For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20220406:nRSF3854Ha&default-theme=true
RNS Number : 3854H Hilton Food Group PLC 06 April 2022
6 April 2022
Hilton Food Group plc
The International Protein Partner of Choice
Hilton Food Group plc, a leading international protein producer, today
announces its preliminary results for the 52 weeks ended 2 January 2022.
Financial highlights:
· Group revenue up 21.6%* to £3.3bn (2020: £2.77bn), driven by growth
across proteins and geographies
· Volume growth of 7.0%* to 492,588 tonnes (2020: 469,110 tonnes)
· Adjusted profit before tax higher by 13.0%* to £67.2m (2020:
£61.1m)
· IFRS profit before tax lower by 12.3% to £47.4m (2020: £54.0) after
exceptional items of £8.2m
· Adjusted basic earnings per share up 13.8%* at 61.3p (2020: 55.4p)
· IFRS basic earnings per share down 7.4% at 45.0p (2020: 48.6p)
· Strong cash flows from operating activities £121.3m (2020: £120.8m)
with £57.4m capex investment and a strong balance sheet following refinancing
· Proposed final dividend of 21.5p, taking total dividend for 2021 to
29.7p (2020: 26.0p)
* On a 52 week constant currency basis
Strategic highlights:
1. Delivering sustained growth across all protein categories
o Meat and seafood 14.3% volume growth 2019-2021
o Vegan & vegetarian 26.4% volume growth 2019-2021
o Added value easier meals 36.0% volume growth 2019-2021
2. Growing across international markets
o Over 75% of Group's 2021 volumes produced in countries outside the UK
o Entered new markets across Europe, including acquisition of vegetarian
producer Dalco
o Significant growth in Australasia with seafood launch in New Zealand
o Moving into North American market for first time with the acquisition of
leading smoked salmon producer, Foppen with £75m equity raise
o Launched in UK food service market through acquisition of Fairfax Meadow
3. Becoming best-in-class FMCG for technology
o Ongoing transformation of Hilton Seafood with industry leading automation
and palletisation
o Growing engineering and technology solutions offer through 2022 JV with
Agito Group
o Continued growth of Foods Connected supply chain management services, with
contracts in new sectors and geographies
4. Supporting our Partners to become First Choice for Sustainable Protein
o Launching new ESG strategy, The Sustainable Protein Plan, focused on 3
pillars of People, Planet and Product, with each pillar underpinned by three
strategic drivers and new targets and goals
o Planet: Science Based Targets approved for Scopes 1, 2, and 3 during 2021
o Product: 76% average recycled content across entire tray range during 2021
Commenting on the results Chief Executive Philip Heffer said:
"This has been a year of delivery and diversification. We have delivered
another strong financial performance with volumes and revenue both growing,
maintaining a trend of continuous volume growth every year since Hilton's
flotation in 2007. We grew adjusted operating profit by 12.7%*, in line with
the 11% compound annual growth rate we have delivered in our fourteen years as
a listed business. These results reflect an outstanding team effort as well as
the power of our business model, which is rooted in the partnerships we have
built with customers across Europe and Asia-Pacific.
"We have also made strategic progress in diversifying the business. Last year,
we set ourselves the goal of becoming the protein partner of choice. Put
simply, we want to offer all the proteins people want to put on their plates,
in home and out of home, not just in Europe and Asia, but in North America
too. To reach that goal, we have been transforming our business to expand into
new protein products and categories, to enter new international markets, to
deepen our technology and engineering capabilities, and to expand our
sustainability commitments across all protein categories.
"The acquisitions we have made over the past year will accelerate this.
Following the completion of the purchase of Foppen, we are well set to grow
further and enter the high growth smoked salmon market. We already now
generate more than two-thirds of our revenue, and three-quarters of our
volume, outside the UK, and are therefore well placed to create long-term
sustainable value, in spite of short-term challenges or market headwinds.
While those headwinds persist, our model positions us well to provide
nutritious, affordable, and increasingly sustainable protein at scale,
fulfilling changing consumer demands."
Financial performance - overview:
2021 2020 Change
52 weeks to 53 weeks to Reported One-year 52 week constant currency Two-year 52 week constant currency
2 January
3 January 2021
2022
Volume (1) (tonnes) 492,588 469,110 5.0% 7.0% 15.1%
Revenue £3,302.0m £2,774.0m 19.0% 21.6% 34.4%
Adjusted results (2)
Adjusted operating profit £73.6m £67.0m 9.8% 12.7% 15.7%
Adjusted profit before tax £67.2m £61.1m 10.0% 13.0% 15.8%
Adjusted basic earnings per share 61.3p 55.4p 10.6% 13.8%
Adjusted EBITDA £119.5m £106.0m 12.7% 15.3% 21.8%
IFRS results Pre-exceptional
Operating profit £63.4m £66.9m -5.1% 5.4% (3)
Profit before tax £47.4m £54.0m -12.3% 2.9% (3)
Basic earnings per share 45.0p 48.6p -7.4% 5.3% (3)
Cash flows from operating activities £121.3m £120.8m 0.4%
Other measures
EBITDA £139.0m £126.5m 9.9%
Net bank debt (4) £84.6m £122.2m
Dividends paid and proposed in respect of the year 29.7p 26.0p 14.2%
Notes
1 Volume includes 50% share of the Australian (2020 H1 only), Dutch
(until date of acquisition) and Portuguese joint venture activities
2 Adjusted results represent the IFRS results before deduction of
acquisition intangibles amortisation, depreciation of fair value adjustments
to property, plant & equipment, exceptional items and also IFRS 16 lease
adjustments as detailed in the Alternative performance measures note 18.
Unless otherwise stated financial metrics in the Chairman's statement, Chief
Executive's summary and Performance and financial review refer to the Adjusted
results
3 Exceptional items include acquisition costs, costs of Belgium assets
destroyed by fire offset by a gain on the acquisition of 100% of Dalco as
detailed in note 4
4 Net bank debt represents borrowings less cash and cash equivalents
excluding lease liabilities
Enquiries
Hilton Food Group
Tel: +44 (0) 1480 387214
Philip Heffer, Chief Executive Officer
Nigel Majewski, Chief Financial Officer
Headland Consultancy
Limited Tel: +44
(0) 20 3805 4822
Edward
Young
Email: hiltonfood@headlandconsultancy.com
Will Smith
Joanna Clark
This announcement contains inside information.
About Hilton
Hilton Food Group plc is a leading international multi-protein producer,
serving customers and retail partners across the world with high quality meat,
seafood, vegan and vegetarian foods and meals. We are a business of over 6,000
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.
Chairman's introduction
Strategic progress
We have continued to make good progress growing across international markets.
We successfully opened our multi-protein facility in New Zealand and there has
been continued growth in protein diversification into plant-based, seafood and
convenience foods.
The acquisition of Fairfax Meadow further diversifies the business into the UK
food service market. We were also able to welcome Dalco fully into the Hilton
Group through the purchase of the remaining shares, thereby strengthening our
vegan and vegetarian proposition. Our automation, engineering and services arm
has developed through the agreement for a joint venture with Agito Group, an
Australian automation and technology solutions business, which brings together
excellence in automation and food supply chain expertise. We acquired Foppen,
a specialist smoked salmon business, with facilities in the Netherlands and
Greece, which enhances our existing fish portfolio and is an entry point for
us into the North American retail market. We financed the acquisition via an
equity raise, and completed post the year end.
We continue to successfully execute our strategy to grow and diversify and we
continue to explore opportunities to develop our cross-category business in
both domestic and overseas markets as well as applying our state-of-the-art
skills and experience to deliver value to our customers.
Group performance
In 2021 we again increased our volumes maintaining a trend of continuous
growth achieved in every year since Hilton's flotation in 2007. There was
strong growth in adjusted profit and earnings per share despite Covid related
costs although IFRS metrics were lower due to exceptional items. We also
continued to invest in people and infrastructure to support future growth
across the Group. There was an extensive fire at our Belgium facility but we
ensured continued supply to our customer and plan to restore our production
capability. Our response during the year demonstrates our ability to thrive in
the face of these tough challenges.
Hilton generated strong operating cash flows during 2021 with, as expected,
further significant investment in our facilities to increase capacity, improve
operational efficiency and offer innovative solutions to our retailer
partners. Hilton remains financially strong with significant cash balances,
undrawn committed bank facilities and operating well within our banking
covenants. In January 2022 we successfully renewed our bank facilities for a
further five years.
Dividend policy
The Group has maintained a progressive dividend policy since flotation. The
Board is satisfied that the Group has adequate headroom under its existing
facilities and that it is appropriate to continue to operate this dividend
policy. With the proposed final dividend of 21.5p per ordinary share, total
dividends in respect of 2021 will be 29.7p per ordinary share, an increase of
14.2% compared to last year.
Our Board, purpose and governance
The Hilton Board is responsible for the long-term success of the Group and
establishing its purpose, values and strategy aligned with its desired
culture. Our purpose is to create efficiency and flexibility in the food
supply chain whilst maintaining high quality through innovative and
sustainable food manufacturing and supply chain solutions with the ambition to
be the first choice partner for food retailers seeking excellence, insight and
growth.
To achieve this the Board has an appropriate mix of skills, depth and
diversity and a range of practical business experience, which is available to
support and guide our management teams across a wide range of countries as
well as having in place succession planning and maintaining a talent pipeline.
We remain committed to achieving good governance balanced against our desire
to preserve an agile and entrepreneurial approach. I would like to thank my
colleagues on the Board for their support, counsel and expertise during the
year. There are some Board changes for 2022. Patricia Dimond joined the Board
and John Worby will step down at the AGM after six years following which
Patricia will become Audit Committee chair and Angus Porter will become the
Senior Independent Director. We wish John well and thank him for his service.
Nigel Majewski also indicated his desire to step down from the Board at the
AGM but will continue in a reduced capacity as director of investor relations
and strategic development. It is planned that the current Group Financial
Controller, Matt Osborne, will be appointed to succeed him as Chief Financial
Officer. I am delighted that Matt will become Hilton's new CFO. He has
impressed the Board and the wider management team during his time as Group
Financial Controller, and he represents the ideal candidate to take over from
Nigel Majewski. I would like to thank Nigel for his significant contribution
to Hilton's successful journey over the past 15 years. He was a key part of
the Group's successful flotation and he has helped oversee Hilton's sustained
growth since then.
The Board takes its responsibilities very seriously to promote the success of
the Company for the benefit of its stakeholders as a whole. We take the
interests of our workforce and other stakeholders fully into account in Board
discussions and decision making. Details of the Group's policies and
procedures that have been implemented to enhance stakeholder and workforce
engagement, which explain how these interests have influenced our decisions,
are set out in the governance section of our Annual report.
Sustainability
The vulnerabilities of our food system are becoming ever more apparent
highlighting the interdependencies between business, climate and society. We
are at a critical juncture in the future of our planet with last year's IPCC
report warning of increasingly extreme heatwaves, droughts and flooding, and a
key temperature limit being broken in just over a decade. Continuing to
perform as a prosperous and resilient business means we must also drive
meaningful change for our planet. We recognise that business has a crucial
role in translating the COP26 Glasgow Climate Pact commitments into rapid
action. That's why we are strengthening our commitment to the Science Based
Targets Initiative to achieve a 1.5C trajectory, marking our ambition towards
a net negative future.
Outlook and current trading
Against the backdrop of a more challenging environment, with global
uncertainties impacting supply chains and inflation, the Hilton Board is
confident of making further progress in 2022. We continue to explore
opportunities with existing and new customers for further expansion in our
domestic and overseas markets.
Our short and medium term growth prospects are underpinned by the Foppen,
Dalco and Fairfax Meadow acquisitions as well as further opportunities arising
across our markets by the development of our cross-category business and the
application of our supply chain management expertise.
