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REG - JD Sports Fashion - Half-year Report <Origin Href="QuoteRef">JD.L</Origin> - Part 2

- Part 2: For the preceding part double click  ID:nRSL4307Qa 

represents that of the Company and its subsidiaries (together
referred to as the 'Group'). 
 
This half year financial report is an interim management report as required by
DTR 4.2.3 of the Disclosure and Transparency Rules of the UK's Financial
Conduct Authority and was authorised for issue by the Board of Directors on 12
September 2017. 
 
The condensed set of financial statements included in this half yearly
financial report has been prepared in accordance with IAS 34 'Interim
Financial Reporting' as adopted by the EU. The annual financial statements of
the Group are prepared in accordance with IFRS's as adopted by the EU. The
comparative figures for the 52 week period to 28 January 2017 are not the
Group's statutory accounts for that financial year. Those accounts have been
reported on by the Group's Auditor and delivered to the Registrar of
Companies. The Report of the Auditor was (i) unqualified, (ii) did not include
a reference to any matters to which the Auditor drew attention by way of
emphasis without qualifying their report, and (iii) did not contain a
statement under section 498 of the Companies Act 2006. 
 
The information contained in the half year financial report for the 26 week
period to 29 July 2017 and 30 July 2016 has been reviewed and the independent
review report for the 26 week period to 29 July 2017 is set out in the half
yearly financial report. 
 
As required by the Disclosure and Transparency Rules of the UK's Financial
Conduct Authority, the half year financial report has been prepared by
applying the same accounting policies and presentation that were applied in
the preparation of the Company's published consolidated financial statements
for the 52 week period to 28 January 2017. 
 
The Group continues to monitor the potential impact of other new standards and
interpretations which have been or may be endorsed and require adoption by the
Group in future reporting periods. 
 
IFRS 9 'Financial Instruments' has been endorsed and will be applicable after
1 January 2018. This standard will simplify the classification of financial
assets for measurement purposes, but it is not anticipated to have a
significant impact on the financial statements. 
 
IFRS 15 'Revenue from Contracts with Customers' has been endorsed and will be
applicable after 1 January 2018. The Group is currently undertaking an impact
assessment of the likely effect on the Group's consolidated results and
financial position. It is not currently anticipated to have a significant
impact on the financial statements. 
 
IFRS 16 Leases is expected to be applicable after 1 January 2019. If endorsed,
this standard will significantly affect the presentation of the Group
financial statements with all leases apart from short term leases being
recognised as on-balance sheet finance leases with a corresponding liability
being the present value of lease payments. IFRS 16 is also expected to have a
material impact on key components within the Consolidated Income Statement as
operating lease rental charges will be replaced with depreciation and finance
costs. The Group is currently undertaking an impact assessment of the likely
effect on the Group's consolidated results and financial position. 
 
The Group does not consider that any other standards, amendments or
interpretations issued by the IASB, but not yet applicable, will have a
significant impact on the financial statements. 
 
Alternative performance measures 
 
The Directors measure the performance of the Group based on a range of
financial measures, including measures not recognised by EU-adopted IFRS.
These alternative performance measures may not be directly comparable with
other companies' alternative performance measures and the Directors do not
intend these to be a substitute for, or superior to, IFRS measures. Further
information can be found in the Glossary at the end of these interim results. 
 
Use of estimates and judgements 
 
The preparation of interim financial statements requires management to make
judgements, estimates and assumptions that affect the application of policies
and reported amounts of assets and liabilities, income and expenses. The
estimates and associated assumptions are based on historical experience and
various other factors that are believed to be reasonable under the
circumstances, the results of which form the basis of making the judgements
about carrying values of assets and liabilities that are not readily apparent
from other sources. Actual results may differ from these estimates. 
 
In preparing these condensed consolidated interim financial statements, the
significant judgements made by management in applying the Group's accounting
policies and the key sources of estimation uncertainty were the same as those
that applied to the consolidated financial statements for the 52 week period
to 28 January 2017. 
 
