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REG - Tasty PLC - Preliminary Results <Origin Href="QuoteRef">TAST.L</Origin> - Part 2

- Part 2: For the preceding part double click  ID:nRSb6744Aa 

                                             
                                                                               2016           2015             
                                                                               Number '000    Number '000      
   Earnings per share have been calculated using the numbers shown below:                                      
   Weighted average ordinary shares (basic)                                    54,314         53,189           
   Dilutive shares to be issued in respect of option granted                   1,333          697              
   Weighted average ordinary shares (diluted)                                  55,647         53,886           
                                                                                                               
                                                                                                               
                                                                               2016           2015             
                                                                               £'000          £'000            
                                                                                                               
   Profit for the financial period                                             (848)          2,467            
 
 
Due to the loss created by the impairment of PPE, all share options are
considered anti-dilutive.  3,063,635 share options would otherwise be
considered dilutive (2015 - 1,263,785).  In the previous period 2,900,000
share options were excluded when calculating the adjusted diluted EPS as they
were anti-dilutive. 
 
11   Dividend 
 
No final dividend has been proposed by the Directors (2015 - nil). 
 
12   Intangibles 
 
                                   Trademarks  Goodwill  Total      
                                   £'000       £'000     £'000      
                                                                    
   At 28 December 2014             3           441       444        
                                                                    
   Additions                       28          -         28         
   Amortisation of trademarks      (2)         -         (2)        
                                                                    
   At 27 December 2015             29          441       470        
                                                                    
   Additions                       5           -         5          
   Amortisation of trademarks      (2)         -         (2)        
                                                                    
   At 1 January 2017               32          441       473        
 
 
The recoverable amount of goodwill has been determined on a value in use
basis.  This has been based on the performance of the units since they were
acquired and management's forecasts, which assume the sites will perform at
least as well as the market generally.  The forecast cash flows cover a period
of 5 years, assuming a growth rate of 2% and are discounted at a rate of 10%. 
Management has performed sensitivity testing on all inputs to the model and
noted no highly sensitive variables.  Goodwill has been allocated to CGUs as
follows; 
 
                            1 January 2017    27 December 2015      
                            £'000             £'000                 
                                                                    
   Shaftesbury Avenue       196               196                   
   Cambridge                130               130                   
   Stratford-upon-avon      65                65                    
   Loughton                 25                25                    
   Billiericay              25                25                    
                                                                    
                            441               441                   
 
 
13   Property, plant and equipment 
 
                              Leasehold improvements  Furniture fixtures and computer equipment  Assets in the course of construction  Total       
                              £'000                   £'000                                      £'000                                 £'000       
   Cost                                                                                                                                            
   At 28 December 2014        19,941                  6,965                                      196                                   27,102      
   Additions                  7,442                   2,134                                      239                                   9,815       
   Disposals                  -                       -                                          -                                     -           
   Transfers                  115                     49                                         (164)                                 -           
                                                                                                                                                   
   At 27 December 2015        27,498                  9,148                                      271                                   36,917      
                                                                                                                                                   
   Additions                  9,510                   1,626                                      187                                   11,323      
   Disposals                  -                       -                                          -                                     -           
   Transfers                  237                     -                                          (237)                                 -           
                                                                                                                                                   
   At 1 January 2017          37,245                  10,774                                     221                                   48,240      
                                                                                                                                                   
   Depreciation                                                                                                                                    
   At 28 December 2014        4,154                   2,557                                      -                                     6,711       
   Provided for the period    958                     752                                        -                                     1,710       
   Disposals                  -                       -                                                                                -           
   Impairment reversal                                -                                          -                                     -           
                                                                                                                                                   
   At 27 December 2015        5,112                   3,309                                      -                                     8,421       
                                                                                                                                                   
   Provided for the period    1,159                   884                                        -                                     2,043       
   Impairments                3,322                   254                                        -                                     3,576       
                                                                                                                                                   
   At 1 January 2017          9,593                   4,447                                      -                                     14,040      
                                                                                                                                                   
                                                                                                                                                   
                                                                                                                                                   
