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REG - Ocado Group PLC - Final Results <Origin Href="QuoteRef">OCDO.L</Origin> - Part 2

- Part 2: For the preceding part double click  ID:nRSB7178Na 

 
 Obligations under finance leases  4.1   (26.5)              (26.5)            
 Derivative financial instruments        (0.7)               (0.2)             
 Provisions                              (2.8)               (0.4)             
                                         (196.0)             (168.0)           
 Net current liabilities                 (59.5)              (21.0)            
                                                                               
 Non-current liabilities                                                       
 Borrowings                        4.1   (7.7)               (2.3)             
 Obligations under finance leases  4.1   (137.0)             (142.5)           
 Provisions                              (6.3)               (5.2)             
 Deferred tax liability                  (2.7)               (2.0)             
                                         (153.7)             (152.0)           
 Net assets                              241.9               218.2             
                                                                               
 Equity                                                                        
 Share capital                     4.4   12.6                12.5              
 Share premium                     4.4   258.7               255.1             
 Treasury shares reserve           4.4   (50.9)              (51.8)            
 Reverse acquisition reserve       4.4   (116.2)             (116.2)           
 Other reserves                    4.4   (0.8)               (0.3)             
 Retained earnings                       138.5               118.9             
 Total equity                            241.9               218.2             
 
 
Consolidated statement of changes in equity 
 
for the 52 weeks ended 29 November 2015 
 
                                                                                                                                          Share capital  Share premium  Treasury shares reserve  Reverse acquisition reserve  Other reserves  Retained earnings  Total equity  
                                                                                                                                   Notes  £m             £m             £m                       £m                           £m              £m                 £m            
                                                                                                                                                                                                                                                                               
 Balance at 1 December 2013                                                                                                        12.4   251.5          (52.4)         (116.2)                  (0.1)                        107.2           202.4              
                                                                                                                                                                                                                                                                               
 Profit for the period                                                                                                             -      -              -              -                        -                            7.3             7.3                
 Other comprehensive income:                                                                                                                                                                                                                                     
 Cash flow hedges                                                                                                                                                                                                                                                
 -                                                                           Losses arising on forward foreign exchange contracts  4.4    -              -              -                        -                            (0.4)           -                  (0.4)         
 -                                                                           Gains arising on interest rate swaps                  4.4    -              -              -                        -                            0.3             -                  0.3           
 Translation of foreign subsidiary                                           4.4                                                   -      -              -              -                        (0.1)                        -               (0.1)              
 Total comprehensive income/(expense) for the period ended 30 November 2014                                                        -      -              -              -                        (0.2)                        7.3             7.1                
 Transactions with owners:                                                                                                                                                                                                                                       
 -                                                                           Issues of ordinary shares                             4.4    0.1            3.6            -                        -                            -               -                  3.7           
 -                                                                           Share-based payments charge                                  -              -              -                        -                            -               4.4                4.4           
 -                                                                           Disposal of treasury shares                                  -              -              0.6                      -                            -               -                  0.6           
 Total transactions with owners                                                                                                    0.1    3.6            0.6            -                        -                            4.4             8.7                
 Balance at 30 November 2014                                                                                                       12.5   255.1          (51.8)         (116.2)                  (0.3)                        118.9           218.2              
 Profit for the period                                                                                                             -      -              -              -                        -                            11.8            11.8               
 Other comprehensive income:                                                                                                                                                                                                                                     
 Cash flow hedges                                                                                                                                                                                                                                                
 -                                                                           Gains arising on forward contracts                    4.4    -              -              -                        -                            0.2             -                  0.2           
 -                                                                           Losses arising on commodity swaps                     4.4    -              -              -                        -                            (0.7)           -                  (0.7)         
 -                                                                           Gains arising on interest rate swaps                  4.4    -              -              -                        -                            -               -                  -             
 Translation of foreign subsidiary                                           4.4                                                   -      -              -              -                        -                            -               -                  
 Total comprehensive income/(expense) for the period ended 29 November 2015  -                                                     -      -              -              (0.5)                    11.8                         11.3            
 Transactions with owners:                                                                                                                                                                                                                                       
 -                                                                           Issues of ordinary shares                             4.4    0.1            4.4            -                        -                            -               -                  4.5           
 -                                                                           Share-based payments charge                                  -              -              -                        -                            -               7.8                7.8           
 -                                                                           Reacquisition of interests in treasury shares                -              (0.8)          0.8                      -                            -               -                  -             
 -                                                                           Disposal of treasury shares                                  -              -              0.1                      -                            -               -                  0.1           
 Total transactions with owners                                                                                                    0.1    3.6            0.9            -                        -                            7.8             12.4               
 Balance at 29 November 2015                                                                                                       12.6   258.7          (50.9)         (116.2)                  (0.8)                        138.5           241.9              
                                                                                                                                                                                                                                                                                   
