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REG - Tate & Lyle PLC - Half-year Report

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RNS Number : 8595S  Tate & Lyle PLC  09 November 2023

 

Half-year results for the six months to 30 September 2023

Robust revenue, profit and cash performance

 

 

 Adjusted performance(1)                                 Statutory performance
                                     2023      vs 2022                                       2023      vs 2022
 Revenue                             £857m     4%        Revenue                             £857m     1%
    Food & Beverage Solutions        £707m     5%           Food & Beverage Solutions        £707m     2%
    Sucralose                        £89m      (5)%         Sucralose                        £89m      (9)%
 EBITDA                              £178m     7%           Primary Products Europe          £61m      - %
    Food & Beverage Solutions        £153m     10%
    Sucralose                        £28m      (14)%
 EBITDA margin                       20.8%     70bps
 Share of profit of Primient         £17m      32%
 Profit before tax                   £156m     16%       Operating profit                    £123m     8%
 Earnings per share                  30.1p     19%       Profit before tax                   £130m     92%
 Free cash flow                      £77m      £15m      Diluted earnings per share          25.4p     90%

 

 

Key highlights

·    Revenue growth +4%, with Food & Beverage Solutions (FBS) +5%

·    Adjusted EBITDA +7%, driven by mix management, pricing, productivity
and cost discipline

·    Adjusted profit before tax +16%, strong FBS growth, increased Primient
share of profit, lower finance charges

·    Free cash flow(1) £77m, £15m higher reflecting cash conversion of
69%, 14ppts higher

·    Investment in innovation and solution selling 11% higher

·    Solutions new business wins by value up 4ppts to 22% of pipeline

·    Major investment underway in new capacity for dietary fibres at
manufacturing facility in Slovakia

·    0.8p increase in interim dividend, up to 6.2p per share; reflecting
one third of prior year full-year dividend

 

 

Nick Hampton, Chief Executive said:

"Tate & Lyle delivered a robust financial performance in the first half
despite challenging market conditions and made good progress on its
growth-focused strategy.

 

Food & Beverage Solutions performed well with double-digit profit growth.
 Revenue was higher benefiting from a combination of our focus on mix and
margin expansion as well as the recovery of inflation, partially offset by
softer consumer demand and customer de-stocking.  In Sucralose, underlying
customer demand remained steady with the lower first-half performance
reflecting the phasing of orders in the comparative period.

 

To deliver our commitment to 'Science, Solutions, Society', we increased
investment in innovation and solution selling, announced a major expansion of
growth capacity for dietary fibres, and expanded the use of renewable energy
across our operations.  These investments strengthen customer partnerships
and drive long-term growth.

 

The strategic re-positioning of Tate & Lyle to focus on speciality food
and beverage solutions is enhancing the quality of the business and driving
performance.  Our strong ingredient portfolio and solutions capabilities in
sweetening, mouthfeel and fortification mean we are well-placed to benefit
from the long-term trends towards healthier, tastier and more sustainable food
and drink."

 

1.    Revenue growth, adjusted EBITDA and adjusted EBITDA margin, share of
adjusted profit of Primient, adjusted earnings per share, free cash flow,
return on capital employed (ROCE), net debt and net debt to EBITDA are
non-GAAP measures (see pages 8 to 11). Changes in adjusted performance metrics
are in constant currency and for continuing operations

 

 

Outlook

We expect to deliver progress in-line with our five-year ambition to 31 March
2028 with revenue reflecting both strategic momentum and the impact of the
expected pass through of input cost deflation in the second half.  Therefore,
for the year ending 31 March 2024, in constant currency, we expect to deliver:

 

·    Revenue slightly ahead of the prior year; and

·    EBITDA growth of 7% to 9%.

 

We continue to expect stronger profits from our minority holding in Primient.

 

Overview

Our business

 

Tate & Lyle is a growth-focused speciality food and beverage solutions
business with a strong sense of purpose and clear strategic focus.

 

·  Global leader in sweetening, mouthfeel and fortification, creating
solutions for our customers to meet growing consumer trends for healthier food
and drink.

·    Science-driven business, with an established record of innovation and
scientific expertise.

·   Well-balanced and global business with a strong presence in developed
markets and a platform for accelerated growth in the large markets of Asia,
Middle East, Africa and Latin America.

·    Strong balance sheet providing flexibility to invest for growth, and
an experienced management team with a track record of delivery.

 

Tate & Lyle has been re-positioned to be at the centre of the future of
food, operating in segments of the market which are seeing significant growth.
 This supports our five-year financial ambition to 31 March 2028, to deliver:

 

·    Revenue growth of 4% to 6% each year

·    Adjusted EBITDA growth of 7% to 9% each year

·    Improved return on capital employed by up to 50 basis points on
average each year

·    US$100m of productivity savings.

 

As stated at our Capital Markets Event on 8 February 2023, revenue growth is
on an underlying basis excluding the impact of abnormal inflation and
deflation.

 

We also have the potential to further accelerate growth through partnerships
and M&A.

 

Delivering our growth-focused strategy

 

We continued to invest in the first half to progress our growth-focused
strategy in line with our commitment to 'Science, Solutions, Society'.

 

Science

·   Investment in innovation and solutions selling was 11% higher, with
investments in new customer-facing labs, new technology and strengthening
capabilities in areas such as sensory and open innovation.

·   New Product revenue was up 18% on a like-for-like basis (i.e. no
products are removed from disclosure due to age) with strong growth in the
mouthfeel platform; revenue was broadly in line on a reported basis.

·  We expanded our sweetener portfolio by launching TASTEVA(®) SOL Stevia
Sweetener, a patent-protected breakthrough in stevia technology to help
customers solve stevia solubility challenges.

·   New automated lab established at our Customer Innovation and
Collaboration Centre in Singapore with advanced technology to accelerate the
development and speed-to-market of mouthfeel solutions.

·    We added 18 patents to our patent portfolio and now have over 500
patents granted and over 320 pending.

 

Solutions

·   The value of solutions-based new business wins increased by 4ppts to
22% of revenue, with strong solutions performance in Asia, Middle East, Africa
and Latin America.

·    Value of new business pipeline increased by 1%, with 38% of the total
pipeline coming from New Products.

·   We opened a new Customer Innovation and Collaboration Centre in
Jakarta, Indonesia, bringing our global network of Centres to seventeen.

·   Investment programme underway to add new capacity for non-GMO
PROMITOR(®) Soluble Fibres in Boleráz, Slovakia.  Production of fibres from
the first phase, a €25 million investment, will start in mid-2024.

Society

·    We advanced our sustainability agenda:

−  Our production facility in Guarani, Brazil became our first site to be
100% powered by renewable energy.

−  Our production facilities in the Netherlands, UK and Italy are buying
100% of their electricity from renewable sources.

−  Intervention programmes are underway with corn farmers in the US, such
as managing nitrogen levels in the soil to increase crop yields, improve soil
health and minimise the impact on local watersheds.

−  Around 90% of all waste generated is being beneficially used.

·    45% of leadership and management roles (~500 positions) are held by
women.

·   Since 31 March 2020, our low- and no-calorie sweeteners and our fibres
have removed 7.0 million tonnes of sugar from people's diets, equivalent to 28
trillion calories.

 

Strong cash generation

 

Free cash flow was £15 million higher at £77 million, benefiting from an
improvement in working capital of

£47 million. Capital expenditure increased by £20 million to £46 million to
deliver capacity expansion in our Food & Beverage Solutions business,
particularly for dietary fibres in Europe.  Overall, cash conversion
increased to 69%, 14ppts higher.  We are on track to deliver our ambition to
increase the conversion of our profit into cash to 75% over the five years to
31 March 2028.

 

At 30 September 2023, net debt was £249 million, £11 million higher than at
31 March 2023, with net debt to EBITDA at 0.8x, and liquidity of over £1.0
billion.

 

Productivity

 

We have made a good start to our US$100 million five-year productivity target
to 31 March 2028, with savings delivered in the first half of US$17 million
from areas such as operational efficiencies, supply chain and other cost
savings.  We expect benefits from this programme for the full-year to be more
than US$25 million.

 

Group performance

 

 Revenue               Adjusted EBITDA
 Half-year  Change(1)  Half-year           Change(1)
 £857m      4%         £178m      7%

1  Growth in constant currency.

 

Overview

 

The Group delivered a robust financial performance.  Revenue was up 4%
reflecting good mix management, pricing and the recovery of inflation.
 Adjusted EBITDA was 7% higher with adjusted profit before tax 16% higher.

 

Food & Beverage Solutions performed well delivering revenue growth,
particularly in Europe, and adjusted EBITDA growth.  The underlying
performance of the Sucralose business remained steady, with the phasing of
orders into the comparative period resulting in lower profits.  The
optimisation of Primary Products Europe is continuing with losses
significantly reduced.

 

We continued to intentionally reset Tate & Lyle as a growth-focused
speciality business through a focus on revenue growth and margin expansion,
ahead of volume, by way of solution selling (by value up 4ppts to 22% for new
business wins), mix management and pricing. This approach, together with
softer consumer demand, customer de-stocking and the ongoing transition of
capacity out of Primary Products Europe combined to deliver 4% revenue growth.

 

Following consecutive periods of high input cost inflation which significantly
accelerated revenue growth, we are now seeing input cost deflation with
revenue in the second half expected to reflect the pass through of these lower
costs as customer contracts for the 2024 calendar year are renewed.

 

For Primient, the adjusted share of joint venture profit was £17 million, 32%
higher. Operating performance improved, supported by robust demand for
sweetener products, strong 2023 calendar year contracting and improving
operational performance, while increased interest rates drove finance charges
higher.  We expect continued improvement in performance in the second half of
the 2024 financial year.  Tate & Lyle received US$17 million in cash
dividends from Primient in the half, with a further US$37 million cash
dividend received on 2 November 2023.

 

Reporting segments

Food & Beverage Solutions

83% of Group revenue and 86% of Group adjusted EBITDA

 

                                                    Revenue                  Revenue Drivers          Adjusted EBITDA
                                                    Half-year     Change(1)  Volume(2)  Price Mix(2)  Half-year  Change(1)
 North America                                £334m        2%                (8)%       10%           -          -
 Asia, Middle East, Africa and Latin America  £200m        1%                (8)%       9%            -          -
 Europe                                       £173m        19%               (6)%       25%           -          -
 Total                                        £707m        5%                (8)%       13%           £153m      10%

 

Revenue was 5% higher in constant currency at £707 million.  Lower volume
from softness in consumer demand and customer destocking led to 8ppts
reduction in revenue. Price mix increased revenue by 13ppts, reflecting 6ppts
from our focus on strategic mix management and solution selling and 7ppts from
the pass-through of input cost inflation (including higher corn costs).

 

Looking at the three regions, North America revenue was stable, Asia, Middle
East, Africa and Latin America was mixed with pockets of growth and some
regional challenges, while Europe was strong reflecting the pricing through of
significant input cost inflation.

 

·    North America: Revenue was 2% higher.  We saw good gains in the
beverage, confectionery, and bakery categories, particularly with our largest
customers.  However, cost of living pressures on consumers and customer
destocking led to softer demand.