Risks and uncertainties 
 
The Board has considered the risks and uncertainties for the remaining 27 week
period to 3 February 2018 and determined that the risks presented in the
Annual Report and Accounts 2017, noted below, remain relevant: 
 
·      Key suppliers and brands 
 
·      Protection of intellectual property 
 
·      Retail property factors 
 
·      Seasonality of sales 
 
·      Economic factors 
 
·      Reliance on non-UK manufacturers 
 
·      Brexit 
 
·      Reliance on IT systems 
 
·      Cyber security 
 
·      Reliance on a consolidated warehouse 
 
·      Retention of key personnel 
 
·      Health and safety 
 
·      Foreign exchange risk 
 
·      Regulatory and compliance 
 
A major variable, and therefore risk, to the Group's financial performance for
the remainder of the financial period is the sales and margin performance in
the retail fascias, particularly in December and January. Further comment on
this and other risks and uncertainties faced by the Group is provided in the
Executive Chairman's statement included within this half year report. 
 
After making enquiries, the Directors have a reasonable expectation that the
Company and the Group have adequate resources to continue in operational
existence for the foreseeable future. Accordingly, they continue to adopt the
going concern basis in preparing the financial statements. 
 
2.   Segmental Analysis 
 
IFRS 8 'Operating Segments' requires the Group's operating segments to be
identified on the basis of internal reports about components of the Group that
are regularly reviewed by the Chief Operating Decision Maker to allocate
resources to the segments and to assess their performance. The Chief Operating
Decision Maker is considered to be the Executive Chairman of JD Sports Fashion
Plc. 
 
Information reported to the Chief Operating Decision Maker is focused more on
the nature of the businesses within the Group. The Group's operating and
reportable segments under IFRS 8 are therefore as follows: 
 
·      Sports Fashion - includes the results of JD Sports Fashion Plc, John
David Sports Fashion (Ireland) Limited, Spodis SA, Champion Sports Ireland, JD
Sprinter Holdings 2010 SL (including subsidiary companies), JD Sports Fashion
BV, Sports Unlimited Retail BV, JD Sports Fashion Germany GmbH, JD Sports
Fashion SRL, JD Sports Fashion Belgium BVBA, JD Sports Fashion Sweden AB, JD
Sports Fashion Denmark ApS, JD Sports Fashion SDN BHD, JD Sports Fashion
Holdings Aus Pty (including subsidiary companies), Size GmbH, ActivInstinct
Limited, JD Gyms Limited, Duffer of St George Limited, Topgrade Sportswear
Limited, Kooga Rugby Limited, Focus Brands Limited (including subsidiary
companies), Kukri Sports Limited (including global subsidiary companies),
Source Lab Limited, R.D. Scott Limited, Tessuti Group Limited (including
subsidiary companies), Nicholas Deakins Limited, Cloggs Online Limited,
Clothingsites.co.uk Limited, Ark Fashion Limited, 2Squared Agency Limited,
2Squared Retail Limited and Mainline Menswear Limited. 
 
·      Outdoor - includes the results of Blacks Outdoor Retail Limited, Tiso
Group Limited (including subsidiary companies) and Go Outdoors Topco Limited
(including subsidiary companies). 
 
The Chief Operating Decision Maker receives and reviews segmental operating
profit. Certain central administrative costs including Group Directors'
salaries are included within the Group's core 'Sports Fashion' result. This is
consistent with the results as reported to the Chief Operating Decision
Maker. 
 
IFRS 8 requires disclosure of information regarding revenue from major
products and customers. The majority of the Group's revenue is derived from
the retail of a wide range of apparel, footwear and accessories to the general
public. As such, the disclosure of revenues from major customers is not
appropriate. Disclosure of revenue from major product groups is not provided
at this time due to the cost involved to develop a reliable product split on a
same category basis across all companies in the Group. 
 
Intersegment transactions are undertaken in the ordinary course of business on
arm's length terms. 
 
The Board consider that certain items are cross divisional in nature and
cannot be allocated between the segments on a meaningful basis. Net funding
costs and taxation are treated as unallocated reflecting the nature of the
Group's syndicated borrowing facilities and its tax group. Drawdowns from the
Group's syndicated borrowing facility of £nil (2016: £7.1m) and liabilities
for taxation of £31.2m (2016: £17.7m) are included within the unallocated
segment. 
 
Each segment is shown net of intercompany transactions and balances within
that segment. The eliminations remove intercompany transactions and balances
between different segments which primarily relate to the net down of long term
loans and short term working capital funding provided by JD Sports Fashion Plc
(within Sports Fashion) to other companies in the Group, and intercompany
trading between companies in different segments. 
 
