Hollywood Bowl Group
plc
("Hollywood Bowl", the
"Company" or the "Group")
Interim
Results
for the Six Months ended 31
March 2024
EXCELLENT PERFORMANCE DRIVEN
BY CONTINUED INVESTMENT IN CUSTOMER EXPERIENCE AND FURTHER GROWTH
IN CANADA
Financial summary
|
H1 FY2024
|
H1
FY2023
|
Change
|
Revenue
|
£119.2m
|
£110.2m5
|
+8.1%
|
Group adjusted
EBITDA1
|
£48.3m
|
£43.9m
|
+10.0%
|
Group adjusted EBITDA1
pre-IFRS 16
|
£38.6m
|
£35.1m
|
+10.0%
|
Group profit before tax
|
£29.5m
|
£26.7m
|
+10.5%
|
Group profit after tax
|
£21.9m
|
£20.9m
|
+5.0%
|
Group adjusted profit before
tax2
|
£30.9m
|
£27.7m
|
+11.7%
|
Group adjusted profit after
tax2
|
£23.3m
|
£21.9m
|
+6.5%
|
Adjusted earnings per
share2
|
13.60p
|
12.80p
|
+6.2%
|
Free cash
flow3
|
£16.5m
|
£15.3m
|
+7.8%
|
Net cash4
|
£41.4m
|
£44.1m
|
-6.2%
|
Interim ordinary dividend per
share
|
3.98p
|
3.27p
|
+21.7%
|
1 Group adjusted EBITDA
(earnings before interest, tax, depreciation and amortisation) is
calculated as statutory operating profit plus depreciation,
amortisation, impairment, loss on disposal of property,
right-of-use assets, plant and equipment and software and any
exceptional costs or income, and is also shown pre-IFRS 16 as well
as adjusted for IFRS 16. These adjustments show the underlying
trade of the overall business which these costs or income can
distort. The reconciliation to operating profit is set out
below.
2
Adjusted group profit before / after tax is calculated as group
profit before / after tax, adding back acquisition fees of £0.3m
(H1 FY2023: £0.5m) and the non-cash expense of £1.1m (H1 FY2023:
£0.7m) related to the fair value of the earn out consideration on
the Teaquinn acquisition in May 2022. Also, in H1 FY2023 it
included the removal of the reduced rate (TRR) of VAT benefit on
bowling of £0.2m.
3 Free cash flow is
defined as net cash flow pre-exceptional items, cost of
acquisitions, debt facility repayment, RCF drawdowns and
dividends.
4
Net cash/(debt) is defined as cash and cash equivalents less
borrowings from bank facilities excluding issue costs.
5 Group revenue in H1
FY2023 includes £0.2m in respect of TRR of VAT.
6
Revenues in GBP based on an actual foreign exchange rate over the
relevant period, unless otherwise stated.
Key
highlights
· Excellent financial
performance supported by successful execution of proven domestic
and Canadian growth strategy
o Record first half Group revenue of £119.2m (H1 FY2023:
£110.2m)
o Group adjusted EBITDA pre-IFRS 16 increased by 10.0 per cent
to £38.6m (H1 FY2023: £35.1m)
o UK LFL revenue growth of 1.3 per cent and 8.0 per cent in
Splitsville centres in Canada
o Interim dividend up 21.7% to 3.98 pence per share (H1 FY 2023
interim dividend: 3.27 pence per share)
o Cash generative model provides investment capital and balance
sheet strength: robust net cash position at 31 March 2024 of
£41.4m;
o Extended undrawn £25m revolving credit facility to December
2025
UK
- 71 centres at period end
· Enhancing and expanding our
high-quality, profitable UK estate
o Completed refurbishments of Hollywood Bowl centres in Watford
Woodside, Stockton and Cardiff
o Acquired, re-branded and refurbished centre in Lincoln, with
encouraging trading since completion
o Solar panels installed at two further centres
o New centre, Hollywood Bowl Dundee, opened in May 2024, post
period end
· Constant improvement of
customer experience driving 3.2% higher UK spend per game (SPG) and
increased customer satisfaction scores to 67% NPS
o Space optimisations and new game formats across the estate
driving 4.5% increase in amusement SPG
o Installed Puttstars courses in two Hollywood Bowl
centres
o Pins on Strings installed in six centres, increasing total to
90% of UK estate, saving further costs and enhancing the customer
experience
o New core reservation system, delivering improved performance,
reliability and efficiencies
Canada - 11 centres at period end
· Canadian business trading in
line with management's expectations and performing well with
successful execution against growth strategy
o Total revenue growth of 46.9% to CAD 27m (£15.9m) and
pre-IFRS 16 EBITDA of CAD 7.5m (£4.4m)
o Two centres acquired in Guelph, Ontario and Vancouver,
British Columbia
o First new build centre Waterloo, Ontario due to be completed
in June 2024, post period end, and two new centres signed in
Calgary and Ottawa
o Refurbishment of Kingston site due to be completed in June
2024 and Glamorgan and Meridian centres in Calgary due to complete
in the second half
o Successful investment in Canada customer experience,
leveraging UK operating model; trialling Pins on Strings in three
centres
Outlook
· Strong balance sheet and
cash generative business model supports investment in future growth
with new centre pipeline continuing to build across UK and
Canada
o Resilient demand for value for money leisure
experiences
o Further growth of the estate, two UK centres and one Canadian
centre due to open in H2 and FY2025, with onward pipeline
continuing to build
o Well-insulated from inflationary pressures with 72% of
revenue not subject to cost of goods inflation
o New UK energy hedge signed to end of FY2027 with increases of
<30% for FY2025
o Investment in technology and website will support ecommerce
sales and yield performance
o Well positioned to grow Group estate to over 130
centres
Stephen Burns, Chief Executive Officer,
commented:
"We are pleased to have welcomed so many families, friends
and colleagues to our centres in the first half, demonstrating the
continued demand for high-quality, family-friendly leisure
experiences at affordable prices, particularly against the backdrop
of higher living expenses. I am extremely grateful to our excellent
team members whose hard work has resulted in even longer customer
dwell times and higher satisfaction score. We are proud to invest
in our team and to once again be recognised as a top Company to
work for.
"We continue to expect further, modest like-for-like growth,
even with the very strong prior year comparative, as a result of
our customer-led innovation and investment in our profitable growth
strategy. We are confident in the outlook for Hollywood Bowl and in
our ability to capture the longer-term opportunity to grow our
estate to over 130 centres in the next ten
years."
Enquiries:
|
Via Teneo
|
|
Hollywood Bowl Group PLC
|
Stephen Burns, Chief Executive
Officer
|
Laurence Keen, Chief Financial
Officer
|
Mat Hart, Chief Marketing and
Technology Officer
|
|
Teneo
|
|
Elizabeth Snow
|
hollywoodbowl@teneo.com
|
Laura Marshall
|
+44 (0)20 7353 4200
|
|
|
CHIEF EXECUTIVE OFFICER'S REVIEW
Hollywood Bowl Group has delivered
another strong performance in the first half of the year. The
continued successful execution of our customer focused strategy and
investment in our estate resulted in further profitable growth. The
Group achieved record revenues with an 8.1 per cent increase to
£119.2m, even against the strong comparative of last year's
outstanding performance. UK like-for-like (LFL) revenues increased
by 1.3 per cent, and we were very pleased to achieve over £100m of
revenue in the UK for the first time. The Canadian business
continues to perform strongly with 8.0 per cent LFL revenue growth
on a constant currency basis in the bowling centres.
The Group made further progress
with investment in growing the estate in UK and Canada while
our overall refurbishment programme remains on
track and is delivering returns. These refurbishments continue to
evolve our customer proposition, resulting in an increase in the
number of games played and spend per game alongside growing
customer service scores.
Adjusted profit before tax grew by
11.7 per cent, to £30.9m, whilst adjusted profit after tax grew by
6.5 per cent to £23.3m. Statutory profit before tax grew by £2.8m
to £29.5m (H1 FY2023: £26.7m) up 10.5 per cent on the prior
period.
The Group's strong earnings
growth, coupled with its highly cash generative business model
resulted in net cash at the period end of £41.4m. This strong
financial position is after the payment of the final ordinary and
special dividend for FY2023 as well as our continued investment in
new centres and refurbishments during FY2024.
In line with our capital
allocation policy, the Board has declared an interim dividend of
3.98 pence per share, representing 21.7 per cent growth on the same
period last year.
As UK families continue to face
cost of living challenges, we have worked hard to ensure that our
customer offer remains a great value for money, high quality
experience, keeping our prices low so that a family of four can
bowl at peak times for less than £25. Our team members are key to
providing these positive customer experiences and we remain focused
on ensuring our team are motivated and well rewarded, with
opportunities for progression through our in-house training and
development programmes.
Growth strategy
We have made good progress with
our simple, effective and proven growth strategy, driving returns
through investment in the quality and size of our estate and
through yield enhancing customer-led initiatives.
We are meeting our ambitious
targets for opening new centres in both the UK and Canada and
delivering solid returns above target levels from our ongoing
refurbishment programme.
Like-for-like growth
Even though the comparison period
was extremely strong, Group LFL revenue still increased, with a 1.6
per cent rise during the first half of the financial year. Our UK
centres grew by 1.3 per cent, our Canadian centres saw an 8.0 per
cent increase and, due to the timing of installations and
invoicing, a 14 per cent year on year decline in Striker, the
bowling equipment business.
On a LFL basis, UK spend per game
increased by 3.2 per cent in the period, to £11.21 in H1 FY2024,
whilst volumes, on the back of exceptionally strong growth over the
previous two years, were down only 1.6 per cent. In line with our
value for money positioning, we increased headline prices by only
1.4 per cent, well below inflation, maintaining affordability for
our customers.
Investing in our UK estate and new centre
openings
Refurbishments and estate investments:
Our refurbishment programme has
remained on track during the period, with three
refurbishments/space optimisation projects completed in Watford
Woodside, Stockton and Cardiff, enlarging the amusement offer,
introducing the latest digital signage and new brand treatments.
All refurbished centres are trading in line with our
expectations.
The refurbishment of our Stockton
centre, one of the busiest centres in the Group, included extending
into the unit next door, previously occupied by a restaurant
operator, enabling us to add five additional bowling lanes, 12
holes of mini-golf and an increased amusements offering. We also
agreed a new long-term lease on the centre.
We are currently on-site
refurbishing Hollywood Bowl at the London O2 and Portsmouth
Gunwharf Quay and will complete at least two further refurbishments
during the second half.
Pins on Strings were installed in
a further six centres during the first half and by the end of the
financial year all but two of our centres will benefit from this
cost saving and customer experience enhancing
technology.
