TIDMPETS
RNS Number : 5481I
Pets At Home Group Plc
27 November 2018
FOR IMMEDIATE RELEASE, 27th NOVEMBER 2018
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
Becoming the leading pet care specialist and returning to
sustainable cashflow growth: interim financial results, strategic
update and veterinary business review
-- UK pet care market remains resilient, growing at c3-4%
-- Pets at Home unique strategy winning with customers
o Retail business H1 FY19 LFL growth of 4.7%(#) , taking market
share
o Vet practice H1 FY19 customer revenues growing at 15.4%
-- New strategy to become a complete pet care company
-- Taking action in our vet business to release cash profits and
deliver more sustainable growth
-- Building the right leadership team to deliver, having
recently appointed our Chief Data Officer, COO of Retail and CEO of
the First Opinion vet business to our Executive Management Team
-- Group focus is to deliver sustainable free cashflow growth
Comment from Peter Pritchard, Group Chief Executive Officer
"Since becoming the Group CEO in May, I have had the opportunity
to take stock of the wider group and shape my view of our future.
What I have found fills me with confidence. Pets at Home is a
healthy business and customers are loving what we do; responding to
our price repositioning, investment in digital and the amazing
service delivered by our vet partners. We have the ability to offer
almost everything a pet owner needs, giving us opportunities our
competitors simply don't have. Which is why my vision is to develop
a complete pet care company, uniting our retail and vet
businesses.
Reviewing our Vet Group has been a priority. I recognise we have
grown at pace and more recently, have seen the pressure that rising
costs and our fees are placing on this young business. We will need
to recalibrate the business to deliver more measured growth, whilst
maintaining our plan to generate significant cash profits.
We are focused on maximising our unique assets and delivering a
plan for sustainable cashflow and profit growth. Given the success
of the changes we have made in Retail, I'm confident we can do
this."
First Opinion vet business review: recalibrating the business to
deliver sustainable returns
We have completed a review of the First Opinion vet business, in
recognition that the business' environment has evolved. Our
findings have confirmed we are operating in a market growing at
c5%, customer revenue growth is strong and we have a unique
business model through shared ownership with Joint Venture Partners
(JVPs). We also recognise the increasing cost pressures, including
fees charged by Pets at Home, that certain practices are
experiencing. We are taking action to put our business on a
stronger long term footing and deliver significant cashflow.
We have 471 practices, of which the majority have already
achieved, or are expected to remain on track to reach maturity.
With our JV practices, we plan to rebalance and simplify the fee
structure, to allow practices to mature more swiftly and generate
returns for both Pets at Home and JVPs. We will also offer to buy
back and consolidate up to 55 practices from JVPs. Around 25 of
these will be operated as company managed practices, whilst we will
consider the options for the remainder, which may result in us
proposing to close them. For all practices which we offer to buy
back, JVPs will not be expected to repay outstanding borrowings to
any parties and Pets at Home will settle any liabilities for third
party bank loans and leases on behalf of the JVP. We expect this to
result in total non-underlying income statement costs of up to
GBP49m and non-underlying cash costs of up to GBP27m.
Impact of future vet business actions on the interim financial
statements
For practices which we will offer to buy back from JVPs, fee
income has not been recognised within Vet Group revenue. A
non-underlying charge of GBP29.0m has been recognised against Vet
Group, and Group, gross profit to provide for the balance of
funding provided by Pets at Home, guaranteed bank and lease
obligations, and the cost of additional operating cash outflows
forecast to be incurred by the Group through to buy-out. Further
costs, including closure costs if we decide to close practices, are
expected to be provided during H2 FY19 and FY20.