 
 
Consolidated statement of cash flows 
 
for the 52 weeks ended 29 November 2015 
 
                                                                                                                                         52 weeks ended 29 November 2015          52 weeks ended 30 November 2014  
                                                                                                                               Note      £m                                       £m                               
                                                                                                                                                                                                                   
 Cash flows from operating activities                                                                                                                                             
 Profit before tax                                                                                                             11.9                                       7.2     
 Adjustments for:                                                                                                                                                                 
 -                                                                           Depreciation, amortisation and impairment losses  3.1, 3.2  60.1                                     55.0                             
 -                                                                           Movement in provisions                                      3.2                                      1.9                              
 -                                                                           Share of profit in joint venture                            (2.3)                                    (2.4)                            
 -                                                                           Share-based payments charge                                 7.8                                      4.4                              
 -                                                                           Foreign exchange movements                                  -                                        0.1                              
 -                                                                           Net Finance costs                                 4.3       9.5                                      9.1                              
 Changes in working capital:                                                                                                                                                      
 -                                                                           Movement in inventories                                     (2.3)                                    (3.6)                            
 -                                                                           Movement in trade and other receivables                     (19.1)                                   (0.3)                            
 -                                                                           Movement in trade and other payables                        23.7                                     13.8                             
 Cash generated from operations                                                                                                92.5                                       85.2    
 Finance costs paid                                                                                                            (9.7)                                      (9.7)   
 Net cash flows from operating activities                                                                                      82.8                                       75.5    
                                                                                                                                                                                                                   
 Cash flows from investing activities                                                                                                                                             
 Purchase of property, plant and equipment                                                                                     (70.7)                                     (53.0)  
 Purchase of intangible assets                                                                                                 (28.4)                                     (25.8)  
 Dividend received from joint venture                                                                                          8.1                                        -       
 Interest received                                                                                                             0.2                                        0.5     
 Net cash flows from investing activities                                                                                      (90.8)                                     (78.3)  
                                                                                                                                                                                                                   
 Cash flows from financing activities                                                                                                                                             
 Proceeds from the issue of ordinary share capital net of transaction costs  4.4                                               4.4                                        3.7     
 Proceeds from borrowings                                                                                                      8.2                                        -       
 Repayment of borrowings                                                                                                       (5.6)                                      (2.9)   
 Repayments of obligations under finance leases                                                                                (26.9)                                     (30.5)  
 Payment of financing fees1                                                                                                    (2.5)                                      (1.2)   
 Settlement of cash flow hedges                                                                                                (0.2)                                      (0.5)   
 Net cash flows from financing activities                                                                                      (22.5)                                     (31.4)  
                                                                                                                                                                                                                   
 Net decrease in cash and cash equivalents                                                                                     (30.5)                                     (34.2)  
 Cash and cash equivalents at the beginning of the period                                                                      76.3                                       110.5   
 Cash and cash equivalents at the end of the period                                                                            45.8                                       76.3    
 
 
1£1.2 million in relation to financing fees paid in the prior year has been
reclassified from movement in trade and other receivables to payment of
financing fees. 
 
Notes to the consolidated financial information 
 
Section 1 - Basis of preparation 
 
General information 
 
Ocado Group plc (hereafter "the Company") is a listed company incorporated in
England and Wales. The registered office is Titan Court, 3 Bishops Square,
Hatfield Business Park, Hatfield, Hertfordshire, AL10 9NE. 
 