·    Asia, Middle East, Africa and Latin America: Revenue was 1% higher.
 In Asia, revenue was broadly in line with the comparative period.  Revenue
growth in China was robust supported by good growth in the dairy category,
while revenue was lower in both south-east and north Asia.  In Latin America,
revenue declined driven by lower priced imports from outside the region,
especially in Mexico, while revenue from central America was solid.  In
Middle East and Africa, strong demand in north and west Africa more than
offset weaker demand in southern Africa.

·    Europe: Revenue was 19% higher.  We saw good revenue growth across
all categories, especially in dairy.  We continued to exit some low margin
business and saw increased competition from imports from outside the region.

 

Adjusted EBITDA was up 10% in constant currency at £153 million benefiting
from mix management and the pricing through of input cost inflation.  This,
together with the benefit from productivity and strong cost control, saw
adjusted EBITDA margins expand by 90bps in constant currency.  The effect of
currency translation decreased adjusted EBITDA by £5 million.

 

1     Growth in constant currency.

2     To reflect the underlying drivers of revenue growth, the total
percentages for volume and price mix have been adjusted by 5ppts to exclude
the impact from our focus on mix management and margin expansion.  Without
this adjustment, the values for both volume and price mix would be 5ppts
greater.

 

Innovation and solution selling

 

 Investment                       New Product Revenue                 Solutions
 Innovation and solution selling  Value    Growth   % of FBS revenue  % of new business wins
 11%                              £109m    (1)%     15%               22%

 

Revenue from New Products was 1% lower.  On a like-for-like basis, which
assumes the same ingredients are included in New Products revenues in both the
current and comparative periods (i.e. no products are removed from New Product
disclosure due to age), New Products revenue was 18% higher.  On this
like-for like basis, the mouthfeel platform saw good growth, reflecting growth
in clean label starches and cost optimisation, while Quantum helped to
accelerate growth in fortification.

 

Investment in innovation and customer-facing solution selling capabilities
including sensory and open innovation was 11% higher.  Targeted programmes to
develop new ways of working with customers and build stronger solutions-based
partnerships helped increase solutions new business wins by value to 22%.  We
have set an ambition to increase this to 32% over the five years to 31 March
2028.

 

 

Sucralose

10% of Group revenue and 15% of Group adjusted EBITDA

 

 Revenue               Revenue Drivers      Adjusted EBITDA
 Half-year  Change(1)  Volume    Price Mix  Half-year  Change(1)
 £89m       (5)%       (8)%      3%         £28m       (14)%

 

Underlying customer demand for Sucralose remained steady.  We delivered
attractive returns however revenue and adjusted EBITDA were lower than the
comparative period which benefited from the phasing of orders into the half.
 Revenue declined by 5% reflecting more normal phasing and the recovery of
inflation.  EBITDA declined as cost inflation across a range of inputs
increased production costs and multi-year contracts with our larger customers
limited our near-term recovery of these increases.  Currency translation
decreased adjusted EBITDA by £1 million.

 

 

Primary Products Europe

7% of Group revenue and (1%) of Group adjusted EBITDA

 

 Revenue               Revenue Drivers      Adjusted EBITDA
 Half-year  Change(1)  Volume    Price Mix  Half-year  Change(1)
 £61m       (2)%       (25)%     23%        £(3)m      51%

 

We continue to optimise the financial performance of Primary Products Europe
through the transition of capacity to speciality ingredients.  Lower volume
also reflected reduced co-products.  Revenue was slightly lower partially
mitigated by improved pricing from more favourable market conditions and the
recovery of input cost inflation.  Adjusted EBITDA losses were significantly
reduced.

 

 

1  Growth in constant currency.

 

Webcast details

Following this statement's release on 9 November 2023 at 07.00am (UK time), a
live webcast will be held at 10.00am via this link
(https://event.on24.com/wcc/r/4398904/0D4F978DCC69E608B89685D1E6C18FE6) . A
replay of the webcast and presentation will be made available afterwards at
this link (https://tateandlyle-events.com/watch/half-year-sep2023) .  Only
sell-side analysts and any pre-registered buy-side investors will be able to
ask questions during the Q&A session.  Sell-side analysts will be
automatically pre-registered.  To pre-register, please contact Lucy Huang
at lucy.huang@tateandlyle.com (mailto:lucy.huang@tateandlyle.com) .

 

Commentary on the financial statements

 

 

 Six months to 30 September                          2023             Constant

        currency
                                                     £m      2022     change

         %
                                                             £m
 Adjusted EBITDA
    Food & Beverage Solutions                        153     144      10%
    Sucralose                                        28      34       (14%)
    Primary Products Europe                          (3)     (6)      51%
 Adjusted EBITDA                                     178     172      7%
 Depreciation and adjusted amortisation              (35)    (35)     (3%)
 Adjusted operating profit                           143     137      8%
 Net finance expense                                 (4)     (11)     64%
 Adjusted share of profit of Primient joint venture  17      13       32%
 Adjusted profit before tax                          156     139      16%

 

Net finance expense

 

Net finance expense at £4 million was 64% lower in constant currency, mainly
reflecting higher net income on the Group's cash balances.  Because almost
all of the Group's borrowings in the year were at fixed rates of interest, the
Group was not exposed to significant changes in interest rates on its
borrowings.

 

Exceptional items

 

Net exceptional charges of £8 million were included in profit before tax.
 Of these costs, £7 million related to organisational improvements to the
Food & Beverage Solutions business and activities to drive productivity
savings.  Exceptional cash outflows for the period totalled £11 million.
(For more information see Note 5).

 

Adjusted share of profit of Primient joint venture

 Six months to 30 September                                      2023              Constant

         currency
                                                                 £m      2022(1)   change

          %
                                                                         £m
 Adjusted operating profit                                       73      48        59%
 Net finance expense                                             (46)    (35)      (38%)
 Adjusted share of profit from its own joint ventures after tax  10      18        (41%)
 Adjusted profit before tax                                      37      31        25%
 Adjusted share of profit of Primient joint venture(2)           17      13        32%

1     Reclassification adjustment: adjusted operating profit has been
increased by £5 million and adjusted share of profit from its own joint
ventures after tax reduced by the same amount.

2     The Group's share of the adjusted profit of Primient joint venture is
based on profit after tax. Primient is a US partnership (so its partners
rather than Primient itself are responsible for tax on its US income), tax of
£4 million (2022 - £5 million) has been deducted from profit before tax
relating to tax on income earned by Primient's Brazilian subsidiary.

 

Adjusted operating profit was 59% higher in constant currency at £73 million
reflecting robust demand for sweeteners, strong 2023 calendar year contracting
and improved operational performance in Primient's plants.  Net finance
expense increased in the half reflecting higher US interest rates.  Lower
profits in Primient's own joint ventures reflected lower volumes in Covation
PDO, and adverse foreign currency impacts in Almex.

 

Tate & Lyle received a cash dividend from Primient of US$17 million in the
half.  A further cash dividend of US$37 million was paid on 2 November 2023
bringing the total dividend for the year to-date to US$54 million.

 

Taxation

 

The adjusted effective tax rate for the period was 21.9% (2022 - 21.9%).
 Looking ahead, we continue to expect the adjusted effective tax rate for the
year ending 31 March 2024 to be one to two percentage points higher than the
full-year effective tax rate for the prior year of 19.9%.  The expected
increase in the full-year rate reflects more profit taxed in higher rate
jurisdictions and the increase in the rate of UK corporation tax from 19% to
25%.

 

The reported effective tax rate (on statutory earnings) for the period was
21.3% (2022 - 18.4%). The lower rate in the comparative period was due to
higher tax deductions on exceptional items recorded by Primient.

 

Earnings per share

 

Adjusted earnings per share at 30.1p were 19% higher (in constant currency).
 This increase reflects 16% higher profits after tax and benefit from a lower
weighted number of shares of 3ppts, reflecting the share consolidation
completed on 3 May 2022.  Statutory diluted earnings per share for continuing
operations increased significantly to 25.4p (2022 - 13.3p), reflecting mainly
higher exceptional costs in, and therefore a lower share of profit from, joint
ventures in the comparative period.

 

Return on capital employed (ROCE)

 

ROCE for the 12 months ended 30 September 2023 at 16.8% was lower than the 12
months ended 31 March 2023, reflecting the impact of the acquisition of
Quantum part way through the comparative period. ROCE increased by 10bps on an
organic basis.

 

Dividend

 

In line with the policy announced in our Capital Markets Event in February
2023 that interim dividends will be at the level of one third of the previous
year's full-year dividend, the Board has approved an interim dividend for the
six months to 30 September 2023 of 6.2p (2022 - 5.4p) per share.  This
dividend will be paid on 5 January 2024 to all shareholders on the Register of
Members on 24 November 2023.  As well as the cash dividend option,
shareholders will be offered a Dividend Reinvestment Plan alternative.

 

Within the context of its growth-focused strategy the Board operates a
progressive dividend policy with the overall aim of balancing growing the
dividend with further strengthening dividend earnings and cash cover over the
medium term.

 

Cash flow, net debt and liquidity

 

Free cash flow was £77 million (2022 - £62 million), an increase of £15
million. This reflected both higher profits and a strong focus on cash
generation which delivered a £47 million improvement in net working capital
compared to the comparative period.  Investments in infrastructure, capacity
and technology drove capital expenditure to £46 million, £20 million higher
in the period.  Overall, cash conversion for the period improved by 14ppts to
69%(1).

 

Looking ahead, we continue to expect capital expenditure for the year ending
31 March 2024 to be in the

£90 million to £100 million range.

 

Net debt at 30 September 2023 was £249 million, £11 million higher than at
31 March 2023.  Strong free cash flow generation and dividends received from
Primient of US$17 million were more than offset by outflows including the
payment of the final dividend to shareholders of £52 million and payments in
respect of share incentive schemes of £25 million.  In April 2023, to reduce
interest costs and in line with on-going balance sheet optimisation, the Group
repaid a US private placement debt floating rate note of US$95 million ahead
of its maturity using cash.  On 30 October 2023, a US$25 million US private
placement 3.83% fixed rate note was repaid on maturity using cash.

 

At 30 September 2023, the Group had access to £1.0 billion of available
liquidity through readily available cash and cash equivalents and access to a
committed, undrawn revolving credit facility of US$800 million (£655
million). Reported leverage at 30 September 2023 was 0.8 times net debt to
EBITDA.  On a covenant testing basis, the net debt to EBITDA ratio was 0.6
times, which was much lower than the covenant threshold of 3.5 times.

 

1 Free cash conversion calculated as: free cash flow before capital
expenditure divided by adjusted EBITDA

 

Non-GAAP measures

Some performance discussion and narrative in this announcement includes
measures which are not defined by generally accepted accounting principles
(GAAP) such as IFRS.  The Group believes this information, together with
comparable GAAP measures, is useful to investors in providing a basis for
measuring our operating performance, cash generation and financial strength.
 The Group uses these alternative performance measures for internal
performance analysis and incentive compensation arrangements for employees.
 These measures are not defined terms and may therefore not be comparable
with similarly-titled measures reported by other companies.  Wherever
appropriate and practical, reconciliations are provided to relevant GAAP
measures.

Alternative performance measures are used for and refer to continuing
operations only.

