THIS
ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF
ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS
PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018 ("MAR"), AND IS DISCLOSED IN ACCORDANCE WITH
THE COMPANY'S OBLIGATIONS UNDER ARTICLE 17 OF MAR. WITH THE
PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION
SERVICE ("RIS"), THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN
THE PUBLIC DOMAIN.
30
September 2024
Likewise Group
plc
("Likewise", the "Company"
or the "Group")
Interim results for the six
months ended 30 June 2024
Continued growth towards
medium term objectives
Likewise Group plc (AIM:LIKE), the
fast growing UK floor coverings distributor, is pleased to announce
its unaudited interim results for the six months ended 30 June 2024
(the "Period" or "H1 2024") and a continued increase in sales,
notwithstanding a prolonged period of challenging market
conditions.
Summary highlights
· Total Sales revenue increased by 6.2% to £70.7m (H1 2023:
£66.6m)
· Continued growth in Likewise Floors sales of 16.8%
· Gross margin increase of 1.1% to 31.1% in H1 2024 (H1 2023:
30.0%)
· Underlying EBITDA1 of £3.63m (H1 2023:
£3.11m)
· Underlying profit from operations of £1.21m (H1 2023:
£1.19m)
· Underlying profit before tax2 of £0.34m (H1 2023:
£0.71m) reflecting the rising cost of interest
· Positive cash generation from Operating Activities of £2.88m
(H1 2023: £1.68m)
· Deferred consideration of £4.27m paid in settlement of all
outstanding acquisition obligations
· Interim Dividend of 0.125 pence per share to be paid on 15
November 2024 - a 25% increase on H1 2023 (0.1p per
share)
1 Underlying EBITDA is
defined as profit before finance costs, tax, depreciation,
amortisation, separately disclosed items and share based
payments.
2 Underlying profit
before tax is defined as profit before amortisation, separately
disclosed items and share based payments.
H1
2024 highlights
Likewise is pleased to announce
further positive progress towards its medium term objectives during
the first six months of 2024.
Despite challenging market
conditions and widely publicised unprecedented events throughout
all sectors of the UK flooring industry, Likewise increased total
sales revenue by 6.2% with the organic growth through Likewise
Floors specifically of 16.8% during H1 2024 compared to the
corresponding period last year.
The Group continues to invest in the
logistics infrastructure plus extensive sales and marketing
initiatives including the recruitment of 14 additional Sales
Executives in the last twelve months taking the total number to
94.
Notwithstanding the increased
investment, particularly in the various Sales Teams, Underlying
Operating Profit of £1.21 million is ahead of the previous
year.
Reflecting the confidence in the
future of the Group, the Board proposes to pay an Interim Dividend
of 0.125 pence per Ordinary Share. The interim dividend will be
paid on 15 November 2024
Operations
The Group has developed with support
from its key manufacturing partners and has now further
strengthened following additional strategic developments with other
important European manufacturers. The product launches in Q3, and
planned for Q4 2024, are at a significantly higher level than at
any time during our short history and gives us every confidence
that we will be able to continue to grow the business strongly into
2025.
Valley Wholesale Carpets ("Valley")
makes an important contribution to Group profitability and positive
Cash Flow. Valley is currently undertaking a number of initiatives
to increase geographical market presence, enlarge product portfolio
into various types of resilient flooring, extensive Point of Sale
& Display Stands and expanding the core Carpet Range. All of
which provides Valley with every opportunity to increase Sales and
Profitability through the excess capacity in the established
Logistics Network of Erith, Derby and Newport.
In Likewise Floors the Glasgow
Distribution Hub established in 2023 is now making a meaningful
contribution to the Likewise Logistics Network and capacity will be
increased further in the Spring 2025 to help facilitate the growth
of Likewise Floors in Scotland in addition to England and
Wales.
Likewise North and North East are
very well established in both Residential and Commercial Flooring.
Their strong relationship with Flooring Retailers and Contractors
provides every opportunity with the extensive product launches
planned throughout the business in Q3 and Q4 2024 and into
2025.
A&A is now operational from its
new Logistics Centre in Manchester and whilst the delay in moving
impacted the business in the short term, A&A is now really well
positioned to capitalise on the market opportunities before
them.
Likewise Midlands now has a
particularly strong presence in the Central Region and the
Distribution Hub is a key contributor to the Likewise Floors
Network.
In Newport South Wales, Likewise
Wales formed in January 2024 has now established itself and will
further invest in additional Sales Executives to expand their
presence. The Group is now exploring planning consent to enlarge
the Distribution Centre to become a 4th Hub in Likewise
Floors in addition to creating extra capacity for Valley. This will
provide the Group with meaningful additional processing capability
from 2026. The project will be funded through existing facilities
and free cash flow.
Floors by Lewis Abbott has just
launched its new Collection of Premium Carpet Products at the
recent Harrogate National Flooring Exhibition. Innovative Displays
will be placed into Retailers during Q4 2024, enhancing the
business during this period but more so providing an exciting
future into 2025 and beyond.
Recent management changes at Delta
Carpets will allow this semi-national business to fulfil its
potential in Residential Flooring.
The businesses of Likewise South,
Likewise London and Likewise South East are all making good
progress in the South of England but still have huge untapped
potential in this very important geographical area.
Likewise Rugs and Matting continues
to develop its business in DIY, Garden Centres, Hardware Stores and
General Independent Retailers.
Throughout the businesses of Valley,
A&A, Delta, H&V, Floors by Lewis Abbott and Likewise
Floors, the Group has 94 external Sales Executives visiting
Flooring Retailers and Contractors each day to position new Point
of Sale continually increasing the Group's market
presence.
The Group is intending to increase
its geographical reach into the South West of England with an
additional Logistics Centre for both the Valley and Likewise
businesses.
The current Logistics Network has
capacity to comfortably exceed £200 million Sales Revenue and with
limited investment, particularly in the Newport Distribution Hub
can progress much further in 2026 and 2027.
The Group has banking relationships
with NatWest, Barclays and HSBC and is operating well within the
facilities provided. In addition, the Group has £22.0m of freehold
property with very limited fixed debt.
The Board would like to thank all
Suppliers, Customers, Management, Staff and Shareholders for their
support and contribution to the ongoing development of Likewise
Group.