The financial information comprises the consolidated income statement,
consolidated statement of comprehensive income, consolidated balance sheet,
consolidated statement of changes in equity, consolidated statement of cash
flows and the related notes. The financial information for the 52 weeks ended
29 November 2015 is extracted from the audited consolidated financial
statements. The financial information for the 52 weeks ended 30 November 2014
is derived from the statutory accounts. 
 
The financial information in this preliminary results announcement does not
constitute the Group's statutory accounts for the 52 weeks ended 29 November
2015 or the 52 weeks ended 30 November 2014 and does not constitute full
accounts within the meaning of section 435 (1) and (2) of the Companies Act
2006.  The statutory accounts for 2014 have been delivered to the Registrar of
Companies. The auditors have reported on the Group's statutory accounts for
the 52 weeks ended 29 November 2015; their report was (i) unqualified, (ii)
did not include a reference to a matter to which the auditors drew attention
by way of an emphasis of matter without qualifying their report and (iii) did
not contain a statement under section 498(2) or (3) of the Companies Act 2006.
 The Group's statutory accounts will be delivered to the Registrar of
Companies following the Company's Annual General Meeting. 
 
The financial year represents the 52 weeks ended 29 November 2015 (the prior
financial year represents the 52 weeks ended 30 November 2014). The
consolidated financial statements for the 52 weeks ended 29 November 2015
comprise the financial statements of the Company and its subsidiaries ("the
Group"). 
 
Basis of preparation 
 
The financial information has been prepared in accordance with the Listing
Rules and the Disclosure and Transparency Rules of the UK Financial Services
Authority (where applicable), International Financial Reporting Standards
("IFRS") and International Financial Reporting Standards Interpretation
Committee ("IFRIC") interpretations as endorsed by the European Union
("IFRS-EU"), and with those parts of the Companies Act 2006 applicable to
companies reporting under IFRS.  The accounting policies applied are
consistent with those described in the annual report and financial statements
for the 52 weeks ended 30 November 2014 of Ocado Group plc. 
 
The financial information is presented in sterling, rounded to the nearest
million unless otherwise stated. The financial information has been prepared
under the historical cost convention, as modified by the revaluation of
financial asset investments and certain financial assets and liabilities,
which are held at fair value. 
 
The Directors considered it appropriate to adopt the going concern basis of
accounting in preparing the financial statements of the Group and the
Company. 
 
Standards, amendments and interpretations adopted by the Group in 2014/15 or
issued that are effective 
 
The Group has considered the following new standards, interpretations and
amendments to published standards that are effective for the Group for the
financial year beginning 1 December 2014 and concluded that they are either
not relevant to the Group or that they would not have a significant impact on
the Group's financial statements: 
 
 IFRS 10  Consolidated Financial Statements*                  1 January 2014  
 IFRS 12  Disclosure of Interests in Other Entities*          1 January 2014  
 IAS 19   Employee Benefits                                   1 July 2014     
 IAS 27   Separate Financial Statements                       1 January 2014  
 IAS 32   Financial Instruments: Presentation                 1 January 2014  
 IAS 36   Impairment of Assets                                1 January 2014  
 IAS 39   Financial Instruments: Recognition and Measurement  1 January 2014  
 
 
IAS 39 
 
Financial Instruments: Recognition and Measurement 
 
1 January 2014 
 
*The amendments for investment entities which are effective in IFRS 10, IFRS
12 and IAS 27, above, are not relevant for the Group. Amendments regarding the
application of the consolidation exception for IFRS 10 and IFRS 12 are
effective from 1 January 2016, and amendments regarding the reinstatement of
the equity method as an accounting option for investments in subsidiaries,
joint ventures and associates in an entity's separate financial statements are
effective from 1 January 2016, and are included in the table below. 
 
Standards, amendments and interpretations issued that are not effective, and
which have not been early adopted by the Group 
 
The following further new standards, interpretations and amendments to
published standards and interpretations which are relevant to the Group have
been issued but are not effective for the financial year beginning 1 December
2014 and have not been adopted early: 
 
