MITCHELLS & BUTLERS
PLC
LEI no:
213800JHYNDNB1NS2W10
27
November 2024
FULL YEAR
RESULTS
(For
the 52 weeks ended 28 September 2024)
Highlights
-
|
Strong trading performance with
like-for-like salesa
growth of 5.3%
|
-
|
Operating profit of £312m up 41.2%
from prior year on a 52-week basis
|
-
|
Strengthened operating margin of
12.0% (FY 2023 9.0%)
|
-
|
Strong period of cash generation
driving a £197m reduction in net debt including leases
|
|
|
|
| |
Reported results (FY 2023 53 weeks)
-
-
-
|
Total revenue of £2,610m (FY 2023
£2,503m)
Operating profit of £300m (FY 2023
£98m)
Profit/(loss) before tax of £199m
(FY 2023 £(13)m)
|
-
|
Basic earnings/(loss) per share of
25.0p (FY 2023 (0.7)p)
|
Trading results (FY 2023 on an adjusted 52-week basis for
ease of comparison)
-
|
Adjusted operating
profita £312m (FY 2023 £221m)
|
-
|
Adjusted earnings per
sharea of 26.4p (FY 2023 15.6p)
|
Balance sheet and cash flow
-
|
Cash inflow before bond amortisation
of £185m (FY 2023 £30m)
|
-
|
Net debta reduced to
£989m (FY 2023 £1,170m), excluding £447m of IFRS 16 lease
liabilities (FY 2023 £463m)
|
-
|
Pension schemes substantially
de-risked with net surplus funding of £139m now
recognised
|
Operational highlights
-
|
Strong performances across all
market segments
|
-
|
Nearly 200 investment projects
completed in the year yielding strong returns
|
-
|
Record breaking team metrics
demonstrating depth of engagement and talent
|
Current trading
-
|
Strong start to FY 2025,
like-for-like salesa of 4.0% in the first seven
weeks
|
Phil Urban, Chief Executive,
commented:
"We are delighted by the very strong
performance during the year. Like-for-like
salesa continued to outperform the marketb which, coupled with easing
inflationary costs and focus on efficiencies, has resulted in very
strong profit recovery.
We face increased inflationary cost
headwinds in the year ahead. However, we shall remain focused on
our established Ignite programme of initiatives and our successful
capital investment programme, to drive further cost efficiencies
and increased sales. Coupled with our market-leading estate and
customer offers, we are confident that this will enable us to
further grow market share and secure continued long-term
outperformance."
Definitions
a - The Directors use a number of
alternative performance measures (APMs) that are considered
critical to aid the understanding of the Group's performance.
APMs are explained later in this announcement.
b - As measured by the CGA
Business Tracker.
There will be a presentation held
today at 8:30am accessible by phone on 020 3936 2999, access
code: 778658 and at
https://www.netroadshow.com/events/login?show=61f6fdbc&confId=71552
.
The slides will also be available
on the website at www.mbplc.com.The replay will then be available at
https://www.mbplc.com/fy2024/analystspresentation.
All disclosed documents relating
to these results are available on the Group's website at
www.mbplc.com
For further information, please
contact:
Tim Jones - Chief Financial
Officer
|
+44 (0)121 498 6112
|
Amy de Marsac - Investor
Relations
|
+44 (0)121 498 6514
|
James Murgatroyd (FGS
Global)
|
+44 (0)20 7251 3801
|
Note for editors:
Mitchells & Butlers is a
leading operator of managed restaurants and pubs. Its portfolio of
brands and formats includes Harvester, Toby Carvery, All Bar One,
Miller & Carter, Premium Country Pubs, Sizzling Pubs,
Stonehouse, Vintage Inns, Browns, Castle, Nicholson's, O'Neill's,
Ember Inns, Ego Restaurants and Pesto. In addition, it operates
Innkeeper's Collection hotels in the UK and Alex restaurants and
bars in Germany. Further details are available at www.mbplc.com and
supporting photography can be downloaded at
www.mbplc.com/imagelibrary.
CURRENT TRADING AND OUTLOOK
Sales growth remained strong over FY
2024, with consistent market outperformance. As we move into
FY 2025 we expect more normalised levels of sales growth as the
inflationary environment eases. The current underlying run
rate of like-for-like salesa growth, as measured across
the first 7 weeks of the new financial year, is 4.0%.
Cost headwinds are now anticipated
to total c.£100m this financial year, an increase of just over 5%
on our current cost base. Against a benign backdrop of general
inflation (including food and drink inputs) by far the most
significant increase is now expected to be in relation to labour
costs due both to increases in the statutory National Living Wage
and in the recently announced increase in employer national
insurance contributions, both of which take effect from April
2025. We anticipate that energy costs this year, of which
just over one half have been bought forward, will broadly stabilise
overall with no further deflation, as has been seen in FY
2024.
Notwithstanding future cost
increases we feel that the business is in very good shape. Our
balance sheet continues to strengthen, with reduced debt and a
substantially de-risked pension surplus, and we expect to
out-perform the market driving further profit growth in the year
ahead.
BUSINESS
REVIEW
Persistent inflation over the past
two years has put pressure on the hospitality sector as while the
worst of the pandemic-related disruptions have eased, rising costs
in food supply chains, energy, and labour which followed have
impacted margins. Looking forward costs in general are abating,
with the notable exception of wages, which continue to rise sharply
based on increases both in the statutory National Living Wage and
the level of employer national insurance contributions. The
resulting widespread and unavoidable increase in prices has made
eating out a more considered choice for many households and the
culmination of these pressures has been net closures of 1% in the
year to June 2024c.
Despite these pressures, Lumina reported sales growth in the
pubs, bars and restaurants market of 1.5% in 2024, with managed
groups outperforming and delivering growth of 2.9%. With positive
indications of increasing disposable income in recent months as
inflationary pressures on households eased sales growth for the sector is expected to
remain resilient in the year ahead with forecast growth for managed
pubs, bars and restaurants of 2.6%, driven by price and spend per
head with volumes anticipated to be in low single digit
decline.
Against this backdrop total sales
across the period were £2,610m reflecting 6.1% growth on FY 2023,
on a 52-week basis. Like-for-like salesa increased by
5.3% with strong performances through the brand portfolio and
continued out-performance against the market as a whole. Operating
profit, after separately disclosed items, of £300m reflects a
notable recovery from last year (FY 2023 £98m) built on this strong
sales performance coupled with falling cost inflation. Adjusted
operating profita of £312m represents a £91m increase in
profitability from last year, on a 52-week basis.
We made a very good start to the
year with like-for-like salesa growth of 7.2% over the
first seven weeks. Strong trading over the important festive period
then led to an acceleration of like-for-like
salesa growth over the latter half of the quarter to 8.2%, resulting
in overall like-for-like salesa growth for the quarter of
7.7%.
Sales remained strong through the
second quarter particularly on key trading dates. Across the
quarter, we recorded like-for-like salesa growth of 6.1%, comprising
drink sales growth of 5.3% and food sales growth of 6.6%,
benefitting from the movement of Easter forward from the third
quarter in the prior year.
Over the third quarter like-for-like
salesa grew by 3.4%, adversely impacted by the movement of Easter,
the easing of the inflationary environment and a period of
generally wet weather. In the fourth quarter sales grew by 3.4%
having been negatively impacted by riots in city centres during
August, as well as an unseasonably cool and wet summer.
Throughout the year we have
consistently outperformed the market, as represented by the CGA
Business tracker, by c.2ppts.
Overall cost inflation abated
through the financial year. Whilst the recent level of statutory
National Living Wage increases (effective in April each year) has
been relatively high at approximately 10%, other costs have
generally returned to more normalised levels and gas and
electricity costs in particular have been in deflation. Strong and
resilient sales growth combined with effective cost efficiency
initiatives and abatement in overall cost inflation has driven a
marked increase in profitability.
OUR
STRATEGIC PRIORITIES
Our strategic pillars, which provide
the foundation for our performance, remain consistent;
- Build a more balanced business
- Instil a commercial culture
- Drive an innovation agenda
We focus on maximising the value
generated from our 83% freehold and long leasehold estate,
utilising the diversity of our brand portfolio to grow market share
across a broad range of consumer occasions, demographics and
locations.
Our Ignite programme of work remains
at the core of our long-term value creation, with a range of
initiatives underway focused on driving sales and delivering cost
efficiencies. During the year we have successfully deployed
'My Account' across multiple brands, providing guests with a single
platform to manage their bookings, orders, and offers. This has led
to a notable rise in customer engagement, particularly among
younger guests, and positions 'My Account' as a key platform for
future interactions as customer behaviours evolve. In addition to
digital solutions, we remain focused on delivering excellent guest
experiences and equipping our managers with the skills to drive the
sales of their businesses. A specific focus during the year has
been enhancing dish availability, a key consideration in guest
experience, using technology to more accurately forecast sales
which inform orders and provide guidance to kitchen teams on the
optimal volume of food to prepare to satisfy demand. The benefit of
these initiatives is reflected in sustained like-for-like
salesa growth across our brand portfolio as well as
continued market outperformance on guest review scores, which
averaged 4.5 out of 5.
Alongside driving sales, we have a
range of initiatives focused on enhancing productivity and
efficiency to help mitigate inflationary costs. Driving a reduction
in our energy consumption remains a priority, both to improve
efficiency and to support our sustainability objectives. During the
year we achieved a further 2% reduction in overall energy usage,
aided by investment voltage optimisers and solar panel roll-out.
After a successful trial we are also now rolling out the use of
remote control in-site energy monitoring systems. Remote control of
heating, for example, provides a significant opportunity to reduce
consumption whilst also relinquishing our managers of one of their
many daily tasks, allowing them to focus on guests.
During the year we held a number of
events, gathering different cohorts from various levels across the
organisation, to generate fresh ideas for the next wave of Ignite
initiatives to launch in FY 2025. These sessions successfully
identified numerous new opportunity areas, as well as additional
value to be realised through improving the effectiveness of
existing work streams.
Our capital programme continues to
deliver value through improving the competitive position of our
pubs and restaurants within their local markets. Over the last
year, we have completed 195 investment projects comprising 178
remodels, 11 conversions and 6 acquisitions. We are continuing to
see strong performances from our investment projects, with remodel
returns for projects completed in the year of 37%, and remain
focused on re-establishing the target 7-year investment cycle which
was interrupted by Covid-19.
In June 2023 we completed the
acquisition of the remaining 60% stake in 3Sixty Restaurants
Limited, owners of Ego Restaurants, having acquired the initial 40%
stake in August 2018. Ego is a collection of Mediterranean-inspired
pubs and restaurants where guests can enjoy freshly cooked food,
cocktails, cask ales and wine from across the continent. The
process of integrating Ego is making good progress, with all sites
having now moved onto our systems and processes. During the first
half of FY 2024 we are starting to leverage the brand internally
and have converted 5 of our existing sites to the Ego offer, with
average sales doubling following conversion. We anticipate
conversion of a further 5-10 sites in FY 2025.
In May 2024 we completed the
acquisition of Pesto Restaurants. Pesto delivers an Italian tapas
offer across its ten strong estate which is designed to create
informal social and interactive experiences based on sharing with
friends and family. Pesto compliments the Mediterranean theme of
Ego and together they provide further diversification of the estate
with a low meat offer which appeals to the health-conscious
guest. The consideration payable for the business is partly
contingent on its performance over the first year of trading under
our ownership, but is not expected to be more than £15m.
PEOPLE
Our people are fundamental to the
delivery of great experiences for our guests. As such we are
delighted with the progress made across our people measures during
the year, which reflects our continuous focus on engagement,
recruitment and retention. Engagement scores have continued to
improve across all employee groups with record scores in our most
recent employee survey. Turnover has also continued to improve,
reaching record lows of 64% (FY 2023 81%), meaning that we are
retaining our talent, building more experienced teams, and reducing
the cost associated with the induction and training process. In
addition, our internal succession rates have increased with 61% of
General Manager positions filled internally (FY 2023 53%),
reflecting our commitment to team member progression and
development.
Apprenticeships continue to be an
integral part of our retention and succession strategy, with
evidence that people who complete apprenticeships are more likely
to stay with us and to be promoted. We remain committed to
delivering high quality apprenticeship opportunities both to new
starters and existing employees and welcomed over 1,600 new joiners
to the programme this financial year. We are particularly proud of
our culinary apprenticeships, which continue to receive excellent
feedback from learners, providing a pipeline of talent to a more
challenging area for recruitment, as well as a valuable career
opportunity with above industry level enrolment for
19-24-year-olds. We are delighted that our apprentice
programmes were recognised at the December 2023 National
Apprenticeship awards, winning the award for Best Large
Employer.
SUSTAINABILITY
We are committed to reducing the
environmental impact of our business and the Board has challenging
targets to drive continued momentum in this area. We have
committed to:
-
Net Zero emissions by 2040, including scope 1, 2
and 3
Progress: During the year we
reduced our emissions by 14% from our 2019 baseline year, a
year-on-year improvement of 3 ppts. Scope 1 & 2 emissions
reduced from the baseline by 18% (FY 2023 13%) driven primarily by
the energy consumption reduction initiatives, and the systematic
removal of gas from the estate. In the year we have made good
progress in our efforts to reduce gas as an energy source with 60
electrified kitchens, and five sites where gas has been fully
removed, and replaced by air source heat pumps as an alternative
for heating. We have plans to considerably expand this programme in
FY 2025. Scope 3 emissions reduced by 14% with significant
progress made in the reduction of emissions associated to the
products we buy, including food, as well as transport emissions in
our supply chain.
-
Zero operational waste to landfill by
2030
Progress: We now divert over 98%
of waste from landfill and are confident of achieving our target
ahead of 2030. In addition, we have maintained recycling rates at
59% with enhanced segregation and a focus on engagement and
behaviour change in sites.
-
50% reduction in food waste by 2030
Progress: We have successfully
reduced our food waste by 23% from our 2019 baseline, with progress
both in sites and in the supply chain. We are focused on
operational practices to reduce waste, and have effective
partnerships in place with Fareshare and Too Good To Go to
redistribute unavoidable surplus food.