Interim financial results for the 28 week period from 30(th)
March to 11(th) October 2018:
GBPm H1 FY18 H1 FY19 YoY change LfL growth(#)
Group revenue(1) 468.0 499.3 6.7% 5.3%(2)
----------------------------------- -------------- -------------- ----------- --------------
Retail revenue 418.5 443.7 6.0% 4.7%
----------------------------------- -------------- -------------- ----------- --------------
Vet Group revenue(1) 49.5 55.6 12.3% 11.9%(2)
----------------------------------- -------------- -------------- ----------- --------------
Underlying Group gross margin(3) 51.9% 50.3% (160) bps
----------------------------------- -------------- -------------- ----------- --------------
Group underlying profit before
tax(3,4,#) 41.8 37.9 (9.3)%
----------------------------------- -------------- -------------- ----------- --------------
Group underlying free cashflow(#) 23.2 27.3 17.7%
----------------------------------- -------------- -------------- ----------- --------------
Group non-underlying charges(3,4) (1.0) (29.9) NM
----------------------------------- -------------- -------------- ----------- --------------
Group statutory profit before
tax 40.8 8.0 (80.5)%
----------------------------------- -------------- -------------- ----------- --------------
Dividend (p) 2.5 2.5 -
----------------------------------- -------------- -------------- ----------- --------------
1. The fee income for practices which we will offer to buy back
from JVPs has not been recognised within H1 FY19 total revenue, but
remains within H1 FY18 total revenue (H1 FY18: GBP1.9m). For
information, the fee income which has been removed from total
revenue in H1 FY19 is GBP2.2m
2. The fee income for practices which we will offer to buy back
from JVPs has not been recognised in either H1 FY19 or H1 FY18 LFL
revenue
3. H1 FY19 non-underlying charges include GBP29.0m relating to a
provision made against the balance of funding provided by Pets at
Home, recognition of guaranteed third party liabilities, and the
cost of additional operating cash outflows forecast to be incurred
by the Group through to buy-out, for JV practices which we will
offer to buy back from JVPs in the future (H1 FY18: GBPnil)
4. H1 FY19 non underlying charges include GBP0.9m relating to an
accounting charge for the potential future acquisition of minority
stakes owned by vet partners in the specialist referral centres,
which have been charged against operating costs (H1 FY18:
GBP1.0m)
-- VIP loyalty members are visiting more frequently and spending
more, website traffic and conversion rates are up and we are
welcoming new customers and vet practice clients
-- Retail performing strongly in-store and online with LFL growth of 4.7%(#)
o Our price position on all comparable items is within 5% of
online competitors, and where customers opt into a repeat delivery,
our prices are c2% cheaper (correct as of 26/11/18)
o Omnichannel revenues up 45.2% to GBP35.3m, supported by
initiatives such as Easy Repeat delivery, subscription and
Order-In-Store
-- Vet Group customer revenue growth of 15.4% and mature practices growing ahead of the market
-- Already delivering on our plan to unlock the combined strength of products and services
o Recently launched the 'Pet Care Plan' initiative, which
incentivises store colleagues to introduce customers to our vet
practices and health plans
Summary updated financial guidance (further detail on page
6)
FY19 underlying Group financial guidance
-- Underlying FCF(#) of at least GBP55m (broadly flat y/y) and
underlying PBT(#) of at least GBP80-85m
-- Intention to maintain final dividend per share at 7.5p (total dividend cGBP38m)
FY19 and FY20 non underlying financial items relating to the Vet
Group
-- Total non-underlying income statement charge of up to GBP53m:
up to GBP42m in FY19 (of which GBP29.9m has been recognised in H1
FY19) and up to GBP11m in FY20. This includes the First opinion
business recalibration and the previously guided accounting charge
for Specialist Referral centres
-- Total non-underlying cash costs of up to GBP27m: up to GBP13m
in FY19 and up to GBP14m in FY20
Results presentation
A presentation for analysts and investors will be held today at
9:30am at Numis Securities Limited, The London Stock Exchange
Building, 10 Paternoster Square, London EC4M 7LT, attendance is by
invitation only. An audio webcast and statement of these results
will be available at http://investors.petsathome.com
Investor Relations enquiries
Pets at Home Group Plc
Amie Gramlick, Director of Investor Relations and Corporate
Affairs
Contact: +44 (0)161 486 6688 or irelations@petsathome.co.uk
Media Enquiries
Pets at Home Group Plc
Gill Hammond, Head of Media and Public Affairs
Contact: +44 (0)161 486 6688 or irelations@petsathome.co.uk
Maitland/AMO
Clinton Manning and Joanna Davidson
Contact: +44 (0)20 7379 5151 or
PetsAtHome-Maitland@maitland.co.uk
About Pets at Home
Pets at Home Group Plc is the UK's leading pet care business;
our commitment is to make sure pets and their owners get the very
best advice, products and care. Pet products are available online
or from our 451 stores, many of which also have vet practices and
grooming salons. Pets at Home also operates a UK leading small
animal veterinary business, with 471 First Opinion practices
located both in our stores and in standalone locations, as well as
four Specialist Referral centres. For more information visit:
http://investors.petsathome.com/
Disclaimer
This statement of interim financial results does not constitute
an invitation to underwrite, subscribe for, or otherwise acquire or
dispose of any Pets at Home Group Plc shares or other securities
nor should it form the basis of or be relied on in connection with
any contract or commitment whatsoever. It does not constitute a
recommendation regarding any securities. Past performance,
including the price at which the Company's securities have been
bought or sold in the past, is no guide to future performance and
persons needing advice should consult an independent financial
adviser.
Certain statements in this statement of interim financial
results constitute forward-looking statements. Any statement in
this document that is not a statement of historical fact including,
without limitation, those regarding the Company's future plans and
expectations, operations, financial performance, financial
condition and business is a forward-looking statement. Such
forward-looking statements are subject to risks and uncertainties
that may cause actual results to differ materially. These risks and
uncertainties include, among other factors, changing economic,
financial, business or other market conditions. These and other
factors could adversely affect the outcome and financial effects of
the plans and events described in this statement. As a result you
are cautioned not to place reliance on such forward-looking
statements. Nothing in this statement should be construed as a
profit forecast.
