TIDMJD.
RNS Number : 3429A
JD Sports Fashion Plc
11 September 2018
11 September 2018
JD SPORTS FASHION PLC
INTERIM RESULTS
FOR THE TWENTY SIX WEEKS TO 4 AUGUST 2018
JD Sports Fashion Plc (the "Group"), the leading retailer of
sports, fashion and outdoor brands, today announces its interim
results for the 26 weeks ended 4 August 2018 (comparative figures
are shown for the 26 week period ended 29 July 2017).
2018 2017 % Change
GBPm GBPm
Revenue 1,846.3 1,367.2 +35%
Gross profit % 48.2% 47.4%
EBITDA* 171.8 136.8 +26%
Depreciation / amortisation (47.9) (33.5)
-------- --------
Operating profit 123.9 103.3 +20%
Net interest expense (2.0) (0.6)
Profit before tax 121.9 102.7 +19%
Basic earnings per ordinary share 10.05p 8.09p +24%
Interim dividend payable per ordinary
share 0.27p 0.26p +4%
Net cash at period end (a) (85.1) 222.7
a) Net cash consists of cash and cash equivalents together with
interest-bearing loans and borrowings
b) Throughout this release '*' indicates first instance of a
term defined and explained in the Glossary at the end of these
interim results
Group Highlights
-- Another record result for the half year with Group EBITDA
increased by 26% and profit before tax increased by 19%
-- Encouraging total like for like sales* growth of more than 3%
achieved against a backdrop of widely reported retail challenges in
the UK
-- Profitability in the core* UK and Ireland Sports Fascias
further enhanced with margins increased
-- International development of JD continues with:
a) Net increase of 18 JD stores across mainland Europe
b) Net increase of 21 JD stores in the Asia Pacific region
including first stores in South Korea and Singapore and additional
stores in both Malaysia and Australia
-- Acquisition of Finish Line in the United States further
significantly extends the Group's global reach with a trial of the
JD fascia anticipated to start in the second half
-- A positive EBITDA maintained in the Outdoor fascias after a
uniquely weather-challenged trading period
-- Key financial information of the two business segments is tabulated below:
Period to 4 August
2018 Sports Fashion Outdoor Total
GBPm GBPm GBPm
Revenue 1,638.1 208.2 1,846.3
----------------- ---------- --------
Gross margin % 48.9% 43.1% 48.2%
----------------- ---------- --------
EBITDA 168.9 2.9 171.8
Depreciation (39.1) (4.5) (43.6)
Amortisation(1) (2.1) (2.2) (4.3)
----------------- ---------- --------
Operating profit
/ (loss) 127.7 (3.8) 123.9
----------------- ---------- --------
(1) This is a non-trading charge relating to the amortisation of
various fascia names and brand names which arise consequent to the
accounting of acquisitions made over a number of years. The
increased charge in Sports Fashion relates to the amortisation of
the Finish Line fascia name with the provisional fair value on
acquisition of GBP71m being amortised over 10 years with a charge
for one month (GBP0.6 million) applied in the period to 4 August
2018.
Period to 29 July
2017 Sports Fashion Outdoor Total
GBPm GBPm GBPm
Revenue 1,170.6 196.6 1,367.2
----------------- ---------- --------
Gross margin % 48.1% 43.3% 47.4%
----------------- ---------- --------
EBITDA 130.3 6.5 136.8
Depreciation (25.5) (4.0) (29.5)
Amortisation (1.6) (2.4) (4.0)
----------------- ---------- --------
Operating profit 103.2 0.1 103.3
----------------- ---------- --------
Peter Cowgill, Executive Chairman, said:
"The Group continues to make excellent progress with the profit
before tax for the 26 weeks ended 4 August 2018 increasing by a
further 19% to GBP121.9 million. The increase in the operating
profit of GBP20.6 million to GBP123.9 million includes a
contribution of GBP4.8 million from Finish Line in the seven week
period post acquisition.
"This is another record result for our Group demonstrating that
our multibrand multichannel premium offer has resilient
profitability in its core UK and Ireland market with capacity for
continued growth across an increasing number of international
markets.
"Against a backdrop of widely reported retail challenges in the
UK, it is extremely reassuring that the profitability in the UK and
Ireland Sports Fascias has been further enhanced. This reflects the
value of the investments that we have made over a number of years
in developing a dynamic multichannel proposition which marries the
best of physical and digital retail enabling customers to interact
with us where and when they want and through the channel of their
choice.
"Sales to date in the second half have continued at similar
levels to those in the first half supporting our continued
confidence in the robustness of the JD proposition. We remain
confident that we are well positioned to deliver an outturn in line
with current market expectations which, including a part year from
Finish Line, range from GBP337 million to GBP345 million and we
also remain encouraged by our prospects for future growth."
Enquiries:
JD Sports Fashion Plc
Tel: 0161 767 1000
Peter Cowgill, Executive Chairman
Brian Small, Chief Financial Officer
MHP Communications
Tel: 0203 128 8193
Andrew Jaques
Giles Robinson
Nessyah Hart
Charles Hirst
Executive Chairman's Statement
Introduction
I am very pleased to report that the Group continues to make
excellent progress with the profit before tax for the 26 weeks
ended 4 August 2018 increasing by a further 19% to GBP121.9
million. The increase in the operating profit of GBP20.6 million to
GBP123.9 million includes a contribution of GBP4.8 million from
Finish Line in the seven week period post acquisition.
This is another record result for our Group demonstrating that
our multibrand multichannel premium offer has resilient
profitability in its core UK and Ireland market with capacity for
continued growth across an increasing number of international
markets.
Against a backdrop of widely reported retail challenges in the
UK, it is extremely reassuring that the profitability in the UK and
Ireland Sports Fascias has been further enhanced. This reflects the
value of the investments that we have made over a number of years
in developing a dynamic multichannel proposition which marries the
best of physical and digital retail enabling customers to interact
with us where and when they want and through the channel of their
choice.
Whilst we firmly expect online to further increase its share of
overall sales in our core UK and Ireland markets, the often social
nature of consumers' shopping trips and impulsive nature of their
buying decisions combined with the importance of cash to a high
proportion of our demographic, means that we expect physical retail
to retain most of its current level of importance. The store base
remains essential to brand awareness, the customer's desire to see,
handle and try the product, and our ability to provide multiple
delivery points. Consequently, we do not anticipate a material
movement in the size of our store base in the UK and Ireland
although we continue to work with landlords on ensuring that our
portfolio of leases has the maximum flexibility and the lowest
committed cost possible. We look to protect the profitability in
all of our stores by continuously monitoring the performance using
a number of metrics.
The improved profit in our core territories has principally come
from an increase in margins where we have maintained an intensely
rigorous approach to managing sellthroughs and made a deliberate
decision not to enter into short-term reactive discounting
unnecessarily when our proposition remains well differentiated. We
firmly believe that the longer term interests of both the Group and
our third party branded supplier partners are best served by JD
further improving its reputation and customer experience with
ongoing investment in store refurbishment, visual merchandising,
retail theatre, customer service and digital integration. Margins
on our own brand ranges have also benefitted in the period from
favourable rates achieved on foreign exchange hedging
contracts.
The Group has made further significant positive progress in its
existing international markets in Europe and Asia Pacific:
-- Europe: There has been a net increase of 18 stores for the JD
fascia with new stores in the majority of our existing territories
together with our first two JD stores in Finland. Elsewhere, our
team in Iberia continue to work on the integration of the Sport
Zone fascia into the Sprinter commercial operations. This process
is ongoing with some dilution to margin in the short term as excess
legacy stocks in the recently acquired Sport Zone business are
cleared aggressively.
-- Asia Pacific: At the period end there were 33 stores trading
as JD across the region with two additional stores in Malaysia and
four new stores in Australia including the conversion of three
stores which previously traded as Glue. Working with our local
partner, Shoemarker Inc, we now have 13 JD stores in South Korea
which includes 12 conversions of the multibrand Hot-T fascia which
was acquired in the previous year. More recently, we have also
opened our first two stores in Singapore and we anticipate opening
our first stores in Thailand during the second half.
