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REG - SSP Group PLC - Results for six month period ended 31 March 2023

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RNS Number : 2663A  SSP Group PLC  23 May 2023

LEI:213800QGNIWTXFMENJ24

 

23 May 2023

SSP GROUP PLC

Results for six month period ended 31 March 2023

Strong performance in a recovering market; significant opportunity to drive
long-term growth and returns

SSP Group, a leading operator of restaurants, bars, cafes and other food and
beverage outlets in travel locations across 36 countries, announces its
financial results for the first half of its 2023 financial year, covering the
six months ended 31 March 2023. We have delivered a strong performance, as the
global travel market has continued to recover. We are making good progress on
our strategic priorities, putting us in an even stronger position to benefit
from the long-term structural growth in the industry.

Financial highlights:

·  Revenue of £1,318.4m (2022: £803.2m), up 64.1% vs last year and at
104% of 2019 levels, underpinned by the continued recovery in passenger travel
volumes

·   Underlying(1) EBITDA(2) of £90.5m, on a pre-IFRS 16 basis(3) (2022:
 £14.7m). Underlying operating profit(1) of £34.4m, on a pre-IFRS 16
basis(3) (2022: loss of £36.4m)

·   On a reported basis (under IFRS 16) operating profit of £48.6m,
including charge for non-underlying items of £3.8m (2022: £26.0m profit,
including credit for non-underlying items of £78.6m)

·  Profit before tax of £15.8m, on a reported basis under IFRS 16 (2022:
loss of £2.3m). On a pre-IFRS 16 basis(3), underlying profit(1) before tax of
£22.8m (2022: loss of £55.3m)

·  Basic loss per share of 1.3 pence on a reported basis under IFRS 16
(2022:  4.1 pence). On a pre-IFRS 16 basis(3), underlying basic loss per
share(1) of 0.8 pence (2022: 8.4 pence)

·  Free cash outflow of £118.1m (2022: outflow of £30.9m), after £94.3m
capital investment to support contract renewals and the mobilisation of the
new unit pipeline(4)

·   Net debt(5) of £1,200.8m, which includes lease liabilities of
£808.7m. On a pre-IFRS 16 basis(3), net debt(5) of £392.1m, up from £296.5m
at 30 September 2022 with leverage (Net debt: LTM EBITDA, on a pre-IFRS 16
basis) of 1.8x

·   Liquidity position strong, with cash and undrawn committed facilities
of £516.7m(6) at the end of March 2023

Business Highlights

 

·     First half revenue at 104% of 2019 levels, underpinned by the
continued recovery in passenger numbers

·    In the first six weeks of H2, sales have continued to strengthen to
111% of 2019 levels including a strong Easter period, with increasing levels
of holiday and leisure travel as we approach the summer

·   Tight control of our cost base, including the management of significant
and ongoing inflationary pressures, has enabled us to achieve a strong
recovery in first half EBITDA margin to 6.9% (compared with 1.8% last year),
in line with the margin recovery set out in our planning assumptions (in our
2022 Full Year Results)

·    EBITDA of £90.5m (on a pre-IFRS 16 basis) driven by very strong
performances in our North American and Rest of  the World divisions

·    High level of contract renewal activity and net new business wins
running ahead of pre-Covid levels; returns on invested capital planned to be
in line with pre-Covid levels

·    Notable wins in H1 at airports in Calgary, Ontario, New York (JFK),
Kuala Lumpur and at Rome rail station, with Italy becoming our 37(th) market

·    Pipeline of net new business strengthened, with approximately £75m
net new business won since the preliminary results in December 2022,
increasing the expected annual sales value of net gains since 2019 from
c.£550m to c.£625m, once fully mobilised by 2026

·    Free cash usage of £118.1m, including capital investment  of
£94.3m as we accelerate the mobilisation of our new unit pipeline and
contract renewal programme

·     Good progress on our strategic priorities:

o  Accelerated growth in North America and Asia Pacific being underpinned by
an increasing pipeline of net gains, with two thirds within North America and
Rest of the World

o  The acquisition of the concessions business of Midfield Concession
Enterprises Inc. in North America will add 40 new units across seven airports,
four of which are new locations to SSP

o Ongoing strengthening of our business capabilities including our customer
proposition, our digital technology platform, and our sustainability and
people programmes

 

Recent trading and outlook

 

Continued momentum in recent trading

The continued improvement in our trading performance in recent months has been
encouraging and has been driven by a further recovery in passenger numbers.
The recovery is being led by domestic and leisure travel across both the Air
and Rail sectors, with business and commuter travel also recovering, albeit
more slowly.

 

The second half of the financial year has started well with sales
strengthening further to an average of 111% of 2019 levels in the first six
weeks (c.34% above 2022 levels). This revenue performance includes the benefit
from net contract gains as we accelerate the mobilisation of our significant
pipeline, in addition to price increases compared to the same period in 2019.

 

The strongest performing region is North America, where revenues are now at
124% of 2019 levels, reflecting the growth of domestic air travel and the
scale of net gains in the region. In Continental Europe, revenues are at 116%,
driven by a strong performance across our Air business and despite being held
back by industrial action which mainly impacted our Rail business. In the Rest
of the World, revenues rose to 112% as we saw further improvements in
passenger numbers in Asia, most notably in India, Thailand and Australia, all
led by domestic Air travel. In the UK and Ireland, sales strengthened
materially to 94% reflecting strong Air sales over the Easter period.

 

FY 2023 sales and EBITDA out-turn now anticipated to be at the upper end of
our planning assumptions

Whilst we continue to face macroeconomic uncertainty, we believe that the
travel food and beverage sector will remain structurally resilient to
pressures on consumer spending and that our global footprint, with increasing
exposure to the North American and Asia Pacific regions, will enable us to
deliver sustained growth. Progress in the first half of the year has been
encouraging as we have maintained revenue momentum and have actively mitigated
inflationary pressures to deliver a strong conversion of sales to
profitability.

 

As we look ahead to the second half, driven by the pace of recovery of
passenger numbers, we are now planning for revenue and EBITDA (underlying
pre-IFRS 16) to be at the upper end of our previous expectation of
£2.9-£3.0bn and £250-£280m respectively for the 2023 financial year.
Performance in the year is expected to be particularly strong in our North
America and Rest of the World regions, where we typically operate with joint
venture partners. The corresponding earnings per share (underlying pre-IFRS
16) for the 2023 financial year are expected to be in the range of 7.0-7.5p.

 

Our longer term plans include a benefit from our pipeline of secured net
contract gains which is now expected to add c.£625m to annualised revenue by
2026 (compared with 2019), when fully mobilised. Based on our planned opening
programme, the pipeline will contribute cumulative net contract gains of
c.£200m in 2023, £350-400m in 2024 and £550-600m in 2025 (compared with
2019). The additional revenues from our secured pipeline are planned to
contribute incremental EBITDA, albeit the planned contribution initially will
include, as normal, the impact of maturity and pre-opening costs.

 

Furthermore, as a consequence of the strong trading trajectory, we have an
increased level of confidence in the delivery of our planning assumptions for
FY2024, namely revenues in the region of £3.2-3.4bn, with a corresponding
EBITDA (underlying pre-IFRS 16) in the region of £325-£375m.

 

Our priorities for the use of capital and the delivery of returns to
shareholders remain unchanged. We focus on organic investment opportunities,
where we can deliver high returns on investment, typically with three to four
year discounted paybacks, and value creating infill acquisition opportunities.
As our revenues and profits recover, we expect to reduce balance sheet
leverage, benefitting from the normal cash generative nature of our business
model. We are committed to a medium-term leverage target range of 1.5 - 2.0x
(Net Debt: LTM EBITDA, on a pre-IFRS 16 basis). The Board recognises the
importance of dividends and other capital returns to shareholders and, given
current expectations, would anticipate the resumption of ordinary dividend
payments, beginning with a final dividend payment in respect of the 2023
financial year.

 

Commenting on the results, Patrick Coveney, CEO of SSP Group, said:

"This has been a strong first half for SSP, and the ongoing revenue momentum
across the business means that we are now expecting our performance for 2023
to be at the upper end of our previous assumptions.

We are continuing to deliver against our strategic priorities. Firstly, we are
increasing our focus on the higher growth markets of North America and Asia
Pacific. North America is our strongest performing region with revenues in the
first half at 127% of 2019 levels, and we were delighted to announce the
acquisition of 40 units across seven airports in the USA from Midfield
Concessions earlier this month. Secondly, the ongoing enhancement of our
capabilities across our customer proposition, digital technology, people and
sustainability is driving like-for-like revenue growth and helping us to win
more new business. Thirdly, we are revitalising our efficiency programme to
support profit conversion.

As ever, I would like to thank our clients and brand partners and not least
our outstanding teams around the world for their contribution to this
performance. Their ability to provide compelling food propositions for both
clients and customers across the world is what sets this business apart. This
deeply ingrained skill set, along with the long-term structural growth trends
in the travel markets that underpin our business model, means that we continue
to look to the future with confidence."

 

Financial highlights:

                                         IFRS 16          IFRS 16

                                         H1 2023          H1 2022

                                         £m               £m
 Revenue                                 1,318.4          803.2
 Revenue change (%)
  - vs 2022                              64.1%            N/A
  - vs 2019                              4.5%             (36.3)%
 Underlying operating profit/(loss)(1)   52.4             (52.6)
 Underlying profit/(loss) before tax(1)  16.8             (87.3)
 Underlying loss per share (p)(1)        (1.1)            (12.3)
 Net debt(5)                             (1,200.8)        (1,154.6)

                                         Pre-IFRS 16(3)   Pre-IFRS 16(3)

                                         H1 2023          H1 2022

                                         £m               £m
 Underlying operating profit/(loss)(1)   34.4             (36.4)
 Underlying profit/(loss) before tax(1)  22.8             (55.3)
 Underlying loss per share (p)(1)        (0.8)            (8.4)
 Net debt(5)                             (392.1)          (340.1)

 

Statutory reported results:

The table below summarises the Group's statutory reported results (where the
financial highlights above are adjusted).

                           H1 2023    H1 2022

                           £m         £m
 Revenue                   1,318.4    803.2
 Operating profit          48.6       26.0
 Profit/(loss) before tax  15.8       (2.3)
 Loss per share (p)        (1.3)      (4.1)
 Net debt(5)               (1,200.8)  (1,154.6)

 

 

(1) Stated on an underlying basis, which excludes non-underlying items as
further explained in the section on Alternative Performance Measures (APMs) on
pages 19-22.