Strategic update: becoming the best pet care business in the
world
We are positioned in the resilient GBP7bn UK pet care market,
which is growing at c3-4%. Our vision is to maximise our unique
assets to become a pet care business, delivered through a new
strategy:
Bring the pet experience to life
-- Optimise our store network, relocating or closing a small
number of stores, accommodated by lease breaks or expiry
-- Put our pets centre stage
-- Digitise our business and become the specialist market leader for online pet care
-- Keep prices competitive and cheaper than competitors for our most loyal customers
-- Grow private labels to 50% of our sales
Deliver 50% of sales from pet care services
-- Develop our stores of tomorrow, with more space dedicated to
pet care and services, and a more engaging customer experience
-- Extend our subscription expertise into pet care plans,
offering combination packages of products, vet care and
grooming
-- Recalibrate our First Opinion vet business and realise free
cashflow growth by accelerating maturity in existing practices
-- Grow our Specialist Referral business through existing hospitals and opening new centres
Use our data to better serve customers
-- Connect customer data across the retail and vet businesses to
deliver more personalised offers for customers
-- Give colleagues information to better serve customers at the point of sale
-- Utilise data across the business to drive strategic decision making and automation
Set our people free to serve
-- Give our highly trained store colleagues more time with
customers by removing inefficiencies and needless tasks
-- Build the systems to enable our new strategy and reduce overheads across the business
-- Ensure we are building the right teams with the capability and skills to deliver our plan
Strategic review of interim results: already delivering our new
plans
The strength of trading performance reflects the steps we have
taken to put the business on a stronger competitive footing and
progress with our strategy to deliver complete pet care. We have
seen growth and improvement across; existing retail customer spend
and frequency, website traffic and conversion, vet practice new
client registrations and health plan purchases, and the number of
customers who purchase both products and services.
In retail, price repositioning has continued and we are within
5% of our most competitive online peer on all comparable items. We
are the same price when comparing the items that we believe really
matter, and even cheaper if customers opt into 'easy repeat'
delivery. (All price comparisons correct as of 26/11/18.)
Subscription is a growing consumer trend where we are leading
the way in the pet market, with 650,000 customers on a form of
loyal subscription across our online, vet and grooming salon
plans.
The power of being 'together' for the customer has been
demonstrated through the success of our VIP puppy club. The puppy
club gives customers the benefit of combined offers across retail,
grooming and vet practices, and has resulted in c185,000 puppy
owners joining the club, which we believe is nearly 20% of the UK's
annual new puppy population. Following such success, we have
launched a similar plan for kitten owners. These initiatives show
our ability to do the right thing for pets and win the loyalty of
owners at the start of their lifetime journey.
First Opinion veterinary business review
Our veterinary business has experienced a sustained period of
rollout, with more than 250 practice openings in the last five
years. More recently, we recognise the business' environment is
changing. An increasingly tight supply of veterinarians in the UK
is putting upward pressure on salaries. This creates cost pressure
in practices and constrains their growth, leading to increased
levels of practice debt and a longer time to profitability. Pets at
Home has experienced the need to support practices with more
funding, eroding our cash profit and returns. We have therefore
completed a full review of the business.
Our review has confirmed that we are operating in a resilient
market growing at c5% and customer revenue growth in nearly all
practices remains strong and ahead of the market. We remain
reassured that our shared ownership business model delivers
competitive benefits to both Partners and Pets at Home. Through the
review, we analysed the trading potential, cashflow projections and
operational KPIs for all 471 First Opinion practices. It confirmed
the vast majority are on target to reach profitability and repay
liabilities within an appropriate time period, or have already
reached a mature profitable status. However, there are a small
number of Joint Venture practices where the fees charged by Pets at
Home, when combined with the salary cost pressures they are
experiencing, is limiting their ability to reach or retain
profitability.
Our review will lead to four areas of action with Joint Venture
(JV) practices:
i) Simplify and adjust the Joint Venture fee structure
We expect the overall financial trajectory of most practices to
remain in line with our plans. However, there is a need to
rebalance the economics of the JV model, to allow practices to
mature more swiftly and generate improved returns for both Pets at
Home and JVPs. In the next financial year, FY20, we plan to
simplify and adjust the fee structure for some practices. Through
simplification, we will also create opportunities for efficiency at
our central Support Office and enhance our business service levels
to JVPs.
ii) Operate some practices under a company managed model
There are c25 JV practices where we believe their cashflows can
no longer support the payment of fees under our current model, but
have a viable profit pool if we were to own those practices
outright. We will offer to buy back these practices from JVPs,
starting the process in the current financial year, FY19, with the
proposal of consolidating and operating them as company managed
practices. Under this proposal, JVPs would not be expected to repay
any outstanding borrowings to any parties, and Pets at Home will
settle any liabilities for third party bank loans on behalf of the
practice, should a buy back be completed.
