TIDMFSTA
RNS Number : 7488S
Fuller,Smith&Turner PLC
18 November 2021
FULLER, SMITH & TURNER P.L.C.
("Fuller's", the "Company", or the "Group")
Financial results for the 26 weeks to 25 September 2021
Financial and Operational Summary
-- Business is rebuilding well - profitable first half, despite
only being free of restrictions for nine full weeks of the
period
-- Business is cash-generative, and trade is continually increasing
-- Started the financial year with all pubs and hotels closed -
gradual reopening from April, with all sites reopened in July
-- GBP52 million equity placing successfully completed in April
2021 to strengthen the Balance Sheet and ensure the Company exited
the pandemic in a strong position
-- Continue to face well-documented industry cost pressures -
but business is well funded and in a good position to tackle
headwinds
-- Business remains firmly underpinned by our predominately
freehold estate of iconic, high quality pubs and hotels
-- Interim dividend payment of 3.90p per 'A' and 'C' ordinary
share, reflecting the reopening of our estate, return to
profitability and reduction in net debt.
H1 2022 H1 2021
GBPm GBPm
-------------------------------------- ------- --------
Revenue and other income 116.3 45.6
EBITDA (1) 22.8 (3.7)
Group statutory profit/(loss) before
tax 10.6 (23.0)
Adjusted profit/(loss) before tax
(2) 4.6 (22.2)
Adjusted EPS (3) 6.09p (32.42)p
Basic EPS (3) 5.76p (33.69)p
Net debt excluding lease liabilities
(4) 131.5 187.4
All figures above are from continuing operations except for
Group statutory profit/(loss) before tax which includes
discontinued operations in H1 2021.
1 Pre-separately disclosed earnings before interest, tax,
depreciation, profit on disposal of plant and equipment and
amortisation.
2 Adjusted profit/(loss) before tax is the profit/(loss) before
tax excluding separately disclosed items.
3 Per 40p 'A' or 'C' ordinary share. Adjusted EPS is calculated
using earnings attributable to equity shareholders before tax
excluding separately disclosed items. Basis EPS includes separately
disclosed items.
4 Net debt comprises cash and short-term deposits, bank
overdraft, bank loans, CCFF, debenture stock and preference
shares.
Strategic Update
-- Used period of closure and quieter trading to continue
investing in our predominately freehold estate, ensuring our pubs
and hotels are in excellent condition
-- Built on consumer demand for a premium experience with
transformational refurbishments - including opening our first new
Bel & The Dragon site at The Red Lion, Wendover
-- Invested in our infrastructure - new finance system,
Microsoft Business Central, due to go live on Monday 22 November
2021
-- Further development underway for our booking engines, pub
websites and CRM system to improve the customer's digital booking
journey, communication and internal connectivity between
systems
-- Maintained excellent relationships and worked in partnership
with our suppliers to optimise availability
-- Continued support and development of our team members,
including an improved remuneration and benefits package
-- Hired first Head of Sustainability to put our Life's too good
to waste policy at the heart of everything we do.
Current Trading and Outlook
-- Managed like for like sales for seven weeks to 13 November 2021 at 90% of 2019 levels
-- Tenanted Inns performing ahead of plan
-- Rural pubs and hotels continue to perform above 2019 levels
-- Excellent performance from Cotswold Inns & Hotels
-- Central London pubs showing steady growth - which will
benefit from the further return of international tourists
-- Low level of net debt, reduced by GBP3.3 million to GBP128.2 million since the period end
-- New Bel & The Dragon site planned for The George & Dragon at Westerham
-- Company in excellent shape to continue to deliver long-term
strategy and take advantage of selected opportunities.
Chief Executive Simon Emeny said: "While the first half of this
financial year has been a story of slowly returning to some
semblance of what was known as normality, I am proud of what we
have achieved. We have used the time wisely, planning for the
future, further improving our already robust infrastructure and
focusing on our people, our properties, our supplier relationships
and our systems.
"Like for like sales in our Managed Pubs and Hotels continue to
grow steadily and for the seven weeks to 13 November 2021 stand at
90% of 2019 levels. Christmas bookings are in good shape and there
is clearly continued appetite from our customers to get out and
socialise with friends and family.
"During the second half of the year, we will continue to develop
our business through investment in property and infrastructure. At
our pubs and hotels, this will include further winterisation
projects at sites including The Head of the River in Oxford and The
Red Lion in Barnes, as well as transformational schemes at The
White Star Hotel in Southampton among others. In a further
commitment to continually premiumising our offer, we will also be
rolling out our next Bel & The Dragon at The George &
Dragon in Westerham.
"Our infrastructure projects will also be coming to fruition in
the coming months, starting with the roll out of Microsoft Business
Central, our new finance package, which goes live on Monday 22
November 2021 - just in time for the arrival of our new Finance
Director, Neil Smith, who comes with a wealth of relevant industry
experience and starts at the end of November. We will complete our
wider digital transformation projects with upgraded pub websites
and our improved CRM system providing a fantastic digital shop
window and even more targeted communications based on our
customers' existing behaviours.
"We are pleased with the steady growth we are seeing across our
pubs and hotels and we will benefit as international tourists
return and office workers continue to head back to their desks and
colleagues. There are a number of well-documented issues facing the
industry as a whole and, while we are not immune, we are a
long-standing business that is well funded, backed by a
substantial, predominately freehold estate, and has the benefit of
experience to help us navigate through.
"Our vision and strategy are clear, consistent and relevant. We
have a well-balanced business in both style and geography and we
have a first-class team of dedicated people right across the
Company. Fuller's has, and always will have, a long-term view and a
strategic plan that reflects that - and we will continue to deliver
it."
-Ends-
For further information, please contact:
Fuller, Smith & Turner P.L.C.
Simon Emeny, Chief Executive 020 8966 2000
Georgina Wald, Corporate Comms Manager 020 8996 2198
Instinctif Partners
Justine Warren 020 7457 2010
Notes to Editors:
Fuller, Smith & Turner PLC is the premium pubs and hotels
business that is famous for beautiful and inviting pubs with
delicious fresh food, a vibrant and interesting range of drinks,
and engaging service from passionate people. Fuller's has 210
managed businesses, with 1,027 boutique bedrooms, and 174 Tenanted
Inns. The estate is predominately located in the South of England
(44% of sites are within the M25) and stretches from our London
heartland to the Jurassic Coast via the New Forest. Our Managed
Pubs and Hotels include 15 iconic Ale & Pie pubs, seven
stunning hotels in the Cotswolds, and Bel & The Dragon - seven
exquisite country inns located in the Home Counties. In summary,
Fuller's is the home of great pubs, outstanding hospitality and
passionate people, where everyone is welcome and leaves that little
bit happier than they arrived.
Photography is available from the Fuller's Press Office on 020
8996 2198 or by email at pr@fullers.co.uk .
This statement will be available on the Company's website,
www.fullers.co.uk . An accompanying presentation will also be
available from 12.00 on 18 November 2021.
FULLER, SMITH & TURNER P.L.C.
FINANCIAL RESULTS FOR THE 26 WEEKSED 25 SEPTEMBER 2021
CHAIRMAN'S STATEMENT
Against a backdrop that needs no introduction, I am pleased with
the progress the Company has made during the first half of this
financial year. All our pubs and hotels are open, the Company is
cash-generative and our Managed and Tenanted businesses are in
excellent shape to continue to deliver future growth.
It has been a trying time for our team members, our management,
our customers and our suppliers - but we have all pulled together.
Across the estate, our team members have shown a huge degree of
dedication, commitment and loyalty to Fuller's, crossing counties
to help out in pubs where the recruitment issues are more acute.
Meanwhile our suppliers have rewarded our commitment to fairness
and partnership by helping to limit our exposure to the supply
chain issues that have blighted many of our competitors.
Simon Emeny and his Executive Team have displayed agility and
flexibility as we have had to tweak our offer in line with changing
consumer behaviour. How much of this behaviour change is permanent
is yet to be seen - but there is no doubt that, for example,
standing at the bar is currently less in demand, while being served
at a table is definitely proving more popular.
During the period, our Finance Director Adam Councell decided to
return to the service sector and I am delighted to be welcoming his
successor, Neil Smith, to Fuller's and the Main Board on 30
November 2021. Neil is a seasoned Finance Director with an
impeccable pedigree in the hospitality sector. He will be an
excellent addition to the team, and we look forward to his imminent
arrival.
I am delighted to be announcing the resumption of dividends for
our shareholders, with the payment of an interim dividend of 3.90p
(H1 2021: nil) per 40p 'A' and 'C' ordinary share and 0.39p (H1
2021: nil) per 4p 'B' ordinary share. This will be paid on 4
January 2022 to shareholders on the share register as at 17
December 2021. While this reflects the Company's return to
profitability and the reduction in net debt, the quantum reflects
the continued impact of the Covid-19 pandemic. This is the
beginning of a journey to restoring a full dividend in the future,
subject to our continued return to pre-pandemic trading levels and
long-term growth.
Fuller's is a long-term business and is built to withstand
changes in the external environment. The last 18 months are
testament to this - and I am very proud that we remain in a great
position as the global economy finds its way post-pandemic. The
benefits of a predominately freehold estate cannot be
underestimated, and the clear vision, values and purpose of the
Company continue to drive our strategic direction.
Finally, I would like to pay personal thanks to the excellent
team of people who work in our pubs and hotels, to our partners in
our Tenanted Inns and to all those who work in our support centre.
They make this Company what it is, they are our USP, and they make
the Fuller's difference. Together we face the future with
confidence and optimism.
Michael Turner
Chairman
17 November 2021
CHIEF EXECUTIVE'S REVIEW
While the first half of this financial year has been a story of
slowly returning to some semblance of what was known as normality,
I am proud of what we have achieved. We have used the time wisely,
planning for the future, further improving our already robust
infrastructure and focusing on our people, our properties, our
supplier relationships and our systems.