(2) Underlying EBITDA (on a pre-IFRS 16 basis) is the underlying pre-IFRS 16
operating profit excluding depreciation and amortisation.

(3) We have decided to maintain the reporting of our profit and other key
financial measures like net debt and leverage on a pre-IFRS 16 basis. Pre-IFRS
16 profit numbers exclude the impact of IFRS 16 by removing the depreciation
on right-of-use (ROU) assets and interest arising on unwinding of discount on
lease liabilities, offset by the impact of adding back in charges for fixed
rent. This is further explained in the section on Alternative Performance
Measures (APMs) on pages 19-22.

(4 ) A reconciliation of Underlying operating loss to Free cashflow is shown
on page 17.

(5 ) Net debt reported under IFRS 16 includes lease liabilities whereas on a
pre-IFRS 16 basis lease liabilities are excluded. Refer to 'Net debt' section
of the 'Financial review' for reconciliation of net debt. The comparative
information represents the balance as at 31 March 2022.

(6 ) Available liquidity at 31 March 2023 has been computed as £516.7m,
comprising cash and cash equivalents of £364.6m, and undrawn credit
facilities of £152.1m. The comparative information represents the balance as
at 31 March 2022.

 

A presentation for investors and analysts will be held at 9.00 a.m. (UKT)
today, with access by invitation only.  Attendees are also able to join via
webcast with details of how to join accessible at

SSP - Food Travel Expert (foodtravelexperts.com)
(https://webcasts.foodtravelexperts.com/results/2023interimresults)

Investor and analyst event: SSP America

We are hosting an event for investors and analysts to showcase our North
American business on Tuesday 20 and Wednesday 21 June 2023 in New York. The
event will give attendees the opportunity to learn more about our Group and
North America strategy with a particular focus on the growth opportunities and
drivers of performance.  In addition, attendees will have the opportunity to
spend time with Patrick Coveney (Group CEO), Jonathan Davies (Deputy CEO and
Group CFO), Sarah John (Corporate Affairs Director) and Michael Svagdis (CEO
North America) in addition to the wider senior leadership teams and a number
of our North American clients and partners.

Access to the event is by invitation only, with limited availability
remaining. Investors and analysts are able to register their interest by
e-mailing InvestorEvent@ssp-intl.com (mailto:InvestorEvent@ssp-intl.com) .

 

CONTACTS:

Investor and analyst enquiries

 

Sarah John, Corporate Affairs Director, SSP Group plc

Sarah Roff, Group Head of Investor Relations, SSP Group plc

On 23 May 2023: +44 (0) 7736 089218

Thereafter: +44 (0) 203 714 5251

E-mail: sarah.john@ssp-intl.com (mailto:sarah.john@ssp-intl.com) /
sarah.roff@ssp-intl.com (mailto:sarah.roff@ssp-intl.com)

 

Media enquiries

 

Rob Greening / Nick Hayns

Powerscourt

+44 (0) 207 250 1446

E-mail: ssp@powerscourt-group.com

 

NOTES TO EDITORS

About SSP

SSP is a leading operator of food and beverage outlets in travel locations
worldwide, with c.37,000 colleagues in over 600 locations across 36
countries.  We operate sit-down and quick service restaurants, cafes, lounges
and food-led convenience stores, principally in airports and train stations,
with a portfolio of more than 550 international, national and local brands.
These include our own brands (such as UrbanCrave, which brought the first
"street eats" concept to airports in the US, Nippon Ramen, a noodle and
dumpling concept in the Asia Pac region, and Juniper, a premium bar in the UK)
as well as franchise brands (such as M&S, Starbucks and Burger King).

 

Our purpose is to be the best part of the journey, and this is underpinned by
our aim to bring leading brands and innovative concepts to our clients and
customers around the world, with an emphasis on great value, taste, quality
and service - using digital technology to boost efficiency.

 

For more information, please visit: www.foodtravelexperts.com
(http://www.foodtravelexperts.com)

 

 

Strategy overview

 

Our purpose is to be the best part of the journey for all our stakeholders.
This drives our culture as an organisation as we aspire to be the world's best
travel food and beverage company.

We are seeking to grow our market-leading positions in the food travel sector
globally, capitalising on the long term structural growth in passenger demand.

Our strategy encompasses:

·    Delivering a leading customer proposition aligned to our clients'
needs and goals

·    Ensuring we have skilled and engaged colleagues

·    Driving growth and returns through our proven economic model, focused
on winning new business, growing like-for-like revenues, driving efficient
profit conversion and generating a strong cash flow

·    Embedding sustainability through the business

In combination, these priorities aim to ensure we deliver long-term success
for the benefit of all our stakeholders.

The key elements within each are:

Delivering a leading customer proposition aligned to our clients' needs and
goals

·    Using customer insights to build leading brands and create innovative
concepts

·    Offering great value, taste, quality and service

·    Rolling out digital technologies that improve the customer experience

·    Evolving our offer to sustain long-term mutually beneficial client
relationships

Ensuring we have skilled and engaged colleagues

·    Enhancing our approach to attraction and retention

·    Building a culture of inclusion and engagement

·    Investing in training and development

·    Promoting safety and wellbeing

Driving growth and returns through our proven economic model

·    Disciplined investment in new business, contract retention and
M&A

·    Driving like-for-like revenue growth by optimising the customer
proposition

·    Delivering strong profit conversion through efficient management of
gross margins, labour costs and overheads, and leveraging technology to drive
efficiency across the business.

·    Generating strong operational cashflow, re-investing into the
business, and maintaining an efficient balance sheet

Embedding sustainability within the business

·    Serving our customers responsibly

·    Protecting our environment

·    Supporting our colleagues and communities

·    Upholding high standards of governance

 

 

 

We have a number of competitive advantages that will support us to deliver
this strategy, including:

 

1. Leading market positions

We have leading positions in some of the most attractive sectors of the travel
food and beverage market, underpinned by our extensive brand portfolio
(comprising our own brands and bespoke concepts as well as franchised local
and global brands) and established local management and operational teams.

2. Food travel expertise

We provide a compelling proposition for both clients and customers based on
our food travel expertise. This includes a deep understanding of what our
customers are looking for, an extensive offering of brands and concepts to
meet these needs, and a knowledge of how to operate in complex travel
environments which are logistically demanding.

3. Long-term client relationships

Our principal clients are the owners and operators of airports and railway
stations, but we also have a small presence in motorway service areas,
hospitals and shopping centres. We have excellent, long-standing relationships
with many of our clients and have maintained high success rates in retaining
our contracts.

4. Skilled and engaged colleague base

Our 37,000 colleagues have a broad range of skills and experience spanning the
food and beverage, travel and retail industries. In all our key markets, we
employ dedicated teams of senior managers focused on business development,
sales, marketing and operations, who work closely with our clients to ensure
their requirements are met. They are supported by experienced, locally-based
teams who have a track record of delivering operational excellence and great
customer service.

5. Local insight and international scale

We have a deep knowledge of the individual markets in which we operate,
alongside significant international scale and expertise. A strong local
presence enables us to understand our customers' tastes and needs, as well as
allowing us to maintain close relationships with clients and brand partners
and to create a 'sense of place' in the locations where we operate.

SSP is well-placed to deliver long term sustainable growth and returns

Our strategy is underpinned by the attractive markets in which we operate,
which are expected to deliver long-term structural growth, as the global
economy recovers and an increasing proportion of the world's population is
willing and able to travel. Pre-pandemic the global travel food market was
valued at approximately c.£23 billion and we expect this to grow
significantly over the medium to long term. Third party research indicates
that long-term growth rates in our fastest growing markets will be c.5-7%.

We expect growth in these markets to be underpinned by trends including
investment in travel infrastructure and capacity expansion, more space in
airports being dedicated to food and beverage, the increased propensity to
travel of the rapidly growing middle classes, particularly within the Asia
Pacific region, and the removal or reduction of inflight services.

There has also been a change in consumer behaviours. While consumers and
businesses are facing multiple economic headwinds, we believe that our markets
are fundamentally more resilient to pressures on consumer spending than many
other consumer sectors.

 

As part of our Food Travel Insights Survey, we recently commissioned research
into the behaviours, spending patterns and expectations of 18,000 travellers,
which demonstrate this resilience. Key insights from this research included
that travellers are continuing to prioritise travel and they see food as
integral to their travel experience. Although consumers are looking for value
for money, they are less budget conscious when travelling and 40% are ready to
pay a premium for high-quality products.

 

Strong economic model

SSP has a deeply embedded economic model, which underpins our performance and
which helped us to deliver a track record of shareholder value creation prior
to Covid-19.  As volumes return, this model is enabling us to deliver strong
results. The model has four key elements. Firstly, we drive like-for-like
revenue by improving the customer proposition and by increasing customer
capture rates and spend. Secondly, we develop new business, investing in
contracts that are expected to deliver financial returns in line with our
target hurdle rates and criteria.  Thirdly, we drive a high profit conversion
by leveraging the international scale of our business and by running an
efficient and effective business. Lastly, as passenger numbers are continuing
to grow, we are achieving a strong conversion to free cash flow and expect to
become increasingly cash generative in the coming years.

 

Key areas of focus

As we continue to rebuild the business, we are prioritising three key areas:

1.    Increasing geographic focus

2.    Enhancing business capability to drive long-term performance

3.    Driving operating efficiency

 

1.   Geographic focus

Geographically, we are making good progress in the higher growth markets of
North America and Asia Pacific, whilst continuing to grow selectively in the
UK, Europe and the Middle East. These large and fragmented markets, in which
SSP already has well-established businesses, offer significant growth
potential for the Group. Since the preliminary results announcement in
December 2022, we have won approximately £75m of net new business, increasing
the expected annual sales value of net gains since 2019 from c.£550m to
c.£625m, once fully mobilised by 2026 with c. 70% of this pipeline
represented by North America and the Rest of the World.

Overall, we are seeing a high level of contract renewal activity and our net
new business wins are running at a higher level than the pre-Covid average. We
are achieving this whilst retaining the high levels of financial discipline we
have demonstrated historically with expected returns in line with pre-Covid
levels.

Midfield acquisition - At the beginning of the second half, we announced a
transaction to purchase 100% of the Midfield concessions business in North
America. It is highly complementary to our existing business in North
America, giving SSP entry into four new airports: Detroit, Denver,
Philadelphia and Cleveland.  As a result of the acquisition, SSP will have a
presence in more than 30 of the top 80 airports in North America. The
transaction is expected to complete in late summer and we anticipate it will
contribute an additional c. $100m to annualised revenues. As usual, we will
operate the units alongside joint venture partners, leveraging their valuable
local brands and expertise.