(NB. Pets at Home already operates 25 practices under a company
managed model. This will bring the total company managed practices
to around 50)
iii) Consider some practice closures
A small number of JV practices, in up to 30 locations, may not,
we believe, be viable over the longer term. We have considered this
in multiple contexts; does the practice location have the ability
to generate sufficient client revenues, would practice cashflows
generate a positive NPV, and whether the practice could now repay
outstanding debts in a realistic time frame. We will offer to buy
back these practices from existing JVPs, starting immediately. We
will then consider the best option for that practice, which may
result in us formulating a proposal to close them over the coming
months. Under this proposal, JVPs would not be expected to repay
any outstanding borrowings to any parties and again, Pets at Home
plans will settle any liabilities for third party bank loans and
leases on behalf of the practice, should a buy back be
completed.
iv) Slow rollout to focus on existing portfolio
During FY19, practice rollout is expected to be up to 20 new
openings. Following this year, rollout will be up to 10 practices
per year, working towards a new rollout target of up to 700
practices across the UK. This enables us to focus attention on the
existing practices and grow in a sustainable manner against a
backdrop where veterinarian shortages are likely to persist.
The actions we are taking will accelerate the path to
profitability and cash returns to JVPs. For Pets at Home, we will
see a decline in the working capital required to support our vet
practices and a clearer path to maturity, whilst we will benefit
from improved cashflow by closing practises that are unprofitable
and consuming cash. We expect the Vet Group to generate underlying
FCF in FY19, which is broadly flat year on year, subsequently
growing at a high single digit CAGR over the next 2-3 years. Over a
longer time, as our practices mature, we would expect our existing
practice base to generate FCF for Pets at Home up to GBP60m.
Updated financial guidance
Underlying financial guidance
GBPm FY19 FY20 Comments
Vet Group
---------------------------- ------------------- ----------------- ---------------------------------
Slight growth
Total revenue GBP110-120m y/y
Fee income from JV
practices GBP60-65m
Consolidated revenue
from company managed
First Opinion practices,
Specialist Referral
centres and other Vet
Group revenue GBP50-55m
---------------------------- --------------- ------------------- -----------------------------------
FY19 includes a core
provision of cGBP3m
against funding made
Slight decline by PAH to practices
Underlying EBIT(#) GBP30-33m y/y remaining as JVs
---------------------------- --------------- ------------------- -----------------------------------
Of the expected non-underlying
items in FY19, GBP29.9m
Total non-underlying has already been recognised
items(#) Up to GBP42m Up to GBP11m in H1 FY19
---------------------------- --------------- ------------------- -----------------------------------
FY19 includes a cash
outflow of operating
Slight growth loans to practices remaining
Underlying free cashflow(#) GBP10-13m y/y as JVs of cGBP10-12m
---------------------------- --------------- ------------------- -----------------------------------
Includes all funding
from PAH to JV practices:
incl. gross balance
of operating loans (GBP45-50m),
initial practice setup
Gross balance of funding Reduction investments & any other
liabilities cGBP70-75m y/y loans
---------------------------- --------------- ------------------- -----------------------------------
Pets at Home Group
---------------------------- --------------- ------------------- -----------------------------------
Slight decline
Underlying Group PBT GBP80-85m y/y
---------------------------- --------------- ------------------- -----------------------------------
Underlying Group free At least Slight growth
cashflow GBP55m y/y
---------------------------- --------------- ------------------- -----------------------------------
Leverage (net debt:
underlying EBITDA) c1x c1x
---------------------------- --------------- ------------------- -----------------------------------
Non-underlying financial items
-- Non-underlying cost to the income statement of up GBP53m, of
which we expect GBP42m in FY19 (of which GBP29.9m has been
recognised in H1 FY19) and GBP11m in FY20
o Non-underlying costs of up to GBP40m in FY19 and up to GBP9m
in FY20, related to practices which we will offer to buy back from
JVPs. This includes the full provision for practice funding owed to
Pets at Home by Joint Venture practices, funding liabilities
transferred to Pets at Home from third party lenders and landlords
and, should we decide to close any practices, closure costs during
H2 FY19 and FY20
o Of which GBP1-2m in FY19 and GBP1-2m in FY20 relates to the
accounting treatment of the minority stakes owned by vet partners
in the Specialist Referral centres, as previously guided
-- Non-underlying cost to the cashflow statement of up GBP27m,
of which we expect GBP13m in FY19 and GBP14m in FY20, which largely
reflects the repayment of third party bank loans and any other
liabilities, including closure costs, for practices we will offer
to buy back from JVPs
Financial review of interim results
H1 FY19 represents the 28 week period from 30(th) March to
11(th) October 2018. The H1 FY18 accounting period represents the
28 week period from 31(st) March to 12(th) October 2017.