The completion of the acquisition of the Finish Line business in
the United States has further significantly extended the Group's
global reach. With a population in excess of 300 million people,
the United States is the largest market for sport lifestyle
footwear and apparel. It was also the origin of the athleisure
trend and is the home to many of the global sportswear brands. The
management teams in JD and Finish Line are already working together
on a project to test JD's highly differentiated multichannel retail
proposition in the United States with a small trial to commence
ahead of the peak holiday trading period. Another small trial
focussed on elevating the customer experience in Finish Line stores
by leveraging JD's recognised global market-leading standards in
Sports Fashion visual merchandising is also ongoing.
We are increasingly optimistic about the international potential
of the JD fascia which, prior to the proposed developments in the
United States, has a presence in 14 countries outside of its core
UK and Ireland market. We are confident that our digitally
integrated proposition, which delivers a dynamic and exciting
multichannel experience to consumers in store and online, is both
scalable and transferrable across a wider geography and, with the
ongoing support of our key brand partners, we continue to look for
opportunities to expand JD's global reach further.
Our premium brand Fashion businesses remain an important part of
our overall elevated offering to consumers and, with the support of
our global brand partners who recognise and value our
differentiated multichannel offering, we continue to expand our
presence in this area.
Our Outdoor fascias have had a difficult first half overall
although it is encouraging that the EBITDA remains positive. These
fascias are heavily influenced by the weather and after a promising
first quarter when our Outdoor fascias benefitted from the late
winter, they have all had an extremely challenging Q2 with good
growth in sales of lightweight shorts and T-shirts nowhere near
able to compensate for a significant and understandable decline in
jackets and other waterproof apparel. We believe that this has been
a one off trading period and are more widely reassured for the
longer term by further growth in sales of camping and other outdoor
activities.
The internal fitting out of the new 352,000 square feet leased
extension to the Kingsway facility is ongoing and we remain on
timetable to start using this extension for inbound stocks later in
the Autumn. Capex of GBP28.5 million has been incurred on the
Kingsway site so far this year with approximately GBP5 million of
spend anticipated in the second half to complete the project.
Elsewhere, the fitting out of the new warehouse in Alicante, Spain
has also been completed with this site now fully operational for
the Sprinter stores with a handover of logistics for the Sport Zone
stores in Spain from Sonae ongoing. Further investment of
approximately EUR3.5 million will be required in this warehouse
over the next year to accommodate the additional stocks required
for the future fulfilment of the Sport Zone stores in Portugal.
Sports Fashion
Sports Fashion has had another exceptional first half with
operating profit increasing by a further 24% to GBP127.7 million
(2017: GBP103.2 million).
Like for like store sales across our global Sports Fashion
fascias were marginally positive in the period with total like for
like sales, including online, growing by 4% which is very pleasing.
We are particularly encouraged by the continued growth of the JD
fascia in its international markets with a significant double digit
increase in total like for like sales in both Europe and Asia
Pacific. In both of these regions, our trading websites are
becoming increasingly significant in scale with access to the
universal stock pool at Kingsway maximising availability.
In the current competitive and rapidly changing environment, it
is pleasing to report that the overall gross margin in Sports
Fashion has not just been maintained but has increased slightly. We
will continue to promote product where it is appropriate whilst
retaining our longer term view on margins. The margins in our own
brand ranges also benefitted from favourable rates achieved on
foreign exchange hedging contracts.
Globally, we have opened a net 44 new JD stores with 39 of these
stores in international markets. In Europe, we have opened a total
of 18 stores and would anticipate opening at least a similar number
of new stores across Europe in the second half.
Further afield, we are pleased with our continued progress in
the Asia Pacific region with 21 stores either opened or converted
to JD in the period. We now have nine stores trading in Malaysia
with potentially a further three stores to open in the second half.
After opening four stores in the period, including the conversion
of three stores previously trading as Glue, we had nine stores in
Australia at the period end with three stores opening subsequently
including our first store in Perth. These stores are very much
focussed in the major metropolitan areas with six stores now
trading in Sydney and four stores in Melbourne. We currently plan
to open up to three further stores in the second half which we
anticipate will include a flagship store on Pitt Street in the
centre of Sydney. We opened our first stores in Singapore in the
period with early trading particularly encouraging at our flagship
store in the Ion Orchard Mall. During the period we increased our
shareholding in the joint venture in South Korea to 50% at a
relatively small cost and whilst linguistic differences increase
the challenges of operating in this country, we believe that we are
making a number of learnings which will assist our wider future
international development. We currently have 13 stores trading as
JD in the country which includes the conversion of 12 stores
previously trading as Hot-T. Ten stores will continue to trade as
Hot-T at least for the remainder of this year whilst we review the
learnings from our early performance.
Away from JD, we are pleased with the progression of Perry Sport
and Aktiesport in the Netherlands with Sports Unlimited Retail
delivering a positive result for the first time as we start to
benefit from our previous actions to reduce the excessive store
footprint and sell through the legacy fragmented stocks. Our
overall results in Iberia have, as anticipated, been impacted by an
initial loss in the Sport Zone business which was acquired in
January 2018. Integration of commercial operations and management
of the Sport Zone stores in Spain into the infrastructure at our
pre-existing Sprinter business is ongoing, a process we anticipate
completing in the second half. The Sprinter management are also now
starting to have more of an influence on the operations in the
Sport Zone stores in Portugal and the Canary Islands, although the
full integration of these stores into the Sprinter infrastructure
will not be completed until the second half of 2019. Whilst we
anticipate a further loss in the second half, we believe that the
actions we are taking will leave Sport Zone positioned to deliver
positive results in the future.
The transaction to acquire the Finish Line business completed on
18 June 2018. Based in Indianapolis, Finish Line retails men's,
women's and children's athletic footwear, as well as an assortment
of apparel and accessories and currently operates from 553 Finish
Line branded retail stores which are typically in mall-based
locations, across 44 US states and Puerto Rico. Finish Line is a
digitally integrated retailer with its e-commerce site, supported
by sales picked from store stock, contributing in excess of 20% of
total Finish Line branded sales. Additionally, Finish Line is the
exclusive retailer of athletic footwear, both in-store and online,
for the Macy's department store with 375 branded concessions
currently trading although we will look to close a double digit
number of loss making concessions through the second half. It is
the Company's current intention to operate a dual fascia strategy
in the US, working with the Finish Line management team to roll out
the JD product and multichannel retail concept in key locations
with an initial trial covering a small number of locations planned
for this year. We will also look to improve retail and visual
merchandising standards in the Finish Line estate. In the seven
week period after completion, Finish Line has contributed an
operating profit of GBP4.8 million with revenues of GBP180.0
million. We anticipate that opportunities to improve future profit
levels will prevail.
We believe that our premium fashion businesses are an important
part of our Group as they enable access to an elevated range of
brands. We are committed to working with our brand partners in this
sector to maintain the premium positioning of their brands.
We are pleased with the continued development of our gyms
business which, after seven openings in the period, now comprises
20 gyms with a total membership base approaching 100,000. Our high
value proposition provides industry leading equipment and an
exciting range of classes in gyms which are fitted out to a high
standard. We continue to look for appropriately costed and
well-located opportunities that will add further scale to this
proposition.
Outdoor
Our Outdoor businesses have had mixed trading in the first half
of the year. After capitalising on the opportunities provided by
the severe winter weather in the early part of the year we exited
the first quarter with a composite total like for like growth
across stores and online of 7%. However, trading in the second
quarter was very challenging with the hot and dry weather across
the UK for long periods having a significant impact on footfall
into stores. Notwithstanding the weaker trading in the second
quarter, we ended the half with a total like for like in our
composite fascias which was still marginally positive.
We are reassured that even in this uniquely weather-challenged
trading period that our businesses were still cash generative with
a positive EBITDA in the period of GBP2.9 million (2017: GBP6.5
million). After depreciation and a further charge for the
non-trading amortisation of fascia and various brand names, the
operating loss was GBP3.8 million (2017: profit GBP0.1
million).