2.   Enhancing business capability

We are investing across our business to improve our capability and to support
the delivery of like-for-like growth, principally in our customer proposition,
formats and brands; digital technology; our people and culture; and
sustainability.

Customer proposition - We have a broad portfolio of global, regional and local
brands, to which we are constantly adding new and innovative concepts, and
which enable us to meet both client and customer expectations. We continue to
innovate and deliver offers that cater to the tastes of customers, satisfying
a diverse range of dietary needs as well as providing healthier and more
sustainable options. This includes developing new menus, with a focus on
unique culinary experience, wellness and sustainability, as well as enhancing
product ranges. More than ever, customers are seeking out value for money, so
we ensure that we sell items across all price points, adopting a "good,
better, best" approach across our portfolio so that we can cater for all
requirements.

Our Food Travel Insights Survey into customer behaviour and client
expectations has enabled us to better understand how our customer and client
needs have evolved during the pandemic and we are using these insights to
inform our customer proposition. We also continue to explore creative new
formats and  partnerships with new brands, tapping into health and wellbeing
trends. We started new partnerships with the Breakfast Club and independent
craft brewer Brewdog in the UK, launching two successful high-street brands to
London airports for the first time. We are also developing new concepts,
including food market halls at Dublin Airport and our lounges in Kuala Lumpur.

Digital Technology - Embracing digital technology solutions is an important
part of our strategy to improve our customers' experiences and drive
like-for-like sales through improved penetration levels and average spend per
transaction. It will also act as an enabler for operational efficiencies, both
front and back of house. We are accelerating the roll out of digital order and
payment systems, such as kiosks (typically in fast food outlets) and order at
table (in bars and restaurants), as well as trialling new, innovative formats.
For example, we have integrated artificial intelligence on our kiosks to make
customer recommendations based on common purchases in Burger King units in the
UK and in a number of countries across Continental Europe.

 

People and culture - We are focused on ensuring SSP is a great place to work
where everyone can fulfil their potential. To support that goal, we are
strengthening our employer brand and building capability across a number of
areas including colleague recruitment, retention, inclusion, engagement,
skills development and safety.

 

To support our growth, we've continued to strengthen our recruitment
capability with colleague numbers increasing by over 10,000 since last year.
We have rolled out our improved sales and training programme, focusing on
customer service excellence. At the same time, we have made strong progress
across our Diversity, Equity and Inclusion agenda, and have exceeded our 2025
gender diversity targets. As at FY22 year end, 36% of senior leadership roles
were held by women and we continue to make progress in that regard. We also
launched our new Global Engagement Survey, with colleagues rating satisfaction
as 4 out of 5, representing an encouraging improvement since last year.

 

Sustainability - Our sustainability strategy focuses on three priority areas:
serving our customers responsibly, protecting our environment, and supporting
our colleagues and communities. These are supported by clear and measurable
targets to 2025, as well as our ambition to achieve net zero carbon emissions
(Scopes 1, 2 and 3) by 2040. To achieve this, we are principally focused on
integrating sustainability across our propositions. This includes growing our
portfolio of wellness brands, increasing our plant-based offering and sourcing
our ingredients and products responsibly and sustainably. This, in turn, helps
drive down Scope 3 emissions. We are already making strong progress with a 36%
reduction in our direct Scope 1 and 2 emissions from our 2019 baseline.  More
generally, we are accelerating the delivery of our targets, exceeding a number
of them, for example more than 30% of our own brand meals are now plant-based
or vegetarian, two years ahead of our 2025 target. We have now mapped our
carbon footprint and have submitted our roadmap to achieve net zero emissions
by 2040 to the Science-Based Target Initiative, with validation expected by
summer 2023.

Importantly, our sustainability strategy is supporting our commercial growth
objectives by positioning SSP as a sustainable partner of choice for clients,
brand partners and suppliers.

 

3.   Driving operational efficiency

 

SSP has a track record of delivering growth and efficiency, with revenues
increasing by c 9% per annum between the time of the IPO and 2019 (pre
pandemic) and operating margins improving by 3.1% (from 4.8% to 7.9%), as well
as generating strong cashflow and high returns on invested capital.
Furthermore, during the Covid-19 period SSP demonstrated its capability to
manage extreme levels of variability in demand and optimise profitability at
very low levels of passenger numbers. These skills and capabilities are deeply
embedded into the business.

We are committed to further building this capability and we have refreshed our
well-established efficiency programme, as well as accelerating our investment
in digital technology and automation. Our plans include the continual
re-engineering of our customer offer to optimise gross margins, keeping
unnecessary complexity out of our product ranges, whilst providing the
appropriate level of customer choice.  We will also continue to drive labour
efficiency, conscious of the pressures on labour rates and availability in
certain regions. This will mean a continued focus on staff scheduling and
kitchen productivity, as well as using digital order and payment technology to
drive service levels and efficiency.

 

 

Financial review

 

Group performance

 

                                     H1 2023  H1 2022  Year-on-year change (%)

                                     £m       £m
 Revenue                             1,318.4  803.2    64.1%
 Underlying operating profit/(loss)  52.4     (52.6)   199.6%
 Operating profit                    48.6     26.0     86.9%

-       Underlying operating profit was £34.4m (2022: £36.4m loss) on
a pre-IFRS 16 basis.

-       Revenue in H1 2019 was £1,261.6m.

 

The Group's trading performance has continued to recover strongly, with
revenues tracking above pre-Covid levels for the first six months of the year.
Total first half Group Revenue of £1,318.4m averaged 104% of 2019 levels and
increased by 64% compared with the first half of last year. This revenue
performance includes the benefit from net contract gains as we accelerate the
mobilisation of our significant pipeline, in addition to price increases
compared to the same period in 2019.

 

As reported in our trading update in February, trading had recovered well
during the autumn and winter, with revenue running at 103% of 2019 levels
during the first four months of the new financial year (from 1 October 2022 to
31 January 2023). This encouraging performance had been driven by a further
recovery in passenger numbers, initially led by the strong leisure travel
demand throughout the autumn as a result of an extended holiday season in a
number of markets. This momentum continued into the winter, despite increased
industrial action in the UK Rail network, demonstrating a resilience to
broader pressures on consumer spending.

 

Since February, we have seen a further strengthening of the Group's
performance. Revenue in the last two months of the first half averaged 108% of
2019 levels, with sales trends improving across all regions during the spring,
despite ongoing rail strikes impacting trading in several markets. During the
early weeks of the third quarter, we have seen continued improvements in
trading across all of our major markets, with sales over the most recent six
weeks averaging c.111% of 2019 levels.

 

Operating profit / (loss)

The underlying operating profit for the first half was £52.4m, compared to an
equivalent loss of £52.6m in the prior year. On a pre-IFRS 16 basis, the
Group reported an underlying operating profit of £34.4m (2022: £36.4m loss),
and positive underlying EBITDA of £90.5m, compared to £14.7m in the prior
year (both on a pre-IFRS 16 basis).

 

On a reported basis under IFRS 16, the operating profit was £48.6m (2022:
£26.0m), reflecting a charge of £3.8m (2022: £78.6m credit) for the
non-underlying operating items.

 

Non-underlying operating items

Items which are not considered reflective of the normal trading performance of
the business, and are exceptional because of their size, nature or incidence,
are treated as non-underlying operating items and disclosed separately.

 

In the period the non-underlying operating items of £3.8m comprised certain
transaction-related and other expenses which were non-recurring in nature. The
non-underlying operating items in the prior period resulting in a net credit
of £78.6m are described on page 35.

 

Segmental performance

This section summarises the Group's performance across its four operating
segments. For full details of our key reporting segments, please refer to note
2 on page 33.

 

North America

 

                                                  Year-on-year change (%)

                              H1 2023   H1 2022

                              £m        £m
 Revenue                      299.9     174.6     71.8%
 Underlying operating profit  22.4      2.1       966.7%
 Operating profit             21.2      4.3       393.0%

-       Underlying operating profit was £17.4m (2022: £1.3m) on a
pre-IFRS 16 basis.

-       Revenue in H1 2019 was £235.9m.

 

 

Revenue during the first half of £299.9m increased by c. 72% compared to the
prior year, and c.127% versus 2019 levels. The performance included a
significant contribution from net contract gains, as we continue to grow our
business in conjunction with our joint venture partners.

 

During the first four months of the year, the sales recovery in North America
remained strong, running at 125% of 2019 levels, reflecting the ongoing
recovery in domestic air travel, despite the impact of weather-related
disruption in December and January.

 

In February and March, trading continued to strengthen, boosted by increased
passenger numbers during the 'Spring break' holiday as well as an ongoing
recovery in both leisure and business travel. During the first six weeks of
the third quarter, sales have remained very encouraging, despite more
challenging comparatives from 2019, and are currently running at c.124% of
2019 levels.

 

The underlying operating profit for the period was £22.4m, compared to £2.1m
in the prior year, and the reported operating profit was £21.2m (2022:
£4.3m). Non-underlying operating items comprised transaction costs totalling
£1.2m. On a pre-IFRS 16 basis, the underlying operating profit was £17.4m,
which compared to £1.3m last year.

 

Continental Europe

 

                                                         Year-on-year change (%)

                                     H1 2023   H1 2022

                                     £m        £m
 Revenue                             494.9     315.4     56.9%
 Underlying operating profit/(loss)  4.1       (27.9)    114.7%
 Operating profit                    4.1       37.8      (89.2%)

-       Underlying operating loss was £3.0m (2022: £16.4m loss) on a
pre-IFRS 16 basis.

-       Revenue in H1 2019 was £452.7m.

 

 

First half revenue in Continental Europe of £494.9m represented an increase
of c.57% compared to 2022 and c.109% of 2019 levels.

 

Most markets in Continental Europe recovered strongly in the first four months
of the year, running at 108% of 2019 levels across this period, helped by the
extended European summer holiday season which stretched into the autumn.
Whilst that recovery has continued through February and March, with sales in
the last nine weeks of the half strengthening to 111% of 2019 levels, several
of the region's Rail markets have recently been impacted by industrial action,
most notably France. During the first six weeks of the third quarter, sales in
Continental Europe have averaged c.116% of 2019 levels, boosted by the air
sector, as we enter holiday periods, with trading in our Spanish airports
particularly strong.

