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REG - Vertu Motors PLC - Final results for the year ended 28 February 2017 <Origin Href="QuoteRef">VTU.L</Origin> - Part 2

- Part 2: For the preceding part double click  ID:nRSJ6651Ea 

period, over £17.3m has been returned to the owners of the
business, with the dividend per share increasing by 280% over the same period.
 While still maintaining one of the strongest balance sheets in the listed
automotive retail sector, the dividend has been funded from cash generated
from operations, without any negative impact to ongoing capital expenditure
programme nor funding of suitable acquisitions. 
 
Maintaining a strong balance sheet is a key element of the Board's approach to
capital management, with a stated policy of moving dividend cover closer to
four times.   The Board has proposed an increase in the final dividend for
2017, payable on 31 July 2017, to 0.9 pence per share (2016: 0.85), which,
when taken together with the interim dividend paid in January 2017 of 0.5
pence per share (2016: 0.45p), provides a total dividend for the year of 1.40
pence per share (2016: 1.30p).  This represents an increase of 7.7% and a
dividend cover of 4.7 times (2016: 4.9 times) based upon adjusted earnings per
share.  The ex-dividend date will be 29 June 2017 and the associated record
date 30 June 2017. 
 
The proposed full year dividend of 1.40 pence represents an annualised cash
dividend of £5.5m (2016: £4.9m).  The distributable reserves in the parent
company balance sheet as at 28 February 2017 were £58.9m (2016: £43.8m).  At
this level of pay-out the Board does not consider there to be any significant
risks to the Group's ability to continue to pay dividends in accordance with
this pay-out strategy other than those risks listed in the annual report. 
 
Return on equity 
 
The Group's post-tax return on equity (measured as a 12 month average
throughout the Period) was 10.8% (2016 : 11.4%).  This dilution resulted from
the use of the cash raised from the equity raise in March 2016 to fund the
acquisition of the freehold property-rich premium dealerships.  While these
acquisitions have strengthened the Group's property and brand portfolios, the
Board is cognisant of the impact of equity returns, and intends to utilise the
new debt facilities to finance future acquisitions, hence improving equity
returns. 
 
Free cashflow to equity 
 
The Board regularly measures the long term free cashflow (operating cashflow
less interest, capital expenditure and tax, before acquisitions and dividends)
as a return on the shareholders' cash invested capital (capital raised plus
after-tax operating profits less dividends).  This measure, when compared to
the cost of capital, provides an indication of the extent to which cash, hence
value, is being created in the long term.  This measure stands at 12.1% over
the 10 years since the Group's formation (2016: 12.7% over 9 years).  This
return compares favourably to the Group's weighted average cost of capital of
8%.  The reduction in the recent Period indicated above is a result of the
high level of cash deployed on capital investment in the Period.  As set out
above, we expect this level of capital investment to increase in the current
financial year before declining in 2019, when the free cashflow to equity
metric should begin to increase. 
 
Robert Forrester                                                              
                   Michael Sherwin 
 
Chief Executive Officer                                                       
               Chief Financial Officer 
 
CONSOLIDATED INCOME STATEMENT (AUDITED) 
 
For the year ended 28 February 2017 
 
                                                                             2017         2016         
                                                                       Note  £'000        £'000        
                                                                                                       
 Revenue                                                                     2,822,589    2,423,279    
 Cost of sales                                                               (2,509,049)  (2,160,000)  
 Gross profit                                                                313,540      263,279      
 Operating expenses                                                          (281,466)    (236,100)    
 Operating profit                                                            32,074       27,179       
 Amortisation of intangible assets                                           614          558          
 Share based payments charge                                                 1,082        911          
 Operating profit before amortisation and share based payments charge        33,770       28,648       
 Finance income                                                        2     261          173          
 Finance costs                                                         2     (2,515)      (1,390)      
 Profit before tax                                                           29,820       25,962       
 Amortisation of intangible assets                                           614          558          
 Share based payments charge                                                 1,082        911          
 Profit before tax, amortisation and share based payments charge             31,516       27,431       
 Taxation                                                              3     (5,800)      (5,282)      
 Profit for the year attributable to equity holders                          24,020       20,680       
                                                                                                       