New centres:
We are currently on site at new
centres in Westwood Cross in Kent and Colchester, at the Northern
Gateway leisure complex, combining 26 bowling lanes, mini-golf,
bar, diner and an amusement offer.
During H1 FY2024, we added one
centre to the UK estate. Lincoln Bowl, the 20-lane family owned and
operated centre was acquired in October 2023. Located on the
outskirts of the City of Lincoln, the centre was a well operated
family entertainment business in a strategically important
location, filling a location gap between our centres in Sheffield,
Derby and Leicester. Following a rebrand and extensive
refurbishment that also included a new roof, this new-look
Hollywood Bowl boasts a large amusement space, combined reception,
bar and diner with 20 lanes of state-of-the-art bowling served by
pins on strings. We are very pleased with the early trading
performance and customer feedback, and are confident that this site
will deliver returns in line with our expectations.
Since the start of the second half
of the year, we have opened a new Hollywood Bowl in Dundee, a key
market in Scotland at a quality leisure park, co-located with the
number one cinema in town and a restaurant offering. This centre
opened in late May 2024 and the early trading performance has been
encouraging.
Our new centre pipeline is strong
with six already signed and more in heads of terms and legals
stages. We remain confident in our ability to continue to deliver
on our plan of an average of at least three new UK openings a
year.
Technology:
We have made excellent progress
with the in-house development of our new core reservation system
which started to be rolled out to the UK estate in the first half
and completes in June. The new system is delivering improved
performance and usability for our team members and customers giving
us a strong platform to continue to develop functionality and
support our Group growth plans.
Continued strong growth in Canada
Our business in Canada continues
to perform very well. In the first half, the Canadian business
contributed CAD 27.0m (£15.9m) in revenue and CAD 7.5m (£4.4m) of
EBITDA on a pre-IFRS 16 basis. Total revenue growth in Canada was
46.9 per cent, with the Canadian Bowling centres growing by 8.0 per
cent on a LFL basis. Our growth strategy in Canada is based on four
areas: improving the current estate; buying existing businesses
that fit our exacting acquisition criteria; opening new centres;
and supporting the wider Canadian bowling market with Striker's
products and services.
In the half, the Group completed
two acquisitions taking the estate to 11 centres. The first was the
acquisition of an owner-operated family entertainment centre
located on a mixed-use retail and leisure park in the heart of
Guelph Ontario, called Woodlawn Bowl, for CAD 4.7m. Woodlawn Bowl
is a 36,000 sq. ft. centre boasting 24 lanes of ten-pin and 8 lanes
of five-pin bowling and a large amusements area with bar and diner.
The second was the acquisition of the assets and lease of a family
entertainment centre in Vancouver, for a total consideration of CAD
425k. The centre, which is in need of reconfiguration and
refurbishment, is located on a popular leisure scheme with a cinema
and ice rink and offers 34 ten-pin and 6 five-pin lanes, a large
bar and diner, and a very small amusements area. Both businesses
have had temporary signage installed rebranding them to Splitsville
and essential maintenance capital invested, prior to their full
refurbishments which are due to be completed in early
FY2025.
On new builds, works are nearly
completed at our new site in Waterloo, Ontario, which is planned to
open during June 2024. This is the first new centre we have
built in Canada, and we are excited to bring this state-of-the-art
family entertainment concept to the market.
Furthermore, we are very pleased
to have signed two further new centres at locations in Creekside,
Calgary and Kanata, Ottawa. We are due to be on site with
construction on both sites commencing during the second half of
this financial year and are forecasted to open in
FY2025.
Our refurbishment programme has
progressed well and we are currently putting the finishing touches
to a full makeover of our Kingston site. We are now working on full
refurbishments and re-brands for our Glamorgan and Meridian centres
in Calgary and will also start work on our Highfield centre in
Calgary in late June, all due to be completed during
FY2024.
Canada remains an exciting growth
opportunity for the Group. We continue to learn more about our
Canadian customers and how we can apply our proven UK operating
model to this market. We have received excellent feedback from
customers, particularly in recently rebranded centres and we
continue to explore opportunities to innovate the customer
experience as we learn more. The market is highly fragmented and
often under-invested, with many opportunities to acquire
single-owned centres or small group-owned business, as well as
opportunity for organic growth through our new centre
pipeline.
The Striker business continues to
grow as a result of increased investment into bowling centres
across the country. Revenues totalled CAD 2.5m (£1.4m) and the
order book is strong with multiple installation and maintenance
projects signed to commence in H2 FY2024.
Growing sustainably
Running and growing our business
in a sustainable manner remains a key focus for the Group and we
have continued to make good progress delivering against our ESG
strategy and our targets in the first half. Waste recycling
percentages improved in the first half and we continued the rollout
of solar panels in the UK estate taking our centre total to 29,
with additional panels being installed in four existing roof
locations. Our People team has made further progress with our
industry-leading training and development programme and internal
candidates represented more than 60 per cent of management
appointments. We also continue to play an important role in our
local communities, increasing the number of concessionary access
games played.
Outlook
We remain focused on the Group's
future growth through investment in the size and quality of our
estate and in our customer experience. We are on course to achieve
our key strategic goals for the year and are trading in line with
the Board's financial expectations.
Offering a great value for money,
high quality customer experience remains our key priority,
particularly as our customers continue to face the challenges of
higher living costs and interest rates. We provide an affordable
experience that they can enjoy with family or friends. Through our
investment in our centres, and in our customer experience, we can
continue to attract more visits from new and returning customers
and increase the time they spend in our centres.
We remain fully committed to our ongoing investment programme across
the business, supported by our strong balance
sheet and cash generative business model, which along with
our wider strategy for
sustainable, profitable, growth,
gives the Board every
confidence in our future outlook.
Stephen Burns
Chief Executive Officer
3 June 2024
CHIEF FINANCIAL OFFICER'S REVIEW
Group financial results
|
|
|
|
Revenue
|
£119.2m
|
£110.2m5
|
+8.1%
|
Gross profit on cost of goods sold1
|
£99.4m
|
£91.3m
|
+8.9%
|
Gross profit margin on cost of goods sold1
|
83.4%
|
82.8%
|
+60bps
|
Administrative expenses1
|
£65.0m
|
£60.0m
|
+8.3%
|
Group adjusted EBITDA2
|
£48.3m
|
£43.9m
|
+10.0%
|
Group adjusted EBITDA2
pre-IFRS 16
|
£38.6m
|
£35.1m
|
+10.0%
|
Group profit before tax
|
£29.5m
|
£26.7m
|
+10.5%
|
Group profit after tax
|
£21.9m
|
£20.9m
|
+5.0%
|
Group adjusted profit before tax3
|
£30.9m
|
£27.7m
|
+11.7%
|
Group adjusted profit after tax3
|
£23.3m
|
£21.9m
|
+6.5%
|
Free cash flow4
|
£16.5m
|
£15.3m
|
+7.8%
|
Interim dividend per share
|
|
|
|
|
|
|
|
1
Gross profit on cost of goods sold is calculated as revenue less
directly attributable cost of goods sold and excludes any payroll
costs. This is how we report in the business monthly and at centre
level, as labour costs are judged as material and thus reported
separately within administrative expenses.
2 Group adjusted EBITDA
(earnings before interest, tax, depreciation and amortisation) is
calculated as statutory operating profit plus depreciation,
amortisation, impairment, loss on disposal of property,
right-of-use assets, plant and equipment and software and any
exceptional costs or income, and is also shown pre-IFRS 16 as well
as adjusted for IFRS 16. These adjustments show the underlying
trade of the overall business which these costs or income can
distort. The reconciliation to operating profit is set out
below.
3
Adjusted group profit before / after tax is calculated as group
profit before / after tax, adding back acquisition fees of £0.3m
(H1 FY2023: £0.5m) and the non-cash expense of £1.1m (H1 FY2023:
£0.7m) related to the fair value of the earn out consideration on
the Teaquinn acquisition in May 2022. Also, in H1 FY2023 it
included the removal of the reduced rate (TRR) of VAT benefit on
bowling of £0.2m.
4 Free cash flow is
defined as net cash flow pre-exceptional items, cost of
acquisitions, debt facility repayment, RCF drawdowns and
dividends.
5
Group revenue in H1 FY2023 includes £0.2m in respect of TRR of
VAT.
6
Revenues in GBP based on an actual foreign exchange rate over the
relevant period, unless otherwise stated.
Following the introduction of the
lease accounting standard IFRS 16, the Group continues to maintain
the reporting of Group adjusted EBITDA on a pre-IFRS 16 basis, as
well as on an IFRS 16 basis. This is because the pre-IFRS 16
measure is consistent with the basis used for business decisions,
as well as a measure that investors use to consider the underlying
business performance. For the purposes of this review, the
commentary will clearly state when it is referring to figures on an
IFRS 16 or pre-IFRS 16 basis.
All LFL revenue commentary
excludes the impact of TRR of VAT on bowling. New centres in the UK
and Canada are included in LFL revenue after they complete the
calendar anniversary of their opening date.
Further details on the alternative
performance measures used are at the end of this report.
Revenue
On the back of significant growth
over the past two years and record revenues in FY2023, it is
pleasing to see continued LFL growth in the UK and Canada centres.
UK centre LFL revenue growth was 1.3 per cent with spend per game
growth of 3.2 per cent, taking LFL average spend per game to
£11.21, and a marginal decline in LFL game volumes. The LFL growth,
alongside the performance of the new UK centres, resulted in record
UK revenues exceeding £100m in the first half for the first time,
at £103.3m and growth of 4.4 per cent compared to the very strong
underlying revenues in H1 FY2023. It is worth noting that the
UK business has seen 5.9 per cent compound annual revenue growth
since FY2019.
Canadian LFL revenue growth, when
reviewing in Canadian Dollars (CAD) to allow for disaggregating the
foreign currency effect (constant currency), was 8.0 per cent.
Alongside this strong LFL revenue growth, new centres performed
well and resulted in total revenue of CAD 27m (£15.9m),
growth year on year in Canada of 46.9 per cent on a constant
currency basis. Splitsville bowling centre revenue was up CAD 9.0m
(58.1 per cent) to CAD 24.5m.
Total Group revenue for H1 FY2024
was £119.2m, 8.1 per cent growth on H1 FY2023.
Gross profit on cost of goods sold
Gross profit on cost of goods sold
is calculated as revenue less directly attributable cost of goods
sold and does not include any payroll costs. Gross profit on cost
of goods sold was £99.4m, 8.9 per cent growth on the same period in
FY2023 with gross profit margin on cost of goods sold at 83.4 per
cent in FY2024.
Gross profit on cost of goods sold
for the UK business was £86.7m with a margin of 83.9 per cent, up
10 bps on H1 FY2023.