We continue to plan for further integration of the Outdoor
businesses as we believe that the most efficient way of leveraging
stock across Blacks and Go Outdoors is through access to one pool
of stock with common merchandising systems and shared central
warehousing. Therefore, it is our intention that Go Outdoors will
now transfer onto the Group's ERP and into shared warehousing in
the first half of next year. There is also increasing integration
of the management teams with Lee Bagnall now Managing Director of
both Blacks and Go Outdoors.
Group Performance
Revenue and Gross Margin
Total revenue increased by 35% in the year to GBP1,846.3 million
(2017: GBP1,367.2 million). This includes GBP180.0 million of
revenue from Finish Line in the seven week period post acquisition.
Like for like store sales for the period across our global Group
fascias, including those in Europe and in Asia Pacific, were flat
with the overall like for like growth for the same fascias,
including online, increasing by more than 3%.
Total gross margin in the period of 48.2% was slightly ahead of
the prior year (2017: 47.4%) with a strong focus in the principal
Sports Fashion businesses on avoiding unnecessary reactive
discounting in response to competitor activity when our offer is
well differentiated. As noted earlier, margins in our own brand
ranges also benefitted from favourable rates achieved on foreign
exchange hedging contracts.
Operating Profit
Operating profit for the period increased by 20% to GBP123.9
million (2017: GBP103.3 million) following a further excellent
performance in our Sports Fashion fascias. This includes a profit
of GBP4.8m from Finish Line.
There were no exceptional charges in the period (2017:
GBPnil).
Cash and Working Capital
On 29 May 2018, the Group agreed a new syndicated committed
GBP400 million bank facility which has a term of five years. This
facility replaces the previous syndicated committed facility of
GBP215 million. The new facility, together with the ongoing strong
cash generation in our core retail fascias has been used to fund
the significant investments that we have made in the period on both
acquisitions, principally Finish Line with a consideration of
GBP400.5 million before net cash acquired of GBP28.3 million, and
capital expenditure with the gross spend in the period (excluding
disposal costs) increasing to GBP91.4 million (2017: GBP76.3
million). Consequent to these significant investments, there was
net debt at the end of the period of GBP85.1 million (2017: net
cash GBP222.7 million).
The primary focus of our capital expenditure remains our retail
fascias with a spend in the period of GBP44.0 million (2017:
GBP40.3 million) with the spend on our international businesses
increasing to GBP24.9 million (2017: GBP20.5 million). Elsewhere,
the programme of works to fit out the 352,000 square foot extension
to our Kingsway warehouse facility is ongoing with total spend in
the period at the site of GBP28.5 million (2017: GBP10.2
million).
We currently expect the capital expenditure for the full year to
be approximately GBP185 million. In addition, we will use our cash
resources and new syndicated bank facility to make selected
acquisitions and investments where they benefit our strategic
development.
Net stocks of GBP824.1 million have increased substantially
relative to the prior year (2017: GBP414.3 million) principally as
a result of stocks in the recently acquired businesses including
GBP270.3 million at Finish Line and GBP31.5 million at Sport Zone.
We maintain a robust approach to stock management with continuous
intense monitoring of very detailed metrics.
Store Portfolio
During the period, store numbers have moved as follows:
Sports Fashion Fascias
JD JD JD JD Fash'n Other Other Fin.Lin Fin.Line
& UK e (Macy's)
(Store UK & ROI Europe AsiaPac Size Size Europe AsiaPac (own) (iii) Total
Nos.) (ii)
(i)
Period
start 385 213 12 38 648 77 445 67 - - 1,237
New stores 12 18 5 2 37 3 2 - - - 42
Transfers - - 16 1 17 (1) - (16) - - -
Acquired - - - - - 5 - - 556 375 936
Closures (7) - - - (7) (5) (11) (5) (3) - (31)
---------- -------- --------- ------ ------ ------- -------- ---------- -------- --------- -------
Period
end 390 231 33 41 695 79 436 46 553 375 2,184
---------- -------- --------- ------ ------ ------- -------- ---------- -------- --------- -------
(000 Sq
Ft)
Period
start 1,525 541 56 60 2,182 179 2,953 284 - - 5,598
New stores 46 57 18 1 122 13 7 - - - 142
Transfers - - 62 1 63 (1) - (62) - - -
Acquired - - - - - 13 - - 1,879 322 2,214
Closures (32) - - - (32) (7) (100) (17) (8) - (164)
Period
end 1,539 598 136 62 2,335 197 2,860 205 1,871 322 7,790
---------- -------- --------- ------ ------ ------- -------- ---------- -------- --------- -------
(i) Chausport (France), Sprinter (Spain), Sport Zone (Portugal,
Spain & Canary Islands) and Perry Sport / Aktiesport
(Netherlands)
(ii) Glue (Australia), Stream Fascias (Malaysia) and Hot-T (South Korea)
(iii) Being Finish Line branded concessions within Macy's
department stores only. In addition, there were 154 non-branded
concessions in other Macy's department stores at the period
end.
There were also 20 JD branded Gyms at the period end.
Outdoor Fascias
Ultimate Go
(Store Blacks Millets Outdoors Tiso Outdoors Total
Nos.)
Period
start 57 100 7 13 60 237
New stores 1 - - - 3 4
Transfers - - (1) - 1 -
Closures - (2) - - - (2)
--------- ---------- ---------- ------- ---------- --------
Period
end 58 98 6 13 64 239
--------- ---------- ---------- ------- ---------- --------
(000 Sq
Ft)
Period
start 206 211 162 88 1,794 2,461
New stores 6 - - - 95 101
Transfers - - (16) - 16 -
Closures - (4) - - - (4)
Period
end 212 207 146 88 1,905 2,558
--------- ---------- ---------- ------- ---------- --------
Dividends and Earnings per Ordinary Share
The Board proposes paying an interim dividend of 0.27p (2017:
0.26p) per ordinary share, an increase of 4%. This dividend will be
paid on 4 January 2019 to shareholders on the register at 30
November 2018. We continue to believe that it is in the longer term
interests of all shareholders to keep dividend growth restrained so
as to maximise the available funding for our ongoing growth
opportunities.
The basic and adjusted* earnings per ordinary share have
increased by 24% to 10.05p (2017: 8.09p).
People
The commitment of our employees is crucial to our success and I
would like to thank everyone in our businesses for their support in
delivering another set of excellent results. The increasingly
global scale of our Group provides a variety of opportunities for
our colleagues to develop their individual careers and we are
committed to supporting them to achieve their ambitions and to give
them the quality of employment that reflects the significant
contribution that they make.
Given the growth opportunities available to the Group,
particularly with respect to our international development, we will
continue to look to strengthen our senior management team where
appropriate.
Current Trading and Outlook
Sales to date in the second half have continued at similar
levels to those in the first half supporting our continued
confidence in the robustness of the JD proposition. We remain
confident that we are well positioned to deliver an outturn in line
with current market expectations which, including a part year from
Finish Line, range from GBP337 million to GBP345 million and we
also remain encouraged by our prospects for future growth.
We will next provide an update on trading in early January after
our key Christmas trading period.