The Group uses constant currency percentages and movements, using constant
exchange rates which exclude the impact of fluctuations in foreign currency
exchange rates.  We calculate constant currency values by retranslating
current year results at prior year exchange rates into British Pounds.  The
average and closing US dollar and Euro exchange rates used to translate
reported results were as follows:

 

                             Average rates     Closing rates
 Six months to 30 September  2023     2022     2023     2022
 US dollar : sterling        1.26     1.21     1.22     1.11
 Euro : sterling             1.16     1.17     1.15     1.14

 

Items adjusted in alternative performance income statement measures
(Adjustment items)

 

Several alternative performance measures are adjusted to exclude items due to
their size, nature and / or frequency of occurrence.

1.  Adjusted items excluded from earnings before interest, tax, depreciation
and amortisation (adjusted EBITDA) are: exceptional items (as they are
material in amount; and are outside the normal course of business or relate to
events which do not frequently recur), amortisation of acquired intangible
assets and the unwind of fair value adjustments.

2.  Additional adjusted items excluded from adjusted profit after tax are:
tax on the above items and tax items that themselves are exceptional as they
meet these definitions.  For tax items to be treated as exceptional, amounts
must be material and their treatment as exceptional enable a better
understanding of the Group's underlying financial performance.  Included in
adjusted profit after tax is the adjusted share of profit of Primient (the
Group's non-controlling joint venture interest, where the results of Primient
have been adjusted for items meeting the Group's definitions herein).

 

Income statement measures

 

Adjusted revenue change

 

Adjusted revenue growth refers to the change in revenue for the period, in
constant currency.  This is analysed between the drivers of revenue growth
attributable to:

 

1.  Volume - this means, for the applicable period, the change in revenue in
the period attributable to volume excluding those related to the
re-positioning of the Food & Beverage Solutions business through a focus
on mix management and margin expansion.

2.  Price mix - this means, for the applicable period, the change in revenue
in such period calculated as the sum of i) the change in revenue attributable
to changes in prices during the period; and ii) the change in revenue
attributable to the composition of revenue in the period, including the volume
effect of the impact of the re-positioning of the Food & Beverage
Solutions business through a focus on mix management and margin expansion.

 

In the narrative where acquisitions are referred to in explaining revenue
growth, this means changes in revenue resulting from acquisitions.

Adjusted EBITDA

 

Adjusted EBITDA is used as the Group's primary profit measure for internal
performance analysis.  Adjusted EBITDA is calculated as follows:

 

 Six months to 30 September            2023    2022

                                       £m      £m
 Operating profit                      123     114
 Depreciation                          29      29
 Amortisation                          18      18
 Exceptional items                     8       11
 Unwind of fair value adjustments      -       -
 Adjusted EBITDA                       178     172
 Revenue                               857     849
 Adjusted EBITDA margin                20.8%   20.2%

 

Adjusted earnings per share

 

Adjusted earnings per share (adjusted EPS) is calculated as the adjusted
profit for continuing operations attributable to shareholders' equity divided
by the diluted average number of ordinary shares.  In calculating adjusted
profit attributable to shareholders' equity, net profit attributable to
shareholders' equity is adjusted to eliminate the post-tax impact of all
excluded adjustment items. Refer to note 8 for reconciliation of net profit
attributable to shareholders' equity to adjusted profit attributable to
shareholders equity.

 

Change in adjusted earnings per share is shown in constant currency.

 

Cash flow measure

The Group also presents an alternative cash flow measure, 'free cash flow'
which is defined as cash generated from operating activities after net capital
expenditure, net interest and tax payments, and excludes the impact of
exceptional items, tax payments on behalf of Primient and the impact of
acquisitions and disposals.

The reconciliation of net cash flow from operating activities to free cash
flow is as follows:

 

 Six months to 30 September                                                  2023    2022

                                                                             £m      £m
 Net cash flow from operating activities                                     86      38
 Capital expenditure (net)                                                   (46)    (26)
 Tax paid in respect of Primient partnership                                 4       4
 Exceptional cash flows(1)                                                   23      52
 Interest received                                                           10      2
 Collection on behalf of previous owners of Quantum and share based payment  -       (15)
 adjustment
 Free cash flow attributable to discontinued operations                      -       7
 Free cash flow                                                              77      62

1. Includes exceptional cash flow of £11 million (2022 - £37 million) and
tax paid in relation to gain on disposal of Primient of £12 million (2022:
£15 million)

 

 Six months to 30 September               2023    2022

                                          £m      £m
 Adjusted EBITDA                          178     172
 Adjusted for
    Changes in working capital            (28)    (75)
    Capital expenditure (net)             (46)    (26)
    Net retirement benefit obligations    (3)     (3)
    Net interest and tax paid             (30)    (13)
    Share-based payment charge            8       7
    Other non-cash movements              (2)     -
 Free cash flow                           77      62

 

Financial strength measures

 

The Group uses three financial metrics as key performance measures to assess
its financial strength. These are net debt, the net debt to EBITDA ratio and
the return on capital employed ratio. For the purposes of KPI reporting, the
Group uses a simplified calculation of these KPIs to make them more directly
related to information in the Group's financial statements.

 

All ratios are calculated based on unrounded figures in £ million.

 

Net debt

Net debt is a measure that provides valuable additional information on the
summary presentation of the Group's net financial liabilities.  Net debt is
defined as the excess of borrowings and lease liabilities over cash and cash
equivalents.

The components of the Group's net debt are as follows:

                            At             At

                            30 September   31 March

                            2023           2023

                            £m             £m
 Borrowings                 (588)          (659)
 Lease liabilities          (52)           (54)
 Cash and cash equivalents  391            475
 Net debt                   (249)          (238)

 

Net debt to EBITDA ratio

 

The net debt to EBITDA ratio shows how well a company can cover its debts if
net debt and EBITDA are held constant.

 

The net debt to EBITDA ratio is as follows:

 

                                          At             At

                                          30 September   31 March

                                          2023           2023

                                          £m             £m
 Calculation of net debt to EBITDA ratio
 Net debt                                 249            238
 Adjusted EBITDA                          326            320
 Net debt to EBITDA ratio (times)         0.8            0.7

 

 

Return on capital employed (ROCE)

 

Return on capital employed (ROCE) is a measure of the return generated on
capital invested by the Group.  The measure encourages compounding
reinvestment within business and discipline around acquisitions, as such it
provides a guardrail for long-term value creation.  ROCE is a component of
the Group's five-year performance ambition to 31 March 2028 and is used in
incentive compensation.

 

ROCE is calculated as underlying operating profit excluding exceptional items
divided by the average invested operating capital (calculated as the average
for each month of goodwill, intangible assets, property, plant and equipment,
working capital, provisions and non-debt related derivatives). As such the
average invested operating capital is derived from the management balance
sheet and does not reconcile directly to the statutory balance sheet.  All
elements of average invested operating capital are calculated in accordance
with IFRS.

 

                                                             30 September  31 March
                                                             2023          2023
 Twelve months ended                                         £m            £m
 Adjusted EBITDA                                             326           320
 Deduct:
   Depreciation                                              (59)          (59)
   Amortisation                                              (36)          (36)
   Unwind of fair value adjustments                          (1)           (1)
 Profit before interest, tax and exceptional items for ROCE  230           224

 Average invested operating capital                          1 366         1 278
 ROCE %                                                      16.8%         17.5%

 

 

Changes to the Board of Directors

 

·   Dr Gerry Murphy stepped down as Chair of the Board on 1 September 2023.
 The Board appointed Warren Tucker as Interim Chair from that date.

·   On 8 November 2023, it was announced that David Hearn was appointed as a
Director and Chair of the Tate & Lyle Board from 1 January 2024.  On his
appointment, Warren Tucker will step down as Interim Chair but will continue
to serve as a non-executive director and as Chair of the Audit Committee.

·   Mr Paul Forman, the Senior Independent Director and who led the Chair's
succession process, will retire from the Board on 31 December 2023 having
served his nine-year term.  As previously announced, Kimberly (Kim) Nelson
will become Senior Independent Director on 1 January 2024.

 

Cautionary statement

This statement of Half-Year Results for the six months to 30 September 2023
(Statement) contains certain forward-looking statements with respect to the
financial condition, results, operations and businesses of Tate & Lyle
PLC. These statements and forecasts involve risk and uncertainty because they
relate to events and depend upon circumstances that will occur in the future.
There are a number of factors that could cause actual results or developments
to differ materially from those expressed or implied by these forward-looking
statements and forecasts.  A copy of this Statement can be found on our
website at www.tateandlyle.com. A hard copy of the Statement is also available
from the Company Secretary, Tate & Lyle PLC, 5 Marble Arch, London W1H
7EJ.

 

Enquiries

 

For more information contact Tate & Lyle PLC:

Christopher Marsh, VP Investor Relations

Tel: Mobile: +44 (0) 7796 192 688

 

Nick Hasell, FTI Consulting (Media)

Tel: Mobile: +44 (0) 7825 523 383

 

CONDENSED (INTERIM) CONSOLIDATED INCOME STATEMENT (UNAUDITED)

 

 

                                                             Six months to      Six months to      Year to

31 March
                                                             30 September        30 September

                  2023
                                                              2023              2022
£m

£m
£m
                                                     Notes
 Continuing operations                                       857                849                1 751

 Revenue                                             4

 Operating profit                                            123                114                196
 Finance income                                              9                  4                  12
 Finance expense                                             (13)               (15)               (32)
 Share of profit/(loss) of joint venture                     11                 (35)               (24)
 Profit before tax                                           130                68                 152
 Income tax expense                                  6       (28)               (12)               (25)
 Profit for the period - continuing operations               102                56                 127
 Profit for the period - discontinued operations             -                  65                 63
 Profit for the period - total operations                    102                121                190

 Attributable to:
 Owners of the Company                                       102                121                190
 Profit for the period - total operations                    102                121                190

 Earnings per share                                          Pence              Pence              Pence
 Continuing operations:
 -  basic                                            8       25.8p              13.5p              31.3p
 -  diluted                                          8       25.4p              13.3p              30.8p

 Total operations:
 -  basic                                            8       25.8p              29.4p              47.0p
 -  diluted                                          8       25.4p              29.0p              46.2p

 

 

CONDENSED (INTERIM) CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)

 

 

                                                                                                  Six months to      Six months to      Year to

31 March
                                                                                                  30 September        30 September

                  2023
                                                                                                   2023              2022
£m

£m
£m
                                                                                           Note
 Profit for the period - total operations                                                         102                121                190

 Other comprehensive income / (expense)

 Items that have been/may be reclassified to profit or loss:
 (Loss)/gain on currency translation of foreign operations                                        (13)               137                62
 Fair value loss on net investment hedges                                                         (6)                (71)               (33)
 Fair value loss on net investment hedges transferred to the income statement                     -                  28                 28
 Gain on currency translation of foreign operations transferred to the income                     -                  (81)               (81)
 statement on sale of a subsidiary
 Fair value gain on cash flow hedges transferred to the income statement on                       -                  (48)               (48)
 sale of a subsidiary
 Net (loss)/gain on cash flow hedges                                                              (2)                3                  (2)
 Recycling of cost of hedging                                                                     -                  5                  5
 Share of other comprehensive income/(expense) of joint ventures                                  14                 43                 (5)
 Tax effect of the above items                                                                    (2)                (1)                6
                                                                                                  (9)                15                 (68)

 Items that will not be reclassified to profit or loss:
 Re-measurement of retirement benefit plans:
 -  actual return lower on plan assets                                                            (52)               (329)              (289)
 -  net actuarial gain on retirement benefit obligations                                          66                 335                295
 Changes in the fair value of equity investments at fair value through OCI                 11     (16)               10                 3
 Tax effect of the above items                                                                    (3)                1                  -
                                                                                                  (5)                17                 9
 Total other comprehensive (expense)/income                                                       (14)               32                 (59)
 Total comprehensive income - total operations                                                    88                 153                131

 

 Analysed by:
 - Continuing operations                          88                                       88     68
 - Discontinued operations                                                -                65     63
 Total comprehensive income - total operations    88                                       153    131

 

All amounts are attributable to owners of the Company.