Gross profit on cost of goods sold
for the Canadian business was in line with expectations at CAD
21.6m (£12.7m), with a margin of 80.0 per cent (H1 FY2023: 73.6 per
cent). This margin increase is due in part to the significant
revenue growth seen in the Splitsville bowling centres which make
up a larger proportion of total revenue in Canada versus our
Striker equipment business. Splitsville had a gross profit margin
on cost of goods sold of 84.8 per cent, in line with expectations.
Striker generated revenue of CAD 2.5m (H1 FY2023: CAD 2.9m) in the
year, the year-on-year decline is in the main because of
installation contracts that were not certified as finished, coupled
with an increase year-on-year in respect of the supply and
installation of equipment into the Splitsville centres, which is
counted as intra-group revenue and eliminated on
consolidation.
Administrative expenses
Following the adoption of IFRS 16 in
FY2020, administrative expenses exclude property rents (turnover
rents are not excluded) and include the depreciation of property
right-of-use assets.
Total administrative expenses,
including all payroll costs, were £65.0m. On a pre-IFRS 16 basis,
administrative expenses were £69.2m, compared to £63.6m in H1
FY2023.
Employee costs in centres were
£22.3m, an increase of £2.3m when compared to H1 FY2023, due to a
combination of salary increases, the impact of higher LFL revenues,
new UK centres, as well as the significant revenue growth in
Canadian centres. Total centre employee costs in Canada were CAD
6.4m (£3.8m), an increase of CAD 1.9m (£1.0m), whilst UK centre
employee costs were £18.5m, an increase of £1.4m when compared to
H1 FY2023. The increase in LFL employee costs in the UK were 4.8
per cent, but we expect this to increase to the region of 8-9 per
cent in the second half as we see the impact of the higher than
inflationary increase in national minimum and living wage from
April 2024.
Total property-related costs,
accounted for under pre-IFRS 16, were £20.6m, with £18.7m for the
UK business (H1 FY2023: £17.6m). Rent costs account for nearly 50
per cent of total property costs in the UK and increased to £9.2m
(H1 FY2023: £8.8m) and were up less than two per cent on a LFL
basis. We received further business rates rebates in the first
half, in relation to claims made in respect of the 2015 revaluation
finally being agreed. The benefit in the first half was £0.9m,
whilst underlying business rates increased by over 4.5 per
cent.
Canadian property centre costs were
in line with expectations at CAD 3.2m (£1.9m), an increase of CAD
1.3m due to the increased size of the estate in the half when
compared to H1 FY2023.
As noted in the FY2023 preliminary
results, we were pleased to have agreed a new electricity commodity
price hedge up to the end of FY2027, with FY2025 forecasted to
increase by 33 per cent (£1.0m) compared to our FY2024 costs,
whilst still being able to take advantage of lower costs should
such market conditions prevail during this period. Utility costs
increased in H1 FY2024 compared to the same period in FY2023, by
£1.1m, with UK centres accounting for £1.0m of this increase due to
a combination of an increase in the cost per unit and the hedge
sell off during H1 FY2023, with the balance in relation to the
increased number of centres in Canada.
Total property costs, under IFRS 16,
were £21.9m, including £5.5m accounted for as property lease assets
depreciation and £5.5m in implied interest relating to the lease
liability.
Total corporate costs increased by
£0.6m to £12.3m when compared to H1 FY2023. UK corporate costs
reduced by £0.4m to £10.6m. As we continue to build out our support
team in Canada for growth, corporate costs increased to CAD 2.8m
(£1.7m) from CAD 1.1m (£0.7m).
The statutory depreciation,
amortisation and impairment charge for H1 FY2024 was £12.7m
compared to £11.7m in H1 FY2023. Excluding property lease assets
depreciation, this charge in H1 FY2024 was £7.3m (H1 FY2023:
£6.5m). This is due to the continued capital investment programme,
including new centres and refurbishments, as well as the full year
impact of Canada.
Canadian performance
The Group has continued to grow its
footprint in Canada, with 11 centres at the end of H1 FY2024 (H1
FY2023: 9). During the first half of FY2024 the Group acquired two
centres - Woodlawn Bowl in Ontario; and Lucky 9 Bowling Centre
Limited as well as its associated restaurant and bar, Monkey 9
Brewing Pub Corp ("Riverport") in British Columbia. Both
acquisitions are trading in line with management expectations and
will benefit from refurbishment investment in
FY2025.
Since the end of the first half, we
are also pleased to see our first greenfield centre open in
Waterloo, Ontario.
The business continues to trade
strongly, with total revenues in Canada of CAD 27m (£15.9m), and
just over CAD 7.6m (£4.4m) of EBITDA on a pre-IFRS 16 basis.
Bowling centres contributed CAD 24.5m of revenues with EBITDA on a
pre-IFRS 16 basis of CAD 10.2m, an increase of CAD 4.2m on the same
period in FY2023.
Given the growth in our Canadian
portfolio, it is important we continue to invest in our support
team in Canada as well as utilise our UK support teams' expertise
and experience. This resulted in corporate costs in Canada
increasing to CAD 2.9m (£1.7m) from CAD 1.1m (£0.7m).
Gross profit on cost of goods sold
for the Canadian business was in line with expectations at CAD
21.6m (£12.7m), with a margin of 80.0 per cent (H1 FY2023: 73.6 per
cent).
Exceptional costs
Exceptional costs in H1 FY2024
totalled £1.4m (H1 FY2023: £1.0m) and relate to two areas. The
first is the acquisition costs in relation to the acquisition of
three centres - one in the UK and two in Calgary, which totalled
£0.3m. The second is the earn out consideration for Teaquinn
President Pat Haggerty, which is an exceptional cost of £1.1m in
the first half, of which £0.9m is in administrative expenses and
£0.2m is in interest expenses. See the table below for exceptional
items included in the Group adjusted EBITDA and operating profit
reconciliation. More detail on these exceptional costs is shown in
note 5 to the Financial Statements.
Group adjusted EBITDA and operating
profit
Group adjusted EBITDA pre-IFRS 16
increased 10 per cent, to £38.6m and includes a contribution of
£4.4m (CAD 7.6m) from the Canadian business. The increase is due to
a combination of LFL revenue performance in both the UK and Canada
as well as the new centre growth across both territories when
compared to the same period in FY2023. The reconciliation between
statutory operating profit and Group adjusted EBITDA on both a
pre-IFRS 16 and under-IFRS 16 basis is shown in the table
below.
|
|
|
Operating profit
|
34,368
|
31,248
|
Depreciation
|
12,271
|
11,303
|
Amortisation
|
431
|
395
|
Loss on property, right-of-use
assets, plant and equipment and software disposal
|
15
|
42
|
|
|
|
Group adjusted EBITDA under IFRS
16
|
48,282
|
43,886
|
|
|
|
Group adjusted EBITDA pre-IFRS
161
|
|
|
1
IFRS 16 adoption has an impact on EBITDA, with the removal of rent
from the calculation. For Group adjusted EBITDA pre-IFRS 16, it is
deducted for comparative purposes and is used by investors as a key
measure of the business. The IFRS 16 adjustment is in relation to
all rents that are considered to be non-variable and of a nature to
be captured by the standard.
Share-based payments
During the first half of the year,
the Group granted further Long-Term Incentive Plan (LTIP) shares to
the senior leadership team as well as starting a new save as you
earn scheme (SAYE) for all team members. The LTIP awards vest in
three years providing continuous employment during the period, and
attainment of performance conditions relating to earnings per share
(EPS), as outlined on page 103 of the FY2023 Annual Report. The
Group recognised a total charge of £0.8m (H1 FY2023: £0.5m) in
relation to the Group's share-based arrangements. Share-based costs
are not classified as exceptional costs.
Financing
Finance costs (net of finance
income) increased to £4.8m in H1 FY2024 (H1 FY2023: £4.5m)
comprising mainly of implied interest relating to the lease
liability under IFRS 16 of £5.4m. Bank interest costs in relation
to the Group's undrawn revolving credit facility of £0.1m were
offset by the interest received (£1.0m) on the Group's bank
balances.
In the first half the year, the
Group agreed a 12-month extension to the £25m RCF and £5m
accordion, resulting in a margin rate reduction to 1.65 per cent
above SONIA effective from 22 March 2024. The RCF term now
runs to the end of December 2025 and remains fully
undrawn.
Cash flow and liquidity
The liquidity position of the Group
remains strong, with a net cash position of £41.4m as at 31 March
2024. Detail on the cash movement in the year is shown in the table
below.
Capital expenditure
The Group invested £23.5m in the
first half of the year, including £7.5m on the acquisition of three
centres, one of which, Lincoln Bowl, was in the UK. Net capex
(excluding acquisitions) in H1 FY2024 was £16.0m.
On 2 October 2023, the Group
purchased the assets, including the long leasehold, of Lincoln Bowl
for total of £4.5m, of which £2.0m was allocated to the long
leasehold.
In Canada, two centres were acquired
in H1 FY2024. The first was a family entertainment centre in
Guelph, Ontario for CAD 4.7m (£2.8m), on 7 November 2023. The
second was the acquisition of the assets and lease of a centre in
Vancouver, for consideration of CAD 0.4m (£0.3m). Both centres have
been rebranded and our centre in Vancouver will undergo a
significant refurbishment which will complete in the first half of
FY2025.
More information on all of these
acquisitions is provided in note 17 to the Financial
Statements.
A total of £5.7m was invested into
the refurbishment programme, with three UK centres (£3.0m)
refurbished as well as investments into the Canadian estate
(£2.7m).
A significant proportion of the
refurbishment spend in the UK, nearly £2m, was in relation to the
extension and refurbishment of our centre in Stockton. This centre
was already one of the most successful in the estate and we have
now increased its potential. In conjunction with a new lease for a
period of 15 years and investment into the existing space, the
Group also extended into the adjacent unit, adding an extra five
lanes, a Puttstars mini-golf course and large amusements area. The
refurbishment was completed in time for Easter trading and early
signs are very encouraging.
Despite inflationary pressures,
returns on the UK refurbishments continue to exceed the Group's
hurdle rate of 33 per cent.
New centre capital expenditure was a
net £4.8m. This relates, in the main, to two centres that open in
H2 FY2024 - Hollywood Bowl Dundee (£2.2m) and Splitsville Waterloo,
Canada (£1.9m).
The Group's strong balance sheet
ensures it can continue to invest in profitable growth with plans
to open more locations during FY2024 and beyond.
The Group spent £5.7m on maintenance
capital in the UK, including continued spend on the rollout of Pins
on Strings technology (£1.0m) and solar panel installations as well
as extensions of current installs (£0.6m). At the end of the first
half of FY2024, Pins on Strings were in 58 centres and solar panels
on 29 centres.