Annual General Meeting
This year's AGM will be held at Hilton's offices at 2-8 The Interchange,
Latham Road, Huntingdon, Cambridgeshire PE29 6YE in a hybrid format on 24 May
2022 at noon. Please refer to our website at
www.hiltonfoodgroupplc.com/en/investors/shareholder-meeting-documents/
(http://www.hiltonfoodgroupplc.com/en/investors/shareholder-meeting-documents/)
for further guidance.
Robert Watson OBE
Chairman
5 April 2022
Chief Executive's summary
Strategic objectives
Our strategy continues to be to support our customers' brands and their
development in local markets, thereby achieving long-term sustainable customer
and shareholder value through:
· Growing volumes and extending product ranges supplied and services
provided to its existing customers;
· Optimising use of assets and investing in new technology to deliver
competitive advantage to our customers;
· Maintaining a vigilant focus on food safety and integrity and
reducing unit costs, while improving product quality and service provision;
and
· Entering new territories and markets either with new customers or in
partnership with our existing customers.
This approach combined with a strong reputation, well-invested modern
facilities and a robust balance sheet has generated growth over many years. We
will continue to pursue both geographical expansion and range extension
towards our goal of becoming the protein partner of choice, whilst at the same
time actively developing, enriching, deepening and expanding the scope of our
existing business partnerships, playing a full and proactive role in
supporting our customers and the successful development of their brands. We
have successfully expanded our product range into new proteins and categories
such as seafood, vegetarian, sous vide, food service and fresh convenience
foods.
Business model
The Hilton business model is well proven and sustainable, whilst being
relatively simple and straightforward. We build and operate large scale,
extensively automated and robotised food processing, packing and logistics
facilities for major international retailers largely on a dedicated basis.
Through economies of scale we are able to secure significant efficiency
savings for our customers whilst retaining a competitive margin. Our business
is based on a total partnership approach with customers and suppliers forged
over many years. The wide geographical spread of the Group's operations is a
significant strength of our business model.
In 2021 we operated facilities in eight European countries and four facilities
in Australasia, each run by a local management team enhanced by specialist
central leadership, expertise, advice and support. A Portuguese facility is
operated by a joint venture company in which we share the profits. Products
from our facilities are sold in fourteen European countries, Australia and New
Zealand.
Our businesses operate under the terms of long-term supply agreements with our
retailer partners, either on a cost plus, packing rate or volume-based reward
basis. These contractual arrangements, combined with our customer dedication,
serve to maximise achievable volume throughput whilst minimising unit packing
costs thereby delivering value to our customers.
Under the long-term supply agreements we have in place with our customers, the
parameters of our revenue are clearly defined. As well as income derived from
the supply of retail packed food products, there are also provisions whereby
our income can be increased or decreased subject to achievement of certain
pre-agreed and pre-defined key performance measures and targets designed to
align our objectives with those of our customers.
Raw materials are sourced, in conjunction with our retail partners, from a
combination of local sources and a wide international base of proven
suppliers. It is then processed, packed and delivered to the retailers'
distribution centres or stores. Our plants are highly automated and use
advanced robotics for the storage of raw materials and finished products.
Robotics technology has been extended in recent years both in the production
environment and to the sorting of finished products by retailer store order,
achieving material supply chain efficiencies for our customers. We consider
that our application of technology delivers competitive advantage to our
customers, and with ongoing focus will continue to do so in the future.
We seek to keep ourselves at the forefront of the food packing industry,
including becoming more sustainable and environmentally friendly, which helps
ensure our continued competitiveness. We constantly look to drive
efficiencies, always maintaining a pipeline of clear identifiable cost
reduction initiatives and an open minded approach designed to continually
challenge the status quo. We consider our modern, very well-invested
facilities to be a key factor in keeping unit packing costs as low as
possible. We invest continuously across all areas of our business, including
raw materials sourcing, packaging materials design, increased processing
efficiency and storage solutions and updating our IT infrastructure. Group
capital expenditure over the last five years totalled £364m.
We are a committed and trusted partner with a continuing record of delivering
value through quality products with the highest levels of food safety,
traceability and integrity, whilst providing a range of services which enable
our customers to evolve and improve their food supply chain management. Our
customer base comprises high quality retailers and our in-depth understanding
of our customers' needs, together with those of their consumers, enables us to
play an active role in managing their food supply chains whilst providing
agile solutions to supply chain challenges as they arise. As our customers'
markets change and competition increases, we need to keep a constant focus on
the challenges they face so we can put forward flexible solutions, together
with continuing increases in efficiency and cost competitiveness. This
flexible approach and understanding of our local markets remains one of our
core strengths.
As well as our ability to provide excellent execution locally, we also have at
our disposal a wide and deep expertise on a number of areas of specialism,
such as engineering, new product development, food related IT applications,
category management support, logistics and market intelligence. We are able to
apply these skills to a number of markets to support our customers in a
cost-effective way.
Business development
The Group's expansion is based on its established and proven track record,
international reputation and experience and the recognised success of the
close partnerships we have forged and maintained with successful retail
partners over many years. Hilton's business model has proved successful in
Europe and Australasia supplemented by targeted acquisitions. We have
demonstrated that this business model is capable of being successfully applied
to both new proteins and transferred to new countries, adapted with our local
customers to meet their specific requirements.
2021 Performance overview
2021 saw continued year-on-year sales and volume growth driven primarily by
expansion including from a new facility in New Zealand which opened during the
year as well as continued growth in Australia. We delivered growth in our core
meat business, innovation, and new ventures despite continuing Covid
challenges demonstrating our resilience and flexibility to changing customer
demands through the pandemic. There was expansion in added value poultry and
innovation in seasonal range development and we saw double digit growth in
fresh convenience foods. There was a strong performance in the seafood
category despite challenging market conditions and we grew our vegan and
vegetarian business through innovation and partnerships with global brands and
retailers. Our consumer-led innovation resulted in over 700 new product
launches during the year. The Foods Connected joint venture business continues
to grow, providing end-to-end supply chain management services and further
opportunities for category diversification. During the year we experienced an
extensive fire at our Belgium facility and it was pleasing to see a rapid
response to ensure continued supply to our customer with plans to restore our
production capability under way.
Overall volume increased by 7.0% on a comparable 52 week basis to 492,588
tonnes (2020: 469,110 tonnes) delivering sustained volume growth across all
protein categories with 2-year compound annual growth in meat & seafood of
14.3%, vegan & vegetarian 26.4% and added value easier meals 36.0%. In
2021 over 75% of the Group's volumes were produced in countries outside the
UK. Adjusted operating profit increased by 12.7% on a comparable 52 week
constant currency basis although the overall operating margin decreased to
2.2% (2020: 2.4%) reflecting the Australia post-JV transition arrangements and
higher raw material prices. The margin per kg increased to 14.9p (2020: 14.3p)
with progress made in added value and convenience foods and from reduced
central costs. Our customer service level remains best in class at 96.4%
(2020: 95.4%) reflecting an outstanding performance during the challenging
period as the economy emerges from Covid.
The wide geographical spread of the Group increases its resilience by
minimising its reliance on any one individual economy. Hilton's results are
reported in Sterling and are therefore sensitive to changes in the value of
Sterling compared to the range of overseas currencies in which the Group
trades. During 2021 the impact of average exchange rates on our results
compared with 2020 was marginal.
Sustainability
We understand the importance of our role in the future of a sustainable food
system that protects and restores our planet's resources and enhances the
lives of the people and animals that produce it. This year has strengthened
our dedication to being a leader in sustainable business to address the
concerns that matter most to our stakeholders to secure a better future for
all. Sustainability is at the heart of how we do business and this year we are
pleased to introduce our new 2025 sustainable protein plan with new robust
targets, built around improved transparency and action re-focused to three
pillars: people, planet and product. We are aligning our business to deliver
long-term benefits to both people and planet, using our scale and reach to
drive transformative change.
In 2021 our Science Based Targets were approved and we signed the business
ambition to 1.5°C committing us to net zero before 2050. 100% of the paper
and board we use comes from certified forests and 76% of our meat trays are
made from 100% recycled PET. 98% of our UK seafood was sourced from Marine
Stewardship Council certified fisheries and we signed the EU Code of Conduct
on Responsible Food Business and Marketing Practices during the year.
Segment performance
Europe
Adjusted operating profit of £61.8m (2020: £61.4m*) on turnover of
£1,987.4m (2020: £1,952.1m*)
This operating segment covers the Group's businesses and joint ventures in the
UK, Ireland, Holland, Belgium, Sweden, Denmark, Portugal and Central Europe.
Our products are sold in 14 countries across Europe. During the year we
purchased the remaining shares in the Dalco business and additionally acquired
Fairfax Meadow, a UK-based business in the UK food service sector. Our Belgium
facility suffered an extensive fire in June 2021. We quickly implemented our
contingency plan to ensure continued local supply to our customers and we are
working hard to restore our production capability while progressing an
insurance claim. At SV Cuisine we have moved sous vide production to
Huntingdon to reduce cost and provide additional capacity in a growing segment
and we agreed early settlement of the acquisition deferred consideration.
Volumes were 2.0% lower on a 52 week basis following the Covid lockdown boost
in the corresponding 2020 period. Over a two year period volumes grew at an
average 3.1% per year. Sales on a 52 week constant currency basis grew by 3.1%
and operating profit by 2.3% despite the lower volume. Operating margins were
unchanged at 3.1% (2020: 3.1%) and operating profit margin per kg increased to
18.5p (2020: 18.0p).
Australasia
Adjusted operating profit of £22.4m (2020: £16.9m*) on turnover of
£1,314.6m (2020: £769.6m*)
In Australia the Group previously operated a joint venture with Woolworth
earning service fees based on retail packed meat produced at plants in
Bunbury, Western Australia and Melbourne, Victoria. In July 2020 these plants
transitioned to Hilton's ownership through the purchase of the assets relating
to the joint venture. A new Hilton facility in Brisbane, Queensland opened in
2019 and a further new facility in New Zealand opened in July 2021 to supply
beef, lamb, pork, chicken, seafood and added-value products.
Volumes for the year 52 week basis, which in the first half of 2020 included
50% of the JV activities, increased by 32.8% through the new facility in New
Zealand and the annualisation of the higher volume growth at the Brisbane
facility. Constant currency sales on a 52 week basis, which in the first half
of 2020 excluded the JV activities, increased by 68.0% which is attributable
to the new facility in New Zealand and also the recognition of revenue from
the two Australian joint venture facilities following their transition to
Hilton ownership. Operating profit increased to £22.4m (2020: £16.9*m)
although the operating profit margin per kg was steady at 14.1p (2020: 14.2p).
* on a comparable 52 week basis
Resourcing for growth: culture and people
Our people are at the heart of our success and they have risen tremendously to
every opportunity and challenge presented during 2021. In partnership with our
customers and against the backdrop of the Covid-19 pandemic our teams have
dedicated themselves to feeding our nations' families. At the same time, they
have ensured the delivery of our growth agenda through organic growth into new
markets and the acquisition of new businesses that compliment and broaden our
offering.
Our teams across the countries we operate in, have worked tirelessly to keep
our people safe. We have continually reviewed our policies and procedures
through the changing pandemic. We have ensured investment in our facilities,
systems and equipment and we have fully engaged our people as we have adjusted
our ways of working. I am proud of how we always work as one team sharing best
practice across our international operating companies and introducing
innovative approaches.
I am delighted that a record number of colleagues completed our annual
engagement survey. We are committed to work safely and with regard to the
well-being of our colleagues and this year we added a number of health and
safety related questions to our survey. Our surveys provide invaluable
feedback on which our operating companies can build plans that continuously
improve employee satisfaction.
We increased the scope of our leadership development programmes with our first
emerging leaders programme and overcame the challenges of the pandemic in
running this successful international programme virtually. We have also
continued to provide all our teams with the training they need to perform
their roles safely and effectively.
We are committed to providing an inclusive working environment where everyone
feels valued, respected and able to fulfil their potential. We recognise that
people from different backgrounds, countries and experiences bring huge
benefits to our business and each other. This year we became a strategic
sponsor of Meat Business Women the global professional networking movement for
progressive women working in the meat sector. We also launched our own
internal women's network, an inclusive group engaging and enabling those who
identify as women in Hilton Food Group and the food sector through support,
development and action.