 

The underlying operating profit for the period was £4.1m compared to an
equivalent loss of £27.9m in the prior year, with a reported operating profit
of £4.1m (2022: £37.8m profit including a £61.5m gain on derecognition of
leases). On a pre-IFRS 16 basis, the underlying operating loss was £3.0m,
which compared to an underlying operating loss of £16.4m last year.

 

UK (including Republic of Ireland)

 

                                                          Year-on-year change

                                      H1 2023   H1 2022

                                      £m        £m
 Revenue                              328.5     232.7     41.2%
 Underlying operating profit/ (loss)  18.1      (3.7)     589.2%
 Operating profit                     18.0      3.9       361.5%

-       Underlying operating profit was £16.0m (2022: £1.4m) on a
pre-IFRS 16 basis.

-       Revenue in H1 2019 was £385.2m.

 

Revenue increased by c.41% to £328.5m compared to the prior year and
recovered to c.85% of 2019 levels for the first half as a whole.

 

The sales recovery in the UK during the autumn and winter saw a slight
slowdown compared to last summer, averaging 83% of 2019 levels during the
first four months of the year compared with 85% in the final quarter of the
last financial year. This reflected both the seasonally-higher weighting of
Rail sales within the business across the winter and the impact of the
increased frequency of industrial action, particularly in December and
January.

 

During February and March, trading has strengthened, with sales c.89% of 2019
levels, helped by a reduction in the number of strike-affected days, as well
as an ongoing recovery in both leisure and commuter travel. During the first
six weeks of the third quarter, sales have continued to improve, and are
currently running at c.94% of 2019 levels, helped by strong trading in the Air
business over the Easter holiday period.

 

The underlying operating profit for the first half of the financial year for
the UK was £18.1m compared to an equivalent loss of £3.7m in the prior year,
with a reported operating profit of £18.0m (2022: £3.9m). On a pre-IFRS 16
basis, the underlying operating profit was £16.0m, which compared to £1.4m
last year.

 

Rest of the World

 

                                     H1 2023  H1 2022  Year-on-year change (%)

                                     £m       £m
 Revenue                             195.1    80.5     142.4%
 Underlying operating profit/(loss)  31.3     (5.0)    726.0%
 Operating profit/(loss)             31.3     (1.9)    1,747.4%

-       Underlying operating profit was £27.5m (2022: £4.6m loss) on a
pre-IFRS 16 basis.

-       Revenue in H1 2019 was £187.8m.

 

 

Revenue of £195.1m increased by 142.4% compared to the prior year, c.104% of
2019 levels.

 

Revenues have continued to recover rapidly in this region throughout the first
half, including an exceptional performance in our  business in India (TFS),
where sales more than doubled year on year. Australia, Thailand and the Middle
East have also performed particularly well, and since the re-opening of the
Chinese borders in early January, passenger numbers in China and Hong Kong
have started to recover, albeit from very low levels. However, while domestic
air travel has recovered well in China, international flights which benefit
the entire region, are still recovering slowly.

 

Between October and January, sales for the Rest of the World region as a whole
were c.101% of 2019 levels, with the recovery subsequently accelerating to
111% of 2019 during February and March as passenger numbers continued to
strengthen. During the first six weeks of the third quarter, sales have
continued to improve, and are currently running at c.112% of 2019 levels.

 

The underlying operating profit for the period was £31.3m, compared to an
equivalent loss of £5.0m in the prior year, and the reported operating profit
was £31.3m (2022: loss £1.9m). On a pre-IFRS 16 basis, the underlying
operating profit was £27.5m, which compared to a loss of £4.6m last year.

 

Share of profit of associates

The Group's share of profits of associates was £2.4m (2022: £1.9m profit),
driven primarily by strong performance from the Group's associate in Qatar. On
a pre-IFRS 16 basis, the Group's share of profit from associates was also
£2.4m (2022: £1.9m profit).

 

Net finance costs

The underlying net finance expense for the first half of the financial year
was £38.0m (2022: £36.6m), which includes interest on lease liabilities of
£24.0m (2022: £15.8m). A credit to finance costs of £2.8m has been
recognised within non-underlying items relating to the amortisation of the
liability arising from the previous debt modifications. The reported net
finance expense under IFRS 16 was £35.2m (2022: £30.2m).

 

On a pre-IFRS 16 basis, underlying net finance costs were lower than the prior
year at £14.0m (2022: £20.8m), driven by a lower cost of debt on our USPP
loan notes, as well as foreign exchange gains arising on certain cash balances
held in foreign currencies. In the second half year we anticipate that
underlying net finance costs will be approximately £20m.

 

Taxation

The Group's underlying tax charge for the period was £3.8m (H1 2022: £4.3m
charge), representing an effective tax rate of 22.6% (2022: negative 4.9%) of
underlying profit before tax. On a reported basis, the tax charge for the
period was £4.1m (2022: £22.5m charge) representing an effective tax rate of
25.9% (2022: negative 978.3%).

 

The Group's tax rate is sensitive to the geographic mix of profits and losses
and reflects a combination of higher rates in certain jurisdictions, as well
as the impact of losses in some countries for which no deferred tax asset is
recognised. Looking forward, we expect the underlying tax rate to be around
22% - 23%.

Non-controlling interests

The profit attributable to non-controlling interests was £21.7m (2022: £7.6m
profit). On a pre-IFRS 16 basis the profit attributable to non-controlling
interests was £24.0m (2022: £9.2m profit), with the year-on-year increase
reflecting a significantly improved performance from our partially owned
subsidiaries (operated with joint venture partners) in North America and Rest
of the World, including in India, Thailand, the Philippines and the UAE. We
expect a similar level of profit attributable to non-controlling interests in
the second half of the year, reflecting a more even seasonality profile in
those businesses.

 

Loss per share

The Group's reported loss per share was 1.3 pence per share (2022: loss of 4.1
pence per share), and its underlying loss per share was 1.1 pence per share
(2022: loss of 12.3 pence per share). On a pre-IFRS 16 basis the underlying
loss per share was 0.8 pence per share (2022: loss of 8.4 pence per share).

Dividends

Under the terms of the amended financing arrangements with the Group's lending
group of banks and US private placement note holders, the Company is currently
restricted from declaring or paying dividends until the expiry of certain
restrictions that apply during the covenant waiver and amendment period. As
such, the Directors will not be declaring an interim dividend (2022: no
interim dividend).

Following the announcement of these interim results, the Group will notify its
lenders that it is now back in compliance with the original covenants and
intends to exit the waiver period with immediate effect.

The Board recognises the importance of dividends and other capital returns to
shareholders and, given current planning assumptions, would anticipate the
resumption of ordinary dividend payments, beginning with a payment in respect
of the 2023 financial year.

 

Free Cash flow
The table below presents a summary of the Group's free cash outflow for the
first half of 2023:

 

                                                                 H1 2023  H1 2022

                                                                 £m       £m
 Underlying operating profit / (loss)(1)                         34.4     (36.4)
 Depreciation and amortisation                                   56.1     51.0
 Working capital                                                 (50.7)   15.0
 Net tax (payment) / receipt                                     (12.0)   1.9
 Acquisitions, net of cash received                              (2.8)    -
 Other                                                           3.0      2.1
 Capital expenditure(2)                                          (94.3)   (41.9)
 Net dividends to non-controlling interests and from associates  (23.5)   (6.4)
 Net finance costs                                               (28.3)   (16.2)
 Free cash outflow                                               (118.1)  (30.9)

 

(1) Presented on an underlying pre-IFRS 16 basis (refer to pages 19 - 22 for
details)

(2) Capital expenditure is net of cash capital contributions received from
non-controlling interests of £12.9m (2022: £4.3m)

 

The Group's free cash outflow during the first half year was £118.1m, an
increase from the £30.9m outflow in the first half of the prior year,
reflecting the previously anticipated higher levels of capital expenditure and
working capital outflows in 2023.

 

Capital expenditure was £94.3m, a significant increase compared to £41.9m in
the prior year as we continued to restart our capital expenditure programmes
across the Group and to mobilise our significant pipeline of new business. As
we indicated in December, we are currently planning for expenditure of around
£250m in the 2023 financial year, including approximately £80m associated
with the build out of the pipeline. Acquisition costs of £2.8m in the first
half represented the consideration paid for the AMT Coffee business in the UK
last December.

With average daily sales levels broadly comparable at the beginning and end of
the half, the working capital outflow of £50.7m (2022: inflow of £15.0m) was
largely driven by a reduction in the Group's deferred liabilities during the
period. For the full year, as indicated in December, we continue to expect to
see an unwind of payment deferrals of approximately £80m.

 

Net corporation tax payments of £12.0m (as compared to tax receipts of £1.9m
in 2022) and net dividends paid to non-controlling interests (net of receipts
from associates) of £23.5m (2022: £6.4m) were both much higher year on year,
reflecting the Group's return to profitability over the last twelve months.

Net finance costs paid of £28.3m were also significantly higher than in the
first half of the prior year (2022: £16.2m), mainly reflecting the payment of
deferred interest liabilities in respect of the Group's US Private Placement
notes following the Rights Issue in 2021.

 

 

Net debt

Overall net debt increased by £95.6m to £392.1m on a pre-IFRS 16 basis,
largely reflecting the free cash outflow in the year of £118.1m as detailed
above. On a reported basis under IFRS 16, net debt was £1,200.8m (30
September 2022: £1,504.6m), including lease liabilities of £808.7m (30
September 2022: £814.8m).

 

The table below highlights the movements in net debt in the period on a
pre-IFRS 16 basis.

 

                                                                             £m
 Net debt excluding lease liabilities at 1 October 2022 (Pre-IFRS 16 basis)  (296.5)
 Free cash flow                                                              (118.1)
 Impact of foreign exchange rates                                            19.7
 Adjustment for effective interest rate                                      2.8
 Net debt excluding lease liabilities at 31 March 2023 (Pre-IFRS 16 basis)   (392.1)
 Lease liabilities                                                           (808.7)
 Net debt including lease liabilities at 31 March 2023 (IFRS 16 basis)       (1,200.8)

Available liquidity

The Group had cash and cash equivalents on its balance sheet of £364.6m at 31
March 2023, and total available liquidity of £516.7m at that date.

 
Principal risks

The principal risks facing the Group for the remainder of the year are
unchanged from those reported in the 2022 Annual Report and Accounts.