Peter Cowgill
Executive Chairman
11 September 2018
Condensed Consolidated Income Statement
For the 26 weeks to 4 August 2018
26 weeks 26 weeks 53 weeks
to to to
4 August 29 July 3 February
Note 2018 2017 2018
GBPm GBPm GBPm
Revenue 1,846.3 1,367.2 3,161.4
Cost of sales (956.4) (718.6) (1,629.8)
----------- ----------- -------------
Gross profit 889.9 648.6 1,531.6
Selling and distribution expenses
- normal (674.9) (487.1) (1,080.5)
Administrative expenses - normal (92.7) (59.1) (144.7)
Administrative expenses - exceptional 3 - - (12.9)
Other operating income 1.6 0.9 2.4
----------- ----------- -------------
Operating profit 123.9 103.3 295.9
Before exceptional items 123.9 103.3 308.8
Exceptional items 3 - - (12.9)
--------------------------------------- ------- ----------- ----------- -------------
Operating profit 123.9 103.3 295.9
Financial income 0.5 0.3 0.6
Financial expenses (2.5) (0.9) (2.0)
----------- ----------- -------------
Profit before tax 121.9 102.7 294.5
Income tax expense (26.5) (21.6) (58.1)
----------- ----------- -------------
Profit for the period 95.4 81.1 236.4
----------- ----------- -------------
Attributable to equity holders
of the parent 97.8 78.7 231.9
Attributable to non-controlling
interest (2.4) 2.4 4.5
Basic earnings per ordinary
share 4 10.05p 8.09p 23.83p
----------- ----------- -------------
Diluted earnings per ordinary
share 4 10.05p 8.09p 23.83p
----------- ----------- -------------
Condensed Consolidated Statement of Comprehensive Income
For the 26 weeks to 4 August 2018
26 weeks 26 weeks 53 weeks
to to to
4 August 29 July 3 February
2018 2017 2018
GBPm GBPm GBPm
Profit for the period 95.4 81.1 236.4
Other comprehensive income:
Items that may be classified subsequently
to the
Consolidated Income Statement:
Exchange differences on translation
of foreign operations 10.8 6.7 6.4
Total other comprehensive income
for the period 10.8 6.7 6.4
------------------------------------------- ----------- ----------- -------------
Total comprehensive income and expense
for the period (net of income tax) 106.2 87.8 242.8
------------------------------------------- ----------- ----------- -------------
Attributable to equity holders of
the parent 106.9 85.5 237.1
Attributable to non-controlling interest (0.7) 2.3 5.7
------------------------------------------- ----------- ----------- -------------
Condensed Consolidated Statement of Financial Position
As at 4 August 2018
As at As at As at
4 August 29 July 3 February
2018 2017 2018
GBPm GBPm GBPm
Assets
Intangible assets 410.8 189.5 211.0
Property, plant and equipment 497.8 276.8 376.9
Other assets 74.9 44.4 66.5
Total non-current assets 983.5 510.7 654.4
---------------------------------------- ----------- ---------- -------------
Inventories 824.1 414.3 478.0
Trade and other receivables 217.3 138.4 146.3
Cash and cash equivalents 243.4 263.7 347.5
Total current assets 1,284.8 816.4 971.8
---------------------------------------- ----------- ---------- -------------
Total assets 2,268.3 1,327.1 1,626.2
---------------------------------------- ----------- ---------- -------------
Liabilities
Interest-bearing loans and
borrowings (187.6) (37.1) (26.8)
Trade and other payables (837.2) (546.4) (623.2)
Provisions (1.2) (0.6) (2.1)
Income tax liabilities (30.1) (23.4) (30.2)
Total current liabilities (1,056.1) (607.5) (682.3)
---------------------------------------- ----------- ---------- -------------
Interest-bearing loans and
borrowings (140.9) (3.9) (11.0)
Other payables (139.7) (54.8) (91.5)
Provisions (1.9) (1.1) (1.8)
Deferred tax liabilities (10.8) (7.8) (5.3)
---------------------------------------- ----------- ---------- -------------
Total non-current liabilities (293.3) (67.6) (109.6)
---------------------------------------- ----------- ---------- -------------
Total liabilities (1,349.4) (675.1) (791.9)
---------------------------------------- ----------- ---------- -------------
Total assets less total liabilities 918.9 652.0 834.3
---------------------------------------- ----------- ---------- -------------
Capital and reserves
Issued ordinary share capital 2.4 2.4 2.4
Share premium 11.7 11.7 11.7
Retained earnings 855.4 609.4 773.6
Other reserves (8.4) 1.6 (17.3)
---------------------------------------- ----------- ---------- -------------
Total equity attributable
to equity holders of the
parent 861.1 625.1 770.4
---------------------------------------- ----------- ---------- -------------
Non-controlling interest 57.8 26.9 63.9
---------------------------------------- ----------- ---------- -------------
Total equity 918.9 652.0 834.3
---------------------------------------- ----------- ---------- -------------
Condensed Consolidated Statement of Changes in Equity
For the 26 weeks to 4 August 2018
Total Equity
Attributable
Foreign To Equity
Ordinary Currency Holders
Share Share Premium Retained Other Translation Of The Parent
Capital GBPm Earnings Equity Reserve GBPm
GBPm GBPm GBPm GBPm
Balance at 3 February
2018 2.4 11.7 773.6 (33.8) 16.5 770.4
Profit for the period - - 97.8 - - 97.8
Other comprehensive
income:
Exchange differences
on translation of
foreign operations - - - - 9.1 9.1
Total other comprehensive
income - - - - 9.1 9.1
------------------------------ ----------- ---------------- ----------- --------- -------------- ---------------
Total comprehensive
income for the period - - 97.8 - 9.1 106.9
Dividends to equity
holders - - (13.3) - - (13.3)
Acquisition of
non-controlling
interest - - (2.7) - - (2.7)
Non-controlling
interest arising
on acquisition - - - (0.2) - (0.2)
Balance at 4 August
2018 2.4 11.7 855.4 (34.0) 25.6 861.1
------------------------------ ----------- ---------------- ----------- --------- -------------- ---------------
Total Equity
Attributable To Non-
Equity Holders Controlling Total
Of The Parent Interest Equity
GBPm GBPm GBPm
Balance at 3 February 2018 770.4 63.9 834.3
Profit for the period 97.8 (2.4) 95.4
Other comprehensive income:
Exchange differences on translation
of foreign operations 9.1 1.7 10.8
Total other comprehensive income 9.1 1.7 10.8
------------------------------------------ ------- -------------- ---------
Total comprehensive income for the
period 106.9 (0.7) 106.2
Dividends to equity holders (13.3) (0.1) (13.4)
Acquisition of non-controlling interest (2.7) (5.2) (7.9)
Non-controlling interest arising
on acquisition (0.2) (0.1) (0.3)
Balance at 4 August 2018 861.1 57.8 918.9
------------------------------------------ ------- -------------- ---------
For the 26 weeks to 29 July 2017
Total Equity
Attributable
Foreign To Equity
Ordinary Currency Holders
Share Share Premium Retained Treasury Other Translation Of The Parent
Capital GBPm Earnings Reserve Equity Reserve GBPm
GBPm GBPm GBPm GBPm GBPm
Balance at 28
January
2017 2.4 11.7 543.3 (15.9) (0.5) 11.2 552.2
Profit for the
period - - 78.7 - - - 78.7
Other
comprehensive
income:
Exchange
differences
on translation
of
foreign
operations - - - - - 6.8 6.8
Total other
comprehensive
income - - - - - 6.8 6.8
----------------- ----------- ---------------- ----------- ----------- --------- -------------- ---------------
Total
comprehensive
income for the
period - - 78.7 - - 6.8 85.5
Dividends to
equity
holders - - (12.7) - - - (12.7)
Acquisition of
non-controlling
interest - - 0.1 - - - 0.1
Non-controlling - - - - - - -
interest arising
on acquisition
Balance at 29
July
2017 2.4 11.7 609.4 (15.9) (0.5) 18.0 625.1
----------------- ----------- ---------------- ----------- ----------- --------- -------------- ---------------
Total Equity
Attributable To Non-
Equity Holders Controlling Total
Of The Parent Interest Equity
GBPm GBPm GBPm
Balance at 28 January 2017 552.2 26.6 578.8
Profit for the period 78.7 2.4 81.1
Other comprehensive income:
Exchange differences on translation
of foreign operations 6.8 (0.1) 6.7
Total other comprehensive income 6.8 (0.1) 6.7
------------------------------------------ ------- -------------- ---------
Total comprehensive income for the
period 85.5 2.3 87.8
Dividends to equity holders (12.7) (0.6) (13.3)
Acquisition of non-controlling interest 0.1 (1.3) (1.2)
Non-controlling interest arising
on acquisition - (0.1) (0.1)
Balance at 29 July 2017 625.1 26.9 652.0
------------------------------------------ ------- -------------- ---------
Condensed Consolidated Statement of Cash Flows
For the 26 weeks ended 4 August 2018
26 weeks 26 weeks 53 weeks
to 4 August to to
2018 29 July 3 February
GBPm 2017 2018
GBPm GBPm
Cash flows from operating activities
Profit for the period 95.4 81.1 236.4
Income tax expense 26.5 21.6 58.1
Financial expenses 2.5 0.9 2.0
Financial income (0.5) (0.3) (0.6)
Depreciation and amortisation of
non-current assets 47.9 33.9 71.3
Forex (gains) / losses on monetary
assets and liabilities (0.5) (1.3) 2.2
Impairment of non-current assets 0.3 1.5 5.1
Loss / (profit) on disposal of non-current