 IFRS 9   Financial Instruments                                                                                      1 January 2018  
 IFRS 10  Consolidated Financial Statements                                                                          1 January 2016  
 IFRS 11  Joint Arrangements                                                                                         1 January 2016  
 IFRS 12  Disclosure in Interests in Other Entities                                                                  1 January 2016  
 IFRS 15  Revenue from Contracts with Customers                                                                      1 January 2018  
 IAS 1    Presentation of Financial Statements                                                                       1 January 2016  
 IAS 16   Property, Plant and Equipment                                                                              1 January 2016  
 IAS 27   Separate Financial Statements                                                                              1 January 2016  
 IAS 28   Investments in Associates and Joint Ventures                                                               1 January 2016  
 IAS 38   Intangible Assets                                                                                          1 January 2016  
 Various  Amendments to various IFRSs and IASs including those arising from the IASB's annual improvements project.  Various         
 
 
Various 
 
Amendments to various IFRSs and IASs including those arising from the IASB's
annual improvements project. 
 
Various 
 
The following new standards are not yet effective and the impact on the Group
is currently under review: 
 
IFRS 16 "Leases" provides guidance on the classification, recognition and
measurement of leases to help provide useful information to the users of
financial statements. The main aim of this standard is to ensure all leases
will be reflected on the balance sheet, irrespective of substance over form.
The new standard will replace IAS 17 "Leases" and is effective for annual
periods beginning on or after 1 January 2019 unless adopted early. The Group
is currently reviewing the impact of IFRS 16. 
 
Use of non-GAAP profit measures 
 
The Directors believe that the EBITDA measure presented provides a clear and
consistent presentation of the underlying performance of the Group.  EBITDA is
not a measure of operating performance in accordance with IFRS-EU and may not
be directly comparable with measures used by other companies. 
 
The Group defines EBITDA as earnings before interest, taxation, depreciation
of property, plant and equipment, amortisation expense, impairment of
property, plant and equipment, intangibles and exceptional items. 
 
Section 2 - Results for the year 
 
2.1 Segmental reporting 
 
The Group's principal activities are grocery retailing and the development and
monetisation of Intellectual Property ("IP") and technology used for the
online retailing, logistics and distribution of grocery and consumer goods,
currently derived solely from the UK. The Group is not reliant on any major
customer for 10% or more of its revenue. 
 
In accordance with IFRS 8 "Operating Segments", an operating segment is
defined as a business activity whose operating results are reviewed by the
chief operating decision-maker ("CODM") and for which discrete information is
available. Operating segments are reported in a manner consistent with the
internal reporting provided to the CODM, as required by IFRS 8. The CODM, who
is responsible for allocating resources and assessing performance of the
operating segments, has been identified as the Executive Directors. 
 
The principal activities of the Group are currently managed as one segment.
Consequently, all activities relate to this segment. 
 
The CODM's main indicator of performance of the segment is EBITDA, which is
reconciled to operating profit below the income statement. 
 
2.2 Gross sales 
 
A reconciliation of revenue to gross sales is as follows: 
 
                         52 weeks ended 29 November 2015    52 weeks ended 30 November 2014  
                         £m                                 £m                               
 Revenue                 1,107.6                            948.9                            
 VAT                     82.4                               66.3                             
 Marketing vouchers      14.4                               11.3                             
 Net book value          1,204.4                            1,026.5                          
 
 
2.3 Profit per share 
 
Basic profit per share is calculated by dividing the profit attributable to
equity holders of the Company by the weighted average number of ordinary
shares in issue during the period, excluding ordinary shares held pursuant to
the Group's joint share ownership scheme ("JSOS") which are accounted for as
treasury shares. 
 
Diluted profit per share is calculated by adjusting the weighted average
number of ordinary shares outstanding to assume conversion or vesting of all
dilutive potential shares. The Company has two (2014: two) classes of
instruments that are potentially dilutive, namely share options and shares
held pursuant to the JSOS. 
 
Basic and diluted profit per share has been calculated as follows: 
 
                                                                                                 52 weeks ended 29 November 2015         52 weeks ended 30 November 2014  
                                                                                                 Number of shares (m)                    Number of shares (m)             
                                                                                                                                                                          
 Issued shares at the beginning of the period, excluding treasury shares                         586.1                                   582.5                            
 Effect of share options exercised in the period                                                 2.2                                     2.1                              
 Effect of treasury shares disposed of in the period                                             -                                       0.3                              
 Effect of shares issued in the period                                                           -                                       -                                
 Weighted average number of shares at the end of the period for basic earnings per share  588.3                                   584.9  
 Potentially dilutive share options and shares                                                   31.1                                    29.4                             
 Weighted average number of diluted ordinary shares                                              619.4                                   614.3                            
                                                                                                                                                                          