Operating Segments 
 
Information regarding the Group's operating segments for the 26 weeks to 29
July 2017 is reported below: 
 
 Income statement                                                                    
                                            SportsFashion£m  Outdoor£m  Total£m      
                                                                                     
 Gross revenue                              1,170.6          196.6      1367.2       
 Intersegment revenue                       -                -          -            
 Revenue                                    1,170.6          196.6      1,367.2      
 Operating profit before exceptional items  103.2            0.1        103.3        
 Exceptional items                          -                -          -            
                                                                                     
 Operating profit                           103.2            0.1        103.3        
 Financial income                                                       0.3          
 Financial expenses                                                     (0.9)        
                                                                                     
 Profit before tax                                                      102.7        
 Income tax expense                                                     (21.6)       
                                                                                     
 Profit for the period                                                  81.1         
 
 
Total assets and liabilities 
 
                                           Sports Fashion£m  Outdoor£m  Unallocated£m  Eliminations£m  Total£m  
                                                                                                                
 Total assets                              1,131.5           285.2      -              (89.6)          1,327.1  
 Total liabilities                         (533.8)           (199.7)    (31.2)         89.6            (675.1)  
 Total segment net assets / (liabilities)  597.7             85.5       (31.2)         -               652.0    
 
 
The comparative segmental results for the 26 weeks to 30 July 2016 are as
follows: 
 
 Income statement                                                                                                         
                                                     Sports Fashion£m  Outdoor£m  Total£m                                 
                                                                                                                          
 Gross revenue                                       897.5             73.1       970.6                                   
 Intersegment revenue                                -                 -          -                                       
 Revenue                                             897.5             73.1       970.6                                   
 Operating profit / (loss) before exceptional items  79.9              (2.3)      77.6                                    
 Exceptional items                                   -                 -          -                                       
                                                                                                                          
 Operating profit / (loss)                           79.9              (2.3)      77.6                                    
 Financial income                                                                 0.4                                     
 Financial expenses                                                               (0.6)                                   
                                                                                                                          
 Profit before tax                                                                77.4                                    
 Income tax expense                                                               (17.4)                                  
                                                                                                                          
 Profit for the period                                                            60.0                                    
                                                                       
 Total assets and liabilities                                          
                                                     Sports Fashion£m  Outdoor£m  Unallocated£m  Eliminations£m  Total£m    
                                                                                                                            
 Total assets                                        922.7             68.7       0.2            (72.6)          919.0      
 Total liabilities                                   (397.5)           (109.0)    (25.0)         72.6            (458.9)    
 Total segment net assets / (liabilities)            525.2             (40.3)     (24.8)         -               460.1      
                                                                                                                                        
 
 
Geographical Information 
 
The Group's operations are located in the UK, Republic of Ireland, France,
Spain, Germany, the Netherlands, Italy, Sweden, Denmark, Belgium, Portugal,
Malaysia, Australia, New Zealand, Canada, Dubai, Singapore and Hong Kong. 
 
The following table provides analysis of the Group's revenue by geographical
market, irrespective of the origin of the goods / services: 
 
                        26 weeks to29 July2017£m  26 weeks to30 July2016£m  
                                                                            
 UK                     903.4                     712.1                     
 Europe                 399.6                     245.0                     
 Rest of world          64.2                      13.5                      
                                                                            
                        1,367.2                   970.6                     
 
 
The revenue from any individual country, with the exception of the UK, is not
more than 10% of the Group's total revenue. 
 
The following is an analysis of the carrying amount of segmental non-current
assets by the geographical area in which the assets are located: 
 
                  As at29 July 2017£m    As at30 July 2016£m  
                                                              
 UK               290.5                  169.8                
 Europe           200.8                  110.3                
 Rest of world    19.4                   2.0                  
                                                              
                  510.7                  282.1                
 
 
3.   Exceptional Items 
 
                                                      26 weeks to29 July2017 £m  26 weeks to30 July2016 £m  52 weeks to 28 January2017£m  
                                                                                                                                          
 Impairment of goodwill, brands and fascia names (1)  -                          -                          6.4                           
 Administrative expenses - exceptional                -                          -                          6.4                           
 Total exceptional items                              -                          -                          6.4                           
 
 
(1)  The charge in the period to 28 January 2017 relates to the non-cash
impairment of the fascia name balance arising in prior years on the
acquisition of ActivInstinct Limited, the fascia name arising in the year on
the acquisition of Aspecto Holdings Limited and Infinities Retail Group
Holdings Limited and the impairment of the goodwill arising in the year on the
acquisition of 2Squared Agency Limited. 
 