 Basic earnings per share (p)                                          4     6.14         6.06         
 Diluted earnings per share (p)                                        4     6.04         5.92         
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (AUDITED) 
 
For the year ended 28 February 2017 
 
                                                                                              2017     2016    
                                                                                        Note  £'000    £'000   
                                                                                                               
 Profit for the year                                                                          24,020   20,680  
                                                                                                               
 Other comprehensive (expense) / income                                                                        
 Items that will not be reclassified to profit or loss:                                                        
 Actuarial (losses) / gains on retirement benefit obligations                                 (4,687)  680     
 Deferred tax relating to actuarial losses / (gains) on retirement benefit obligations        937      (137)   
 Items that may be reclassified subsequently to profit or loss:                                                
 Cash flow hedges                                                                             -        23      
 Deferred tax relating to cash flow hedges                                                    -        (6)     
 Other comprehensive (expense) / income for the year, net of tax                              (3,750)  560     
                                                                                                               
 Total comprehensive income for the year                                                                       
 attributable to equity holders                                                               20,270   21,240  
                                                                                                               
 
 
CONSOLIDATED BALANCE SHEET (AUDITED) 
 
As at 28 February 2017 
 
                                                                         2017       2016       
                                                                   Note  £'000      £'000      
 Non-current assets                                                                            
 Goodwill and other indefinite life assets                               94,595     69,484     
 Other intangible assets                                                 1,518      1,672      
 Retirement benefit asset                                                1,884      6,097      
 Property, plant and equipment                                           197,545    150,361    
                                                                         295,542    227,614    
                                                                                               
 Current assets                                                                                
 Inventories                                                             506,470    530,371    
 Trade and other receivables                                             52,545     63,412     
 Property assets held for sale                                           -          537        
 Cash and cash equivalents                                               39,845     43,915     
 Total current assets                                                    598,860    638,235    
                                                                                               
 Total assets                                                            894,402    865,849    
                                                                                               
 Current liabilities                                                                           
 Trade and other payables                                                (610,317)  (631,148)  
 Deferred consideration                                                  (1,572)    (241)      
 Current tax liabilities                                                 (3,840)    (3,647)    
 Borrowings                                                              (8,671)    (6,756)    
 Total current liabilities                                               (624,400)  (641,792)  
                                                                                               
 Non-current liabilities                                                                       
 Borrowings                                                              (10,166)   (14,011)   
 Deferred consideration                                                  (236)      (1,659)    
 Deferred income tax liabilities                                         (5,555)    (4,450)    
 Deferred income                                                         (7,616)    (6,078)    
                                                                         (23,573)   (26,198)   
                                                                                               
 Total liabilities                                                       (647,973)  (667,990)  
                                                                                               
 Net assets                                                              246,429    197,859    
                                                                                               
 Capital and reserves attributable to equity holders of the Group                              
 Ordinary shares                                                         39,727     34,127     
 Share premium                                                           124,932    96,901     
 Other reserve                                                           10,645     10,645     
 Treasury reserve                                                        (756)      -          
 Retained earnings                                                       71,881     56,186     
                                                                                               
 Shareholders' equity                                                    246,429    197,859    
 
 
CONSOLIDATED CASH FLOW STATEMENT (AUDITED) 
 
For the year ended 28 February 2017 
 
                                                                        2017      2016      
                                                                  Note  £'000     £'000     
 Cash flows from operating activities                                                       
 Operating profit                                                       32,074    27,179    
 Profit on sale of property, plant and equipment                        (285)     (26)      
 Amortisation of other intangible assets                                614       558       
 Depreciation of property, plant and equipment                          8,665     6,803     
 Movement in working capital                                            16,040    30,515    
 Share based payments charge                                            1,015     781       
 Cash generated from operations                                         58,123    65,810    
 Tax received                                                           359       4         
 Tax paid                                                               (6,103)   (7,704)   
 Finance income received                                                34        36        
 Finance costs paid                                                     (2,447)   (1,451)   
 Net cash generated from operating activities                           49,966    56,695    
                                                                                            