Technology investment was £0.8m as
we continue to develop our new in-house core reservations platform
(Compass) which has now been rolled out in the UK. It is expected
that Compass will start to roll out in Canada during the second
half of the financial year. We also upgraded our websites, payment
platform and customer data platform, and maintained a continued
focus on our cyber security.
We expect total capital expenditure
for FY2024, including acquisitions completed in the first half, to
still be in the region of £35m to £40m.
Cash flow and net debt
|
|
|
Group adjusted EBITDA under IFRS
16
|
48,282
|
43,886
|
Movement in working
capital
|
(340)
|
(2,997)
|
Maintenance capital
expenditure
|
(5,685)
|
(4,362)
|
Taxation
|
(4,964)
|
(4,269)
|
Payment of capital elements of
leases
|
(5,995)
|
(5,540)
|
Adjusted operating cash flow
(OCF)1
|
31,298
|
26,719
|
Adjusted OCF conversion
|
64.8%
|
60.9%
|
Expansionary capital
expenditure2
|
(10,273)
|
(6,934)
|
Net bank interest
received/(paid)
|
960
|
287
|
Lease interest paid
|
(5,453)
|
(4,741)
|
Free cash flow
(FCF)3
|
16,532
|
15,331
|
Exceptional items
|
(297)
|
(278)
|
Acquisition of centres in
Canada
|
(3,060)
|
(7,574)
|
Cash acquired in Canada
acquisitions
|
20
|
320
|
Acquisition of centres in
UK
|
(4,475)
|
-
|
Share (buyback) / issue
|
(379)
|
6
|
Dividends paid
|
(19,351)
|
(19,724)
|
|
|
|
1
Adjusted operating cash flow is calculated as Group adjusted EBITDA
less working capital, maintenance capital expenditure, taxation and
payment of the capital element of leases. This represents a good
measure for the cash generated by the business after considering
all necessary maintenance capital expenditure to ensure the routine
running of the business. This excludes exceptional items, net
interest paid, debt drawdowns and any debt repayments.
2
Expansionary capital expenditure includes refurbishment and new
centre capital expenditure.
3 Free cash flow is defined as net
cash flow pre-exceptional items, cost of acquisitions, debt
facility repayment, debt drawdowns, dividends and equity
placing.
Taxation
The Group's tax charge for the year
is £7.6m arising on the profit before tax generated in the period.
The increase in the Group's effective rate of tax to 25.7 per cent
is due in the main to the increase in the UK corporation tax rate
from 19 per cent to 25 per cent from April 2023, resulting in an
increase of 3.9 percentage points on the effective rate of tax year
when compared to the prior period.
Earnings
Statutory profit before tax for the
year was £29.5m and 10.5 per cent higher than H1 FY2023.
The Group delivered profit after tax
of £21.9m (H1 FY2023: £20.9m) and basic earnings per share was
12.78 pence (H1 FY2023: 12.21 pence).
Group adjusted profit before tax is
£30.9m, whilst Group adjusted profit after tax is £23.3m and a
basic adjusted earnings per share of 13.60 pence per share (H1
FY2023: 12.80 pence per share).
The adjustments are made to reflect
the underlying trade of the Group. These adjustments are adding
back acquisition fees of £0.3m and the non-cash expense of £1.1m
related to the fair value of the earn out consideration on the
Canadian acquisition in May 2022. For more detail see note 4 to the
Financial Statements.
Dividend and capital allocation
policy
In line with the Group's capital
allocation policy, the Board has declared an interim dividend of
3.98 pence per share.
The ex-dividend date is 13 June
2024, with a record date of 14 June 2024 and a payment date of 10
July 2024.
Going concern
As detailed in note 2 to the
Financial Statements, the Directors are satisfied that the Group
has adequate resources to continue in operation for the foreseeable
future, a period of at least 12 months from the date of this
report.
Laurence Keen
Chief Financial Officer
3 June 2024
Note on alternative performance measures
(APMs)
The Group uses APMs to enable
management and users of the financial statements to better
understand elements of the financial performance in the period.
APMs referenced earlier in the report are explained as
follows.
UK like-for-like (LFL) revenue for H1 FY2024 is calculated as:
• Total Group
revenues £119.2m, less
• New UK centre
revenues for H1 FY2023 and H1 FY2024 that have not annualised £3.3
m, less
• Canada
revenues for H1 FY2024 of £15.9m
New centres are included in the
LFL revenue after they complete the calendar anniversary of their
opening date. LFL UK comparatives for H1 FY2023 are
£98.8m.
Gross profit on cost of goods sold is calculated as revenue less directly attributable cost of
goods sold and excludes any payroll costs. This is how we report in
the business monthly and at centre level, as labour costs are
judged as material and thus reported separately within
administrative expenses. These amounts are presented separately on
the consolidated income statement for ease of
reconciliation.
Group adjusted EBITDA (earnings before interest, tax, depreciation and
amortisation) reflects the underlying trade of the overall
business. It is calculated as statutory operating profit plus
depreciation, amortisation, impairment, loss on disposal of
property, right-of-use assets, plant and equipment and software and
any exceptional costs or income, and is also shown pre-IFRS 16 as
well as adjusted for IFRS 16. The reconciliation to operating
profit is set out in this report.
Free cash flow is defined as
net cash flow pre-dividends, exceptional items, acquisition costs,
bank funding and any equity placing. Useful for investors to
evaluation cash from normalised trading.
LFL
spend per game is defined as LFL
revenue in the year divided by the number of bowling games and golf
rounds played.
Adjusted operating cash flow is calculated as Group adjusted EBITDA less working capital,
maintenance capital expenditure, taxation and payment of the
capital element of leases. This represents a good measure for the
cash generated by the business after considering all necessary
maintenance capital expenditure to ensure the routine running of
the business. This excludes exceptional items, acquisitions, share
buyback/issue, dividends paid, net interest paid, debt drawdowns
and any debt repayments.
Expansionary capital expenditure includes all capital on new centres, refurbishments and
rebrands only. Investors see this as growth potential.
Adjusted profit after tax is
calculated as statutory profit after tax, adding back the
acquisition fees in Canada of £0.3m (H1 FY2023: £0.5m) and the
non-cash expense of £1.1m (H1 FY2023: £0.7m) related to the fair
value of the earn out consideration on the Canadian acquisition in
May 2022. This adjusted profit after tax is also used to calculate
adjusted earnings per share.
Constant currency exchange rates are the actual periodic exchange rates from the previous
financial period and are used to eliminate the effects of the
exchange rate fluctuations in assessing certain KPIs and
performance.
Condensed Consolidated Income Statement and Statement of
Comprehensive Income
For the six months ended 31 March
2024
|
|
Six months
ended 31 March 2024
|
Six months ended
31 March 2023
|
|
|
Note
|
Before
exceptional
items
Unaudited
£'000
|
Exceptional items
(note
4)
Unaudited
£'000
|
Total
Unaudited
£'000
|
Before
exceptional
Items1
Unaudited
£'000
|
Exceptional
Items
(note
4)
Unaudited
£'000
|
Total1
Unaudited
£'000
|
|
Revenue
|
|
119,187
|
-
|
119,187
|
110,052
|
192
|
110,244
|
|
Cost of goods sold
|
|
(19,825)
|
-
|
(19,285)
|
(18,972)
|
-
|
(18,972)
|
|
Centre staff
costs1
|
|
(22,269)
|
-
|
(22,269)
|
(19,903)
|
-
|
(19,903)
|
|
Gross profit
|
|
77,093
|
-
|
77,093
|
71,177
|
192
|
71,369
|
|
Administrative expenses
|
|
(41,528)
|
(1,197)
|
(42,725)
|
(39,031)
|
(1,091)
|
(40,122)
|
|
Operating profit
|
|
35,565
|
(1,197)
|
34,368
|
32,146
|
(899)
|
31,247
|
|
Finance income
|
5
|
1,029
|
-
|
1,029
|
497
|
-
|
497
|
|
Finance expenses
|
5
|
(5,668)
|
(201)
|
(5,869)
|
(4,954)
|
(79)
|
(5,033)
|
|
Profit before tax
|
|
30,926
|
(1,398)
|
29,528
|
27,689
|
(978)
|
26,711
|
|
Tax charge
|
6
|
(7,581)
|
-
|
(7,581)
|
(5,769)
|
(42)
|
(5,811)
|
|
Profit for the period attributable to equity
shareholders
|
|
23,345
|
(1,398)
|
21,947
|
21,920
|
(1,020)
|
20,900
|
|
1 The
Directors have reviewed their presentation of the Financial
Statements and have now disclosed centre staff costs within gross
profit. Centre staff costs were previously disclosed within
administrative expenses. Comparatives have also been
re-presented.
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income
Retranslation (loss) of foreign
currency denominated operations
|
|
(321)
|
-
|
(321)
|
(724)
|
-
|
(724)
|
|
Total comprehensive income for the period attributable to
equity shareholders
|
|
23,024
|
(1,398)
|
21,626
|
21,196
|
(1,020)
|
20,176
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share
|
|
|
|
|
|
|
|
|
Basic earnings per share
(pence)
|
|
|
|
12.78
|
|
|
12.21
|
|
Diluted earnings per share
(pence)
|
|
|
|
12.69
|
|
|
12.16
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares
- Basic
|
|
171,676,053
|
|
|
171,222,369
|
|
Dilutive potential ordinary
shares
|
|
|
1,306,478
|
|
|
649,078
|
|
Weighted average number of shares
- Diluted
|
|
172,982,531
|
|
|
171,871,447
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of operating profit
to Group adjusted EBITDA
|
|
|
|
|
|
|
|
|
|
Note
|
Six
months ended 31 March 2024
Unaudited
£'000
|
Six
months ended 31 March 2023
Unaudited
£'000
|
|
Operating profit
|
|
34,368
|
31,247
|
|
Exceptional items
|
4
|
1,197
|
899
|
|
Depreciation of property, plant and
equipment
|
9
|
5,256
|
4,932
|
|
Depreciation of right-of-use
assets
|
10
|
7,015
|
6,370
|
|
Amortisation of intangible
assets
|
11
|
431
|
395
|
|
Loss on disposal of property, plant
and equipment, right-of-use assets and software
|
9, 10, 11
|
15
|
43
|
|
Group adjusted EBITDA
|
|
48,282
|
43,886
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Group adjusted EBITDA (earnings
before interest, tax, depreciation and amortisation) reflects the
underlying trade of the overall business. It is calculated as
operating profit plus depreciation, amortisation, impairment
losses, loss on disposal of property, plant and equipment,
right-of-use assets and software and exceptional items. Management
use Group adjusted EBITDA as a key performance measure of the
business and it is considered by management to be a measure
investors look at to reflect the underlying business.