 

CONDENSED (INTERIM) CONSOLIDATED STATEMENT OF FINANCIAL POSITION (UNAUDITED)

 

                                                                                   Notes    At 30 September    At 30 September    At 31 March

                                                                                            2023               2022               2023

                                                                                            £m                 £m                 £m
 ASSETS
 Non-current assets
 Goodwill and other intangible assets                                                       430                498                452
 Property, plant and equipment (including right-of-use assets of £38 million                505                502                488
 (30 September 2022 -

£44 million, 31 March 2023 - £39 million))
 Investments in joint venture                                                               211                247                199
 Investments in equities                                                           11       27                 49                 42
 Retirement benefit surplus                                                                 25                 13                 18
 Deferred tax assets                                                                        16                 11                 13
 Trade and other receivables                                                                12                 1                  11
 Derivative financial instruments                                                  11       -                  4                  -
                                                                                            1 226              1 325              1 223
 Current assets
 Inventories                                                                                409                446                446
 Trade and other receivables                                                                299                410                351
 Current tax assets                                                                         4                  3                  9
 Derivative financial instruments                                                  11       1                  13                 3
 Cash and cash equivalents                                                         10       391                516                475
                                                                                            1 104              1 388              1 284
 TOTAL ASSETS                                                                               2 330              2 713              2 507

 EQUITY
 Capital and reserves
 Share capital                                                                              117                117                117
 Share premium                                                                              408                407                408
 Capital redemption reserve                                                                 8                  8                  8
 Other reserves                                                                             120                240                143
 Retained earnings                                                                          556                449                513
 Equity attributable to owners of the Company                                               1 209              1 221              1 189
 Non-controlling interests                                                                  1                  1                  1
 TOTAL EQUITY                                                                               1 210              1 222              1 190

 LIABILITIES
 Non-current liabilities
 Borrowings (including lease liabilities of £42 million                            10       597                770                592

(30 September 2022 - £52 million,

31 March 2023 - £44 million))
 Retirement benefit deficit                                                                 110                125                118
 Deferred tax liabilities                                                                   26                 62                 30
 Provisions                                                                                 4                  8                  5
                                                                                            737                965                745
 Current liabilities
 Borrowings (including lease liabilities of £10 million                            10       43                 27                 121

(30 September 2022 - £11 million,

31 March 2023 - £10 million))
 Trade and other payables                                                                   270                416                372
 Provisions                                                                                 15                 13                 13
 Current tax liabilities                                                                    53                 66                 62
 Derivative financial instruments                                                  11       2                  4                  4
                                                                                            383                526                572
 Total liabilities                                                                          1 120              1 491              1 317
 TOTAL EQUITY AND LIABILITIES                                                               2 330              2 713              2 507

CONDENSED (INTERIM) CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)

 

                                                                                       Six months to 30 September 2023  Six months to 30 September 2022  Year to

                                                                                       £m                               £m                               31 March

2023

                                                                         £m
                                                                               Notes
 Cash flows from operating activities - total operations
 Profit before tax from total operations                                               130                              166                              248
 Adjustments for:
 Depreciation of property, plant and equipment (including right-of-use assets          29                               29                               59
 and excluding exceptional items)
 Amortisation of intangible assets                                                     18                               18                               36
 Share-based payments                                                                  8                                8                                20
 Net impact of exceptional income statement items                              5       (3)                              (124)                            (129)
 Net finance expense                                                                   4                                11                               20
   Share of (profit)/loss of joint ventures                                            (11)                             35                               24
    Net retirement benefit obligations                                                 (3)                              (3)                              (9)
    Other non-cash movements                                                           (2)                              -                                (7)
    Changes in working capital                                                         (28)                             (68)                             (110)
 Cash generated from total operations                                                  142                              72                               152
 Net income tax paid                                                                   (31)                             (8)                              (19)
 Exceptional tax paid on gain on disposal of Primient                                  (12)                             (15)                             (42)
 Interest paid                                                                         (13)                             (11)                             (25)
 Net cash generated from operating activities                                          86                               38                               66

 Cash flows from investing activities
 Purchase of property, plant and equipment                                             (42)                             (28)                             (70)
 Acquisition of businesses, net of cash acquired                                       -                                (192)                            (192)
 Disposal of subsidiary (net of cash)                                          7       12                               1 021                            1 045
 Investments in intangible assets                                                      (4)                              (5)                              (8)
 Purchase of equity investments                                                11      (3)                              (2)                              (3)
 Disposal of equity investments                                                11      2                                9                                10
 Interest received                                                                     10                               2                                11
 Dividends received from joint venture                                                 13                               13                               41
 Redemption of shares held in joint venture                                            -                                1                                1
 Net cash (used in)/generated from investing activities                                (12)                             819                              835

 Cash flows from financing activities
 Purchase of own shares including net settlement                                       (25)                             (4)                              (13)
 Preference share buy-back advance payment                                             -                                (2)                              -
 Cash inflow from additional borrowings                                                2                                2                                1
 Cash outflow from repayment of borrowings                                             (78)                             (2)                              (3)
 Repayment of leases                                                                   (6)                              (6)                              (13)
 Dividends paid to the owners of the Company                                   9       (52)                             (548)                            (570)
 Net cash used in financing activities                                                 (159)                            (560)                            (598)

 Net (decrease)/increase in cash and cash equivalents                          10      (85)                             297                              303

 Cash and cash equivalents
 Balance at beginning of period                                                        475                              127                              127
 Net (decrease)/increase in cash and cash equivalents                                  (85)                             297                              303
 Currency translation differences                                                      1                                92                               45
 Balance at end of period                                                      10      391                              516                              475

 

A reconciliation of the movement in cash and cash equivalents to the movement
in net debt is presented in Note 10.

 

 

CONDENSED (INTERIM) CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)

 

                                                  Share capital and share premium

                                                                                                                                                     Attributable to owners of the Company

                                                                                   Capital redemption reserve                                                                                Non-controlling interests   Total equity

                                                                                                                Other reserves   Retained earnings
                                                  £m                               £m                           £m               £m                  £m                                      £m                          £m
 At 1 April 2023                                  525                              8                            143              513                 1 189                                   1                           1 190
 Profit for the period - total operations         -                                -                            -                102                 102                                     -                           102
 Other comprehensive (expense) / income           -                                -                            (25)             11                  (14)                                    -                           (14)
 Total comprehensive (expense) / income           -                                -                            (25)             113                 88                                      -                           88
 Hedging losses transferred to inventory          -                                -                            2                -                   2                                       -                           2
 Transactions with owners:
 Share-based payments, net of tax                 -                                -                            -                7                   7                                       -                           7
 Purchase of own shares including net settlement  -                                -                            -                (25)                (25)                                    -                           (25)
 Dividends paid (Note 9)                          -                                -                            -                (52)                (52)                                    -                           (52)
 At 30 September 2023                             525                              8                            120              556                 1 209                                   1                           1 210

 At 1 April 2022                                  524                              8                            222              865                 1 619                                   1                           1 620
 Profit for the period - total operations         -                                -                            -                121                 121                                     -                           121
 Other comprehensive income                       -                                -                            25               7                   32                                      -                           32
 Total comprehensive income                       -                                -                            25               128                 153                                     -                           153
 Hedging gains transferred to inventory           -                                -                            (11)             -                   (11)                                    -                           (11)
 Tax effect of the above item                     -                                -                            4                -                   4                                       -                           4
 Transactions with owners:
 Share-based payments, net of tax                 -                                -                            -                8                   8                                       -                           8
 Purchase of own shares including net settlement  -                                -                            -                (4)                 (4)                                     -                           (4)
 Dividends paid                                   -                                -                            -                (548)               (548)                                   -                           (548)
 At 30 September 2022                             524                              8                            240              449                 1 221                                   1                           1 222

 

 At 1 April 2022                                  524    8    222    865    1 619    1    1 620
 Profit for the year - total operations           -      -    -      190    190      -    190
 Other comprehensive (expense) / income           -      -    (65)   6      (59)     -    (59)
 Total comprehensive (expense) / income           -      -    (65)   196    131      -    131
 Hedging gains transferred to inventory           -      -    (19)   -      (19)     -    (19)
 Tax effect of the above item                     -      -    5      -      5        -    5
 Transactions with owners:
 Share-based payments, net of tax                 -      -    -      22     22       -    22
 Issue of share capital                           1      -    -      -      1        -    1
 Purchase of own shares including net settlement  -      -    -      (13)   (13)     -    (13)
 Dividends paid                                   -      -    -      (570)  (570)    -    (570)
 Other movements                                  -      -    -      13     13       -    13
 At 31 March 2023                                 525    8    143    513    1 189    1    1 190

 

 

TATE & LYLE PLC

 

NOTES TO THE FINANCIAL INFORMATION
FOR THE SIX MONTHS TO 30 SEPTEMBER 2023

 

1. Presentation of half year financial information

The principal activity of Tate & Lyle PLC and its subsidiaries, together
with its joint venture, is the global provision of ingredients and solutions
to the food, beverage and other industries.

The Company is a public limited company incorporated and domiciled in the
United Kingdom and registered in England. The address of its registered office
is 5 Marble Arch, London W1H 7EJ. The Company has its primary listing on the
London Stock Exchange.

2.  Basis of preparation
 
 

The Group's principal accounting policies are unchanged compared with the year
ended 31 March 2023. This condensed set of consolidated financial information
for the six months to 30 September 2023 has been prepared on a going concern
basis and on the basis of the accounting policies set out in the Group's 2023
Annual Report, in accordance with UK adopted IAS 34, 'Interim Financial
Reporting' and the Disclosure Guidance and Transparency Rules of the United
Kingdom's Financial Conduct Authority.

 

The Directors are satisfied that the Group has adequate resources to continue
to operate as a going concern for the foreseeable future and that no material
uncertainties exist with respect to this assessment. In making the assessment,
the Directors have considered the Group's balance sheet position and forecast
earnings and cash flows for the period from the date of approval of this
condensed set of consolidated financial information to 31 March 2025. The
business plan used to support the going concern assessment (the "base case")
is derived from Board-approved forecasts together with certain downside
sensitivities.

 

Further details of the Directors' assessment are set out below:

 

At 30 September 2023, the Group has significant available liquidity, including
£391 million of cash and

US$800 million (£655 million) from a committed and undrawn revolving credit
facility, of which US$100 million matures in March 2025 and US$700 million
matures in March 2026. In April 2023, the Group repaid, ahead of maturity and
from existing cash, a US$95 million (£77 million) US Private Placement Note
which matured in October 2023. A further US$25 million relating to a US
Private Placement Note has also been repaid on maturity from cash after the
balance sheet date. The next earliest maturity date for any of the Group's US
Private Placement notes is October 2025, when US$180 million will mature.