assets 1.0 (0.6) 1.6
Other exceptional items - - 1.3
Impairment of intangible assets - - 11.6
Increase in inventories (78.1) (65.9) (79.0)
Increase in trade and other receivables (26.3) (19.6) (22.1)
Increase in trade and other payables 37.2 62.4 110.7
Interest paid (2.5) (0.9) (2.0)
Income taxes paid (27.3) (32.5) (57.8)
--------------------------------------------- ------------- --------- ------------
Net cash from operating activities 75.6 80.3 338.8
--------------------------------------------- ------------- --------- ------------
Cash flows from investing activities
Interest received 0.5 0.3 0.6
Proceeds from sale of non-current
assets 0.2 6.6 6.7
Investment in software development (5.1) (1.3) (4.5)
Acquisition of property, plant and
equipment (84.6) (70.9) (169.3)
Acquisition of non-current other
assets (1.7) (4.1) (12.8)
Acquisition of subsidiaries, net
of cash acquired (380.0) (1.7) (24.9)
Net cash used in investing activities (470.7) (71.1) (204.2)
--------------------------------------------- ------------- --------- ------------
Cash flows from financing activities
Drawdown / (repayment) of interest-bearing
loans and borrowings 134.8 (15.9) (11.4)
Repayment of finance lease liabilities (0.7) (0.2) (0.5)
Drawdown of finance lease liabilities 5.1 3.3 3.3
Drawdown of syndicated bank facility 150.0 - -
Equity dividends paid - - (15.2)
Dividends paid to non-controlling
interest in subsidiaries (0.1) (0.6) (8.8)
--------------------------------------------- ------------- ------------- ------------
Net cash provided by / (used in)
financing activities 289.1 (13.4) (32.6)
--------------------------------------------- ------------- ------------- ------------
Net (decrease) / increase in cash
and cash equivalents (106.0) (4.2) 102.0
Cash and cash equivalents at the
beginning of the period 334.6 234.4 234.4
Foreign exchange gains / (losses)
on cash and cash equivalents 1.2 0.5 (1.8)
--------------------------------------------- ------------- ------------- ------------
Cash and cash equivalents at the
end of the period 229.8 230.7 334.6
--------------------------------------------- ------------- ------------- ------------
Analysis of Net Cash
At On At
3 February acquisition Non-cash 4 August
2018 of subsidiaries Cashflow movements 2018
GBPm GBPm GBPm GBPm GBPm
Cash at bank and in hand 347.5 28.4 (133.7) 1.2 243.4
Overdrafts (12.9) - (0.7) - (13.6)
------------------------------ ------------ ----------------- ----------- ------------ ----------
Cash and cash equivalents 334.6 28.4 (134.4) 1.2 229.8
------------------------------ ------------ ----------------- ----------- ------------ ----------
Interest bearing loans
and borrowings:
Bank loans (20.8) (0.8) (135.0) - (156.6)
Syndicated bank facility - - (150.0) - (150.0)
Finance lease liabilities (3.8) - (4.4) - (8.2)
Other loans (0.3) - 0.2 - (0.1)
Total interest bearing
loans and borrowings (24.9) (0.8) (289.2) - (314.9)
------------------------------ ------------ ----------------- ----------- ------------ ----------
309.7 27.6 (423.6) 1.2 (85.1)
------------------------------ ------------ ----------------- ----------- ------------ ----------
1. Basis of Preparation
JD Sports Fashion Plc (the 'Company') is a company incorporated
and domiciled in the United Kingdom. The half year financial report
for the 26 week period to 4 August 2018 represents that of the
Company and its subsidiaries (together referred to as the
'Group').
This half year financial report is an interim management report
as required by DTR 4.2.3 of the Disclosure and Transparency Rules
of the UK's Financial Conduct Authority and was authorised for
issue by the Board of Directors on 11 September 2018.
The condensed set of financial statements included in this half
yearly financial report has been prepared in accordance with IAS 34
'Interim Financial Reporting' as adopted by the EU. The annual
financial statements of the Group are prepared in accordance with
IFRS's as adopted by the EU. The comparative figures for the 53
week period to 3 February 2018 are not the Group's statutory
accounts for that financial year. Those accounts have been reported
on by the Group's Auditor and delivered to the Registrar of
Companies. The Report of the Auditor was (i) unqualified, (ii) did
not include a reference to any matters to which the Auditor drew
attention by way of emphasis without qualifying their report, and
(iii) did not contain a statement under section 498 of the
Companies Act 2006.
The information contained in the half year financial report for
the 26 week period to 4 August 2018 and 29 July 2017 has been
reviewed and the independent review report for the 26 week period
to 4 August 2018 is set out in the half yearly financial
report.
As required by the Disclosure and Transparency Rules of the UK's
Financial Conduct Authority, the half year financial report has
been prepared by applying the same accounting policies and
presentation that were applied in the preparation of the Company's
published consolidated financial statements for the 53 week period
to 3 February 2018.
The Group continues to monitor the potential impact of other new
standards and interpretations which have been or may be endorsed
and require adoption by the Group in future reporting periods.
IFRS 9 & IFRS 15
IFRS 9 'Financial Instruments' and IFRS 15 'Revenue from
Contracts with Customers' have been adopted by the Group in the
period with no significant impact on the consolidated results or
financial position of the Group.
IFRS 16
IFRS 16 'Leases' will be applicable to the Group for the
financial year ending 1 February 2020 and will significantly affect
the presentation of the Group financial statements with the Group
recognising a right-of-use asset and a lease liability for all
leases currently accounted for as operating leases, with the
exception of leases for short periods (less than 12 months) and
those for items of low value. IFRS 16 is also expected to have a
material impact on key components within the Consolidated Income
Statement as operating lease rental charges will be replaced with
depreciation and finance costs.
IFRS 16 allows for two different transition approaches, fully
retrospective and modified retrospective. Both approaches will
impact the income statement, balance sheet and disclosure when
adopted including the opening balance sheet, although the amounts
will differ depending on the approach taken. There will be no
impact on cash flows, although the presentation of the Cash Flow
Statement will change significantly, with an increase in cash flows
from operating activities being offset by an increase in cash flows
from financing activities. The Group intends to apply the modified
retrospective approach on transition and is in the process of
collating the relevant data. The Group has selected a new IT system
to assist with the calculations and disclosure and will continue to
establish relevant processes and accounting policies.
Given the complexities of IFRS 16 and the material sensitivity
to key assumptions, such as discount rates, it is not yet
practicable to fully quantify the effect of IFRS 16 on the
financial statements of the Group.
Other
The Group does not consider that any other standards, amendments
or interpretations issued by the IASB, but not yet applicable, will
have a significant impact on the financial statements.
Alternative performance measures
The Directors measure the performance of the Group based on a
range of financial measures, including measures not recognised by
EU-adopted IFRS. These alternative performance measures may not be
directly comparable with other companies' alternative performance
measures and the Directors do not intend these to be a substitute
for, or superior to, IFRS measures. The Directors believe that
these alternative performance measures assist in providing
additional useful information on the underlying performance of the
Group. Alternative performance measures are also used to enhance
the comparability of information between reporting periods, by
adjusting for exceptional items, which could distort the
understanding of the performance for the period. Further
information can be found in the Glossary at the end of these
Interim results. Terms are listed in alphabetical order.
Use of estimates and judgements
The preparation of interim financial statements requires
management to make judgements, estimates and assumptions that
affect the application of policies and reported amounts of assets
and liabilities, income and expenses. The estimates and associated
assumptions are based on historical experience and various other
factors that are believed to be reasonable under the circumstances,
the results of which form the basis of making the judgements about
carrying values of assets and liabilities that are not readily
apparent from other sources. Actual results may differ from these
estimates.