These administrative expenses are exceptional items as they are, in aggregate,
material in size and / or unusual or infrequent in nature. 
 
4.   Earnings per Ordinary Share 
 
Basic and diluted earnings per ordinary share 
 
The calculation of basic and diluted earnings per ordinary share at 29 July
2017 is based on the profit for the period attributable to equity holders of
the parent of £78.7m (26 weeks to 30 July 2016: £58.1m; 52 weeks to 28 January
2017: £178.9m). 
 
The weighted average number of ordinary shares outstanding during the 26 weeks
to 29 July 2017 was therefore 973,233,160 (26 weeks to 30 July 2016 restated:
973,233,160; 52 weeks to 28 January 2017: 973,233,160), calculated as
follows: 
 
                                                          26 weeks to29 July2017  26 weeks to30 July2016(restated)  52 weeks to28 January2017  
                                                                                                                                               
 Issued ordinary shares at beginning and end of period    973,233,160             973,233,160                       973,233,160                
 
 
Adjusted basic and diluted earnings per ordinary share 
 
Adjusted basic and diluted earnings per ordinary share have been based on the
profit for the period attributable to equity holders of the parent for each
financial period but excluding the post-tax effect of certain exceptional
items. The Directors consider that this gives a more meaningful measure of the
underlying performance of the Group. 
 
                                                                                                   26 weeks to29 July2017 £m  26 weeks to30 July2016(restated) £m  52 weeks to28 January2017 £m  
                                                                                                                                                                                                 
 Profit for the period attributable to equity holders of the parent                                78.7                       58.1                                 178.9                         
 Exceptional items excluding loss on disposal of non-current assets                                -                          -                                    6.4                           
 Tax relating to exceptional items                                                                 -                          -                                    -                             
 Profit for the period attributable to equity holders of the parent excluding exceptional items    78.7                       58.1                                 185.3                         
 Adjusted basic and diluted earnings per ordinary share                                            8.09p                      5.97p                                19.04p                        
                                                                                                                                                                                                 
                                                                                                                                                                                                   
 
 
Acquisitions 
 
Current period acquisitions 
 
During the period, the Group has increased its shareholding in two
subsidiaries. These transactions were not material. 
 
Prior period acquisitions 
 
Sports Unlimited Retail BV 
 
On 20 March 2016, the Group acquired, via its newly incorporated subsidiary
Sports Unlimited Retail BV, the trading assets and trade of the Aktiesport and
Perry Sport fascias from the Trustee of Unlimited Sports Group BV which was
declared bankrupt by the court of Amsterdam on 23 February 2016. On
acquisition there were 187 stores and two trading websites. 
 
The period in which measurement adjustments could be made has now closed on
this acquisition and the final goodwill calculation is summarised below: 
 
                                             Book value£m  Measurementadjustments£m  Fair value at 29 July 2017£m  
 Acquiree's net assets at acquisition date:                                                                        
 Property, plant & equipment                 3.9           -                         3.9                           
 Inventories                                 23.4          5.2                       28.6                          
 Cash and cash equivalents                   0.1           -                         0.1                           
 Trade and other payables                    (8.4)         (2.1)                     (10.5)                        
 Provisions                                  -             (3.1)                     (3.1)                         
 Net identifiable assets                     19.0          -                         19.0                          
                                                                                                                   
 Goodwill on acquisition                                                             -                             
 Consideration paid - satisfied in cash                                              19.0                          
                                                                                                                     
 
 
The Board believes that the cash consideration of E26.5 million represents the
best estimates of the fair value of the net assets acquired. No measurement
adjustments have been made to the fair values in the 26 week period ended 29
July 2017. 
 
JD Sports Fashion SDN BHD 
 
On 28 April 2016, the Group acquired via its 50% subsidiary in Malaysia, JD
Sports Fashion SDN BHD, 20 multi-brand Sports Fashion stores and a trading
website which currently trade as Sports Empire, Revolution and The Marathon
Shop from Runners World SDN BHD. JD Sports Fashion SDN BHD is an entity
controlled by the Group and therefore the results and financial position of
the entity are consolidated into the financial statements of the Group. The
cash consideration payable on this transaction was MYR 20.7 million. 
 