 Cash flows from investing activities                                                       
 Acquisition of businesses, net of cash and overdrafts acquired         (49,962)  (24,565)  
 Acquisition of freehold and long leasehold land and buildings          (4,456)   (6,475)   
 Purchases of intangible assets                                         (460)     (325)     
 Purchases of other property, plant and equipment                       (25,092)  (13,977)  
 Proceeds from disposal of business (net of cash and overdrafts)        875       2,137     
 Proceeds from disposal of property, plant and equipment                950       1,120     
 Net cash outflow from investing activities                             (78,145)  (42,085)  
                                                                                            
 Cash flows from financing activities                                                       
 Net proceeds from issuance of ordinary shares                          33,631    127       
 Proceeds from borrowings                                         6     10,831    18,288    
 Repayment of borrowings                                          6     (14,000)  (4,441)   
 Purchase of treasury shares                                            (1,000)   -         
 Dividends paid to equity holders                                       (5,353)   (3,923)   
 Net cash inflow from financingActivities                               24,109    10,051    
                                                                                            
 Net (decrease) / increase in cash and cash equivalents                 (4,070)   24,661    
 Cash and cash equivalents at beginning of year                         43,915    19,254    
 Cash and cash equivalents at end of year                               39,845    43,915    
 
 
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (AUDITED) 
 
For the year ended 28 February 2017 
 
                                                     Ordinaryshare capital  Sharepremium  Otherreserve  Treasury sharereserve  RetainedEarnings  TotalEquity  
                                                     £'000                  £'000         £'000         £'000                  £'000             £'000        
                                                                                                                                                              
 As at 1 March 2016                                  34,127                 96,901        10,645        -                      56,186            197,859      
 Profit for the year                                 -                      -             -             -                      24,020            24,020       
 Actuarial losses on retirement benefit obligations  -                      -             -             -                      (4,687)           (4,687)      
 Tax on items taken directly to equity               -                      -             -             -                      937               937          
 Total comprehensive income for the year             -                      -             -             -                      20,270            20,270       
 New ordinary shares issued                          5,600                  29,400        -             -                      -                 35,000       
 Cost of issuance of ordinary shares                 -                      (1,369)       -             -                      -                 (1,369)      
 Purchase of treasury shares                         -                      -             -             (1,000)                -                 (1,000)      
 Treasury shares issued                              -                      -             -             244                    (237)             7            
 Dividend paid                                       -                      -             -             -                      (5,353)           (5,353)      
 Share based payments charge                         -                      -             -             -                      1,015             1,015        
 As at 28 February 2017                              39,727                 124,932       10,645        (756)                  71,881            246,429      
 
 
The purchase of treasury shares in the period relates to the acquisition of
2,635,687 shares by Estera Trust (Jersey) Limited, the Trustee of Vertu Motors
plc's Employee Benefit Trust ("EBT"). The shares were purchased by the Trustee
to be held for the purposes of the Employee Benefit Trust, and may be used to
transfer shares to individuals when options are exercised. This could include
the Company's Long Term Incentive Plan ("LTIP"), under which each of the
executive directors of the Company, the Company's other PDMRs and certain
other senior managers are potential participants, and is therefore regarded as
having a notional interest in these shares. 
 
During the year, 625,134 treasury shares were transferred or sold by the EBT
on exercise of vested LTIP options, and 20,000 treasury shares were
transferred or sold by the EBT on exercise of vested Company Share Options. 
 