Reconciliation of net debt
|
|
Six
months
ended
31 March
2024
Unaudited
£'000
|
Six
months
ended
31 March
2023
Unaudited
£'000
|
Year
ended
30
September
2023
Audited
£'000
|
Cash and cash
equivalents
|
|
(41,404)
|
(44,149)
|
(52,455)
|
Net (cash) excluding finance leases
|
|
(41,404)
|
(44,149)
|
(52,455)
|
Finance leases
|
|
205,054
|
192,279
|
194,205
|
Net debt
|
|
163,650
|
148,130
|
141,750
|
Net debt is defined as borrowings
from bank facilities excluding issue costs, plus finance leases
less cash and cash equivalents.
|
Condensed Consolidated Statement of Financial
Position
As at 31 March 2024
|
Note
|
31
March
2024
Unaudited
£'000
|
31
March
2023
Unaudited
£'000
|
30
September
2023
Audited
£'000
|
Assets
|
|
|
|
|
Non-current assets
|
|
|
|
|
Property, plant and
equipment
|
9
|
91,209
|
74,734
|
78,279
|
Right-of-use assets
|
10
|
160,840
|
150,563
|
150,811
|
Goodwill and intangible
assets
|
11
|
94,150
|
88,628
|
89,376
|
Deferred tax asset
|
|
131
|
298
|
1,309
|
|
|
346,330
|
314,223
|
319,775
|
Current assets
|
|
|
|
|
Cash and cash
equivalents
|
|
41,404
|
44,149
|
52,455
|
Trade and other
receivables
|
7
|
9,213
|
5,898
|
8,116
|
Corporation tax
receivable
|
|
-
|
-
|
715
|
Inventories
|
|
2,898
|
2,639
|
2,445
|
|
|
53,515
|
52,686
|
63,731
|
Total assets
|
|
399,845
|
366,909
|
383,506
|
LIABILITIES
|
|
|
|
|
Current liabilities
|
|
|
|
|
Trade and other
payables
|
8
|
29,574
|
25,984
|
29,109
|
Lease liabilities
|
10
|
12,964
|
11,910
|
12,553
|
Corporation tax payable
|
|
799
|
96
|
-
|
|
|
43,337
|
37,990
|
41,662
|
Non-current liabilities
|
|
|
|
|
Other payables
|
8
|
6,237
|
3,866
|
5,208
|
Lease liabilities
|
10
|
192,090
|
180,369
|
181,652
|
Deferred tax liability
|
|
1,655
|
-
|
1,960
|
Provisions
|
|
5,652
|
5,297
|
5,084
|
|
|
205,634
|
189,532
|
193,904
|
Total liabilities
|
|
248,971
|
227,522
|
235,566
|
NET ASSETS
|
|
150,874
|
139,387
|
147,940
|
Equity attributable to shareholders
|
|
|
|
|
Share capital
|
12
|
1,716
|
1,717
|
1,717
|
Share premium
|
|
39,716
|
39,716
|
39,716
|
Merger reserve
|
|
(49,897)
|
(49,897)
|
(49,897)
|
Capital redemption
reserve
|
|
1
|
-
|
-
|
Foreign currency translation
reserve
|
|
(454)
|
(313)
|
(133)
|
Retained earnings
|
|
159,792
|
148,164
|
156,537
|
TOTAL EQUITY
|
|
150,874
|
139,387
|
147,940
|
|
|
Condensed Consolidated Statement of Changes in Equity
For the six months ended 31 March 2024
|
|
|
|
|
Note
|
Share
capital
£'000
|
Capital
redemption reserve
£'000
|
Share
premium
£'000
|
Merger
reserve
£'000
|
Foreign
currency
translation reserve
£'000
|
Retained
earnings
£'000
|
Total
£'000
|
Equity at 30 September 2022 (audited)
|
|
|
|
1,711
|
-
|
39,716
|
(49,897)
|
411
|
146,479
|
138,420
|
Shares issued during the
period
|
|
|
|
6
|
-
|
-
|
-
|
-
|
-
|
6
|
Dividends paid
|
|
|
|
-
|
-
|
-
|
-
|
-
|
(19,723)
|
(19,723)
|
Share-based payments
|
|
|
14
|
-
|
-
|
-
|
-
|
-
|
541
|
541
|
Deferred tax on share-based
payments
|
|
|
|
-
|
-
|
-
|
-
|
-
|
(33)
|
(33)
|
Retranslation of foreign currency
denominated operations
|
|
|
|
-
|
-
|
-
|
-
|
(724)
|
-
|
(724)
|
Profit for the period
|
|
|
|
-
|
-
|
-
|
-
|
-
|
20,900
|
20,900
|
Equity at 31 March 2023 (unaudited)
|
|
|
|
1,717
|
-
|
39,716
|
(49,897)
|
(313)
|
148,164
|
139,387
|
Dividends paid
|
|
|
|
-
|
-
|
-
|
-
|
-
|
(5,615)
|
(5,615)
|
Share-based payments
|
|
|
14
|
-
|
-
|
-
|
-
|
-
|
663
|
663
|
Deferred tax on share-based
payments
|
|
|
|
-
|
-
|
-
|
-
|
-
|
74
|
74
|
Retranslation of foreign currency
denominated operations
|
|
|
|
-
|
-
|
-
|
-
|
180
|
-
|
180
|
Profit for the period
|
|
|
|
-
|
-
|
-
|
-
|
-
|
13,251
|
13,251
|
Equity at 30 September 2023(audited)
|
|
|
|
1,717
|
-
|
39,716
|
(49,897)
|
(133)
|
156,537
|
147,940
|
Share buy back
|
|
|
12
|
(1)
|
1
|
|
|
|
(379)
|
(379)
|
Dividends paid
|
|
|
|
-
|
-
|
-
|
-
|
-
|
(19,351)
|
(19,351)
|
Share-based payments
|
|
|
14
|
-
|
-
|
-
|
-
|
-
|
752
|
752
|
Deferred tax on share-based
payments
|
|
|
|
-
|
-
|
-
|
-
|
-
|
286
|
286
|
Retranslation of foreign currency
denominated operations
|
|
|
|
-
|
-
|
-
|
-
|
(321)
|
-
|
(321)
|
Profit for the period
|
|
|
|
-
|
-
|
-
|
-
|
-
|
21,947
|
21,947
|
Equity at 31 March 2024 (unaudited)
|
|
|
|
1,716
|
1
|
39,716
|
(49,897)
|
(454)
|
159,792
|
150,874
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidated Statement of
Cash Flows
For the six months ended 31 March
2024
|
|
Note
|
Six
months
ended
31 March
2024
Unaudited
£'000
|
Six
months
ended
31 March
2023
Unaudited
£'000
|
Cash flows from operating activities
|
|
|
|
|
Profit before tax
|
|
|
29,528
|
26,711
|
Adjusted by:
|
|
|
|
|
Depreciation of property, plant
and equipment (PPE)
|
|
9
|
5,256
|
4,932
|
Depreciation of right-of-use (ROU)
assets
|
|
10
|
7,015
|
6,370
|
Amortisation of intangible
assets
|
|
11
|
431
|
395
|
Net interest expense
|
|
5
|
4,840
|
4,536
|
Loss on disposal of property,
plant
and equipment, software and ROU
Assets
|
|
|
15
|
43
|
Share-based payments
|
|
|
752
|
541
|
Operating profit before working capital
changes
|
|
|
47,837
|
43,528
|
(Increase) in inventories
|
|
|
(397)
|
(426)
|
(Increase) in trade and other
receivables
|
|
|
(962)
|
(584)
|
Increase/(decrease) in
payables and provisions
|
|
|
1,167
|
(1,905)
|
Cash inflow generated from operations
|
|
|
47,645
|
40,613
|
Interest received
|
|
|
1,040
|
411
|
Corporation tax paid
|
|
|
(4,964)
|
(4,270)
|
Bank interest paid
|
|
|
(80)
|
(124)
|
Lease interest paid
|
|
|
(5,453)
|
(4,741)
|
Net cash inflow from operating activities
|
|
|
38,188
|
31,889
|
Cash flows from investing activities
|
|
|
|
|
Acquisition of
subsidiaries
|
|
17
|
(7,535)
|
(7,574)
|
Subsidiary cash
acquired
|
|
17
|
20
|
320
|
Purchase of property,
plant and equipment
|
|
|
(15,523)
|
(11,230)
|
Purchase of intangible
assets
|
|
|
(435)
|
(65)
|
Net cash used in investing activities
|
|
|
(23,473)
|
(18,549)
|
Cash flows from financing activities
|
|
|
|
|
Payment of capital elements of
leases
|
|
|
(5,995)
|
(5,540)
|
Issue of shares
|
|
|
-
|
6
|
Share buy back
|
|
12
|
(379)
|
-
|
Dividends paid
|
|
|
(19,351)
|
(19,723)
|
Net cash used in financing activities
|
|
|
(25,725)
|
(25,257)
|
Net change in cash and cash equivalents for the
period
|
|
|
(11,010)
|
(11,917)
|
Effect of foreign exchange rates
on cash and cash equivalents
|
|
|
(41)
|
-
|
Cash and cash equivalents at the
beginning of the period
|
|
|
52,455
|
56,066
|
Cash and cash equivalents at the end of the
period
|
|
|
41,404
|
44,149
|
|
|
|
|
|
|
Notes to the condensed consolidated interim financial
statements
1. General information
The Directors of Hollywood Bowl
Group plc (together with its subsidiaries, the "Group" or "HWB
Group") present their interim report and the unaudited financial
statements for the six months ended 31 March 2024 ('Interim
Financial Statements').
HWB Group is incorporated and
domiciled in England and Wales, under company registration number
10229630. The registered office of the company is Focus 31, West
Wing, Cleveland Road, Hemel Hempstead, HP2 7BW, United
Kingdom.
On 2 October 2023, the Group
acquired the assets, including the long leasehold, of Lincoln Bowl.
On 7 November 2023 the Group acquired Woodlawn Bowl Inc. in Guelph,
Ontario and on 11 November 2023, the assets and lease of Lucky 9
Bowling Centre Limited in Richmond, British Columbia, as well as
its associated restaurant and bar, Monkey 9 Brewing Pub Corp. These
three acquisitions are consolidated in Hollywood Bowl Group plc's
Financial Statements with effect from their respective date of
acquisition.
The interim Financial Statements
were approved by the Board of Directors on 3 June 2024.
The Group's last annual audited
financial statements for the year ended 30 September 2023 have been
prepared in accordance with UK-adopted International Accounting
Standards and the requirements of the Companies Act 2006, and these
Interim Financial statements should be read in conjunction with
them.