Dividend
The Board is pleased to announce a
25% increase in the interim dividend compared to H1 2023,
reflecting its commitment to a progressive dividend policy, and its
confidence in the long-term strategy of the Group.
The interim dividend of 0.125 pence
per Ordinary Share will be paid on 15 November 2024 to shareholders
on the register at the close of business on 11 October 2024, the
ex-dividend date being 10 October 2024.
Shareholders can also take advantage
of the Dividend Reinvestment Plan ("DRIP") by registering their
intentions with the Company's registrar by 25 October
2024.
Outlook
With extensive Sales and Marketing
initiatives throughout its businesses, the Group looks forward to
taking advantage of the traditionally busy Autumn trading period in
Q4.
However, the quantum of the upturn
in Q4 remains very difficult to predict given the unprecedented
widespread restructuring in the UK flooring industry.
More importantly the Group is
strategically well positioned to maximise the opportunities
presented in the medium term and the Board
is particularly confident in 2025, 2026 and beyond.
Tony Brewer, Chief Executive of Likewise Group plc,
said:
"The Group remains committed
in its ongoing investment to ultimately maximise future
opportunities, however the immediate return is diluted by difficult
market conditions. Therefore, whilst the short term profit
aspirations remain challenging, the Board is absolutely confident
that the foundations are being prepared for a much larger business
to achieve the medium term objectives.
With the longstanding relationship
with flooring manufacturers and customers, combined with the
flooring product knowledge of the people throughout our business
and the Logistics Infrastructure established over the last three
years, the Group is in an unrivalled position to take huge
advantage of the opportunities before us. Notwithstanding the
further progression as consumer demand and markets return to more
normal levels."
For
further information, please contact:
|
|
Likewise Group plc
Tony Brewer, Chief
Executive
|
Tel: +44 (0) 121 817 2900
|
Zeus (Nominated Adviser and Joint Broker)
Jordan Warburton / David Foreman /
James Edis (Investment Banking)
Dominic King / Fraser Marshall
(Corporate Broking)
|
Tel: +44 (0) 20 3829 5000
|
Ravenscroft (Joint Broker)
Semelia Hamon (Corporate
Finance)
|
Tel: +44 (0) 1481 732 746
|
CAUTIONARY STATEMENT
Certain statements included or
incorporated by reference within this announcement may constitute
"forward-looking statements" in respect of the Group's operations,
performance, prospects and/or financial condition. Forward-looking
statements are sometimes, but not always, identified by their use
of a date in the future or such words and words of similar meaning
as "anticipates", "aims", "due", "could", "may", "will", "should",
"expects", "believes", "intends", "plans", "potential", "targets",
"goal" or "estimates". By their nature, forward-looking statements
involve a number of risks, uncertainties and assumptions and actual
results or events may differ materially from those expressed or
implied by those statements. Accordingly, no assurance can be given
that any particular expectation will be met and reliance should not
be placed on any forward-looking statement. Additionally,
forward-looking statements regarding past trends or activities
should not be taken as a representation that such trends or
activities will continue in the future. No responsibility or
obligation is accepted to update or revise any forward-looking
statement resulting from new information, future events or
otherwise. Nothing in this announcement should be construed as a
profit forecast. This announcement does not constitute or form part
of any offer or invitation to sell, or any solicitation of any
offer to purchase any shares or other securities in the Group, nor
shall it or any part of it or the fact of its distribution form the
basis of, or be relied on in connection with, any contract or
commitment or investment decisions relating thereto, nor does it
constitute a recommendation regarding the shares or other
securities of the Group. Past performance cannot be relied upon as
a guide to future performance and persons needing advice should
consult an independent financial adviser. Statements in this
announcement reflect the knowledge and information available at the
time of its preparation.
FINANCIAL OVERVIEW
Likewise is pleased to report its
interim financial results for the Period ended 30 June 2024. In
addition to the Statement of Profit or Loss the below provides an
overview of the Underlying performance of the Group.
|
H1 2024
|
|
Underlying
|
Non-Underlying
|
Reported
|
|
|
|
|
Revenue
|
70,745,379
|
-
|
70,745,379
|
Cost of Sales
|
(48,771,849)
|
-
|
(48,771,849)
|
|
|
|
|
Gross Profit
|
21,973,530
|
-
|
21,973,530
|
|
|
|
|
Other operating income
|
-
|
-
|
-
|
Administrative expenses
|
(11,381,028)
|
(587,190)
|
(11,968,218)
|
Distribution costs
|
(9,306,676)
|
(46,248)
|
(9,352,924)
|
Impairment losses on trade
receivables
|
(77,164)
|
-
|
(77,164)
|
|
|
|
|
Profit/(loss) from operations
|
1,208,662
|
(633,438)
|
575,224
|
|
|
|
|
Finance Income
|
31,651
|
-
|
31,651
|
Finance costs
|
(905,256)
|
-
|
(905,256)
|
Loss on revaluation of
consideration on acquisition
|
-
|
(18,985)
|
(18,985)
|
Profit / (loss) before tax
|
335,057
|
(652,423)
|
(317,366)
|
|
H1 2023
|
|
Underlying
|
Non-Underlying
|
Reported
|
|
|
|
|
Revenue
|
66,563,280
|
-
|
66,563,280
|
Cost of Sales
|
(46,619,938)
|
-
|
(46,619,938)
|
|
|
|
|
Gross Profit
|
19,943,342
|
-
|
19,943,342
|
|
|
|
|
Other operating income
|
-
|
-
|
-
|
Administrative expenses
|
(10,029,710)
|
(990,064)
|
(11,019,774)
|
Distribution costs
|
(8,655,326)
|
(30,537)
|
(8,685,863)
|
Impairment losses on trade
receivables
|
(73,264)
|
-
|
(73,264)
|
|
|
|
|
Profit/(loss) from operations
|
1,185,042
|
(1,020,601)
|
164,441
|
|
|
|
|
Finance Income
|
21,417
|
-
|
21,417
|
Finance costs
|
(499,520)
|
(176,367)
|
(675,887)
|
Loss on revaluation of
consideration on acquisition
|
-
|
-
|
-
|
Profit / (loss) before tax
|
706,939
|
(1,196,968)
|
(490,029)
|
Non-underlying items represent
exceptional items, which include share based payment transactions,
acquisition costs, amortisation of acquisition intangibles and
strategic project costs. These represent non-GAAP metrics used by
management to appraise the underlying performance of the
business.