Since the gradual reopening of the hospitality sector in April,
trading has been steadily improving, with large numbers of
staycationers in our rural pubs and hotels, and a gradual return to
work in the City. Sales are growing month on month, we are
generating cash and the business is moving in a positive direction.
Like for like sales for the seven weeks from the period end to 13
November are at 90% of 2019 levels and, with the further return of
international tourists and increasing numbers of office workers in
Central London and the City, we have a clear engine of growth to
drive the business forwards.
Fuller's has over 175 years of history and knowing what my
predecessors have navigated before me was inspiring and reassuring.
We have remained true to our values, while ensuring a degree of
agility and flexibility that has enabled us to achieve our goal of
exiting the pandemic in the best possible position. We have looked
after our people, been fair to our Tenants and suppliers, and kept
our geographically balanced and iconic estate in first-class
condition.
Among the many positives, I am pleased to report that we have
returned to profitability - with the period delivering revenue of
GBP116.3 million and a profit of GBP10.6 million. Our Managed Pubs
and Hotels are all open and while we are not immune to the
well-documented industry challenges around recruitment, we have
loyal and dedicated team members who are pleased to be back in
their bars, doing what they do best and delivering an excellent
customer experience. Our Tenanted Inns are also delivering a solid
profit contribution. Our Tenants are well funded, keen to work with
us to improve their pubs and continue to rebuild trade, and - as
ever -full of innovative and exciting ideas.
Trading patterns have varied across our estate and it is no
surprise that our rural pubs and hotels have seen the highest sales
growth - consistently exceeding 2019 levels. The acquisition of
Cotswold Inns & Hotels in October 2019 could not have been
better timed and it is worth noting that these wonderful sites are
not included in our like for like figures. In Central London, where
we naturally have a greater reliance on offices, tourists and the
arts, we anticipated that customers would be slower to return - but
momentum is growing and we expect that to continue as international
travel restrictions are relaxed and the number of days office
workers spend at their desks increases.
As a Company, we have continued to focus on infrastructure
projects to improve our systems and our digital connectivity with
our customers and our sites, while maintaining our continuous
investment programme to ensure our pubs and hotels are in great
condition. We have had a laser-like focus on costs, but not at the
expense of looking after our people, our properties, our suppliers
and, most importantly, our customers. During the period, we have
reviewed and improved our remuneration and benefits package for our
team members and undertaken an employee engagement survey.
Finally, it is clear that consumer behaviour has evolved during
the pandemic, and I am very proud of the way our teams - both in
our pubs and hotels and at the support centre - have shown the
agility and initiative to refine our customer offering to reflect
that evolving behaviour.
The evolving consumer landscape
There is no doubt that the Covid pandemic has influenced the way
today's customer behaves - but the overarching good news is that
the customer is back, has money to spend and is looking for a
premium experience.
Fuller's is perfectly placed to deliver this - operating, as we
always have, at the premium end of the market. Recent developments,
such as the repositioning of The Red Lion in Wendover in July of
this year, are a great example of how we are capitalising on this
trend. The site has benefited from a substantial investment to
convert it to our Bel & The Dragon format - delivering an
upgraded food offer, an improved wine range and boutique hotel
rooms that have seen the site hit record weeks and deliver solid
sales. It has been well received and reinforces our decision to
expand our Bel & The Dragon format further and carry out a
similar scheme at The George & Dragon in Westerham in the new
year.
Some changes in behaviour are an acceleration of existing trends
- such as the move to healthier, vegan and flexitarian lifestyles.
The demand for food provenance has not gone away and we continue to
see a significant increase in demand for higher quality wine and
cocktails.
Another good example of the way our customers' habits have
evolved during the pandemic is the reduction in demand for bar
service - with many customers currently preferring to be served at
the table, even if they are only staying for drinks. Customers are
also much happier to be outside, both later and in slightly lower
temperatures - and our winterisation projects satisfy both of these
shifts, extending the outdoor trading season and creating
additional covers.
Across our Managed Pubs and Hotels, we have already committed
GBP3.4 million in our gardens and outside spaces with a range of
structures from giant pergolas to stretch tents, wigwams and
everything in between. These projects have weather-proofed a large
number of additional covers and are proving very popular with
customers. They are a far cry from the traditional beer garden -
delivering a premium experience in exciting surroundings.
For the majority of our customers, their journey starts and
finishes with a digital touchpoint. We have seen a continual rise
in the number of customers who pre-book their tables, rooms and
tickets for in-pub events, and we are investing in a number of
digital projects across the business. We are upgrading our booking
engines, our pub websites and our CRM system - impacting both
internal processes and our customer interface. Collectively, these
projects will improve the customer journey, simplify and integrate
the booking process for rooms and tables, allow us better sight of
the customer basket - and the ability to communicate with and
market to our customers based on this information, and improve the
connectivity between all of these systems.
Our most immediate infrastructure project is the roll out of our
new finance system, Microsoft Business Central. This is going live
on Monday 22 November 2021 and is a system that is designed for a
pure pubs and hotels business. It will simplify our internal
finance processes and improve the quality of business information
available to the Company.
People first strategies
Whether it is team members, suppliers, tenants or customers -
good relationships, and maintaining those relationships during the
most difficult of circumstances, is a key principle for Fuller's.
This commitment has proved invaluable, particularly in dealing with
the well-documented macro-issues of recruitment shortages and
supply chain challenges.
Fuller's has always developed long-term relationships with
suppliers - and to ensure they are genuine mutually beneficial
partnerships. During the pandemic, we have worked hard to provide
our suppliers with stock forecasts, to pay upfront where necessary
and to remember that they need supportive partnerships too. The
results speak for themselves, with Fuller's protected from the
worst of the supply chain fluctuations. The long-term supply
agreement with Asahi has prioritised the flow of beer to our
Managed Pubs and Hotels, and our Tenanted Inns, while our long-term
commitment to suppliers such as Owton's butchers has protected our
meat supply and will ensure that beef, turkey and potatoes are on
our customers' plates over the key Christmas period.
The issues around recruitment have been widely reported and we
are not immune to the situation. These issues were predicted in
2016 at the time of the EU Referendum and our continuous programme
to develop talent internally gives us some protection against the
issues facing the hospitality sector and beyond.
It is a source of pride that well over half of our general
managers (123 to be precise) are internal appointments. A strong
culture needs a high degree of internal talent and with training
programmes aimed at all levels of the business, this tenet is at
the heart of our people strategy. From the 100+ apprentices who are
just starting on the Chef's Guild programme, to the 18 general
managers who are undertaking a degree level apprenticeship, we have
the right training and development on offer across the business -
built to be appropriate, accessible and bespoke to the individual's
needs and ambitions.
It is always paramount to also identify any areas for
improvement - and to that end we have undertaken an employee
engagement survey to capture insights from our people in a
structured way. We have also listened to more general feedback from
our team members, which has resulted in an improved range of
benefits - including an exceptional health benefits package for all
front-line team members that will see them save on a range of
services including prescriptions and dental care - and better
loyalty recognition with an enhanced staff discount that increases
with tenure of service.
A thriving Tenanted business
Our Tenants have excelled this year. We faced the pandemic
together and, as a result of our removal of all commercial rent
while they were closed, our Tenants are well funded and have
invested, with us, in their properties. The innovation shown by our
entrepreneurial Tenants never ceases to amaze and they have led the
way in developing the most wonderful garden spaces and exciting
food offers, and in providing reasons for their customers to
visit.
Demand to partner with Fuller's is high and we have Tenants on
long-term agreements in 98% of our sites, with a strong pipeline of
prospective Tenants including a number from outside the hospitality
industry.
Our Tenanted Inns division remains an integral and
cash-generative part of our business. It was quick to return to
profit as pubs started to reopen and everything is pointing to a
very healthy future.
A sustainability agenda underpinning all our activity
Environmental Social Governance (ESG) is at the heart of any
company operating today and we are sufficiently confident in our
own plans to sign up to the hospitality sector commitment to be net
zero by 2030. As the first stage in confirming our own commitment,
we have taken on Ollie Rosevear, who joins us from Costa Coffee, as
our first Head of Sustainability.
We have had some easy wins around LED lights, used cooking oil
for biofuel and reducing deliveries by 60,000 journeys each year,
and I am particularly delighted to confirm that all our Managed
Pubs and Hotels and our support centre, Pier House, are now using
100% renewable energy.
ESG is not only about sustainability - and we are very proud of
the work we have always done, and continue to do, to support our
local communities and charity partners. This is an area that has
been brought into even sharper focus during the pandemic and I am
constantly delighted by the endeavours our team members undertake
in the name of charity.
There is a strong ESG programme in place and I am looking
forward to reporting on our progress at year end. The importance of
this area cannot be underestimated.
FINANCIAL POSITION
These results were again impacted by the pandemic which limited
us to reopening outdoor space from 12 April 2021, opening indoor
space but with restrictions from 17 May 2021, and finally opening
the full estate on 19 July 2021. The estate was only open for nine
full weeks without restrictions during this 26 week period. Despite
this, Group revenue and other income was GBP116.3 million (H1 2021:
GBP45.6 million) and profit before tax was GBP10.6 million (H1
2021: loss GBP23.0 million).
The like for like sales in our Managed Pubs and Hotels business
for the first half were 80% of 2019 levels, resulting in revenue of
GBP104.4 million (H1 2021: GBP39.4 million) and an operating profit
of GBP13.6 million (H1 2021: loss GBP10.6 million). This is across
our entire estate which covers rural areas, which were well
positioned to bounce back as soon as we were able to open, and
urban areas, predominately Central London and transport hubs, where
sales increased steadily as travel restrictions eased and people
returned to offices. The Tenanted business has remained
consistently profitable when open, regardless of any restrictions,
and recorded an operating profit of GBP4.8 million ( H1 2021:
GBP1.3 million).