The comparative figures for the
year ended 30 September 2023 are an abridged version of the Group's
last annual financial statements and, together with other financial
information contained in these interim results, do not constitute
statutory financial statements of the Group as defined in section
434 of the Companies Act 2006. A copy of the statutory accounts for
the year ended 30 September 2023 have been delivered to the
Registrar of Companies. The external auditor has reported on those
accounts: their report was unqualified and did not contain a
statement under s498 (2) or (3) of the Companies Act
2006.
2. Basis of preparation
The Interim Financial Statements
have been prepared in accordance with IAS 34, 'Interim Financial
Reporting' and the Disclosures and Transparency Rules of the United
Kingdom's Financial Conduct Authority. They do not include all of
the information required for a complete set of IFRS financial
statements. However, selected explanatory notes are included to
explain events and transactions that are significant to an
understanding of the changes in the Group's financial position and
performance since the last financial statements.
The Interim Financial Statements
are presented in Pounds Sterling, rounded to the nearest thousand
pounds, except where otherwise indicated; and under the historical
cost convention, except for fair value items on
acquisition.
The accounting policies adopted in
the preparation of the Interim Financial Statements are consistent
with those applied in the presentation of the Group's consolidated
financial statements for the year ended 30 September 2023. At the
date of authorisation of this financial information, certain new
standards, amendments and interpretations to existing standards
applicable to the Group have been published but are not yet
effective and have not been adopted early by the Group. The impact
of these standards is not expected to be material.
Basis of
consolidation
The consolidated financial
information incorporates the Financial Statements of the Company
and all of its subsidiary undertakings. The Financial Statements of
all Group companies are adjusted, where necessary, to ensure the
use of consistent accounting policies. Acquisitions are accounted
for under the acquisition method from the date control passes to
the Group. On acquisition, the assets, liabilities and contingent
liabilities of a subsidiary are measured at their fair values at
the date of acquisition. Any excess of the cost of acquisition over
the fair values of the identifiable net assets acquired is
recognised as goodwill, or a gain on bargain purchase if the fair
values of the identifiable net assets are greater than the cost of
acquisition. Intragroup balances and any unrealised gains and
losses or income and expenses arising from intragroup transactions
are eliminated in preparing the consolidated financial
statements.
The results of Lincoln Bowl,
Woodlawn Bowl Inc. and Lucky 9 Bowling Centre Limited as well as
its associated restaurant and bar, Monkey 9 Brewing Pub Corp are
included from the respective dates of acquisition, being 2 October
2023, 7 November 2023 and 11 November 2023.
Going
concern
The financial position of the
Group, its cash flows, performance and position are described in
the financial review section. Details of the Group's available and
drawn facilities are included in note 13. At 31 March 2024, the
Group had a cash balance of £41.4m with an undrawn RCF of £25m with
Barclays Bank plc, and no outstanding loan balances, giving an
overall liquidity of £66.4m.
In their consideration of going
concern, the Directors have reviewed the Group's future cash
forecasts and profit projections using a base case and a severe but
plausible downside scenario. The Directors are of the opinion that
the Group's forecasts and projections show that the Group is able
to operate within its current facilities and comfortably comply
with the covenants outlined in its RCF.
Taking the above, and the
principal risks faced by the Group as outlined in note 15 to these
interim financial statements, into consideration, the Directors are
satisfied that the Group has adequate resources to continue in
operation for the foreseeable future, a period of at least twelve
months from the date of this report. Accordingly, the Group
continues to adopt the going concern basis in preparing these
interim financial statements.
Exceptional items and other
adjustments
Exceptional items and other
adjustments are those that in management's judgement need to be
disclosed by virtue of their size, nature and incidence, in order
to draw the attention of the reader and to show the underlying
business performance of the Group more accurately. Such items are
included within the income statement caption to which they relate
and are separately disclosed on the face of the condensed
consolidated income statement and in the notes to these interim
Financial Statements.
Accounting estimates and
judgements
The preparation of the Group
financial statements requires management to make judgements,
estimates and assumptions in applying the Group's accounting
policies to determine the reported amounts of assets, liabilities,
income and expenditure. Actual results may differ from these
estimates. The estimates and underlying assumptions are reviewed on
an ongoing basis, with revisions applied prospectively.
Judgements made by the Directors in
the application of these accounting policies that have a
significant effect on the financial statements and estimates with a
significant risk of material adjustment in the next financial year
are set out below.
Critical accounting judgements
· Dilapidation
provision
A provision is made for future
expected dilapidation costs on the opening of leasehold properties
not covered by the LTA and is expected to be utilised on lease
expiry. This also includes properties covered by the LTA where we
may not extend the lease, after consideration of the long-term
trading and viability of the centre. Properties covered by the LTA
provide security of tenure and we intend to occupy these premises
indefinitely until the landlord serves notice that the centre is to
be redeveloped. As such, no charge for dilapidations can be imposed
and no dilapidation provision is considered necessary as the
outflow of economic benefit is not considered to be
probable.
Key sources of estimation uncertainty
The key estimates are discussed
below:
· Property, plant and
equipment and right-of-use asset impairment
reviews
Plant and equipment and
right-of-use assets are assessed for impairment when there is an
indication that the assets might be impaired by comparing the
carrying value of the assets with their recoverable amounts. The
recoverable amount of an asset or a CGU is typically determined
based on value-in-use calculations prepared on the basis of
management's assumptions and estimates.
The key assumptions in the
value-in-use calculations include growth rates of revenue and
expenses, and discount rates. The carrying value of property, plant
and equipment and right-of-use assets have been assessed to
reasonable possible changes in key assumptions and these would not
lead to a material impairment.
Further information in respect of
the Group's property, plant and equipment and right-of-use assets
is included in notes 9 and 10 respectively.
· Contingent
consideration
Non-current other payables
includes contingent consideration in respect of the acquisition of
Teaquinn Holdings Inc. in FY2022. The additional consideration to
be paid is contingent on the future financial performance of
Teaquinn Holdings Inc. in FY2025 or FY2026. This is based on a
multiple of 9.2x Teaquinn's EBITDA pre-IFRS 16 in the financial
period of settlement and is capped at CAD 17m. The contingent
consideration has been accounted for as post-acquisition employee
remuneration and recognised over the duration of the employment
contract to FY2026. The key assumptions include a range of possible
outcomes for the value of the contingent consideration based on
Teaquinn's forecasted EBITDA pre-IFRS 16 and the year of
payment.
Other estimates
The acquisitions of Lincoln Bowl,
Woodlawn Bowl Inc. and Lucky 9 Bowling Centre Limited have been
accounted for using the acquisition method under IFRS 3. The
identifiable assets, liabilities and contingent liabilities are
recognised at their fair value at date of acquisition. Calculating
the fair values of net assets, notably the fair values of
intangible assets identified as part of the purchase price
allocation, involves estimation and consequently the fair value
exercise is recorded as another accounting estimate. The
amortisation charge is sensitive to the value of the intangible
asset values, so a higher or lower fair value calculation would
lead to a change in the amortisation charge in the period following
acquisition. These estimates are not considered key sources of
estimation uncertainty as a material adjustment to the carrying
value is not expected in the following financial year.
Adjusted
measures
The Group uses a number of
non-Generally Accepted Accounting Principles (non-GAAP) financial
measures in addition to those reported in accordance with IFRS. The
Directors believe that these non-GAAP measures, listed below, are
important when assessing the underlying financial and operating
performance of the Group by investors and shareholders. These
non-GAAP measures comprise of like-for-like revenue growth,
adjusted profit after tax, adjusted earnings per share, net debt,
Group operating cash flow, Group adjusted EBITDA and Group adjusted
EBITDA margin.
Further explanation on alternative
performance measures is provided in the Chief Financial Officer's
review.
3.
Segmental reporting
Management consider that the Group
consists of two operating segments, as it operates within the UK
and Canada The UK operating segment includes the Hollywood Bowl and
Puttstars brands. The Canada operating segment includes the
Splitsville and Striker Bowling Solutions brands. Within these two
operating segments there are multiple revenue streams which consist
of the following:
|
Six
months ended 31 March 2024
|
Six
months ended 31 March 2023
|
|
UK
Unaudited
£'000
|
Canada
Unaudited
£'000
|
Total
Unaudited
£'000
|
UK
Unaudited
£'000
|
Canada
Unaudited
£'000
|
Total
Unaudited
£'000
|
|
Bowling
|
46,387
|
8,249
|
54,636
|
45,164
|
5,042
|
50,206
|
|
Food and drink
|
28,527
|
4,178
|
32,705
|
26,743
|
2,805
|
29,548
|
|
Amusements
|
27,216
|
1,783
|
28,999
|
25,612
|
1,515
|
27,127
|
|
Mini-golf
|
1,153
|
105
|
1,258
|
1,307
|
44
|
1,307
|
|
Installation of bowling
equipment
|
-
|
1,449
|
1,449
|
-
|
1,757
|
1,757
|
|
Other
|
46
|
94
|
140
|
120
|
135
|
299
|
|
|
103,329
|
15,858
|
119,187
|
98,946
|
11,298
|
110,244
|
|
|
|
|
|
|
|
|
|
|
|
No single customer provides more
than ten per cent of the Group's revenue.
|
Six
months ended 31 March 2024
|
Six
months ended 31 March 2023
|
|
UK
Unaudited
£'000
|
Canada
Unaudited
£'000
|
Total
Unaudited
£'000
|
UK
Unaudited
£'000
|
Canada
Unaudited
£'000
|
Total
Unaudited
£'000
|
Revenue
|
103,329
|
15,858
|
119,187
|
98,945
|
11,298
|
110,244
|
Group adjusted
EBITDA1
|
42,708
|
5,574
|
48,282
|
40,207
|
3,679
|
43,886
|
Operating profit
|
31,471
|
2,897
|
34,368
|
28,656
|
2,591
|
31,247
|
Finance income
|
957
|
72
|
1,029
|
444
|
53
|
497
|
Finance expense
|
4,980
|
889
|
5,869
|
4,621
|
412
|
5,033
|
Depreciation and
amortisation
|
11,221
|
1,481
|
12,702
|
11,063
|
634
|
11,697
|
Profit before tax
|
27,448
|
2,080
|
29,528
|
24,479
|
2,232
|
26,711
|
PPE asset additions
|
11,086
|
4,890
|
15,976
|
9,946
|
1,799
|
11,745
|
Intangible asset
additions
|
435
|
-
|
435
|
65
|
-
|
65
|
Total assets
|
338,873
|
60,972
|
399,845
|
328,011
|
38,898
|
367,788
|
Total liabilities
|
211,052
|
37,919
|
248,971
|
207,014
|
20,508
|
227,522
|
1 Group adjusted EBITDA
(earnings before interest, tax, depreciation and amortisation) is
calculated as operating profit plus depreciation, amortisation,
impairment losses, loss on disposal of property, plant and
equipment, right-of-use assets and software and exceptional
items.