Revenue & Margin
Notwithstanding the challenges faced
by the sector in 2024, Likewise has continued to benefit from its
underlying business growth. Group revenues rose by 6.2% in the six
months leading up to 30 June 2024, reaching £70.7 million (H1 2023:
£66.6 million).
While the more mature businesses
within the Group are naturally more sensitive to broader
macroeconomic conditions, the Board is particularly pleased with
the progress of Likewise Floors. The business achieved a 16.8%
increase in sales compared to the same period in 2023, showcasing
the strength of its established trade brand.
In response to current market
challenges, the management team has developed a range of new sales
and product initiatives aimed at positioning the Group for growth
as consumer demand improves in the latter half of 2024, and more
importantly, as they look ahead to 2025.
Gross margin improved by 1.1%
compared to the previous period, driven primarily by a favourable
mix of sales and stock purchases. Likewise Wales, launched in
January 2024, is performing ahead of expectations and continues to
build on its strong foundation. Similarly, A&A Carpets'
relocation to a new distribution centre in Manchester has enhanced
materials handling capabilities, integration within the broader
Likewise network, and provided an improved working environment for
employees, all of which present significant growth opportunities in
the northwest.
The increase in overhead costs
reflects the continued investment in the business and its growth.
However, the Board acknowledges that as the significant investment
requirement reduces over time, incremental margin generation will
lead to increasing return on sales.
Underlying profit before tax has
decreased compared to the same period last year due to higher
interest costs on the Group's variable-rate financing facilities.
With cash generation expected to increase, the Group continues to
carefully monitor its capital allocation.
Balance Sheet and Cash Flow
The Group maintains a robust balance
sheet, supported by £22.0 million in largely unencumbered freehold
property assets.
Net working capital utilisation
increased by £0.5 million, primarily driven by the increase in
trade receivables during the period. Inventory growth was
significantly higher in the same period in 2023 due to investments
in initial stock builds for new facilities. Whilst the Group
continues to invest in logistics infrastructure to support its
medium-term ambitions, there were no major capital projects
undertaken in H1 2024, leading to reduced cash outflows for
property, plant and equipment investments.
The overall decrease in cash and
cash equivalents is largely due to the Group's £4.3 million
settlement of contingent consideration related to the acquisitions
of Valley and Delta in 2022. While the cash settlement occurred in
2024, the liability had been recognised in the previous year's
financial statements. This payment marks the important milestone of
successfully meeting the Group's final major obligation, aside from
its day-to-day commitments.
The Group continues to utilise
invoice financing facilities as its primary source of finance,
benefitting from flexibility and relatively low-interest costs. In
addition, the Group holds a modest fixed-term bank loan secured
against one of its properties. The Group also has access to a £1.75
million Trade Loan Facility in Valley, providing further flexible
financing if needed. As of the reporting date, the Trade Loan
Facility was unutilised with further headroom available on the
invoice finance facility. The Group continues to appraise its
financing arrangements but acknowledge the current arrangements
provide suitable funding and flexibility to the Group to allow it
to realise its growth ambitions.
Interim Consolidated Statement of Profit or Loss and Other
Comprehensive income (Unaudited) for the period
|
6 month period ended
|
6 month
period ended
|
30 June
|
30
June
|
|
Notes
|
2024
£
|
2023
As restated
£
|
Revenue
|
3
|
70,745,379
|
66,563,280
|
Cost of sales
|
|
(48,771,849)
|
(46,619,938)
|
|
|
─────────────
|
─────────────
|
Gross profit
|
|
21,973,530
|
19,943,342
|
Administrative expenses
|
|
(11,968,218)
|
(11,019,774)
|
Distribution costs
|
|
(9,352,924)
|
(8,685,863)
|
Impairment losses on trade
receivables
|
|
(77,164)
|
(73,264)
|
|
|
─────────────
|
─────────────
|
Profit from operations
|
4
|
575,224
|
164,441
|
Finance income
|
|
31,651
|
21,417
|
Finance costs
|
|
(905,256)
|
(675,887)
|
Loss on revaluation of
consideration on acquisition
|
|
(18,985)
|
-
|
|
|
─────────────
|
─────────────
|
Loss before tax
|
|
(317,366)
|
(490,029)
|
Taxation
|
5
|
(11,749)
|
-
|
|
|
─────────────
|
─────────────
|
Loss for the financial period
|
|
(329,115)
|
(490,029)
|
|
|
═════════════
|
═════════════
|
Other comprehensive income:
Items that will not be reclassified to profit or loss:
Revaluation of land and
buildings
|
|
154,870
|
154,724
|
|
|
|
|
Items that will or may be reclassified to profit or
loss:
Exchange losses arising on
translation of foreign operations
|
|
(5,488)
|
(10,147)
|
|
|
─────────────
|
─────────────
|
Total comprehensive loss for the financial period
|
|
(179,733)
|
(345,452)
|
|
|
═════════════
|
═════════════
|
Earnings per share
Basic loss per share
|
6
|
Pence
per share
(0.13)
|
Pence
per share
(0.20)
|
|
|
═════════════
|
═════════════
|
Diluted loss per share
|
6
|
(0.13)
|
(0.19)
|
|
|
═════════════
|
═════════════
|
Interim Consolidated Statement of Financial Position
(Unaudited)
|
30 June
|
31 December
|
2024
|
2023
|
|
Notes
|
£
|
£
|
Assets
|
|
|
|
Non-current assets
|
|
|
|
Goodwill
|
8
|
5,624,284
|
5,624,284
|
Other intangible assets
|
9
|
3,811,980
|
3,938,497
|
Property, plant and equipment