   Net book value                                                                                                                                  
   At 1 January 2017          27,652                  6,327                                      221                                   34,200      
                                                                                                                                                   
   At 27 December 2015        22,386                  5,839                                      271                                   28,496      
 
 
14   Prepaid operating leases 
 
                                       1 January 2017    27 December 2015      
                                       £'000             £'000                 
                                                                               
   Held within current assets          124               140                   
   Held within non-current assets      1,861             1,936                 
                                                                               
                                       1,985             2,076                 
 
 
Prepaid operating leases represent lease premiums paid on the acquisition of
sites, amortised evenly over the lease term. 
 
15   Investments 
 
                                                         £'000      
   Company                                                          
   At 28 December 2014                                   2,652      
   Share based payment in respect of subsidiary          133        
                                                                    
   At 27 December 2015                                   2,785      
                                                                    
   Share based payment in respect of subsidiary          100        
                                                                    
   At 1 January 2017                                     2,885      
 
 
The Company's investments are wholly related to a 100% ordinary shareholding
in Took Us a Long Time Limited, a company registered in England and Wales with
registered offices at 32 Charlotte Street, London.  Took Us a Long Time
Limited is primarily engaged with the operation of restaurants. 
 
16   Inventories 
 
                                      1 January 2017    27 December 2015      
                                      £'000             £'000                 
                                                                              
   Raw materials and consumables      927               774                   
   Crockery and utensils              1,538             1,038                 
                                                                              
                                      2,465             1,812                 
                                                                                
 
 
In the Directors' opinion there is no material difference between the
replacement cost of stocks and the amounts stated above.  Inventory purchased
and recognised as an expense in the period is £10,560,000 (2015 -
£8,410,000). 
 
17   Trade and other receivables 
 
                                          1 January 2017    27 December 2015      
                                          £'000             £'000                 
                                                                                  
   Trade receivables                      350               179                   
   Prepayments and other receivables      4,318             2,498                 
                                                                                  
   Total trade and other receivables      4,668             2,677                 
                                                                                  
   Less non-current portion               (278)             (148)                 
                                                                                  
                                          4,390             2,529                 
                                                                                  
                                                                                  
   Company                                                                        
   Amounts due from subsidiary            25,043            16,420                
                                                                                  
   Total trade and other receivables      25,043            16,420                
                                                                                  
   Classified as non-current              25,043            16,420                
                                                                                    
 
 
During the year the Company issued shares and passed the net proceeds of
£8,630,000 (2015 - £52,000) to its subsidiary. 
 
18   Trade and other payables 
 
                                      1 January 2017    27 December 2015      
                                      £'000             £'000                 
                                                                              
   Trade payables                     5,376             3,309                 
   Taxations and social security      1,640             1,142                 
   Accruals and deferred income       1,718             2,810                 
   Other payables                     429               482                   
                                                                              
                                      9,163             7,743                 
                                                                                
 
 
19   Provisions 
 
                              1 January 2017    27 December 2015      
                              £'000             £'000                 
                                                                      
   At 27 December 2015        45                55                    
   Utilisation in period      (10)              (10)                  
                                                                      
   At 1 January 2017          35                45                    
                                                                        
 
 
20   Deferred tax 
 
                                       1 January 2017    27 December 2015      
                                       £'000             £'000                 
                                                                               
   At 27 December 2015                 (882)             (615)                 
   Profit and loss charge              (84)              (267)                 
                                       (966)             (882)                 
                                                                               
                                                                               
   Accelerated capital allowances      (966)             (882)                 
   Tax losses carried forward          -                 -                     
   At 1 January 2017                   (966)             (882)                 
                                                                                 
 
 
21   Borrowings 
 
                                                            1 January 2017    27 December 2015      
                                                            £'000             £'000                 
   Current                                                                                          
   Secured bank borrowings                                  -                 750                   
                                                            -                 750                   
                                                                                                    
   Non-current                                                                                      
   Secured bank borrowings                                  7,000             5,000                 
                                                            7,000             5,000                 
                                                                                                    