Our sustainability strategy also has
a strong focus on the positive impact we have on people and
communities, and we are proud to partner with Social Bite, a
homelessness charity. Of particular importance is the Jobs First
programme, helping people back to independence through long-term
employment opportunities, which to date has employed 26 people from
their academy. This year we funded the establishment of a new role
within Social Bite, focused solely on placing people impacted by
homelessness into Mitchells and Butlers roles and supporting them
for the first year of employment. We see considerable scope
to grow this partnership and enhance our positive social impact
over the coming years.
FINANCIAL REVIEW
On a statutory basis, profit/(loss)
before tax for the financial year was £199m (FY 2023 £(13)m), on
sales of £2,610m (FY 2023
£2,503m).
The Group Income Statement discloses
adjusted profit and earnings per share information that excludes
separately disclosed items, determined by virtue of their size or
nature, to allow a more effective comparison of the Group's trading
performance from one period to the next.
Last year, FY 2023, was a 53-week
reporting period therefore 52-week results are additionally
disclosed for year-on-year comparison purposes.
|
|
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Statutory (FY 2023 53 week)
|
Adjusteda
(FY 2023 52
week)
|
|
FY 2024
|
FY 2023
|
FY 2024
|
FY 2023
|
|
£m
|
£m
|
£m
|
£m
|
Revenue
|
2,610
|
2,503
|
2,610
|
2,459
|
Operating profit
|
300
|
98
|
312
|
221
|
Profit before tax
|
199
|
(13)
|
211
|
112
|
Earnings per share
|
25.0p
|
(0.7p)
|
26.4p
|
15.6p
|
Operating margin
|
11.5%
|
3.9%
|
12.0%
|
9.0%
|
At the end of the period, the total
estate comprised 1,726 sites in the UK and Germany of which 1,654
are directly managed.
Revenue
Total revenue of £2,610m
(FY 2023 £2,503m) reflects a
strong period of trading driven by sustained like-for-like
salesa
growth.
Like-for-like
salesa in the first half increased by 7.0%, comprising an increase
in like-for-like food salesa of 7.7% and of like-for-like
drink salesa
of 6.0% driven by strengthening spend per
head. Over the second half
like-for-like sales growth was impacted, as expected, by the easing
inflationary environment as well as an unseasonably wet and cool
summer and riots in some city centres during August. Volumes
of food and drink were in decline of c.1.5% across the
year.
The current underlying rate of
growth of like-for-like salesa, as measured over the first
7 weeks of the new financial period, is 4.0%. The subsequent week
was adversely impacted by comparison against Black Friday
promotional activity last year, a timing difference that reverses a
week later, resulting in growth over the first 8 weeks being
2.7%.
Like-for-like
salesa:
|
Weeks 1-15
Q1
|
Weeks 16-28
Q2
|
Weeks 29-42
Q3
|
Weeks 43-52
Q4
|
Weeks 1-52
YTD
|
Food
|
8.7%
|
6.6%
|
2.6%
|
2.6%
|
5.3%
|
Drink
|
6.6%
|
5.3%
|
4.0%
|
3.4%
|
4.9%
|
|
|
|
|
|
|
Total
|
7.7%
|
6.1%
|
3.4%
|
3.4%
|
5.3%
|
Total sales grew by 4.3% against
last financial year and by 6.1% on a 52-week basis.
Separately disclosed items
Separately disclosed items are
identified due to their nature or materiality to help the reader
form a view of overall and adjusted trading.
Within the context of the overall
valuation of the group's freehold and long leasehold land and
buildings (as set out in Note 6 to the consolidated financial
statements), a £14m reduction in value is recognised relating to
valuation and impairment of properties, comprising a £4m increase
in value arising from the revaluation of freehold and long
leasehold sites, a £17m impairment of right-of-use assets and a £1m
impairment of computer software. The £4m tax credit relates to
these impairments.
Other separately disclosed items
include a net profit arising on property disposals of £2m.
Refer to Note 3 to the consolidated financial statements for
comparative information.
Operating profit and marginsa
Adjusted operating
profita was £312m (FY 2023
£221m), an increase of 41.2% on a 52-week basis. Adjusted
operating margin of 12.0% was 3.0ppts higher than last year driven
by strong like-for-like salesa growth, reduced cost
inflation and operating efficiencies. Statutory operating profit
was £300m (FY 2023 £98m) with statutory operating profit margin of
11.5% (FY 2023 3.9%).
The aggregate net cost headwind for
the financial year was slightly less than 3% of our cost base of
c.£2.0 billion, after some offset from deflation in energy
prices. Looking forward, cost
headwinds are now anticipated to increase to c.£100m for FY 2025,
representing just over 5% on the cost base. Against a generally
benign backdrop of general inflation (including food and drink
inputs) by far the most significant increase is now expected in
relation to labour costs due both to increases in the statutory
National Living Wage and in the recently announced increase in
employer national insurance contributions, both of which take place
from April 2025. We anticipate that energy costs, of which
just over one half have been bought forward, will broadly stabilise
overall with no further deflation
Interest
Net finance costs of £99m (FY 2023
£108m) for the financial year were £9m lower than the same period
last year. The net pensions finance charge was £2m (FY 2023 £3m).
This is anticipated to be a credit of £7m this year, FY 2025,
following recognition of the net surplus funding position across
the schemes.
Earnings per share
Basic earnings (losses) per share,
after the separately disclosed items described above, were 25.0p
(FY 2023 earnings (0.7)p), with adjusted earnings per
sharea of 26.4p (FY 2023 15.6p on 52-week basis).
The basic weighted average number
of shares in the period was 595m and the total number of shares
issued at the balance sheet date was 598m.
Cash flow
|
FY 2024
|
FY 2023
|
|
£m
|
£m
|
EBITDA before movements in the
valuation of the property portfolio
|
444
|
362
|
Non-cash share-based payment and
pension costs and other
|
10
|
6
|
Operating cash flow before movements in working capital and
additional pension contributions
|
454
|
368
|
Working capital
movement
|
15
|
(1)
|
Pension escrow return
|
35
|
-
|
Pension deficit
contributions
|
(1)
|
(8)
|
Cash flow from operations
|
503
|
359
|
Capital expenditure
|
(154)
|
(157)
|
Acquisition of Pesto Restaurants
Limited
|
(2)
|
-
|
Acquisition of 3Sixty Restaurants
Limited
|
-
|
(17)
|
Cash acquired on acquisition of
3Sixty Restaurants Limited
|
-
|
5
|
Net finance lease principal
payments
|
(40)
|
(52)
|
Interest on lease
liabilities
|
(17)
|
(16)
|
Net interest paid
|
(82)
|
(90)
|
Tax
|
(18)
|
(3)
|
Purchase of own shares
|
(7)
|
-
|
Other
|
2
|
1
|
Net cash flow before bond amortisation
|
185
|
30
|
Mandatory bond
amortisation
|
(123)
|
(116)
|
Net cash flow
|
62
|
(86)
|
|
|
|
|
|
|
|
|
This was a very strong period of
cash generation. EBITDA, before movements in the valuation of the
property portfolio increased sharply as a result of an improved
trading performance to £444m, which converted to net cash inflow
for the period before bond amortisation of £185m (FY 2023 £30m)
helped by a number of non-recurring items in the form of the return
of historic pensions contributions from escrow, use of tax losses
and timing on working capital flows.
After all outgoings, including
mandatory bond amortisation of £123m (including net impact of
currency swaps), cash inflow was £62m (FY 2023 outflow
£86m).
Capital expenditure
Capital expenditure of £154m
(FY 2023 £157m, including £3m intangible
assets) comprises £152m from the purchase of property, plant and
equipment and £2m in relation to the purchase of intangible
assets.
|
FY 2024
|
FY 2023
|
|
£m
|
#
|
£m
|
#
|
Maintenance and infrastructure
|
58
|
|
67
|
|
|
|
|
|
|
Remodels -
refurbishment
|
69
|
170
|
65
|
127
|
Remodels - expansionary
|
2
|
8
|
4
|
7
|
Conversions
|
10
|
11
|
11
|
11
|
Acquisitions - freehold
|
12
|
4
|
9
|
4
|
Acquisitions -
leasehold
|
3
|
2
|
1
|
2
|
Total return generating capital expenditure
|
96
|
195
|
90
|
151
|
|
|
|
|
|
Total capital expenditure
|
154
|
|
157
|
|
Maintenance and infrastructure spend
included investment of £9m towards our sustainability ambitions,
such as solar panels and electrified kitchen equipment, as well as
£4m towards digital and technological improvements. Maintenance and
infrastructure spend was slightly lower than prior year due to
reduced spend on IT infrastructure and hardware.
During the period we have made good
progress on increasing the number of completed investment projects,
and we remain committed to resumption of an average seven-year
refurbishment cycle across our estate, although supply chain
constraints, notably in securing timely planning consent, continue
to prove a challenge.
Four freehold sites were acquired in
the year comprising new sites in York, Nunthorpe and Fitzrovia and
the acquisition of the freehold of a site previously operated as
leasehold in Edinburgh. Both of the leasehold acquisitions relate
to new Alex sites in Germany.
Pensions
Both the main pensions schemes of
the group are now substantially de-risked. The Main Plan completed
a full scheme buy-in last year, and the Executive Plan most
recently completed a full scheme buy-out late this year. No further
employer contributions are therefore being made to either scheme.
In the year a return of £35m of historic contributions was made to
the group from amounts held in escrow with respect to the Main
Plan. A further return of £12m, relating to the monies left in the
Executive Plan escrow account, has been received after the balance
sheet date.
One further scheme, remains. This is
closed and unfunded and has estimated liabilities of
£25m.
Over the course of the year
agreement was reached to use any surplus arising in the Main Plan
to pay for employer contributions in the defined contribution
section of that Plan. As this is a change in the Trustee's agreed
use of the surplus compared to prior years the full value of the
surplus of £164m is now recognised in this year's accounts as an
economic benefit to the company.
Net
debt and facilities
On the back of a strong cash
performance, net debta at the period end reduced to
£1,436m, comprised of £989m non-lease liabilities and lease
liabilities of £447m (FY 2023 £1,633m comprised of £1,170m
non-lease liabilities and lease liabilities of £463m). This
represents a multiple of 3.2 times EBITDA over the last year
including lease liabilities (2.2 times excluding these
liabilities).
Further details of existing debt
arrangements and an analysis of net debt can be found in Note 9 to
the consolidated financial statements and at
https://www.mbplc.com/infocentre/debtinformation/.
Going Concern
After considering forecasts,
sensitivities and mitigating actions available to management and
having regard to risks and uncertainties, the Directors have a
reasonable expectation that the Group has adequate resources to
continue to operate within its borrowing facilities and covenants
for a period of at least 12 months from the date of signing the
financial statements. Accordingly, the financial statements have
been prepared on the going concern basis. Full details are included
in Note 1 to the consolidated financial statements.
Director's responsibility statement
We confirm that to the best of our
knowledge:
-
the financial statements, prepared in accordance with the
applicable set of accounting standards, give a true and fair view
of the assets, liabilities, financial position and profit or loss
of the company and the undertakings included in the consolidation
taken as a whole; and
-
the strategic report includes a fair review of the
development and performance of the business and the position of the
issuer and the undertakings included in the consolidation taken as
a whole, together with a description of the principal risks and
uncertainties that they face.
This responsibility statement was
approved by the Board of Directors on 26 November 2024 and is
signed on its behalf by:
Tim Jones
Chief Financial Officer
26 November 2024
Definitions
a - The Directors use a number of
alternative performance measures (APMs) that are considered
critical to aid the understanding of the Group's performance. Key
measures are explained later in this announcement.
b - As measured by the CGA Business
Tracker.
c- CGA
Hospitality Market Monitor, August 2024
d - Asda Income Tracker
Group income statement
|
For the 52 weeks ended 28 September
2024
|
|
|
2024
|
|
2023
|
|
|
|
52
weeks
|
|
53
weeks
|
|
|
|
Before
|
|
|
|
|
|
Before
|
|
|
|
|
|
|
|
separately disclosed
|
|
Separately disclosed
|
|
|
|
separately disclosed
|
|
Separately disclosed
|
|
|
|
|
|
items
|
|
itemsa
|
|
Total
|
|
items
|
|
itemsa
|
|
Total
|
|
|
Notes
|
£m
|
|
£m
|
|
£m
|
|
£m
|
|
£m
|
|
£m
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
2
|
2,610
|
|
-
|
|
2,610
|
|
2,503
|
|
-
|
|
2,503
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs before depreciation,
amortisation and movements in the valuation of the property
portfolio
|
|
(2,168)
|
|
-
|
|
(2,168)
|
|
(2,145)
|
|
-
|
|
(2,145)
|
|
Share in associates'
results
|
|
-
|
|
-
|
|
-
|
|
1
|
|
-
|
|
1
|
|
Net profit arising on property
disposals
|
3
|
-
|
|
2
|
|
2
|
|
-
|
|
3
|
|
3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDAb before movements in the valuation of the
property portfolio
|
|
442
|
|
2
|
|
444
|
|
359
|
|
3
|
|
362
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation, amortisation and
movements in the valuation of the property portfolio
|
3
|
(130)
|
|
(14)
|
|
(144)
|
|
(133)
|
|
(131)
|
|
(264)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating profit/(loss)
|
|
312
|
|
(12)
|
|
300
|
|
226
|
|
(128)
|
|
98
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Finance costs
|
10
|
(109)
|
|
-
|
|
(109)
|
|
(116)
|
|
-
|
|
(116)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Finance income
|
10
|
10
|
|
-
|
|
10
|
|
8
|
|
-
|
|
8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net pensions finance
charge
|
10,
11
|
(2)
|
|
-
|
|
(2)
|
|
(3)
|
|
-
|
|
(3)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit/(loss) before tax
|
|
211
|
|
(12)
|
|
199
|
|
115
|
|
(128)
|
|
(13)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax (charge)/credit
|
4
|
(54)
|
|
4
|
|
(50)
|
|
(19)
|
|
28
|
|
9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit/(loss) for the period
|
|
157
|
|
(8)
|
|
149
|
|
96
|
|
(100)
|
|
(4)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings/(loss) per ordinary share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
5
|
26.4p
|
|
|
|
25.0p
|
|
16.1p
|
|
|
|
(0.7p)
|
|
|
Diluted
|
5
|
26.2p
|
|
|
|
24.8p
|
|
16.1p
|
|
|
|
(0.7p)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
a.
|
Separately disclosed items are
explained and analysed in note 3.
|
b.
|
Earnings before interest, tax,
depreciation, amortisation and movements in the valuation of the
property portfolio. The Directors use a number of alternative
performance measures (APMs) that are considered critical to aid the
understanding of the Group's performance. Key measures are
explained later in this announcement.
|
All results relate to continuing
operations.