|
10
|
29,229,808
|
29,442,007
|
Right-of-use assets
|
10
|
17,692,465
|
18,943,682
|
|
|
──────────────
|
──────────────
|
|
|
56,358,537
|
57,948,470
|
Current assets
|
|
|
|
Inventories
|
|
20,973,125
|
20,253,799
|
Trade and other receivables
|
|
20,127,286
|
17,679,986
|
Cash and cash equivalents
|
|
3,232,600
|
5,709,229
|
|
|
──────────────
|
──────────────
|
|
|
44,333,011
|
43,643,014
|
|
|
──────────────
|
──────────────
|
Total assets
|
|
100,691,548
|
101,591,484
|
|
|
──────────────
|
──────────────
|
Liabilities
|
|
|
|
Non-current liabilities
Loans and borrowings
|
11
|
(2,289,402)
|
(2,342,222)
|
Lease liabilities
|
11
|
(17,002,877)
|
(18,401,597)
|
Deferred tax liability
|
|
(1,866,950)
|
(1,866,950)
|
|
|
──────────────
|
──────────────
|
|
|
(21,159,229)
|
(22,610,769)
|
|
|
──────────────
|
──────────────
|
Current liabilities
Trade and other liabilities
|
|
(28,390,134)
|
(29,765,971)
|
Loans and borrowings
|
11
|
(7,561,724)
|
(5,273,300)
|
Lease liabilities
|
11
|
(4,312,596)
|
(4,373,760)
|
Provisions
|
13
|
(45,103)
|
(45,103)
|
|
|
──────────────
|
──────────────
|
|
|
(40,309,557)
|
(39,458,134)
|
|
|
──────────────
|
──────────────
|
Total liabilities
|
|
(61,468,786)
|
(62,068,903)
|
|
|
──────────────
|
──────────────
|
Net assets
|
|
39,222,762
|
39,522,581
|
|
|
══════════════
|
══════════════
|
Equity
|
|
|
|
Share capital
|
14
|
2,452,835
|
2,439,645
|
Share premium
|
14
|
17,514,900
|
17,396,190
|
Employee Benefit Trust
shares
|
14
|
(223,636)
|
-
|
Warrant reserve
|
|
128,170
|
128,170
|
Share option reserve
|
15
|
874,945
|
903,295
|
Revaluation reserve
|
|
2,756,826
|
2,626,976
|
Foreign exchange reserve
|
|
(52,990)
|
(47,502)
|
Retained earnings
|
|
15,771,712
|
16,075,807
|
|
|
──────────────
|
──────────────
|
Total equity
|
|
39,222,762
|
39,522,581
|
|
|
══════════════
|
══════════════
|
Interim Consolidated Statement of Changes in Equity
(Unaudited)
|
|
|
|
|
|
|
Share
Capital £
|
Share
Premium Account £
|
EBT
shares £
|
Revaluation reserve
£
|
Retained earnings
£
|
Balance at 1 January 2024
|
2,439,645
|
17,396,190
|
-
|
2,626,976
|
16,075,807
|
Loss for the period
|
-
-
-
-
|
(329,115)
|
Other comprehensive income
|
-
-
-
154,870
|
-
|
Share options exercised
|
13,190
|
118,710
|
-
|
-
|
-
|
Transfer between reserves
|
-
-
-
|
(25,020)
|
25,020
|
Share option valuation
|
-
-
-
|
-
|
-
|
Purchase of own shares into
EBT
|
-
-
(223,636)
|
-
|
-
|
Dividends
|
-
-
-
|
-
|
-
|
Balance at 30 June 2024
|
2,452,835
|
17,514,900
|
(223,636)
|
2,756,826
|
15,771,712
|
|
Share
option reserve
£
|
Warrant
reserve £
|
Foreign exchange reserve
£
|
Total £
|
Balance at 1 January 2024
|
903,295
|
128,170
|
(47,502)
|
39,522,581
|
Loss for the period
|
-
|
-
|
-
|
(329,115)
|
Other comprehensive income
|
-
|
-
|
(5,488)
|
149,382
|
Share options exercised
|
-
|
-
|
-
|
131,900
|
Transfer between reserves
|
-
|
-
|
-
|
-
|
Share option valuation
|
(28,350)
|
-
|
-
|
(28,350)
|
Purchase of own shares into
EBT
|
-
|
-
|
-
|
(223,636)
|
Dividends
|
-
|
-
|
-
|
-
|
Balance at 30 June 2024
|
874,945
|
128,170
|
(52,990)
|
39,222,762
|
|
Share
Capital £
|
Share
Premium Account £
|
Revaluation reserve
£
|
Retained earnings
£
|
Balance at 1 January 2023
|
2,438,360
|
17,384,625
|
2,662,384
|
15,909,763
|
Loss for the period
|
-
-
-
|
(490,029)
|
Other comprehensive income
|
-
-
154,724
|
-
|
Share options exercised
|
225
|
2,025
|
-
-
|
Share option valuation
|
-
|
-
|
-
-
|
Dividends
|
-
|
-
|
-
-
|
Balance at 30 June 2023
|
2,438,585
|
17,386,650
|
2,817,108
|
15,419,734
|
|
Share
option reserve
£
|
Warrant
reserve £
|
Foreign exchange reserve
£
|
Total £
|
Balance at 1 January 2023
|
628,454
|
128,170
|
(40,487)
|
39,111,269
|
Loss for the period
|
-
|
-
|
-
|
(490,029)
|
Other comprehensive income
|
-
|
-
|
(10,147)
|
144,577
|
Share options exercised
|
-
|
-
|
-
|
2,250
|
Share option valuation
|
114,955
|
-
|
-
|
114,955
|
Dividends
|
-
|
-
|
-
|
-
|
Balance at 30 June 2023
|
743,409
|
128,170
|
(50,634)
|
38,883,022
|
Interim Consolidated Statement of Cash Flows (Unaudited) for
the period
|
6 month period ended
|
6
month period ended
|
30 June
|
30
June
|
2024
|
2023
|
Cash flows from operating activities
|
£
|
£
|
Loss for the period
|
(329,115)
|
(490,029)
|
Adjustments for:
|
|
|
Depreciation and amortisation
|
2,651,539
|
2,255,228
|
Revaluation of consideration
|
18,985
|
|
Profit on disposal of tangible
fixed assets
|
(8,750)
|
(74,021)
|
Finance income
|
(31,651)
|
(21,417)
|
Finance costs
|
905,256
|
675,887
|
Taxation
|
11,749
|
-
|
Decrease in provisions
|
-
|
(4,972)
|
Revaluation of share options
|
(28,350)
|
114,955
|
Net foreign exchange loss
|
(5,488)
|
(9,880)
|
|
─────────────
|
─────────────
|
|
3,184,175
|
2,445,751
|
Movements in working capital:
|
|
|
Increase in inventories
|
(719,326)
|
(2,201,266)
|
Increase in trade and other
receivables
|
(2,696,419)
|
(2,539,302)
|
Increase in trade and other
payables
|
2,870,239
|
3,972,387
|
|
─────────────
|
─────────────
|
Cash flows from operations
|
2,638,669
|
1,677,570
|
Income tax received
|
241,809
|
-
|
|
─────────────
|
─────────────
|
Net cash from operating activities
|
2,880,478
|
1,677,570
|
Cash flow from investing activities
|
|
|
Purchase of property, plant and
equipment
|
(477,779)
|
(2,865,150)
|
Purchase of intangibles
|
(99,830)
|
-
|
Proceeds from disposal of
property, plant and equipment
|
12,623
|
88,197
|
Deferred consideration
paid
|
(4,269,500)
|
-
|
Interest received
|
31,651
|
21,417
|
|
─────────────
|
─────────────
|
Net cash used in investing activities
|
(4,802,835)
|
(2,755,536)
|
Cash flows from financing activities
|
|
|
Interest paid
|
(310,432)
|
(675,887)
|
Consideration for new shares
|
131,900
|