In preparing these condensed consolidated interim financial
statements, the significant judgements made by management in
applying the Group's accounting policies and the key sources of
estimation uncertainty were the same as those that applied to the
consolidated financial statements for the 53 week period to 3
February 2018 with the exception of the provisional fair value
adjustments to the Finish Line acquisition which includes
significant estimates that may be refined in the second half of the
financial period.
Risks and uncertainties
The Board has considered the risks and uncertainties for the
remaining 26 week period to 2 February 2019 and determined that the
risks presented in the Annual Report and Accounts 2018, noted
below, remain relevant:
-- Key suppliers and brands
-- Protection of intellectual property
-- Retail property factors
-- Seasonality of sales
-- Economic factors
-- Reliance on non-UK manufacturers
-- Brexit
-- Reliance on IT systems
-- Cyber security
-- Reliance on a consolidated warehouse
-- Retention of key personnel
-- Health and safety
-- Foreign exchange risk
-- Regulatory and compliance
A major variable, and therefore risk, to the Group's financial
performance for the remainder of the financial period is the sales
and margin performance in the retail fascias, particularly in
December and January. Further comment on this and other risks and
uncertainties faced by the Group is provided in the Executive
Chairman's statement included within this half year report.
After making enquiries, the Directors have a reasonable
expectation that the Company and the Group have adequate resources
to continue in operational existence for the foreseeable future.
Accordingly, they continue to adopt the going concern basis in
preparing the financial statements.
2. Segmental Analysis
IFRS 8 'Operating Segments' requires the Group's segments to be
identified on the basis of internal reports about components of the
Group that are regularly reviewed by the Chief Operating Decision
Maker to allocate resources to the segments and to assess their
performance. The Chief Operating Decision Maker is considered to be
the Executive Chairman of JD Sports Fashion Plc.
Information reported to the Chief Operating Decision Maker is
focused on the nature of the businesses within the Group. The
Group's operating and reportable segments under IFRS 8 are
therefore as follows:
-- Sports Fashion - includes the results of JD Sports Fashion
Plc, John David Sports Fashion (Ireland) Limited, Spodis SA,
Champion Sports Ireland, Iberian Sports Retail Group SL (including
subsidiary companies), JD Sports Fashion BV, Sports Unlimited
Retail BV, JD Sports Fashion Germany GmbH, JD Sports Fashion SRL,
JD Sports Fashion Belgium BVBA, JD Sports Fashion Sweden AB, JD
Sports Fashion Denmark ApS, JD Sports Fashion Finland OY, JD Sports
Fashion SDN BHD, JD Sports Fashion Korea Inc, JD Sports Fashion
India LLP, JD Sports Fashion Holdings Aus Pty (including subsidiary
companies), JD Sports Fashion PTE Limited, The Finish Line Inc.
(including subsidiary companies), Size GmbH, JD Sports Gyms
Limited, Duffer of St George Limited, Topgrade Sportswear Limited,
Kooga Rugby Limited, Focus Brands Limited (including subsidiary
companies), Kukri Sports Limited (including global subsidiary
companies), Source Lab Limited, Tessuti Group Limited (including
subsidiary companies), Nicholas Deakins Limited,
Clothingsites.co.uk Limited, 2Squared Agency Limited, 2Squared
Retail Limited, Mainline Menswear Limited, Hip Store Limited, Simon
& Simon Fashion Limited, Dantra Limited and Base Childrenswear
Limited.
-- Outdoor - includes the results of Blacks Outdoor Retail
Limited, Tiso Group Limited (including subsidiary companies) and Go
Outdoors Topco Limited (including subsidiary companies).
The Chief Operating Decision Maker receives and reviews
segmental operating profit. Certain central administrative costs
including Group Directors' salaries are included within the Group's
core 'Sports Fashion' result. This is consistent with the results
as reported to the Chief Operating Decision Maker.
IFRS 8 requires disclosure of information regarding revenue from
major products and customers. The majority of the Group's revenue
is derived from the retail of a wide range of apparel, footwear and
accessories to the general public. As such, the disclosure of
revenues from major customers is not appropriate. Disclosure of
revenue from major product groups is not provided at this time due
to the cost involved to develop a reliable product split on a same
category basis across all companies in the Group.
Intersegment transactions are undertaken in the ordinary course
of business on arm's length terms.
The Board consider that certain items are cross divisional in
nature and cannot be allocated between the segments on a meaningful
basis. Net funding costs and taxation are treated as unallocated
reflecting the nature of the Group's syndicated borrowing
facilities and its tax group. Drawdowns from the Group's syndicated
borrowing facility of GBP150.0 million (2017: GBPnil) and
liabilities for taxation of GBP40.9 million (2017: GBP31.2 million)
are included within the unallocated segment.
Each segment is shown net of intercompany transactions and
balances within that segment. The eliminations remove intercompany
transactions and balances between different segments which
primarily relate to the net down of long term loans and short term
working capital funding provided by JD Sports Fashion Plc (within
Sports Fashion) to other companies in the Group, and intercompany
trading between companies in different segments.
Operating Segments
Information regarding the Group's operating segments for the 26
weeks to 4 August 2018 is reported below:
Income statement
Sports
Fashion Outdoor Total
GBPm GBPm GBPm
Gross revenue 1,638.1 208.2 1,846.3
Intersegment revenue - - -
--------- ---------- --------
Revenue 1,638.1 208.2 1,846.3
--------- ---------- --------
Operating profit / (loss)
before exceptional items 127.7 (3.8) 123.9
Exceptional items - - -
--------- ---------- --------
Operating profit / (loss) 127.7 (3.8) 123.9
Financial income 0.5
Financial expenses (2.5)
--------- ---------- --------
Profit before tax 121.9
Income tax expense (26.5)
--------- ---------- --------
Profit for the period 95.4
--------- ---------- --------
Total assets and liabilities
Sports Fashion Outdoor Unallocated Eliminations Total
GBPm GBPm GBPm GBPm GBPm
Total assets 2,086.8 273.8 - (92.3) 2,268.3
Total liabilities (1,062.6) (188.2) (190.9) 92.3 (1,349.4)
--------------- -------- ------------ ------------- ----------
Total segment net
assets / (liabilities) 1,024.2 85.6 (190.9) - 918.9
--------------- -------- ------------ ------------- ----------
The comparative segmental results for the 26 weeks to 29 July
2017 are as follows:
Income statement
Sports
Fashion Outdoor Total
GBPm GBPm GBPm
Gross revenue 1,170.6 196.6 1,367.2
Intersegment revenue - - -
--------- ---------- --------
Revenue 1,170.6 196.6 1,367.2
--------- ---------- --------
Operating profit before
exceptional items 103.2 0.1 103.3
Exceptional items - - -
--------- ---------- --------
Operating profit 103.2 0.1 103.3
Financial income 0.3
Financial expenses (0.9)
--------- ---------- --------
Profit before tax 102.7
Income tax expense (21.6)
--------- ---------- --------
Profit for the period 81.1
--------- ---------- --------
Total assets and liabilities
Sports Fashion Outdoor Unallocated Eliminations Total
GBPm GBPm GBPm GBPm GBPm
Total assets 1,131.5 285.2 - (89.6) 1,327.1
Total liabilities (533.8) (199.7) (31.2) 89.6 (675.1)
--------------- -------- ------------ ------------- --------
Total segment net
assets / (liabilities) 597.7 85.5 (31.2) - 652.0
--------------- -------- ------------ ------------- --------
Geographical Information
The Group's operations are located in the UK, Australia,
Belgium, Canada, Denmark, Dubai, Finland, France, Germany, Hong
Kong, India, Italy, Malaysia, New Zealand, the Netherlands,
Portugal, Republic of Ireland, Singapore, South Korea, Spain,
Sweden and the United States of America.