The period in which measurement adjustments could be made has now closed on
this acquisition and the final goodwill calculation is summarised below: 
 
                                             Book value£m  Measurementadjustments£m  Fair value at29 July 2017£m  
 Acquiree's net assets at acquisition date:                                                                       
 Intangible assets                           0.8           0.3                       1.1                          
 Property, plant & equipment                 0.4           -                         0.4                          
 Other non-current assets                    0.2           -                         0.2                          
 Inventories                                 2.0           -                         2.0                          
 Deferred tax liabilities                    -             (0.3)                     (0.3)                        
 Net identifiable assets                     3.4           -                         3.4                          
                                                                                                                  
 Goodwill on acquisition                                                             -                            
 Consideration paid - satisfied in cash                                              3.4                          
                                                                                                                    
 
 
The Board believes that the excess of cash consideration of MYR 20.7 million
represents the best estimates of the fair value of the net assets acquired. No
measurement adjustments have been made to the fair values in the 26 week
period ended 29 July 2017. 
 
SportIberica Sociedade de Artigos de Desporto, S.A. 
 
On 1 July 2016, the Group acquired, both directly and via its 50.1% owned
subsidiary JD Sprinter Holdings 2010 SL, an aggregate of 80% of the issued
share capital of SportIberica Sociedade de Artigos de Desporto S.A
("SportIberica") for cash consideration of E4.2 million with additional
consideration of up to E0.5 million payable if certain criteria were met. At
acquisition, management believed that the criteria would be met for the
maximum consideration to be payable and the fair value of the total
consideration at that time of E4.7 million was recognised. The actual amount
of additional consideration paid in the period ended 29 July 2017 was E0.3
million reducing the total consideration paid to E4.5 million. This has been
reflected in the table below. 
 
The period in which measurement adjustments could be made has now closed on
this acquisition and the final goodwill calculation is summarised below: 
 
                                             Book value£m  Measurementadjustments£m  Fair  value at 29 July 2017£m  
 Acquiree's net assets at acquisition date:                                                                         
 Property, plant & equipment                 0.2           0.1                       0.3                            
 Inventories                                 2.8           0.4                       3.2                            
 Cash                                        0.7           -                         0.7                            
 Trade and other receivables                 0.9           (0.8)                     0.1                            
 Income tax assets                           -             0.1                       0.1                            
 Trade and other payables                    (1.5)         (0.2)                     (1.7)                          
 Interest bearing loans and borrowings       (0.7)         -                         (0.7)                          
 Net identifiable assets                     2.4           (0.4)                     2.0                            
                                                                                                                    
 Non-controlling interest                    (0.5)         0.1                       (0.4)                          
                                                                                                                    
 Goodwill on acquisition                                                             1.6                            
                                                                                                                    
 Consideration paid - satisfied in cash                                              3.2                            
                                                                                                                      
 
 
The measurement adjustments reflected in the table above were made to the fair
values during the period ended 29 July 2017. 
 
The Board believes that the excess of cash consideration paid over net
identifiable assets on acquisition of £1.6 million is best considered as
goodwill on acquisition representing anticipated future operating synergies. 
 
Next Athleisure Pty Limited 
 
On 26 August 2016, the Group acquired, via its newly incorporated subsidiary
JD Sports Fashion Holdings Australia Pty, 80% of the issued ordinary share
capital of Next Athleisure Pty Limited for consideration of $6.6 million AUD
and has also advanced $2.4 million AUD to allow it to settle an element of its
indebtedness. 
 