Our recruitment policies and practices are guided by local legislation in the
countries in which we operate. In the UK we give full and fair consideration
to candidates with disabilities. We utilise occupational health expertise to
assess new recruits' needs and make any required adjustments to the workplace
and to provide ongoing support. We also adapt training to meet the needs of
disabled employees. In addition, we have established a wellbeing programme
which includes a network of mental health first aiders and on-site mental
health and wellbeing clinics in partnership with our professional occupational
health providers.
The Group currently employs over 6,000 colleagues across Europe and
Australasia. We work as "one team" with local empowered leadership teams
dedicated to the needs of our customers and their consumers. These teams are
equipped with excellent local consumer and market insight. They also provide
flexible and rapid support which has been a key strength in these pandemic
conditions. Our local teams are supported by our Group capability which
delivers specialist expertise and support, enables the sharing of best
practice and business growth.
The Board fully understands and appreciates just how much our progress relies
on the effort, personal commitment, enthusiasm, enterprise and initiative of
our employees. I would like to take this opportunity, on behalf of the Board,
to personally thank them all for both for their dedication and resilience
during 2021 and their continuing commitment to the Group's ongoing growth and
development. In addition, I would like to take this opportunity to recognise
the significant contribution made by Hilton's CFO Nigel Majewski over the past
15 years. As he decides to step back from heading up the finance function, I
would like to thank him for his instrumental role in having helped drive
forwards the Group's continued growth, both financially and operationally. I
look forward to both welcoming Matt Osborne as our new CFO, and working with
Nigel in his new role as director of investor relations and strategic
development.
Past and future trends
Over recent decades major retailers have progressively rationalised their
supply base through large scale, centralised packing solutions capable of
producing private label packed fresh food products. This achieves lower costs
with consistent high food safety, food integrity, traceability and quality
standards allowing supermarket groups to focus on their core retail business
whilst addressing consumers' continuing requirement for quality and value.
This trend towards increased use of centralised packing solutions is likely to
continue, albeit at different speeds across the world, representing potential
future geographical expansion opportunities for Hilton.
Consumer buying patterns are evolving with more seafood and vegetarian
proteins being eaten. Through Hilton's diversification into these proteins we
are well placed to grow our business.
Philip Heffer
Chief Executive Officer
5 April 2022
Performance and financial review
Summary of Group performance
This performance and financial review covers the main highlights of the
Group's financial performance and position in 2021. Hilton's overall financial
performance saw continued strong growth in volumes, sales, profitability and
basic earnings per share on an adjusted basis. Cash flow generation was
strong, supporting our ongoing significant investment in facilities.
Basis of preparation
The Group is presenting its results for the 52 week period ended 2 January
2022, with comparative information for the 53 week period ended 3 January
2021. The financial statements of the Group are prepared in accordance with
international accounting standards in conformity with the requirements of the
Companies Act 2006 and UK adopted International Accounting Standards.
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. Unless otherwise stated
financial metrics in the Financial highlights, Chairman's introduction, Chief
Executive's summary and this Performance and financial review refer to the
adjusted results.
2021 Financial performance
Volume and revenue
Volumes grew by 5.0% (7.0% on a 52 week basis) in the year driven by growth in
Australasia including the new facility in New Zealand. Additional details of
volume growth by business segment are set out in the Chief Executive's
summary. Revenue increased 19.0% and by 21.6% on a 52 week constant currency
basis representing the volume growth and also the recognition of revenue from
the two Australian joint venture facilities following their transition to
Hilton ownership.
Operating profit and margin
Adjusted operating profit of £73.6m (2020: £67.0m) was 9.8% higher than last
year and 12.7% higher on a 52 week constant currency basis driven
predominantly by expansion in Australasia. IFRS operating profit was £63.4m
(2020: £66.9m) after charging £7.1m in exceptional costs (2020: £nil). The
operating profit margin in 2021 declined to 2.2% (2020: 2.4%) mainly due to
the recognition of revenue from the two Australian joint venture facilities
following their transition to Hilton ownership and higher Australian raw
material prices. The operating profit per kilogram of packed food sold
increased to 14.9p (2020: 14.3p) reversing the trend of recent years.
Net finance costs
Net finance costs excluding exceptional items and lease interest increased to
£6.4m (2020: £5.9m) reflecting higher borrowings that financed our expansion
programme. Interest cover in 2021 was unchanged at 11 times (2020: 11 times).
IFRS net finance costs were £16.0m (2020: £12.8m).
Taxation
The taxation charge for the period was £14.5m (2020: £13.5m). The effective
tax rate was 21.6% (2020: 22.0%). The IFRS taxation charge was £8.1m (2020:
£12.0m) with an effective tax rate of 17.1% (2020: 22.2%).
Net income
Net income, representing profit for the year attributable to owners of the
parent of £50.5m (2020: £45.3m) was 11.4% higher than last year and 14.5%
higher on a 52 week constant currency basis. IFRS net income was £37.1m
(2020: £39.7m).
Earnings per share
Basic earnings per share 61.3p (2020: 55.4p) was 10.6% higher than last year
and 13.8% on a 52 week constant currency basis. IFRS basic earnings per share
were 45.0p (2020: 48.6p). Diluted earnings per share were 44.5p (2020: 47.9p).
Earnings before interest, taxation, depreciation and amortisation (EBITDA)
Adjusted EBITDA, which is used by the Group as an indicator of cash
generation, increased by 12.7% to £119.5m (2020: £106.0m) reflecting the
growth in profitability following significant investment and by 15.8% on a 52
week constant currency basis. IFRS EBITDA was £139.0m (2020: £126.5m).
Free cash flow and net debt position
Operating cash flow was strong in 2021 with cash flows from operating
activities of £121.3m (2020: £120.8m). IFRS free cash outflow after capital
expenditure of £57.4m and acquisitions £41.6m but before dividends and
financing was £11.7m (2020: inflow £0.6m). During the year £75m was raised
through issuing equity.
The Group closing net bank debt comprising borrowings less cash and cash
equivalents excluding lease liabilities, was £84.6m (2020: £122.2m)
reflecting bank borrowings of £224.7m net of cash balances of £140.1m. Net
debt including lease liabilities was £328.0m (2020: £367.4m).
At the end of 2021 the Group had undrawn committed bank facilities under its
syndicated banking facilities of £96.8m (2020: £51.5m). These banking
facilities are subject to covenants comprising minimum tangible net worth, net
bank debt to EBITDA and interest cover. Headroom under these covenants at the
end of the year was at least 65% for all these metrics. Existing bank
facilities were due to expire in October 2022 and consequently all borrowings
at the end of the year were classed as current. Since the end of the year the
Group renewed its banking facilities with a £424m five year revolving credit
and term loan facility agreed with a syndicate of lenders.
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 has adequate headroom under its existing committed facilities and will
be able to continue to operate well within its banking covenants.
Dividends
The Group has maintained a progressive dividend policy since flotation. The
Board is satisfied that, given the Group has adequate headroom under its
existing facilities, it is appropriate to continue to operate this dividend
policy and has therefore recommended a final dividend of 21.5p per ordinary
share in respect of 2021. This, together with the interim dividend of 8.2p per
ordinary share paid in December 2021, represents a 14.2% increase in the full
year dividend, as compared with last year. The final dividend, if approved by
shareholders, will be paid on 1 July 2022 to shareholders on the register on 3
June 2022 and the shares will be ex dividend on 2 June 2022.
Key performance indicators
How we measure our performance against our strategic objectives
The Board monitors a range of financial and non-financial key performance
indicators (KPIs) to measure the Group's performance over time in building
shareholder value and achieving the Group's strategic priorities. The nine
headline KPI metrics used by the Board for this purpose, together with our
performance over the past two years, is set out below:
2021 2020 Definition, method of calculation and analysis
(52 weeks) (53 weeks)
Financial KPIs
Revenue growth (%) 19.0% 52.9% Year on year revenue growth expressed as a percentage. The 2021 increase
mainly reflected volume growth and the recognition of revenue following the
transition of the two Australian JV facilities to Hilton ownership and the new
facility in New Zealand.
Adjusted operating profit margin (%) 2.2% 2.4% Adjusted operating profit expressed as a percentage of turnover. The operating
profit margin % in 2021 was lower due mainly to the recognition of revenue
following the transition of the two Australian JV facilities to Hilton
ownership and higher Australian raw material prices.
Adjusted operating profit margin (pence per kg) 14.9 14.3 Adjusted operating profit per kilogram processed and sold in pence. The
increase in 2021 compared with 2020 reflects progress made in added value and
convenience foods and from reduced central costs.
Adjusted earnings before interest, taxation, depreciation and amortisation 119.5 106.0 Adjusted operating profit before depreciation and amortisation. The increase
(EBITDA) (£m) reflected the growth in profitability following significant investments.
Free cash flow (£m) (11.7) 0.6 IFRS cash (out)/inflow before minorities, dividends and financing. Operating
cash flow generation in 2021 increased in line with EBITDA with lower capex
spend but impacted by costs of acquisitions of £41.6m during the year.
Net debt / EBITDA ratio (%) 70.9% 115.3% Year end net bank debt as a percentage of adjusted EBITDA. The decrease is due
to the equity raise of £75m and continued strong operating cash generation.
Non-financial KPIs
Growth in sales volumes (%) 5.0% 26.2% Year on year volume growth. Volume growth was due primarily to opening the new
facility in New Zealand in addition to continued growth in Australia.
Employee and labour agency costs (pence per kg) 60.9 57.2 Labour cost of producing food products as a proportion of volume. The increase
reflects the Australia JV transition.
Customer service level (%) 96.4% 95.4% Packs of product delivered as a % of the orders placed. The customer service
level remains best in class.
In addition, a much wider range of financial and operating KPIs are
continuously tracked at business unit level.
Going concern statement
The Directors have performed a detailed assessment, including a review of the
Group's budget for the 2022 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 new 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 financial statements. For this reason they continue to
adopt the going concern basis for preparing the financial statements.
The Group's bank borrowings as detailed in the financial statements 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 sensitised 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.
Since the end of the 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.
Viability statement
In accordance with provision 31 of the 2018 UK Corporate Governance Code, the
Directors confirm that they have a reasonable expectation that the Group will
continue to operate and meet its liabilities, as they fall due, for the three
years ending in December 2024. A period of three years has been chosen for the
purpose of this viability statement as it is aligned with the Group's three
year plan, which is based on the Group's current customers and does not
incorporate the benefits from any potential new contract gains over this
period.
The Directors' assessment has been made with reference to the Group's current
position and strategy taking into account the Group's principal risks,
including those in relation to Covid-19, and how these are managed. The
strategy and associated principal risks, which the Directors review at least
annually, are incorporated in the three year plan and such related scenario
testing as is required. The three year plan makes reasoned assumptions in
relation to volume growth based on the position of our customers and expected
changes in the macroeconomic environment and retail market conditions,
expected changes in food raw material, packaging and other costs, together
with the anticipated level of capital investment required to maintain our
facilities at state-of-the-art levels.
Cautionary statement
This Strategic 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.
Nigel Majewski
Chief Financial Officer
5 April 2022
Risk management and principal risks
Risks and risk management
In accordance with provision 28 of the 2018 UK Corporate Governance Code the
Directors confirm that they have carried out a robust assessment of the
emerging and principal risks facing the Group that might impede the
achievement of its strategic and operational objectives as well as affect
performance or cash position. As a leading food processor in a fast moving
environment it is critical that the Group identifies, assesses and prioritises
its risks. The result of this assessment is a statement of the principal risks
facing the Group together with a description of the main controls and
mitigations that reduce the effect of those risks were they to crystallise.
This, together with the adoption of appropriate mitigation actions, enables us
to monitor, minimise and control both the probability and potential impact of
these risks.