Group statement of comprehensive income
|
For the 52 weeks ended 28 September
2024
|
|
|
2024
|
|
2023
|
|
|
52
weeks
|
|
53
weeks
|
|
Notes
|
£m
|
|
£m
|
|
|
|
|
|
Profit/(Loss) for the period
|
|
149
|
|
(4)
|
|
|
|
|
|
Items that will not be reclassified subsequently to profit or
loss:
|
|
|
|
|
|
|
|
|
|
Unrealised gain/(loss) on
revaluation of the property portfolio
|
6
|
254
|
|
(76)
|
Remeasurement of pension
liability
|
11
|
166
|
|
42
|
Tax relating to items not
reclassified
|
4
|
(116)
|
|
5
|
|
|
|
|
|
|
|
304
|
|
(29)
|
|
|
|
|
|
Items that may be reclassified subsequently to profit or
loss:
|
|
|
|
|
|
|
|
|
|
Exchange differences on translation
of foreign operations
|
|
-
|
|
(1)
|
Cash flow hedges:
|
|
|
|
|
- (Losses) arising during the
period
|
|
(34)
|
|
(9)
|
- Reclassification adjustments for
items included in profit or loss
|
|
11
|
|
30
|
Tax relating to items that may be
reclassified
|
4
|
6
|
|
(5)
|
|
|
|
|
|
|
|
(17)
|
|
15
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income/(expense) after
tax
|
|
287
|
|
(14)
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income/(expense) for the
period
|
|
436
|
|
(18)
|
28 September 2024
|
|
2024
|
|
2023
|
|
Notes
|
£m
|
|
£m
|
Assets
|
|
|
|
|
Goodwill and other intangible
assets
|
|
20
|
|
17
|
Property, plant and
equipment
|
6,
8
|
4,419
|
|
4,086
|
Right-of-use assets
|
7,
8
|
307
|
|
327
|
Finance lease receivables
|
|
11
|
|
11
|
Other receivables
|
11
|
-
|
|
47
|
Pension surplus
|
|
164
|
|
-
|
Deferred tax asset
|
|
3
|
|
4
|
Derivative financial
instruments
|
|
19
|
|
33
|
Total non-current assets
|
|
4,943
|
|
4,525
|
|
|
|
|
|
Inventories
|
|
27
|
|
25
|
Trade and other
receivables
|
|
98
|
|
123
|
Finance lease receivables
|
|
1
|
|
1
|
Derivative financial
instruments
|
|
-
|
|
2
|
Cash and cash equivalents
|
9
|
176
|
|
126
|
Total current assets
|
|
302
|
|
277
|
|
|
|
|
|
Total assets
|
|
5,245
|
|
4,802
|
|
|
|
|
|
Liabilities
|
|
|
|
|
Pension liabilities
|
11
|
(1)
|
|
(1)
|
Trade and other payables
|
|
(482)
|
|
(491)
|
Current tax liabilities
|
|
(1)
|
|
(2)
|
Borrowings
|
9
|
(143)
|
|
(144)
|
Lease liabilities
|
7
|
(33)
|
|
(33)
|
Derivative financial
instruments
|
|
(2)
|
|
-
|
Total current liabilities
|
|
(662)
|
|
(671)
|
|
|
|
|
|
Pension liabilities
|
11
|
(24)
|
|
(21)
|
Other payables
|
13
|
(8)
|
|
-
|
Borrowings
|
9
|
(1,041)
|
|
(1,186)
|
Lease liabilities
|
7
|
(414)
|
|
(430)
|
Derivative financial
instruments
|
|
(27)
|
|
(7)
|
Deferred tax liabilities
|
|
(491)
|
|
(348)
|
Provisions
|
|
(12)
|
|
(9)
|
Total non-current liabilities
|
|
(2,017)
|
|
(2,001)
|
|
|
|
|
|
Total liabilities
|
|
(2,679)
|
|
(2,672)
|
|
|
|
|
|
Net
assets
|
|
2,566
|
|
2,130
|
|
|
|
|
|
Equity
|
|
|
|
|
Called up share capital
|
12
|
51
|
|
51
|
Share premium account
|
12
|
357
|
|
357
|
Capital redemption
reserve
|
|
3
|
|
3
|
Revaluation reserve
|
|
1,143
|
|
951
|
Own shares held
|
|
(9)
|
|
(5)
|
Hedging reserve
|
|
(21)
|
|
(4)
|
Translation reserve
|
|
14
|
|
14
|
Retained earnings
|
|
1,028
|
|
763
|
|
|
|
|
|
Total equity
|
|
2,566
|
|
2,130
|
Group statement of changes in equity
|
For the 52 weeks ended 28 September
2024
|
|
Called
|
|
Share
|
|
Capital
|
|
|
|
Own
|
|
|
|
|
|
|
|
|
|
up
share
|
|
premium
|
|
redemption
|
|
Revaluation
|
|
shares
|
|
Hedging
|
|
Translation
|
|
Retained
|
|
Total
|
|
capital
|
|
account
|
|
reserve
|
|
reserve
|
|
held
|
|
reserve
|
|
reserve
|
|
earnings
|
|
equity
|
|
£m
|
|
£m
|
|
£m
|
|
£m
|
|
£m
|
|
£m
|
|
£m
|
|
£m
|
|
£m
|
At 24 September 2022
|
51
|
|
357
|
|
3
|
|
1,009
|
|
(5)
|
|
(20)
|
|
15
|
|
733
|
|
2,143
|
Loss for the period
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(4)
|
|
(4)
|
Other comprehensive
(expense)/income
|
-
|
|
-
|
|
-
|
|
(58)
|
|
-
|
|
16
|
|
(1)
|
|
29
|
|
(14)
|
Total comprehensive (expense)/income
|
-
|
|
-
|
|
-
|
|
(58)
|
|
-
|
|
16
|
|
(1)
|
|
25
|
|
(18)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit in respect of share-based
payments
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
5
|
|
5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 September 2023
|
51
|
|
357
|
|
3
|
|
951
|
|
(5)
|
|
(4)
|
|
14
|
|
763
|
|
2,130
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the period
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
149
|
|
149
|
Other comprehensive
income/(expense)
|
-
|
|
-
|
|
-
|
|
192
|
|
-
|
|
(17)
|
|
-
|
|
112
|
|
287
|
Total comprehensive income/(expense)
|
-
|
|
-
|
|
-
|
|
192
|
|
-
|
|
(17)
|
|
-
|
|
261
|
|
436
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchase of shares
|
-
|
|
-
|
|
-
|
|
-
|
|
(7)
|
|
-
|
|
-
|
|
-
|
|
(7)
|
Release of shares
|
-
|
|
-
|
|
-
|
|
-
|
|
3
|
|
-
|
|
-
|
|
(3)
|
|
-
|
Credit in respect of share-based
payments
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
6
|
|
6
|
Tax on share based
payment
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
1
|
|
1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 28 September 2024
|
51
|
|
357
|
|
3
|
|
1,143
|
|
(9)
|
|
(21)
|
|
14
|
|
1,028
|
|
2,566
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
a.
Group cash flow statement
|
For the 52 weeks ended 28 September
2024
|
|
2024
|
|
2023
|
|
|
52
weeks
|
|
53
weeks
|
|
Notes
|
£m
|
|
£m
|
Cash
flow from operations
|
|
|
|
|
Operating profit
|
|
300
|
|
98
|
Add back/(deduct):
|
|
|
|
|
Movement in the valuation of the
property portfolio
|
3
|
14
|
|
131
|
Net profit arising on property
disposals
|
3
|
(2)
|
|
(3)
|
Loss on disposal of fixtures,
fittings and equipment
|
|
-
|
|
2
|
Depreciation of property, plant and
equipment
|
6
|
92
|
|
93
|
Amortisation of
intangibles
|
|
4
|
|
4
|
Depreciation of right-of-use
assets
|
7
|
34
|
|
36
|
Cost charged in respect of
share-based payments
|
|
7
|
|
5
|
Administrative pension
costs
|
11
|
5
|
|
5
|
Share of associates
results
|
|
-
|
|
(1)
|
Settlement of pre existing lease
contracts
|
13
|
-
|
|
3
|
Fair value gain on
associate
|
13
|
-
|
|
(5)
|
|
|
|
|
|
Operating cash flow before movements in working
capital
and
additional pension contributions
|
|
454
|
|
368
|
Increase in inventories
|
|
(1)
|
|
(2)
|
Decrease/(Increase) in trade and
other receivables
|
|
44
|
|
(42)
|
Increase in trade and other
payables
|
|
8
|
|
44
|
Decrease in provisions
|
|
(1)
|
|
(1)
|
Additional pension
contributions
|
11
|
(1)
|
|
(8)
|
|
|
|
|
|
Cash
flow from operations
|
|
503
|
|
359
|
Interest
paymentsa
|
|
(96)
|
|
(95)
|
Interest receipts/(payments) on
interest rate swapsa
|
|
3
|
|
(7)
|
Interest receipts on cross currency
swapa
|
|
7
|
|
7
|
Interest payments on cross currency
swapa
|
|
(5)
|
|
(4)
|
Other interest paid - lease
liabilities
|
9
|
(17)
|
|
(16)
|
Borrowing facility fees
paid
|
|
-
|
|
(2)
|
Interest received
|
|
9
|
|
9
|
Tax paid
|
|
(18)
|
|
(3)
|
|
|
|
|
|
Net
cash from operating activities
|
|
386
|
|
248
|
|
|
|
|
|
Investing activities
|
|
|
|
|
Acquisition of 3Sixty Restaurants
Limited
|
13
|
-
|
|
(12)
|
Acquisition of Pesto Restaurants
Ltd
|
13
|
(2)
|
|
-
|
Purchases of property, plant and
equipment
|
|
(152)
|
|
(154)
|
Purchases of intangible
assets
|
|
(2)
|
|
(3)
|
Proceeds from sale of property,
plant and equipment
|
|
1
|
|
3
|
Finance lease principal repayments
received
|
|
1
|
|
1
|
|
|
|
|
|
Net
cash used in investing activities
|
|
(154)
|
|
(165)
|
|
|
|
|
|
Financing activities
|
|
|
|
|
Purchase of own shares
|
|
(7)
|
|
-
|
Repayment of principal in respect of
securitised debtb
|
9
|
(128)
|
|
(121)
|
Principal receipts on currency
swapb
|
9
|
21
|
|
21
|
Principal payments on currency
swapb
|
9
|
(16)
|
|
(16)
|
Cash payments for the principal
portion of lease liabilities
|
9
|
(41)
|
|
(53)
|
Repayment of other
borrowings
|
|
(1)
|
|
-
|
Short term financing of employee
advances
|
|
2
|
|
-
|
|
|
|
|
|
Net
cash used in financing activities
|
|
(170)
|
|
(169)
|
|
|
|
|
|
Net
increase/(decrease) in cash and cash equivalents
|
|
62
|
|
(86)
|
|
|
|
|
|
Cash and cash equivalents at the
beginning of the period
|
9
|
103
|
|
190
|
Foreign exchange
movements
|
|
(1)
|
|
(1)
|
|
|
|
|
|
Cash
and cash equivalents at the end of the period
|
9
|
164
|
|
103
|
a. Interest
paid is split to show gross payments on the interest rate and cross
currency swaps.
b.
Principal repayments on securitised debt are split
to show repayments relating to the cross currency swap.
Notes to the consolidated financial
statements
1.
Preparation of preliminary consolidated financial
statements
General information
Mitchells & Butlers plc, along
with its subsidiaries, (together 'the Group') is required to
prepare its consolidated financial statements in accordance with
UK-adopted International Financial Reporting Standards (IFRSs) as
and in accordance with the Companies Act 2006. While the financial
information included in this release is based on the Group's
consolidated financial statements and has been prepared in
accordance with the recognition and measurement criteria of
UK-adopted International Financial Reporting Standards (IFRSs),
this announcement does not itself contain sufficient information to
comply with IFRSs.
The preliminary financial statements
include the results of Mitchells & Butlers plc and all its
subsidiaries for the 52 week period ended 28 September 2024. The
comparative period is for the 53 week period ended 30 September
2023. The respective balance sheets have been drawn up as at 28
September 2024 and 30 September 2023.
The consolidated financial
statements have been prepared on the historical cost basis as
modified by the revaluation of freehold and long leasehold
properties, pension obligations and financial
instruments.
The Group's accounting policies have
been applied consistently.
Going concern
The Directors have adopted the
going concern basis in preparing these financial statements after
assessing the impact of identified principal risks and their
possible adverse impact on financial performance, specifically
revenue and cash flows throughout the going concern period, being
12 months from the date of signing of these financial
statements.
The Group's primary source of
borrowings is through nine tranches of fully amortising loan notes
with a gross debt value of just under £1.2bn as at the end of the
year. These are secured against the majority of the Group's
property and future income streams. The principal repayment period
varies by class of note with maturity dates ranging from 2028 to
2036. Within this financing structure there are two main covenants:
the level of net worth (being the net asset value of the
securitisation group) and, FCF to DSCR. As at 28th
September 2024 there was substantial headroom on the net worth
covenant. FCF to DSCR represents the multiple of Free Cash Flow
(being EBITDA less tax and required capital maintenance
expenditure) generated by sites within the structure to the cost of
debt service (being the repayment of principal, net interest
charges and associated fees). This is tested quarterly on both a
trailing two quarter and a four quarter basis.