                                                                                                 £m                                      £m                               
 Profit attributable to the owners of the Company                                                11.8                                    7.3                              
                                                                                                                                                                          
                                                                                                 pence                                   pence                            
 Basic profit per share                                                                          2.01                                    1.24                             
 Diluted profit per share                                                                        1.91                                    1.18                             
 
 
The only transactions involving ordinary shares or potential ordinary shares
between the reporting date and the date of these financial statements were the
exercise of 16,754 share options under the company ESOS scheme, 2,903 share
options under the SAYE3 scheme and the issue of 28,463 Partnership Shares
under the SIP. 
 
2.4 Exceptional items 
 
                          52 weeks ended 29 November 2015  52 weeks ended 30 December 2014  
                          £m                               £m                               
                                                                                            
 Corporate restructure    -                                (0.3)                            
                          -                                (0.3)                            
                                                                                              
 
 
Corporate restructure 
 
During the prior year, the Group undertook a corporate restructuring. The
Group's business was split between a number of legal entities in order to
reflect broadly the operational division of the business. To assist the
restructuring the Group sought tax, accountancy and legal advice, for which a
number of one-off costs were incurred. 
 
Section 3 - Operating assets and liabilities 
 
3.1 Intangible assets 
 
                                         Internally generated assets    Other intangible assets    Total intangible assets  
                                                                        
                                         £m                             £m                         £m                       
 Cost                                                                                                                       
 At 1 December 2013                      58.0                           13.4                       71.4                     
 Additions                               -                              8.0                        8.0                      
 Internal development costs capitalised  17.3                           -                          17.3                     
 Disposals                               (9.7)                          (8.2)                      (17.9)                   
 At 30 November 2014                     65.6                           13.2                       78.8                     
 Additions                               -                              4.4                        4.4                      
 Internal development costs capitalised  24.1                           -                          24.1                     
 Disposals                               (6.7)                          -                          (6.7)                    
 At 29 November 2015                     83.0                           17.6                       100.6                    
 Accumulated amortisation                                                                                                   
 At 1 December 2013                      (33.3)                         (11.1)                     (44.4)                   
 Charge for the period                   (11.5)                         (0.9)                      (12.4)                   
 Impairment                              (1.5)                          -                          (1.5)                    
 Disposals                               9.7                            8.2                        17.9                     
 At 30 November 2014                     (36.6)                         (3.8)                      (40.4)                   
 Charge for the period                   (12.4)                         (0.8)                      (13.2)                   
 Impairment                              (0.8)                          -                          (0.8)                    
 Disposals                               6.7                            -                          6.7                      
 At 29 November 2015                     (43.1)                         (4.6)                      (47.7)                   
                                                                                                                            
 Net book value                                                                                                             
 At 30 November 2014                     29.0                           9.4                        38.4                     
 At 29 November 2015                     39.9                           13.0                       52.9                     
 
 
The net book value of intangibles held under finance leases is analysed
below: 
 
                               52 weeks ended 29 November 2015    52 weeks ended 30 November 2014  
                               £m                                 £m                               
 Cost                          13.8                               13.2                             
 Accumulated amortisation      (9.3)                              (7.2)                            
 Net book value                4.5                                6.0                              
 
 
For the 52 weeks ended 29 November 2015, internal development costs
capitalised represented approximately 85% (2014: 68%) of expenditure on
intangible assets and 19% (2014: 15%) of total capital spend including
property, plant and equipment. 
 