EBITDA was GBP22.8 million (H1 2021: loss GBP3.7 million) as the
Group returned to being cash generative. The Group generated cash
from operating activities of GBP47.9 million in the period (H1
2021: GBP5.2 million). This is primarily from the increase in
EBITDA recorded in the period but also impacted by the improved
working capital position from year end as a result of the estate
being reopened. However, given the period end date of 25 September
2021, the month end payment run of cGBP12 million was paid out
after the period end hence the half year figure is flattered by
that amount.
On 20 April 2021, the Group completed an equity placing which
raised net proceeds of GBP51.8 million. The proceeds of the equity
placing, along with the Group's existing facilities, were used to
repay the Covid Corporate Financing Facility (CCFF) on 12 May 2021.
At the same time as the equity placing, the Group also agreed an
Amend and Extend refinancing of its debt facilities with its
relationship banks, extending the maturity of the GBP192 million
facilities to 19 February 2023.
The above factors resulted in net debt (excluding leases)
decreasing by GBP87 million from year end to GBP131.5 million.
Despite the decrease in net debt, finance costs before leases
increased to GBP3.7 million (H1 2021: GBP2.8 million) as the CCFF
was repaid in May 2021 and replaced with the extended bank
facilities, which are at higher interest rates.
Separately disclosed items before tax were a credit of GBP6.0
million (H1 2021: charge GBP0.8 million), which principally
consists of GBP4.2 million profit on disposal of seven, mainly
unlicensed, properties. Other costs included in separately
disclosed items are reorganisation costs of GBP0.3 million,
incurred as a result of ongoing corporate restructuring, and a
GBP2.1 million credit on the release of a provision, net of the
final settlement amount on the sale of the Fuller's Beer
Business.
Tax has been provided for at an effective rate before separately
disclosed items of 19.6% (H1 2021: 19.4%). Overall, deferred tax
liabilities have increased by GBP8.9 million from year end to
GBP14.2 million. Included within this movement is a GBP5.1 million
charge shown in tax on separately disclosed items relating to the
change in corporation tax rate which is expected to come into
effect from April 2023. A full analysis of the tax charge is set
out in note 5.
The net impact of these items results in basic earnings per
share on continuing operations increasing by 39.45p to 5.76p (H1
2021: -33.69p), with adjusted earnings per share ([1]) on
continuing operations up by 38.51p to 6.09p (H1 2021: -32.42p).
The deficit on the defined benefit pension scheme has decreased
by GBP8.6 million from the year end and is now showing an
accounting surplus of GBP5.1 million (27 March 2021: deficit GBP3.5
million, 26 September 2020: deficit GBP10.8 million). This is a
result of the fair value of scheme assets outperforming the small
increase in the present value of the scheme liabilities. As the
Group has an unconditional right to a refund under the pension
trust deed, an asset can be recognised.
(1) Excluding separately disclosed items
CURRENT TRADING AND OUTLOOK
Like for like sales in our Managed Pubs and Hotels continue to
grow steadily and for the seven weeks to 13 November 2021 stand at
90% of 2019 levels. Christmas bookings are in good shape and there
is clearly continued appetite from our customers to get out and
socialise with friends and family.
During the second half of the year, we will continue to develop
our business through investment in property and infrastructure. At
our pubs and hotels, this will include further winterisation
projects at sites including The Head of the River in Oxford and The
Red Lion in Barnes, as well as transformational schemes at The
White Star Hotel in Southampton among others. In a further
commitment to continually premiumising our offer, we will also be
rolling out our next Bel & The Dragon at The George &
Dragon in Westerham.
Our infrastructure projects will also be coming to fruition in
the coming months, starting with the roll out of Microsoft Business
Central, our new finance package, which goes live on Monday 22
November 2021 - just in time for the arrival of our new Finance
Director, Neil Smith, who comes with a wealth of relevant industry
experience and starts at the end of November. We will complete our
wider digital transformation projects with upgraded pub websites
and our improved CRM system providing a fantastic digital shop
window and even more targeted communications based on our
customers' existing behaviours.
On top of this activity plan, it is essential that our offer in
the pub delivers on the day and with a cohesive plan of action
around Winter Tipples - delivering high quality cocktails that are
perfect for colder days - and interesting in-pub activity such as
comedy nights and a production of A Christmas Carol, we are well
placed to deliver premium, exciting and memorable experiences.
We are pleased with the steady growth we are seeing across our
pubs and hotels and we will benefit as international tourists
return and office workers continue to head back to their desks and
colleagues. There are a number of well-documented issues facing the
industry as a whole and, while we are not immune, we are a
long-standing business that is well funded, backed by a
substantial, predominately freehold estate, and has the benefit of
experience to help us navigate through.
Our vision and strategy are clear, consistent and relevant. We
have a well-balanced business in both style and geography and we
have a first-class team of dedicated people right across the
Company. Fuller's has, and always will have, a long-term view and a
strategic plan that reflects that - and we will continue to deliver
it.
Simon Emeny
Chief Executive
17 November 2021
Financial Highlights
For the 26 weeks ended 25 September 2021
Unaudited Unaudited Audited
26 weeks 26 weeks 52 weeks
ended 25 ended 26 ended 27
September September March
2021 2020 2021
GBPm GBPm GBPm
---------------------------------------- ----------- ----------- ---------
Revenue and other income 116.3 45.6 73.4
EBITDA(1) 22.8 (3.7) (13.1)
Adjusted profit/(loss) before
tax(2) 4.6 (22.2) (48.7)
Statutory profit/(loss) before
tax 10.6 (23.0) (57.8)
Basic earnings per share(3) 5.76p (33.69)p (87.31)p
Adjusted earnings per share(3) 6.09p (32.42)p (72.09)p
Net debt excluding lease liabilities(4) 131.5 187.4 218.1
---------------------------------------- ----------- ----------- ---------
All figures above are from continuing operations except where
stated.
1 Pre-separately disclosed earnings before interest, tax,
depreciation, profit on disposal of plant and equipment and
amortisation.
2 Adjusted profit/(loss) before tax is the profit/(loss) before
tax excluding separately disclosed items.
3 Per 40p 'A' or 'C' ordinary share. Adjusted EPS is calculated
using earnings attributable to equity shareholders before tax
excluding separately disclosed items. Basis EPS includes separately
disclosed items.
4 Net debt comprises cash and short term deposits, bank
overdraft, bank loans, CCFF, debenture stock and preference
shares
Condensed Group Income Statement
For the 26 weeks ended 25 September 2021
Restated
(1)
Unaudited Unaudited Audited
26 weeks 26 weeks 52 weeks
ended 25 ended 26 ended 27
September September March
2021 2020 2021
Continuing operations Note GBPm GBPm GBPm
---------------------------------- ---- ---------- ---------- ---------
Revenue 2 116.3 45.4 73.2
Operating costs before separately
disclosed items (106.4) (63.5) (113.7)
Other income 2 - 0.2 0.2
---------------------------------- ---- ---------- ---------- ---------
Adjusted operating profit/(loss) 2 9.9 (17.9) (40.3)
---------------------------------- ---- ---------- ---------- ---------
Operating separately disclosed
items 3 1.8 (1.0) (14.8)
---------------------------------- ---- ---------- ---------- ---------
Operating profit/(loss) 11.7 (18.9) (55.1)
---------------------------------- ---- ---------- ---------- ---------
Finance costs before separately
disclosed items 4 (5.3) (4.3) (8.4)
Financing separately disclosed
items 3,4 - 0.2 (0.1)
Profit on disposal of properties 3 4.2 - 5.8
---------------------------------- ---- ---------- ---------- ---------
Profit/(loss)before tax 10.6 (23.0) (57.8)
---------------------------------- ---- ---------- ---------- ---------
Adjusted profit/(loss) before
tax 4.6 (22.2) (48.7)
Total separately disclosed
items 3 6.0 (0.8) (9.1)
---------------------------------- ---- ---------- ---------- ---------
Profit/(loss) before tax 10.6 (23.0) (57.8)
---------------------------------- ---- ---------- ---------- ---------
Income tax (expense)/credit 5 (7.1) 4.4 9.6
---------------------------------- ---- ---------- ---------- ---------
Analysed as:
Underlying trading (0.9) 4.3 8.9
Separately disclosed items 3 (6.2) 0.1 0.7
---------------------------------- ---- ---------- ---------- ---------
Profit/(loss) for the period/year
from continuing operations 3.5 (18.6) (48.2)
---------------------------------- ---- ---------- ---------- ---------
Net profit/(loss) after tax
from discontinued operations - (1.2) (1.4)
---------------------------------- ---- ---------- ---------- ---------
Profit/(loss) for the period/year 3.5 (19.8) (49.6)
---------------------------------- ---- ---------- ---------- ---------
1 Refer to note 14 for details of restatement.
Condensed Group Income Statement (continued)
For the 26 weeks ended 25 September 2021
Restated
(1)
Unaudited Unaudited Audited
26 weeks 26 weeks 52 weeks
ended 25 ended 26 ended 27
September September March
2021 2020 2021
Group Note Pence Pence Pence
------------------------------ ---- ---------- ---------- ---------
Earnings/(loss) per share
per 40p 'A' and 'C' ordinary
share
------------------------------ ---- ---------- ---------- ---------
Basic 5.76 (35.87) (89.84)
Diluted 5.74 (35.87) (89.84)
Earnings/(loss) per share
per 4p 'B' ordinary share
------------------------------ ---- ---------- ---------- ---------
Basic 0.58 (3.59) (8.98)
Diluted 0.57 (3.59) (8.98)
Continuing operations
------------------------------ ---- ---------- ---------- ---------
Earnings/(loss) per share
per 40p 'A' and 'C' ordinary
share
------------------------------ ---- ---------- ---------- ---------
Basic 6 5.76 (33.69) (87.31)
Diluted 6 5.74 (33.69) (87.31)
Earnings/(loss) per share
per 4p 'B' ordinary share
------------------------------ ---- ---------- ---------- ---------
Basic 6 0.58 (3.37) (8.73)
Diluted 6 0.57 (3.37) (8.73)