The following table provides analysis of the Group's revenue by
geographical market, irrespective of the origin of the goods /
services:
26 weeks 26 weeks
to to
4 August 29 July
2018 2017
GBPm GBPm
UK 958.1 903.4
Europe 601.9 399.6
United States 180.0 -
Rest of
world 106.3 64.2
------------------- ---------- ---------
1,846.3 1,367.2
--------------- ---------- ---------
The revenue from any individual country, with the exception of
the UK, is not more than 10% of the Group's total revenue.
The following is an analysis of the carrying amount of segmental
non-current assets by the geographical area in which the assets are
located:
As at As at
4 August 29 July
2018 2017
GBPm GBPm
UK 369.0 290.5
Europe 316.0 200.8
United States 261.8 -
Rest of world 36.7 19.4
---------------- ---------- ---------
983.5 510.7
--------------- ---------- ---------
3. Exceptional Items
26 weeks 26 weeks 53 weeks
to to to
4 August 29 July 3 February
2018 2017 2018
GBPm GBPm GBPm
Impairment of goodwill, brands
and fascia names (1) - - 11.6
Movement in fair value of put
and call options (2) - - 1.3
Administrative expenses - exceptional - - 12.9
Total exceptional items - - 12.9
----------------------------------------- ------------ ------------ -------------
(1) The charge in the period to 3 February 2018 relates to the
non-cash impairment of the fascia name balance arising in prior
years on the acquisition of Next Athleisure Pty Limited and JD
Sports Fashion SDN BHD and the impairment of goodwill arising in
prior years on the acquisition of Tiso Group Limited.
(2) Movement in the fair value of the liabilities in respect of
the put options on Source Lab Limited and JD Sports Fashion Germany
GmbH and the Sportiberica call option.
These administrative expenses are exceptional items as they are,
in aggregate, material in size and / or unusual or infrequent in
nature.
4. Earnings per Ordinary Share
Basic and diluted earnings per ordinary share
The calculation of basic and diluted earnings per ordinary share
at 4 August 2018 is based on the profit for the period attributable
to equity holders of the parent of GBP97.8 million (26 weeks to 29
July 2017: GBP78.7 million; 53 weeks to 3 February 2018: GBP231.9
million).
The weighted average number of ordinary shares outstanding
during the 26 weeks to 4 August 2018 was 973,233,160 (26 weeks to
29 July 2017: 973,233,160; 53 weeks to 3 February 2018:
973,233,160), calculated as follows:
26 weeks 26 weeks 53 weeks
to to to
4 August 29 July 3 February
2018 2017 2018
Issued ordinary shares at beginning
and end of period 973,233,160 973,233,160 973,233,160
-------------------------------------- ------------ ------------ -------------
Adjusted basic and diluted earnings per ordinary share
Adjusted basic and diluted earnings per ordinary share have been
based on the profit for the period attributable to equity holders
of the parent for each financial period but excluding the post-tax
effect of certain exceptional items. The Directors consider that
this gives a more meaningful measure of the underlying performance
of the Group.
26 weeks 26 weeks 53 weeks
to to to
4 August 29 July 3 February
2018 2017 2018
GBPm GBPm GBPm
Profit for the period attributable
to equity holders of the parent 97.8 78.7 231.9
Exceptional items excluding loss
on disposal of non-current assets - - 12.9
Tax relating to exceptional items - - -
Profit for the period attributable
to equity holders of the parent
excluding exceptional items 97.8 78.7 244.8
---------------------------------------- ----------- ----------- -------------
Adjusted basic and diluted earnings
per ordinary share 10.05p 8.09p 25.15p
---------------------------------------- ----------- ----------- -------------
5. Acquisitions
Current period acquisitions
The Finish Line, Inc.
On 18 June 2018, JD Sports Fashion Plc acquired 100% of the
issued share capital of The Finish Line, Inc. ('Finish Line') for
cash consideration of $558 million (GBP400.5 million).
Finish Line is one of the largest retailers of premium
multibranded athletic footwear, apparel and accessories in the
United States ("US"), the largest sportswear market in the world.
At acquisition, Finish Line traded from 556 Finish Line branded
retail stores across 44 US states and Puerto Rico in addition to a
well-established multichannel offering. Finish Line is also the
exclusive retailer of athletic shoes, both in-store and online for
Macy's, one of the US' premier retailers, operating 375 branded and
more than 150 small unbranded concessions within Macy's stores.
Included within the provisional fair value of the net
identifiable assets on acquisition is an intangible asset of
GBP71.0 million, representing the Finish Line fascia name. The
Board believes that the excess of consideration paid over the net
assets on acquisition of GBP96.0 million is best considered as
goodwill on acquisition representing future operating synergies.
The provisional goodwill calculation is summarised below:
Provisional
Measurement fair value
Book value adjustments at
GBPm GBPm 4 August 2018
GBPm
Acquiree's net assets at acquisition
date:
Intangible assets 25.0 71.0 96.0
Property, plant & equipment 71.7 - 71.7
Inventories 274.2 (5.8) 268.4
Cash and cash equivalents 28.3 - 28.3
Trade and other receivables 43.2 - 43.2
Income tax liabilities (1.5) - (1.5)
Deferred tax assets / (liabilities) 7.0 (11.6) (4.6)
Trade and other payables - current (139.8) (5.5) (145.3)
Trade and other payables - non-current (31.7) (20.0) (51.7)
Net identifiable assets 276.4 28.1 304.5
------------- -------------- ----------------
Goodwill on acquisition 96.0
------------- -------------- ----------------
Consideration paid - satisfied in
cash 400.5
------------- -------------- ----------------
The provisional goodwill calculation in the table above includes
significant estimates that may be refined in the second half of the
financial period.
Included in the 26 week period ended 4 August 2018 is revenue of
GBP180.0 million and a profit before tax of GBP3.5 million in
respect of Finish Line.
Base Childrenswear Limited & Streamdata Limited
On 11 May 2018, JD Sports Fashion Plc acquired 80% of the issued
share capital of Base Childrenswear Limited and 100% of its sister
company, Streamdata Limited, for cash consideration of GBP0.2
million. Base Childrenswear operates as a retailer of premium
children's fashion apparel and footwear with five stores and a
trading website. The Board believes that the excess of cash
consideration paid over the net identifiable assets on acquisition
of GBP0.7 million is best considered as goodwill representing
future operating synergies.
Included in the 26 week period ended 4 August 2018 is revenue of
GBP1.9 million and a loss before tax of GBP0.1 million in respect
of these companies.
Other Acquisitions
During the period, the Group has made several small
acquisitions, including increasing its shareholding in two
non-wholly owned subsidiaries. These transactions were not
material.
Prior period acquisitions
JD Sports Fashion Korea Inc
On 14 September 2017, the Group acquired an initial 15% of the
issued ordinary share capital of J&S Partners Inc. for cash
consideration of 8.1 billion South Korean Won (GBP5.4 million). As
part of the joint venture agreement, the Group has a call option,
exercisable at the Group's discretion, to acquire a further 35% of
the share capital. This was subsequently exercised on 13 April
2018.
J&S Partners Inc. subsequently changed its company name to
JD Sports Fashion Korea Inc. and at the date of acquisition
operated 24 multibranded Hot-T stores and a trading website. During
the current financial period 12 of the Hot-T stores have been
rebranded as JD stores. It is the Group's current intention to
re-fascia the remaining Hot-T stores as JD.
The period in which the call option could be exercised commenced
in October 2017. The Group has concluded, in accordance with IFRS
10, the Group has 'deemed control' and therefore has the ability to
control the entity from the point at which the Group had the right
to exercise the option, being October 2017. The Group has therefore
included the results of the entity in the consolidated financial
statements of the Group.
