for foreign currency
options - option pricing models. These derivative financial instruments are
classified as Level 2.

 

The fair values have been classified into three categories depending on the
inputs used in the valuation technique.

 

The categories are as follows:

Level 1: quoted prices for identical instruments;

Level 2: directly or indirectly observable market inputs, other than Level 1
inputs; and

Level 3: inputs which are not based on observable market data.

 

 

Specific valuation techniques used to value financial instruments include:

·    the use of quoted market prices or dealer quotes for similar
instruments

·    for foreign currency forwards - the present value of future cash
flows based on the forward exchange rates at the reporting date

·    for foreign currency options - option pricing models (e.g.
Black-Scholes model), and

·    for other financial instruments - discounted cash flow analysis.

 

 16 Alternative Performance Measures

 The Group's performance is assessed using a number of alternative performance
 measures (APMs).

 The Group's alternative profitability measures are presented before
 exceptional items, amortisation of certain intangible assets and depreciation
 of fair value adjustments made to property, plant and equipment acquired
 through business combinations and the impact of IFRS 16 - Leases.

 The measures are presented on this basis, as management believe they provide
 useful additional information about the Group's performance and aids a more
 effective comparison of the underlying Group's trading performance from one
 period to the next.

 Adjusted profitability measures are reconciled to unadjusted IFRS results on
 the face of the income statement below.
                                               Reported      Add back: IFRS 16 depreciation and interest  Less:         IAS 17 lease accounting costs          Reported excluding IFRS 16  Exceptional items  Add back: Amortisation of intangibles & fair value adjustments      Adjusted
 28 weeks ended 16 July 2023                   £'000         £'000                                        £'000                                                £'000                       £'000              £'000                                                               £'000
 Operating profit - excl. exceptional items    38,360        9,459                                        (11,301)                                             36,518                      -                  5,252                                                               41,770
 Exceptional items                             (7,743)       -                                            -                                                    (7,743)                     7,743              -                                                                   -
 Operating profit                              30,617        9,459                                        (11,301)                                             28,775                      7,743              5,252                                                               41,770
 Net finance costs                             (19,343)      4,330                                        -                                                    (15,013)                    -                  -                                                                   (15,013)
 Profit before income tax                      11,274        13,789                                       (11,301)                                             13,762                      7,743              5,252                                                               26,757
 Income tax expense                            (3,834)       (1,454)                                      -                                                    (5,288)                     (228)              (1,234)                                                             (6,750)
 Profit for the period                         7,440         12,335                                       (11,301)                                             8,474                       7,515              4,018                                                               20,007
 Less non-controlling interest                 (670)         (19)                                         -                                                    (689)                       -                  -                                                                   (689)
 Profit attributable to members of the parent  6,770         12,316                                       (11,301)                                             7,785                       7,515              4,018                                                               19,318

 Depreciation, amortisation and impairment     41,656        (9,459)                                      -                                                    32,197                      (1,200)            (5,252)                                                             25,745
 EBITDA                                        72,273        -                                            (11,301)                                             60,972                      7,743              -                                                                   67,515

 Earnings per share                            pence                                                                                                           pence                                                                                                              pence
 Basic                                         7.6                                                                                                             8.7                                                                                                                21.6
 Diluted                                       7.5                                                                                                             8.6                                                                                                                21.4

 

                                               Reported     Add back: IFRS 16 depreciation and interest  Less:         IAS 17 lease accounting costs            Reported excluding IFRS 16  Exceptional items  Add back: Amortisation of intangibles & fair value adjustments      Adjusted
 28 weeks ended 17 July 2022                   £'000        £'000                                        £'000                                                  £'000                       £'000              £'000                                                               £'000
 Operating profit - excl. exceptional items    33,982       10,314                                       (8,414)                                                35,882                      -                  5,308                                                               41,190
 Exceptional items                             (3,183)      -                                            -                                                      (3,183)                     3,183              -                                                                   -
 Operating profit                              30,799       10,314                                       (8,414)                                                32,699                      3,183              5,308                                                               41,190
 Net finance costs                             (11,247)     4,372                                        -                                                      (6,875)                     75                 -                                                                   (6,800)
 Profit before income tax                      19,552       14,686                                       (8,414)                                                25,824                      3,258              5,308                                                               34,390
 Income tax expense                            (5,024)      (653)                                        -                                                      (5,677)                     (1,502)            (1,166)                                                             (8,345)
 Profit for the period                         14,528       14,033                                       (8,414)                                                20,147                      1,756              4,142                                                               26,045
 Less non-controlling interest                 (1,073)      (12)                                         -                                                      (1,085)                     -                  -                                                                   (1,085)
 Profit attributable to members of the parent  13,455       14,021                                       (8,414)                                                19,062                      1,756              4,142                                                               24,960

 Depreciation, amortisation and impairment     41,054       (10,314)                                     -                                                      30,740                      -                  (5,308)                                                             25,432
 EBITDA                                        71,853       -                                            (8,414)                                                63,439                      3,183              -                                                                   66,622

 Earnings per share                            pence                                                                                                            pence                                                                                                              pence
 Basic                                         15.1                                                                                                             21.4                                                                                                               28.0
 Diluted                                       14.9                                                                                                             21.1                                                                                                               27.7