2,250
|
Purchase of own shares
|
(223,636)
|
-
|
Increase in invoice discounting
|
2,281,995
|
637,435
|
Repayment of lease liabilities
|
(2,387,708)
|
(533,601)
|
Cash received on leased
assets
|
-
|
305,600
|
Repayment of loans
|
(46,391)
|
(47,029)
|
|
─────────────
|
─────────────
|
Net cash used in financing activities
|
(554,272)
|
(311,232)
|
Net decrease in cash and cash equivalents
|
(2,476,629)
|
(1,389,198)
|
Cash and cash equivalents at the
beginning of financial period
|
5,709,229
|
5,913,155
|
|
─────────────
|
─────────────
|
Cash and cash equivalents at end of financial period
|
3,232,600
|
4,523,957
|
Comprising
|
|
|
Cash at bank
|
3,232,600
|
4,523,957
|
|
─────────────
|
─────────────
|
|
3,232,600
|
4,523,957
|
|
═════════════
|
═════════════
|
Notes to the consolidated (unaudited) financial statements
for the period ended 30 June 2024
1. General information
The Company is a public company
limited by shares, registered in England and Wales and listed on
the Alternative Investment Market (AIM). The registered company
number is 08010067 and the address of the registered office is Unit
4 Radial Park, Radial Way, Birmingham Business Park, Solihull,
England, B37 7WN.
The principal activity of the Group
is the wholesale distribution of floorcoverings and associated
products.
2. Accounting policies
Basis of preparation
The condensed and consolidated
interim financial statements for the period from 1 January 2024 to
30 June 2024 have been prepared in accordance with International
Accounting Standards ('IAS') 34 Interim Financial Reporting as
adopted by the UK and on the going concern basis. They are in
accordance with the accounting policies set out in the statutory
accounts for the year ended 31 December 2023 and those expected to
be applied for the year ended 31 December 2024 unless otherwise
stated below.
Employee Benefit Trusts ("EBTs") are
consolidated on the basis that the Group has control, thus the
assets and liabilities of the EBT are included in the consolidated
statement of financial position and shares held by the EBT in the
Company are presented as a deduction from equity.
These interim financial statements
do not include all of the information required in annual financial
statements in accordance with UK adopted International Accounting
Standards and should be read in conjunction with the consolidated
financial statements for the year ended 31 December
2023.
The comparatives shown are for the
period 1 January 2023 to 30 June 2023, and at 31 December 2023 and
do not constitute statutory accounts, as defined in section 435 of
the Companies Act 2006, but are based on the statutory financial
statements for the year ended 31 December 2023.
A copy of the Group's statutory
accounts for the year ended 31 December 2023 has been delivered to
the Registrar of Companies and the accounts are available to
download from the Company website at www.likewiseplc.com.
The financial information is
presented in pounds sterling, which is the functional currency of
the Group and rounded to the nearest £. The financial statements
are prepared on the historical cost basis unless otherwise
specified within these accounting policies.
Going concern
The Group continues to utilise
invoice financing arrangements in some subsidiaries and has the
option to draw on additional authorised facilities to support
working capital requirements. The Group has operated within these
facilities throughout the period and continues to do so. The
directors are confident that the Group will be able to operate
within the finance facilities available to us.
The Group also has a trade loan
facility, providing the Group with flexible short-term working
capital to support its trading activities, of up to £1.75m. As at
the period end, there were no amounts drawn down from the
facility.
The Board have also undertaken
assessments of going concern by building a cash flow model through
to December 2025, based on 2023 actuals, 2024 budget and forecast
performance for 2025. These cashflows indicate that the business
has adequate resources to continue to operate for the foreseeable
future and within the current financing arrangements in
place.
Overall, given the strength of the
Group's balance sheet, cash reserves on hand, availability of
financing arrangements and the strong forecast performance of the
Group, this provides the directors with sufficient assurance on the
Group's ability to continue as a going concern, and therefore adopt
the going concern basis of accounting in preparing the interim
financial statements.
Impact of new international reporting
standards
There are no accounting
pronouncements which have become effective from 1 January 2024 that
have a significant impact on the Group's interim condensed
consolidated financial statements.
Judgements and key sources of estimated
uncertainty
The preparation of the interim
financial information requires management to make judgements,
estimates and assumptions that affect the application of accounting
policies and the reported amounts of assets and liabilities, income
and expense. Actual results may differ from these
estimates.
In preparing this condensed interim
financial information, 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 applied to
consolidated financial statements for the year ended 31 December
2023.
3. Segmental reporting
For the purposes of segmental
reporting, the company's Chief Operating Decision Maker (CODM) is
considered to be the Executive Board of Directors. The Board has
not identified any separate operating segments within the business.
The Board reviews revenue and expenses for the business as a whole
and makes decisions about resources and assesses performance based
on this information.