------------------------------ ---- ---------- ---------- ---------
1 Refer to note 14 for details of restatement.
Condensed Group Statement of Comprehensive Income
For the 26 weeks ended 25 September 2021
Restated (1)
Unaudited Unaudited Audited
26 weeks ended 25 26 weeks ended 26 52 weeks ended 27 March
September 2021 September 2020 2021
GBPm GBPm GBPm
Note
--------------------------- ---- --------------------------- --------------------------- -------------------------
Profit/(loss) for the
period/year 3.5 (19.8) (49.6)
--------------------------- ---- --------------------------- --------------------------- -------------------------
Items that may be
reclassified to profit or
loss
Net gains on valuation of
financial assets and
liabilities 0.3 0.2 0.5
Tax related to items that
may be reclassified to
profit or loss 5 (0.1) - (0.1)
--------------------------- ---- --------------------------- --------------------------- -------------------------
Items that will not be
reclassified to profit or
loss
Net actuarial
gains/(losses) on pension
schemes 11 7.5 (7.1) (1.0)
Tax related to items that
will not be reclassified
to profit or loss 5 (1.8) 1.3 0.2
--------------------------- ---- --------------------------- --------------------------- -------------------------
Other comprehensive
income/(loss) for the
period/year, net of tax 5.9 (5.6) (0.4)
--------------------------- ---- --------------------------- --------------------------- -------------------------
Total comprehensive
income/(loss) for the
period/year, net of tax 9.4 (25.4) (50.0)
--------------------------- ---- --------------------------- --------------------------- -------------------------
1 Refer to note 14 for details of restatement.
Condensed Group Balance Sheet
For the 26 weeks ended 25 September 2021
Restated Audited
Unaudited (1) At 27
At 25 September At 26 September March
2021 2020 2021
Note GBPm GBPm GBPm
------------------------------- ---- ---------------- ---------------- ---------
Non-current assets
Intangible assets 28.9 27.3 27.3
Property, plant and equipment 8 588.4 607.5 590.2
Investment properties 1.9 3.9 3.1
Other non-current assets - 0.1 -
Right-of-use assets 77.5 88.9 81.9
Retirement benefit obligations 11 5.1 - -
------------------------------- ---- ---------------- ---------------- ---------
Total non-current assets 701.8 727.7 702.5
------------------------------- ---- ---------------- ---------------- ---------
Current assets
Inventories 3.2 3.1 2.1
Trade and other receivables 12.4 11.5 11.5
Current tax receivable 3.9 4.1 4.0
Cash and cash equivalents 10 16.2 18.0 17.1
Total current assets 35.7 36.7 34.7
------------------------------- ---- ---------------- ---------------- ---------
Assets classified as held
for sale 9 8.1 8.3 9.6
------------------------------- ---- ---------------- ---------------- ---------
Total assets 745.6 772.7 746.8
------------------------------- ---- ---------------- ---------------- ---------
Current liabilities
Trade and other payables (58.0) (43.2) (28.7)
Provisions 12 (0.5) (4.1) (4.0)
Borrowings 10 - (177.9) (207.7)
Lease liabilities 10 (7.2) (8.0) (6.7)
Total current liabilities (65.7) (233.2) (247.1)
------------------------------- ---- ---------------- ---------------- ---------
Non-current liabilities
Borrowings 10 (147.7) (27.5) (27.5)
Lease liabilities 10 (76.6) (86.1) (83.2)
Other financial liabilities (0.3) (0.8) (0.7)
Retirement benefit obligations 11 - (10.8) (3.5)
Deferred tax liabilities (14.2) (9.7) (5.3)
Total non-current liabilities (238.8) (134.9) (120.2)
------------------------------- ---- ---------------- ---------------- ---------
Net assets 441.1 404.6 379.5
------------------------------- ---- ---------------- ---------------- ---------
1 Refer to note 14 for details
of restatement
Condensed Group Balance Sheet (continued)
For the 26 weeks ended 25 September 2021
Restated Audited
Unaudited (1) At 27
At 25 September At 26 September March
2021 2020 2021
Note GBPm GBPm GBPm
---------------------- ---- ----------------- ---------------- ---------
Capital and reserves
Share capital 13 25.4 22.8 22.8
Share premium account 13 53.2 4.2 4.2
Capital redemption
reserve 3.7 3.7 3.7
Own shares (16.7) (17.0) (17.0)
Hedging reserve (0.3) (0.7) (0.5)
Retained earnings 375.8 391.6 366.3
---------------------- ---- ----------------- ---------------- ---------
Total equity 441.1 404.6 379.5
---------------------- ---- ----------------- ---------------- ---------
1 Refer to note 14 for details of restatement.
Condensed Group Statement of Changes in Equity
For the 26 weeks ended 25 September 2021
Share Capital
Share premium redemption Own Hedging Retained
capital account reserve shares reserve earnings Total
Unaudited - 26 weeks ended 25 September 2021 GBPm GBPm GBPm GBPm GBPm GBPm GBPm
---------------------------------------------- -------- -------- ----------- ------- -------- --------- -------
At 27 March 2021 22.8 4.2 3.7 (17.0) (0.5) 366.3 379.5
---------------------------------------------- -------- -------- ----------- ------- -------- --------- -------
Profit for the period - - - - - 3.5 3.5
Other comprehensive income for the period - - - - 0.2 5.7 5.9
---------------------------------------------- -------- -------- ----------- ------- -------- --------- -------
Total comprehensive income for the period - - - - 0.2 9.2 9.4
Equity placing 2.6 49.0 - 0.2 - - 51.8
Shares released from ESOT and treasury - - - 0.1 - - 0.1
Share-based payment charges - - - - - 0.3 0.3
At 25 September 2021 25.4 53.2 3.7 (16.7) (0.3) 375.8 441.1
---------------------------------------------- -------- -------- ----------- ------- -------- --------- -------
Unaudited - 26 weeks ended 26 September 2020
(restated)
---------------------------------------------- -------- -------- ----------- ------- -------- --------- -------
At 28 March 2020 (restated) 22.8 4.2 3.7 (17.1) (0.9) 417.1 429.8
---------------------------------------------- -------- -------- ----------- ------- -------- --------- -------
Loss for the period - - - - - (19.8) (19.8)
Other comprehensive income/(loss)for the
period - - - - 0.2 (5.8) (5.6)
---------------------------------------------- -------- -------- ----------- ------- -------- --------- -------
Total comprehensive income/(loss) for the
period - - - - 0.2 (25.6) (25.4)
Shares purchased to be held in ESOT or as - - - - - - -
treasury
Shares released from ESOT and treasury - - - 0.1 - (0.1) -
Dividends (note 7) - - - - - - -
Share-based payment charges - - - - - 0.1 0.1
Tax charged directly to equity (note 5) - - - - - 0.1 0.1
---------------------------------------------- -------- -------- ----------- ------- -------- --------- -------
At 26 September 2020 22.8 4.2 3.7 (17.0) (0.7) 391.6 404.6
---------------------------------------------- -------- -------- ----------- ------- -------- --------- -------
Condensed Group Statement of Changes in Equity (continued)
For the 26 weeks ended 25 September 2021
Share Capital
Share premium redemption Own Hedging Retained
Audited - 52 weeks ended 27 March 2021 capital account reserve shares reserve earnings Total
(restated) GBPm GBPm GBPm GBPm GBPm GBPm GBPm
----------------------------------------- -------- -------- ----------- -------- -------- ------------ --------
At 28 March 2020 22.8 4.2 3.7 (17.1) (0.9) 417.1 429.8
----------------------------------------- -------- -------- ----------- -------- -------- ------------ --------
Loss for the year - - - - - (49.6) (49.6)
Other comprehensive income/(expense) for
the year - - - - 0.4 (0.8) (0.4)
----------------------------------------- -------- -------- ----------- -------- -------- ------------ --------
Total comprehensive income/(expense) for
the year - - - - 0.4 (50.4) (50.0)
Shares purchased to be held in ESOT or as - - - - - - -
treasury
Shares released from ESOT and treasury - - - 0.1 - (0.1) -
Share-based payment charges - - - - - (0.3) (0.3)
Total transactions with owners - - - 0.1 - (0.4) (0.3)
----------------------------------------- -------- -------- ----------- -------- -------- ------------ --------
At 27 March 2021 22.8 4.2 3.7 (17.0) (0.5) 366.3 379.5
----------------------------------------- -------- -------- ----------- -------- -------- ------------ --------
1 Refer to note 14 for details of
restatement.