 

The Group has only one debt covenant requirement which is to maintain a net
debt to EBITDA ratio of not more than 3.5 times. On the covenant-testing basis
this was 0.6 times at 30 September 2023. For a covenant breach to occur it
would require a significant reduction in Group profit. Such reduction is
considered to be extremely unlikely.

 

As set out in our 31 March 2023 Annual Report, during May 2023, the Directors
modelled the impact of a 'worst case scenario' to the 'base case' by including
the same two plausible but severe downside risks also used for the Group's
viability statement, being: an extended shutdown of one of our large corn wet
mill manufacturing facilities following operational failure or energy
shortage; and the loss of two of our largest Food & Beverage Solutions
customers. In aggregate, such 'worst case scenarios' did not result in any
material uncertainty to the Group's going concern assessment and the resultant
position still had significant headroom above the Group's debt covenant
requirement. The Directors also calculated a 'reverse stress test' which
represents the changes that would be required to the 'base case' in order to
breach the Group's debt covenant. Such 'reverse stress test' showed that the
forecast Group profit would have to reduce significantly in order to cause a
breach.

 

Since the assessment in May, the Directors updated the model to consider
similar downside cases and to reflect the most recent Board approved forecasts
incorporating the current inflationary outlook.  Based on this assessment,
the Directors concluded that in both the base case and worst case scenario,
the Group has significant liquidity and covenant headroom throughout the
period to 31 March 2025. Accordingly, the Directors have concluded that there
are no material uncertainties with respect to going concern and have adopted
the going concern basis in preparing the condensed consolidated financial
information of the Group as at 30 September 2023.

 

The condensed set of consolidated financial information is unaudited but has
been reviewed by the external auditor and its report to the Company is set out
on page 33. The information shown for the year ended 31 March 2023 does not
constitute statutory accounts as defined in Section 435 of the Companies Act
2006 and has been extracted from the Group's 2023 Annual Report which has been
approved by the Board of Directors on 24 May 2023 and filed with the Registrar
of Companies.

The report of the auditor on the financial statements contained within the
Group's 2023 Annual Report was unqualified and did not contain a statement
under either Section 498(2) or Section 498(3) of the Companies Act 2006. The
interim financial statements should be read in conjunction with the annual
consolidated financial statements for the year ended 31 March 2023, which were
prepared in accordance with UK adopted International Accounting Standards.

 

 

The condensed set of consolidated financial information for the six months to
30 September 2023 on pages 12 to 30 was approved by the Board of Directors on
8 November 2023.

 

Risks and uncertainties

 

The principal risks and uncertainties affecting the business activities of the
Group are detailed on pages 67 to 75 of the Tate & Lyle Annual Report
2023, a copy of which is available on the Company's website at
www.tateandlyle.com (http://www.tateandlyle.com) . The Board considers that
the principal risks set out in the Annual Report 2023 remain unchanged and
that actions continue to be taken to substantially mitigate the impact of such
risks, should they materialise.

 

Discontinued operations and application of Held for Sale

On 1 April 2022 the Group completed the disposal of a controlling stake in a
new company and its subsidiaries ('Primient' or the 'Primient business' or
'Primient disposal group'), comprising its Primary Products business in North
America and Latin America to KPS Capital Partners, LP ('KPS') (the
'Transaction'). The Group currently holds a 49.7% interest in Primient.

In accordance with IFRS 5 'Non-current Assets Held for Sale and Discontinued
Operations', from 1 July 2021 the Group classified the business that became
Primient on 1 April 2022 as a disposal group held for sale and a discontinued
operation. An operation is classified as discontinued if it is a component of
the Group that: (i) has been disposed of, or meets the criteria to be
classified as held for sale; and (ii) represents a separate major line of
business or geographic area of operations or will be disposed of as part of a
single coordinated plan to dispose of a separate major line of business or
geographic area of operations. The results of discontinued operations are
presented separately from those of continuing operations.

New accounting standards

On 1 April 2023, the Group adopted IFRS 17 'Insurance Contracts'.  The
standard introduces a new model for accounting for insurance contracts.  The
adoption of this standard has had no material impact on the Group's financial
statements.

On 23 May 2023, amendments to IAS 12 'Income Taxes' came into effect relating
to International Tax Reform - Pillar Two Model Rules, which were endorsed by
the UK Endorsement Board on 19 July, whereby an entity shall disclose
qualitative and quantitative information about its exposure to Pillar Two
income taxes at the end of the reporting period. The amendments provide a
temporary mandatory exemption from deferred tax accounting for the top-up tax,
which is effective immediately. The expected impact of this amendment will be
disclosed within the 2024 Annual Report.

No other new standards, new interpretations or amendments to standards or
interpretations that are effective or that have been published but are not yet
effective, are expected to have a material impact on the Group's financial
statements.

Use of alternative performance measures

The Group also presents alternative performance measures, including adjusted
earnings before interest, tax, depreciation and amortisation ('adjusted
EBITDA'), adjusted profit before tax, adjusted earnings per share, free cash
flow, net debt to EBITDA and return on capital employed.  These alternative
performance measures reported by the Group are not defined terms under IFRS
and may therefore not be comparable with similarly-titled measures reported by
other companies. Refer to further details on pages 8 to 11 ('Non-GAAP
measures').

Reconciliations of the alternative performance measures to the most directly
comparable IFRS measures are presented in Note 3.

Exceptional items

Exceptional items comprise items of income, expense and cash flow, including
tax items that: are material in amount; and are outside the normal course of
business or relate to events which do not frequently recur, and therefore
merit separate disclosure in order to provide a better understanding of the
Group's underlying financial performance. Exceptional items in the Group's
financial statements are classified on a consistent basis across accounting
periods.  Examples of events that give rise to the disclosure of material
items of income, expense and cash flow as exceptional items include, but are
not limited to:

·      significant impairment events;

·      significant business transformation activities;

·      disposals of operations or significant individual assets;

·      litigation claims by or against the Group; and

·      restructuring of components of the Group's operations.

 

For tax items to be treated as exceptional, amounts must be material and their
treatment as exceptional enable a better understanding of the Group's
underlying financial performance.

 

 

3.  Reconciliation of alternative performance measures

Income statement measures

The Group presents alternative performance measures including adjusted
earnings before interest, tax, depreciation and amortisation ('adjusted
EBITDA'), adjusted profit before tax and adjusted earnings per share.

 

The following table shows the reconciliation of the key income statement
alternative performance measures to the most directly comparable measures
reported in accordance with IFRS:

                                          Six months to 30 September 2023                    Six months to 30 September 2022
 Continuing operations                    IFRS         Adjusting  items     Adjusted         IFRS         Adjusting    Adjusted

 £m unless otherwise stated               reported                          reported         reported     items        reported
 Revenue                                  857          -                    857              849          -            849
 EBITDA                                   170          8                    178              161          11           172
 Depreciation(1)                          (29)         1                    (28)             (29)         -            (29)
 Amortisation                             (18)         11                   (7)              (18)         12           (6)
 Operating profit                         123          20                   143              114          23           137
 Net finance expense                      (4)          -                    (4)              (11)         -            (11)
 Share of profit/(loss) of joint venture  11           6                    17               (35)         48           13
 Profit before tax                        130          26                   156              68           71           139
 Income tax expense                       (28)         (6)                  (34)             (12)         (18)         (30)
 Profit for the period                    102          20                   122              56           53           109
 Effective tax rate expense %             21.3%                             21.9%            18.4%                     21.9%
 Earnings per share:
 Basic earnings per share (pence)         25.8p        -                    -                13.5p        -            -
 Diluted earnings per share (pence)       25.4p        4.7p                 30.1p            13.3p        12.8p        26.1p

 

                                          Year ended 31 March 2023
 Continuing operations                    IFRS         Adjusting  items     Adjusted

 £m unless otherwise stated               reported                          reported
 Revenue                                  1 751        -                    1 751
 EBITDA                                   291          29                   320
 Depreciation(1)                          (59)         1                    (58)
 Amortisation                             (36)         23                   (13)
 Operating profit                         196          53                   249
 Net finance expense                      (20)         -                    (20)
 Share of (loss)/profit of joint venture  (24)         48                   24
 Profit before tax                        152          101                  253
 Income tax expense                       (25)         (25)                 (50)
 Profit for the year                      127          76                   203
 Effective tax rate expense %             16.8%                             19.9%
 Earnings per share:
 Basic earnings per share (pence)         31.3p        -                    -
 Diluted earnings per share (pence)       30.8p        18.5p                49.3p

1.     For the six months to 30 September 2023, depreciation includes
depreciation of £1 million related to the Quantum acquisition fair value
adjustments which is excluded from adjusted operating profit (30 September
2022 - £nil; 31 March 2023 - £1 million).

 

The following table shows the reconciliation of the adjusting items in the
current and comparative periods:

 

 Continuing operations                                                       Note  Six months to 30 September 2023  Six months to                        Year to

£m
30 September 2022
31 March

£m

                                                                                                                                                         2023

£m
 Exceptional costs included in operating profit                              5     8                                11                                   28
 Amortisation of acquired intangible assets                                        11                                                  12                23
 Unwind of fair value adjustments(1)                                               1                                -                                    2
 Adjusting items excluded from share of profit of joint venture (as shown          6                                48                                   48
 below)

 Total excluded from adjusted profit before tax                                    26                               71                                   101
 Tax credit on adjusting items                                                     (6)                              (18)                                 (25)
 Total excluded from adjusted profit for the period                                20                               53                                   76

1.     For the six months to 30 September 2023, unwind of fair value
adjustments includes depreciation of £1 million (six months to 30 September
2022 - £nil; year ended 31 March 2023 - £1 million).

 

The following table shows the reconciliation of the Primient joint venture
adjusting items impacting adjusted profit after tax:

 Primient adjusting items at Group's share                                  Six months to 30 September 2023  Six months to         Year to

£m
30 September 2022
31 March

£m

                                                                                                                                   2023

£m
 Exceptional costs included in operating profit                             1                                51                    52
 Amortisation of acquired intangibles and other fair value adjustments      5                                (3)                   (4)
 Total excluded from adjusted share of profit                               6                                48                    48

 

The Group's share of exceptional costs of Primient in the six months to 30
September 2022 and year ended 31 March 2023 comprises certain non-recurring
costs incurred by Primient as part of the Transaction and separation including
the re-charge of shareholder costs.  In addition, this included the unwind of
fair value adjustments determined by the purchase price allocation which
included certain net corn position fair value adjustments no longer recorded
by Primient.

 

Cash flow measure

The Group also presents an alternative cash flow measure, 'free cash flow',
which is defined as cash generated from total operations, after net interest
and tax paid, after capital expenditure and excluding the impact of
exceptional items.

Tax paid refers to tax paid for the Group's operations excluding any tax paid
for its share of the Primient joint venture's results.  The Group receives
specific dividends from Primient in order to settle such tax liabilities.  As
all dividends received are excluded from free cash flow it is appropriate to
exclude tax paid out of the receipt of these dividends.