Revenue is derived from continuing
operations and arises entirely through the wholesale of goods.
Segmental analysis is therefore not presented.
The Group is not reliant on any one
customer and no customer exceeds 10% of total annual
turnover.
The Group generates revenue from
both the UK and overseas as detailed below:
|
6 month
|
6
month
|
|
period ended
30 June
|
period
ended
30
June
|
|
2024
|
2023
|
|
|
As restated
|
|
£
|
£
|
UK
|
70,602,934
|
66,381,007
|
Other EU
|
142,445
|
167,623
|
Rest of the World
|
-
|
14,650
|
|
──────────────
|
──────────────
|
|
70,745,379
|
66,563,280
|
|
══════════════
|
══════════════
|
Seasonal fluctuations
The overall demand for the wholesale
of floorcoverings has previously been higher in the third and
fourth quarters of the year. In the previous six month period to 30
June 2023, revenue equated to 47.7% of the annual revenue
generated.
4. Operating profit
Operating profit is stated after
charging:
|
|
|
6 month
|
6
month
|
|
|
|
period
ended
|
period
ended
|
|
|
|
30 June
|
30
June
|
|
|
|
2024
|
2023
|
|
|
|
£
|
£
|
|
|
|
|
|
Depreciation of property, plant and
equipment including right-of-use assets
|
|
2,425,192
|
2,058,794
|
Amortisation of intangible
assets
|
|
|
226,347
|
196,434
|
Share based payments
|
|
|
(28,350)
|
114,955
|
Impairment of
inventories
|
|
|
442,574
|
274,075
|
Short term lease expense
|
|
|
247,292
|
196,610
|
Strategic restructuring and
relocation costs
|
|
|
376,165
|
693,033
|
Loss from new operations
|
|
|
89,289
|
-
|
Muelebeke restructuring
cost
|
|
|
-
|
47,122
|
Exceptional investment in point of
sale
|
|
-
|
145,424
|
|
|
|
═══════════
|
═══════════
|
|
|
|
|
| |
5. Taxation on ordinary
activities
Tax is calculated at 25% for the six
months ended 30 June 2024 representing the average annual effective
tax rate expected to apply for the full year. No income tax is
expected in the period given the losses previously incurred by the
Group. The tax charge of £11,749 for the period relates to
amendments to prior period charges.
The Group has tax losses available
to be carried forward. Due to uncertainty around timing of the
Group's projects, management have not considered it appropriate to
recognise all losses as an asset in the financial statements. Tax
losses of £13,955,031 were available for offset against future
taxable profits at 31 December 2023. A deferred tax asset of
£1,318,295 was not recognised at 31 December 2023 in relation to
these losses. In addition, a deferred tax asset of £162,970 was not
recognised in relation to the future tax benefit on the future
exercise of employee share options.
6. Earnings per share
Basic loss per share is based on the
loss after tax for the period and the weighted average number of
shares in issue during each period.
|
6 month
|
6 month
|
|
period ended
|
period
ended
|
|
30 June
|
30
June
|
|
2024
|
2023
|
|
£
|
£
|
Loss attributable to equity
holders of the company
|
(329,115)
|
(490,029)
|
|
════════════
|
══════════
|
|
No.
|
No.
|
Weighted average number of ordinary
shares used as the denominator in calculating basic earnings per
share
|
244,638,112
|
243,843,314
|
Adjustments for calculation of
diluted earnings per share:
|
|
|
Shares held by EBT
|
(995,408)
|
-
|
Options
|
2,497,509
|
5,268,969
|
Warrants
|
2,900,000
|
2,800,000
|
Weighted average number of shares and potential ordinary
shares used as the denominator in calculating diluted earnings per
share
|
249,040,213
|
251,912,283
|
|
════════════
|
══════════
|
Pence per
share Pence per share
|
Basic loss per share (pence)
|
(0.13)
|
(0.20)
|
|
════════════
|
══════════
|
Diluted loss per share
(pence)
|
(0.13)
|
(0.19)
|
|
════════════
|
══════════
|
7. Dividends
Dividends were declared for the
period to 30th June 2024 totalling £Nil (2023 - £Nil).
8. Goodwill
Goodwill
£
Cost and net book value
At 31 December 2023
5,624,284
────────
At 30 June 2024
5,624,284
════════
The Group tests goodwill annually
for impairment, or more frequently if there are indications that
goodwill might be impaired.
The Directors have considered the
impact of the current economic uncertainty on the value of the
goodwill but did not deem there to be any impairment required as at
30 June 2024 (31 December 2023 - £Nil).
9. Other intangible
assets
Net
book value
|
Delta
Carpets Customer Base £
|
Likewise Floors
Customer Base £
|
Delta Carpets Brand
Name £
|
Likewise Floors
Brand Name £
|
Software Modifi-
cations £
|
Total £
|
At 31 December 2023
|
423,790
|
1,450,272
|
446,086
|
1,495,869
|
122,480
|
3,938,497
|
Additions
|
-
|
-
|
-
|
-
|
99,830
|
99,830
|
Amortisation
|
(25,683)
|
(70,745)
|
(27,036)
|
(72,971)
|
(29,912)
|
(226,347)
|
|
─────────
|
───────
|
───────
|
──────
|
──────
|
───────
|
At 30 June 2024
|
398,107
|
1,379,527
|
419,050
|
1,422,898
|
192,398
|
3,811,980
|
|
═════════
|
═══════
|
═══════
|
══════
|
══════
|
═══════
|
The Directors have considered the
impact of the current economic uncertainty on the value of other
intangibles but did not deem there to be any impairment required as
at 30 June 2024 (31 December 2023 - £Nil).