Condensed Group Cash Flow Statement
For the 26 weeks ended 25 September 2021
Unaudited Unaudited Audited
26 weeks ended 25 September 26 weeks ended 26 September 52 weeks ended 27 March
2021 2020 2021
Note GBPm GBPm GBPm
--------------------------- ---- --------------------------- --------------------------- -------------------------
Profit/(loss) before tax
for continuing operations 10.6 (23.0) (57.8)
Net finance costs before
separately disclosed items 4 5.3 4.3 8.4
Separately disclosed items 3 (6.0) 0.8 9.1
Depreciation and
amortisation 2 12.9 14.2 27.2
--------------------------- ---- --------------------------- --------------------------- -------------------------
22.8 (3.7) (13.1)
Difference between pension
charge and cash paid (1.2) (1.1) (2.3)
Share-based payment charges 0.3 0.1 (0.3)
Change in trade and other
receivables (1.0) 0.7 (0.4)
Change in inventories (1.2) 0.6 1.7
Change in trade and other
payables 28.5 6.3 (6.4)
Cash impact of operating
separately disclosed items 3 (0.3) (0.8) (1.5)
--------------------------- ---- --------------------------- --------------------------- -------------------------
Cash generated/(absorbed
by) operations 47.9 2.1 (22.3)
Tax received - 3.6 3.4
--------------------------- ---- --------------------------- --------------------------- -------------------------
Cash generated from
operating activities
- continuing operations 47.9 5.7 (18.9)
--------------------------- ---- --------------------------- --------------------------- -------------------------
Cash (absorbed
by)/generated from
operating activities -
discontinued operations - (0.5) (0.4)
--------------------------- ---- --------------------------- --------------------------- -------------------------
Cash generated/(absorbed
by) operating activities 47.9 5.2 (19.3)
Cash flow from investing
activities
Purchase of property, plant
and equipment and
intangible assets (8.4) (7.3) (16.5)
Sale of property, plant and
equipment and assets held
for sale 2.2 - 10.8
Sale of investment property 2.6 - -
Cash absorbed by investing
activities - continuing
operations (3.6) (7.3) (5.7)
--------------------------- ---- --------------------------- --------------------------- -------------------------
Cash generated investing
activities - discontinued
operations - 0.3 0.3
--------------------------- ---- --------------------------- --------------------------- -------------------------
Net cash outflow from
investing activities (3.6) (7.0) (5.4)
--------------------------- ---- --------------------------- --------------------------- -------------------------
Cash flow from financing
activities
Receipts on release of own
shares to option schemes 0.1 - -
Interest paid (2.9) (2.4) (4.5)
Preference dividends paid (0.1) (0.1) (0.1)
Net proceeds of equity
placing 13 51.8 - -
(Repayment)/issue of
commercial paper under
CCFF (100.0) 99.4 99.4
Repayment/(drawdown) of
bank loans 13.1 (93.0) (64.0)
Cost of refinancing (1.2) - -
Surrender of leases (1.9) - -
Principal elements of lease
payments 10 (4.1) (4.3) (9.2)
--------------------------- ---- --------------------------- --------------------------- -------------------------
Cash (absorbed)/generated
by financing activities
continued (45.2) (0.4) 21.6
--------------------------- ---- --------------------------- --------------------------- -------------------------
Cash absorbed by financing
activities discontinued - (0.1) (0.1)
--------------------------- ---- --------------------------- --------------------------- -------------------------
Net cash (outflow) from
financing activities (45.2) (0.5) 21.5
--------------------------- ---- --------------------------- --------------------------- -------------------------
Net movement in cash and
cash equivalents 10 (0.9) (2.3) (3.2)
--------------------------- ---- --------------------------- --------------------------- -------------------------
Cash and cash equivalents
at the start of the period 17.1 20.3 20.3
--------------------------- ---- --------------------------- --------------------------- -------------------------
Cash and cash equivalents
at the end of the
period/year 10 16.2 18.0 17.1
--------------------------- ---- --------------------------- --------------------------- -------------------------
Notes to the Condensed Financial Statements
For the 26 weeks ended 25 September 2021
1. Half Year Report
Basis of Preparation
The half year financial statements for the 26 weeks ended 25
September 2021 have been prepared in accordance with the Disclosure
and Transparency Rules ("DTRs") of the Financial Conduct Authority
and with International Accounting Standard ("IAS") 34, Interim
Financial Reporting and should be read in conjunction with the
Annual Report and Financial Statements for the 52 weeks ended 27
March 2021.
The half year financial statements do not constitute full
accounts as defined by Section 434 of the Companies Act 2006. The
figures for the 52 weeks ended 27 March 2021 are derived from the
published statutory accounts. Full accounts for the 52 weeks ended
27 March 2021, including an unqualified auditor's report which did
not make any statement under Section 498 of the Companies Act 2006,
have been delivered to the Registrar of Companies.
The Board has adopted the going concern basis in preparing these
accounts after assessing the Group's principal risks including the
continuing risks arising from coronavirus as well as the cost
pressures impacting the sector from rising staff costs and utility
prices. The Board is confident that the Group has sufficient
liquidity and the ability to access resources when the Group needs
to refinance to withstand these ongoing challenges for the going
concern assessment period to March 2023.
The coronavirus pandemic, and its continuing impact on the
hospitality sector and the wider economy, casts uncertainty as to
the future financial performance and cash flows of the Group. When
assessing the ability of the Group to continue as a going concern,
the Board has considered the Group's financing arrangements, the
pattern of trading since fully reopening on 19 July 2021, the
possibility of restrictions being reinstated and other principal
risks and uncertainties as disclosed in the Group's latest Annual
Report. These include cost pressures impacting the whole of the
hospitality sector such as rising staff costs, energy prices
further increasing and the well-documented supply issues that are
impacting a wide range of industries including our own.
At 25 September 2021, the Group had a strong Balance Sheet with
91% of the estate being freehold properties with available headroom
on facilities of GBP71.0 million and GBP16.2 million of cash result
net debt (excluding leases) of GBP131.5 million. At year end, net
debt excluding leases was GBP218.1 million so has reduced by GBP87
million.
The Group completed an equity placing on 20 April 2021 which
raised net proceeds of GBP51.8 million. The proceeds of the equity
placing, along with the Group's existing facilities, were used to
repay the CCFF on 12 May 2021. At the same time as the equity
placing, the Group also agreed an Amend and Extend refinancing of
its existing debt facilities with its relationship banks, extending
the maturity of the GBP192 million facilities to 19 February 2023
and amending the financial covenants to a minimum liquidity level
to be tested monthly until 31 March 2022. In June 2022 the Group
will revert to a covenant suite of net debt to EBITDA (leverage)
and EBITDA to net finance charges.
In undertaking a going concern review, the Board has considered
two main scenarios prepared by management which go out to March
2023 "the going concern assessment period". The going concern
assessment period has been determined as 16 months from date of
signing to include the expiry date of existing bank facilities
which is just outside the minimum 12 month period for going concern
considerations.
A "base case" assumes the estate is open fully throughout FY22
but continues to be impacted by reductions in international travel,
slow return to offices and consumer confidence. This is marginally
offset by an increase in weddings, staycations and a small increase
in suburban areas as people stay at home to work. The base case
also considers the cost pressures facing the sector and the impact
they could have on the Group. The forecast assumes steady
improvement in trading, returning to pre-coronavirus levels by the
end of FY23. Under this scenario there would be liquidity headroom
and all covenants would be compiled for the duration of the going
concern period.
A "downside case" assumes four months of restrictions akin to
those experienced in October 2020 - "rule of six", table ordering
and working from home - for the period December 2021 to March 2022.
In April 2022, it is assumed that those restrictions would be
lifted, and trading would return in line with the base case
scenario. Under this "downside case" there would be liquidity
headroom and all covenants would be compiled with for the duration
of the going concern assessment period. In the downside scenario no
government support is assumed.
Given the uncertainties surrounding the pandemic, the Group has
also performed a reverse stress test to assess at which point the
Group would breach its covenants or not have sufficient liquidity
in the assessment period. The model shows that the Group would be
able to withstand two months of lockdown - December and January -
but if the lockdown were to be extended further the Group would
breach the June 2022 covenant when it reverted to net debt to
EBITDA coverage. The Board is confident that if the country were to
go into lockdown then is would be able to obtain a revision of the
covenants as it was able to in the past. The Group would have
sufficient liquidity headroom throughout the period under this
scenario.
The Board has concluded that in both the "base case" and
"downside" scenario, the Group has sufficient debt facilities to
finance operations for the going concern assessment period and it
would not be in breach of any of its covenants. However, as there
is an unlikely but not implausible chance that another national
lockdown could be enforced, and the Group could only withstand two
months before there would be a breach of its covenant, this creates
a material uncertainty.
Furthermore, the Group's finance facilities expire in February
2023 and whilst the Board is confident of the Group's ability to
secure a refinance, in light of the plausibility of further
restrictions and/or lockdowns combined with no refinance agreement
being in place at this time, a further material uncertainty exists
in relation to this future refinancing event that may cast doubt
over the Group's ability to continue as a going concern.
After due consideration of the matters set out above, the
Directors are satisfied that there is a reasonable expectation that
the Group has adequate resources to continue in operational
existence for the going concern assessment period to March 2023.
However, under a severe but not implausible scenario, where the
country is put into lockdown for over two months the Group would
breach its leverage covenant in June 2022. This combined with the
requirement for the Group to secure a refinance of their facilities
beyond February 2023, creates material uncertainties that may cast
doubt on the Group's ability to continue as a going concern. The
interim financial statements do not reflect any adjustments that
would be required to be made if they were prepared on a basis other
than the going concern basis.
The half year financial statements were approved by the
Directors on 17 November 2021.
New Accounting Standards
The accounting policies adopted in the preparation of the half
year financial statements are consistent with those followed in the
preparation of the Group's annual consolidated financial statements
for the 52 weeks ended 27 March 2021. The Group has not early
adopted any standard, interpretation or amendment that has been
issued but is not yet effective.
Taxation
Taxes on income in the interim periods are accrued using the tax
rate that is expected to be applicable to total annual earnings for
the full year in each tax jurisdiction based on substantively
enacted or enacted tax rates at the interim date.