 

The following table shows the reconciliation of free cash flow relating to
continuing operations:

                                                       Six months to                        Year to

30 September

31 March

2023            Six months to
2023

£m
30 September 2022
£m

£m
 Adjusted operating profit from continuing operations  143              137                 249
 Adjusted for:
 Adjusted depreciation and adjusted amortisation(1)    35               35                  71
 Share-based payments charge                           8                7                   20
 Other non-cash movements(2)                           (2)              -                   (8)
 Changes in working capital(3)                         (28)             (75)                (105)
 Net retirement benefit obligations                    (3)              (3)                 (9)
 Net capital expenditure                               (46)             (26)                (71)
 Net interest and tax paid(4)                          (30)             (13)                (28)
 Free cash flow from continuing operations             77               62                  119

1. Total depreciation of £29 million (30 September 2022 - £29 million; 31
March 2023 - £59 million) less £1 million of depreciation related to Quantum
acquisition fair value adjustments (30 September 2022 - £nil; 31 March 2023 -
£1 million) and amortisation of £18 million (30 September 2022 - £18
million; 31 March 2023 - £36 million) less £11 million (30 September 2022 -
£12 million; 31 March 2023 - £23 million) of amortisation of acquired
intangible assets.

2. In the year ended 31 March 2023, other non-cash movements excludes an
inflow of £1 million not included in adjusted operating profit.

3. In the six months to 30 September 2022, changes in working capital exclude
a cash inflow of £14 million collected on behalf of Quantum's previous owners
which was returned to the previous owners in the second half of the prior
year.  In the six months to 30 September 2022 and in the year ended 31 March
2023, changes in working capital excludes the 2022 financial year bonus of £7
million to employees who have transitioned to Primient which is classified as
a discontinued cash outflow.  In the year ended 31 March 2023, this impact is
partially offset by the increase of a legal provision relating to discontinued
operations.

4. Net interest and tax paid excludes tax payments of £16 million relating to
the Group's share of Primient's tax (30 September 2022 - £19 million; 31
March 2023 -

£47 million) including the exceptional tax on the gain on disposal of
Primient of £12 million (30 September 2022 - £15 million; 31 March 2023 -
£42 million) .

 

The following table shows the reconciliation of free cash flow to net cash
generated from operating cash flows:

 

                                                                   Six months to                        Year to

30 September

31 March

2023            Six months to
2023

£m
30 September 2022
£m

£m
 Free cash flow from continuing operations                         77               62                  119
 Adjusted for:
 Add: Adjusted free cash flow relating to discontinued operations  -                (7)                 (7)
 Less: exceptional cash flow                                       (11)             (37)                (59)
 Less: tax payments relating to Primient and gain on disposal      (16)             (19)                (47)
 Less: interest received                                           (10)             (2)                 (11)
 Add: share-based payment charge included in exceptional items     -                1                   -
 Add: cash flow collected on behalf of previous owners of Quantum  -                14                  -
 Add: net capital expenditure                                      46               26                  71
 Net cash generated from operating activities - total operations   86               38                  66

 

 

4.   Segment information

Segment information is presented on a basis consistent with the information
presented to the Board (the designated Chief Operating Decision Maker (CODM))
for the purposes of allocating resources within the Group and assessing the
performance of the Group's businesses.

 

The Group's core operations comprise three operating segments as follows: Food
& Beverage Solutions, Sucralose and Primary Products Europe. These
operating segments are also reportable segments. The Group does not aggregate
operating segments to form reportable segments. Food & Beverage Solutions
operates in the core categories of beverages, dairy, soups, sauces and
dressings and bakery and snacks.

 

Sucralose, a high-intensity sweetener and a sugar reduction ingredient, is
used in various food categories and beverages.

 

Primary Products Europe focuses principally on high-volume sweeteners and
industrial starches. The Group is executing a planned transition away from
these lower margin products in order to use the capacity to fuel growth in
the Food & Beverage Solutions operating segment.

 

Whilst not part of the Group's core operations, its 49.7% investment in the
Primient joint venture is also an operating segment and reportable segment.
Primient is a leading producer of food and industrial ingredients, principally
bulk sweeteners and industrial starches. Key products include nutritive
sweeteners (such as high fructose corn syrup and dextrose), industrial
starches, acidulants (such as citric acid) and commodities (such as corn
gluten feed and meal and corn oil). Primient includes interests in the Almex
and Bio-PDO joint ventures.

Central costs including head office, treasury and insurance activities have
been allocated to segments. The allocation methodology is based on firstly
attributing total selling and general administrative costs by the support
provided to each segment directly, then allocating non-directly attributed
costs mainly on the basis of segment share of Group gross profit.

Adjusted EBITDA is used as the measure of the profitability of the Group's
businesses. For the Primient operating segment, the Board uses the Group's
share of adjusted profit of the Primient joint venture as the measure of
profitability of this business. Adjusted EBITDA and the Group's share of
adjusted profit of the Primient Joint Venture are therefore the measures of
segment profit presented in the Group's segment disclosures for the relevant
operating segments.

All revenue is from external customers.

 IFRS 8 Segment results
                                                                                                               Six months to 30 September 2023
 Total operations                                                   Food & Beverage Solutions                  Primary      Primient Joint Venture    Total

                                                                    £m                                         Products     £m                        £m

                                                                                                   Sucralose   Europe

                                                                                                   £m          £m
 Revenue                                                            707                            89          61           -                         857
 Adjusted EBITDA(1)                                                 153                            28          (3)          -                         178
 Adjusted EBITDA margin                                             21.7%                          30.8%       (4.2%)       -                         20.8%
 Adjusted share of profit of joint venture(1)                       -                              -           -            17                        17

1. Reconciled to statutory profit for the period for continuing operations in
Note 3.

 

                                                                                                               Six months to 30 September 2022*
 Total operations                                                   Food & Beverage Solutions                  Primary      Primient Joint Venture    Total

                                                                    £m                                         Products     £m                        £m

                                                                                                   Sucralose   Europe

                                                                                                   £m          £m
 Revenue                                                            691                            97          61           -                         849
 Adjusted EBITDA(1)                                                 144                            34          (6)          -                         172
 Adjusted EBITDA margin                                             20.8%                          34.5%       (8.8%)       -                         20.2%
 Adjusted share of profit of joint venture(1)                       -                              -           -            13                        13

*  Restated to reflect change in operating segments.

1. Reconciled to statutory profit for the period for continuing operations in
Note 3

 

 

                                                                                                              Year ended 31 March 2023
 Total operations                                                  Food & Beverage Solutions                  Primary    Primient Joint Venture  Total

                                                                   £m                                         Products   £m                      £m

                                                                                                  Sucralose   Europe

                                                                                                  £m          £m
 Revenue                                                           1 438                          184         129        -                       1 751
 Adjusted EBITDA(1)                                                271                            58          (9)        -                       320
 Adjusted EBITDA margin                                            18.8%                          31.3%       (6.5%)     -                       18.3%
 Adjusted share of profit of joint venture(1)                      -                              -           -          24                      24

1. Reconciled to statutory profit for the year for continuing operations in
Note 3.

 

Geographic disclosures

 

                                                    Six months to      Six months to    Year to

                                                    30 September       30 September     31 March

                                                    2023               2022             2023

 Revenue - total operations                         £m                 £m               £m
 Food & Beverage Solutions
 North America                                      334                340              687
 Asia, Middle East, Africa and Latin America        200                208              432
 Europe                                             173                143              319
 Food & Beverage Solutions - total                  707                691              1 438
 Sucralose                                          89                 97               184
 Primary Products Europe                            61                 61               129
 Total                                              857                849              1 751

 

 

5. Exceptional items

Exceptional (costs)/income recognised in the income statement are as follows:

                                                                           Six months to     Six months to     Year to

                                                                           30 September      30 September      31 March
                                                                           2023              2022              2023
 Income statement - continuing operations                       Footnotes  £m                £m                £m
 Restructuring costs                                            (a)        (7)               (1)               (5)
 Costs associated with the separation and disposal of Primient             (1)               (13)              (25)

                                                                (b)
 Stabiliser product contamination                                          -                 -                 (1)
 Historical legal matters                                                  -                 3                 3
 Exceptional items included in profit before tax                           (8)               (11)              (28)
 Exceptional items - continuing operations                                 (8)               (11)              (28)

 Discontinued operations
 Gain on disposal of Primient                                              -                 98                98
 Exceptional items - discontinued operations                               -                 98                98
 Exceptional items - total operations                                      (8)               87                70

 

Continuing operations for the six months to 30 September 2023

(a)   As part of the Group's previously announced commitment to deliver
US$100 million of productivity savings in the five years ending 31 March 2028,
a £7 million charge has been recognised related to organisational
improvements to the Food & Beverage Solutions business and activities to
drive productivity savings.  This charge includes severance costs, project
costs and information technology (IT) initiatives.

(b)   The Group incurred certain separation costs related to the Primient
disposal which totalled £1 million. These costs consist principally of IT
costs and relate to the final separation of IT infrastructure following the
cessation of the transition services arrangement for IT support to Primient at
the end of the prior financial year.

 

The net £8 million exceptional costs recorded in operating profit in
continuing operations during the period resulted in £6 million (outflow)
disclosed in exceptional operating cash flow. In addition, exceptional costs
recorded in the prior year resulted in cash outflows in the period of £5
million.

In the prior period, the most significant exceptional costs related to the
Primient disposal separation costs including, IT costs to separate the Group's
and Primient's IT.

Tax credits or charges on exceptional items are only recognised to the extent
that gains or losses incurred are expected to result in tax recoverable or
payable in the future. The total tax impact of these exceptional items was a
tax credit of £2 million.

Discontinued operations

In the six months to 30 September 2022 and year ended 31 March 2023, the Group
recorded a gain of £98 million relating to the disposal on 1 April 2022 of a
50.1% controlling interest in Primient in exchange for gross cash proceeds of
US$1.4 billion (£1.1 billion). An exceptional tax charge of £33 million
arose on this gain.  Further details on the gain on disposal, and the
associated tax charge, are set out in Note 7.

Cash flows from total operations

Further details in respect of cash flows from exceptional items are set out
below.

 

 Net operating cash outflows on exceptional items               Footnotes  Six months to    Six months to 30 September 2022  Year to

30 September

31 March 2023

2023            £m
£m

                                                                           £m
 Restructuring costs                                            (a)        (4)              -                                (3)
 Costs associated with the separation and disposal of Primient             (5)              (35)                             (52)

                                                                (b)
 US pension plan past service credit                                       -                -                                (1)
 Stabiliser product contamination                                          -                -                                (1)
 Historical legal matters                                                  (2)               (2)                             (2)
 Net operating cash outflows - continuing operations                       (11)             (37)                             (59)
 Net operating cash outflows - discontinued operations                     -                -                                (42)
 Net operating cash outflows - total operations                            (11)             (37)                             (101)

 

Exceptional cash flows

The total cash adjustment relating to exceptional items presented in the cash
flow statement of £3 million outflow reflects the net exceptional charge in
profit before tax for total operations of £8 million which was £3 million
lower than net cash outflows of

£11 million set out in the table above.

6. Income tax expense

Income tax for the period is presented as follows:

·      Statutory current and deferred taxes from continuing operations of
£28 million, which when divided by statutory profit before tax from
continuing operations of £130 million gives a statutory effective tax rate of
21.3%.

·     Adjusted income tax expense from continuing operations of £34
million, which when divided by adjusted profit before tax from continuing
operations of £156 million gives an adjusted effective tax rate of 21.9%.
 Adjusted income tax is different to statutory income tax due to the tax
effect of adjusting and exceptional items.