The Group's results are shown as two segments that represent the
size of the respective businesses and our new internal reporting
structures; Retail (includes products purchased online and
in-store, pet sales, grooming services and insurance products) and
Vet Group (includes our First Opinion practices and Specialist
Referral centres).
Financial Key Performance Indicators
GBPm H1 FY18 H1 FY19 YoY change
Group Like for like revenue growth(1,
#) 3.9% 5.3%(2)
--------------------------------------- -------------- -------------- -----------
Retail 2.8% 4.7%
--------------------------------------- -------------- -------------- -----------
Vet Group(1) 16.7% 11.9%(2)
--------------------------------------- -------------- -------------- -----------
Group revenue (GBPm)(1) 468.0 499.3 6.7%
--------------------------------------- -------------- -------------- -----------
Retail 418.5 443.7 6.0%
--------------------------------------- -------------- -------------- -----------
Vet Group(1) 49.5 55.6 12.3%
--------------------------------------- -------------- -------------- -----------
Group underlying gross margin(3) 51.9% 50.3% (160) bps
--------------------------------------- -------------- -------------- -----------
Retail 52.2% 51.0% (129) bps
--------------------------------------- -------------- -------------- -----------
Vet Group(3) 49.4% 45.5% (393) bps
--------------------------------------- -------------- -------------- -----------
Group underlying EBIT(3,4,#) (GBPm) 44.1 39.8 (9.7)%
--------------------------------------- -------------- -------------- -----------
Retail 31.0 29.4 (5.3)%
--------------------------------------- -------------- -------------- -----------
Vet Group(3,4) 16.3 13.7 (16.2)%
--------------------------------------- -------------- -------------- -----------
Group underlying EBIT margin(3,4,#) 9.4% 8.0% (145) bps
--------------------------------------- -------------- -------------- -----------
Retail 7.4% 6.6% (79) bps
--------------------------------------- -------------- -------------- -----------
Vet Group (3,4) 32.9% 24.6% (835) bps
--------------------------------------- -------------- -------------- -----------
Group Underlying PBT(3,4,#) (GBPm) 41.8 37.9 (9.3)%
--------------------------------------- -------------- -------------- -----------
Group non-underlying charges(2)
(GBPm) (1.0) (29.9) NM
--------------------------------------- -------------- -------------- -----------
Group Statutory PBT (GBPm) 40.8 8.0 (80.5)%
--------------------------------------- -------------- -------------- -----------
Underlying basic EPS(3,4,#) (p) 6.7 6.1 (8.3)%
--------------------------------------- -------------- -------------- -----------
Statutory basic EPS (p) 6.5 1.2 (80.8)%
--------------------------------------- -------------- -------------- -----------
Dividend (p) 2.5 2.5 0.0%
--------------------------------------- -------------- -------------- -----------
Underlying free cashflow(#) (GBPm) 23.2 27.3 17.7%
--------------------------------------- -------------- -------------- -----------
CROIC(#) 19.4% 18.3% (115) bps
--------------------------------------- -------------- -------------- -----------
Leverage (Net debt / underlying
EBITDA(#) ) 1.2x 1.1x
--------------------------------------- -------------- -------------- -----------
1. The fee income for practices which we will offer to buy back
from JVPs has not been recognised within H1 FY19 total revenue, but
remains within H1 FY18 total revenue (H1 FY18: GBP1.9m). For
information, the fee income which has been removed from total
revenue in H1 FY19 is GBP2.2m
2. The fee income for practices which we will offer to buy back
from JVPs has not been recognised in either H1 FY19 or H1 FY18 LFL
revenue
3. H1 FY19 excludes GBP29.0m relating to a provision made
against all funding provided by Pets at Home, recognition of
guaranteed third party liabilities, and the cost of additional
operating cash outflows forecast to be incurred by the Group
through to buy-out for JV practices which we will offer to buy back
from JVPs in the future (H1 FY18: GBPnil). This has been charged
against Vet Group, and Group, non-underlying gross profit
4. H1 FY19 excludes GBP0.9m relating to an accounting charge for
the potential future acquisition of minority stakes owned by vet
partners in the specialist referral centres, which have been
charged against operating costs (H1 FY18: GBP1.0m). This has been
charged against Vet Group, and Group, operating costs
5. Group underlying EBIT includes central costs of GBP3.2m in H1 FY19 (H1 FY18: GBP3.2m)
Operational Key Performance Indicators
H1 FY18 FY18 H1 FY19
Number of stores 450 448 451
----------------------------------------- -------- ----- --------
Number of vet practices (total)(1) 447 461 471
----------------------------------------- -------- ----- --------
Standalone 151 152 155
----------------------------------------- -------- ----- --------
In-store 296 309 316
----------------------------------------- -------- ----- --------
Number of grooming salons 301 309 313
----------------------------------------- -------- ----- --------
% stores with a vet practice & grooming
salon 55% 58% 59%
----------------------------------------- -------- ----- --------
VIP Club active members(2) (m) 3.8 3.9 4.0
----------------------------------------- -------- ----- --------
VIP swipe as % revenue(3) 69% 69% 70%
----------------------------------------- -------- ----- --------
1. Includes both Joint Venture (JV) practices and practices which are company owned and managed
2. Active defined as customers who have purchased during the past twelve months
3. Average swipe rate of the card at store tills over latest quarterly period
Impact of future vet business actions on the interim financial
statements
As part of the recalibration of the First Opinion vet business,
we will offer to buy back up to 55 practices from Joint Venture
Partners (JVPs) over the coming months. In recognition of these
plans, the following principles have been applied to the interim
financial statements:
-- No fee income for those practices has been recognised within
the total Vet Group, and Group, income statements for H1 FY19. For
information, the fee income generated by those practices in H1 FY19
would have been GBP2.2m (H1 FY18: GBP1.9m). (Please refer to the
financial statements Note 2 for more detail.)