How we manage risk
Responsibility for risk management across the Group, including the appropriate
identification of risks and the effective application of actions designed to
mitigate those risks, resides with the Board which believes that a successful
risk management framework carefully balances risk and reward, and applies
reasoned judgement and consideration of potential likelihood and impact in
determining its principal risks. The Group takes a proactive approach to risk
management with well-developed structures and a range of processes for
identifying, assessing, prioritising and mitigating its key risks, as the
delivery of our strategy depends on our ability to make sound risk informed
decisions.
Risk management process and risk appetite
The Board believes that in carrying out the Group's businesses it is vital to
strike the right balance between an appropriate and comprehensive control
environment and encouraging the level of entrepreneurial freedom of action
required to seek out and develop new business opportunities; but, however
skilfully this balance between risk and reward is struck, the business will
always be subject to a number of risks and uncertainties, as outlined below.
All types of risk applicable to the business are regularly reviewed and a
formal risk assessment is carried out to highlight key risks to the business
and to determine actions that can reasonably and cost effectively be taken to
mitigate them. The Group's risk register is compiled through combining the set
of business unit risk registers supplemented by formal interviews with senior
executives and Directors of the Group. The Group has a Risk Management
Committee which reports regularly to the Audit Committee and Board on the
substance of the risk assessment and any changes to the nature of those risks
or changes to the likelihood or materiality of the risk in question. The Risk
Management Committee also considers the risk appetite and reviews progress in
control development and implementation of those key controls related to
principal risks listed in this section of the report. The Group's internal
audit function derives its risk based assurance plan on the controls after
considering the risk assessment and reports its findings to the Audit
Committee. The Risk Management Committee also oversees the scenario based
business continuity management exercises.
Not all the risks listed are within the Group's control and others may be
unknown or currently considered immaterial, but could turn out to be material
in the future. These risks, together with our risk mitigation strategies,
should be considered in the context of the Group's risk management and
internal control framework, details of which are set out in the Corporate
governance statement. It must be recognised that systems of internal control
are designed to manage rather than completely eliminate any identified risks.
Risk management during 2021
Brexit
Hilton's exposure is generally mitigated through our predominantly local
sourcing and operating model. Impacts are likely to continue through 2022 as
the UK and EU regulatory and trade environments evolve. The Group is ensuring
compliance through ongoing engagement with the appropriate authorities and
regulatory forums. Our dedicated Brexit team continues to monitor policy
changes and amend processes and operations as required.
The structure of the UK workforce is changing in response to both reduced
access to EU labour markets and Covid-related employment trends. Our
recruitment and retention strategies are evolving in line with this changing
landscape and our continued focus on technology and automation further reduce
risk exposure in this area.
Principal risks
The most significant business risks that the Group faces, together with the
measures we have adopted to mitigate these risks, are outlined in the table
below. This is not intended to constitute an exhaustive analysis of all risks
faced by the Group, but rather to highlight those which are the most
significant, as viewed from the standpoint of the Group as a whole.
Description of risk Its potential impact Risk mitigation measures and strategies adopted
Risk 1
The Group strategy focuses on a small number of customers who can exercise The Group has a relatively narrow, but expanding, customer base, with sales to The Group is progressively widening its customer base and has maintained a
significant buying power and influence when it comes to contractual renewal subsidiary or associated companies of the Tesco, Ahold and Woolworths groups high level of investment in state-of-the-art facilities, which together with
terms at 5 to 15 year intervals. still comprising the larger part of Hilton's revenue. The larger retail chains management's continuous focus on reducing costs, allow it to operate very
have over many years increased their market share of protein products in many efficiently at very high throughputs and price its products competitively.
No movement countries, as customers continue to move away from high street butchers Hilton operates a decentralised, entrepreneurial business structure, which
towards one stop convenience shopping in supermarkets. This has increased the enables it to work very closely and flexibly with its retail partners in each
buying power of the Group's customers which in turn increases their country, in order to achieve high service levels in terms of orders delivered,
negotiating power with the Group, which could enable them to seek better terms delivery times, compliance with product specifications and accuracy of
over time. documentation, all backed by an uncompromising focus on food safety, product
integrity and traceability assurance. Hilton has long term supply agreements
in place with its major customers, with pricing either on a cost plus or
agreed packing rate basis.
Risk 2
The Group's growth potential may be affected by the success of its customers The Group's products predominantly carry the brand labels of the customer to The Group plays a very proactive role in enhancing its customers' brand
and the growth of their packed food sales. whom packed food is supplied and it is accordingly dependent on its customers' values, through providing high quality, competitively priced products, high
success in maintaining or improving consumer perception of their own brand service levels, continuing product and packaging innovation and category
No movement names and packed food offerings. management support. It recognises that quality and traceability assurance are
integral to its customers' brands and works closely with its customers to
ensure rigorous quality assurance standards are met. It is continuously
measured by its customers across a very wide range of parameters, including
delivery time, product specification, product traceability and accuracy of
documentation and targets demanding service levels across all these
parameters. The Group works closely with its customers to identify continuing
improvement opportunities across the supply chain, including enhancing product
presentation, extending shelf life and reducing wastage at every stage in the
supply chain.
Risk 3
The progress of the Group's business is affected by the macroeconomic Changing consumer purchasing habits may mean little or no overall growth in With a sound business model including successful diversification across
environment and levels of consumer spending which is influenced by publicity meat consumption. Consumer demand may drop due to food scares and economic different proteins, broadening product ranges with our strong retail partners
including reports concerning the risks of consuming certain foods. conditions. No business is immune to difficult economic climates and the and a single-minded focus on minimising unit packing costs, whilst maintaining
consequent pressure on levels of consumer spending. high levels of product quality and integrity, the Group has made continued
No movement progress over recent difficult economic periods. It expects to be able to
continue to make progress.
Risk 4
As Hilton continues to grow there is more reliance on key personnel and their The Group may struggle to meet key project objectives and fail to adhere to The Group carefully manages its skilled resources including succession
ability to manage growth, change, integration and compliance across new regulatory and legislative requirements, which in turn detracts from our planning and maintaining a talent pipeline. The Group is evolving its people
legislative and regulatory environments. This risk increases as the Group performance delivery for our customers. capability balanced with an appropriate management structure within the
continues to expand with new customers and into new territories either overall organisation. Hilton continues to invest in on-the-job training and
organically or through acquisition with potentially greater reliance on career development, whilst recruiting high quality new employees, as required,
stretched skilled resource and execution of simultaneous growth projects. to facilitate the Group's ongoing growth and in deploying resource to support
the growth projects appropriately. Appointment of additional key resources and
Increased alignment of structures have supported the enhancement of project management
control and oversight. Control systems embedded in project management enable
the risks of growth to be appropriately highlighted and managed. To underscore
our efforts, we have active relationships with strong industry experts across
all areas of business growth.
Risk 5
The Group's business strength is affected by its ability to maintain a wide The Group is reliant on its suppliers to provide sufficient volume of The Group maintains a flexible global food supply base, which is progressively
and flexible global food supply base operating at standards that can products, to the agreed specifications, in the very short lead times required widening as it expands and is continuously audited to ensure standards are
continuously achieve the specifications set by Hilton and its customers. by its customers, with efficient supply chain management being a key business maintained, so as to have in place a wide range of options should supply
attribute. The Group sources certain of its food requirements globally. disruptions occur.
No movement Tariffs, quotas or trade barriers imposed by countries where the Group
procures meat, or which they may impose in the future, together with the
progress of World Trade Organisation talks and other global trade
developments, could materially affect the Group's international procurement
ability and therefore potentially impact our ability to meet agreed customer
service levels.
Risk 6
Contamination within the supply chain including outbreaks of disease and feed This will potentially affect the Group's ability to procure sufficient The Group sources its food from a trusted raw material supply base, all
contaminants affecting livestock and fish. quantities of safe raw material. components of which meet stringent national, international and customer
standards. The Group is subject to demanding standards which are independently
No movement monitored in every country and reliable product traceability and high welfare
standards from the farm to the consumer are integral to the Group's business
model. The Group ensures full traceability from source to packed product
across all suppliers. Within our factories, Global Food Safety Initiative
(GFSI) benchmarked food safety standards and our own factory standard
assessments drive the enhancement of the processes and controls that are
necessary to ensure that the risks of contaminants throughout the processing,
packing and distribution stages are mitigated and traceable should a risk ever
materialise.
Risk 7
Significant incidents such as fire, flood, pandemic or interruption of supply Such incidents could result in systems or manufacturing process stoppages with The Group has robust business continuity plans in place including sister site
of key utilities could impact the Group's business continuity. consequent disruption and loss of efficiency which could impact the Group's support protocols enabling other sites to step in with manufacturing and
sales. distribution of key product lines where necessary. Continuity management
The current Covid-19 pandemic continues to present challenges across the systems and plans are suitably maintained and adequately tested including
globe. building risk assessments and emergency power solutions. There are appropriate
insurance arrangements in place to mitigate against any associated financial
No movement loss.
The new Belgium facility suffered an extensive fire in June 2021. We quickly
implemented our contingency plan to ensure continued local supply to our
customers and plan to restore our production capability.
The Covid-19 mitigation measures that we put in place were effective in
navigating throughout the pandemic and are well placed.
Risk 8
The Group's IT systems could be subject to cyber-attacks, including ransomware The Group's operations are underpinned by a variety of IT systems. Loss or The Group has a robust IT control framework, minimum operating standards,
and fraudulent external email activity. These kinds of attacks are generally disruption to those IT systems or extended times to recover data or including working towards National Institute of Technology requirements, all
increasing in frequency and sophistication. functionality could impact the Group's ability to effectively operate its of which are tested frequently by internal staff and by specialist external
facilities and affect its sales and reputation. bodies. This framework is established as the key control to mitigate cyber
risk and is applied consistently throughout the Group. The increased
prominence of IT risk is mitigated by investments in IT infrastructure and now
Increased forms a regular part of the Group Risk Management Committee agenda and
presentations to the Board. In accordance with Group strategy IT risk is
considered when looking at new ventures and control measures implemented in
new sites follow the Group common standards. There is internal training and
resources available with emphasis on prevention, user awareness and recovery.
Increasingly, IT forms part of site business continuity exercises which test
and help develop the capacity to respond to possible crises or incidents. The
technical infrastructure to prevent attacks, safeguard data and the resilience
to recover are continuously developed including yearly assessments to meet
emerging threats. IT systems including financial and banking systems are
configured to prevent fraudulent payments. There are monthly IT security
reviews to ensure compliance with expected levels of applications updates, and
of server and data centres together with yearly penetration testing.
Risk 9
A significant breach of health & safety legislation as complexity Such breach in health & safety legislation could lead to reputational The Group has established robust health & safety processes and procedures
increases in managing sites across different product groups and geographies. damage and regulatory penalties, including restrictions on operations, fines across its operations, including a Group oversight function which provides key
or personal litigation claims. guidance and support necessary to strengthen monitoring, best practice and
No movement compliance. The Group has also rolled out an enhanced standardised safety
framework. Health and safety performance is reviewed regularly by the Board.
Risk 10
The Group's business and supply chain is affected by climate change risks Potential physical impacts from climate change could include a higher We continue to develop our approach to climate change risk mitigation. We have
comprising both physical and transition risks. Physical risks include incidence of extreme weather events such as flooding, drought, and forest committed to set a science-based target through the Science Based Targets
long-term rises in temperature and sea levels as well as changes to the fires that could disrupt our supply chains and potentially impact production initiative and signed the Business Ambition for 1.5°C pledge to decarbonise
frequency and severity of extreme weather events. Transition risks include capabilities, increase costs and add complexity. Action taken by societies our own operations and supply chains. We have set energy and water efficiency
policy changes, reputational impacts, and shifts in market preferences and could reduce the severity of these impacts. targets for our sites and continue to engage in global collaborative action
technology.
for decarbonisation of our key raw materials. We are directing our efforts
towards a net-zero carbon footprint before 2050.