The Board believes that the cash consideration of $6.6 million represents the
current best estimates of the fair value of the net assets acquired. No
measurement adjustments have been made to the fair values in the 26 week
period ended 29 July 2017.The provisional goodwill calculation is summarised
below: 
 
                                             Book value£m  Measurementadjustments£m  Provisional fair  value at 29 July 2017£m  
 Acquiree's net assets at acquisition date:                                                                                     
 Intangible assets                           4.8           2.8                       7.6                                        
 Property, plant & equipment                 5.2           0.6                       5.8                                        
 Inventories                                 9.4           0.9                       10.3                                       
 Cash                                        0.5           0.1                       0.6                                        
 Trade and other receivables                 2.7           0.1                       2.8                                        
 Income tax assets                           0.2           -                         0.2                                        
 Deferred tax liabilities                    1.5           (2.1)                     (0.6)                                      
 Trade and other payables                    (11.9)        (1.1)                     (13.0)                                     
 Interest bearing loans and borrowings       (8.0)         (0.8)                     (8.8)                                      
 Net identifiable assets                     4.4           0.5                       4.9                                        
                                                                                                                                
 Non-controlling interest                    (0.9)         (0.1)                     (1.0)                                      
                                                                                                                                
 Goodwill on acquisition                                                             -                                          
                                                                                                                                
 Consideration paid - satisfied in cash                                              3.5                                        
 Consideration as loan owed to NCI                                                   0.4                                        
                                                                                                                                
 Total consideration                                                                 3.9                                        
                                                                                                                                  
 
 
Go Outdoors Topco Limited 
 
On 27 November 2016, the Group acquired 100% of the issued ordinary share
capital of Go Outdoors Topco Limited ('Go Outdoors') for consideration of
£112.3 million with the Group assuming net debt of £11.4 million as part of
the transaction. Go Outdoors is a nationwide omnichannel retailer catering for
the outdoor enthusiast and specialist alike with 58 stores across the UK at
acquisition, the majority of which are situated in out of town retail parks. 
 
Included within the fair value of net identifiable assets on acquisition are
intangible assets of £66.7 million; £59.1 million representing the 'GO
Outdoors' fascia name and £7.6 million of brands. 
 
The Board believes that the excess of cash consideration paid over net
identifiable assets on acquisition of £44.4 million is best considered as
goodwill on acquisition representing the strategic benefit of a larger Outdoor
operation in the Group. No measurement adjustments have been made to the fair
values in the 26 week period ended 29 July 2017. The provisional goodwill
calculation is summarised below: 
 
                                             Book value£m  Measurementadjustments£m  Provisional fair  value at 29 July 2017£m  
 Acquiree's net assets at acquisition date:                                                                                     
 Intangible assets                           0.3           66.4                      66.7                                       
 Property, plant & equipment                 28.5          (2.5)                     26.0                                       
 Inventories                                 40.4          -                         40.4                                       
 Cash                                        8.8           -                         8.8                                        
 Trade and other receivables                 7.3           -                         7.3                                        
 Trade and other payables                    (48.2)        (0.6)                     (48.8)                                     
 Income tax liabilities                      (1.0)         -                         (1.0)                                      
 Deferred tax liabilities                    -             (11.3)                    (11.3)                                     
 Interest bearing loans and borrowings       (20.2)        -                         (20.2)                                     
 Net identifiable assets                     15.9          52.0                      67.9                                       
                                                                                                                                
 Goodwill on acquisition                                                             44.4                                       
                                                                                                                                
 Consideration paid - satisfied in cash                                              112.3                                      
                                                                                                                                  
 
 
Aspecto Holdings Limited 
 
On 18 July 2016, the Group, via its new 100% subsidiary Napco 104 Limited
acquired 100% of the entire issued share capital of Aspecto Holdings Limited
for cash consideration of £1. The Board believes that the cash consideration
of £1 represents the current best estimates of the fair value of the net
assets acquired. No measurement adjustments have been made to the fair values
in the 26 week period ended 29 July 2017. 
 
On 21 August 2016, the trade and assets (with the exception of certain assets
and liabilities) were hived up into Tessuti Limited, a 100% owned subsidiary
of JD Sports Fashion Plc. 
 
Infinities Retail Group Limited 
 
On 12 September 2016, the Group, via its new 100% subsidiary Ensco 1157
Limited acquired 100% of the entire issued share capital of Infinities Retail
Group Limited for cash consideration of £1. The Board believes that the cash
consideration of £1 represents the current best estimates of the fair value of
the net assets acquired. No measurement adjustments have been made to the fair
values in the 26 week period ended 29 July 2017. 
 
On 31 October 2016, the trade and assets (with the exception of certain assets
and liabilities) were hived up into Tessuti Limited, a 100% owned subsidiary
of JD Sports Fashion Plc. 
 