-- For the purposes of the like-for-like revenue growth
calculation, the fee income for this group of practices has been
removed from both H1 FY19 and the prior year H1 FY18 period.
-- For those practices, a non-underlying charge of GBP29.0m has
been recognised against Vet Group, and Group, gross profit to
provide for the balance of funding provided by Pets at Home,
guaranteed bank and lease obligations, and the cost of additional
operating cash outflows forecast to be incurred by the Group
through to buy-out. Further costs, including closure costs if we
decide to close practices, are expected to be provided during
H2FY19 and FY20.
-- For all remaining practices which we intend to retain as
Joint Ventures in the future, we have continued to recognise all
fee income within the Vet Group, and Group, income statements. We
have also continued to provide, on an expected credit loss basis,
against funding made by Pets at Home to those practices. This group
of Joint Venture practices currently has a balance of operating
loan funding from Pets at Home of GBP30.6m, against which we adopt
a core provision of GBP6.7m. This provision has increased by
GBP2.5m since FY18 year end, and is reflected as an underlying
charge against gross profit to the Vet Group, and Group, income
statements.
Revenue
Group revenue in H1 FY19 grew 6.7% to GBP499.3m (H1 FY18:
GBP468.0m) and like-for-like (LFL) revenues grew 5.3%(#) .
Retail revenues grew 6.0% to GBP443.7m (H1 FY18: GBP418.5m),
including omnichannel revenue growth of 45.2% to GBP35.3m. LFL
revenue growth was 4.7%(#) . Food revenues grew by 8.1% to
GBP237.8m (H1 FY18: GBP220.0m), reflecting good performance in dog
Advanced Nutrition (AN) and bridging food lines, as well as dog
treats. AN revenues overall grew 9.7% to GBP108.7m (H1 FY18:
GBP99.0m). Accessories revenues grew 3.9% to GBP183.6m (H1 FY18:
GBP176.8m) where we saw particular strength in categories such as
travel & training, cat litter and health & hygiene.
Vet Group revenues grew 12.3% to GBP55.6m (H1 FY18: GBP49.5m),
with LFL growth of 11.9%(#) . Revenues from the Specialist Referral
centres grew 8.1% to GBP19.7m (H1 FY18: GBP18.2m). We also saw
strong growth in customer generated revenues in our First Opinion
practices, up 15.4% to GBP166.8m (H1 FY18: GBP144.5m). This led to
our fee income increasing by 7.4% to GBP30.0m (H1 FY18: GBP28.0m).
We have not recognised fee income of GBP2.2m in H1 FY19 for the
practices which we will offer to buy back from JVPs in the future,
and will continue with this approach until such time any buy back
takes place. The fee income from those practices was recognised in
full in the prior year period, H1 FY18, at GBP1.9m. (Please refer
to the financial statements Note 2 for more detail.)
Gross margin
Group underlying gross margin declined by 160 bps to 50.3%(#)
(H1 FY18: 51.9%).
Underlying (and non-underlying) gross margin within Retail was
51.0%, a reduction of 129 bps over the prior year (H1 FY18: 52.2%),
in line with our plans. This mainly reflects our price
repositioning activities, where we invested a further GBP4m during
the period, and the continued growth of our omnichannel business
which has a greater mix of food product versus higher margin
accessories.