Governmental efforts to mitigate climate change may lead to policy and
Increased regulatory changes as well as shifts in consumer demand. The potential
transitional impacts include additional costs of low greenhouse gas emission Shifts in consumer demand are an opportunity for growth in our portfolio of
farming systems, and the potential of carbon price regulation aimed at plant based and seafood products. Additionally, we are ensuring we have the
shifting consumers to lower carbon foods, which may reduce the profitability flexibility to adapt our supply chains over time to mitigate physical
of some of our products. Additionally there is increased stakeholder focus on disruption.
climate change issues. Our reputation could be impacted if we are not active
in reducing the climate impacts of our operations and supply chains, resulting We are conducting an assessment of the key physical and transition risks
in lower demand for our products. impacting our business in line with the Task Force on Climate-related
Financial Disclosures (TCFD) recommendations. We are also, for the first time
this year, reporting on our initial assessment of climate risks and
opportunities in line with the TCFD framework.
Note: References in this preliminary announcement to the Strategic report, the
Corporate and social responsibility report, the Directors' report and the
Corporate Governance statement are to reports which will be available in the
Company's full published accounts.
Responsibility statement of the Directors in respect of the Annual report and
financial statements
Each of the Directors whose names and functions are set out below confirms
that to the best of their knowledge and belief:
· the Group and Company financial statements, which have been prepared
in accordance with UK-adopted international accounting standards, give a true
and fair view of the assets, liabilities and financial position of the Group
and Company and profit of the Group; and
· the management reports, which comprise the Strategic report and the
Directors' report, include a fair review of the development and performance of
the business and the position of the Group and the Company, together with a
description of the principal risks and uncertainties that it faces.
This responsibility statement was approved by the Board of Directors on 5
April 2022 and is signed on its behalf by:
Directors
R Watson OBE Chairman
N Majewski Chief Financial
Officer
Consolidated income statement
2021 2020
52 weeks 53 weeks
Notes £'000 £'000
Continuing operations
Revenue 3 3,301,970 2,774,036
Cost of sales (2,935,892) (2,452,093)
Gross profit 366,078 321,943
Distribution costs (25,083) (23,246)
Other administrative expenses (272,438) (236,859)
Exceptional items 4, 18 (7,050) -
Total administrative expenses (279,488) (236,859)
Share of profit in joint ventures 1,925 5,029
Operating profit 63,432 66,867
Finance income 5 10 22
Other finance costs (14,913) (12,861)
Exceptional finance costs 4, 18 (1,131) -
Total finance costs 5 (16,044) (12,861)
Finance costs - net (16,034) (12,839)
Profit before income tax 47,398 54,028
Income tax expense 6 (11,232) (11,988)
Exceptional tax income 4, 18 3,116 -
Total income tax expense (8,116) (11,988)
Profit for the period 39,282 42,040
Attributable to:
Owners of the parent 37,143 39,736
Non-controlling interests 2,139 2,304
39,282 42,040
Earnings per share attributable to owners of the parent during the year
Basic (pence) 7 45.0 48.6
Diluted (pence) 7 44.5 47.9
Consolidated statement of comprehensive income
2021 2020
52 weeks 53 weeks
£'000 £'000
Profit for the period 39,282 42,040
Other comprehensive (expense)/income
Currency translation differences (7,090) 4,682
Other comprehensive (expense)/income for the year net of tax (7,090) 4,682
Total comprehensive income for the year 32,192 46,722
Total comprehensive income attributable to:
Owners of the parent 30,417 44,101
Non-controlling interests 1,775 2,621
32,192 46,722
The notes are an integral part of these consolidated financial statements.
Consolidated and Company Balance sheets
Group Company
2021 2020 2021 2020
Notes £'000 £'000 £'000 £'000
Assets
Non-current assets
Property, plant and equipment 9 291,488 290,846 - -
Intangible assets 10 105,775 70,071 - -
Lease: right of use assets 11 222,004 235,135 - -
Investments 5,539 12,622 247,785 157,221
Trade and other receivables 2,239 - - -
Deferred income tax assets 6,952 6,219 - -
633,997 614,893 247,785 157,221
Current assets
Inventories 156,517 116,941 - -
Trade and other receivables 230,388 199,642 2,874 14,272
Current tax assets 5,212 - - -
Other financial asset 1,140 - - -
Cash and cash equivalents 140,170 123,816 151 190
533,427 440,399 3,025 14,462
Total assets 1,167,424 1,055,292 250,810 171,683
Equity
Equity attributable to owners of the parent
Ordinary shares 8,893 8,194 8,893 8,194
Share premium 142,043 65,619 142,043 65,619
Own shares (87) - - -
Employee share schemes reserve 6,990 6,123 - -
Foreign currency translation reserve (2,106) 4,620 - -
Retained earnings 176,449 161,607 28,850 26,851
Reverse acquisition reserve (31,700) (31,700) - -
Merger reserve 919 919 71,019 71,019
301,401 215,382 250,805 171,683
Non-controlling interests 6,548 6,556 - -
Total equity 307,949 221,938 250,805 171,683
Liabilities
Non-current liabilities
Borrowings 13 - 206,228 - -
Lease liabilities 11 228,977 238,995 - -
Deferred consideration - 3,318 - -
Deferred income tax liabilities 4,132 2,384 - -
233,109 450,925 - -
Current liabilities
Borrowings 13 224,732 39,759 - -
Lease liabilities 11 14,419 6,250 - -
Trade and other payables 387,215 332,354 5 -
Current tax liabilities - 4,066 - -
626,366 382,429 5 -
Total liabilities 859,475 833,354 5 -
Total equity and liabilities 1,167,424 1,055,292 250,810 171,683
The notes are an integral part of these consolidated financial statements.
The financial statements were approved by the Board on 5 April 2022 and were
signed on its behalf by:
R. Watson N.
Majewski
Director
Director
Hilton Food Group plc - Registered number: 06165540
The Company has taken advantage of the exemption in Section 408 Companies Act
2006 not to publish its individual income statement, statement of
comprehensive income and related notes. Profit for the year dealt with in the
income statement of Hilton Food Group plc amounted to £24,301,000 (2020:
£21,000,000).
Consolidated and Company Statement of changes in equity
Attributable to owners of the parent
Share capital Share premium Own shares Employee share schemes reserve Foreign currency translation reserve Retained earnings Reverse acquisition reserve Merger reserve Total Non-controlling interests Total equity
Group Notes £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Balance at 30 December 2019 8,173 64,251 - 4,139 255 140,192 (31,700) 919 186,229 5,711 191,940
Profit for the year - - - - - 39,736 - - 39,736 2,304 42,040
Other comprehensive income
Currency translation differences - - - - 4,365 - - - 4,365 317 4,682
Total comprehensive income for the year - - - - 4,365 39,736 - - 44,101 2,621 46,722
Issue of new shares 21 1,368 - - - - - - 1,389 - 1,389
Adjustment in respect of employee share schemes - - - 2,120 - - - - 2,120 - 2,120
Tax on employee share schemes - - - (136) - - - - (136) - (136)
Dividends paid 8 - - - - - (18,321) - - (18,321) (1,776) (20,097)
Total transactions with owners 21 1,368 - 1,984 - (18,321) - - (14,948) (1,776) (16,724)
Balance at 3 January 2021 8,194 65,619 - 6,123 4,620 161,607 (31,700) 919 215,382 6,556 221,938
Profit for the year - - - - - 37,143 - - 37,143 2,139 39,282
Other comprehensive expense
Currency translation differences - - - - (6,726) - - - (6,726) (364) (7,090)
Total comprehensive income for the year - - - - (6,726) 37,143 - - 30,417 1,775 32,192
Issue of new shares 699 76,424 - - - - - - 77,123 - 77,123
Purchase of own shares - - (2,278) - - - - - (2,278) - (2,278)
Adjustment in respect of employee share schemes - - - 2,725 - - - - 2,725 - 2,725
Settlement of employee share scheme - - 2,191 (2,191) - - - - - - -
Tax on employee share schemes - - - 333 - - - - 333 - 333
Dividends paid 8 - - - - - (22,301) - - (22,301) (1,783) (24,084)
Total transactions with owners 699 76,424 (87) 867 - (22,301) - - 55,602 (1,783) 53,819
Balance at 2 January 2022 8,893 142,043 (87) 6,990 (2,106) 176,449 (31,700) 919 301,401 6,548 307,949
Company
Balance at 30 December 2019 8,173 64,251 - - - 24,172 - 71,019 167,615
Profit for the year - - - - - 21,000 - - 21,000
Total comprehensive income for the year - - - - - 21,000 - - 21,000
Issue of new shares 21 1,368 - - - - - - 1,389
Dividends paid 8 - - - - - (18,321) - - (18,321)
Total transactions with owners 21 1,368 - - - (18,321) - - (16,932)
Balance at 3 January 2021 8,194 65,619 - - - 26,851 - 71,019 171,683
Profit for the year - - - - - 24,300 - - 24,300
Total comprehensive income for the year - - - - - 24,300 - - 24,300
Issue of new shares 699 76,424 - - - - - - 77,123
Dividends paid 8 - - - - - (22,301) - - (22,301)
Total transactions with owners 699 76,424 - - - (22,301) - - 54,822
Balance at 2 January 2022 8,893 142,043 - - - 28,850 - 71,019 250,805
The notes are an integral part of these consolidated financial statements.
Consolidated and Company Cash flow statements
Group Company
2021 2020 2021 2020
52 weeks 53 weeks 52 weeks 53 weeks
Notes £'000 £'000 £'000 £'000
Cash flows from operating activities
Cash generated from operations 14 121,259 120,771 - -
Interest paid (16,044) (12,861) - -
Income tax paid (19,210) (16,254) - -
Net cash generated from operating activities 86,005 91,656 - -
Cash flows from investing activities
Acquisition of subsidiary, net of debt acquired (39,062) - - -
Other financial asset - restricted cash (1,140) - - -
Settlement of deferred consideration (2,500) - - -
Issue of inter-company loan - - (77,377) (4,000)
Purchases of property, plant and equipment (56,251) (92,803) - -
Proceeds from sale of property, plant and equipment 114 134 - -
Purchases of intangible assets (1,115) (2,703) - -
Interest received 10 22 - -
Dividends received - - 24,300 21,000
Dividends received from joint venture 2,273 4,271 - -
Net cash (used in)/generated from investing activities (97,671) (91,079) (53,077) 17,000
Cash flows from financing activities
Proceeds from borrowings 67,062 92,563 - -
Repayments of borrowings (79,819) (48,908) - -
Payment of lease liability (6,588) (15,044) - -
Issue of ordinary shares 77,123 1,389 75,339 1,389
Purchase of own shares (2,278) - - -
Dividends paid to owners of the parent (22,301) (18,321) (22,301) (18,321)
Dividends paid to non-controlling interests (1,783) (1,776) - -
Net cash generated from/(used in) financing activities 31,416 9,903 53,038 (16,932)
Net increase/(decrease) in cash and cash equivalents 19,750 10,480 (39) 68
Cash and cash equivalents at beginning of the year 123,816 110,514 190 122
Exchange (losses)/gains on cash and cash equivalents (3,396) 2,822 - -
Cash and cash equivalents at end of the year 140,170 123,816 151 190
The notes are an integral part of these consolidated financial statements.
Notes to the financial statements
1 General information
Hilton Food Group plc ('the Company') and its subsidiaries (together 'the
Group') is a leading specialist international food packing business supplying
major international food retailers in fourteen European countries, Australia
and New Zealand. The Company's subsidiaries are listed in a note to the full
financial statements.
The Company is a public company limited by shares incorporated and domiciled
in the UK and registered in England. 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.
The financial year represents the 52 weeks to 2 January 2022 (prior financial
year 53 weeks to 3 January 2021).
This preliminary announcement was approved for issue on 5 April 2022.
2 Summary of significant accounting policies
The accounting policies are consistent with those of the annual financial
statements for the year ended 3 January 2021.