                                                                                                    
                                                            7,000             5,750                 
                                                                                                    
                                                                                                    
   Maturity of secured bank borrowings                                                              
   Due within one year                                      -                 881                   
   Due In more than one year but less than two years        738               530                   
   Due In more than two years but less than five years      6,629             4,741                 
                                                            7,367             6,152                 
                                                                                                    
   Future interest payments                                 (367)             (402)                 
                                                                                                    
                                                            7,000             5,750                 
                                                                                                      
 
 
Bank borrowings comprise of a term loan of £7,000,000 (2015 - £5,000,000) and
an additional committed facility of £5,000,000 (2015 - £3,000,000) of which
£nil was drawn down at the balance sheet date.  There were no instances of
default, including covenant terms, in either the current or prior period.  The
bank loan is secured by a charge on Group assets and a cross guarantee from
the parent and subsidiary company.  The Company's maximum exposure to this
loan is shown above. 
 
22   Share capital 
 
                                                      Number        £'000        
                                                                                 
   Authorised, issued, called up and fully paid:                                 
   At 28 December 2014                                53,048,436    5,305        
   Exercise of share options                          166,888       17           
                                                                                 
   At 27 December 2015                                53,215,324    5,322        
                                                                                 
   Exercise of share options                          320,172       32,017       
   Share placing                                      6,210,000     621,000      
                                                                                 
   At 1 January 2017                                  59,745,496    5,975        
 
 
23   Reserves 
 
Share capital comprises of the nominal value of the issued shares. 
 
Share premium reserve is the amount subscribed in excess of the nominal value
of shares net of issue costs. 
 
Cumulative gains and losses recognised in the income statement are shown in
the Retained deficit reserves, together with other items taken direct to
equity. 
 
The merger reserve is the difference between the nominal value of shares
issued and the nominal value of shares acquired on merger. 
 
24   Capital commitments 
 
At the balance sheet date the Group and the Company had no capital commitments
which were contracted but not provided for (2015 - £nil). Capital commitments
relate to committed expenditure in respect of restaurants under construction. 
 
25   Operating lease commitments 
 
The total future value of minimum lease payments under non-cancellable
operating leases are shown below.  The receipts are from sub-tenants on
contractual sub-leases, the net position represents the cash liability of the
Group. 
 
                                           1 January 2017    27 December 2015      
                                           £'000             £'000                 
                                                                                   
   Within one year: payments               5,624             4,465                 
   Within one year: receipts               (230)             (230)                 
                                           5,394             4,235                 
                                                                                   
   Within two to five years: payments      22,170            17,679                
   Within two to five years: receipts      (920)             (920)                 
                                           21,250            16,759                
                                                                                   
   Over five years: payments               70,644            57,161                
   Over five years: receipts               (3,417)           (3,647)               
                                           67,227            53,514                
                                                                                   
                                           93,871            74,508                
                                                                                     
 
 
26   Pensions 
 
The Group, last year, made contributions of £nil to the personal pension plan
of the Directors. The total amount paid during the period was £nil.  During
the year the Group made contributions to employee pensions of £64,000 (2015 -
£52,000). 
 
27   Share based payments 
 
                            Weighted average exercise price    Number      
                            (pence)                            '000        
                                                                           
   At 28 December 2014      80.6                               3,114       
                                                                           
   Exercised                31.3                               (167)       
   Cancelled                112.0                              (20)        
   Granted                  114.0                              1,237       
                                                                           
   At 27 December 2015      92.4                               4,164       
                                                                           
   Exercised                84.7                               (665)       
   Cancelled                126.1                              (45)        
   Granted                  146.7                              210         
                                                                           
   At 1 January 2017        96.5                               3,664       
 
 
The exercise price of options outstanding at the end of the period ranged
between 31.5p and 147p (2015 - 31.5p and 139p) and their weighted average
remaining contractual life was 7 years (2015 - 8 years). 
 
Of the total number of options outstanding at the end of period 2,240,000
(2015 - 2,505,000) had vested and were exercisable at the end of the period
with a weighted average exercise price of 81p. 
 