 

These risks, together with the Group's risk management process, are detailed
on pages 58 to 67 of the Annual Report and Accounts 2022, and relate to the
following areas: Business environment, Geopolitical uncertainty and terrorism
threat, Availability of labour and wage inflation, Supply chain disruption and
product cost inflation, Sufficient senior capability at Group and country
level, Impact of Covid-19, Compliance, Health and food safety, Sustainability,
Information security and stability and Mobilisation of pipeline.

 

Alternative Performance Measures
The Directors use alternative performance measures for analysis as they
believe these measures provide additional useful information on the underlying
trends, performance and position of the Group. The alternative performance
measures are not defined by IFRS and therefore may not be directly comparable
with other companies' performance measures and are not intended to be a
substitute for IFRS measures.

 

1. Revenue measures

As the Group operates in 36 countries, it is exposed to translation risk on
fluctuations in foreign exchange rates, and as such the Group's reported
revenue and operating profit / loss will be impacted by movements in actual
exchange rates. The Group presents its financial results on a constant
currency basis in order to eliminate the effect of foreign exchange rates and
to evaluate the underlying performance of the Group's businesses. The table
below reconciles reported revenue to constant currency sales.

 

 (£m)                                         North America  Continental Europe  UK      RoW     Total

 H1 2023 Revenue at actual rates by segment   299.9          494.9               328.5   195.1   1,318.4
 Impact of foreign exchange                   (12.6)         (9.0)               (1.0)   2.9     (19.7)
 H1 2023 Revenue at constant currency(1)      287.3          485.9               327.5   198.0   1,298.7

 H1 2022 Revenue at constant currency         185.4          317.4               232.9   76.6    812.3

( )

(1) Constant currency is based on average 2022 exchange rates weighted over
the financial year by 2022 results.

 

 

2. Non-underlying profit items

The Group presents underlying profit / (loss) measures, including operating
profit / (loss), profit / (loss) before tax, and earnings / (loss) per share,
which exclude a number of items which are not considered reflective of the
normal trading performance of the business, and are considered exceptional
because of their size, nature or incidence. The table below provides a
breakdown of the non-underlying items in both the current and prior year.

                                                                   Non-underlying items
                                              IFRS 16                          IFRS 16

                                              H1 2023                          H1 2022

                                              £m                               £m
 Operating costs
 Impairment of property, plant and equipment  -                                (1.7)
 Impairment of right-of-use assets            -                                (0.4)
 Gain on derecognition of leases              -                                61.5
 IFRS 16 rent credit                          -                                19.3
 Other non-underlying costs                   (3.8)                            (0.1)
                                              (3.8)                            78.6

 Finance expenses
 Effective interest rate adjustments          2.8                              6.4
                                              2.8                              6.4
 Taxation
 Tax charge on non-underlying items           (0.3)                            (18.2)
 Total non-underlying items                   (1.3)                            66.8

 

Further details of the non-underlying operating items have been provided in
the Financial Review section on page 13. Furthermore, a reconciliation from
the underlying to the statutory reported basis is presented below:

                                 H1 2023 (IFRS 16)                     H1 2022 (IFRS 16)
                                 Underlying  Non-underlying  Total     Underlying  Non-underlying  Total

                                             Items                                 Items
 Operating profit/(loss) (£m)    52.4        (3.8)           48.6      (52.6)      78.6            26.0
 Operating margin                4.0%        (0.3)%          3.7%      (6.6)%      9.8%            3.2%
 Profit/(loss) before tax (£m)   16.8        (1.0)           15.8      (87.3)      85.0            (2.3)
 Loss per share (p)(1)           (1.1)       (0.2)           (1.3)     (12.3)      8.2             (4.1)

 

3. Pre-IFRS 16 basis

In addition to our reported results under IFRS 16 we have decided to also
maintain the reporting of our profit and other key KPIs like net-debt on a
pre-IFRS 16 basis. This is because the pre-IFRS 16 profit is consistent with
the financial information used to inform business decisions and investment
appraisals. It is our view that presenting the information on a pre-IFRS 16
basis will provide a useful and necessary basis for understanding the Group's
results. As such, commentary has also been included in the Business Review,
Financial Review and other sections with reference to underlying profit
measures computed on a pre-IFRS 16 basis.

 

A reconciliation of key underlying profit measures to 'Pre-IFRS 16' numbers is
presented below:

 

                                           Six months ended                                     Six months ended
                                           31 March 2023                                        31 March 2022
                                    Notes  Underlying IFRS 16  Impact of IFRS 16  Underlying    Underlying IFRS 16  Impact of IFRS 16  Underlying

                                           £m                  £m                 Pre-IFRS 16   £m                  £m                 Pre-IFRS 16

                                                                                  £m                                                   £m
 Revenue                            2      1,318.4             -                  1,318.4       803.2               -                  803.2
 Operating costs                    4      (1,266.0)           (18.0)             (1,284.0)     (855.8)             16.2               (839.6)

 Operating profit / (loss)                 52.4                (18.0)             34.4          (52.6)              16.2               (36.4)
 Share of  profit from associates          2.4                 -                  2.4           1.9                 -                  1.9
 Finance income                     5      11.2                -                  11.2          1.4                 -                  1.4
 Finance expense                    5      (49.2)              24.0               (25.2)        (38.0)              15.8               (22.2)

 Profit / (loss) before tax                16.8                6.0                22.8          (87.3)              32.0               (55.3)

 Taxation                                  (3.8)               (1.3)              (5.1)         (4.3)               1.6                (2.7)

 Profit / (loss) for the period            13.0                4.7                17.7          (91.6)              33.6               (58.0)

 (Loss) / profit attributable to:
 Equity holders of the parent              (8.7)               2.4                (6.3)         (97.9)              30.7               (67.2)
 Non-controlling interests                 21.7                2.3                24.0          6.3                 2.9                9.2
 Profit/(loss) for the period              13.0                4.7                17.7          (91.6)              33.6               (58.0)

 Loss per share (pence)(1):

 -          Basic                   3      (1.1)                                  (0.8)         (12.3)                                 (8.4)
 -          Diluted                 3      (1.1)                                  (0.8)         (12.3)                                 (8.4)

 

 

Underlying operating profit is £18.0m lower on a pre-IFRS 16 basis, as adding
back the depreciation of the right-of-use assets of £90.5m does not fully
offset the recognition of fixed rents of £106.1m and the gain on
derecognition of leases of £2.4m. Profit before tax is £6.0m higher on a
pre-IFRS 16 basis as a result of adding back £24.0m in interest charges on
lease liabilities. The impact of IFRS 16 on net debt is primarily the
recognition of the lease liability balance.

Pre-IFRS 16 basis underlying EBITDA is a key measure of profitability for the
Group. A reconciliation to pre-IFRS 16 basis underlying operating
profit/(loss) for the period is presented below:

                                                                Six months ended  Six months ended

                                                                31 March 2023     31 March 2022

£m

                                                                                  £m
 Pre-IFRS 16 underlying EBITDA                                  90.5              14.7
 Depreciation of property, plant and equipment                  (51.3)            (45.7)
 Amortisation of intangible assets                              (4.8)             (5.3)
 Other charges                                                  -                 (0.1)
 Pre-IFRS 16 underlying operating profit/(loss) for the period  34.4              (36.4)

 

Furthermore, a reconciliation from pre-IFRS 16 underlying profit/(loss) for
the period to the statutory profit/(loss) for the period is as follows:

                                                                Six months ended  Six months ended

                                                                31 March 2023     31 March 2022

£m

                                                                                  £m
 Pre-IFRS 16 underlying operating profit/(loss) for the period  34.4              (36.4)
 Depreciation of right-of-use assets                            (90.5)            (86.7)
 Fixed rent on leases                                           106.1             68.0
 Gain on derecognition of leases                                2.4               2.5
 Non-underlying operating (costs) / profit (note 4)             (3.8)             78.6
 Share of profit from associates                                2.4               1.9
 Net finance expense                                            (38.0)            (36.6)
 Non-underlying finance income (note 5)                         2.8               6.4
 Taxation                                                       (4.1)             (22.5)
 Profit/(loss) after tax                                        11.7              (24.8)

 

A reconciliation of underlying operating profit/(loss) to profit/(loss) before
and after tax is provided as follows:

 

                                                     Six months ended  Six months ended

                                                     31 March 2023     31 March 2022

£m

                                                                       £m
 Underlying operating profit / (loss)                52.4              (52.6)
 Non-underlying operating (costs) / profit (note 4)  (3.8)             78.6
 Share of profit from associates                     2.4               1.9
 Finance income                                      11.2              1.4
 Finance expense                                     (49.2)            (38.0)
 Non-underlying finance income (note 5)              2.8               6.4
 Profit / (loss) before tax                          15.8              (2.3)
 Taxation                                            (4.1)             (22.5)
 Profit / (loss) after tax                           11.7              (24.8)

 

4. Liquidity and cashflow
Liquidity remains a key KPI for the Group. Available liquidity at 31 March
2023 has been computed as £516.7m, comprising cash and cash equivalents of
£364.6m, and undrawn credit facilities of £152.1m.

A reconciliation of free cashflow to underlying operating profit/(loss) is
shown on page 17.

Responsibility statement of the directors in respect of the half-yearly
financial report

We confirm that to the best of our knowledge:

-     the condensed set of financial statements has been prepared in
accordance with IAS 34 Interim Financial Reporting as adopted for use in the
UK;

 

-     the interim management report includes a fair review of the
information required by:

·    DTR 4.2.7R of the Disclosure Guidance and Transparency Rules, being
an indication of important events that have occurred during the first six
months of the financial year and their impact on the condensed set of
financial statements; and a description of the principal risks and
uncertainties for the remaining six months of the year; and

·    DTR 4.2.8R of the Disclosure Guidance and Transparency Rules, being
related party transactions that have taken place in the first six months of
the current financial year and that have materially affected the financial
position or performance of the entity during that period; and any changes in
the related party transactions described in the last annual report that could
do so.

 

 

On behalf of the Board

 

 

Patrick Coveney
   Jonathan Davies

Chief Executive
Officer
Deputy Chief Executive Officer and Chief Financial Officer

22 May
2023
22 May 2023

 

 

 

INDEPENDENT REVIEW REPORT TO SSP GROUP PLC

Conclusion

We have been engaged by the company to review the condensed set of financial
statements in the half-yearly financial report for the six months ended 31
March 2023 which comprises the condensed consolidated income statement,
condensed consolidated statement of other comprehensive income, condensed
consolidated balance sheet, condensed consolidated statement of changes in
equity and condensed consolidated cash flow statement, and the related
explanatory notes.