Basis of preparation
The consolidated and company financial statements of Hilton Food Group plc
have been prepared under the historical cost convention as modified by
financial liabilities at fair value through profit or loss and in accordance
with UK-adopted International Accounting Standards and with the requirements
of the Companies Act 2006 as applicable to companies reporting under those
standards.
The consolidated and company financial statements have been prepared on the
going concern basis. The reasons why the Directors consider this basis to be
appropriate are set out in the Performance and financial review.
The financial statements are presented in Sterling and all values are rounded
to the nearest thousand (£'000) except when otherwise indicated.
The financial information included in this preliminary announcement does not
constitute statutory accounts of the Group for the years ended 2 January 2022
and 3 January 2021 but is derived from those accounts. Statutory accounts for
2020 have been delivered to the Registrar of Companies and those for 2021 will
be delivered following the Company's Annual General Meeting. The auditors have
reported on those accounts; their reports were (i) unqualified, (ii) did not
include a reference to any matters to which the auditors drew attention by way
of emphasis without qualifying their report, and (iii) did not contain a
statement under section 498(2) or (3) of the Companies Act 2006.
3 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 nine operating segments: i) United Kingdom; ii) Netherlands; iii) Belgium;
iv) Republic of Ireland; v) Sweden; vi) Denmark; vii) Central Europe including
Poland, Czech Republic, Hungary, Slovakia, Latvia, Lithuania and Estonia;
viii) Portugal; ix) Australasia and x) Central costs. The United Kingdom,
Netherlands, Belgium, Republic of Ireland, Sweden, Denmark, Central Europe and
Portugal have been aggregated into one reportable segment 'Europe' as they
have similar economic characteristics as identified in IFRS 8. Australasia and
Central costs comprise the other reportable segments.
From a product perspective the Executive Directors consider that the Group has
only one identifiable product, wholesaling of food protein products including
meat, seafood 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:
Europe Australasia Central costs Europe Australasia Central costs
2021 2020
Total Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Total revenue 2,040,618 1,314,602 - 3,355,220 2,044,190 784,455 - 2,828,645
Inter-co revenue (53,250) - - (53,250) (54,609) - - (54,609)
Third party revenue 1,987,368 1,314,602 - 3,301,970 1,989,581 784,455 - 2,774,036
Adjusted operating profit/(loss) segment result (see note 18) 61,788 22,370 (10,591) 73,567 62,581 17,209 (12,762) 67,028
Amortisation of acquired intangibles (2,778) - - (2,778) (2,449) - - (2,449)
Exceptional items (6,994) - - (6,994) - - - -
Impact of IFRS 16 291 (654) - (363) 406 1,882 - 2,288
Operating profit/(loss) segment result 52,307 21,716 (10,591) 63,432 60,538 19,091 (12,762) 66,867
Finance income 10 - - 10 22 - - 22
Finance costs (2,881) (10,017) (3,146) (16,044) (3,243) (8,140) (1,478) (12,861)
Income tax (expense)/credit (7,965) (1,761) 1,610 (8,116) (11,165) (2,568) 1,745 (11,988)
Profit/(loss) for the year 41,471 9,938 (12,127) 39,282 46,152 8,383 (12,495) 42,040
Depreciation and amortisation 33,039 33,604 140 66,783 32,433 25,877 91 58,401
Additions to non-current assets 29,587 27,528 662 57,777 24,459 70,733 314 95,506
Segment assets 643,157 462,556 49,547 1,155,260 568,638 453,143 27,292 1,049,073
Current income tax assets 5,212 -
Deferred income tax assets 6,952 6,219
Total assets 1,167,424 1,055,292
Segment liabilities 346,403 419,611 89,329 855,343 324,582 427,050 75,272 826,904
Current income tax liabilities - 4,066
Deferred income tax liabilities 4,132 2,384
Total liabilities 859,475 833,354
Sales between segments are carried out at arm's length.
The Executive Directors assess the performance of each operating segment based
on its operating profit before exceptional items and amortisation of acquired
intangibles and also before the impact of IFRS 16 (see note 18). Operating
profit is measured in a manner consistent with that in the income statement.
The amounts provided to the Executive Directors with respect to total assets
and liabilities are measured in a manner consistent with that of the financial
statements. The assets are allocated based on the operations of the segment
and their physical location. The liabilities are allocated based on the
operations of the segment.
The Group has five principal customers (comprising groups of entities known to
be under common control), Tesco, Ahold Delhaize, Coop Danmark, ICA Gruppen and
Woolworths. These customers are located in the United Kingdom, Netherlands,
Belgium, Republic of Ireland, Sweden, Denmark and Central Europe including
Poland, Czech Republic, Hungary, Slovakia, Latvia, Lithuania and Estonia and
Australasia.
Analysis of revenues from external customers and non-current assets are as
follows:
Revenues from external customers Non-current assets excluding deferred tax assets
2021 2020 2021 2020
£'000 £'000 £'000 £'000
Analysis by geographical area
United Kingdom - country of domicile 1,122,047 1,125,955 196,857 165,564
Netherlands 298,535 301,537 34,857 7,545
Belgium 25,687 6,617 1,327 10,381
Sweden 220,065 221,886 12,814 18,060
Republic of Ireland 95,349 102,460 4,711 6,025
Denmark 116,156 122,643 16,046 18,444
Central Europe 109,529 108,483 22,297 25,164
Australasia 1,314,602 784,455 338,136 357,491
3,301,970 2,774,036 627,045 608,674
Analysis by principal customer
Customer 1 1,156,771 1,168,179
Customer 2 327,293 330,644
Customer 3 231,492 232,022
Customer 4 113,555 117,197
Customer 5 1,314,602 784,455
Other 158,257 141,539
3,301,970 2,774,036
4 Exceptional items
Operating profit Finance costs Tax Profit
after tax
2021 2021 2021 2021
Group £'000 £'000 £'000 £'000
Fire in Belgium 11,661 - (2,901) 8,760
Impact of acquisition of Dalco (6,837) - - (6,837)
Acquisition costs 2,226 1,131 (215) 3,142
Total exceptional costs 7,050 1,131 (3,116) 5,065
Fire in Belgium
In June 2021 the Group's facility in Belgium suffered an extensive fire and as
a result exceptional costs totalling £11,661,000 have been recognised. The
costs include the impairment of tangible fixed assets and leased assets
destroyed of £6,377,000 and £2,239,000 respectively, the cost of inventory
that was destroyed as a result of the fire of £1,344,000 and other related
additional costs of £3,884,000, offset by a gain of £2,183,000 arising from
the early settlement of related lease liabilities.
An exceptional tax credit has been of £2,901,000 has been recognised in
respect of these costs.
The Group continues to work closely with its insurers to progress the related
claims. The results for the period to 2 January 2022 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.
Impact of acquisition of Dalco
On 1 October 2021 the Group acquired the remaining 50% interest in Dalco Food
BV (see note 12) and the financial position and performance of the business
was fully consolidated from this date. The Group's joint venture interest was
effectively disposed of at this date with an exceptional gain of £6,837,000,
being the difference between the carrying value and fair value of the joint
venture interest, recognised.
Acquisition Costs
During the year the Group has recognised exceptional acquisition costs in
respect legal and professional fees and other related costs of £2,226,000. A
further £1,131,000 of exceptional finance costs have been recognised related
to the agreement of short term acquisition bridge financing.
An exceptional tax credit of £215,000 has been recognised in respect of
exceptional finance costs that are allowable for deductible for tax purposes.
5 Finance income and costs
2021 2020
Group £'000 £'000
Finance income
Other interest income 10 22
Finance income 10 22
Finance costs
Bank borrowings (5,132) (4,483)
Interest on lease liabilities (8,536) (6,919)
Exceptional finance costs (note 4) (1,131) -
Other interest expense (1,245) (1,459)
Finance costs (16,044) (12,861)
Finance costs - net (16,034) (12,839)
6 Income tax expense
2021 2020
Group £'000 £'000
Current income tax
Current tax on profits for the year 12,646 17,878
Adjustments to tax in respect of previous years (2,322) (273)
Total current tax 10,324 17,605
Deferred income tax
Origination and reversal of temporary differences (3,342) (5,721)
Adjustments to tax in respect of previous years 1,134 104
Total deferred tax (2,208) (5,617)
Income tax expense 8,116 11,988
Deferred tax charged directly to equity during the year in respect of employee
share schemes amounted to £333,000 (2020: charge £136,000).
Factors affecting future tax charges
The Group operates in numerous tax jurisdictions around the world and is
subject to factors that may affect future tax charges including transfer
pricing, tax rate changes and tax legislation changes.
The Government made a number of budget announcements on 3 March 2021. These
include confirming that the rate of corporation tax will increase to 25% from
1 April 2023. This new law was substantively enacted on 24 May 2021. Deferred
taxes at the balance sheet date have been measured using these enacted tax
rates and reflected in these financial statements.
The tax on the Group's profit before income tax differs (2020: differs) from
the theoretical amount that would arise using the standard rate of UK
Corporation Tax of 19% (2020: 19%) applied to profits of the consolidated
entities as follows:
2021 2020
£'000 £'000
Profit before income tax 47,398 54,028
Tax calculated at the standard rate of UK Corporation Tax 19% (2020: 19%) 9,006 10,265
(Income)/expense not deductible for tax purposes (15) 834
Joint venture received net of tax (471) (1,364)
Adjustments to tax in respect of previous periods (1,188) (169)
Profits taxed at rates other than 19% (2020: 19%) 2,746 2,501
Deferred tax on IFRS 16 (1,047) (87)
Impact of changes in tax rates 414 -
Non-taxable gain on acquisition of JV (1,299) -
Other (30) 8
Income tax expense 8,116 11,988
There is no tax impact relating to components of other comprehensive income.
Adjustments to tax in respect of prior periods have resulted from changes in
assumptions in respect of deductible expenses and the application of capital
allowances.
7 Earnings per share
Basic earnings per share are calculated by dividing the profit attributable to
owners of the parent by the weighted average number of ordinary shares in
issue during the year.
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
above is compared with the number of shares that would have been issued
assuming the exercise of the share options.
2021 2020
Group Basic Diluted Basic Diluted
Profit attributable to owners of the parent (£'000) 37,143 37,143 39,736 39,736
Weighted average number of ordinary shares in issue (thousands) 82,456 82,456 81,835 81,835
Adjustment for share options (thousands) - 1,098 - 1,084
Adjusted weighted average number of ordinary shares (thousands) 82,456 83,554 81,835 82,919
Basic and diluted earnings per share (pence) 45.0 44.5 48.6 47.9
8 Dividends
2021 2020
Group and Company £'000 £'000
Final dividend in respect of 2020 paid 19.0p per ordinary share (2019: 15.4p) 15,561 12,586
Interim dividend in respect of 2021 paid 8.2p per ordinary share (2020: 7.0p) 6,740 5,735
Total dividends paid 22,301 18,321
The Directors propose a final dividend of 21.5p per share payable on 1 July
2022 to shareholders who are on the register at 3 June 2022. This dividend
totalling £19.1m has not been recognised as a liability in these consolidated
financial statements.