The market price of the Company's ordinary shares as at 1 January 2017 was
144p and the range during the financial year was from 136.5p to 195p. 
 
On 11 November 2016 the Company issued 179,850 options in the Company Share
Option Plan ("CSOP").  These options have an exercise price of 147p, a vesting
period of 3 years and a contractual life of 10 years.  On 6 December 2016 the
Company issued a further 30,000 options in the CSOP with an exercise price of
145p, a vesting period of 3 years and a contractual life of 10 years. 
 
In the current period 665,000 (2015 - 166,888) options were exercised. The
weighted average share price at the date of exercise was 84.7p (2015 -
31.3p). 
 
The following information is relevant in the determination of the fair value
of options granted during the period under the equity settled shared based
remuneration schemes operated by the Group. 
 
                                                                                     
                                                           CSOP        CSOP          
                                                                                     
   Option pricing model used                               Binomial    Binomial      
   Weighted average share price at grant date (pence)      147.0       145.0         
   Exercise price                                          147.0       145.0         
   Vesting period                                          3 years     3 years       
   Contractual life                                        10 years    10 years      
   Expected volatility                                     23%         23%           
   Expected dividend growth rate                           0%          0%            
   Staff turnover                                          12%         12%           
                                                                                     
 
 
The volatility assumption, measured at the standard deviation of expected
share price returns, is based on a statistical analysis of daily share prices
over the last three periods. 
 
28   Financial instruments 
 
In common with all other businesses, the Group is exposed to risks that arise
from its use of financial instruments.  This note describes the Group's
objectives, policies and processes for managing those risks and the methods
used to measure them.  Further quantitative information in respect of these
risks is presented throughout these financial statements. 
 
The Group is exposed through its operations to the following financial risks: 
 
·     Credit risk 
 
·     Interest rate risk 
 
·     Liquidity risk 
 
The Group does not have any material exposure to currency risk or other market
price risk. 
 
There have been no substantive changes in the Group's exposure to financial
instrument risks, its objectives, policies and processes for managing those
risks or the methods used to measure them from previous periods unless
otherwise stated in this note. 
 
Principal financial instruments 
 
The principal financial instruments used by the Group, from which financial
instrument risk arises, are as follows:- 
 
·     loans and borrowings 
 
·     trade receivables 
 
·     cash and cash equivalents 
 
·     trade and other payables 
 
General objectives, policies and processes 
 
The Board has overall responsibility for the determination of the Group's risk
management objectives and policies. 
 
The overall objective of the Board is to set policies that seek to reduce risk
as far as possible without unduly affecting the Group's competitiveness and
flexibility.  Further details regarding these policies are set out below: 
 
Credit risk 
 
Credit risk is the risk of the financial loss to the Group if a customer or a
counterparty to a financial instrument fails to meet its contractual
obligations.  The Group is mainly exposed to credit risk from rebates from
suppliers. 
 
Trade and other receivables, which are neither past due nor impaired, are
disclosed in note 17 and represent the maximum credit exposure for the Group. 
 
The Group's principal financial assets are cash and trade receivables.  There
is minimal credit risk associated with the Group's cash balances.  Cash
balances are all held with recognised financial institutions.  Trade
receivables arise in respect of rebates from a major supplier and therefore
they are largely offset by trade payables.  As such the net amounts receivable
form an insignificant part of the Group's business model and therefore the
credit risk associated with them is also insignificant to the Group as a
whole. 
 
Liquidity risk 
 
Liquidity risk arises from the Group's management of working capital.  It is
the risk that the Group will encounter difficulty in meeting its financial
obligations as they fall due. 
 
The Group's policy is to ensure that it will always have sufficient cash to
allow it to meet its liabilities when they become due. 
 
The Group seeks to manage its financial risk to ensure that sufficient
liquidity is available to meet foreseeable needs both in the short and long
term (note 21).  The Board consider detailed cash flow forecasts together with
future obligations from capital projects in progress and the resulting impact
on its cash balances. 
 
Interest rate risk 
 
The Group seeks to minimise interest costs by regularly reviewing cash
balances. 
 