The Board believes that the excess of cash consideration paid
over the net identifiable assets on acquisition of GBP2.9 million
is best considered as goodwill on acquisition representing
anticipated future operating synergies. The provisional goodwill
calculation is summarised below:
Provisional
Measurement fair value
Book value adjustments at
GBPm GBPm 4 August 2018
GBPm
Acquiree's net assets at acquisition
date:
Property, plant & equipment 4.8 (1.9) 2.9
Other non-current assets 13.9 - 13.9
Inventories 9.2 (0.4) 8.8
Trade and other receivables 0.5 - 0.5
Trade and other payables (3.5) - (3.5)
Interest bearing loans and borrowings (5.8) - (5.8)
Net identifiable assets 19.1 (2.3) 16.8
------------- -------------- ----------------
Non-controlling interest (16.3) 2.0 (14.3)
Goodwill on acquisition 2.9
------------- -------------- ----------------
Consideration paid - satisfied in
cash 5.4
------------- -------------- ----------------
No measurement adjustments have been made to the fair values in
the 26 week period ended 4 August 2018.
SDSR - Sports Division SR, S.A. ('Sport Zone Portugal')
On 31 January 2018, JD Sports Fashion Plc completed the
acquisition of Sport Zone Portugal resulting in the combination of
its existing interests across Iberia with those of Sport Zone in
Portugal, Spain and the Canary Islands.
The Group acquired, via its 50% subsidiary Iberian Sports Retail
Group SL, 100% of the issued share capital of SDSR - Sports
Division SR, S.A. ('Sport Zone Portugal') for cash consideration of
GBP1.6 million and 30% of the issued share capital in Iberian
Sports Retail Group SL with a fair value of GBP61.1 million.
Included within the 30% of the issued share capital was the 24.95%
of shares of Iberian Sports Retail Group SL that were held in the
Treasury Reserve.
Sport Zone Portugal owns 100% of the issued share capital of
Sport Zone Espana, Comercio de Articulos de Deporte S.A ('Sport
Zone Spain') and 60% of the issued share capital of Sport Zone
Canarias (SL) ('Sport Zone Canaries'). Sport Zone is a
well-established and leading multibranded sports retailer in
Portugal, with a presence in mainland Spain and the Canary Islands.
Sport Zone offers a multisport product range with a wide apparel,
footwear, accessories and equipment offering.
Included within the fair value of the net identifiable assets on
acquisition are intangible assets of GBP13.1 million; GBP9.2
million representing the 'Sport Zone' fascia name and GBP3.9
million of Sport Zone exclusive brands.
The Board believes that the excess of consideration paid over
the net assets on acquisition of GBP17.0 million is best considered
as goodwill on acquisition representing anticipated future
operating synergies. The provisional goodwill calculation is
summarised below:
Provisional
Measurement fair value
Book value adjustments at 4 August
GBPm GBPm 2018
GBPm
Acquiree's net assets at acquisition date:
Intangible assets - 13.1 13.1
Property, plant & equipment 39.7 (6.2) 33.5
Other non-current assets 1.2 - 1.2
Inventories 43.0 (4.3) 38.7
Cash and cash equivalents 4.8 - 4.8
Trade and other receivables 5.0 - 5.0
Income tax assets 0.2 - 0.2
Deferred tax assets / (liabilities) 5.3 (7.5) (2.2)
Trade and other payables - current (38.1) (1.9) (40.0)
Trade and other payables - non current (0.9) - (0.9)
Interest bearing loans and borrowings (6.9) - (6.9)
Net identifiable assets 53.3 (6.8) 46.5
------------- -------------- --------------
Non-controlling interest (40% of Sport
Zone Canarias SL) (0.9) 0.1 (0.8)
Goodwill on acquisition 17.0
------------- -------------- --------------
Consideration paid - satisfied in cash 1.6
Consideration paid - fair value of shares
in Iberian Sports Retail Group 61.1
------------- -------------- --------------
Total consideration 62.7
------------- -------------- --------------
The fair value measurement adjustment to inventories has been
increased by GBP2.3m in the period to 4 August 2018.
Ben Dunne Gyms (UK) Limited
On 28 December 2017, the Group acquired, via its 87.5% owned
subsidiary JD Sports Gyms Limited, 100% of the issued ordinary
share capital of Ben Dunne Gyms (UK) Limited for cash consideration
of GBP1 assuming GBP2.0 million of net debt as part of the
transaction. Following the acquisition, the company name was
changed to JD Sports Gyms Acquisitions Limited. The Board believes
that the excess of cash consideration paid over the net
identifiable assets on acquisition of GBP1.0 million is best
considered as goodwill representing future operating synergies. No
measurement adjustments have been made to the fair values in the 26
week period ended 4 August 2018.
Dantra Limited ('Kids Cavern')
On 1 February 2018, the Group acquired 75% of the issued
ordinary share capital of Dantra Limited for cash consideration of
GBP6.3 million. Dantra Limited trades under the fascia name Kids
Cavern from three stores and a trading website. The Board believes
that the excess of cash consideration paid over the net
identifiable assets on acquisition of GBP4.2 million is best
considered as goodwill representing future operating synergies. No
measurement adjustments have been made to the fair values in the 26
week period ended 4 August 2018.
Other Acquisitions
During the period, the Group has made several small
acquisitions, including increasing its shareholding to 100% in two
subsidiaries which were previously non-wholly owned. These
transactions were not material.
6. Half Year Report
As indicated in the 2012 Notice of Annual General Meeting, in
line with many other listed companies the company will no longer be
issuing a hard copy of the half year report. Instead, the Group has
decided to make the half year report available via the Company's
website.
Accordingly the half year report will be available for
downloading from www.jdplc.com from mid October 2018. Paper based
copies will be available on application to the Company Secretary,
JD Sports Fashion Plc, Hollinsbrook Way, Pilsworth, Bury,
Lancashire, BL9 8RR.
Disclaimer
This announcement contains certain forward-looking statements
with respect to the financial condition, results, operations and
businesses of JD Sports Fashion plc. These statements and forecasts
involve risk and uncertainty because they relate to events and
depend on circumstances that will occur in the future. There are a
number of factors that could cause actual results or developments
to differ materially from those expressed or implied by these
forward-looking statements and forecasts.
Glossary (terms are listed in alphabetical order)
The Directors measure the performance of the Group based on a
range of financial measures, including measures not recognised by
EU-adopted IFRS. These alternative performance measures may not be
directly comparable with other companies' alternative performance
measures and the Directors do not intend these to be a substitute
for, or superior to, IFRS measures. The Directors believe that
these alternative performance measures assist in providing
additional useful information on the underlying performance of the
Group. Alternative performance measures are also used to enhance
the comparability of information between reporting periods, by
adjusting for exceptional items, which could distort the
understanding of the performance for the year. Terms are listed in
alphabetical order.
Adjusted earnings per share
The calculation of basic and diluted earnings per share is
detailed in Note 4. Adjusted basic and diluted earnings per
ordinary share have been based on the profit for the period
attributable to equity holders of the parent for each financial
period but excluding the post-tax effect of certain exceptional
items. A reconciliation between basic earnings per share and
adjusted earnings per share is shown below:
26 weeks 26 weeks 53 weeks
to to to
4 August 29 July 3 February
2018 2017 2018
Basic earnings per share 10.05p 8.09p 23.83p
Exceptional items excluding loss on disposal
of non-current
assets - - 1.32p
Tax relating to exceptional items - - -
----------- ----------- -------------
Adjusted earnings per share 10.05p 8.09p 25.15p
----------- ----------- -------------
Core
The Group's core Sports Fashion fascia is JD and the Group's
core market is the UK and Republic of Ireland.
EBITDA
Earnings (operating profit) before tax, interest, depreciation
and amortisation.
LFL (Like for Like) sales
The percentage change in the year-on-year sales, removing the
impact of new store openings and closures in the current or
previous financial year.
Operating profit before exceptional items
A reconciliation between operating profit and exceptional items
can be found in the Consolidated Income Statement.
Profit before tax and exceptional items
A reconciliation between profit before tax and profit before tax
and exceptional items is as follows:
26 weeks 26 weeks 53 weeks
to to to
4 August 29 July 3 February
2018 2017 2018
GBPm GBPm GBPm
Profit before tax 121.9 102.7 294.5
Exceptional items - - 12.9
----------- ----------- -------------
Profit before tax and exceptional items 121.9 102.7 307.4
----------- ----------- -------------
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IR SFSEESFASEDU
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September 11, 2018 02:01 ET (06:01 GMT)
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