 Segmental operating profit reconciles to adjusted segmental operating profit
 as follows:
                                               Reported     Add back: IFRS 16 depreciation and interest  Less:         IAS 17 lease accounting costs            Reported excluding IFRS 16  Exceptional items  Add back: Amortisation of intangibles & fair value adjustments      Adjusted
 28 weeks ended 16 July 2023                   £'000        £'000                                        £'000                                                  £'000                       £'000              £'000                                                               £'000
 UK & Ireland                                  9,018        1,508                                        (2,009)                                                8,517                       1,242              3,039                                                               12,798
 Europe                                        12,339       1,900                                        (2,511)                                                11,728                      6,439              2,213                                                               20,380
 APAC                                          17,266       5,992                                        (6,781)                                                16,477                      -                  -                                                                   16,477
 Central costs                                 (8,006)      59                                           -                                                      (7,947)                     62                 -                                                                   (7,885)
 Total                                         30,617       9,459                                        (11,301)                                               28,775                      7,743              5,252                                                               41,770

                                               Reported     Add back: IFRS 16 depreciation and interest  Less:          IAS 17 lease accounting costs           Reported excluding IFRS 16  Exceptional items  Add back: Amortisation of intangibles & fair value adjustments      Adjusted
 28 weeks ended 17 July 2022                   £'000        £'000                                        £'000                                                  £'000                       £'000              £'000                                                               £'000
 UK & Ireland                                  6,762        2,163                                        (1,886)                                                7,039                       2,040              2,675                                                               11,754
 Europe                                        10,617       2,081                                        735                                                    13,433                      3,815              2,633                                                               19,881
 APAC                                          14,177       6,070                                        (7,263)                                                12,984                      -                  -                                                                   12,984
 Central costs                                 (757)        -                                            -                                                      (757)                       (2,672)            -                                                                   (3,429)
 Total                                         30,799       10,314                                       (8,414)                                                32,699                      3,183              5,308                                                               41,190

Independent review report to Hilton Food Group plc

Report on the condensed consolidated interim financial statements

Our conclusion

We have reviewed Hilton Food Group plc's condensed consolidated interim
financial statements (the "interim financial statements") in the condensed
consolidated interim financial statements of Hilton Food Group plc for the 28
weeks week period ended 16 July 2023 (the "period").

Based on our review, nothing has come to our attention that causes us to
believe that the interim financial statements are not prepared, in all
material respects, in accordance with UK adopted International Accounting
Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and
Transparency Rules sourcebook of the United Kingdom's Financial Conduct
Authority.

The interim financial statements comprise:

·      the Condensed Consolidated Balance sheet as at 16 July 2023;

·      the Condensed Consolidated Income statement and the Condensed
Consolidated Statement of comprehensive income for the period then ended;

·      the Condensed Consolidated Cash flow statement for the period
then ended;

·      the Condensed Consolidated Statement of changes in equity for the
period then ended; and

·      the explanatory notes to the interim financial statements.

 

The interim financial statements included in the condensed consolidated
interim financial statements of Hilton Food Group plc have been prepared in
accordance with UK adopted International Accounting Standard 34, 'Interim
Financial Reporting' and the Disclosure Guidance and Transparency Rules
sourcebook of the United Kingdom's Financial Conduct Authority.

Basis for conclusion

We conducted our review in accordance with International Standard on Review
Engagements (UK) 2410, 'Review of Interim Financial Information Performed by
the Independent Auditor of the Entity' issued by the Financial Reporting
Council for use in the United Kingdom. A review of interim financial
information consists of making enquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other review
procedures.

A review is substantially less in scope than an audit conducted in accordance
with International Standards on Auditing (UK) and, consequently, does not
enable us to obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we do not express
an audit opinion.

We have read the other information contained in the condensed consolidated
interim financial statements and considered whether it contains any apparent
misstatements or material inconsistencies with the information in the interim
financial statements.

Conclusions relating to going concern

Based on our review procedures, which are less extensive than those performed
in an audit as described in the Basis for conclusion section of this report,
nothing has come to our attention to suggest that the directors have
inappropriately adopted the going concern basis of accounting or that the
directors have identified material uncertainties relating to going concern
that are not appropriately disclosed. This conclusion is based on the review
procedures performed in accordance with ISRE (UK) 2410. However, future events
or conditions may cause the group to cease to continue as a going concern.

 

Responsibilities for the interim financial statements and the review

Our responsibilities and those of the directors

The condensed consolidated interim financial statements, including the interim
financial statements, is the responsibility of, and has been approved by the
directors. The directors are responsible for preparing the condensed
consolidated interim financial statements in accordance with the Disclosure
Guidance and Transparency Rules sourcebook of the United Kingdom's Financial
Conduct Authority. In preparing the condensed consolidated interim financial
statements, including the interim financial statements, the directors are
responsible for assessing the group's ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to
liquidate the group or to cease operations, or have no realistic alternative
but to do so.

Our responsibility is to express a conclusion on the interim financial
statements in the condensed consolidated interim financial statements based on
our review. Our conclusion, including our Conclusions relating to going
concern, is based on procedures that are less extensive than audit procedures,
as described in the Basis for conclusion paragraph of this report. This
report, including the conclusion, has been prepared for and only for the
company for the purpose of complying with the Disclosure Guidance and
Transparency Rules sourcebook of the United Kingdom's Financial Conduct
Authority and for no other purpose. We do not, in giving this conclusion,
accept or assume responsibility for any other purpose or to any other person
to whom this report is shown or into whose hands it may come save where
expressly agreed by our prior consent in writing.

PricewaterhouseCoopers LLP

Chartered Accountants

Belfast

6 September 2023

 

The maintenance and integrity of the Hilton Food Group website is the
responsibility of the Directors; the work carried out by the auditors does not
involve consideration of these matters and, accordingly, the auditors accept
no responsibility for any changes that may have occurred to the financial
statements since they were initially presented on the website. Legislation in
the United Kingdom governing the preparation and dissemination of financial
statements may differ from legislation in other jurisdictions.

 

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