2. Segmental Analysis
Managed
Pubs Tenanted Total continuing
Unaudited - 26 weeks ended and Hotels Inns Unallocated(1) operations
25 September 2021 GBPm GBPm GBPm GBPm
Revenue
---------------------------------- ----------- -------- -------------- ----------------
Sales of goods and services 92.0 8.9 - 100.9
Accommodation income 10.5 - - 10.5
---------------------------------- ----------- -------- -------------- ----------------
Total revenue from contracts with
customers 102.5 8.9 - 111.4
---------------------------------- ----------- -------- -------------- ----------------
Rental income 1.9 3.0 - 4.9
---------------------------------- ----------- -------- -------------- ----------------
Revenue 104.4 11.9 - 116.3
---------------------------------- ----------- -------- -------------- ----------------
Segment result 13.6 4.8 (8.5) 9.9
Operating separately disclosed
items 1.8
---------------------------------- ----------- -------- -------------- ----------------
Operating profit 11.7
Profit on disposal of properties 4.2
Net finance costs (5.3)
---------------------------------- ----------- -------- -------------- ----------------
Profit before tax 10.6
---------------------------------- ----------- -------- -------------- ----------------
Other segment information
Additions: property, plant and
equipment 5.8 0.4 - 6.2
Depreciation and amortisation 11.8 0.8 0.3 12.9
---------------------------------- ----------- -------- -------------- ----------------
Managed
Pubs Tenanted Total continuing
Unaudited - 26 weeks ended and Hotels Inns Unallocated(1) operations
25 September 2021 GBPm GBPm GBPm GBPm
----------------------------------
Revenue
---------------------------------- ----------- -------- -------------- ----------------
Sales of goods and services 34.9 4.9 - 39.8
Accommodation income 3.5 - - 3.5
Total revenue from contracts with
customers 38.4 4.9 - 43.3
Rental income 1.0 1.1 - 2.1
Revenue 39.4 6.0 - 45.4
---------------------------------- ----------- -------- -------------- ----------------
Other income - - 0.2 0.2
---------------------------------- ----------- -------- -------------- ----------------
Segment result (10.6) 1.3 (8.6) (17.9)
Operating separately disclosed
items (1.0)
---------------------------------- ----------- -------- -------------- ----------------
Operating loss (18.9)
Profit on disposal of properties -
Net finance costs (4.1)
---------------------------------- ----------- -------- -------------- ----------------
Loss before tax (23.0)
Other segment information
Additions: property, plant and
equipment 6.5 0.3 0.5 7.3
Depreciation and amortisation 12.6 0.9 0.7 14.2
---------------------------------- ----------- -------- -------------- ----------------
1 Unallocated expenses represent primarily the salary and costs
of central management. Unallocated revenue represents TSA
income.
Managed Total
Pubs Tenanted continuing
Audited - 52 weeks ended and Hotels Inns Unallocated(1) operations
27 March 2021 GBPm GBPm GBPm GBPm
------------------------------------- ----------- -------- -------------- -----------
Revenue
Sale of goods and services 56.6 6.9 - 63.5
Accommodation income 5.9 - - 5.9
------------------------------------- ----------- -------- -------------- -----------
Total revenue from contracts with
customers 62.5 6.9 - 69.4
Rental income 1.5 2.3 - 3.8
------------------------------------- ----------- -------- -------------- -----------
Revenue 64.0 9.2 - 73.2
------------------------------------- ----------- -------- -------------- -----------
Other income - - 0.2 0.2
------------------------------------- ----------- -------- -------------- -----------
Segment result (26.1) 1.2 (15.4) (40.3)
Operating separately disclosed
items (14.8)
------------------------------------- ----------- -------- -------------- -----------
Operating loss (55.1)
Profit on disposal of properties 5.8
Net finance costs (8.5)
------------------------------------- ----------- -------- -------------- -----------
Loss before tax (57.8)
------------------------------------- ----------- -------- -------------- -----------
Other segment information
Additions: assets held for sale,
property, plant and equipment 12.6 0.7 0.5 13.8
Depreciation and amortisation 24.7 1.8 0.7 27.2
Impairment of property, right-of-use
assets and goodwill 11.3 1.6 - 12.9
------------------------------------- ----------- -------- -------------- -----------
1 Unallocated expenses represent primarily the salary and costs
of central management. Unallocated revenue represents TSA
income.
3. Separately Disclosed Items
Unaudited Unaudited Audited
26 weeks ended 25 September 26 weeks ended 26 September 52 weeks ended 27 March
2021 2020 2021
Continuing operations GBPm GBPm GBPm
----------------------------- ----------------------------- ----------------------------- -------------------------
Amounts included in operating
profit/(loss):
Reorganisation costs (0.3) (1.0) (1.9)
Impairment of properties,
right-of-use assets and
intangible assets - - (12.9)
Release of provision on final
settlement of Beer Business 2.1 - -
Total separately disclosed
items included in operating
profit/(loss) 1.8 (1.0) (14.8)
----------------------------- ----------------------------- ----------------------------- -------------------------
Profit on disposal of
properties 4.2 - 5.8
----------------------------- ----------------------------- ----------------------------- -------------------------
Separately disclosed finance
costs:
Finance charge on net pension
liabilities (note 11) - - (0.1)
Finance credit on the
cancellation of interest
rate swaps - 0.2 -
----------------------------- ----------------------------- ----------------------------- -------------------------
Total separately disclosed
finance costs - 0.2 (0.1)
----------------------------- ----------------------------- ----------------------------- -------------------------
Total separately disclosed
items before tax 6.0 (0.8) (9.1)
----------------------------- ----------------------------- ----------------------------- -------------------------
Separately disclosed tax:
Profit on disposal of
properties (1.1) - (0.2)
Change in tax rates (5.1) 0.1 0.9
----------------------------- ----------------------------- ----------------------------- -------------------------
Total separately disclosed
tax (6.2) 0.1 0.7
----------------------------- ----------------------------- ----------------------------- -------------------------
Total separately disclosed
items 0.2 (0.7) (8.4)
----------------------------- ----------------------------- ----------------------------- -------------------------
The reorganisation costs of GBP0.3 million during the 26 weeks
ended 25 September 2021 (26 September 2020: GBP1.0 million, 27
March 2021: GBP1.9 million) were largely incurred as a result of
the Group corporate restructure.
The profit on disposal of properties of GBP4.2 million during
the 26 weeks ended 25 September 2021 (26 September 2020: nil)
relates to the disposal of seven mostly licensed properties which
were held as assets held for sale at year end. GBP1.4 million of
this balance relates to the release of a lease liability on
surrender of two properties that were previously impaired, net of
surrender costs.
The GBP2.1 million credit is the release of a provision, net of
the final settlement amount on the sale of the Fuller's Beer
Business.
The 2021 Budget in March this year announced an increase in the
UK corporation tax rate to 25% with effect from 1 April 2023. This
was substantively enacted on 24 May 2021. The UK corporation rate
increase has resulted in an increase to the deferred tax liability
of GBP5.1 million. This has been recognised within separately
disclosed items in the tax charge for the period as it is unrelated
to underlying trading and is one off in nature.
The cash impact of operating separately disclosed items before
tax for the 26 weeks ended 25 September 2021 was GBP0.3 million
cash outflow (26 September 2020: GBP0.8 million cash outflow, 27
March 2021 GBP1.5 million cash outflow).
4. Finance Costs
Unaudited Unaudited Audited
26 weeks ended 25 September 26 weeks ended 26 September 52 weeks ended 27 March
2021 2020 2021
GBPm GBPm GBPm
----------------------------- ----------------------------- ----------------------------- -------------------------
Finance costs
----------------------------- ----------------------------- ----------------------------- -------------------------
Interest expense arising on:
Financial liabilities at
amortised cost - loans and
debentures (3.6) (2.7) (5.3)
Financial liabilities at
amortised cost - preference
shares (0.1) (0.1) (0.1)
Financial liabilities at
amortised cost - lease
liabilities (1.6) (1.5) (3.0)
----------------------------- ----------------------------- ----------------------------- -------------------------
Total interest expense for
financial liabilities (5.3) (4.3) (8.4)
----------------------------- ----------------------------- ----------------------------- -------------------------
Total finance costs before
separately disclosed items (5.3) (4.3) (8.4)
----------------------------- ----------------------------- ----------------------------- -------------------------
Finance charge on net pension
liabilities (note 11) - - (0.1)
Finance credit on the
expiry/cancellation of
interest rate swaps - 0.2 -
----------------------------- ----------------------------- ----------------------------- -------------------------
Total finance costs (5.3) (4.1) (8.5)
----------------------------- ----------------------------- ----------------------------- -------------------------
5. Taxation
Restated
Unaudited Unaudited Audited
26 weeks ended 25 26 weeks ended 26 September 52 weeks ended 27 March
September 2021 2020 2021
Continuing operations GBPm GBPm GBPm
---------------------------- --------------------------- ---------------------------- -------------------------
Tax on profit/(loss) on
ordinary activities
Current income tax:
Corporation tax 0.1 - (1.0)
Amounts over provided in
previous years - (0.5) (0.5)
---------------------------- --------------------------- ---------------------------- -------------------------
Total current income tax 0.1 (0.5) (1.5)
---------------------------- --------------------------- ---------------------------- -------------------------
Deferred tax:
Origination and reversal of
temporary differences 1.9 (3.9) (8.1)
Change in corporation tax
rate 5.1 - -
Total deferred tax 7.0 (3.9) (8.1)
---------------------------- --------------------------- ---------------------------- -------------------------
Total tax charged/(credited)
in the Income Statement 7.1 (4.4) (9.6)
---------------------------- --------------------------- ---------------------------- -------------------------
Tax relating to items
charged/(credited) to the
Statement of Comprehensive
Income
Deferred tax:
Tax charge on valuation
gains on financial assets
and liabilities 0.1 - 0.1
Tax charge/(credit) on
actuarial gains on pension
scheme 1.8 (1.3) (0.2)
---------------------------- --------------------------- ---------------------------- -------------------------
Tax charge/(credit) included
in the
Statement of Comprehensive
Income 1.9 (1.3) (0.1)
---------------------------- --------------------------- ---------------------------- -------------------------
Tax relating to items
credited directly to equity
Deferred tax:
Share-based payments - (0.1) -
Tax credit included in the
Statement of Changes in
Equity - (0.1) -
---------------------------- --------------------------- ---------------------------- -------------------------
The taxation charge is calculated by applying the Directors'
best estimate of the annual effective tax rate to the profit/(loss)
for the period/year.