The Group also has a committed
unsecured credit facility of £200m, with a negative pledge in
favour of participating banks and an expiry date in July 2026. At
the balance sheet date there were no drawings under this
facility. This facility has two main financial covenants,
based on the performance of the unsecured estate: the ratio of
EBITDAR to rent plus interest (at a minimum of 1.25 times) and Net
Debt to EBITDA (to be no more than 3.0 times), both tested on a
half-yearly basis (for the prior four quarters).
In the year ahead the main
uncertainties facing the Group are
considered to be the maintenance of sales growth in the face of
pressure on consumer spending power, and the rate of cost
inflation. The outlook for these is uncertain and will depend on a
number of factors including consumer confidence, global political
developments, supply chain disruptions and government
policies.
The Directors
have reviewed the
financing arrangements against a
base case forward trading forecast in which they
have considered the Group's current financial position. This
forecast assumes mid single digit growth in sales across the year.
Cost inflation is assumed to remain at broadly similar levels to
the previous financial year with the marked exception of energy
costs, which are assumed to be stable with no further deflation
from recent historic peaks, and labour costs, which include
provision for increased levels of employers national insurance
contributions from April 2025. As a result, an overall net increase
of approximately five percent across the cost base of the business
of approximately £2bn is expected. Under this base case the Group
is able to stay within securitisation and committed facility
financial covenants and maintains sufficient
liquidity.
1.
Preparation of preliminary consolidated financial statements
(continued)
Going concern (continued)
The Directors
have also considered a severe but plausible downside
scenario covering adverse movements
against the base forward forecast in both sales and cost inflation
in which some mitigation activity is taken including lower capital
expenditure on site remodel activity and a flex down of labour and
site costs in line with reduced sales. In this scenario sales are assumed to remain marginally in growth
but at three percent below the base case forecast. Unmitigated cost
inflation is also higher in the areas of food and energy. In this
downside scenario the Group is again able to stay within
securitisation and committed facility financial covenants, whilst
maintaining sufficient liquidity.
Furthermore, the Directors have
considered a reverse stress test analysis, to review the headroom
below which trading could fall beyond the downside scenario before
the earlier of financial covenants becoming breached, or available
liquidity becoming insufficient. This analysis indicates that on
consistent cost assumptions, sales would be able to fall by
approximately five percent beyond the downside case throughout the
assessment period before financial covenants were breached, when
tested at Q4 FY25 being the last full testing period within the 12
month going concern assessment period. In this scenario the Group
would still have sufficient available liquidity.
After due consideration of these
factors, the directors therefore believe that it remains
appropriate to prepare the financial statements on a going concern
basis.
Foreign currencies
The results of overseas operations
have been translated into sterling at the weighted average euro
rate of exchange for the period of £1 = €1.15 (2023 £1 = €1.16),
where this is a reasonable approximation to the rate at the dates
of the transactions. Euro and US dollar denominated assets
and liabilities have been translated at the relevant rate of
exchange at the balance sheet date of £1 = €1.20 (2023 £1 = €1.15)
and £1 = $1.34 (2023 £1 = $1.22) respectively.
New
and amended IFRS Standards that are effective for the current
period
The International Accounting
Standards Board (IASB) and International Financial Reporting
Interpretations Committee (IFRIC) have issued the following
standards and interpretations which have been adopted by the Group
in these consolidated financial statements for the first time with
no material impact.
Accounting standard
|
Effective date
|
Amendments to IAS
1
and IFRS Practice Statement 2 (Disclosure of Accounting
Policies)
|
1 January 2023
|
Amendments to
IAS 8 (Definition of Accounting Estimates)
|
1 January 2023
|
Amendments to IAS 12 (Deferred Tax related to Assets and
Liabilities arising
from a Single Transaction)
|
1 January 2023
|
IFRS 17 Insurance Contracts
|
1 January 2023
|
Critical accounting judgements and key sources of estimation
uncertainty
The preparation of the consolidated
financial statements requires management to make judgements,
estimates and assumptions in the application of accounting policies
that affect reported amounts of assets, liabilities, income and
expense.
Estimates and judgements are
periodically evaluated and are based on historical experience and
other factors including expectations of future events that are
believed to be reasonable under the circumstances. Actual
results may differ from these estimates.
1.
Preparation of preliminary consolidated financial statements
(continued)
Critical accounting judgements and key sources of estimation
uncertainty (continued)
Judgements and estimates for the
period remain largely unchanged from the prior period, with the
additional area of judgement around the recognition of pension
surplus (see note 11).
Significant accounting
estimates:
The significant accounting estimate
with a significant risk of a material change to the carrying value
of assets and liabilities within the next year in terms of IAS 1
Presentation of Financial Statements, is:
·
Fair value of freehold and long leasehold properties - see
note 6
Other areas of judgement are
described in each section listed below:
·
Determination of items that are separately
disclosed - see note 3
·
Impairment review of short leasehold properties
and right-of-use assets - see note 8
·
Recognition of pension surplus - see note
11
Other sources of estimation
uncertainty are described in:
·
Impairment review of short leasehold properties
and right-of-use assets - see note 8
2.
Segmental analysis
Operating segments
IFRS 8 Operating Segments requires
operating segments to be based on the Group's internal reporting to
its Chief Operating Decision Maker (CODM). The CODM is regarded as
the Chief Executive together with other Board members. The Group
trades in one business segment (that of operating pubs and
restaurants) and the Group's brands meet the aggregation criteria
set out in Paragraph 12 of IFRS 8. Economic indicators assessed in
determining that the aggregated operating segments share similar
economic characteristics include: expected future financial
performance; operating and competitive risks; and return on
invested capital. As such, the Group reports the business as
one reportable business segment.
The CODM uses EBITDA and operating
profit before interest and separately disclosed items as the key
measures of the Group's results on an aggregated basis.
Geographical segments
Substantially all of the Group's
business is conducted in the United Kingdom. In presenting
information by geographical segment, segment revenue and
non-current assets are based on the geographical location of
customers and assets.
|
Geographical segments
|
UK
|
|
Germany
|
|
Total
|
|
2024
52
weeks
|
|
2023
53
weeks
|
|
2024
52
weeks
|
|
2023
53
weeks
|
|
2024
52
weeks
|
|
2023
53
weeks
|
|
£m
|
|
£m
|
|
£m
|
|
£m
|
|
£m
|
|
£m
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue - sales to third
parties
|
2,493
|
|
2,387
|
|
117
|
|
116
|
|
2,610
|
|
2,503
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment non-current
assetsa
|
4,706
|
|
4,442
|
|
51
|
|
46
|
|
4,757
|
|
4,488
|
|
|
|
|
|
|
|
|
|
|
|
| |
a.
|
Includes balances relating to
intangibles, property, plant and equipment, right-of-use assets,
finance lease receivables and non-current other
receivables.
|
3.
Separately disclosed items
The items identified in the current
period are as follows:
|
|
2024
|
|
2023
|
|
|
52
weeks
|
|
53
weeks
|
|
Notes
|
£m
|
|
£m
|
Separately disclosed items
|
|
|
|
|
|
|
|
|
|
Gaming machine settlement
|
a
|
-
|
|
(1)
|
Fair value adjustment to investment
in 3Sixty Restaurants Limited
|
b
|
-
|
|
5
|
Settlement of pre-existing lease
contracts on acquisition of 3Sixty Restaurants Limited
|
c
|
-
|
|
(3)
|
Costs associated with the
acquisition of 3Sixty Restaurants Limited
|
d
|
-
|
|
(1)
|
Total separately disclosed items
recognised within operating costs
|
|
-
|
|
-
|
|
|
|
|
|
Net profit arising on property
disposals
|
|
2
|
|
3
|
|
|
|
|
|
Movement in the valuation of the
property portfolio:
|
|
|
|
|
- Impairment credit/(charge) arising
from the revaluation of freehold and long leasehold
properties
|
e
|
4
|
|
(110)
|
- Net impairment of short leasehold
and unlicensed properties
|
f
|
-
|
|
(6)
|
- Net impairment of right-of-use
assets
|
g
|
(17)
|
|
(14)
|
- Net impairment of computer
software
|
h
|
(1)
|
|
-
|
- Net impairment of
goodwill
|
i
|
-
|
|
(1)
|
|
|
|
|
|
Net movement in the valuation of the
property portfolio
|
|
(14)
|
|
(131)
|
|
|
|
|
|
Total separately disclosed items before tax
|
|
(12)
|
|
(128)
|
|
|
|
|
|
Tax credit relating to above
items
|
|
4
|
|
28
|
|
|
|
|
|
|
|
|
|
|
Total separately disclosed items after tax
|
|
(8)
|
|
(100)
|
a.
|
During prior periods £19m was
received from HMRC, relating to VAT on gaming machine income for
the period 2005 to 2012, including interest. An estimate of £20m
for the amount receivable was recognised in the 52 weeks ended 25
September 2021 as a separately disclosed item. As a result,
the shortfall of £1m was recognised in the prior period.
|
b.
|
During the prior period, on 18 June
2023 the Group acquired the remaining 60% of share capital of
3Sixty Restaurants Limited, after having a 40% interest since April
2018. As a result of this acquisition achieved in stages, the
Group has applied the principles of IFRS 3 and remeasured the 40%
interest to fair value at acquisition (see note 13 for further
details).
|
c.
|
As a result of the acquisition of
3Sixty Restaurants Limited in the prior period, a loss was
recognised at acquisition for the settlement of pre-existing lease
contracts, due to the terms of the contracts being below market
terms (see note 13 for further details).
|
d.
|
Relates to integration costs,
restructuring costs and legal and professional fees incurred in the
prior period acquisition of 3Sixty Restaurants Limited.
|
e.
|
The impairment arising from the
Group's revaluation of its freehold and long leasehold pub estate
comprises an impairment charge, where the carrying values of the
properties exceed their recoverable amount, net of a revaluation
surplus that reverses past impairments. See note 6 for further
details.
|
f.
|
Impairment of short leasehold and
unlicensed properties where their carrying values exceed their
recoverable amounts, net of reversals of past impairments. See note
8 for further details.
|
g.
|
Impairment of right-of-use assets
where their carrying values exceed their recoverable amounts, net
of reversals of past impairments. See note 8 for further
details.
|
h.
|
Impairment of computer software
where the carrying value exceeds the recoverable amount. See note 8
for further details.
|
i.
|
Impairment of goodwill where the
carrying value exceeds the recoverable amount. See note 8 for
further details.
|
4.
Taxation
Taxation - Group income statement
|
2024
|
|
2023
|
|
52
weeks
|
|
53
weeks
|
|
£m
|
|
£m
|
Current tax:
-
Corporation tax
|
(16)
|
|
(5)
|
Total current tax charge
|
(16)
|
|
(5)
|
|
|
|
|
Deferred tax:
- Origination and reversal of
temporary differences
|
(33)
|
|
11
|
- Effect of changes in UK tax
rate
|
-
|
|
3
|
- Amounts under-provided in prior
periods
|
(1)
|
|
-
|
Total deferred tax
(charge)/credit
|
(34)
|
|
14
|
|
|
|
|
|
|
Total tax (charge)/credit in the
Group income statement
|
(50)
|
|
9
|
|
Further analysed as tax relating
to:
Profit before separately disclosed
items
|
(54)
|
|
(19)
|
Separately disclosed
items
|
4
|
|
28
|
|
|
|
|
Total tax (charge)/credit in the
Group income statement
|
(50)
|
|
9
|
The standard rate of corporation tax
applied to the reported profit/(loss) is 25.0% (2023
22.0%).
The tax charge (2023 credit) in the
Group income statement for the period is in line with (2023 higher
than) the standard rate of corporation tax in the UK. The
differences are reconciled below:
|
2024
|
|
2023
|
|
|
52
weeks
|
|
53
weeks
|
|
|
£m
|
|
£m
|
|
|
|
|
|
|
Profit/ (Loss) before tax
|
199
|
|
(13)
|
|
|
|
|
|
|
Taxation (charge)/credit at the UK
standard rate of corporation tax of 25.0% (2023 22.0%)
|
(50)
|
|
3
|
|
Expenses not deductible
|
(3)
|
|
(1)
|
|
Permanent benefits
|
4
|
|
5
|
|
Tax credit in respect of change in
UK tax rate
|
-
|
|
3
|
|
Effect of different tax rates of
subsidiaries in other jurisdictions
|
-
|
|
(1)
|
|
Adjustments in respect of prior
periods
|
(1)
|
|
-
|
|
|
|
|
|
|
Total tax (charge)/credit in the
Group income statement
|
(50)
|
|
9
|
|
4.
Taxation (continued)
Taxation for other jurisdictions is
calculated at the rates prevailing in those
jurisdictions.
|
2024
|
|
2023
|
|
52
weeks
|
|
53
weeks
|
|
£m
|
|
£m
|
Deferred tax in the Group income statement:
|
|
|
|
Accelerated capital
allowances
|
(14)
|
|
(14)
|
Unrealised losses on
revaluations
|
-
|
|
28
|
Tax losses - UK
|
(15)
|
|
-
|
Tax losses - Interest
Restriction
|
(7)
|
|
-
|
Retirement benefit
obligations
|
1
|
|
-
|
Share based payments
|
1
|
|
-
|
|
|
|
|
Total deferred tax (charge)/credit
in the Group income statement
|
(34)
|
|
14
|
Taxation - other comprehensive income
|
|
|
|
|
|
2024
|
|
2023
|
|
|
52
weeks
|
|
53
weeks
|
|
|
£m
|
|
£m
|
|
Deferred tax:
|
|
|
|
|
|
|
|
|
|
Items that will not be reclassified
subsequently to profit or loss:
|
|
|
|
|
- Unrealised (gains)/losses due to revaluations - revaluation
reserve
|
(74)
|
|
18
|
|
- Unrealised gains due to revaluations - retained
earnings
|
-
|
|
(4)
|
|
- Remeasurement of pension liability
|
(42)
|
|
(9)
|
|
|
|
|
|
|
|
(116)
|
|
5
|
|
|
|
|
|
|
Items that may be reclassified
subsequently to profit or loss:
|
|
|
|
|
- Cash flow hedges
|
6
|
|
(5)
|
|
|
|
|
|
|
Total tax charge recognised in other
comprehensive income
|
(110)
|
|
-
|
|
|
2024
|
|
2023
|
|
52
weeks
|
|
53
weeks
|
|
£m
|
|
£m
|
Tax
relating to items recognised directly in equity
|
|
|
|
|
|
|
|
Deferred tax:
|
|
|
|
- Tax credit related to share-based
payments
|
1
|
|
-
|
Factors which may affect future tax charges
The Group is within the scope of the
OECD Pillar Two (Global Minimum Tax) model rules. The
legislation has been substantively enacted in the UK and Germany,
being the jurisdictions in which the Group operates. The
rules will be effective for the Group from the accounting period
commencing 29 September 2024. Initial assessments indicate
that Pillar Two income taxes will not be material to the Group,
with the effective tax rate in the UK and Germany both exceeding
the 15% global minimum tax rate by some margin. The Group
will continue to work on evaluating the final impact of both the
calculations and the reporting requirements through FY
2025.