9 Property, plant and equipment
Land and buildings (including leasehold improvements) Plant and machinery Fixtures and fittings Motor vehicles Total
Group £'000 £'000 £'000 £'000 £'000
Cost
At 30 December 2019 93,510 342,541 16,043 274 452,368
Exchange adjustments 1,250 15,655 820 (1) 17,724
Additions 2,793 49,040 3,637 110 55,580
Additions: Transfer from Right-of-Use Asset - 37,223 - - 37,223
Transfer to intangible assets - (566) - - (566)
Disposals (30) (650) (2) (211) (893)
At 3 January 2021 97,523 443,243 20,498 172 561,436
Accumulated depreciation
At 30 December 2019 25,684 187,666 12,379 77 225,806
Exchange adjustments 528 7,245 473 (1) 8,245
Charge for the year 4,168 30,609 2,483 38 37,298
Disposals (30) (615) (2) (112) (759)
At 3 January 2021 30,350 224,905 15,333 2 270,590
Net book amount
At 30 December 2019 67,826 154,875 3,664 197 226,562
At 3 January 2021 67,173 218,338 5,165 170 290,846
Cost
At 4 January 2021 97,523 443,243 20,498 172 561,436
Exchange adjustments (3,248) (19,497) (1,136) (8) (23,889)
Acquisition (note 12) 2,315 7,843 548 123 10,829
Additions 15,125 37,487 3,606 33 56,251
Exceptional impairment (note 4) - (7,049) - - (7,049)
Transfer to intangible assets 430 (769) (4,165) 3 (4,501)
Disposals (469) (260) (735) (15) (1,479)
At 2 January 2022 111,676 460,998 18,616 308 591,598
Accumulated depreciation
At 4 January 2021 30,350 224,905 15,333 2 270,590
Exchange adjustments (924) (10,560) (781) (7) (12,272)
Charge for the year 4,440 37,384 2,297 65 44,186
Exceptional impairment (note 4) - (672) - - (672)
Transfer to intangible assets - - (553) - (553)
Disposals (87) (192) (878) (12) (1,169)
At 2 January 2022 33,779 250,865 15,418 48 300,110
Net book amount
At 2 January 2022 77,897 210,133 3,198 260 291,488
Depreciation charges are included within administrative expenses in the income
statement.
The cost and net book amount of property plant and equipment in the course of
its construction included above comprise plant and machinery £13,025,000
(2020: £20,318,000).
Additions to property, plant and equipment include capitalised interest costs
of £725,000 (2020: £409,000).
10 Intangible assets
Computer software Brand and customer relationships Goodwill Total
Group £'000 £'000 £'000 £'000
Cost
At 30 December 2019 7,858 22,560 47,582 78,000
Exchange adjustments 41 - - 41
Additions 2,703 - - 2,703
Transfer from property, plant and equipment 566 - - 566
Disposals (188) - - (188)
At 3 January 2021 10,980 22,560 47,582 81,122
Accumulated amortisation
At 30 December 2019 3,279 5,182 - 8,461
Exchange adjustments 25 - - 25
Charge for the year 304 2,449 - 2,753
Disposals (188) - - (188)
At 3 January 2021 3,420 7,631 - 11,051
Net book amount
At 30 December 2019 4,579 17,378 47,582 69,539
At 3 January 2021 7,560 14,929 47,582 70,071
Cost
At 4 January 2021 10,980 22,560 47,582 81,122
Exchange adjustments (411) - - (411)
Acquisition (note 12) 158 12,519 21,900 34,577
Additions 1,526 - - 1,526
Transfer from property, plant & equipment 4,501 - - 4,501
Disposals (3) - - (3)
At 2 January 2022 16,751 35,079 69,482 121,312
Accumulated amortisation
At 4 January 2021 3,420 7,631 - 11,051
Exchange adjustments (235) - - (235)
Charge for the year 1,468 2,702 - 4,170
Transfer from property, plant & equipment 553 - - 553
Disposals (2) - - (2)
At 2 January 2022 5,204 10,333 - 15,537
Net book amount
At 2 January 2022 11,547 24,746 69,482 105,775
Amortisation charges are included within administrative expenses in the income
statement.
Goodwill Impairment Testing
Goodwill includes £44,793,000 relating to the acquisition of the Seachill
business (now trading as Hilton Seafood UK) in 2017 and £2,789,000 recognised
in 2019 following the acquisition of SV Cuisine Limited. Hilton Seafood UK and
SV Cuisine are each considered to be separate cash generating units. The
recoverable amount of the Seachill cash generating unit was based on its fair
value less costs of disposal after allowing for the impact of planned
investment and the recoverable amount of SV Cuisine was determined on a
value-in-use basis based, in both cases using a discounted cash flow model.
For each cash generating unit the recoverable amounts calculated exceeded
their carrying value.
The key assumptions used in the calculations are projected EBITDA, projected
profit after tax, the pre-tax and post-tax discount rates and the growth rates
used to extrapolate cash flows beyond the projected period. EBITDA and profit
after tax are based on one-year budgets approved by the Board and longer term,
three year, projections based on past experience adjusted to take account of
the impact of expected changes to sales prices, volumes, business mix and
margin. Cash flows are discounted at a pre-tax discount rate of 10% (2020:
10%) or a post-tax discount rate of 8% (2020: 8%) with a growth rate of 2%
(2020: 2%) used to extrapolate cash flows. Discount rates and growth rates
are calculated with reference to external benchmarks and where relevant past
experience.
Sensitivity to changes in assumptions
The calculation is most sensitive to changes in the assumptions used for
projected cash flow, the pre-tax discount rate and the growth rate. Management
considers that reasonably possible changes in assumptions would be an increase
in discount rate of one percentage point, a reduction in growth rate of 1
percentage point or a 10% reduction in budgeted cash flow. As an indication of
sensitivity, when applied to the value-in-use calculation neither a 1%
reduction in growth rate, a 10% reduction in budgeted cash flow, nor a 1%
increase in the pre-tax discount rate would have resulted in an impairment of
goodwill in the year.
No indicators of impairment were identified in respect of other, amortised,
intangible assets and therefore no impairment review has been undertaken.
Goodwill acquired in the year
Goodwill and other intangible assets totalling £34,577,000 have been
provisionally recognised following the acquisitions of Dalco Food BV and
Fairfax Meadow Europe Limited in the year (see note 12). Dalco and Fairfax
Meadow will each form separate cash generating units for impairment testing
purposes and impairment testing will begin before the end of the current
financial year.
11 Leases
(i) Amounts recognised in the balance sheet
The balance sheet includes the following amounts relating to leases:
Lease: right of use assets Land & Buildings Equipment Vehicles Total
Group £'000 £'000 £'000 £'000
Opening net book amount as at 29 December 2019 132,940 42,679 2,674 178,293
Exchange Adjustments 10,469 295 83 10,847
Additions 98,427 195 1,303 99,925
Transfer to tangible fixed assets - (37,223) - (37,223)
Remeasurements, reclassification and scope changes 2,592 (586) (363) 1,643
Depreciation (13,008) (4,254) (1,088) (18,350)
Closing net book amount at 3 January 2021 231,420 1,106 2,609 235,135
Exchange Adjustments (9,945) (147) (108) (10,200)
Additions 2,739 2,418 420 5,577
Acquisition (note 12) 6,066 5,139 1,289 12,494
Remeasurements, reclassification and scope changes - (336) - (336)
Depreciation (16,339) (927) (1,161) (18,427)
Disposal of leased assets destroyed by fire (note 4) (2,168) (19) (52) (2,239)
Closing net book amount at 2 January 2022 211,773 7,234 2,997 222,004
Lease liabilities 2021 2020
Group £'000 £'000
Current 14,419 6,250
Non-current 228,977 238,995
243,396 245,245
Maturity analysis - contractual undiscounted cash flows 2021 2020
Group £'000 £'000
Less than one year 22,716 15,010
One to five years 79,010 77,822
More than five years 233,673 255,619
Total lease liabilities 335,399 348,451
(ii) Amounts recognised in the consolidated income statement
The income statement shows the following amounts related to leases:
Depreciation charge on right-of-use assets 2021 2020
Group £'000 £'000
Buildings 16,339 13,008
Plant & equipment 927 4,254
Vehicles 1,161 1,088
18,427 18,350
Interest expenses (included in finance costs) 8,536 6,919
Expenses relating to short-term leases (included in costs of goods sold and 136 278
administrative expenses)
Expenses relating to leases of low-value assets that have not been shown above 3 24
as short-term (included in costs of goods sold and administrative expenses)
The total cash outflow for leases in 2021 was £17,307,000 (2020:
£59,488,000).
Variable Lease Payments
Leases with liabilities recognised of £9,824,000 (2020: £10,163,000),
accounting for 4.0% (2020: 4.1%) of total lease liabilities, are subject to
five yearly RPI linked rent reviews. These rent reviews are subject to a
minimum collar, the impact of which is included in the calculation of lease
liabilities and a maximum cap. If the impact of these variable lease payments
had been recognised, applying index levels as at 2 January 2021, lease
liabilities would have increased by 2021: £1,895,000 (2020: £633,000).
In addition, leases with liabilities recognised totalling £6,408,000 (2020:
£11,063,000), accounting for 2.6% (2020: 4.5%) of total lease liabilities,
are subject to annual CPI linked rent increases. If the impact of these
variable lease payments had been recognised, applying index levels as at 2
January 2022, lease liabilities would have increased by £278,000 (2020:
£44,000).
12 Business combinations
On 1 October 2021 the Group completed the purchase of the remaining 50% of
Dalco Food BV (Dalco) taking its interest from 50% to 100%. Dalco is a leading
producer of vegetarian and vegan proteins supplying both retail and food
service customers from its facilities in the Netherlands.
On 28 October 2021 the Group acquired 100% of the share capital of Fairfax
Meadow Europe Limited (Fairfax Meadow) a leading meat supplier to the UK
foodservice sector.
Dalco Food BV Fairfax Meadow Europe Limited
Group £'000 £'000
Property, plant and equipment 4,393 6,436
Intangibles - Software 113 45
Brand and customer relationship intangibles - 12,519
Lease: Right-of-use asset 5,303 7,191
Inventories 8,143 7,982
Trade and other receivables 5,992 13,643
Trade and other payables (8,767) (16,781)
Borrowings (1,824) (8,504)
Lease liabilities (5,303) (7,094)
Deferred tax (242) (3,024)
Goodwill 18,967 2,933
Fair value of assets acquired 26,775 15,346
Consideration:
Paid on completion 13,388 15,346
Deemed fair value of existing 50% interest 13,387 -
26,775 15,346
Dalco Food BV
The acquisition of the remaining 50% of Dalco allows the Group to take full
control of the business enabling it to further diversify and strengthen its
protein offering in the fast-growing vegan and vegetarian market.
Consideration for the acquisition of the 50% interest in Dalco totalled
£13,388,000 and comprised cash of £11,603,000, and Hilton Food Group plc
shares with a market value at the date of issue of £1,785,000.
As a result of the acquisition, and to allow full consolidation of Dalco as a
subsidiary the group has recognised an exceptional gain of £6,837,000 (see
note 4) being the difference between the carrying value of its joint venture
interest at the date of acquisition and its fair value.
Due to the timing of completion of the acquisition and the timing of other
acquisition activity undertaken by the group in 2021, the exercise to assess
the fair values of assets and liabilities acquired is on-going and therefore
amounts presented above are provisional and expected to change.
The provisional fair value of property, plant and equipment acquired,
disclosed above, is the book value recognised by Dalco at the date of
acquisition. A review of acquired property, plant and equipment is currently
being undertaken by qualified surveyors and once concluded is expected to give
rise to adjustments to the fair value recognised.
An exercise is also underway to establish the fair value of Dalco's customer
relationships and long term supply agreements, the fair value of brands used
within the Dalco business and to identify and value any other intangible
assets acquired as part of the business combination.
Goodwill of £18.8m has provisionally been recognised, however the conclusion
of the on-going work in respect of the valuation of tangible and intangible
fixed assets acquired is expected to result in an overall reduction in the
level recognised. Residual goodwill is expected to mainly relating to the
strategic benefits for Hilton of diversifying its product portfolio into the
vegan and vegetarian protein market.
The value of other assets and liabilities reflect the amounts expected to be
realised or paid respectively.
Fairfax Meadow Europe Limited
The acquisition of Fairfax Meadow improves the access for Hilton to the
out-of-home channel, providing an opportunity for the Group to diversify into
the foodservice sector and contribute to the group sustainable growth.
Consideration for the acquisition of Fairfax Meadow totalled £15,346,000 paid
entirely in cash.
Goodwill has arisen and mainly relates to the strategic benefits for Hilton of
diversifying its product portfolio into the food service sector.
The fair value of property, plant and equipment acquired was established
following a review undertaken by qualified surveyors and reflect their
existing use value.
