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REG - Hilton Food Grp Plc - Preliminary Results

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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

 

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