10. Property, plant and
equipment
|
Land and
buildings
|
Other owned
assets
|
Right-of-use
assets
|
Total
|
|
£
|
£
|
£
|
£
|
Net book value
|
|
|
|
|
At 31 December 2023
|
22,022,872
|
7,419,135
|
18,943,682
|
48,385,689
|
Additions
|
25,845
|
451,934
|
344,064
|
821,843
|
Disposals
|
-
|
(3,873)
|
(11,064)
|
(14,937)
|
Depreciation
|
(154,870)
|
(686,105)
|
(1,584,217)
|
(2,425,192)
|
Revaluation
|
154,870
|
-
|
-
|
154,870
|
|
─────────────
|
─────────────
|
─────────────
|
─────────────
|
At 30 June 2024
|
22,048,717
|
7,181,091
|
17,692,465
|
46,922,273
|
|
═════════════
|
═════════════
|
═════════════
|
═════════════
|
11. Loans and borrowings
|
|
|
Consolidated
|
|
|
|
30 June
|
31
December
|
|
|
|
2024
|
2023
|
|
|
|
£
|
£
|
Current borrowings - Secured
|
|
|
|
|
Bank loans and invoice discounting
facility
|
|
|
7,561,724
|
5,273,300
|
Lease liabilities
|
|
|
4,312,596
|
4,373,760
|
|
|
|
─────────────
|
─────────────
|
|
|
|
11,874,320
|
9,647,060
|
|
|
|
═════════════
|
═════════════
|
|
|
|
|
|
Non-current borrowings - Secured
|
|
|
|
|
Bank loans
|
|
|
2,289,402
|
2,342,222
|
Lease liabilities
|
|
|
17,002,877
|
18,401,597
|
|
|
|
─────────────
|
─────────────
|
|
|
|
19,292,279
|
20,743,819
|
|
|
|
═════════════
|
═════════════
|
The directors consider that the
carrying amount of the invoice discounting facility and bank loan
approximates their fair value.
The invoice discounting facility is
secured against the related trade debtor balances and by a floating
charge over the assets of the Group. The invoice discounting
facility is denominated in Sterling. The invoice discounting
facility is held for Likewise Floors Limited and has a fixed
service charge of £18,000 per annum.
Lease liabilities are secured
against the assets to which they relate.
|
|
|
Carrying
Amount
|
|
|
|
30 June
|
31
December
|
|
|
|
2024
|
2023
|
|
|
|
£
|
£
|
Amounts repayable under bank loans
|
|
|
|
|
Within one year
|
|
|
124,597
|
118,168
|
In the second to fifth year
inclusive
|
|
|
485,852
|
462,401
|
Beyond five years
|
|
|
1,803,550
|
1,879,821
|
|
|
|
─────────────
|
─────────────
|
|
|
|
2,413,999
|
2,460,390
|
|
|
|
═════════════
|
═════════════
|
During 2023 the Company restructured
their bank loans resulting in a principal loan value of £2,495,000
drawn down in July 2023. Repayments commenced in September 2023 and
will continue until July 2038. The loan is secured by a fixed and
floating charge over the Group's assets. The loan carries interest
on a floating rate basis with interest at Bank of England rate plus
a margin of 2.35%.
The loan is at a floating interest
rate and exposes the Group to fair value interest rate
risk.
During 2024 the subsidiary company,
Valley Wholesale Carpets Limited, extended the trade loan facility
agreement with Barclays Bank Plc. This agreement provides the
company with the facility to drawdown up to a maximum limit of
£1,750,000 available at their request. No funds were drawn down at
30 June 2024.
12. Financial Instruments
The fair value hierarchy groups
financial assets and liabilities into three levels based on the
significance of inputs used in measuring the fair value of the
financial assets and liabilities.
The fair value hierarchy has the
following levels:
- Level 1:
quoted prices (unadjusted) in active markets for identical assets
or liabilities;
- Level 2:
inputs other than quoted prices included within Level 1 that are
observable for the asset or liability, either directly (i.e. as
prices) or indirectly (i.e. derived from prices); and
- Level 3:
inputs for the asset or liability that are not based on observable
market data (unobservable inputs).
The only financial instruments the
Group holds which are measured at fair value through the Income
Statement (as level 2 above) are forward currency contracts and, in
the prior period, deferred consideration. All other financial
assets and liabilities are held at amortised cost.
The tables below set out the Group's
accounting classification of each class of its financial assets and
liabilities.
|
|
30 June
|
31
December
|
|
|
2024
|
2023
|
|
|
£
|
£
|
Financial assets at amortised cost
|
|
|
|
Trade receivables
|
|
14,534,259
|
12,432,679
|
Other receivables
|
|
2,728,885
|
2,938,182
|
Cash and cash
equivalents
|
|
3,232,600
|
5,709,229
|
|
|
─────────────
|
─────────────
|
|
|
20,495,744
|
21,080,090
|
|
|
═════════════
|
═════════════
|
All of the above financial assets'
carrying values are approximate to their fair values, as at each
reporting date disclosed.
|
|
30 June
|
31
December
|
|
|
2024
|
2023
|
|
|
£
|
£
|
Non-current financial liabilities at amortised
cost
|
|
|
|
Bank loans
|
|
2,289,402
|
2,342,222
|
Lease liabilities
|
|
17,002,877
|
18,401,597
|
|
|
─────────────
|
─────────────
|
|
|
19,292,279
|
20,743,819
|
|
|
═════════════
|
═════════════
|
|
|
|
|
|
|
30 June
|
31
December
|
|
|
2024
|
2023
|
|
|
£
|
£
|
Current financial liabilities at amortised
cost
|
|
|
|
Trade payables
|
|
24,574,841
|
21,638,744
|
Other payables
|
|
515,461
|
533,997
|
Accruals
|
|
1,460,636
|
1,462,027
|
Invoice discounting
facility
|
|
7,437,127
|
5,155,132
|
Bank loans
|
|
124,597
|
118,168
|
Lease liabilities
|
|
4,312,596
|
4,373,760
|
Deferred consideration - held at
fair value
|
-
|
4,250,515
|
|
|
─────────────
|
─────────────
|
|
|
38,425,258
|
37,532,343
|
|
|
═════════════
|
═════════════
|
All of the above financial
liabilities' carrying values are considered by management to be
approximate to their fair values, as at each reporting date
disclosed.
At 30 June 2024, subsidiary
companies held time option and forward Euro contracts totalling
€932,624 and time option and forward USD contracts totalling
$4,215,256. These contracts had a fair value of £(35,225) at period
end and crystallise between 1 July 2024 and 31 December
2024.
13. Provisions
Provisions primarily relate to
future dilapidation charges expected to be incurred in respect of
the Group's leasehold property portfolio.