Clothingsites.co.uk Limited 
 
On 26 September 2016, the Group, via its new 100% subsidiary Ensco 1173
Limited acquired 100% of the entire issued share capital of
Clothingsites.co.uk Limited for an initial cash consideration of £1.
Clothingsites.co.uk Limited operates two trading websites, Woodhouse Clothing
and Brown Bag Clothing. The Board believes that the excess of cash
consideration paid over net identifiable assets on acquisition of £2.4 million
represents the fair value of the 'Woodhouse Clothing' and 'Brown Bag' online
fascia names. No measurement adjustments have been made to the fair values in
the 26 week period ended 29 July 2017. 
 
2Squared Agency Limited & 2Squared Retail Limited ('2Squared') 
 
On 30 November 2016, the Group acquired 69% of the issued share capital of
2Squared Agency Limited and 51% of the issued share capital of 2Squared Retail
Limited for cash consideration of £0.5 million. The Board believed that the
excess of cash consideration paid over the net identifiable assets on
acquisition of £1.0 million was best considered as goodwill representing
future operating synergies. The goodwill was subsequently impaired during the
financial period ended 28 January 2017.  No measurement adjustments have been
made to the fair values in the 26 week period ended 29 July 2017. 
 
Other Acquisitions 
 
During the prior period, the Group made several small acquisitions, including
increasing its shareholding to 100% in two subsidiaries which were previously
non-wholly owned. These transactions were not material. 
 
5.   Half Year Report 
 
As indicated in the 2012 Notice of Annual General Meeting, in line with many
other listed companies the company will no longer be issuing a hard copy of
the half year report. Instead, the Group has decided to make the half year
report available via the Company's website. 
 
Accordingly the half year report will be available for downloading from
www.jdplc.com from mid October 2017. Paper based copies will be available on
application to the Company Secretary, JD Sports Fashion Plc, Hollinsbrook Way,
Pilsworth, Bury, Lancashire, BL9 8RR. 
 
Disclaimer 
 
This announcement contains certain forward-looking statements with respect to
the financial condition, results, operations and businesses of JD Sports
Fashion plc. These statements and forecasts involve risk and uncertainty
because they relate to events and depend on circumstances that will occur in
the future. There are a number of factors that could cause actual results or
developments to differ materially from those expressed or implied by these
forward-looking statements and forecasts. 
 
Glossary (terms are listed in alphabetical order) 
 
Not all of the figures and ratios used are readily available from the
unaudited preliminary results included in the announcement. The Directors
believe that these non-GAAP measures are both useful and necessary to better
understand the Group's results. Where required, a reconciliation to the
statutory amounts is set out below. 
 
Adjusted earnings per share 
 
The calculation of basic and diluted earnings per share is detailed in Note 4.
Adjusted basic and diluted earnings per ordinary share have been based on the
profit for the period attributable to equity holders of the parent for each
financial period but excluding the post-tax effect of certain exceptional
items. A reconciliation between basic earnings per share and adjusted earnings
per share is shown below: 
 
                                                                     26 weeks to  29 July2017  26 weeks to  30 July2016(restated)  52 weeks to  28 January2017  
 Basic earnings per share                                            8.09p                     5.97p                               18.38p                       
 Exceptional items excluding loss on disposal of non-current assets  -                         -                                   0.66p                        
 Tax relating to exceptional items                                   -                         -                                   -                            
                                                                                                                                                                
 Adjusted earnings per share                                         8.09p                     5.97p                               19.04p                       
 
 
Core 
 
The Group's core Sports Fashion fascia is JD and the Group's core market is
the UK and Republic of Ireland. 
 
EBITDA 
 
Earnings (operating profit) before tax, interest, depreciation and
amortisation. 
 
LFL (Like for Like) sales 
 
The percentage change in the year-on-year sales, removing the impact of new
store openings and closures in the current or previous financial year. 
 
Profit before tax and exceptional items 
 
A reconciliation between profit before tax and profit before tax and
exceptional items is as follows: 
 
                                          26 weeks to  29 July2017  26 weeks to  30 July2016  52 weeks to  28 January2017  
                                          £m                        £m                        £m                           
                                                                                                                           
 Profit before tax                        102.7                     77.4                      238.4                        
 Exceptional items                        -                         -                         6.4                          
                                                                                                                           
 Profit before tax and exceptional items  102.7                     77.4                      244.8                        
 
 
This information is provided by RNS
The company news service from the London Stock Exchange

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