4.
Exceptional items
Exceptional items are disclosed
separately in the financial statements where the Directors consider
it necessary to do so to provide further understanding of the
financial performance of the Group. They are material items or
expenses that have been shown separately due to, in the Directors
judgement, their significance, one-off nature or amount:
|
|
|
|
|
|
Six
months ended
31 March
2024
Unaudited
£'000
|
Six
months ended
31 March
2023
Unaudited
£'000
|
Bowling revenue VAT
rebate1
|
|
-
|
192
|
Administrative
expenses2
|
|
-
|
(2)
|
Acquisition
fees3
|
|
(297)
|
(469)
|
Contingent
consideration4
|
|
(1,101)
|
(699)
|
Exceptional items before
tax
|
|
(1,398)
|
(978)
|
Tax charge
|
|
-
|
(42)
|
Exceptional items after
tax
|
|
(1,398)
|
(1,020)
|
1 During FY2022, HMRC
conducted a review of its policy position on the reduced rate of
VAT for leisure and hospitality and the extent to which it applies
to bowling. Following its review, HMRC now accepts that leisure
bowling should fall within the scope of the temporary reduced rate
of VAT for leisure and hospitality, as a similar activity to those
listed in Group 16 of schedule 7A of the VAT Act 1994. As a result,
in the prior year, the Group made a retrospective claim for
overpaid output VAT for the period 15 July 2020 to 30 September
2021 relating to package sales totalling £192,000, included within
bowling revenue.
2 Prior year expenses
associated with the VAT rebate, relating to additional turnover
rent, profit share due to landlords and also professional fees,
which are included within administrative expenses.
3 Legal and professional
fees relating to the acquisitions of Lincoln Bowl, Woodlawn Bowl
Inc and Lucky 9 Bowling Centre Limited (31 March 2023: HLD
Investments Inc. (operating as YYC Bowling & Entertainment),
Mountain View Bowl Inc and Wong and Lewis Investments Inc.
(operating as Let's Bowl)).
4 Contingent consideration of £900,000 (31 March 2023: £620,000)
in administrative expenses and £201,000) (31 March 2023: £79,000)
of interest expense in relation to the acquisition of Teaquinn in
May 2022.
5. Finance income and
expenses
|
|
Six
months
ended
31 March
2024
Unaudited
£'000
|
Six
months
ended
31 March
2023
Unaudited
£'000
|
Interest on bank
deposits
|
|
1,029
|
497
|
Finance income
|
|
1,029
|
497
|
|
|
|
|
Interest on bank
borrowings
|
|
100
|
113
|
Unwinding of discount on
provisions
|
|
115
|
100
|
Unwinding of discount on
contingent consideration (note 4)
|
201
|
79
|
Finance costs on lease
liabilities
|
|
5,453
|
4,741
|
Finance expense
|
|
5,869
|
5,033
|
6. Taxation
|
|
Six
months
ended
31 March
2024
Unaudited
£'000
|
Six
months
ended
31 March
2023
Unaudited
£'000
|
The tax expense is as
follows:
|
|
|
|
- UK Corporation tax
|
|
5,399
|
3,901
|
- Foreign tax suffered
|
|
968
|
622
|
Total current tax
|
|
6,367
|
4,523
|
|
|
|
|
Deferred tax:
|
|
|
|
Origination and reversal of
temporary differences
|
|
1,214
|
1,238
|
Effects of changes in tax
rates
|
|
-
|
50
|
Total deferred tax
|
|
1,214
|
1,288
|
Total tax expense
|
|
7,581
|
5,811
|
Factors affecting tax
charge:
The income tax expense was
recognised based on management's best estimate of the weighted
average annual income tax rate expected for the full financial year
applied to the profit before tax for the half year ended 31 March
2024.
.
|
Deferred tax
Deferred tax assets and liabilities
are measured using the tax rates that are expected to apply to the
periods when the assets are realised or liabilities settled, based
on tax rates enacted or substantively enacted at 31 March
2024.
7. Trade and other
receivables
10. Leases
Group as a lessee
The Group has lease contracts for
property and amusement machines used in its operations. The Group's
obligations under its leases are secured by the lessor's title to
the leased assets. The Group is restricted from assigning and
subleasing the leased assets. There are nine (FY2023: ten) lease
contracts that include variable lease payments in the form of
revenue-based rent top-ups.
The Group also has certain leases
of equipment with lease terms of 12 months or less and leases of
office equipment with low value. The Group applies the 'short-term
lease' and 'lease of low-value assets' recognition exemptions for
these leases.
Set out below are the carrying
amounts of right-of-use assets recognised and the movements during
the period:
|
|
|
Property
£'000
|
Amusement machines
£'000
|
Total
£'000
|
Cost
|
|
|
|
|
|
At 1 October 2022
|
|
|
174,260
|
11,239
|
185,499
|
Lease additions
|
|
|
2,452
|
5,522
|
7,974
|
Acquisition
|
|
|
4,911
|
-
|
4,911
|
Lease surrenders
|
|
|
-
|
(1,071)
|
(1,071)
|
Lease
modifications
|
|
|
5,418
|
-
|
5,418
|
Effects of movement in foreign
exchange
|
|
(1,070)
|
-
|
(1,070)
|
At 30 September 2023 (audited)
|
|
|
185,971
|
15,690
|
201,661
|
Lease additions
|
|
|
7,169
|
1,862
|
9,031
|
Acquisitions (note 17)
|
|
|
5,711
|
-
|
5,711
|
Lease surrenders
|
|
|
-
|
(676)
|
(676)
|
Lease
modifications
|
|
|
3,007
|
-
|
3,007
|
Effects of movement in foreign
exchange
|
(630)
|
-
|
(630)
|
At 31 March 2023 (unaudited)
|
|
|
201,228
|
16,876
|
218,104
|
Accumulated depreciation
|
|
|
|
|
|
At 1 October 2022
|
|
|
31,264
|
6,780
|
38,044
|
Depreciation charge
|
|
|
10,464
|
2,501
|
12,965
|
Impairment charge
|
|
|
1,277
|
-
|
1,277
|
Impairment reversal
|
|
|
(459)
|
-
|
(459)
|
Lease surrenders
|
|
|
-
|
(977)
|
(977)
|
At 30 September 2023 (audited)
|
|
|
42,546
|
8,304
|
50,850
|
Depreciation charge
|
|
|
5,549
|
1,466
|
7,015
|
Lease surrenders
|
|
|
-
|
(601)
|
(601)
|
At 31 March 2024 (unaudited)
|
|
|
48,095
|
9,169
|
57,264
|
Net book value
|
|
|
|
|
|
At 31 March 2024 (unaudited)
|
|
|
153,133
|
7,707
|
160,840
|
At 30 September 2023
(audited)
|
|
|
143,425
|
7,386
|
150,811
|
|
Set out below are the carrying
amounts of lease liabilities and the movements during the
period:
|
|
|
Property
£'000
|
Amusement machines
£'000
|
Total
£'000
|
Lease liabilities
|
|
|
|
|
|
At 1 October 2022
|
|
|
182,550
|
5,819
|
188,369
|
Lease additions
|
|
|
2,452
|
5,522
|
7,974
|
Acquisitions
|
|
|
4,911
|
-
|
4,911
|
Accretion of interest
|
|
|
9,568
|
240
|
9,808
|
Lease
modifications
|
|
|
5,418
|
-
|
5,418
|
Lease surrenders
|
|
|
-
|
(145)
|
(145)
|
Payments1
|
|
|
(17,882)
|
(3,167)
|
(21,049)
|
Effects of movement in foreign
exchange
|
|
(1,081)
|
-
|
(1,081)
|
At 30 September 2023 (audited)
|
|
|
185,936
|
8,269
|
194,205
|
Lease additions
|
|
|
7,169
|
1,862
|
9,031
|
Acquisitions (note 17)
|
|
|
5,711
|
-
|
5,711
|
Accretion of interest
|
|
|
5,244
|
209
|
5,453
|
Lease
modifications
|
|
|
3,007
|
-
|
3,007
|
Lease Surrenders
|
|
|
-
|
(109)
|
(109)
|
Payments1
|
|
|
(9,774)
|
(1,811)
|
(11,585)
|
Effects of movement in foreign
exchange
|
|
(659)
|
-
|
(659)
|
At 31 March 2024 (unaudited)
|
|
|
196,634
|
8,420
|
205,054
|
Current
|
|
|
9,566
|
3,398
|
12,964
|
Non-current
|
|
|
187,068
|
5,022
|
192,090
|
At 31 March 2024
|
|
|
196,634
|
8,420
|
205,054
|
Current
|
|
|
9,304
|
3,249
|
12,553
|
Non-current
|
|
|
176,632
|
5,020
|
181,652
|
At 30 September 2023
|
|
|
185,936
|
8,269
|
194,205
|
1 In the 6 month period to 31 March 2024, £136,000 (6 months to
31 March 2023: £34,000) of rent payments were part of the working
capital movements in the year.
11. Goodwill and intangible
assets
|
Goodwill
£'000
|
Brand
£'000
|
Trademark £'000
|
Customer
relationships £'000
|
Software
£'000
|
Total
£'000
|
Cost
|
|
|
|
|
|
|
At 1 October 2022
|
75,194
|
7,248
|
798
|
314
|
2,220
|
85,774
|
Additions
|
-
|
-
|
-
|
-
|
1,057
|
1,057
|
Acquisitions
|
6,865
|
-
|
-
|
503
|
-
|
7,368
|
Effects of movement in foreign
exchange
|
(11)
|
-
|
|
(12)
|
-
|
(23)
|
At 30 September 2023 (audited)
|
82,048
|
7,248
|
798
|
805
|
3,277
|
94,176
|
Additions
|
-
|
-
|
-
|
-
|
435
|
435
|
Acquisitions (note 17)
|
4,506
|
-
|
-
|
306
|
-
|
4,812
|
Disposals
|
-
|
-
|
-
|
-
|
(28)
|
(28)
|
Effects of movement in foreign
exchange
|
(25)
|
(14)
|
-
|
(3)
|
-
|
(42)
|
At 31 March 2024 (unaudited)
|
86,529
|
7,234
|
798
|
1,108
|
3,684
|
99,353
|
Accumulated amortisation
|
|
|
|
|
|
|
At 1 October 2022
|
-
|
1,523
|
416
|
8
|
2,033
|
3,980
|
Amortisation charge
|
-
|
568
|
50
|
45
|
157
|
820
|
At 30 September 2023 (audited)
|
-
|
2,091
|
466
|
53
|
2,190
|
4,800
|
|
|
|
|
|
|
|
Amortisation charge
|
-
|
284
|
25
|
37
|
85
|
431
|
Disposals
|
-
|
-
|
-
|
-
|
(28)
|
(28)
|
At 31 March 2023 (unaudited)
|
-
|
2,375
|
491
|
90
|
2,247
|
5,203
|
Net book value
|
|
|
|
|
|
|
At 31 March 2024 (unaudited)
|
86,529
|
4,859
|
307
|
1,018
|
1,437
|
94,150
|
At 30 September 2023
(audited)
|
82,048
|
5,157
|
332
|
752
|
1,087
|
89,376
|
12. Share capital
The share capital of the Group is
represented by the share capital of the Parent Company, Hollywood
Bowl Group plc.
|
31
March 2024
|
31
March 2023
|
30
September 2023
|
|
|
No of
shares
|
£'000
|
No of
Shares
|
£'000
|
No of
shares
|
£'000
|
Ordinary shares of £0.01
each
|
171,584,143
|
1,716
|
171,712,3579
|
1,717
|
171,712,357
|
1,717
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
During the period, 128,214 ordinary
shares of £0.01 each were repurchased and cancelled under the
Group's share buy back programme at a total cost of
£379,327.