14. Share capital
Consolidated and Company
|
|
|
|
30 June
|
31
December
|
Issued and fully paid
|
|
|
|
2024
|
2023
|
|
|
|
|
No.
|
No.
|
|
|
|
|
|
|
Ordinary shares of £0.01 each
(2023: Ordinary shares of £0.01 each)
|
245,283,480
|
243,964,480
|
|
|
|
|
═══════════════
|
═══════════════
|
The Company has one class of
ordinary share which carry no right to fixed income.
On 18 March 2024, the Company
allotted 1,044,000 new £0.01 shares for consideration of £0.10 per
share, totalling £104,400. These shares were issued under the
Company's SAYE scheme.
On 10 May 2024, the Company allotted
275,000 new £0.01 shares for consideration of £0.10 per share,
totalling £27,500. These shares were issued under the Company's
SAYE scheme.
At the Annual General Meeting of the
Company held on 20 June 2024, special resolutions were passed by
members of the Company to authorise the disapplication of
pre-emption rights in respect of shares allotted by the authority
of the Directors of up to 10% of the issued share capital of the
Company. In addition, a special resolution was passed to authorise
the Directors of the Company to purchase own shares up to an
aggregate 10% of the Company's issued share capital, where the
Directors believe that it is in the interests of the Company to do
so. The authority granted under each resolution expires at the
earlier of, the end of the next AGM of the Company or 15 months
from the date of the AGM in which the authority was granted. More
information can be found in the Company's AGM notice on 23 May
2024. This can be found on the company website www.likewiseplc.com/documents-reports-and-presentations.
At 30 June 2024, the Company held in
Trust 995,408 of its own shares with a nominal value of £9,954
which were purchased for consideration of £223,636. The shares were
purchased at the market value at the date of each transaction. The
Employee Benefit Trust has waived any entitlement to the receipt of
dividends in respect of its holding of the Company's ordinary
shares. The market value of these shares at 30 June 2024 was
£141,846. In the current period 945,408 shares were repurchased and
transferred into the Trust.
15. Share-based payments
The Group has a number of share
options plans including a Savings-Related Share Option Plan
("SAYE") for all employees of the Group. In accordance with the
terms of the plan, as approved by shareholders, employees of the
Group may be granted options to purchase ordinary shares. There are
no performance criteria for the SAYE and options are issued to
participants in accordance with HMRC rules. Vesting is conditional
on continuity of service.
As at 31 December 2023, 9,584,334
share options remained active. During the current period no new
options were issued and 4,457,790 options lapsed on employees
leaving the Group. During the current period, 1,319,000 options
were exercised as detailed in note 14. The average remaining
contractual life of the remaining 3,807,544 options is
approximately 1.5 years.
In addition, as at 31 December 2023,
10,800,000 share options remained active which were issued under
Enterprise Management Incentives (EMIs). There were no options
granted, lapsed or exercised in the period leaving 10,800,000
options active as at 30 June 2024. The remaining contractual life
of these options is approximately 0.5 years.
In addition, as at 31 December 2023,
4,900,000 share options remained active which were issued under a
Company Share Option Plan ("CSOP"). There were no options granted,
lapsed or exercised in the period leaving 4,900,000 options active
at 30 June 2024. The remaining contractual life of these options is
approximately 2.5 years.
Share options are valued using the
Black-Scholes model. The inputs to the model are the option price
and share price at date of grant, expected volatility (20%),
expected dividend rate (0%) and risk free rate of return (4%). The
model has been adjusted for expected behavioural
considerations.
The cost of options is amortised to
the Statement of Comprehensive Income over the service life of the
option resulting in a credit of £28,350 for the period (2023 -
charge of £114,955). A deferred tax asset has not been recognised
in relation to the charge for share based payments.
16. Retirement benefit
plans
Likewise Floors Limited, a
subsidiary of the Group, operates a pension scheme providing
benefits based on final pensionable pay. The Scheme is closed to
new members and is closed to future accrual. For pensions earned
after 5 April 1997 and for Guaranteed Minimum Pensions earned
between 6 April 1988 and 5 April 1997, increases in payment will be
in line with CPI rather than RPI. Revaluations of pensions in
deferment are linked to RPI.
The assets of the Scheme are held
separately from those of the Group in trustee-administered funds.
The level of contributions is determined by a qualified actuary on
the basis of triennial valuations. The liabilities have been rolled
forward based on data at 31 December 2020.
The latest set of workings and
assumptions can be found in the full Likewise Group Plc financial
statements to 31 December 2023. At 31 December 2023, there was no
recognition on the statement of financial position as the pension
scheme assets were in excess of the defined benefit obligation. An
updated valuation could not be obtained at 30 June 2024 and so no
further disclosure has been made in this set of interim financial
statements.
17. Restatement of
comparatives
Management have restated the prior
period comparatives within the subsidiary companies Valley
Wholesale Carpets Limited and Likewise Floors Limited to ensure
that classification of cost of sales, distribution expenses and
administrative expenses are in line with the classifications of
Likewise Group Plc.
The impact of this has been
to:
- Decrease revenue by £30,852 from
£66,594,132 to £66,563,280
- Decrease cost of sales by £174,415
from £46,794,353 to £46,619,938
- Increase administrative expenses
by £652,592 from £10,367,182 to £11,019,774
- Decrease distribution costs by
£509,029 from £9,194,892 to £8,685,863
There have been no amendments to the
prior period Statement of Financial Position or overall loss for
the financial period as a result of these
reclassifications.
18. Post balance sheet
events
On 5 July 2024, the Company made a
dividend payment of £613,209.
On 8 July 2024, the Company allotted
300,000 new £0.01 Ordinary Shares for consideration of £0.10 per
share, totalling £30,000. These shares were issued under the
Company's SAYE scheme.
On 30 August 2024, 100,000 Ordinary
Shares of £0.01 each were allotted to W H Ireland Limited to
satisfy the exercise of warrants granted on 24 October 2023. The
warrants have been exercised at a price of £0.05 per Ordinary
Share, for an aggregate value of £5,000.
On 6 September 2024, the Company
allotted 900,000 new £0.01 Ordinary Shares for consideration of
£0.10 per share, totalling £90,000. These shares were issued under
the Company's EMI scheme.