3.2 Property, plant and equipment 
 
                                          Land and      Fixtures, fittings, plant and machinery    Motor        Total    
                                          buildings                                                vehicles              
                                          £m            £m                                         £m           £m       
                                                                                                                         
 Cost                                                                                                                    
 At 1 December 2013                       42.3          296.8                                      38.9         378.0    
 Additions                                13.2          67.2                                       12.6         93.0     
 Disposals                                (0.3)         (11.9)                                     (4.1)        (16.3)   
 At 30 November 2014                      55.2          352.1                                      47.4         454.7    
 Additions                                25.5          54.3                                       18.4         98.2     
 Disposals                                -             (3.1)                                      (10.6)       (13.7)   
 At 29 November 2015                      80.7          403.3                                      55.2         539.2    
 Accumulated depreciation and impairment                                                                                 
 At 1 December 2013                       (16.7)        (119.0)                                    (18.0)       (153.7)  
 Charge for the period                    (1.8)         (30.0)                                     (8.2)        (40.0)   
 Impairment                               (0.3)         (0.8)                                      -            (1.1)    
 Disposals                                0.3           11.0                                       4.0          15.3     
 At 30 November 2014                      (18.5)        (138.8)                                    (22.2)       (179.5)  
 Charge for the period                    (1.9)         (33.4)                                     (9.8)        (45.1)   
 Impairment                               (0.1)         (0.9)                                      -            (1.0)    
 Disposals                                -             3.1                                        10.6         13.7     
 At 29 November 2015                      (20.5)        (170.0)                                    (21.4)       (211.9)  
                                                                                                                         
 Net book value                                                                                                          
 At 30 November 2014                      36.7          213.3                                      25.2         275.2    
 At 29 November 2015                      60.2          233.3                                      33.8         327.3    
 
 
Included within property, plant and equipment is capital work-in-progress for
land and buildings of £31.9 million (2014: £15.4 million) and capital
work-in-progress for fixtures, fittings, plant and machinery of £57.5 million
(2014: £20.1 million). 
 
The net book value of non-current assets held under finance leases is set out
below: 
 
                                          Land and      Fixtures, fittings, plant and machinery    Motor        Total    
                                          buildings                                                vehicles              
                                          £m            £m                                         £m           £m       
 At 30 November 2014                                                                                                     
 Cost                                     30.3          203.7                                      46.5         280.5    
 Accumulated depreciation and impairment  (16.3)        (73.9)                                     (21.6)       (111.8)  
 Net book value                           14.0          129.8                                      24.9         168.7    
 At 29 November 2015                                                                                                     
 Cost                                     30.3          207.0                                      54.5         291.8    
 Accumulated depreciation and impairment  (17.9)        (92.7)                                     (20.8)       (131.4)  
 Net book value                           12.4          114.3                                      33.7         160.4    
 
 
Property, plant and equipment with a net book value of £18.8 million (2014:
£13.3 million) has been pledged as security for the secured loans (Note 4.1). 
 
Section 4 - Capital structure and financing costs 
 
4.1 Borrowings and finance leases 
 
                           Less than one year    Between one year and two years    Between two years and five years    Total  
                           £m                    £m                                £m                                  £m     
 As at 30 November 2014                                                                                                       
 Secured loans             4.4                   1.8                               0.5                                 6.7    
 Total borrowings          4.4                   1.8                               0.5                                 6.7    
 As at 29 November 2015                                                                                                       
 Secured loans             1.6                   1.5                               6.2                                 9.3    
 Total borrowings          1.6                   1.5                               6.2                                 9.3    
 
 
The secured loans outstanding at period end can be analysed as follows: 
 
 Principal amount  Inception  Secured over                   Current interest rate           Instalment frequency  Final payment due  Carrying amount as at 29 November 2015  Carrying amount as at 30 November 2014  
 £m                                                                                                                                   £m                                      £m                                      
                                                                                                                                                                                                                      
 8.0               May-07     Property, plant and equipment  Clearing bank base rate + 3.0%  Quarterly             Feb-15             -                                       0.8                                     
 1.5               Dec-06     Freehold property              LIBOR + 2.75%                   Quarterly             Feb-15             -                                       0.4                                     
 1.5               Feb-09     Freehold property              LIBOR + 2.75%                   Quarterly             Feb-15             -                                       0.6                                     
 2.8               Dec-09     Freehold property              LIBOR + 2.75%                   Quarterly             Dec-15             -                                       1.5                                     
 2.6               Jul-12     Freehold property              LIBOR + 2.75%                   Quarterly             Jul-15             -                                       1.9                                     
 2.5               Jul-12     Property, plant and equipment  9.12% †                         Monthly               Jul-17             1.1                                     1.5                                     
 8.2               Sep-15     Freehold Property              LIBOR + 1.5%                    Quarterly             Sep-18             8.2                                     -                                       
                                                                                                                                      9.3                                     6.7                                     
 Disclosed as:                                                                                                                                                                
 Current                                                                                                           1.6                4.4                                     
 Non-current                                                                                                       7.7                2.3                                     
                                                                                                                                      9.3                                     6.7                                     
 
 
†Calculated as the effective interest rate, the calculation of which includes
an optional balloon payment at the end of the term. 
 