 

Analysis of charge for the period

 

                                                                  Six months to      Six months to    Year to

                                                                  30 September       30 September     31 March

 Continuing operations                                            2023               2022             2023

                                                                  £m                 £m               £m
 Current tax:
   United Kingdom                                                 (3)                (2)              (1)
   Overseas                                                       (38)               (16)             (66)
   Tax credit on exceptional items                                2                  2                6
   (Charge)/credit in respect of previous financial years         (1)                -                16
                                                                  (40)               (16)             (45)
 Deferred tax:
   Credit/(charge) for the period                                 9                  (3)              13
   Credit/(charge) in respect of previous financial years         3                  (5)              (6)
   Tax credit on Primient exceptional items                       -                  12               13
 Income tax expense                                               (28)               (12)             (25)
 Statutory effective tax rate %                                   21.3%              18.4%            16.8%

 

Reconciliation to adjusted income tax expense

                                                                                       Six months to      Six months to    Year to

                                                                                       30 September       30 September     31 March

                                                                                       2023               2022             2023

 Continuing operations                                                                 £m                 £m               £m
 Income tax expense:                                                                   (28)               (12)             (25)
 Add back the impact of:
 Tax credit on exceptional items                                                       (2)                (2)              (6)
 Tax credit on Primient exceptional items                                              -                  (12)             (13)
 Tax credit on amortisation of acquired intangibles and other fair value               (3)                (3)              (7)
 adjustments
 Tax (credit)/charge on amortisation of Primient acquired intangibles and other        (1)                (1)              1
 fair value adjustments
 Adjusted income tax expense                                                           (34)               (30)             (50)
 Adjusted effective tax rate %                                                         21.9%              21.9%            19.9%

 

7. Discontinued operations

As described in Note 2, on 1 July 2021 the Group classified the business that
became Primient and in which a controlling stake was sold to KPS on 1 April
2022 as a disposal group held for sale and a discontinued operation.

The Primient business consists of the following operations:

·      Corn wet mills in the US in Decatur, Illinois; Lafayette, Indiana;
and Loudon, Tennessee.

·      Acidulants plants in Dayton, Ohio; Duluth, Minnesota; and Santa
Rosa, Brazil.

·    Shareholdings in two joint ventures - Almex in Guadalajara, Mexico and
Covation Biomaterials (formerly Bio-PDO), in Loudon, Tennessee.

·      Grain elevator network and bulk transfer stations in North America.

Primary Products' European operations were not included in this transaction
and are therefore not part of the discontinued operations.

Primient disposal

On 1 April 2022 the Group completed the disposal of a 50.1% controlling
interest in Primient in exchange for gross cash proceeds of US$1.4 billion
(£1.1 billion), resulting in an exceptional gain on disposal before tax of
£98 million (see Note 5).

A reconciliation of gross cash proceeds received is shown in the tables below:

 Reconciliation of gross cash proceeds (US$m)                                    Six months to  Year to

                                                                                 30 September   31 March

                                                                                 2022           2023

US$m
US$m
 Cash consideration                                                              330            330
 Less: completion accounts adjustments in favour of the Group not yet received   (15)           (15)
 Add: cash received for intercompany loan notes, payables and transaction costs  1 089          1 089
 Add: contingent consideration received                                          -              31
 Disposal of Primient, gross proceeds                                            1 404          1 435

 

 Reconciliation of gross cash proceeds (£m)                                      Six months to  Year to

                                                                                 30 September   31 March

                                                                                 2022           2023

£m
£m
 Cash consideration                                                              253            253
 Less: completion accounts adjustments in favour of the Group not yet received   (12)           (12)
 Add: cash received for intercompany loan notes, payables and transaction costs  830            830
 Add: contingent consideration received                                          -              24
 Disposal of Primient, gross proceeds                                            1 071          1 095

 

In the six months to 30 September 2023, the completion accounts adjustment in
favour of the Group of £12 million was received.

 

 

 Gain on disposal                                                                      Six months to 30 September 2022     Year ended 31 March 2023

                                                                                       £m                                  £m
 Cash consideration - as shown in table above(1)                                                         253                              253
 Contingent consideration received(2)                                                                    24                               24
 Fair value of investment in Primient joint venture on initial recognition                               253                              253
 Total consideration for equity                                                                          530                              530

 Primient net assets derecognised on disposal on 1 April 2022(3)                                         (539)                            (539)
 Recycling of accumulated foreign exchange from other comprehensive income to                            81                               81
 the income statement
 Recycling of cash flow hedges from other comprehensive income to the income                             48                               48
 statement
 Impact of deal contingent forward(4)                                                                    (33)                             (33)
 Other amounts                                                                                           11                               11
 Gain on disposal before tax                                                                             98                               98
 Tax on gain on disposal                                                                                 (33)                             (33)
 Gain on disposal                                                                                        65                               65

1  Included deferred consideration relating to the completion accounts
adjustment not yet received of £12 million.

2  Contingent consideration was based on the dividend payable by Almex
relating to the period under the Group's ownership.

3  Net assets held for sale at 31 March 2022 were £1 337 million. This
amount excluded intercompany payable and loan balances which eliminated on
consolidation prior to completion of the Transaction. Net assets derecognised
on disposal included such amounts.

4  The Group entered into a deal contingent forward to hedge the currency
risk associated with the consideration received from the Transaction which was
partly used for the shareholder distribution on 16 May 2022. The fair value
loss on this forward and the impact of the cost of hedging were recycled from
other comprehensive income to the income statement on completion of the
Transaction.

The tax charge arising on the gain on disposal of Primient was £54 million.
Of this amount, £42 million has been paid in the year ended 31 March 2023.
This tax charge was partially offset by a deferred tax credit of £21 million
reflecting the change in measurement of the difference between the tax basis
and carrying value of the investment. This resulted in a net tax charge on the
gain on disposal of £33 million.

A reconciliation to the consolidated statement of cash flows is shown in the
table below:

 Cash flows                                                                              Six months to 30 September  2022      Year ended 31 March  2023

                                                                                         £m                                    £m
 Total cash consideration of £253 million less completion accounts adjustments                              241                                241
 not yet received of £12 million - as shown above
 Repayment of intercompany loan notes and payables and transaction costs                                    830                                830
 Less: cash outflow relating to deal contingent forward                                                     (33)                               (33)
 Less: net cash derecognised on disposal                                                                    (17)                               (17)
 Add: contingent consideration received - as shown above                                                    -                                  24
 Disposal of business, net of cash derecognised on disposal                                                 1 021                              1 045

 

8. Earnings per share

Basic earnings per share is calculated by dividing the profit attributable to
owners of the Company by the weighted average number of ordinary shares in
issue during the period (excluding shares held by the Company and the Employee
Benefit Trust to satisfy awards made under the Group's share-based incentive
plans).

Diluted earnings per share is calculated by dividing the profit attributable
to ordinary equity holders of the parent by the weighted average number of
ordinary shares outstanding during the period plus the weighted average number
of ordinary shares that would be issued on conversion of all the dilutive
potential ordinary shares into ordinary shares.

The average market price of the Company's ordinary shares during the six
months to 30 September 2023 was 751p (30 September 2022 - 762p; 31 March 2023
- 752p). The dilutive effect of share-based incentives was 6.2 million shares
(30 September 2022 - 5.3 million shares; 31 March 2023 - 7.3 million shares).

 

                                                                                           Six months to 30 September 2023                                   Six months to 30 September 2022
                                                                                           Continuing operations      Discontinued operations  Total         Continuing operations  Discontinued

                                                                                                                                                                                    operations    Total
 Profit attributable to owners of the Company (£ million)                                  102                        -                        102           56                     65            121
 Weighted average number of shares (million) - basic                                       398.2                      n/a                      398.2         410.5                  410.5         410.5
 Basic earnings per share (pence)                                                          25.8p                      -                        25.8p         13.5p                  15.9p         29.4p

 Weighted average number of shares (million) - diluted                                     404.4                      n/a                      404.4         415.8                  415.8         415.8
 Diluted earnings per share (pence)                                                        25.4p                      -                        25.4p         13.3p                  15.7p         29.0p

 Year ended 31 March 2023
                                                            Continuing operations                       Discontinued operations                Total
 Profit attributable to owners of the Company (£ million)   127                                         63                                     190
 Weighted average number of shares (million) - basic        404.1                                       404.1                                  404.1
 Basic earnings per share (pence)                           31.3p                                       15.7p                                  47.0p

 Weighted average number of shares (million) - diluted      411.4                                       411.4                                  411.4
 Diluted earnings per share (pence)                         30.8p                                       15.4p                                  46.2p

 

Adjusted earnings per share

A reconciliation between profit attributable to owners of the Company from
continuing operations and the equivalent adjusted measure, together with the
resulting adjusted earnings per share measure, is shown below:

 

 Continuing operations                                                          Notes  Six months to    Six months to    Year to
                                                                                       30 September     30 September     31 March
                                                                                       2023             2022             2023
                                                                                       £m               £m               £m
 Profit attributable to owners of the Company                                          102              56               127
 Adjusting items:
 - exceptional costs in operating profit                                        5      8                11               28
 - amortisation of acquired intangible assets and other fair value adjustments  3      12               12               25
 - adjusting items excluded from share of profit of joint venture               3      6                48               48
 - tax credit on adjusting items                                                3, 6   (6)              (18)             (25)
 Adjusted profit attributable to owners of the Company                          3      122              109              203
 Weighted average number of shares (million) - diluted                                 404.4            415.8            411.4
 Adjusted earnings per share (pence) - continuing operations                           30.1p            26.1p            49.3p

 

 

 Total operations                                                                          Note  Six months to    Six months to    Year to
                                                                                                 30 September     30 September     31 March
                                                                                                 2023             2022             2023
                                                                                                 £m               £m               £m
            Adjusted profit attributable to owners of the Company - Continuing operations  3     122              109              203
            Adjusted loss attributable to owners of the Company - Discontinued operations        -                -                (2)
            Adjusted profit attributable to owners of the Company - Total operations             122              109              201
            Adjusted earnings per share (pence) - total operations                               30.1p            26.1p            48.9p

 

9. Dividends on ordinary shares

The Directors have declared an interim dividend of 6.2p per share for the six
months to 30 September 2023 (six months to

30 September 2022 - 5.4p per share), payable on 5 January 2024.

The final dividend for the year ended 31 March 2023 of £52 million,
representing 13.1p per share, was paid during the six months to 30 September
2023.

On 16 May 2022, the Group returned £497 million to ordinary shareholders by
way of a special dividend of £1.07 per Existing Ordinary share in the capital
of Tate & Lyle PLC. In order to maintain the comparability, so far as
possible, of Tate & Lyle PLC's share price before and after the special
dividend, the Group also completed a share consolidation resulting in ordinary
shareholders receiving six New Ordinary shares with a nominal value of 29 1/6
pence each for every seven Existing Ordinary shares that they held.

10. Net debt - total operations

Movements in the Group's net debt were as follows:

                                   Cash and cash equivalents  Borrowings and lease liabilities  Total

£m
£m

                                                                                                £m
 At 1 April 2023                   475                        (713)                             (238)
 Movements from cash flows         (85)                       82                                (3)
 Currency translation differences  1                          (7)                               (6)
 Lease liabilities                 -                          (4)                               (4)
 Other non-cash movements          -                          2                                 2
 At 30 September 2023              391                        (640)                             (249)

 

In April 2023, the Group repaid, ahead of maturity and from existing cash,
US$95 million relating to its US Private Placement Note which matured in
October 2023.