Based on our review, nothing has come to our attention that causes us to
believe that the condensed set of financial statements in the half-yearly
financial report for the six months ended 31 March 2023 is not prepared, in
all material respects, in accordance with IAS 34 Interim Financial Reporting
as adopted for use in the UK and the Disclosure Guidance and Transparency
Rules ("the DTR") of the UK's Financial Conduct Authority ("the UK
FCA").

Basis for conclusion

We conducted our review in accordance with International Standard on Review
Engagements (UK) 2410 Review of Interim Financial Information Performed by the
Independent Auditor of the Entity ("ISRE (UK) 2410") issued for use in the
UK.  A review of interim financial information consists of making enquiries,
primarily of persons responsible for financial and accounting matters, and
applying analytical and other review procedures.  We read the other
information contained in the half-yearly financial report and consider whether
it contains any apparent misstatements or material inconsistencies with the
information in the condensed set of financial statements.

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

Conclusions relating to going concern

Based on our review procedures, which are less extensive than those performed
in an audit as described in the Basis for conclusion section of this report,
nothing has come to our attention that causes us to believe that the directors
have inappropriately adopted the going concern basis of accounting, or that
the directors have identified material uncertainties relating to going concern
that have not been appropriately disclosed.

This conclusion is based on the review procedures performed in accordance with
ISRE (UK) 2410. However, future events or conditions may cause the group to
cease to continue as a going concern, and the above conclusions are not a
guarantee that the group will continue in operation.

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been
approved by, the directors.  The directors are responsible for preparing the
half-yearly financial report in accordance with the DTR of the UK FCA.

As disclosed in note 1, the annual financial statements of the group are
prepared in accordance with UK-adopted international accounting standards.

The directors are responsible for preparing the condensed set of financial
statements included in the half-yearly financial report in accordance with IAS
34 as adopted for use in the UK.

In preparing the condensed set of financial statements, the directors are
responsible for assessing the group's ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to
liquidate the group or to cease operations, or have no realistic alternative
but to do so.

Our responsibility

Our responsibility is to express to the company a conclusion on the condensed
set of financial statements in the half-yearly financial report based on our
review.  Our conclusion, including our conclusions relating to going concern,
are based on procedures that are less extensive than audit procedures, as
described in the Basis for conclusion section of this report.

The purpose of our review work and to whom we owe our responsibilities

This report is made solely to the company in accordance with the terms of our
engagement to assist the company in meeting the requirements of the DTR of the
UK FCA.  Our review has been undertaken so that we might state to the company
those matters we are required to state to it in this report and for no other
purpose.  To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the company for our review work, for this
report, or for the conclusions we have reached.

 

Lourens de Villiers

for and on behalf of KPMG LLP

Chartered Accountants

15 Canada Square

London, E14 5GL

22 May 2023

 

 

 

Condensed consolidated income statement

for the six months ended 31 March 2023

 

 

                                          Six months ended 31 March 2023                    Six months ended 31 March 2022
                                   Notes  Underlying(1)  Non-underlying items  Total        Underlying(1)  Non-underlying items  Total
                                          £m             £m                    £m           £m             £m                    £m

 Revenue                                  1,318.4        -                     1,318.4      803.2          -                     803.2
 Operating costs                   4      (1,266.0)      (3.8)                 (1,269.8)    (855.8)        78.6                  (777.2)
 Operating profit / (loss)                52.4           (3.8)                 48.6         (52.6)         78.6                  26.0

 Share of profit of associates            2.4            -                     2.4          1.9            -                     1.9
 Finance income                    5      11.2           -                     11.2         1.4            -                     1.4
 Finance expense                   5      (49.2)         2.8                   (46.4)       (38.0)         6.4                   (31.6)

 Profit / (loss) before tax               16.8           (1.0)                 15.8         (87.3)         85.0                  (2.3)

 Taxation                                 (3.8)          (0.3)                 (4.1)        (4.3)          (18.2)                (22.5)

 Profit /(loss) for the period            13.0           (1.3)                 11.7         (91.6)         66.8                  (24.8)

 (Loss) / profit attributable to:
 Equity holders of the parent             (8.7)          (1.3)                 (10.0)       (97.9)         65.5                  (32.4)
 Non-controlling interests                21.7           -                     21.7         6.3            1.3                   7.6
 Profit / (loss)  for the period          13.0           (1.3)                 11.7         (91.6)         66.8                  (24.8)

 Loss per share (p):
 -          Basic                  3      (1.1)                                (1.3)        (12.3)                               (4.1)
 -          Diluted                3      (1.1)                                (1.3)        (12.3)                               (4.1)

 

(1) Stated on an underlying basis, which excludes non-underlying items as
further explained in the section on Alternative Performance Measures (APMs) on
pages 19 - 22.

 

 

 

Condensed consolidated statement of other comprehensive income

for the six months ended 31 March 2023

 

                                                                             Six months ended  Six months ended

31 March 2023
31 March 2022
                                                                             £m                £m

 Other comprehensive income / (expense)

 Items that will never be reclassified to the income statement

 Remeasurements on defined benefit pension schemes                           (1.8)             4.2
 Tax credit / (charge) relating to items that will not be reclassified       0.4                                    (0.9)

 Items that are or may be reclassified subsequently to the income statement

 Net gain/(loss) on hedge of net investment in foreign operations            31.3              (2.5)
 Other foreign exchange translation differences                              (46.7)            1.2
 Effective portion of changes in fair value of cash flow hedges              -                 0.2
 Cash flow hedges - reclassified to income statement                         -                 1.0
 Tax charge relating to items that are or may be reclassified                (1.2)             -

 Other comprehensive (expense) / income for the period                       (18.0)            3.2
 Profit/(loss) for the period                                                11.7              (24.8)

 Total comprehensive expense for the period                                  (6.3)             (21.6)

 Total comprehensive (expense) / income attributable to:
 Equity shareholders                                                         (17.2)            (30.4)
 Non-controlling interests                                                   10.9              8.8

 Total comprehensive expense for the period                                  (6.3)             (21.6)

 

 

Condensed consolidated balance sheet

as at 31 March 2023

                                      Notes  31 March 2023

                                                            30 September 2022
                                             £m             £m
 Non-current assets
 Property, plant and equipment               493.6          469.3
 Goodwill and intangible assets              685.4          701.7
 Right-of-use assets                         708.1          736.3
 Investments in associates                   18.0           17.0
 Deferred tax assets                         91.1           89.0
 Other receivables                           82.2           85.5
                                             2,078.4        2,098.8
 Current assets
 Inventories                                 39.1           37.0
 Tax receivable                              2.3            1.5
 Trade and other receivables                 128.8          142.0
 Cash and cash equivalents            8      364.6          543.6
                                             534.8          724.1

 Total assets                                2,613.2        2,822.9

 Current liabilities
 Short-term borrowings                8      (45.5)         (68.8)
 Trade and other payables                    (667.2)        (719.3)
 Tax payable                                 (17.6)         (18.5)
 Lease liabilities                           (203.2)        (216.5)
 Provisions                                  (21.8)         (24.6)
                                             (955.3)        (1,047.7)
 Non-current liabilities
 Long-term borrowings                 8      (711.0)        (771.1)
 Post-employment benefit obligations         (10.7)         (10.8)
 Lease liabilities                           (605.5)        (638.1)
 Other payables                              (1.3)          (1.4)
 Provisions                                  (34.9)         (35.9)
 Deferred tax liabilities                    (5.4)          (6.9)
                                             (1,368.8)      (1,464.2)

 Total liabilities                           (2,324.1)      (2,511.9)

 Net assets                                  289.1          311.0

 Equity
 Share capital                               8.6            8.6
 Share premium                               472.7          472.7
 Capital redemption reserve                  1.2            1.2
 Other reserves                              (14.8)         (9.0)
 Retained losses                             (257.0)        (248.5)

 Total equity shareholders' funds            210.7          225.0
 Non-controlling interests                   78.4           86.0
 Total equity                                289.1          311.0

 

 

 

Condensed consolidated statement of changes in equity

for the six months ended 31 March 2023

 

                                                        Share capital  Share premium  Capital redemption reserve  Other reserves(1)  Retained  losses   Total parent equity  NCI     Total equity
                                                        £m             £m             £m                          £m                 £m                 £m                   £m      £m

 At 1 October 2021                                      8.6            472.7          1.2                         7.7                (249.9)            240.3                70.4    310.7
 (Loss)/profit for the period                           -              -              -                           -                  (32.4)             (32.4)               7.6     (24.8)
 Other comprehensive income / (expense) for the period  -              -              -                           (1.2)              3.2                2.0                  1.2     3.2
 Capital contributions from non-controlling interests   -              -              -                           -                  -                  -                    4.3     4.3
 Dividends paid to NCI                                  -              -              -                           -                  -                  -                    (8.9)   (8.9)
 Share-based payments                                   -              -              -                           -                  2.0                2.0                  -       2.0
 At 31 March 2022                                       8.6            472.7          1.2                         6.5                (277.1)            211.9                74.6    286.5

 At 1 October 2022                                      8.6            472.7          1.2                         (9.0)              (248.5)            225.0                86.0    311.0
 (Loss)/profit for the period                           -              -              -                           -                  (10.0)             (10.0)               21.7    11.7
 Other comprehensive income / (expense) for the period  -              -              -                           (5.8)              (1.4)              (7.2)                (10.8)  (18.0)
 Capital contributions from non-controlling interests   -              -              -                           -                  -                  -                    5.8     5.8
 Dividends paid to NCI                                  -              -              -                           -                  -                  -                    (24.3)  (24.3)
 Share-based payments                                   -              -              -                           -                  2.9                2.9                  -       2.9
 At 31 March 2023                                       8.6            472.7          1.2                         (14.8)             (257.0)            210.7                78.4    289.1

(1) At 31 March 2023, the other reserves include the translation reserve.