Underlying gross margin within the Vet Group decreased by 393
bps to 45.5%(#) (H1 FY18: 49.4%). This decline was largely driven
by the non-recognition of fee income totalling GBP2.2m for
practices which we will offer to buy back from JVPs in the future.
In addition, there was a charge of GBP2.5m to the core provision
held against funding provided to all other First Opinion JV
practices (H1 FY18: GBP0.4m). Core provision refers to our
underlying provisioning approach and methodology to practices which
we intend to retain as JV practices in the future. In accordance
with IFRS9, this is based on an assessment of various risk factors
impacting the deemed recoverability of such amounts, and this is
charged against underlying gross profit.
Non-underlying Group gross margin was 44.5%(#) (H1 FY18: 51.9%)
and non-underlying Vet Group gross margin was (6.7)% (#) (H1 FY18:
49.4%). This reflects a provision of GBP29.0m (H1 FY18: GBPnil),
relating to all Pets at Home funding, and recognition of bank and
lease obligations as detailed above, relating to those practices
which we will offer to buy back from Joint Venture Partners in the
future.
Operating profit and operating costs
Underlying Group EBIT was GBP39.8m(#) (H1 FY18: GBP44.1m), with
a margin of 8.0%(#) (H1 FY18: 9.4%).
Underlying Retail EBIT was GBP29.4m(#) (H1 FY18: GBP31.0m) with
a margin of 6.6%(#) (H1 FY18: 7.4%) and operating cost growth,
excluding depreciation and amortisation, of 4.6% to GBP178.6m. A
key driver of margin dilution was a charge relating to lease costs
for stores vacated during the period of GBP1.6m. Occupation costs
(rent, service charges and other costs) again declined as a
percentage of sales as we benefit from the rental and other
occupancy costs paid by vet practices within our stores, which
contributed GBP6.8m during the half (H1 FY18: GBP6.2m). Colleague
costs also declined as a percentage of sales, resulting from
further streamlining of store colleague hours during the period. We
continue to invest in our omnichannel offering and business systems
required to deliver the quality in-store experience and reflect the
growing importance of digital channels. Depreciation and
amortisation in Retail increased 7.7% to GBP18.2m (H1 FY18:
GBP16.9m).
Underlying Vet Group EBIT in the first half was GBP13.7m(#) (H1
FY18: GBP16.3m) with a margin of 24.6% (H1 FY18: 32.9%). Operating
costs in the Vet Group, excluding depreciation and amortisation,
were GBP10.4m (H1 FY18: GBP7.0m). The growth was primarily driven
by one-off project costs incurred during the period in relation to
the review of the veterinary business, together with an associated
increase in Vet Group colleague and IT related costs, as we ensure
the central functions which provide services to practices have the
appropriate resource and capabilities. Depreciation and
amortisation in the Vet Group increased 5.2% to GBP1.2m (H1 FY18:
GBP1.1m). In addition to the operating cost growth, the
non-recognition of fee income for practices which we will offer to
buy back from JVPs in the coming months had a dilutive impact on
underlying Vet Group EBIT margin.
Central costs, including IFRS2 charges, Group overheads and
colleagues, remained flat at GBP3.2m (H1 FY18: GBP3.2m).
Non-underlying costs of GBP0.9m(#) (H1 FY18: GBP1.0m) were
recognised in relation to the ownership structures and accounting
treatment of the veterinary Specialist Referral centres. Two of our
four centres are structured as a Shared Venture ownership model,
where Pets at Home maintains a minimum 75% controlling share, with
the remaining shares owned by multiple Shared Venture Partners
(SVPs). Pets at Home has an option to buy the SVP shares in the
future, with the value of these shares related to profit
performance targets. The accounting treatment of such an option is
therefore structured as a forward contract. Within the income
statement, the discounted future value of the SVP's shares is
recognised as an expense over the period to which the option can be
exercised, and recognised as a non-underlying expense.
Finance expense
Net finance expense for the half year period was GBP2.0m, a
reduction from the prior year (H1 FY18: GBP2.4m) as a result of a
favourable interest rate swap.
During the period, we successfully completed a Group
refinancing, with the new facility providing access to GBP248m
across seven lenders. Based on current leverage, this facility
attracts a margin of 1.4% above LIBOR.
Taxation, net income & EPS
Underlying pre tax profit was GBP37.9m(#) (H1 FY18: GBP41.8m)
and statutory pre tax profit, including all non-underlying items,
was GBP8.0m (H1 FY18: GBP40.8m).
Underlying total tax expense for the period was GBP7.3m(#) , a
rate of 19% on underlying pre tax profit.
Underlying profit for the period, after tax, was GBP30.6m(#) (H1
FY18: GBP33.4m) and underlying basic earnings per share were 6.1
pence(#) , (H1 FY18: 6.7 pence). Statutory basic earnings per share
were 1.2 pence (H1 FY18: 6.5 pence).