 

11. Investments in equities and financial instruments

Carrying amount versus fair value

The fair values of the Group's cash and cash equivalents, trade and other
receivables and trade and other payables approximate their carrying amounts
due to their short-term nature. The fair value of borrowings, excluding lease
liabilities, is estimated to be £520 million (30 September 2022 - £656
million; 31 March 2023 - £608 million) and has been determined by discounted
estimated cash flows with an applicable market quoted yield, using quoted
market prices, discounted estimated cash flows based on broker dealer
quotations or quoted market prices. The carrying value of other assets and
liabilities held at amortised cost is not materially different from their fair
value.

Fair value measurements recognised in the balance sheet

The table below shows the Group's financial assets and liabilities measured at
fair value at 30 September 2023. The fair value hierarchy categorisation,
valuation techniques and inputs, are consistent with those used in the year
ended 31 March 2023.

                                    At 30 September 2023                            At 31 March 2023
                                    Level 1    Level 2      Level 3    Total        Level 1    Level 2    Level 3    Total

                                    £m         £m           £m         £m           £m         £m          £m        £m
 Assets at fair value
 Financial assets at FVPL(1)        -          -            20         20           -          -          20         20
 Financial assets at FVOCI(1)       -          -            7          7            -          -          22         22
 Derivative financial instruments:
 - commodity derivatives            1          -            -          1            3          -          -          3
 Assets at fair value               1          -            27         28           3          -          42         45
 Liabilities at fair value
 Derivative financial instruments:
 - commodity derivatives            (2)        -            -          (2)          (4)        -          -          (4)
 Liabilities at fair value          (2)        -            -          (2)          (4)        -          -          (4)

1.     Included in Investment in equities in the Consolidated Statement of
Financial Position.

Included in investments in equities are assets classified as FVOCI. These
relate principally to long-term strategic investments that the Group does not
control, nor has significant influence over. The investments are non-listed
and are mainly start-ups or in the earlier stages of their lifecycle.
Therefore, fair value has been determined based on the most recent funding
rounds adjusted for indicators of impairment. The fair values assigned to each
of the investments have different significant unobservable inputs.

For assets and liabilities that are recognised in the financial statements at
fair value on a recurring basis, the Group determines whether transfers have
occurred between levels in the hierarchy by re-assessing categorisation (based
on the lowest level of input that is significant to the fair value measurement
as a whole) at the end of the reporting period. There were no transfers
between Level 1 and Level 2 fair value measurements during the period, and no
transfers into or out of Level 3 fair value measurements during the six months
to 30 September 2023.

The following table reconciles the movement in the Group's net financial
assets classified in 'Level 3' of the fair value hierarchy:

                                        Financial assets at FVPL    Financial assets at FVOCI    Total
                                        £m                          £m                           £m
 At 1 April 2023                        20                          22                           42
 Other comprehensive income(1)          -                           (16)                         (16)
 Purchases                              2                           1                            3
 Disposals                              (2)                         -                            (2)
 At 30 September 2023                   20                          7                            27

1.     The £16 million charge recognised in other comprehensive income
relates to the full impairment of the Group's investment in Infinant Health.
  At the balance sheet date it is considered unlikely that the Group will
participate in the forthcoming funding round which will result in the Group's
interest in that company being fully diluted.

 

12.  Events after the balance sheet date

On 30 October 2023, the Group repaid its US$25 million US private placement
3.83% fixed rate note on maturity using cash.

 

On 2 November 2023, the Group received dividend payments of US$37 million from
Primient.

 

There are no other material post balance sheet events requiring disclosure in
respect of the six months to 30 September 2023.

 

Calculation of changes in constant currency

Where changes in constant currency are presented in this statement, they are
calculated by retranslating current period results at prior period exchange
rates. The following table provides a reconciliation between the current
period and the six months to September 2022 at actual exchange rates and at
constant currency exchange rates.  Absolute numbers presented in the tables
are rounded for presentational purposes, whereas the growth percentages are
calculated on unrounded numbers.

 Six months to 30 September                 2023    FX      2023           Underlying     2022*    Change %    Change in

£m
£m
at constant
growth
£m
constant
 Adjusted performance
currency
£m
currency

Continuing operations
£m
%
 Revenue                                    857     22     879             30             849      1%          4%
 Food & Beverage Solutions                  153     5      158             14             144      7%          10%
 Sucralose                                  28      1      29              (5)            34       (18%)       (14%)
 Primary Products Europe                    (3)     -      (3)             3              (6)      52%         51%
 Adjusted EBITDA                            178     6      184             12             172      4%          7%
 Adjusted operating profit                  143     5      148             11             137      4%          8%
 Net finance expense                        (4)     -      (4)             7              (11)     65%         64%
 Share of adjusted profit of joint venture  17      -      17              4              13       26%         32%
 Adjusted profit before tax                 156     5      161             22             139      12%         16%
 Adjusted income tax expense                (34)    (1)    (35)            (5)            (30)     (12%)       (16%)
 Adjusted profit after tax                  122     4      126             17             109      12%         16%
 Adjusted EPS (pence)                       30.1p   1.1p   31.2p           5.1p           26.1p    15%         19%

*  Restated to reflect change in operating segments and use of adjusted
EBITDA.

 

 

Currency Sensitivities

 

Currency-sensitivity information for the six months to 30 September 2023 is
summarised below.  This sets out the sensitivity to a 5% strengthening of
pound sterling impacting the Group's revenue and EBITDA in the six months to
30 September 2023:

 Currency  Six months to 30 September 2023(1)  Six months to          Change (%)(3)      Six months impact (£m) of

30 September 2022(2)

                                                                                         5% strengthening of GBP

                                                                                         (vs 2023 average rate)(4)
                                                                                         Revenue         EBITDA
 USD       1.26                                1.21                   3.5%               (21)            (7)
 EUR       1.16                                1.17                   (1.5%)             (13)            (3)
 Other(5)                                                                                (6)             -

 

1.    Based on average daily spot rates from 1 Apr 2023 to 30 Sep 2023

2.    Based on average daily spot rates from 1 Apr 2022 to 30 Sep 2022

3.    Change verses average spot rates for the previous period

4.    Based on best prevailing assumptions around currency profiles

5.    Other currencies include CNY, AUD, JPY, MXN, PLN, ZAR, BRL, AED, THB

 

TATE & LYLE PLC

 

ADDITIONAL INFORMATION
FOR THE SIX MONTHS TO 30 SEPTEMBER 2023

 

Statement of Directors' responsibilities

The Directors confirm: that this condensed consolidated set of financial
information has been prepared on the basis of the accounting policies set out
in the Group's 2023 Annual Report, and in accordance with UK adopted
International Accounting Standard 34 "Interim Financial Reporting"; that the
condensed consolidated set of financial statements gives a true and fair view
of the assets, liabilities, financial position and profit or loss as required
by the Disclosure Guidance and Transparency Rules (DTRs) sourcebook of the
United Kingdom's Financial Conduct Authority, paragraph DTR 4.2.4; and that
the interim management report herein includes a fair review of the information
required by paragraphs DTR 4.2.7 and DTR 4.2.8, namely:

·     an indication of important events that have occurred during the
first six months and their impact on the condensed set of consolidated
financial information;

·      a description of the principal risks and uncertainties for the
remaining six months of the financial year; and

·    material related party transactions in the first six months and any
material changes in the related party transactions described in the last
Annual Report.

 

The Directors are responsible for the maintenance and integrity of the
Company's website. UK legislation governing the preparation and dissemination
of financial statements may differ from legislation in other jurisdictions.

The Directors of Tate & Lyle PLC are listed in the Tate & Lyle Annual
Report for the year ended 31 March 2023. The following changes have been made
to the Board in the six months to 30 September 2023.

Dr Gerry Murphy stepped down as Chair of the Board on 1 September 2023. The
Board appointed Warren Tucker as Interim Chair from that date.

On 8 November 2023, it was announced that David Hearn was appointed as a
Director and Chair of the Tate & Lyle Board from

1 January 2024. On his appointment, Warren Tucker will step down as Interim
Chair but will continue to serve as a non-executive director and as Chair of
the Audit Committee.

Mr Paul Forman, the Senior Independent Director and who led the Chair's
succession process, will retire from the Board on

31 December 2023 having served his nine-year term. As previously announced,
Kimberly (Kim) Nelson will become Senior Independent Director on 1 January
2024.

For and on behalf of the Board of Directors:

 

Nick Hampton
         Dawn Allen

Chief Executive
        Chief Financial Officer

 

8 November 2023

 

 

 

INDEPENDENT REVIEW REPORT TO TATE & LYLE 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 30
September 2023 which comprises the condensed (interim) consolidated income
statement, condensed (interim) consolidated statement of comprehensive income,
condensed (interim) consolidated statement of financial position, condensed
(interim) consolidated statement of cash flows, condensed (interim)
consolidated statement of changes in equity and the related explanatory notes
1 to 12. We have read the other information contained in the half yearly
financial report and considered whether it contains any apparent misstatements
or material inconsistencies with the information in the condensed set of
financial statements.

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 30 September 2023 is not prepared,
in all material respects, in accordance with UK adopted International
Accounting Standard 34 and the Disclosure Guidance and Transparency Rules of
the United Kingdom's Financial Conduct Authority.

Basis for Conclusion

We conducted our review in accordance with International Standard on Review
Engagements 2410 (UK) "Review of Interim Financial Information Performed by
the Independent Auditor of the Entity" (ISRE) issued by the Financial
Reporting Council. 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. 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.

As disclosed in note 2, the annual financial statements of the Group are
prepared in accordance with UK adopted international accounting standards. The
condensed set of financial statements included in this half-yearly financial
report has been prepared in accordance with UK adopted International
Accounting Standard 34, 'Interim Financial Reporting'.

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 to suggest that management have
inappropriately adopted the going concern basis of accounting or that
management have identified material uncertainties relating to going concern
that are not appropriately disclosed.

This conclusion is based on the review procedures performed in accordance with
this ISRE, however future events or conditions may cause the entity to cease
to continue as a going concern.

Responsibilities of the directors

The directors are responsible for preparing the half-yearly financial report
in accordance with the Disclosure Guidance and Transparency Rules of the
United Kingdom's Financial Conduct Authority.

In preparing the half-yearly financial report, the directors are responsible
for assessing the company'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 company or to cease operations, or have no realistic alternative
but to do so.

Auditor's responsibilities for the review of the financial information

In reviewing the half-yearly report, we are responsible for expressing to the
Company a conclusion on the condensed set of financial statements in the
half-yearly financial report. 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 paragraph of
this report.

Use of our report

This report is made solely to the company in accordance with guidance
contained in International Standard on Review Engagements 2410 (UK) "Review of
Interim Financial Information Performed by the Independent Auditor of the
Entity" issued by the Financial Reporting Council. To the fullest extent
permitted by law, we do not accept or assume responsibility to anyone other
than the company, for our work, for this report, or for the conclusions we
have formed.

Ernst & Young LLP

London

8 November 2023

 

 

 

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