Interest rate risk arises from the Group's use of interest bearing financial
instruments.  This is the risk that the future cash flows of the financial
instrument will fluctuate because of changes in the interest rates. 
 
The Group is exposed to cash flow interest rate risk from long term borrowings
at variable rate.  The Group does not seek to fix interest rates on these
borrowings because the Board considers the exposure to the interest rate risk
to be acceptable. 
 
Surplus funds are invested in interest bearing, instant access bank accounts. 
The Group also holds short term deposit accounts in relation to tenant
deposits received on sublet sites. 
 
Loans and borrowings 
 
The Group has a loan facility with Barclays Bank Plc.  Under the terms of the
facility the Group may borrow up to a maximum of £5.0m on flexible loan terms
and £7.0m on a 5 year fixed term.  Interest on this facility is charged at
1.7% above LIBOR plus a variable charge for mandatory associated costs of the
lender for all amounts drawn down, with a 0.68% charge on any amounts of the
facility that is not drawn down. 
 
At 1 January 2017 if the Bank of England base rate had been 1% higher / lower
with all other variables held constant this would not have resulted in any
significant variance in the profit or loss or net assets of the Group. 
 
The bank loans are secured by a legal charge over the issued share capital of
the Group companies, a legal charge over all the Group's trading sites, and a
cross guarantee between Group companies. 
 
Capital disclosures 
 
The Group considers its capital to comprise the ordinary share capital, share
premium and retained earnings. 
 
The Group's objective when maintaining capital is to safeguard the entity's
ability to continue as a going concern, so that it can continue to provide
returns for shareholders and benefits for other stakeholders. 
 
The Group manages its capital structure and makes adjustments to it in the
light of strategic plans.  In order to maintain or adjust the capital
structure, the Group may adjust the amount of dividends paid to shareholders,
return capital to shareholders or issue new shares. 
 
29   Related party transactions 
 
The Directors are considered to be the key management personnel.  Details of
directors remuneration is shown in note 8. 
 
The Group pays rent and associated insurance to a number of companies
considered related parties by virtue of the interests held by the directors in
such companies.  The Group also reimburses expenses incurred by such companies
on behalf of the Group. The Group receives income from related parties for
fees in relation to consultancy services offered. 
 
                                         53 weeks ended 1 January 2017    52 weeks ended 27 December 2015      
                                         £'000                            £'000                                
                                                                                                               
   Rent and insurance                                                                                          
   -      Kropifko Properties Ltd        (380)                            (371)                                
   -      KLP Partnership                (152)                            (336)                                
   -      ECH Properties Ltd             (68)                             (69)                                 
   -      Proper Proper T Ltd            (105)                            -                                    
                                                                                                               
   Expenses reimbursed                   (8)                              (6)                                  
   Income                                -                                -                                    
                                                                                                               
                                                                                                               
   Balance due to related parties        -                                4                                    
   Balance due from related parties      -                                -                                    
 
 
The rent paid to related parties are considered to be a reasonable reflection
of the market rate for the properties. 
 
30   Reconciliation of profit before tax to net cash inflow from operating
activities 
 
                                                             53 weeks ended 1 January 2017    52 weeks ended 27 December 2015      
                                                             £'000                            £'000                                
   Group                                                                                                                           
   Profit before tax                                         (88)                             3,067                                
   Finance income                                            (1)                              (9)                                  
   Finance expense                                           214                              116                                  
   Share based payment charge                                100                              133                                  
   Depreciation and impairment                               6,034                            1,710                                
   Amortisation of intangible assets                         2                                2                                    
   Onerous lease provision movement                          (10)                             (10)                                 
   (Increase) / decrease in inventories                      (653)                            (761)                                
   (Increase) / decrease in trade and other receivables      (1,330)                          (535)                                
   Increase / (decrease) in trade and other payables         1,100                            1,363                                
                                                                                                                                   
                                                             5,368                            5,076                                
                                                                                                                                 
                                                                                                                                               
 
 
This information is provided by RNS
The company news service from the London Stock Exchange

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