6. Earnings/(Loss) Per Share
Unaudited Unaudited Audited
26 weeks ended 25 September 26 weeks ended 26 September 52 weeks ended 27 March
2021 2020 2021
Continuing operations GBPm GBPm GBPm
------------------------------ ----------------------------- ----------------------------- ------------------------
Profit/(loss) attributable to
equity shareholders 3.5 (18.6) (48.2)
Separately disclosed items net
of tax 0.2 0.7 8.4
------------------------------ ----------------------------- ----------------------------- ------------------------
Adjusted earnings/(loss)
attributable to equity
shareholders 3.7 (17.9) (39.8)
------------------------------ ----------------------------- ----------------------------- ------------------------
Number Number Number
------------------------------- ---------- ---------- ----------
Weighted average share capital 60,762,000 55,205,000 55,207,000
Dilutive outstanding options
and share awards 204,000 287,000 139,000
------------------------------- ---------- ---------- ----------
Diluted weighted average
share capital 60,966,000 55,492,000 55,346,000
------------------------------- ---------- ---------- ----------
40p 'A' and 'C' ordinary share Pence Pence Pence
--------------------------------- ----- ------- -------
Basic earnings/(loss) per
share 5.76 (33.69) (87.31)
Diluted earnings/(loss) per
share 5.74 (33.69) (87.31)
Adjusted earnings/(loss) per
share 6.09 (32.42) (72.09)
Diluted adjusted earnings/(loss)
per share 6.07 (32.42) (72.09)
--------------------------------- ----- ------- -------
4p 'B' ordinary share Pence Pence Pence
--------------------------------- ----- ------ ------
Basic earnings/(loss) per
share 0.58 (3.37) (8.73)
Diluted earnings/(loss) per
share 0.57 (3.37) (8.73)
Adjusted earnings/(loss) per
share 0.61 (3.24) (7.21)
Diluted adjusted earnings/(loss)
per share 0.61 (3.24) (7.21)
--------------------------------- ----- ------ ------
For the purposes of calculating the number of shares to be used
above, 'B' shares have been treated as one-tenth of an 'A' or 'C'
share. The earnings per share calculation is based on earnings from
continuing operations and on the weighted average ordinary share
capital which excludes shares held by trusts relating to employee
share options and shares held in treasury of 1,766,681 (26
September 2020: 1,779,745, 27 March 2021: 1,777,248).
Diluted earnings per share is calculated using the same earnings
figure as for basic earnings per share, divided by the weighted
average number of ordinary shares outstanding during the period
plus the weighted average number of ordinary shares that would be
issued on the conversion of all the dilutive potential ordinary
shares into ordinary shares.
Adjusted earnings per share is calculated on profit before tax
excluding separately disclosed items and on the same weighted
average ordinary share capital as for the basic and diluted
earnings per share. An adjusted earnings per share measure has been
included as the Directors consider that this measure better
reflects the underlying earnings of the Group.
7. Dividends
Unaudited Unaudited Audited
26 weeks 26 weeks 52 weeks
ended ended ended
25 September 26 September 27 March
2021 2020 2021
GBPm GBPm GBPm
------------------------------------ ------------- ------------- ---------
Declared and paid during the period
Interim paid in the period for
2021 - - -
First dividend paid in period
for 2021 - - -
Equity dividends paid - - -
------------------------------------ ------------- ------------- ---------
Dividends on cumulative preference
shares (note 4) 0.1 0.1 0.1
------------------------------------ ------------- ------------- ---------
Pence Pence Pence
------------------------------------ ------------- ------------- ---------
Dividends per 40p 'A' and 'C'
ordinary share
declared in respect of the period
Interim 3.90 - -
3.90 - -
------------------------------------ ------------- ------------- ---------
The pence figures above are for the 40p 'A' ordinary shares and
40p 'C' ordinary shares. The 4p 'B' ordinary shares carry dividend
rights of one-tenth of those applicable to the 40p 'A' ordinary
shares. Own shares held in the employee share trusts do not qualify
for dividends as the Trustees have waived their rights. Dividends
are also not paid on own shares held as treasury shares.
The Directors have declared an interim dividend of 3.90p (2020:
nil) for the 40p 'A' ordinary shares and 40p 'C' ordinary shares,
and 0.39p (2020: nil) for the 4p 'B' ordinary shares, with a total
estimated cost to the Company of GBP2.4 million (2020: nil).
8. Property, Plant and Equipment
Unaudited Unaudited Audited
26 weeks 26 weeks 52 weeks
ended ended ended
25 September 26 September 27 March
2021 2020 2021
GBPm GBPm GBPm
--------------------------------------- ------------- ------------- ---------
Net book value at start of period/year 590.2 617.7 617.7
Reclassification of prior year
impairment to right-of-use asset - 0.4 0.4
Additions 6.2 7.3 13.8
Disposals - (3.7) (5.5)
Impairment loss net of reversals - - (9.0)
Transfers to assets classified
as held for sale (1.5) (4.9) (8.6)
Transfer from assets classified
as held for sale 2.4 - -
Depreciation provided during
the period (8.9) (9.3) (18.6)
Net book value at end of period/year 588.4 607.5 590.2
--------------------------------------- ------------- ------------- ---------
During the 26 weeks ended 25 September 2021, the Group
recognised a charge of GBPnil (26 September 2020: GBPnil, 27 March
2021: GBP9.0 million) in respect of the write down in value of
number of sites to their recoverable value.
9. Assets held for sale
Unaudited Unaudited Audited
26 weeks 26 weeks 26 weeks
ended ended ended
25 September 25 September 25 September
2021 2021 2021
GBPm GBPm GBPm
-------------------------------------- ------------- ------------- -------------
Assets held for sale at the start
of the period/year 9.6 2.6 2.6
-------------------------------------- ------------- ------------- -------------
Assets disposed of during the year (1.7) - (3.1)
-------------------------------------- ------------- ------------- -------------
Assets transferred to property, plant
and equipment (2.4) 4.9 -
-------------------------------------- ------------- ------------- -------------
Assets transferred from investment
property 1.1 0.8 1.7
-------------------------------------- ------------- ------------- -------------
Assets transferred from property,
plant and equipment 1.5 - 8.6
-------------------------------------- ------------- ------------- -------------
Impairment of assets - - (0.2)
-------------------------------------- ------------- ------------- -------------
Assets held for sale at the end of
the period/year 8.1 8.3 9.6
-------------------------------------- ------------- ------------- -------------
10. Analysis of Net Debt
Unaudited - 26 weeks At Cash Non At
ended 25 September
2021
----------------------------
27-Mar flows cash(1) 25 September
----------------------------
2021 GBPm GBPm 2021
GBPm GBPm
---------------------------- -------- ------- -------- --------------
Cash and cash equivalents:
Cash and short-term
deposits 17.1 (0.9) - 16.2
---------------------------- -------- ------- -------- --------------
17.1 (0.9) - 16.2
---------------------------- -------- ------- -------- --------------
Financial liabilities
Lease liabilities (89.9) 4.1 2 (83.8)
---------------------------- -------- ------- --------------
(89.9) 4.1 2 (83.8)
---------------------------- -------- ------- --------------
Debt:
Bank loans(2) (107.9) (11.9) (0.4) (120.2)
CCFF (99.8) 100 (0.2) -
Debenture stock (25.9) - - (25.9)
Preference shares (1.6) - - (1.6)
---------------------------- -------- ------- --------
Total borrowings (235.2) 88.1 (0.6) (147.7)
---------------------------- -------- ------- -------- --------------
Net debt (308) 91.3 1.4 (215.3)
---------------------------- -------- ------- -------- --------------
On 31 March 2021, the Group agreed an Amend and Extend
refinancing of its existing debt facilities with its relationship
banks, extending the maturity of the GBP192 million facilities to
19 February 2023 and amending the financial covenants to a minimum
liquidity level to 31 March 2022.
The CCFF was repayable in May 2021 and was repaid using the
Group's available facilities and the proceeds of the equity
placing.
At At
Unaudited - 26 weeks 28 March Cash Non 26 September
ended 26 September 2020 flows cash(1) 2020
2020 GBPm GBPm GBPm GBPm
--------------------------- -------------------- ------ -------- -------------
Cash and cash equivalents:
Cash and short-term
deposits 20.3 (2.3) - 18.0
--------------------------- -------------------- ------ -------- -------------
20.3 (2.3) - 18.0
--------------------------- -------------------- ------ -------- -------------
Financial liabilities
Lease liabilities (112.9) 4.4 14.4 (94.1)
(112.9) 4.4 14.4 (94.1)
Debt:
Bank loans(2) (171.7) 93.0 (0.1) (78.8)
CCFF - (99.4) 0.3 (99.1)
Debenture stock (25.9) - - (25.9)
Preference shares (1.6) - - (1.6)
--------------------------- -------------------- ------ -------- -------------
Total borrowings (199.2) (6.4) 0.2 (205.4)
--------------------------- -------------------- ------ -------- -------------
Net debt (291.8) (4.3) 14.6 (281.5)
--------------------------- -------------------- ------ -------- -------------
At At
28 March Cash Non 27 March
Audited - 52 weeks 2020 flows cash(1) 2021
ended 27 March 2021 GBPm GBPm GBPm GBPm
--------------------------- -------------------- ------ -------- ---------
Cash and cash equivalents:
Cash and short-term
deposits 20.3 (3.2) - 17.1
--------------------------- -------------------- ------ -------- ---------
20.3 (3.2) - 17.1
--------------------------- -------------------- ------ -------- ---------
Financial liabilities
Lease liabilities (112.9) 9.2 13.8 (89.9)
(112.9) 9.2 13.8 (89.9)
Debt:
Bank loans(2) (171.7) 64.0 (0.2) (107.9)
CCFF - (99.4) (0.4) (99.8)
Debenture stock (25.9) - - (25.9)
Preference shares (1.6) - - (1.6)
--------------------------- -------------------- ------ -------- ---------
Total borrowings (199.2) (35.4) (0.6) (235.2)
--------------------------- -------------------- ------ -------- ---------
Net debt (291.8) (29.4) 13.2 (308.0)
--------------------------- -------------------- ------ -------- ---------
1 Non-cash movements relate to the amortisation of arrangement
fees, arrangement fees accrued and movement in lease
liabilities.