For the year to 28 September 2024,
the Group has applied the IAS 12 mandatory exception to recognising
and disclosing information about deferred tax assets and
liabilities related to Pillar Two income taxes.
5.
Earnings/(loss) per share
Basic earnings per share (EPS) has
been calculated by dividing the profit for the period by the
weighted average number of ordinary shares in issue during the
period, excluding own shares held by employee share
trusts.
For diluted earnings per share, the
weighted average number of ordinary shares is adjusted to assume
conversion of all dilutive potential ordinary shares.
Adjusted earnings per ordinary share
amounts are presented before separately disclosed items (see note
3) in order to allow an understanding of the adjusted trading
performance of the Group.
The profits used for the earnings
per share calculations are as follows:
|
2024
|
|
2023
|
|
52
weeks
|
|
53
weeks
|
|
£m
|
|
£m
|
|
|
|
|
Profit/(Loss) for the
period
|
149
|
|
(4)
|
Separately disclosed
items, net of tax
|
8
|
|
100
|
|
|
|
|
Adjusted profit for the
perioda
|
157
|
|
96
|
a. Adjusted profit and adjusted
EPS are alternative performance measures (APMs) and are considered
critical to aid understanding of the Group's performance. These
measures are explained later in this announcement.
The number of shares used for the
earnings per share calculations are as follows:
|
2024
|
|
2023
|
|
52
weeks
|
|
53
weeks
|
|
million
|
|
million
|
|
|
|
|
Basic weighted average number of
ordinary shares
|
595
|
|
595
|
|
|
|
|
Effect of dilutive potential
ordinary shares:
|
|
|
|
- Contingently issuable
shares
|
5
|
|
-
|
|
|
|
|
Diluted weighted average number of
shares
|
600
|
|
595
|
|
2024
|
|
2023
|
|
52
weeks
|
|
53
weeks
|
|
pence
|
|
pence
|
Basic earnings/(loss) per
share
|
|
|
|
Basic earnings/(loss) per
share
|
25.0p
|
|
(0.7p)
|
Separately disclosed items net of
tax per share
|
1.4p
|
|
16.8p
|
|
|
|
|
Adjusted basic earnings per
sharea
|
26.4p
|
|
16.1p
|
|
|
|
|
Diluted earnings/(loss) per
share
|
|
|
|
Diluted earnings/(loss) per
share
|
24.8 p
|
|
(0.7) p
|
Adjusted diluted earnings per
sharea
|
26.2 p
|
|
16.1 p
|
|
|
|
|
a. Adjusted
profit and adjusted EPS are alternative performance measures (APMs)
and are considered critical to aid understanding of the Group's
performance. These measures are explained later in this
announcement.
At 28 September 2024, 1,486,595
(2023 7,323,559) other share options were outstanding that could
potentially dilute basic EPS in the future but were not included in
the calculation of diluted EPS as they are anti-dilutive for the
periods presented.
6.
Property, plant and equipment
Accounting policies
Property, plant and equipment
The majority of the Group's
freehold and long leasehold licensed land and buildings, and the
associated landlord's fixtures, fittings and equipment (i.e. fixed
fittings) are revalued annually and are therefore held at fair
value less depreciation. Tenant's fixtures and fittings (i.e.
loose fixtures) within freehold and long leasehold properties, are
held at cost less depreciation and impairment.
Short leasehold buildings (leases
with an unexpired lease term of less than 50 years), unlicensed
land and buildings and associated fixtures, fittings and equipment
are held at cost less depreciation and impairment.
Revaluation
The revaluation, performed at 28
September 2024, is determined via annual third-party inspection of
20% of the sites with the aim that all sites are individually
valued approximately every five years. The valuation utilises
estimates of fair maintainable trade (FMT) and valuation
multiples. The revaluation determined by the annual
inspection was carried out in accordance with the RICS Valuation -
Global Standards 2022 which incorporate the International Valuation
Standards and the RICS Valuation - Professional Standards UK (the
'Red Book') assuming each asset is sold as a fully operational
trading entity.
Properties are valued as fully
operational entities, to include fixtures and fittings but
excluding stock, personal goodwill and estimated fair value of
tenant's fixtures and fittings.
The 80% of the freehold and long
leasehold estate which is not subject to a third-party valuation in
the period is instead revalued internally by management. The
Group's external valuer provides advice to management in relation
to their internal valuation. This valuation is performed
using estimates of FMT, together with the same valuation multiples
as those applied by the external valuer. Sites impacted by
expansionary capital investment in the preceding twelve months are
reviewed for impairment only, based on estimated annualised post
investment FMT against the carrying value of the asset. Where the
value of land and buildings derived purely from a multiple applied
to the FMT misrepresents the underlying asset value, a spot
valuation is applied.
Surpluses which arise from the
revaluation exercise are included within other comprehensive income
(in the revaluation reserve) unless they are reversing a
revaluation deficit which has been recognised in the income
statement previously; in which case an amount equal to a maximum of
that recognised in the income statement previously is recognised in
the income statement. Where the revaluation exercise gives
rise to a deficit, this is reflected directly within the income
statement, unless it is reversing a previous revaluation surplus
against the same asset; in which case an amount equal to the
maximum of the revaluation surplus is recognised within other
comprehensive income (in the revaluation reserve).
Impairment
Short leaseholds, unlicensed
properties and fixtures and fittings are reviewed on an outlet
basis for impairment if events or changes in circumstances indicate
that the carrying amount may not be recoverable. Further
details of the impairment policy are provided in the impairment
note 8.
6.
Property, plant and equipment (continued)
Property, plant and equipment can be
analysed as follows:
|
2024
|
|
2023
|
|
£m
|
|
£m
|
|
|
|
|
At beginning of period
|
4,086
|
|
4,194
|
Acquired through business
combinations (note 13)
|
7
|
|
29
|
Additions
|
163
|
|
151
|
Disposals
|
(2)
|
|
(3)
|
Net increase/(decrease) from
property revaluation
|
258
|
|
(186)
|
Net impairment of short leasehold
properties
|
-
|
|
(6)
|
Depreciation provided during the
period
|
(92)
|
|
(93)
|
Exchange differences
|
(1)
|
|
-
|
|
|
|
|
At end of period
|
4,419
|
|
4,086
|
Revaluation and impairment recognised
Current period valuations have
been incorporated into the consolidated financial statements and
the resulting revaluation adjustments have been taken to the
revaluation reserve or Group income statement as
appropriate.
The impact of the
revaluations/impairments described above is as follows:
|
2024
|
|
2023
|
|
53
weeks
|
|
53
weeks
|
|
£m
|
|
£m
|
Group income statement
|
|
|
|
Revaluation deficit charged as an
impairment
|
(120)
|
|
(162)
|
Reversal of past revaluation
deficits
|
124
|
|
52
|
|
|
|
|
Total impairment reversal/(charge)
arising from the revaluation
|
4
|
|
(110)
|
|
|
|
|
Impairment of short leasehold and
unlicensed properties (note 8)
|
(7)
|
|
(11)
|
Reversal of past impairments of
short leasehold and unlicensed properties (note 8)
|
7
|
|
5
|
|
|
|
|
Net impairment of short leaseholds
and unlicensed properties
|
-
|
|
(6)
|
|
|
|
|
|
|
|
|
Total impairment reversal/(charge)
recognised in the income statement
|
4
|
|
(116)
|
|
|
|
|
Group statement of other comprehensive
income
|
|
|
|
Unrealised revaluation
surplus
|
356
|
|
162
|
Reversal of past revaluation
surplus
|
(102)
|
|
(238)
|
|
|
|
|
Total movement recognised in other
comprehensive income
|
254
|
|
(76)
|
|
|
|
|
Net
increase/(decrease) in property, plant and
equipment
|
258
|
|
(192)
|
Accounting judgements
Revaluation of freehold and long leasehold
properties
The revaluation methodology is
determined, with advice from CBRE, independent chartered surveyors
and incorporates management judgement where appropriate. The
application of a valuation multiple to the fair maintainable trade
of each site is considered the most appropriate method for the
Group to determine the fair value of freehold and long leasehold
licensed land and buildings.
6.
Property, plant and equipment (continued)
Accounting judgements (continued)
In the current and prior period,
judgement has been applied to establish the basis of FMT that a
willing third-party buyer would assume. The estimation of FMT
is derived from the individual profit and loss accounts of pubs and
restaurants and is inclusive of the centrally recorded trading
margins earned by the Group but exclusive of certain head office
costs. This represents the Group's best view of the value
that would be attributed by other reasonably efficient operators.
In the current period FMT reflects the reported site
performance. In the prior period the prevailing reported
profits were negatively impacted by high and sustained cost
inflation, notably in food and energy price increases driven by the
Ukraine conflict. However the inflationary pressures were not
expected to fully impact on site valuations and as such, FMT was
determined to include an adjustment to reported profit
margins.
Where sites have been impacted by
expansionary capital investment in the preceding twelve months, the
FMT has been determined by estimating annualised post-investment
operating profit with reference to post-investment
forecasts.
For the purposes of the valuation,
and in order to group together properties of a similar nature,
groupings by brand are applied for which standard multiples have
been established through third-party inspections of 20% of the
freehold and long leasehold licensed property estate.
Judgements are applied in assessing multiples on the basis of
market evidence of transaction prices and nature of the overall
offer within the local market, with specific consideration given to
geographical location, ancillary revenue such as accommodation
sales from bedrooms and lease terms for long leasehold
sites.
Revaluation of freehold and long leasehold properties
(continued)
Further judgement is required when a
spot valuation is applied where the property value derived purely
from a multiple applied to the fair maintainable trade
misrepresents the underlying asset value with consideration given
to the level of trade and location
characteristics.
Significant accounting estimates
Revaluation of freehold and long leasehold
properties
The application of the valuation
methodology requires two significant estimates; the estimation of
valuation multiples, which are determined via third-party
inspections; and an estimate of FMT.
In the prior period adjustments were
made to pub and restaurant trading margins to reflect the margin
impacts of cost inflation which were expected to persist into the
level of FMT used by third-party, reasonably efficient operators in
arriving at a transaction price. The impact of inflation across
drink and food, labour, energy and other pub operating costs
compared to pre Covid was assessed and adjusted individually.
In aggregate approximately 2.5% of the total margin reduction
reported in the prior period against pre Covid trade was expected
to recover in the short to medium term and was included in
estimated FMT. In the current period, costs have stabilised
such that the Group's external valuer now considers that the
current level of reported site profitability is representative of
the FMT that a third-party, reasonably efficient operator would
include in arriving at a transaction price.
The estimation of valuation
multiples is derived from the valuers knowledge of market evidence
of transaction prices for similar properties. In the current
period the multiples adopted are mostly in line with the prior
period other than a slight easing for some parts of the premium end
of the market.
There is considered to be a
significant risk that an adjustment to either of these assumptions
could lead to a material change in the property valuation within
the next year.
The carrying value of properties to
which these estimates apply is £4,260m (2023 £3,933m).
Sensitivity analysis
Changes in the FMT, or the
multiple could materially impact the valuation of the freehold and
long leasehold properties, and as such they are both considered to
be significant estimates in the current period.
6.
Property, plant and equipment (continued)
Significant accounting estimates
(continued)
FMT
In the current period, FMT has
increased by 6% over the prior period's adjusted FMT, excluding the
sites with investment in the current period which are only assessed
for impairment. Given trading has now normalised following
the disruption caused by the Covid pandemic in 2020, and there is a
more stable inflationary environment, a return to pre Covid FMT
movements is considered to be within range of reasonably possible
outcomes. Over the three years reported prior to Covid the
average movement in the FMT of the revalued estate was 1%.
Assuming multiples remain stable, it is estimated that a 1%
reduction in the FMT would generate an approximate £37m reduction
in the valuation. A 1% increase in the FMT is estimated to
generate an approximate £36m increase in the valuation. The
sensitivity does not apply to sites with spot valuations as these
valuations are independent of reported operating profits. Any
change to the spot valuations would not be material.
Multiples
Valuation multiples are determined
at an individual brand level. Over the last three financial
periods, the weighted average brand multiple has moved by an
average of 0.1, which is considered to be within the range of
reasonably possible outcomes for future movements in
multiples. It is estimated that a 0.1 reduction in the
multiple would generate an approximate £42m reduction in the
valuation. A 0.1 increase to the multiple is estimated to
generate an approximate £41m increase in the valuation.
Impairment review
Short leasehold and unlicensed
properties (comprising land, buildings, fixtures, fittings and
equipment) which are not revalued to fair market value, are
reviewed for impairment as described in the impairment note 8.
A net impairment of £nil (2023 £6m) has been recognised
against short leasehold and unlicensed properties in the
period.
7.