The other reserve is a merger reserve, arising from shares issued for shares
as consideration to the former shareholders of acquired companies 
 
For the year ended 29 February 2016 
 
                                                    Ordinaryshare capital  Sharepremium  Otherreserve  Hedgingreserve  Retainedearnings  TotalEquity  
                                                    £'000                  £'000         £'000         £'000           £'000             £'000        
                                                                                                                                                      
 As at 1 March 2015                                 34,091                 96,810        10,645        (17)            38,105            179,634      
 Profit for the year                                -                      -             -             -               20,680            20,680       
 Actuarial gains on retirement benefit obligations  -                      -             -             -               680               680          
 Tax on items taken directly to equity              -                      -             -             (6)             (137)             (143)        
 Fair value gains                                   -                      -             -             23              -                 23           
 Total comprehensive income for the year            -                      -             -             17              21,223            21,240       
 New ordinary shares issued                         36                     91            -             -               -                 127          
 Dividend paid                                      -                      -             -             -               (3,923)           (3,923)      
 Share based payments charge                        -                      -             -             -               781               781          
 As at 29 February 2016                             34,127                 96,901        10,645        -               56,186            197,859      
 
 
NOTES 
 
For the year ended 28 February 2017 
 
1.    Basis of Preparation 
 
Vertu Motors plc is a Public Limited Company which is listed on the AiM market
and is incorporated and domiciled in England.  The address of the registered
office is Vertu House, Fifth Avenue Business Park, Team Valley, Gateshead,
Tyne and Wear, NE11 0XA.  The registered number of the Company is 05984855. 
 
The Group prepares financial information under International Financial
Reporting Standards (IFRS) issued by the IASB and as adopted by the European
Union (EU) and on the same basis as in 2016.  Further information in relation
to the Standards adopted by the Group is available on the Group's website
www.vertumotors.com. 
 
Whilst the financial information included in this announcement has been
computed in accordance with International Financial Reporting Standards
(IFRS's), this announcement does not itself contain sufficient information to
comply with IFRS's.  The Group published full financial statements that comply
with IFRS's today and these are available on the Group's website,
www.vertumotors.com. 
 
The financial information presented for the years ended 28 February 2017 and
29 February 2016 does not constitute the Company's statutory accounts as
defined in Section 434 of the Companies Act 2006, but is derived from those
financial statements.  The auditors' reports on the 2017 and 2016 financial
statements were unqualified.  A copy of the statutory accounts for 2016 has
been delivered to the Registrar of Companies.  Those for 2017 will be
delivered following the Company's annual general meeting, which will be
convened on 26 July 2017. 
 
Accounting policies 
 
The annual consolidated financial statements of Vertu Motors plc are prepared
in accordance with IFRS's as adopted by the European Union.  The annual report
has been prepared on the going concern basis under the historical cost
convention, as modified by the revaluation of financial assets and liabilities
(including derivative financial instruments) at fair value through profit or
loss. 
 
The accounting policies adopted in this annual report can be found on our
website, www.vertumotors.com, and are consistent with those of the Group's
financial statements for the year ended 29 February 2016. 
 
Segmental information 
 
The Group adopts IFRS 8 "Operating Segments" which determines and presents
operating segments based on information provided to the Group's Chief
Operating Decision Maker ("CODM"), Robert Forrester, Chief Executive Officer. 
There has been no change in the Group's one reportable business segment. 
Dealerships operate a number of different business streams such as new vehicle
sales, used vehicle sales and after-sales operations.  Management is organised
based on the dealership operations as a whole rather than the specific
business streams. 
 
Dealerships are considered to have similar economic characteristics and offer
similar products and services which appeal to a similar customer base.  As
such, the results of each dealership have been aggregated to form one
reportable operating segment. 
 
The CODM assesses the performance of the operating segment based on a measure
of both revenue and gross margin.  Therefore, to increase transparency, the
Group has included below an additional voluntary disclosure analysing revenue
and gross margin within the reportable segment. 
 