2 Bank loans net of arrangement fees.
11. Retirement Benefit Obligations
Unaudited Unaudited Audited
The amount included in the Balance At At At
Sheet arising from the Group's 25 September 26 September 27 March
obligations in respect of its 2021 2020 2021
defined benefit retirement plan GBPm GBPm GBPm
------------------------------------ ------------- ------------- ---------
Fair value of Scheme assets 155.7 142.8 143.8
Present value of Scheme liabilities (150.6) (153.6) (147.3)
------------------------------------ ------------- ------------- ---------
Surplus/(deficit) in the Scheme 5.1 (10.8) (3.5)
------------------------------------ ------------- ------------- ---------
The net position of the defined benefit retirement plan for the
26 weeks ended 25 September 2021 shows a surplus of GBP5.1 million.
In accordance with IFRIC 14, the Group is able to recognise an
asset as it has an unconditional right to a refund of any surplus
in the event of the plan winding down.
Key financial assumptions used
in the valuation
of the Scheme
-------------------------------- ----------- ----- ---------
Rate of increase in pensions
in payment 3.50% 3.05% 3.35%
Discount rate 1.85% 1.50% 1.95%
Inflation assumption - RPI 3.55% 3.05% 3.40%
Inflation assumption - CPI (pre 2.65%/3.55% 2.15% 2.5%/3.4%
2030/post 2030)
-------------------------------- ----------- ----- ---------
Mortality Assumptions
The mortality assumptions used in the valuation of the Scheme as
at 25 September 2021 are as set out in the financial statements for
the 52 weeks ended 27 March 2021.
Unaudited Unaudited Audited
At At At
25 September 26 September 27 March
2021 2020 2021
Assets in the Scheme GBPm GBPm GBPm
------------------------------ ------------- ------------- ---------
Corporate bonds 29.2 31.2 25.5
Index linked debt instruments 37.9 24.2 28.3
Overseas equities 30.9 27.7 30.6
Alternatives 39.3 53.5 53.7
Cash 14.5 2.0 1.9
Annuities 3.9 4.2 3.8
------------------------------ ------------- ------------- ---------
Total market value of assets 155.7 142.8 143.8
------------------------------ ------------- ------------- ---------
Unaudited Unaudited Audited
26 weeks 26 weeks 52 weeks
ended ended ended
25 September 26 September 27 March
2021 2020 2021
Movement in deficit during period GBPm GBPm GBPm
---------------------------------- ------------- ------------- ---------
Deficit in Scheme at beginning
of the period (3.5) (4.7) (4.7)
Movement in period:
Net interest cost - - (0.1)
Net actuarial gains/(losses) 7.5 (7.1) (1.0)
Contributions 1.1 1.0 (2.3)
Surplus/(deficit) in Scheme at
end of the period 5.1 (10.8) (3.5)
---------------------------------- ------------- ------------- ---------
On 1 January 2015 the plan was closed to future accruals.
12. Provisions
Unaudited Unaudited Audited
26 weeks ended 26 weeks ended 26 weeks ended
25 September 26 September 27 March
2021 2020 2021
Group and Company GBPm GBPm GBPm
--------------------------------- --------------- --------------- -----------------
Balance at beginning of the year 4.0 4.1 4.1
--------------------------------- --------------- --------------- -----------------
Utilised (1.4) - (0.1)
--------------------------------- --------------- --------------- -----------------
Released (2.1) - -
--------------------------------- --------------- --------------- -----------------
Balance at end of the year 0.5 4.1 4.0
--------------------------------- --------------- --------------- -----------------
Analysed as:
--------------------------------- --------------- --------------- ---------------
Due withing one year 0.5 4.1 4.0
--------------------------------- --------------- --------------- ---------------
Due in more than one year - - -
--------------------------------- --------------- --------------- ---------------
0.5 4.1 4.0
--------------------------------- --------------- --------------- ---------------
For further details on the released provision refer to note
3.
13. Share Capital
On 20 April 2021, the Company made an equity placement of
6,469,300 'A' shares for an offer price of 830p, generating gross
proceeds of GBP53.7 million. Expenses of GBP2.1 million were
incurred and have been offset in the share premium account leaving
net proceeds of GBP51.6 million.
At the same time, the Company also provided 'B' ordinary
shareholders with the opportunity to purchase 'B' ordinary shares
held in treasury pro-rata to their holding of 'B' ordinary shares.
230,094 'B' shares were purchased out of treasury shares for
proceeds of GBP0.2 million.
14. Prior year adjustment
The Group identified an error within its assessmen t of deferred
tax and how it was being calculated on property, plant and
equipment ("PP&E"). Management had understated the base cost of
PP&E recoverable on a sales basis and not recognised a deferred
tax liability on a use basis. Additionally, an adjustment was
recognised to goodwill for the acquisition of Bel & The Dragon
as a result of incorrect application of the initial recognition
exemption. This was identified at year end but dates back to prior
to the earliest period presented within these interim statements.
The 26 September 2020 balances therefore have been restated in
these interim statements. In addition the income statement tax
credit has been increased by GBP0.5 million to record a return to
provision true up in H1 2021 when the tax return in question was
submitted to HMRC (previously recorded in H2 2021).
The financial impact of the errors identified are as
follows:
Reported Adjusted Restated
26 Weeks ended 26 September 2020 GBPm GBPm GBPm
--------------------------------- -------- -------- ----------
Current tax receivable 3.8 0.3 4.1
--------------------------------- -------- -------- ----------
Deferred tax liabilities (13.7) 4.0 (9.7)
--------------------------------- -------- -------- ----------
Retained earnings (388.1) (3.5) (391.6)
--------------------------------- -------- -------- ----------
Goodwill 28.1 (0.8) 27.3
--------------------------------- -------- -------- --------
Income Statement for 26 weeks ended 26 September 2020:
Reported Adjusted Restated
GBPm GBPm GBPm
--------------------------------------- -------- -------- --------
Loss before tax (23.0) - (23.0)
--------------------------------------- -------- -------- --------
Tax 3.9 0.5 4.4
--------------------------------------- -------- -------- --------
Loss after tax (continuing operations) (19.1) 0.5 (18.6)
--------------------------------------- -------- -------- --------
15. Principal Risks and Uncertainties
In the course of normal business, the Group continually assesses
and takes action to mitigate the various risks encountered that
could impact the achievement of its objectives. Systems and
processes are in place to enable the Board to monitor and control
the Group's management of risk, which are detailed in the Corporate
Governance Report of the Annual Report and Financial Statements
2021. The principal risks and uncertainties and their associated
mitigating and monitoring controls which may affect the Group's
performance in the next six months are not substantially different
from those detailed on pages 28 to 30 of the Annual Report and
Financial Statements 2021, and are available on the Fuller's
website, www.fullers.co.uk.
The most significant risk has been the impact of the coronavirus
pandemic. However other risks, which were already part of our
principal risks, have become more prevalent. These include but are
not limited to: the constrained availability of labour within the
UK impacting hospitality directly, and manufacturing and logistics;
the impact of cost inflation; supply chain issues; changes in
consumer demand; and wage cost inflation. The controls and
mitigations we have in place to address these risks remain
effective in reducing the impact on the business. We are well
placed to withstand these pressures and ultimately withstand long
periods of uncertainty through the strength of our Balance Sheet.
Our strong financial position supports our long-term strategy that
focuses on ensuring we develop and retain the best people, build
strong relationships with our suppliers and deliver a premium
experience with the agility to respond to both short and long-term
changes in consumer behaviour.
16. Shareholders' information
Shareholders holding 40p ' C' ordinary shares are reminded that
they have 30 days from 18 November 2021 should they wish to convert
those 'C' shares to 'A' shares. The next available opportunity
after that will be June 2022. For further details, please contact
the Company's registrars, Computershare, on 0870 889 4096.
17. Statement of Directors' Responsibilities
The Directors confirm, to the best of their knowledge, that this
condensed set of financial statements gives a true and fair view of
the assets, liabilities, financial position and profit or loss of
the issuer or the undertakings included in the consolidation as a
whole and has been prepared in accordance with IAS 34, Interim
Financial Reporting, as adopted by the United Kingdom. The interim
management report herein includes a fair review of the information
required by DTR 4.2.7 and DTR 4.2.8, namely:
-- an indication of important events that have occurred during
the first six months and their impact on the financial statements
and a description of the principal risks and uncertainties for the
remaining six months of the financial year
-- disclosure of material related party transactions in the
first six months and any material changes to related party
transactions.
By order of the Board
MICHAEL TURNER SIMON EMENY
CHAIRMAN CHIEF EXECUTIVE OFFICER
17 NOVEMBER 2021
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IR ZZMMMLNZGMZM
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