Leases
Right-of-use
assets
Right-of-use assets can be analysed
as follows:
|
2024
|
|
2023
|
|
£m
|
|
£m
|
|
|
|
|
At beginning of period
|
327
|
|
339
|
Acquired through business
combinations (note 13)
|
7
|
|
6
|
Additions
|
30
|
|
36
|
Disposals
|
(5)
|
|
(2)
|
Impairment
|
(17)
|
|
(14)
|
Depreciation provided during the
period
|
(34)
|
|
(36)
|
Foreign currency
movements
|
(1)
|
|
(2)
|
|
|
|
|
At end of period
|
307
|
|
327
|
Impairment review of right-of-use assets
Right-of-use assets are reviewed
for impairment by comparing site recoverable amounts to their
carrying values. Impairment is considered at a cash-generating unit
level. A net impairment of £17m (2023 £14m) has been
recognised against right-of-use assets in the period. Details of
the impairment review at a cash-generating unit level are disclosed
in note 8.
Lease
liabilities
|
2024
|
|
2023
|
Analysed as:
|
£m
|
|
£m
|
Current lease liabilities -
principal amounts due within twelve months
|
33
|
|
33
|
Non-current lease liabilities -
principal amounts due after twelve months
|
414
|
|
430
|
|
447
|
|
463
|
8.
Impairment
Accounting policies
Impairment - Property, plant and equipment, right-of-use
assets, computer software and goodwill
Impairment reviews are considered
at a cash-generating unit level, with this being an individual
outlet.
The carrying value of assets for
an individual outlet, comprise the property, plant and equipment
value, the associated right-of-use asset and any attributable
goodwill, together with an allocation of central asset values
(property, plant and equipment, right-of-use asset and computer
software). At each balance sheet date, the Group assesses whether
there is any indication that the carrying value of assets for
individual outlets may be impaired. If any such impairment
indicator exists then an impairment loss is recognised whenever the
carrying value of the outlet exceeds its recoverable amount, which
is determined as the higher of the value in use, or fair value less
costs to sell for each outlet. Any resulting impairment
relates to sites with poor trading performance, where the output of
the value in use calculations are insufficient to justify their
current net book value. Changes in outlet earnings or cash
flows, the discount rate applied to those cash flows, or the
estimate of fair value less costs of disposal could give rise to an
additional impairment loss.
Where an impairment loss
subsequently reverses, the carrying amount of the asset is
increased to the revised estimate of its recoverable amount, but
only so that the increased carrying amount does not exceed the
carrying amount that would have been determined had no impairment
loss been recognised for the asset in prior periods. A
reversal of an impairment loss is recognised in the income
statement. An impairment reversal is only recognised where
there is a change in circumstances or favourable events since the
last impairment test impacting estimates used to determine
recoverable amounts, not where it results from the passage of
time.
Accounting judgements
Impairment review of cash-generating units -
property, plant and equipment, right-of-use assets, computer
software and goodwill
For the individual outlet level
impairment review, judgement has been applied to determine the most
appropriate site level profit and cash flow forecasts based on the
Group forecast for FY 2025 to FY 2027 that was in place at the
balance sheet date.
Management apply judgement when
allocating overhead costs to site cash flows, with an overhead
allocation being made only for those costs that can be directly
attributable to a site on a consistent basis. Judgement is
applied in the allocation of corporate level assets to individual
cash generating units, based on relative profitability.
Other sources of estimation uncertainty
Impairment review of cash-generating units -
property, plant and equipment, right-of-use assets, computer
software and goodwill
The impairment review requires two
key sources of estimation uncertainty in calculating the value in
use: the estimation of forecast cash flows for each site and the
selection of an appropriate discount rate. The discount rate
is applied consistently to each cash-generating unit.
The carrying value of assets to
which these estimates apply is £442m (2023 £452m).
Impairment review of cash-generating units, comprising
property, plant and equipment, right-of-use assets, computer
software and goodwill
Recoverable amount is determined
as the higher of the value in use, or fair value less costs to sell
for each outlet.
8.
Impairment (continued)
Value in use calculations use
forecast trading performance pre-tax cash flows, for years 1 to
3. These include steady increases to revenue and costs.
In the short to medium term, over the three year forecast period,
no allowances have been made for any potential impact activity
related to climate change, other than continued maintenance and
infrastructure spend on existing sustainability projects, as the
impacts of this on future cash flows or capital expenditure cannot
yet be reasonably estimated or allocated to cash-generating
units.
The forecast cash flows are
discounted by applying a pre-tax discount rate of 11.00% (2023
11.00%) and a long-term growth rate of 2.0% from year 4 (2023
2.0%). The long-term growth rate is applied to the net cash flows
and is based on up-to-date economic data
points.
In summary, the carrying value of
the cash-generating units and impairment charges and reversals
recognised against those cash-generating units is as
follows.
|
|
Carrying
value
|
|
Impairment charges
|
|
Impairment reversals
|
|
Net
impairment
|
|
Note
|
2024
|
|
2024
|
|
2024
|
|
2024
|
|
|
£m
|
|
£m
|
|
£m
|
|
£m
|
Short leasehold
properties
|
6
|
122
|
|
(7)
|
|
7
|
|
-
|
Right-of-use assets
|
7
|
307
|
|
(29)
|
|
12
|
|
(17)
|
Software
|
|
6
|
|
(1)
|
|
-
|
|
(1)
|
Goodwill
|
|
7
|
|
-
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
442
|
|
(37)
|
|
19
|
|
(18)
|
|
|
Carrying
value
|
|
Impairment charges
|
|
Impairment reversals
|
|
Net
impairment
|
|
Note
|
2023
|
|
2023
|
|
2023
|
|
2023
|
|
|
£m
|
|
£m
|
|
£m
|
|
£m
|
Short leasehold
properties
|
6
|
113
|
|
(11)
|
|
5
|
|
(6)
|
Right-of-use assets
|
7
|
327
|
|
(27)
|
|
13
|
|
(14)
|
Software
|
|
10
|
|
-
|
|
-
|
|
-
|
Goodwill
|
|
2
|
|
(1)
|
|
-
|
|
(1)
|
|
|
|
|
|
|
|
|
|
|
|
452
|
|
(39)
|
|
18
|
|
(21)
|
Sensitivity
analysis
Changes in forecast cash flows or
the discount rate could impact the impairment charge recognised
against the cash-generating units, and corporate level
assets.
Forecast cash flows
The forecast pre-tax cash flows used
in the value in use calculations are site level forecasts
determined from the Group forecast for FY 2025 to FY 2027 that was
in place at the balance sheet date. For short leasehold sites and
freehold/long leasehold sites with ROU or goodwill assets, should
future cash flows decline by 1%, this would result in an increase
of £2m to the net impairment charge recognised.
Discount rate
The pre-tax discount rate applied to
the forecast cash flows is derived from the Group's post-tax
weighted average cost of capital (WACC). The assumptions used in
the calculation of the Group's WACC are benchmarked to externally
available data. A single discount rate is applied to all
cash-generating units. Over recent periods, the discount rate used
in impairment reviews has moved by c.1.0%. For short leasehold
sites and freehold/long leasehold sites with ROU or goodwill
assets, an increase of 1.0% in the discount rate would result in an
increase of £7m to the net impairment charge
recognised.
9.
Borrowings and net debt
Borrowings can be analysed as
follows:
|
2024
|
|
2023
|
|
£m
|
|
£m
|
Current
|
|
|
|
Securitised
debta
|
130
|
|
123
|
Unsecured revolving credit
facilitiesb
|
(1)
|
|
(2)
|
Overdraftsc
|
12
|
|
23
|
Other
borrowingsd
|
2
|
|
-
|
Total current
|
143
|
|
144
|
|
|
|
|
Non-current
|
|
|
|
Securitised
debta
|
1,041
|
|
1,186
|
|
|
|
|
Total borrowings
|
1,184
|
|
1,330
|
a.
|
Stated net of deferred issue
costs.
|
|
b.
|
At 28 September 2024 the amount of
£1m (2023 £2m) represents unamortised issue costs.
|
|
c.
|
The overdraft is within a cash
pooling arrangement. In the cash flow statement, cash and
cash equivalents are presented net of this overdraft.
|
|
d.
|
Short term financing of employee
advances.
|
|
|
2024
|
|
2023
|
|
£m
|
|
£m
|
Analysis by year of repayment
|
|
|
|
Due within one year or on
demand
|
143
|
|
144
|
Due between one and two
years
|
157
|
|
164
|
Due between two and five
years
|
458
|
|
435
|
Due after five years
|
426
|
|
587
|
|
|
|
|
Total borrowings
|
1,184
|
|
1,330
|
|
|
|
|
| |
Securitisation
The securitisation is governed by
various covenants, warranties and events of default, many of which
apply to Mitchells & Butlers Retail Limited, the Group's main
operating subsidiary. There are two main financial covenants, being
the level of net assets and free cash flow (FCF) to debt service.
FCF to debt service represents the multiple of cash generated by
sites within the structure to the cost of debt service. This is
tested quarterly on both a trailing two quarter and a four quarter
basis. There are additional covenants regarding the maintenance and
disposal of securitised properties and restrictions on its ability
to move cash, by way of dividends for example, to other Group
companies. Further details of the covenants are provided in
the going concern review in note 1.
Unsecured revolving credit facilities
The Group holds a single unsecured
committed revolving credit facility of £200m, which expires on 20
July 2026. The amount drawn at 28 September 2024 is £nil (2023
£nil).
There are covenants on the unsecured
revolving credit facilities relating to the ratio of EBITDAR to
rent plus interest and net debt to EBITDA based on the performance
of the unsecured estate. Further details of the covenants are
provided in the going concern review in note 1.
9.
Borrowings and net debt (continued)
|
|
2024
|
|
2023
|
|
Net
debt
|
|
£m
|
|
£m
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
176
|
|
126
|
|
Overdraft
|
|
(12)
|
|
(23)
|
|
Cash and cash equivalents as
presented in the cash flow statementa
|
|
164
|
|
103
|
|
|
|
|
|
|
|
Securitised debt
|
|
(1,171)
|
|
(1,309)
|
|
Unsecured revolving credit
facility
|
|
1
|
|
2
|
|
Derivatives hedging securitised
debtb
|
|
19
|
|
34
|
|
Short term financing of employee
advances c
|
|
(2)
|
|
-
|
|
Net debt excluding leases
|
|
(989)
|
|
(1,170)
|
|
|
|
|
|
|
|
Lease liabilities
|
|
(447)
|
|
(463)
|
|
|
|
|
|
|
|
Net debt including leases
|
|
(1,436)
|
|
(1,633)
|
|
|
|
|
a.
|
|
Cash and cash equivalents, in the
cash flow statement, are presented net of an overdraft within a
cash pooling arrangement relating to various entities across the
Group.
|
b.
|
|
Represents the element of the fair
value of currency swaps hedging the balance sheet value of the
Group's US$ denominated A3N loan notes. This amount is
disclosed separately to remove the impact of exchange movements
which are included in the securitised debt amount. Derivatives
hedging debt restates the US$ debt at $1.675: £1.
|
c.
|
|
Advances to employees is a borrowing
from Wagestream.
|
|
|
|
|
|
|
| |
|
2024
|
|
2023
|
|
52
weeks
|
|
53
weeks
|
Movement in net debt excluding leases
|
£m
|
|
£m
|
|
|
|
|
Net
decrease in cash and cash equivalents
|
62
|
|
(86)
|
|
|
|
|
Add back cash flows in respect of
other components of net debt:
|
|
|
|
Principal repayments on securitised
debt
|
128
|
|
121
|
Principal receipts on cross currency
swap
|
(21)
|
|
(21)
|
Principal payments on cross currency
swap
|
16
|
|
16
|
Short term financing of employee
advances
|
(2)
|
|
-
|
|
|
|
|
Decrease in net debt arising from cash
flows
|
183
|
|
30
|
|
|
|
|
Movement in capitalised debt issue
costs net of accrued interest
|
(1)
|
|
(1)
|
|
|
|
|
Decrease in net debt excluding leases
|
182
|
|
29
|
|
|
|
|
Opening net debt excluding
leases
|
(1,170)
|
|
(1,198)
|
Foreign exchange movements on
cash
|
(1)
|
|
(1)
|
|
|
|
|
Closing net debt excluding leases
|
(989)
|
|
(1,170)
|
9.
Borrowings and net debt (continued)
Movement in lease
liabilities:
|
|
|
|
|
2024
52
weeks
£m
|
|
2023
53
weeks
£m
|
Opening lease liabilities
|
(463)
|
|
(481)
|
Acquired through business
combinations (note 13)
|
(5)
|
|
(5)
|
Additionsa
|
(28)
|
|
(35)
|
Interest charged during the
period
|
(17)
|
|
(16)
|
Repayment of principal
|
41
|
|
53
|
Payment of interest
|
17
|
|
16
|
Disposals
|
7
|
|
4
|
Foreign currency
movements
|
1
|
|
1
|
Closing lease liabilities
|
(447)
|
|
(463)
|
a.
Additions to lease liabilities include new leases and lease
extensions or rent reviews relating to existing leases.
10.
Finance costs and income
|
2024
|
|
2023
|
|
52
weeks
|
|
53
weeks
|
|
£m
|
|
£m
|
Finance costs
|
|
|
|
Interest on securitised
debt
|
(79)
|
|
(89)
|
Interest on other
borrowings
|
(13)
|
|
(11)
|
Interest on lease
liabilities
|
(17)
|
|
(16)
|
|
|
|
|
Total finance costs
|
(109)
|
|
(116)
|
|
|
|
|
Finance income
|
|
|
|
Interest receivable -
cash
|
10
|
|
8
|
|
|
|
|
Net
pensions finance charge (note
11)
|
(2)
|
|
(3)
|
11.
Pensions
Measurement of scheme assets and
liabilities
MABEPP - buy-out
The Trustees of MABEPP bought-out
the liabilities of the plan with Legal and General Assurance
Society Limited on 20 September 2024, through converting the
overall bulk annuity policy (held by the Trustees as an investment
since 2021) into individual policies in members' own names. As part
of this process, a separate decision was made in August 2024 by the
Company to convert the buy-in policy into a buy-out, which was
independent of, and not related to, the initial decision in
December 2021 to purchase a buy-in policy.
As a result of the decision to
buy-out, which relieves the Company of primary responsibility for
the obligation, this event has been treated as a settlement of an
equal and opposite amount on both the assets and liabilities, such
that the net impact is a zero cost. Since the buy-out was close to
the Company's year-end, the settlement calculation has been
calculated using the year-end assumptions (the key assumptions of
which are set out below).