 Year ended 28 February 2017    
                                Revenue  RevenueMix  GrossMargin  GrossMarginMix  Gross Margin  
                                £'m      %           £'m          %               %             
 Aftersales *                   227.0    8.0         123.4        39.4            44.6          
 Used cars                      1,037.5  36.8        100.7        32.1            9.7           
 New car retail and Motability  909.4    32.2        68.3         21.8            7.5           
 New fleet and commercial       648.7    23.0        21.1         6.7             3.3           
                                2,822.6  100.0       313.5        100.0           11.1          
 
 
 Year ended 29 February 2016    
                                Revenue  RevenueMix  GrossMargin  GrossMarginMix  Gross Margin  
                                £'m      %           £'m          %               %             
 Aftersales*                    189.0    7.8         102.9        39.1            44.8          
 Used cars                      850.2    35.1        83.5         31.7            9.8           
 New car retail and Motability  796.5    32.9        59.3         22.5            7.4           
 New fleet and commercial       587.6    24.2        17.6         6.7             3.0           
                                2,423.3  100.0       263.3        100.0           10.9          
 
 
*margin in after-sales expressed on internal and external turnover 
 
2.    Finance income and costs 
 
                                                                   2017     2016     
                                                                   £'000    £'000    
 Interest on short term bank deposits                              34       36       
 Net finance income relating to defined benefit pension schemes    227      137      
 Finance income                                                    261      173      
                                                                                     
 Bank loans and overdrafts                                         (876)    (619)    
 Vehicle stocking interest                                         (1,639)  (572)    
 Other finance costs                                               -        (199)    
 Finance costs                                                     (2,515)  (1,390)  
 
 
3.    Taxation 
 
                                                      2017   2016   
                                                      £'000  £'000  
 Current tax                                                        
 Current tax charge                                   6,468  5,598  
 Adjustment in respect of prior years                 (227)  (258)  
 Total current tax                                    6,241  5,340  
 Deferred tax                                                       
 Origination and reversal of temporary differences    (70)   395    
 Adjustment in respect of prior years                 (112)  (145)  
 Rate differences                                     (259)  (308)  
 Total deferred tax                                   (441)  (58)   
 Income tax expense                                   5,800  5,282  
 
 
                                                                                                     2017    2016    
                                                                                                     £'000   £'000   
 Profit before taxation from continuing operations                                                   29,820  25,962  
                                                                                                                     
 Profit before taxation multiplied by the rate of corporation tax in the UK of 20% (2016: 20.08%)    5,964   5,213   
                                                                                                                     
 Non-qualifying depreciation                                                                         357     245     
 Non-deductible expenses                                                                             267     412     
 Effect on deferred tax balances due to rate change                                                  (259)   (308)   
 Property adjustment                                                                                 (168)   153     
 Permanent benefits                                                                                  (22)    (30)    
 Adjustments in respect of prior years                                                               (339)   (403)   
 Total tax expense included in the income statement                                                  5,800   5,282   
 
 
The standard rate of Corporation Tax in the UK is 20% with effect from 1 April
2015.  Accordingly, the Group's profits for this accounting period are taxed
at a rate of 20%. The standard rate of Corporation Tax in the UK will be 19%
with effect from 1 April 2017. 
 
4.    Earnings per share 
 
Basic and diluted earnings per share are calculated by dividing the earnings
attributable to equity shareholders by the weighted average number of ordinary
shares during the year or the diluted weighted average number of ordinary
shares in issue in the year. 
 
The Group only has one category of potentially dilutive ordinary shares, which
are share options.  A calculation has been undertaken to determine the number
of shares that could have been acquired at fair value (determined at the
average annual market price of the Group's shares) based on the monetary value
of the subscription rights attached to the outstanding share options. 
 
The number of shares calculated, as set out above, is compared with the number
of shares that would have been issued assuming the exercise of the share
options. 
 
Adjusted earnings per share is calculated by dividing the adjusted earnings
attributable to equity shareholders by the weighted average number of ordinary
shares in issue during the year. 
 