 

 

Condensed consolidated cash flow statement

for the six months ended 31 March 2023

 

                                                                            Notes  Six months ended  Six months ended

31 March 2023
31 March 2022
                                                                                   £m                £m
 Cash flows from operating activities
 Cash flow from operations                                                  6      168.4                                            124.4
 Tax (paid)/refund                                                                 (12.0)                                                 1.9
 Net cash flows from operating activities                                          156.4                                            126.3

 Cash flows from investing activities
 Dividends received from associates                                                0.7                                                    2.5
 Interest received                                                                 3.7                                                    1.4
 Purchase of property, plant and equipment                                         (104.8)                                           (43.8)
 Purchase of other intangible assets                                               (2.3)                                                (2.5)
 Acquisitions, net of cash and cash equivalents acquired                           (2.8)
                                                                                                     -
 Net cash flows from investing activities                                          (105.5)                                           (42.4)

 Cash flows from financing activities
 Repayment of the Term Loan and USPP facility                                      (40.5)            -
 Repayment of Covid Corporate Financing Facility (CCFF)                            -                                              (300.0)
 Net (repayment)/drawdown of other bank facilities                                 (6.9)                                                  3.9
 Loans (repaid to)/taken from non-controlling interests                            (0.9)                                                  2.1
 Payment of lease liabilities - principal                                          (101.6)                                           (78.3)
 Payment of lease liabilities - interest                                           (24.0)                                            (16.5)
 Interest paid excluding interest on lease liabilities                             (32.0)                                            (17.6)
 Dividends paid to non-controlling interests                                       (24.3)                                               (8.9)
 Capital contribution from non-controlling interests                               12.9                                                   4.3
 Net cash flows from financing activities                                          (217.3)                                        (411.0)

 Net decrease in cash and cash equivalents                                         (166.4)                                        (327.1)

 Cash and cash equivalents at beginning of the period                              543.6                                            773.6
 Effect of exchange rate fluctuations on cash and cash equivalents                 (12.6)                                               (0.7)
 Cash and cash equivalents at end of the period                                    364.6                                            445.8

 Reconciliation of net cash flow to movement in net debt
 Net decrease in cash in the period                                                (179.0)                                        (327.1)
 Repayment of Term Loan and USPP facility                                          40.5              -
 Repayment of CCFF                                                                 -                                                300.0
 Cash outflow/(inflow) from other changes in debt                                  7.8                                                  (3.9)
 Change in net debt resulting from cash flows, excluding lease liabilities         (130.7)                                           (31.0)
 Translation differences                                                           32.2                                                 (2.3)
 Other non-cash changes                                                            2.9                                                  1.1

 Increase in net debt excluding lease liabilities in the period                    (95.6)                                            (32.2)
 Net debt at beginning of the period                                               (296.5)                                        (307.6)
 Net debt excluding lease liabilities at end of the period                         (392.1)                                        (339.8)

 Lease liabilities at end of the period                                            (808.7)                                        (814.8)
 Net debt including lease liabilities at end of the period                         (1,200.8)                                  (1,154.6)

 

 

 

Notes

1     Basis of preparation and accounting policies

 

1.1 Basis of preparation

 

This condensed set of financial statements has been prepared in accordance
with IAS 34 Interim Financial Reporting as adopted for use in the UK.

 

The annual financial statements of the Group are prepared in accordance with
UK-adopted international accounting standards.  As required by the Disclosure
Guidance and Transparency Rules of the Financial Conduct Authority, the
condensed set of financial statements has been prepared applying the
accounting policies and presentation that were applied in the preparation of
the Group's published consolidated financial statements for the year ended 30
September 2022.  Those accounts were reported upon by the Group's auditors
and delivered to the Registrar of Companies. The report of the auditors was
unqualified did not contain statements under Section 498 (2) or (3) of the
Companies Act 2006. The comparative figures for the six months ended 31 March
2022 are not the Group's statutory accounts for that financial year.

 

These financial statements are presented in Sterling and, unless stated
otherwise, rounded to the nearest £0.1 million. The financial statements are
prepared on the historical cost basis.

 

Except as described below, the accounting policies adopted in the preparation
of these condensed consolidated half-yearly financial statements to 31 March
2023 are consistent with the accounting policies applied by the Group in its
consolidated financial statements as at, and for the year ended, 30 September
2022 as required by the Disclosure and Transparency Rules of the UK's
Financial Conduct Authority.

 

 

1.2 Going concern

These financial statements are prepared on a going concern basis.

 

The Board has reviewed the Group's financial forecasts as part of the
preparation of its financial statements, including cash flow forecasts
prepared for a period of 16 months from the date of approval of these
financial statements and taking into consideration a number of different
scenarios. Whilst cash flow forecasts have been prepared for a period of 16
months to coincide with the Group's 2024 financial year end, the period of
assessment for going concern purposes is assessed as being 12 months from the
date of approval of these interim financial statements ("the going concern
period"). Having carefully reviewed these forecasts, the Directors have
concluded that it is appropriate to adopt the going concern basis of
accounting in preparing these financial statements for the reasons set out
below.

 

In making the going concern assessment, the Directors have considered forecast
cash flows and the liquidity available over the going concern period. In doing
so they assessed a number of scenarios, including a base case scenario and a
severe but plausible downside scenario. The base case scenario reflects an
expectation of a continuing recovery in passenger numbers in most of our key
markets during the forecast period, augmented by the ongoing roll-out of our
new business pipeline.

With some uncertainty surrounding the economic and geo-political environment
over the next twelve months, a downside scenario has also been modelled,
applying severe but plausible assumptions to the base case. This downside
scenario reflects a very pessimistic view of the travel markets for the
remainder of the current financial year, assuming sales that are around 10%
lower than in the base case scenario.

In both its base case and downside case scenarios, the Directors are confident
that the Group will have sufficient funds to continue to meet its liabilities
as they fall due for a period of at least 12 months from the date of approval
of the financial statements, and that it will have headroom against all
applicable covenant tests throughout this period of assessment. The Directors
have therefore deemed it appropriate to prepare the financial statements for
the six months ended 31 March 2023 on a going concern basis.

1.3 Changes in accounting policies and disclosures

 

The following amended standards and interpretations have been adopted by the
Group in the current period:

 

·    Amendments to IFRS 3 Business combinations

·    Amendment to IAS 16 Property, plant and equipment (Proceeds before
Intended Use)

·    Amendment to IAS 37 Provisions, contingent liabilities and contingent
assets (Onerous Contracts - Cost of fulfilling a Contract)

·    Annual Improvements 2018-2020 Amendments to IFRS 1, IFRS 9 and IFRS
16

 

There is no significant impact of adopting these new standards on the Group's
consolidated financial statements.

 

1.4 New accounting standards not yet adopted by the Group

 

The following amended standards and interpretations are not expected to have a
significant impact on the Group's consolidated financial statements:

·    IFRS 17 'Insurance Contracts'

·    Classification of liabilities as current or non-current (Amendments
to IAS 1)

·    Disclosure of Accounting Policy (Amendments to IAS 1 and IFRS
Practice Statement 2)

·    Definition of Accounting Estimate (Amendments to IAS 8)

·    Sale of Contribution of Assets between an investor and its Associate
or Joint Venture (amendments to IFRS 10 and IAS 28)

 

The following amended standard is likely to result in the Group recognising
additional deferred tax assets and liabilities in its consolidated financial
statements relating to deferred tax on right of use assets and lease
liabilities.

 

·    Amendments to IAS 12 Deferred Tax related to Assets and Liabilities
arising from a Single transaction

 

2     Segmental reporting

SSP operates in the food and beverage travel sector, mainly at airports and
railway stations.

 

Management monitors the performance and strategic priorities of the business
from a geographic perspective, and in this regard has identified the following
four key "reportable segments": North America, Continental Europe, the UK, and
Rest of the World (RoW). North America includes operations in the United
States and Canada; Continental Europe includes operations in the Nordic
countries and in Western and Southern Europe; the UK includes operations in
the United Kingdom and the Republic of Ireland; and RoW includes operations in
Eastern Europe, the Middle East, Asia Pacific, India and South America. These
segments comprise countries which are at similar stages of development and
demonstrate similar economic characteristics.

 

The Group's management assesses the performance of the operating segments
based on revenue and underlying operating profit, in addition to pre-IFRS 16
results. Interest income and expenditure are not allocated to segments, as
they are managed by a central treasury function, which oversees the debt and
liquidity position of the Group. The non-attributable segment comprises costs
associated with the Group's head office function and depreciation of central
assets.

                                       North America     Continental Europe  UK        RoW    Non-attributable      Total
                                       £m                £m                  £m        £m     £m                    £m
 Six months ended 31 March 2023
 Revenue                               299.9             494.9               328.5     195.1  -                     1,318.4
 Underlying operating profit / (loss)  22.4              4.1                 18.1      31.3   (23.5)                52.4
 Non-underlying operating costs        (1.2)             -                   (0.1)     -      (2.5)                 (3.8)
 Operating profit / (loss)             21.2              4.1                 18.0      31.3   (26.0)                48.6

 Six months ended 31 March 2022
 Revenue                               174.6             315.4               232.7     80.5   -                     803.2
 Underlying operating profit/(loss)    2.1               (27.9)              (3.7)     (5.0)  (18.1)                (52.6)
 Non-underlying operating profit       2.2               65.7                7.6       3.1    -                     78.6
 Operating profit/(loss)               4.3               37.8                3.9       (1.9)  (18.1)                26.0

 

 

The following amounts are included in underlying operating profit / (loss):

 

                                  North America  Continental Europe  UK      RoW     Non-attributable  Total
                                  £m             £m                  £m      £m      £m                £m
 Six months ended 31 March 2023
 Depreciation and amortisation    (35.2)         (62.7)              (21.7)  (22.5)  (4.5)             (146.6)

 Six months ended 31 March 2022
 Depreciation and amortisation    (29.0)         (60.8)              (20.9)  (22.6)  (4.4)             (137.7)

 

3     Loss per share

Basic loss per share is calculated by dividing the result for the period
attributable to ordinary shareholders by the weighted average number of
ordinary shares outstanding during the period. Diluted loss per share is
calculated by dividing the result for the period attributable to ordinary
shareholders by the weighted average number of ordinary shares outstanding
during the period adjusted by potentially dilutive outstanding share options.

 

Underlying loss per share is calculated the same way except that the result
for the period attributable to ordinary shareholders is adjusted for specific
items as detailed below:

                                                                 Six months ended   Six months ended

                                                                 31 March 2023      31 March 2022
                                                                 £m                 £m
 Loss attributable to ordinary shareholders                      (10.0)             (32.4)

 Adjustments:
 Non-underlying operating costs / (profit)                       3.8                (78.6)
 Non-underlying costs attributable to non-controlling interests  -                  1.3
 Non-underlying finance credit                                   (2.8)              (6.4)
 Tax effect of adjustments                                       0.3                18.2
 Underlying loss attributable to ordinary shareholders           (8.7)              (97.9)

 Basic weighted average number of shares                         796,349,611        795,975,909
 Dilutive potential ordinary shares                              -                  -
 Diluted weighted average number of shares                       796,349,611        795,975,909

 Loss per share (p):
 -          Basic                                                (1.3)              (4.1)
 -          Diluted                                              (1.3)              (4.1)

 Underlying loss per share (p):
 -         Basic                                                 (1.1)              (12.3)
 -         Diluted                                               (1.1)              (12.3)

 

The number of ordinary shares in issue as at 31 March 2023 was 796,529,196
which excludes treasury shares (31 March 2022: 796,113,196). The Company also
holds 263,499 ordinary shares in treasury (31 March 2022: 263,499).