The intention is for MABEPP to be
wound-up over the course of the next twelve months.
A £3m cash surplus remaining in
MABEPP at the year end has been recognised as it will transfer to
MABPP on the wind up of the scheme and recovered from future DC
scheme contributions in line with the MABPP surplus.
11.
Pensions (continued)
Measurement of scheme assets and liabilities
(continued)
MABPP - buy-in policy transaction
During the prior period the Trustees
of the MABPP entered a Bulk Purchase Agreement ('BPA') with
Standard Life. The resulting policy was set up to provide the
plan with sufficient funding to cover all known member benefits of
the scheme. As in the prior period the following
considerations remain applicable:
·
the employer is not relieved of primary responsibility for
the obligation. The policy simply covers the benefit payments that
continue to be payable by the scheme;
·
the contract is effectively an investment of the
scheme;
·
the contract provides the option to convert the annuity into
individual policies, which would transfer the obligation to the
insurer (known as a "buy-out"). Whilst this course of action may be
considered in future, this is not a requirement and a separate
decision will be required before any buy-out proceeds.
The Company had not made a decision, and has still not made a
decision, to move to buy-out; and
·
the Trustee and insurer continue to progress a data cleanse
project. An adjustment has been made to the assets held by
the MABPP to allow for £6m additional premium, which is the current
best estimate of the true-up premium payable to the insurer once
the data cleanse project is completed. This is based on the current
status of the data cleanse project, and may be updated in future as
this progresses to allow for any further changes, including the
potential impact of the recent Virgin Media legal case.
MABPP - recognition of actuarial surplus
Over the course of 2024, the
Trustees of MABPP resolved that any surplus arising in MABPP can be
used to pay for the employer contributions to the defined
contribution section of MABPP. In connection with this,
before the buy-out of MABEPP occurred in September 2024, the
defined contribution members within MABEPP were moved across to
MABPP, along with the remaining surplus funds from the MABEPP (with
the exeption of £3m which remains in MABEPP and which will transfer
to MABPP on the wind up of the scheme), to enable future employer
contributions for them to be met out of the surplus in the MABPP.
Since this is a change in the Trustee's agreed use of the
MABPP surplus compared to previous years, the accounting surplus is
being recognised in full in this year's accounts, with the full
value of the surplus of £164m (including the £3m remaining within
MABEPP until the wind up of the scheme) expected to be an economic
benefit to the Company. This economic benefit has been
determined over the future lifetime of the DC section of the plan,
in particular on the basis that this section remains open to new
members in its current form, and therefore will continue to remain
active for the foreseeable future. In prior periods no
actuarial surplus has been recognised as the Company did not have
an unconditional right to recover any surplus from the pension
plans.
Actuarial valuation
The actuarial valuations used for
IAS 19 (revised) purposes are based on the results of the latest
full actuarial valuation carried out as at 31 March 2022, which
completed in December 2022, and updated by the schemes' independent
qualified actuaries to 28 September 2024. Schemes' assets are
stated at market value at 28 September 2024 and the liabilities of
the schemes have been assessed as at the same date using the
projected unit method. IAS 19 (revised) requires that the
schemes' liabilities are discounted using market yields at the end
of the period on high-quality corporate bonds.
The principal financial assumptions
have been updated to reflect changes in market conditions in the
period and are as follows. Whilst the Executive Plan bought
out all it's liabilities with Legal & General during the
period, the assumptions applicable to the Executive Plan have been
used in the settlement calculation given it's proximity to the year
end date.
|
Main
plan
|
|
Executive plan
|
|
Main
plan
|
|
Executive plan
|
|
2024
|
|
2024
|
|
2023
|
|
2023
|
|
|
|
|
|
|
|
|
Discount rate
|
5.1%
|
|
5.1%
|
|
5.7%
|
|
5.7%
|
Pensions increases - RPI max
5%
|
3.0%
|
|
3.0%
|
|
3.1%
|
|
3.1%
|
Inflation rate - RPI
|
3.2%
|
|
3.2%
|
|
3.3%
|
|
3.3%
|
11.
Pensions (continued)
Measurement of scheme assets and liabilities
(continued)
The discount rate is based on a
yield curve for AA corporate rated bonds which are consistent with
the currency and estimated term of retirement benefit
liabilities.
To determine the RPI assumption the
gilt implied inflation yield curve has been used, reflecting the
duration of the Plan's cash flows, and adjusting for an assumed
inflation risk premium.
Minimum funding requirements
The results of the 2022 actuarial
valuation, which was completed in December 2022, show a marginal
surplus. As a result of the 2022 actuarial valuation, the Company
subsequently agreed a revised schedule of contributions for both
the MABPP and MABEPP schemes.
For the MABEPP, the agreement
confirms that from December 2022, payments into the "Blocked
Account" that commenced after completion of the buy-in transaction
in 2021 have been suspended.
For the MABPP, contributions since
December 2022 were made into a "Blocked Account". As the scheme is
in surplus, in the current period the Trustee agreed to return in
full the balance of £36m in the blocked account to the Company,
which the Company had recognised within non-current receivable in
the prior period.
As a result, the remaining Blocked
Account for MABEPP is recognised within current other receivables
as recovery of this amount is expected. The amount recognised
as at 28 September 2024 is £12m (2023 £47m; £12m in respect of the
MABEPP blocked account and £35m in respect of the MABPP blocked
account, since repaid - both shown within non-current other
receivables).
As a result of the above changes,
the resulting net pension asset as at 28 September 2024 is £139m,
which represents £164m surplus in relation to MABEPP and MABPP,
with a liability of £25m relating to MABETUS.
Amounts recognised in respect of defined benefit
schemes
The following amounts relating to
the Group's defined benefit and defined contribution arrangements
have been recognised in the Group income statement and Group
statement of comprehensive income.
|
2024
|
|
2023
|
|
52
weeks
|
|
53
weeks
|
Group income statement
|
£m
|
|
£m
|
Operating profit:
|
|
|
|
Employer contributions (defined
contribution plans)
|
(19)
|
|
(17)
|
Administrative costs (defined
benefit plans)
|
(5)
|
|
(5)
|
|
|
|
|
Charge to operating
profit
|
(24)
|
|
(22)
|
|
|
|
|
Finance costs:
|
|
|
|
Net pensions finance income on
actuarial surplus
|
6
|
|
14
|
Additional pensions finance charge
due to asset ceiling/minimum funding
|
(8)
|
|
(17)
|
|
|
|
|
Net finance charge in respect of
pensions
|
(2)
|
|
(3)
|
|
|
|
|
Total charge
|
(26)
|
|
(25)
|
|
2024
|
|
2023
|
|
52
weeks
|
|
53
weeks
|
Group statement of comprehensive income
|
£m
|
|
£m
|
|
|
|
|
Return on scheme assets and effects
of changes in assumptions
|
16
|
|
(153)
|
Movement in pension liabilities
recognised due to asset ceiling/minimum funding
|
150
|
|
195
|
|
|
|
|
Remeasurement of pension
liabilities
|
166
|
|
42
|
11.
Pensions (continued)
Amounts recognised in respect of defined benefit schemes
(continued)
|
2024
|
|
2023
|
Group balance sheet
|
£m
|
|
£m
|
|
|
|
|
Fair value of schemes'
assets
|
1,238
|
|
1,434
|
Present value of schemes'
liabilities
|
(1,099)
|
|
(1,313)
|
|
|
|
|
Actuarial surplus in the
schemes
|
139
|
|
121
|
Additional liabilities recognised
due to asset ceiling/minimum funding
|
-
|
|
(143)
|
|
|
|
|
Total pension
asset/(liabilities)a
|
139
|
|
(22)
|
|
|
|
|
Associated deferred tax
(liability)/asset
|
(35)
|
|
5
|
a.
The total net pension asset of £139m (2023 £22m
liability) is presented as a pension asset of £164m, made up of a
net asset from the two funded plans, and liabilities of £25m (2023
£22m) presented as a £1m current liability (2023 £1m) and a £24m
non-current liability (2023 £21m).
The movement in the actuarial
surplus in the period is as follows:
|
2024
|
|
2023
|
|
£m
|
|
£m
|
|
|
|
|
Actuarial surplus at beginning of
period
|
121
|
|
257
|
Interest income
|
7
|
|
14
|
Return on scheme assets and effects
of changes in assumptions
|
15
|
|
(153)
|
Additional employer
contributions
|
1
|
|
8
|
Administration costs
|
(5)
|
|
(5)
|
|
|
|
|
At end of period
|
139
|
|
121
|
12.
Share capital and share premium
|
2024
|
|
|
|
2023
|
|
|
Called up share capital
|
Number
of shares
|
|
£m
|
|
Number
of shares
|
|
£m
|
Allotted, called up and fully paid
|
|
|
|
|
|
|
|
Ordinary shares of
813/24p each
|
|
|
|
|
|
|
|
At start of period
|
597,726,859
|
|
51
|
|
597,383,363
|
|
51
|
Share capital
issueda
|
330,812
|
|
-
|
|
343,496
|
|
-
|
|
|
|
|
|
|
|
|
At
end of period
|
598,057,671
|
|
51
|
|
597,726,859
|
|
51
|
|
|
|
|
|
|
|
|
a. During
the period, the Company issued 330,812 (2023 343,496) shares at
nominal value under share option schemes, for consideration of
£28,257 (2023 £29,340).
All of the ordinary shares rank
equally with respect to voting rights and rights to receive
Ordinary and Special Dividends. There are no restrictions on the
rights to transfer shares.
Dividends
There were no dividends declared or
paid during the current or prior period.
Share premium account
The share premium account represents
amounts received in excess of the nominal value of shares on issue
of new shares. Share premium of £nil (2023 £nil) has been
recognised on shares issued in the period.
13.
Acquisitions
On 14 May 2024, the Group acquired
the entire share capital of Pesto Restaurants Ltd, a group of 10
restaurants based in the UK, for consideration which will be
determined over two payments and partly contingent on future
performance of the business. The consideration will be no
more than £15m and has been assessed at £12m for the purposes of
calculation of goodwill under IFRS 3.
The amounts recognised in respect of
identifiable assets and liabilities relating to the acquisition
were as follows.
|
|
|
Fair
value on acquisition
£m
|
|
|
Land and buildings
|
7
|
Right-of-use assets
|
7
|
Brand intangible
|
2
|
Cash and cash equivalents
|
2
|
Trade and other payables
|
(3)
|
Lease liabilities
|
(5)
|
Borrowings
|
(1)
|
Deferred tax liability
|
(2)
|
|
|
Net identifiable assets of Pesto
Restaurants Ltd
|
7
|
Goodwill
|
5
|
|
|
Fair value of assets and
liabilities
|
12
|
|
|
Consideration:
|
|
Initial cash
consideration
|
4
|
Contingent consideration
|
8
|
Total consideration
|
12
|
|
|
Initial cash
consideration
|
4
|
Less: cash and cash equivalents
acquired
|
(2)
|
Net cash outflow on
acquisition
|
2
|
|
|
Goodwill of £5m has arisen on the
acquisition of Pesto Restaurants Ltd primarily through the benefits
that will be gained from cost synergies that will be obtained on
joining the Group and future conversions of other Group
outlets.
The brand intangible has been fair
valued by reference to an estimated royalty income based on
forecast cash flows for Pesto Restaurants Ltd over the expected
useful life of 20 years.
Contingent consideration of £8m is
shown as a non-current liability within other payables.
Contingent consideration is payable to the previous owners of Pesto
Restaurants Ltd, at a level dependent on the financial performance
of that business over the 12 months ending 27 September 2025, and
not to exceed £15m. It has been measured at its fair value at
the acquisition date based on trading forecast and discounted at a
risk-free rate.
Contingent consideration is measured
in line with the Group's accounting policy for business
combinations. It will be re-measured at subsequent reporting
dates, as a non-measurement period adjustment, with the
corresponding gain or loss being recognised in the income
statement.
Pesto Restaurants Ltd has
contributed £8m to revenue and £1m to the Group's operating profit
for the period between acquisition date and the balance sheet
date. If Pesto Restaurants Limited had been included as a
subsidiary since the start of the financial period, it would have
contributed £20m revenue and £2m to the Group's operating
profit.
13.
Acquisitions (continued)
In the prior year the Group
completed the acquisition of 3Sixty Restaurants Limited. In
August 2018, the Group acquired 40% of the share capital of 3Sixty
Restaurants Limited for £4m, together with a put and call option
that would enable the Group to purchase the remaining 60% share
capital at a future date. On 18 April 2023, the Group
exercised the call option, resulting in the acquisition of the
remaining 60% of share capital of 3Sixty Restaurants Limited, for
£17m, with the purchase completing on 18 June 2023. The date
of the option exercise, 18 April 2023, was considered to be the
date at which control passed to the Group, and therefore
consolidation took place from that date.
14.
Financial statements
The preliminary statement of results
was approved by the Board of Directors on 26 November 2024. It does
not constitute the Group's statutory consolidated financial
statements for the 52 weeks ended 28 September 2024 or for the 53
weeks ended 30 September 2023. The financial information is derived
from the statutory consolidated financial statements of the Group
for the 52 weeks ended 28 September 2024.
Statutory accounts for 2023 have
been delivered to the Registrar of Companies and those for 2024
will be delivered following the Company's Annual General
Meeting.
The financial information for the 53
weeks ended 30 September 2023 is derived from the statutory
accounts for that year which have been delivered to the Registrar
of Companies. The auditors reported on those accounts: their report
was unqualified and did not contain a statement under s498(2) or
(3) of the Companies Act 2006, but did include a section
highlighting a material uncertainty that may cast significant doubt
on the Group and Company's ability to continue as a going
concern.
The statutory financial statements
for the 52 weeks ended 28 September 2024 will be filed with the
Registrar of Companies following the 2023 Annual General Meeting.
The report of the auditor was unqualified and did not contain a
statement under s498(2) or (3) of the Companies Act 2006. Further
detail is provided with the Outlook assessment and notes to this
preliminary statement of results.