                                                               2017     2016     
                                                               £'000    £'000    
 Profit attributable to equity shareholders                    24,020   20,680   
 Amortisation of intangible assets                             614      558      
 Share based payments charge                                   1,082    911      
 Tax effect of adjustments                                     (119)    (112)    
 Adjusted earnings attributable to equity shareholders         25,597   22,037   
                                                                                 
 Weighted average number of shares in issue ('000s)            391,116  341,080  
 Potentially dilutive shares ('000s)                           6,800    8,388    
 Diluted weighted average number of shares in issue ('000s)    397,916  349,468  
                                                                                 
 Basic earnings per share                                      6.14p    6.06p    
 Diluted earnings per share                                    6.04p    5.92p    
 Basic adjusted earnings per share                             6.54p    6.46p    
 Diluted adjusted earnings per share                           6.43p    6.31p    
                                                                                   
 
 
5.    Dividends per share 
 
Dividends of £5,353,000 were paid in the year to 28 February 2017 (2016:
£3,923,000), 1.35p per share (2016: 1.15p).  A final dividend in respect of
the year ended 28 February 2017 of 0.90p per share, is to be proposed at the
annual general meeting on 26 July 2017.  The ex-dividend date will be 29 June
2017 and the associated record date 30 June 2017. This dividend will be paid,
subject to shareholder approval, on 31 July 2017 and these financial
statements do not reflect this final dividend payable. 
 
The last date for shareholders to elect for the Dividend Re-Investment Plan
(DRIP) will be 6 July 2017 (or such other date as the Group may specify). A
facility is provided by Capita IRG Trustees Limited in conjunction with the
Group's registrars, Capita Asset Services, for any Group shareholders who wish
to re-invest dividend payments in the Group. Under this facility, cash
dividends may be used to purchase additional ordinary shares. 
 
Any shareholder requiring further information should call Capita on 0871 664
0300 (Calls cost 12p per minute plus your phone company's access charge. Calls
outside the United Kingdom will be charged at the applicable international
rate. Lines are open between 09:00 - 17:30, Monday to Friday excluding public
holidays in England and Wales.  Overseas shareholders are best to use: +44 371
664 0300 Calls outside the United Kingdom will be charged at the applicable
international rate)or visit www.capitaassetservices.com. 
 
6.    Reconciliation of net cash flow to movement in net cash 
 
                                                         2017      2016      
                                                         £'000     £'000     
                                                                             
 Net (decrease) increase in cash and cash equivalents    (4,070)   24,661    
 Cash inflow from proceeds of borrowings                 (10,831)  (18,288)  
 Cash outflow from repayment of borrowings               14,000    4,441     
 Cash movement in net cash                               (901)     10,814    
                                                                             
 Borrowings acquired                                     (1,085)   (3,409)   
 Capitalisation of loan arrangement fees                 107       201       
 Amortisation of loan arrangement fees                   (261)     (128)     
 Non-cash movement in net cash                           (1,239)   (3,336)   
                                                                             
 Movement in net cash                                    (2,140)   7,478     
 Opening net cash                                        23,148    15,670    
 Closing net cash                                        21,008    23,148    
 
 
7.    Acquisitions 
 
On 1 March 2016, the Group acquired the entire issued share capital of Sigma
Holdings and its subsidiary Greenoaks (Maidenhead) Limited (together
"Greenoaks") which operates three Mercedes-Benz outlets in Reading, Ascot and
Slough. Total consideration amounted to £30,743,000 comprising initial
consideration of £11,743,000 settled from the Group's existing cash resources,
a £10,000,000 bank loan and vendor shareholder loans of £9,000,000 which were
settled in cash on completion. 
 
On 2 May 2016, the Group acquired the business and certain assets of Leeds
Jaguar from a subsidiary of Inchcape Plc. The consideration for this
acquisition was £592,000 and was settled in cash from the Group's existing
resources. 
 
On 1 June 2016, the Group acquired the entire issued share capital of Gordon
Lamb Group Limited and its subsidiaries, including Gordon Lamb Limited
(together "Gordon Lamb") which operates the Toyota, Land Rover, Skoda, and
Nissan outlets in Chesterfield and the Skoda outlet in Derby. The estimated
consideration amounted to £18,781,000 and was settled in cash from the Group's
existing resources. 
 
8.     Post balance sheet events 
 
On 31 March 2017, the Group disposed of the trade and certain assets of its
Peugeot dealership in Chesterfield to Decidebloom Limited, trading as
Stoneacre. The Group still owns the freehold property from which the
dealership operates. 
 
This information is provided by RNS
The company news service from the London Stock Exchange

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