 

Potential ordinary shares can only be treated as dilutive when their
conversion to ordinary shares would decrease earnings per share or increase
loss per share. As the Group has recognised a loss for the period none of the
potential ordinary shares are considered to be dilutive.

 

4     Operating costs

                                                Six months ended  Six months ended

                                                31 March 2023     31 March 2022
                                                £m                £m
 Cost of food and materials:
 Cost of inventories consumed in the period     (369.8)           (226.1)

 Labour cost:
 Employee remuneration                          (425.4)           (275.4)

 Overheads:
 Depreciation of property, plant and equipment  (51.3)            (45.7)
 Depreciation of right-of-use assets            (90.5)            (86.7)
 Amortisation of intangible assets              (4.8)             (5.3)
 Non-underlying operating (loss) / profit       (3.8)             78.6
 Gain on derecognition of leases                2.4               2.5
 Rentals payable under leases                   (165.4)           (101.5)
 Other overheads                                (161.2)           (117.6)
                                                (1,269.8)         (777.2)

 

Non-underlying operating (loss) / profit

The non-underlying operating (loss) / profit  in the six months ended 31
March 2023 are shown below.

                                                 Six months ended  Six months ended

                                                 31 March 2023     31 March 2022
                                                 £m                £m
 Impairment of property, plant and equipment     -                 (1.7)
 Impairment of right-of-use assets               -                 (0.4)
 IFRS 16 rent credit                             -                 19.3
 Gain on derecognition of leases                 -                 61.5
 Other non-underlying costs                      (3.8)             (0.1)
 Total non-underlying operating (loss) / profit  (3.8)             78.6

 

 

Impairment of property, plant and equipment and right-of-use assets

In the prior year, the Group recognised an impairment charge of £2.1m which
included the impairment of right of use assets of £0.4m.

 

IFRS 16 rent credit

During the comparative period, the Group successfully negotiated several rent
waivers with clients, totalling £19.3m, as part of its response to the
Covid-19 pandemic.

 

Gain on derecognition of leases

In the comparative period, as a consequence of certain contract renegotiations
and government interventions in certain jurisdictions, a number of leases were
rebased such that the minimum guaranteed rental commitments were now
calculated on a 'per passenger' basis, i.e. the fixed minimum annual
guarantees have been removed from the contracts. Accordingly, these lease
payments then fell outside the scope of IFRS 16 and the leases were
de-recognised, resulting in a gain of £61.5m.

 

Other non-underlying costs

The Group incurred certain transaction-related and other costs which are
non-recurring in nature.

5     Finance income and expense

                                                                             Six months ended  Six months ended

                                                                             31 March 2023     31 March 2022
                                                                             £m                £m
 Finance income
 Foreign exchange gains                                                      6.1               -
 Interest income                                                             5.1               1.4
 Total finance income                                                        11.2              1.4

 Finance expense
 Total interest expense on financial liabilities measured at amortised cost  (24.9)            (19.6)
 Lease interest expense                                                      (24.0)            (15.8)
 Non-underlying finance income                                               2.8               6.4
 Net change in fair value of cash flow hedges utilised in the period         -                 (1.0)
 Unwind of discount on provisions                                            (0.4)             (0.1)
 Other                                                                       0.1               (1.5)
 Total finance expense                                                       (46.4)            (31.6)

 

Non-underlying finance income

The non-underlying finance income in the six months ended 31 March 2023
include income recognised under IFRS 9 as a result of the prior year
amendments and extensions of borrowings.

                                      Six months ended  Six months ended

                                      31 March 2023     31 March 2022

                                      £m                £m
 Effective interest rate gain         2.8               6.4
 Total non-underlying finance income  2.8               6.4

 

In the prior periods, non-substantial modifications to the Group's financing
arrangements resulted in charges which were recognised as non-underlying. The
amortisation of the liability resulting from this charge through the effective
interest rate calculation has therefore also been recognised as
non-underlying.

 

6     Cash flow from operations

                                                                         Six months ended

                                                                         31 March 2023     Six months ended

                                                                                           31 March 2022

                                                                         £m                £m
 Profit/(loss) for the period                                            11.7              (24.8)
 Adjustments for:
 Depreciation of property, plant and equipment                           51.3               45.7
 Depreciation of right-of-use assets                                     90.5                 86.7
 Amortisation of intangible assets                                       4.8                5.3
 Gain on derecognition of leases                                         (2.4)                (64.0)
 IFRS 16 rent credit                                                     -                   (19.3)
 Impairments                                                             -                   2.1
 Share-based payments                                                    2.9                 2.0
 Finance income                                                          (11.2)              (1.4)
 Finance expense                                                         46.4                31.6
 Movements in provisions and pensions                                    0.9               -
 Share of profit of associates                                           (2.4)                (1.9)
 Taxation                                                                4.1                  22.5
                                                                         196.6                84.5

 Decrease in trade and other receivables                                 13.1                  10.9
 Increase in inventories                                                 (2.0)                (3.3)
 (Decrease) / increase in trade and other payables including provisions  (39.3)                    32.3
 Cash flow from operations                                               168.4                 124.4

7     Dividends

No final dividend for the year ended 30 September 2022 has been approved or
paid during the period (2022: no final dividend was approved or paid for the
year ended 30 September 2021). No interim dividend for H1 2023 has been paid
or is proposed (H1 2022: no interim dividend proposed or paid).

8     Fair value measurement

Certain of the Group's financial instruments are held at fair value.

The fair values of financial instruments held at fair value have been
determined based on available market information at the balance sheet date,
and the valuation methodologies detailed below:

-      the fair values of the Group's borrowings are calculated based on
the present value of future principal and interest cash flows, discounted at
the market rate of interest at the balance sheet date.

 

Carrying value and fair values of certain financial instruments

The following table shows the carrying value of financial assets and financial
liabilities.

 

                                                                  As at           As at

                                                                  31 March 2023   30 September 2022

                                                                  £m              £m
 Financial assets measured at amortised cost
 Cash and cash equivalents                                        364.6           543.6
 Trade and other receivables                                      158.5           186.7
 Total financial assets measured at amortised cost                523.1           730.3
 Non-derivative financial liabilities measured at amortised cost
 Bank loans                                                       (408.7)         (455.2)
 US private placement notes                                       (347.8)         (384.7)
 Lease liabilities                                                (808.7)         (854.6)
 Trade and other payables                                         (637.8)         (689.9)
 Total financial liabilities measured at amortised cost           (2,203.0)       (2,384.4)

 

Financial assets and liabilities in the Group's consolidated balance sheet are
either held at fair value, or their carrying value approximates to fair value,
with the exception of loans, which are held at amortised cost. The fair value
of total borrowings excluding lease liabilities, estimated using market prices
at 31 March 2023, was £745.1m (30 September 2022: £825.5m).

 

Financial assets and liabilities are measured at fair value and are classified
as level 2. This uses the fair value hierarchy whereby inputs, which are used
in the valuation of these financial assets, and liabilities have a significant
effect on the fair value, are observable either directly or indirectly. There
were no transfers during the period.

9     Post balance sheet events

On 2 May 2023, the Group signed an agreement to purchase the concessions
business of Midfield Concession Enterprises Inc. This will expand the Group's
presence across North America by adding 40 new units at seven airports
including four new locations. The acquisition will be funded out of existing
cash reserves and is expected to complete in late Summer, subject to all
necessary approvals, and will further the North American team's strategy of
developing a diverse portfolio of outlets at large, medium, and small
airports. In total, it is expected to contribute an additional c. $100m to
revenues in our North America business, on an annualised basis.

10   Related parties

Related party relationships exist with the Group's subsidiaries, associates,
key management personnel, pension schemes and employee benefit trusts. A full
explanation of the Group's related party relationships is provided on page 206
of the Annual Report and Accounts 2022.

 

There are no material transactions with related parties or changes in the
related party transactions described in the last annual report that have had,
or are expected to have, a material effect on the financial performance or
position of the Group in the six-month period ended 31 March 2023.

Forward looking statement

This announcement contains forward-looking statements. These forward-looking
statements include all matters that are not historical facts. Statements
containing the words "believe", "expect", "intend", "may", "estimate",
"anticipate"; "will"; "plans", "aims", "projects"; "may"; "would"; "could";
"should" or, in each case, their negative and words of similar meaning are
forward-looking. Forward-looking statements include statements relating to the
following: (i) future capital expenditures, expenses, revenues, earnings,
synergies, economic performance, indebtedness, financial condition, dividend
policy, losses and future prospects; and (ii) business and management
strategies and the expansion and growth of the Company's operations. By their
nature, forward-looking statements involve risks and uncertainties that could
significantly affect expected results and are based on certain key assumptions
because they relate to events that may or may not occur in the future. We
caution you that forward-looking statements are not guarantees of future
performance and that the Group's actual financial condition, performance,
results of operations and cash flows, and the development of the industry in
which we operate, may differ materially from those made in or suggested by the
forward-looking statements contained in this document or other disclosures
made by us or on the Group's behalf, including as a result of the
macroeconomic and other impacts of Covid-19, economic and business cycles, the
terms and conditions of the Group's financing arrangements, foreign currency
rate fluctuations, competition in the Group's principal markets, acquisitions
or disposals of businesses or assets and trends in the Group's principal
industries.

 

In addition, even if the Group's financial condition, results of operations
and cash flows, and the development of the industry in which the Group
operates are consistent with the forward-looking statements in this
announcement, those results or developments may not be indicative of results
or developments in subsequent periods.  The forward-looking statements
contained in this announcement speak only as of the date of this announcement.
Except where required to do so under applicable law or regulatory obligations,
the Company and its Directors expressly disclaim any undertaking or obligation
to update or publicly revise any forward-looking statements whether as a
result of new information, future events or otherwise.

 

 

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.   END  IR UURRROAUVUUR

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