Alternative Performance Measures
The performance of the Group is
assessed using a number of Alternative Performance Measures
(APMs).
The Group's results are presented
both before and after separately disclosed items. Adjusted profit
measures are presented excluding separately disclosed items as we
believe this provides both management and investors with useful
additional information about the Group's performance and supports
an effective comparison of the Group's trading performance from one
period to the next. Adjusted profit measures are reconciled to
unadjusted IFRS results on the face of the income statement with
details of separately disclosed items provided in Note
3.
The Group's results are also
described using other measures that are not defined under IFRS and
are therefore considered to be APMs. These APMs are used by
management to monitor business performance against both shorter
term budgets and forecasts but also against the Group's longer-term
strategic plans.
FY 2023 was a 53-week period, in
order to aid comparability, we have provided a 52-week result. The
52-week result is derived by removing the 53rd week of
the financial year. FY 2024 was a 52-week year.
APMs used to explain and monitor
Group performance include:
APM
|
Definition
|
Source
|
EBITDA
|
Earnings before interest, tax,
depreciation and amortisation, before movements in the valuation of
the property portfolio.
|
Group income statement
|
Adjusted EBITDA
|
EBITDA before separately disclosed
items is used to calculate net debt to EBITDA.
|
Group income statement
|
52-week Adjusted EBITDA
|
EBITDA on a 52-week basis,
adjusted to remove the 53rd week of the period, before
separately disclosed items is used to calculate net debt to
EBITDA.
|
APM D
|
Operating profit
|
Earnings before interest and
tax.
|
Group income statement
|
Adjusted operating profit
|
Operating profit before separately
disclosed items.
|
Group income statement
|
52-week adjusted operating
profit
|
Operating profit before separately
disclosed items adjusted to remove the 53rd week of the
period.
|
APM B
|
52-week revenue
|
Revenue adjusted to remove the
53rd week of the year.
|
APM B
|
Like-for-like sales
growth
|
Like-for-like sales growth
reflects the sales performance against the comparable period in the
prior year of UK managed pubs, bars and restaurants that were
trading in the two periods being compared, unless marketed for
disposal.
|
APM A
|
52-week like-for-like sales
growth
|
Like-for-like sales growth
reflects the sales performance against the comparable period in the
prior year of UK managed pubs, bars and restaurants that were
trading in the two periods being compared, unless marketed for
disposal. Adjusted to remove 53rd week of the
period.
|
APM A
|
Adjusted earnings per share
(EPS)
|
Earnings per share using profit
before separately disclosed items.
|
Note 5
|
52- week adjusted earnings per share
(EPS)
|
Earnings per share using profit
before separately disclosed items adjusted for 53rd week
of period.
|
APM C
|
Net debt
|
Net debt comprises cash and cash
equivalents, cash deposits net of borrowings and discounted lease
liabilities. Presented on a constant currency basis due to the
inclusion of the fixed exchange rate component of the cross
currency swap.
|
Note 9
|
Net debt : Adjusted EBITDA
|
The multiple of net debt including
lease liabilities, as per the balance sheet compared against
52-week EBITDA before separately disclosed items, which is a widely
used leverage measure in the industry.
|
APM D
|
Net debt : Adjusted 52-week
EBITDA
|
The multiple of net debt including
lease liabilities, as per the balance sheet compared against
52-week EBITDA before separately disclosed items, which is a widely
used leverage measure in the industry. Adjusted for 53rd
week of the period.
|
APM D
|
FY 2023 52-week
reconciliation
|
A 53-week accounting period occurs
every five years. FY 2023 was a 53-week period and therefore
presentation of a 52-week basis provides useful comparability to
previous financial years
|
APM E
|
Return on capital
|
Return generating capital includes
investments made in new sites and investment in existing assets
that materially changes the guest offer. Return on investment is
measured by incremental site EBITDA following investment expressed
as a percentage of return generating capital. Incremental EBITDA
reflects the increase in profit following investment, with the
pre-investment profit being measured as the average annual profit
prior to investment. Return on investment is measured for four
years following investment. Measurement commences three periods
following the opening of the site.
|
APM F
|
A. Like-for-like sales
The sales this year compared to
the sales in the previous year of all UK managed sites that were
trading in the two periods being compared, expressed as a
percentage. This widely used industry measure provides better
insight into the trading performance than total revenue which is
impacted by acquisitions and disposals. Like-for-like sales is
provided on a 52-week basis.
|
|
|
2024
|
|
2023
|
|
Year-on-year
|
|
|
|
|
|
|
|
|
Source
|
|
£m
|
|
£m
|
|
%
|
|
|
|
|
|
|
|
|
Reported revenue
|
Income statement
|
|
2,610.0
|
|
2,503.0
|
|
4.3%
|
Adjust for 53rd
week
|
APM E
|
|
-
|
|
(44.0)
|
|
-
|
Less 52-week non like-for-like sales
and income
|
|
|
(254.1)
|
|
(221.2)
|
|
(14.9%)
|
52-week like-for-like sales
|
|
|
2355.9
|
|
2,237.8
|
|
5.3%
|
Drink sales
|
|
|
2024
|
|
2023
|
|
Year-on-year
|
|
|
|
|
|
|
|
|
Source
|
|
£m
|
|
£m
|
|
%
|
|
|
|
|
|
|
|
|
Reported drink revenue
|
|
|
1132.0
|
|
1,092.0
|
|
3.7%
|
Adjust for 53rd
week
|
|
|
-
|
|
(20.0)
|
|
-
|
Less 52-week non like-for-like drink
sales
|
|
|
(95.0)
|
|
(83.7)
|
|
(13.5%)
|
52-week drink like-for-like sales
|
|
|
1037.0
|
|
988.3
|
|
4.9%
|
Food sales
|
|
|
2024
|
|
2023
|
|
Year-on-year
|
|
|
|
|
|
|
|
|
Source
|
|
£m
|
|
£m
|
|
%
|
|
|
|
|
|
|
|
|
Reported food revenue
|
|
|
1385.0
|
|
1,323.0
|
|
4.7%
|
Adjust for 53rd
week
|
|
|
-
|
|
(23.0)
|
|
-
|
Less 52-week non like-for-like food
sales
|
|
|
(141.7)
|
|
(119.6)
|
|
(18.5%)
|
52-week food like-for-like sales
|
|
|
1243.3
|
|
1,180.4
|
|
5.3%
|
Other sales
|
|
|
2024
|
|
2023
|
|
Year-on-year
|
|
|
|
|
|
|
|
|
Source
|
|
£m
|
|
£m
|
|
%
|
|
|
|
|
|
|
|
|
Reported other revenue
|
|
|
93.0
|
|
87.8
|
|
5.9%
|
Adjust for 53rd
week
|
|
|
-
|
|
(1.5)
|
|
-
|
Less non like-for-like other
sales
|
|
|
(17.4)
|
|
(17.2)
|
|
1.2%
|
52
week other like-for-like sales
|
|
|
75.6
|
|
69.1
|
|
9.4%
|
B.
Adjusted operating profit
Operating profit before separately
disclosed items as set out in the Group Income Statement.
Separately disclosed items are those which are separately
identified by virtue of their size or nature. Excluding these
items allows a more effective comparison of
the Group's trading performance from one period to the
next.
|
|
|
2024
|
|
2023
|
|
Year-on
|
|
|
|
|
|
|
|
-year
|
|
Source
|
|
£m
|
|
£m
|
|
%
|
|
|
|
|
|
|
|
|
Operating profit
|
Income statement
|
|
300
|
|
98
|
|
206.1%
|
Separately disclosed items
|
Income statement
|
|
12
|
|
128
|
|
90.6%
|
Adjusted operating profit
|
Income statement
|
|
312
|
|
226
|
|
38.1%
|
Adjusted operating profit
53rd week
|
APM E
|
|
-
|
|
(5)
|
|
-
|
52-week adjusted operating profit
|
|
|
312
|
|
221
|
|
41.2%
|
|
|
|
|
|
|
|
|
Reported revenue
|
Income statement
|
|
2,610
|
|
2,503
|
|
4.3%
|
Revenue 53rd
week
|
APM E
|
|
-
|
|
(44)
|
|
-
|
52-week revenue
|
|
|
2,610
|
|
2,459
|
|
6.1%
|
52-week adjusted operating margin
|
|
|
12.0%
|
|
9.0%
|
|
3.0ppts
|
C.
Adjusted earnings per share
Earnings per share using profit
before separately disclosed items. Separately disclosed items are
those which are separately identified by virtue of their size or
nature. Excluding these items allows a more
effective comparison of the Group's trading performance from one
period to the next.
|
|
|
2024
|
|
2023
|
|
Year-on
|
|
|
|
|
|
|
|
-year
|
|
Source
|
|
£m
|
|
£m
|
|
%
|
|
|
|
|
|
|
|
|
Profit/(loss) for the
period
|
Income statement
|
|
149
|
|
(4)
|
|
3825.0%
|
Add back separately disclosed
items
|
Income statement
|
|
8
|
|
100
|
|
(92.0%)
|
Adjusted profit
|
|
|
157
|
|
96
|
|
63.5%
|
Adjusted profit 53rd
week
|
|
|
-
|
|
(3)
|
|
|
52-week adjusted profit
|
|
|
157
|
|
93
|
|
68.8%
|
|
|
|
|
|
|
|
|
Basic weighted average number of
shares
|
Note 5
|
|
595
|
|
595
|
|
-%
|
|
|
|
|
|
|
|
|
Adjusted earnings per share
|
|
|
26.4p
|
|
16.1p
|
|
-
|
52-week adjusted earnings per share
|
|
|
26.4p
|
|
15.6p
|
|
69.2%
|
D. Net Debt: 52-week adjusted
EBITDA
The multiple of net debt as per
the balance sheet compared against 52-week EBITDA before separately
disclosed items which is a widely used leverage measure in the
industry. From FY 2020, leases are included in net debt following
adoption of IFRS16. Adjusted 52-week EBITDA is used for this
measure to prevent distortions in performance resulting from
separately disclosed items.
|
|
|
2024
|
|
2023
|
|
Year-on
|
|
|
|
|
|
|
|
-year
|
|
Source
|
|
£m
|
|
£m
|
|
%
|
|
|
|
|
|
|
|
|
Net
Debt including leases
|
Note 9
|
|
1436
|
|
1,633
|
|
(12.1%)
|
|
|
|
|
|
|
|
|
EBITDA
|
Income statement
|
|
444
|
|
362
|
|
22.1%
|
Add back separately disclosed
items
|
Income statement
|
|
(2)
|
|
(3)
|
|
(166.7%)
|
EBITDA 53rd
week
|
APM E
|
|
-
|
|
(7)
|
|
-
|
Adjusted 52-week EBITDA
|
|
|
442
|
|
352
|
|
26.1%
|
|
|
|
|
|
|
|
|
Net
debt : Adjusted 52-week EBITDA
|
|
|
3.2
|
|
4.6
|
|
|
E.
FY 2023 52-week reconciliation
A 53-week accounting period occurs
every five years. FY 2023 was a 53-week period and therefore
presentation of a 52-week basis provides useful comparability to
previous financial years.
|
|
|
|
2023
|
|
2023
|
|
2023
|
|
|
Source
|
|
52 weeks
|
|
Week 53
|
|
53 weeks
|
Revenue
|
|
Income statement
|
|
£2,459m
|
|
£44m
|
|
£2,503m
|
Adjusted EBITDA
|
|
Income statement
|
|
£352m
|
|
£7m
|
|
£359m
|
Adjusted operating profit
|
|
Income statement
|
|
£221m
|
|
£5m
|
|
£226m
|
Adjusted PBT
|
|
Income statement
|
|
£112m
|
|
£3m
|
|
£115m
|
Adjusted profit for the
period
|
|
Income statement
|
|
£93m
|
|
£3m
|
|
£96m
|
Adjusted EPS
|
|
Income statement
|
|
15.6p
|
|
0.5p
|
|
16.1p
|
F.
Return on capital
Return generating capital includes
investments made in new sites and investment in existing assets
that materially changes the guest offer. Return on investment is
measured by incremental site EBITDA following investment expressed
as a percentage of return generating capital. Return on investment
is measured for four years following investment. Measurement of
return commences three periods following the opening of the
site.
Return on expansionary
capital
|
|
|
2023
|
|
2024
|
|
2024
|
|
2024
|
|
|
|
FY20-23
|
|
FY21-23
|
|
FY24
|
|
Total
|
|
Source
|
|
£m
|
|
£m
|
|
£m
|
|
£m
|
|
|
|
|
|
|
|
|
|
|
Maintenance and
infrastructure
|
|
|
158
|
|
120
|
|
58
|
|
178
|
Remodel - refurbishment
|
|
|
188
|
|
134
|
|
69
|
|
203
|
Non-expansionary capital
|
|
|
346
|
|
254
|
|
127
|
|
381
|
Remodel expansionary
|
|
|
9
|
|
6
|
|
2
|
|
8
|
Conversions and
acquisitions*
|
|
|
25
|
|
27
|
|
16
|
|
43
|
Expansionary capital for return calculation
|
|
|
34
|
|
33
|
|
18
|
|
51
|
Expansionary capital open < 3
periods pre year end
|
|
|
40
|
|
1
|
|
6
|
|
7
|
Freehold purchases
|
|
|
|
|
23
|
|
3
|
|
26
|
Total capital 52-week
|
Cash flow
|
|
420
|
|
311
|
|
154
|
|
465
|
|
|
|
|
|
|
|
|
|
|
Adjusted 52-week EBITDA
|
Income statement
|
|
1,146
|
|
893
|
|
444
|
|
1,337
|
Non-incremental EBITDA
|
|
|
1,140
|
|
866
|
|
441
|
|
1,327
|
Incremental EBITDA
|
|
|
6.2
|
|
7.0
|
|
2.7
|
|
9.7
|
Return on expansionary
capital
|
|
|
19%
|
|
21%
|
|
15%
|
|
19.1%
|
*Conversion and acquisition
capital is net of capex incurred for projects which have been open
for less than 3 periods pre year end