In the prior year a three-year £100 million revolving credit facility was
entered into with Barclays, HSBC, RBS and Santander. In the current year the
Group amended and extended this unsecured RCF. The facility was increased to
£210 million and extended by two years to 1 July 2019. As at 29 November 2015
the facility remains unutilised. The facility contains typical restrictions
concerning dividend payments and additional debt and leases. 
 
Obligations under finance leases 
 
                                           29 November 2015    30 November 2014  
                                           £m                  £m                
 Obligations under finance leases due:                                           
 Within one year                           26.5                26.5              
 Between one and two years                 23.8                22.4              
 Between two and five years                62.1                56.0              
 After five years                          51.1                64.1              
 Total obligations under finance leases    163.5               169.0             
 
 
External obligations under finance leases are £44.0 million (2014: £38.2
million) excluding £119.5 million (2014: £130.8 million) payable to MHE JV Co,
a joint venture company. 
 
                                               29 November 2015    30 November 2014  
                                               £m                  £m                
 Minimum lease payments due:                                                         
 Within one year                               34.8                34.9              
 Between one and two years                     30.3                29.3              
 Between two and five years                    75.0                70.4              
 After five years                              55.3                71.0              
                                               195.4               205.6             
 Less: future finance charges                  (31.9)              (36.6)            
 Present value of finance lease liabilities    163.5               169.0             
 Disclosed as:                                                                       
 Current                                       26.5                26.5              
 Non-current                                   137.0               142.5             
                                               163.5               169.0             
 
 
4.2 Analysis of net debt 
 
Net debt 
 
                                     29 November 2015    30 November 2014  
                                     £m                  £m                
 Current assets                                                            
 Cash and cash equivalents           45.8                76.3              
 Current liabilties                                                        
 Borrowings                          (1.6)               (4.4)             
 Obligations under finance leases    (26.5)              (26.5)            
                                     (28.1)              (30.9)            
 Non-current liabilities                                                   
 Borrowings                          (7.7)               (2.3)             
 Obligations under finance leases    (137.0)             (142.5)           
                                     (144.7)             (144.8)           
 Total net debt                      (127.0)             (99.4)            
 
 
Net debt is £7.5 million (2014: net cash £31.4 million), excluding finance
lease obligations of £119.5 million (2014: £130.8 million) payable to MHE JV
Co, a joint venture company. £4.8 million (2014: £2.3 million) of the Group's
cash and cash equivalents are considered to be restricted and are not
available to circulate within the Group on demand. 
 
Reconciliation of net cash flow to movement in net debt 
 
                                                                                                     29 November 2015          30 November 2014  
                                                                                                     £m                        £m                
                                                                                                                                                 
 Net increase/(decrease) in cash and cash equivalents                                       (30.5)                     (34.2)  
 Net (increase)/decrease in debt and lease financing                                        24.3                       33.4    
 Non-cash movements:                                                                                                           
 -                                                     Assets acquired under finance lease           (21.4)                    (47.7)            
 Movement in net debt in the period                                                         (27.6)                     (48.5)  
 Opening net debt                                                                           (99.4)                     (50.9)  
 Closing net debt                                                                           (127.0)                    (99.4)  
 
 
4.3 Finance income and costs 
 
                                       52 weeks ended 29 November 2015    52 weeks ended 30 November 2014  
                                       £m                                 £m                               
                                                                                                           
 Interest on cash balances             0.2                                0.4                              
 Finance income                        0.2                                0.4                              
 Borrowing costs                                                                                           
 - Obligations under finance leases    (8.8)                              (8.7)                            
 - Borrowings                          (0.6)                              (0.9)                            
 Fair value movement in derivative     (0.2)                              0.1                              
 Fair value movement on provisions     (0.1)                              -                                
 Finance costs                         (9.7)                              (9.5)                            
 Net finance costs                     (9.5)                              (9.1)                            
 