Customer relationship intangibles have been recognised and relate to the
supply agreements and long standing relationships that Fairfax Meadow has with
its customers. Brand intangibles have been recognised in respect of the
Fairfax Meadow trading name and other brands employed by the business. The
fair value of these intangible assets of £12,519,000 have been aggregated as
they are considered to be linked with their value each dependent on the other
and will be amortised over their useful economic lives of 5-9 years.
The value of other assets and liabilities reflect the amounts expected to be
realised or paid respectively.
As a result of the timing of completion of the acquisition and the timing of
other acquisition activity undertaken by the group in 2021, fair values
presented for the Fairfax Meadow acquisition reflect the initial assessment of
fair value and remains subjected to amendment for one year from the date of
acquisition.
Since the date of acquisition Dalco has contributed revenue of £14.8m to the
Group and has realised an adjusted loss before exceptional items and tax of
£0.1m; Fairfax Meadow has contributed revenue of £23.4m and realised
adjusted profit before tax and exceptional items of £0.5m.
If the acquisitions of the 50% interest in Dalco and Fairfax Meadow had taken
place at the start of the year the group would have recognised revenue
£3,405.1m and adjusted profit before tax and exceptional items of £66.5m.
In the year the group has recognised exceptional acquisition related costs of
£2,226,000 in respect of legal and professional and other related activities
associated with acquisition activity alongside exceptional finance costs of
£1,131,000 relating to acquisition specific bank financing. See note 4.
Deferred Consideration
At 3 January 2021 a deferred consideration liability of £3,318,000 in respect
of the acquisition of SV Cuisine Limited had been recognised. During the
period the Group settled this liability making a payment of £2,500,000.
13 Borrowings
2021 2020
Group £'000 £'000
Current
Bank borrowings 224,732 39,759
Non-current
Bank borrowings - 206,228
Total borrowings 224,732 245,987
Due to the frequent re-pricing dates of the Group's loans, the fair value of
current and non-current borrowings is approximate to their carrying amount.
The carrying amounts of the Group's borrowings are denominated in the
following currencies:
2021 2020
Currency £'000 £'000
UK Pound 65,198 66,142
Euro 18,277 21,217
Danish Kroner 1,118 851
Polish Zloty 5,384 6,560
Australian Dollar 106,903 120,667
New Zealand Dollar 27,852 30,550
224,732 245,987
Bank borrowings are repayable in quarterly instalments from 2019 - 2022 with
interest charged at LIBOR (or equivalent benchmark rates) plus 1.3% - 1.6%.
Bank borrowings are subject to joint and several guarantees from each active
Group undertaking.
The Group's bank borrowings have been classified as current liabilities as the
bank facility agreements were due to mature in October 2022. Since the year
end the Group has refinanced these facilities (see note 16).
The Group has undrawn committed loan facilities of £96.8m (2020: £51.5m).
The undiscounted contractual maturity profile of the Group's borrowings is
described in a note to the full financial statements.
Group net debt of £85,571,000 (2020: net debt of £123,366,000) comprises
borrowings, noted above, of £224,732,000 (2020: £245,987,000) cash and cash
equivalents of £140,014,000 (2020: £123,816,000), and finance leases
previously recognised under IAS 17 of £853,000 (2020: £1,195,000). Including
total lease liabilities Group net debt is £328,114,000 (2020: £367,416,000).
14 Cash generated from operations
2021 2020
Group £'000 £'000
Profit before income tax 47,398 54,028
Finance costs - Net 16,034 12,839
Operating profit 63,432 66,867
Adjustments for non-cash items:
Share of post tax profits of joint venture (1,925) (5,029)
Depreciation of property, plant and equipment 44,186 37,298
Depreciation of leased assets 18,427 18,350
Impairment of property, plant and equipment 6,377 -
Disposal of leased assets destroyed by fire 2,239 -
Gain on early settlement of Belgium lease liabilities (2,183) -
Amortisation of intangible assets 4,170 2,753
Amortisation of contract assets - charged to revenue - 1,197
Gain on 100% acquisition of Dalco BV (6,837) -
Loss/(gain) on disposal of non-current assets 195 (40)
Adjustment in respect of employee share schemes 2,725 2,120
Changes in working capital:
Inventories (26,656) (23,212)
Trade and other receivables (23,116) 22,995
Trade and other payables 40,225 (2,528)
Cash generated from operations 121,259 120,771
The parent company has no operating cash flows.
15 Analysis and movement in net debt
This section sets out an analysis of net debt and the movements in net debt
for each of the periods presented.
2021 2020
£'000 £'000
Cash and cash equivalents 140,170 123,816
Borrowings (including overdrafts) (224,732) (245,987)
Net bank debt (84,562) (122,171)
Lease liabilities (243,396) (245,245)
Net debt (327,958) (367,416)
Cash/other financial assets Borrowings (including overdrafts) Net bank debt Lease liabilities Net debt
Net debt reconciliation £'000 £'000 £'000 £'000 £'000
At 30 December 2019 110,514 (197,339) (86,825) (184,633) (271,458)
Cash flows 10,480 48,908 59,388 52,267 111,655
Lease additions - - - (99,925) (99,925)
New borrowings - (92,563) (92,563) - (92,563)
Exchange adjustments 2,822 (4,993) (2,171) (11,309) (13,480)
Other changes - - - (1,645) (1,645)
At 3 January 2021 123,816 (245,987) (122,171) (245,245) (367,416)
Cash flows 19,750 79,819 99,569 6,588 106,157
Lease additions - - - (5,549) (5,549)
Acquisition - - - (12,397) (12,397)
New borrowings - (67,062) (67,062) - (67,062)
Exchange adjustments (3,396) 8,498 5,102 10,652 15,754
Other changes - - - 2,555 2,555
At 2 January 2022 140,170 (224,732) (84,562) (243,396) (327,958)
16 Events after the reporting period
The following non-adjusting events occurred after the reporting period:
Acquisition of Dutch Seafood Company BV
On 16th March 2022 the Group acquired 100% of the share capital of Dutch
Seafood Company BV, which trades as Foppen. Foppen is a leading international
smoked salmon producer with customers in Europe and US. The acquisition
provides Hilton with the opportunity to diversify into a complementary protein
category and enhance its customer base whilst also entering a new strategic
market in the US. Consideration for the acquisition totalled £25.0m paid
entirely in cash with the Group also repaying £54.7m of Foppen's bank and
other borrowings immediately following completion of the acquisition.
The timing of completion of this transaction and its proximity to the date of
these financial statements has meant that initial accounting for the business
combination has not been completed and therefore it is impractical to provide
the disclosures required by IFRS 3, Appendix B, Paragraph 64 (e) or (h)-(q).
Agito Group Pty Limited - Joint Venture Investment
On 6 January 2022 the Group acquired a 50% joint venture interest in Agito
Group Pty Limited, a provider of automation and software controls used in food
processing and other manufacturing facilities based in Australia, for
consideration of £1.1m.
Bank facility agreement
On 21 January the Group agreed a £424m revolving credit and term loan
facility with a syndicate of lenders. The facility refinanced the Group's
existing bank facilities including undrawn acquisition bridge financing put in
place to fund the Foppen acquisition that matured in January 2022. The Group's
new bank facility matures in January 2027 with the term loans, totalling
£134m, repayable in quarterly instalments beginning in April 2022.
17 Related party transactions and ultimate controlling party
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.
Sales and purchases made on an arm's length basis on normal credit terms to
related parties during the year were as follows:
Group 2021 2020
Sales £'000 £'000
Sohi Meat Solutions Distribuicao de Carnes SA - fee for services 3,175 3,351
Sohi Meat Solutions Distribuicao de Carnes SA - recharge of joint venture 331 368
costs
Dalco BV 438 313
Foods Connected Limited - 3
Group 2021 2020
Purchases £'000 £'000
Foods Connected Limited 568 351
Amounts owing from related parties at the year end were as follows:
Owed from related parties
2021 2020
Group £'000 £'000
Foods Connected Limited 4 15
Sohi Meat Solutions Distribuicao de Carnes SA 561 393
Dalco BV - 282
565 690
Amounts owing to related parties at the year end were as follows:
Owed to related parties
2021 2020
Group £'000 £'000
Foods Connected Limited 127 85
Sohi Meat Solutions Distribuicao de Carnes SA 9 -
Dalco BV - 123
136 208
During the period the group settled the deferred consideration liability
recognised in respect of the acquisition of SV Cuisine Limited, making a
payment of £2.5m. The acquisition of SV Cuisine Limited was considered to be
a related party transaction as prior to acquisition Philip Heffer, the Hilton
Food Group CEO, Graham Heffer and Robert Heffer, both directors of the Group's
subsidiary Hilton Food Solutions Limited, had each held a 30% shareholding in
SV Cuisine Limited.
18 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 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: Amort & depn of acquisition fair value adjustments Adjusted
52 weeks ended 2 January 2022 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Operating profit - excluding exceptional items 70,482 18,214 (17,907) 70,789 - 2,778 73,567
Exceptional items (7,050) 56 - (6,994) 6,994 - -
Operating profit 63,432 18,270 (17,907) 63,795 6,994 2,778 73,567
Net finance costs (16,034) 8,498 - (7,536) 1,131 - (6,405)
Profit before income tax 47,398 26,768 (17,907) 56,259 8,125 2,778 67,162
Profit for the period 39,282 24,037 (17,907) 45,412 5,009 2,250 52,671
Less non-controlling interest (2,139) (7) - (2,146) - - (2,146)
Profit attributable to members of the parent 37,143 24,030 (17,907) 43,266 5,009 2,250 50,525
Depreciation and amortisation 75,596 (20,489) - 55,107 (6,377) (2,778) 45,952
EBITDA 139,028 (2,219) (17,907) 118,902 617 - 119,519
Earnings per share pence pence pence
Basic 45.0 52.5 61.3
Diluted 44.5 51.8 60.5
Reported Add back: IFRS 16 Depreciation and interest Less: IAS 17 Lease accounting costs Reported excluding IFRS 16 Add back: Amort & depn of acquisition fair value adjustments Adjusted
53 weeks ended 3 January 2021 £'000 £'000 £'000 £'000 £'000 £'000
Operating profit 66,867 18,163 (20,451) 64,579 2,449 67,028
Net finance costs (12,839) 6,874 - (5,965) - (5,965)
Profit before income tax 54,028 25,037 (20,451) 58,614 2,449 61,063
Profit for the period 42,040 24,074 (20,451) 45,663 1,984 47,647
Less non-controlling interest (2,304) (382) 387 (2,299) - (2,299)
Profit attributable to members of the parent 39,736 23,692 (20,064) 43,364 1,984 45,348
Depreciation and amortisation 59,558 (18,163) - 41,395 (2,449) 38,946
EBITDA 126,425 - (20,451) 105,974 - 105,974
Earnings per share pence pence pence
Basic 48.6 53.0 55.4
Diluted 47.9 52.3 54.7
The depreciation and amortisation figure includes £nil (2020: £1,197,000)
amortisation of contract assets charged to revenue and adds back a loss on
disposal of £195,000 (2020: gain £40,000).
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: Amort & depn of acquisition fair value adjustments Adjusted
52 weeks ended 2 January 2022 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Europe 52,307 6,393 (6,684) 52,016 6,994 2,778 61,788
Australasia 21,716 11,877 (11,223) 22,370 - - 22,370
Central costs (10,591) - - (10,591) - - (10,591)
Total 63,432 18,270 (17,907) 63,795 6,994 2,778 73,567
Reported Add back: IFRS 16 Depreciation and interest Less: IAS 17 Lease accounting costs Reported excluding IFRS 16 Add back: Amort & depn of acquisition fair value adjustments Adjusted
53 weeks ended 3 January 2021 £'000 £'000 £'000 £'000 £'000 £'000
Europe 60,538 5,757 (6,163) 60,132 2,449 62,581
Australasia 19,091 12,406 (14,288) 17,209 - 17,209
Central costs (12,762) - - (12,762) - (12,762)
Total 66,867 18,163 (20,451) 64,579 2,449 67,028
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END FR UPUCWCUPPGQA