The ordinary shares are entitled to
dividends.
13. Loans and borrowings
On 29 September 2021, the Group
entered into a £25m revolving credit facility (RCF) with Barclays
Bank plc. The RCF had an original termination date of 31 December
2024. On 22 March 2024, the RCF had the termination date extended
to 31 December 2025.
Interest is charged on any drawn
balance based on the reference rate (SONIA), plus a margin of 1.65
per cent (31 March 2023 and 30 September 2023: 1.75 per
cent).
A commitment fee equal to 35 per
cent of the drawn margin is payable on the undrawn facility
balance. The commitment fee rate as at 31 March 2024 was therefore
0.5775 per cent (31 March 2023 and 30 September 2023: 0.6125 per
cent).
Issue costs of £135,000 were paid
to Barclays Bank plc on commencement of the RCF and a further
£35,000 on extension of the RCF. These costs are being amortised
over the term of the facility and are included within
prepayments.
The terms of the Barclays Bank plc
facility include the following Group financial
covenants:
(i) For the 7-month period ended
31 December 2021, the ratio of total net debt to adjusted EBITDA
shall not exceed
1.75:1.
(ii) For the 12-month period
ending on each reference date, commencing 31 March 2022 and each
quarter thereafter,
the ratio
of total net debt to adjusted EBITDA pre-IFRS 16 shall not exceed
1.75:1.
The Group operated within the
covenants during the period and the previous period.
14. Performance share-based
payments - Long term employee incentive
costs
The Group had the following
performance share based payment arrangements in operation during
the period:
a) The Hollywood Bowl Group plc
Long Term Incentive Plan 2022
b) The Hollywood Bowl Group plc
Long Term Incentive Plan 2023
c) The Hollywood Bowl Group plc
Long Term Incentive Plan 2024
Long Term Incentive Plans
HWB Group plc operates Long Term
Incentive Plans (LTIPs) for certain key management. In accordance
with IFRS 2 Share-based payment, the values of the awards are
measured at fair value at the date of grant. The exercise price of
the LTIPs is equal to the market price of the underlying shares on
the date of grant. The fair value is determined based on the
exercise price and number of shares granted, and is written off on
a straight-line basis over the vesting period, based on
management's estimate of the number of shares that will eventually
vest.
In accordance with the LTIP schemes
outlined in the Group's Remuneration Policy (Annual Report FY2023),
the vesting of these awards is conditional upon the achievement of
an EPS target set at the time of grant and measured at the end of a
3-year period ending 30 September 2023, 2024, 2025 and 2026 and the
Executive Directors' continued employment at the date of vesting.
The LTIP 2022, 2023 and 2024 also have performance targets based on
return on centre invested capital, emissions ratio for Scope 1 and
Scope 2 and team member development.
During the six months ended 31
March 2024, 584,831 (31 March 2023: 627,678 and 30 September
2023:627,678) share awards were granted under the
LTIP.
For the six months ended 31 March
2024, the Group has recognised £737,726 of performance share-based
payment expense in the profit or loss account (31 March 2023:
£568,286 and 30 September 2023: £1,218,431).
The LTIP shares are dilutive for
the purposes of calculating diluted earnings per share.
15. Principal Risks and
Uncertainties
The Directors have reconsidered
the principal risks and uncertainties of the Group and have
determined that those reported in the Annual Report for the year
ended 30 September 2023 remain relevant for the remaining half of
the financial year. These risks are summarised below, and how the
Group seeks to mitigate these risks is set out on pages 71 to 75 of
the Annual Report and Accounts 2023, which can be found at
www.hollywoodbowlgroup.com.
In summary, these
include:
· The
economic condition in the UK - results in a decline in GDP,
consumer spending, a fall in revenue and inflation pressure
impacting the Group's strategy.
· Breach of covenants - could result in a review of banking
arrangements and potential liquidity issues.
· Competitive environment for new centres resulting in less new
Group centre openings.
· Dependency on the performance of core IT systems - reducing
the ability of the Group to take bookings and resulting in loss of
revenue. Inaccuracy of data could lead to incorrect business
decisions being made.
· Delivery of products and services from third party suppliers
which are key to the customer experience - impacting on the overall
offer to the customer.
· Management retention and recruitment - lack of direction at
centre level with effect on customer experience. More difficult to
execute business plans and strategy, impacting on revenue and
profitability.
· Food
safety - major food incident including allergen or fresh food
issues. Loss of trade and reputation, potential closure and
litigation.
· Cyber
security and GDPR - risk of cyber-attack/terrorism could impact the
Group's ability to keep trading and prevent customers from booking
online. Data protection or GDPR breach. Theft of customer email
addresses and impact on brand reputation in the case of a
breach.
· Compliance - failure to adhere to regulatory requirements
such as listing rules, taxation, health and safety, planning
regulations and other laws. Potential financial penalties and
reputational damage.
· Climate change - increasing carbon taxes, business
interruption and damage to assets and cost of transitioning
operations to net zero.
16. Related Party Transactions
There were no related party
transactions during the period ending 31 March 2024 or 31 March
2023.
17. Acquisitions
On 2 October 2023, the Group
purchased the assets, including the long leasehold, of Lincoln
Bowl. On 7 November 2023 the Group acquired Woodlawn Bowl Inc. in
Guelph, Ontario and on 11 November 2023, the assets and lease of
Lucky 9 Bowling Centre Limited as well as its associated restaurant
and bar, Monkey 9 Brewing Pub Corp in Richmond, British Columbia.
All three businesses are operators of ten-pin bowling centres. The
purpose of the acquisition was to grow the Group's core ten-pin
bowling business in their respective regions.
These three acquisitions are
consolidated in Hollywood Bowl Group plc's Financial Statements
with effect from 2 October 2023, 7 November 2023 and 11 November
2023 respectively.
The details of the business
combination are as follows (stated at acquisition date fair
values):
|
Lincoln
Bowl
|
Woodlawn
Bowl Inc.
|
Lucky 9
Bowling
|
Total
|
|
|
£'000
|
£'000
|
£'000
|
£'000
|
|
Fair value of consideration transferred
|
|
|
|
|
|
Amount settled in cash
|
4,474
|
2,784
|
277
|
7,535
|
|
Recognised amounts of identifiable net
assets
|
|
|
|
|
|
Property, plant and
equipment
|
2,100
|
290
|
228
|
2,618
|
|
Right-of-use assets
|
-
|
1,413
|
4,298
|
5,711
|
|
Intangible assets
|
135
|
171
|
-
|
306
|
|
Inventories
|
8
|
21
|
27
|
56
|
|
Trade and other
receivables
|
91
|
42
|
22
|
155
|
|
Cash and cash
equivalents
|
10
|
10
|
-
|
20
|
|
Trade and other
payables
|
(10)
|
(62)
|
-
|
(72)
|
|
Lease liabilities
|
-
|
(1,413)
|
(4,298)
|
(5,711)
|
|
Deferred tax
liabilities
|
-
|
(54)
|
-
|
(54)
|
|
Identifiable net assets
|
2,334
|
418
|
277
|
3,029
|
|
Goodwill arising on
acquisition
|
2,140
|
2,366
|
-
|
4,506
|
|
Consideration settled in
cash
|
4,474
|
2,784
|
277
|
7,535
|
|
Cash and cash equivalents
acquired
|
(10)
|
(10)
|
-
|
(20)
|
|
Net cash outflow on
acquisition
|
4,464
|
2,774
|
277
|
7,515
|
|
Acquisition costs paid charged to
expenses
|
|
|
|
297
|
|
Net cash paid in relation to the
acquisitions
|
|
|
|
7,812
|
|
Acquisition related costs of
£297,000 are not included as part of the consideration transferred
and have been recognised as an expense in the consolidated income
statement within administrative expenses.
The fair value of the identifiable
intangible assets acquired includes £306,000 in relation to
customer relationships. The customer relationships have been valued
using the multi-period excess earnings method.
The fair value of right-of-use
assets and lease liabilities were measured as the present value of
the remaining lease payments, in accordance with IFRS
16.
The fair value and gross
contractual amounts receivable of trade and other receivables
acquired as part of the business combinations amounted to £155,000.
At the acquisition date the Group's best estimate of the
contractual cash flows expected not to be collected amounted to
£nil.
In the period since acquisition to
31 March 2024, the Group recognised £3,077,000 of revenue and
£1,042,000 of profit before tax in relation to the acquired
businesses. Had the acquisition occurred on 1 October 2023, the
contribution to the Group's revenue would have been £3,581,000 and
the contribution to the Group's profit before tax for the period
would have been £1,177,000.
Responsibility Statement
We confirm that to the best of our
knowledge:
· The
condensed set of financial statements has been prepared in
accordance with IAS 34 'Interim Financial Reporting'.
· The
interim management report includes a fair review of the information
required by:
(a) DTR 4.2.7R of the Disclosure
Guidance and Transparency Rules, being an indication of important
events that have occurred during the first six months of the
financial year and their impact on the condensed set of financial
statements; and a description of the principal risks and
uncertainties for the remaining six months of the year;
and
(b) DTR 4.2.8R of the Disclosure
Guidance and Transparency Rules, being related party transactions
that have taken place in the first six months of the current
financial year and that have materially affected the financial
position or performance of the entity during that period; and any
changes in the related party transactions described in the last
annual report that could do so.
This responsibility statement was
approved by the Board on 3 June 2024 and is signed on its behalf
by:
Stephen
Burns
Laurence Keen
CEO
CFO
3 June 2024
3 June 2024