 
4.4 Share capital and reserves 
 
Share capital and reserves 
 
The movements in the called up share capital and share premium accounts are
set out below: 
 
                                                       Ordinary          Ordinary  Share     
                                                       shares            shares    premium   
                                                       Number of shares  £m        £m        
                                                       (m)                                   
                                                                                             
 At 1 December 2013                                    617.7             12.4      251.5     
 Issues of ordinary shares                             0.5               -         0.1       
 Alloted in respect of Joint Share Ownership Scheme    -                 -         0.2       
 Allotted in respect of share option schemes           2.7               0.1       3.3       
 At 30 November 2014                                   620.9             12.5      255.1     
 Issues of ordinary shares                             0.6               -         0.5       
 Reacquisition of interest in treasury shares          -                 -         (0.8)     
 Allotted in respect of share option schemes           3.9               0.1       3.9       
 At 29 November 2015                                   625.4             12.6      258.7     
                                                                                               
 
 
Included in the total number of ordinary shares outstanding above are
34,770,981 (2014: 34,810,561) ordinary shares held by the Group's employee
benefit trust (see Note 4.4(a)). The ordinary shares held by the trustee of
the Group's employee benefit trust pursuant to the JSOS are treated as
treasury shares in the consolidated balance sheet in accordance with IAS 32
''Financial Instruments: Presentation''. These ordinary shares have voting
rights but these have been waived by the trustee (although the trustee may
vote in respect of shares that have vested and remain in the trust). The
number of allotted, called up and fully paid shares, excluding treasury
shares, at the end of each period differs from that used in the earnings per
share calculation in Note 2.3 as earnings per share is calculated using the
weighted average number of ordinary shares in issue during the period,
excluding treasury shares. 
 
The movements in reserves other than share premium are set out below: 
 
                                                 Treasury  Reverse       Fair value reserve  
                                                 shares    acquisition                       
                                                 reserve   reserve                           
                                                 £m        £m            £m                  
 At 1 December 2013                              (52.4)    (116.2)       (0.1)               
 Movement on derivative financial instrument     -         -             (0.2)               
 Disposal of treasury shares                     0.6       -             -                   
 At 30 November 2014                             (51.8)    (116.2)       (0.3)               
 Movement on derivative financial instrument     -         -             (0.5)               
 Disposal of treasury shares                     0.1       -             -                   
 Reacquisition of interest in treasury shares    0.8       -             -                   
 At 29 November 2015                             (50.9)    (116.2)       (0.8)               
 
 
(a) Treasury shares reserve 
 
This reserve arose when the Group issued equity share capital under its JSOS,
which is held in trust by the trustee of the Group's employee benefit trust.
Treasury shares cease to be accounted for as such when they are sold outside
the Group or the interest is transferred in full to the participant pursuant
to the terms of the JSOS.  Participant interests in unexercised shares held by
participants are not included in the calculation of treasury shares; unvested
interests of leavers which have been reacquired by the Group's employee
benefit trust during the period are not accounted for as treasury shares. 
 
(b) Fair value reserve 
 
The fair value reserve comprises gains and losses on movements in the Group's
cash flow hedges, which consist of commodity swaps and foreign currency
hedges. 
 
4.5 Capital commitments 
 
Contracts placed for future capital expenditure but not provided for in the
financial statements are as follows: 
 
                                                                 29 November 2015    30 November 2014  
                                                                 £m                  £m                
                                                                                                       
 Land and buildings                                              3.4                 2.9               
 Property, plant and equipment                                   18.9                20.0              
 Total capital expenditure committed at the end of the period    22.3                22.9              
 
 
Of the total capital expenditure committed at the current period end, £14.4
million relates to new CFCs, £1.5 million to existing CFCs, £1.5 million to
fleet costs and £1.2 million relates to technology related projects. 
 
Section 5 - Other notes 
 
5.1 Related party transactions 
 
Key management personnel 
 
Only the Executive and Non-Executive Directors are recognised as being key
management personnel. It is the Board which has responsibility for planning,
directing and controlling the activities of the Group. The key management
compensation is as follows: 
 
                                                                                                     29 November 2015       30 November 2014  
                                                                                                     

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