Cash working capital
The cash movement in trading working capital for H1 FY19 was an
inflow of GBP5.7m(#) . This comprised of a GBP4.9m increase in
inventory, offset by a GBP13.3m increase in payables and a GBP2.7m
decrease in receivables.
We continued to support First Opinion veterinary practices with
an additional GBP8.9m of cash operating loan funding, in line with
our guidance. This lead to an overall Group cash working capital
outflow of GBP3.2m.
The gross value of operating loans at the end of the period was
GBP46.9m (H1 FY18: GBP30.9m), against which a total provision of
GBP23.0m is held (H1 FY18: GBP3.0m). This is comprised of: i) a
core provision of GBP6.7m against a GBP30.6m balance of operating
loans for practices which we plan to continue operating as Joint
Ventures, and ii) a full provision of GBP16.3m against the GBP16.3m
balance of operating loans for practices which we will offer to buy
back from JVPs in the future.
Capital investment
Capital investment was GBP17.3m (H1 FY18: GBP24.0m), where
GBP3.3m is represented by the retrofit of services into our
existing store estate (H1 FY18 GBP7.5m), new store capital
investment totalled GBP4.3m (H1 FY18: GBP5.0m) and investment in
business systems totalled GBP4.7m (H1 FY17: GBP4.8m). Cash capital
expenditure was GBP20.3m (H1 FY18: GBP25.8m).
Underlying free cashflow
Group underlying free cashflow (FCF) after interest, tax and
before acquisitions increased to GBP27.3m(#) (H1 FY18: GBP23.2m),
representing a cash conversion rate of 44.6%(#) (H1 FY18: 35.9%).
The increase in FCF when compared with the prior year is driven by
a reduced capital expenditure and smaller purchase of shares
required to satisfy colleague stock option schemes, offset by a
working capital outflow together with one-off costs incurred with
the Group refinancing successfully completed during the period.
Underlying free cashflow(#) (GBPm) H1 FY18 H1 FY19
Underlying cash EBITDA(1,#) 64.5 61.2
--------------------------------------------- -------------- --------------
Cash working capital(#) 0.6 (3.2)
--------------------------------------------- -------------- --------------
Operating loan provision movement (0.3) 2.5
--------------------------------------------- -------------- --------------
Tax (9.7) (8.4)
--------------------------------------------- -------------- --------------
Interest (2.2) (1.3)
--------------------------------------------- -------------- --------------
Debt issue costs - (1.8)
--------------------------------------------- -------------- --------------
Capex (25.7) (19.9)
--------------------------------------------- -------------- --------------
Purchase of own shares to satisfy colleague
options (4.0) (1.8)
--------------------------------------------- -------------- --------------
Underlying free cashflow 23.2 27.3
--------------------------------------------- -------------- --------------
1. Defined as underlying EBITDA# plus IFRS2 share based payment
charges (H1 FY18: GBP2.3m, H1 FY19: GBP2.0m)
H1 FY19 Group underlying free cashflow(#) Underlying FCF FCF conversion
(GBPm) (GBPm)
Retail 30.6 64.5%
------------------------------------------- ---------------------------------- ---------------
Vet Group 4.5 30.0%
------------------------------------------- ---------------------------------- ---------------
Central (7.8) (271.7)%
------------------------------------------- ---------------------------------- ---------------
Group underlying free cashflow 27.3 44.6%
------------------------------------------- ---------------------------------- ---------------
The Group's net debt position at the end of the half year period
was GBP134.8m, which represents a leverage ratio of 1.1x underlying
EBITDA.
GBPm FY18 H1 FY19
Opening net debt (153.7) (135.2)
------------------------------------------- ------------ --------------
Underlying free cashflow(#) 55.8 27.3
------------------------------------------- ------------ --------------
Ordinary dividends paid (37.3) (24.8)
------------------------------------------- ------------ --------------
Acquisitions - (2.1)
------------------------------------------- ------------ --------------
Closing next debt (135.2) (134.8)
------------------------------------------- ------------ --------------
Leverage (Net debt/underlying EBITDA(#) ) 1.1x 1.1x
------------------------------------------- ------------ --------------
Capital allocation
Our capital allocation policy prioritises investing our cash
generation in areas that will expand the Group and deliver
appropriate returns, including organic capital investment and the
working capital needs of our vet business. Our second priority is
to maintain an ordinary dividend payment at around 50% of
underlying basic earnings per share. Finally, dependent upon our
acquisition outlook, and should we not foresee any alternative
investment uses, it is our intention to return surplus free
cashflow to shareholders in the form of a special dividend or share
buyback.
Dividend
The Board has declared an interim dividend of 2.5 pence per
share, equal with the prior year. The interim dividend will be
payable on the 11(th) January 2019 to shareholders on the register
at the close of trading on 7(th) December 2018.
Impact of the UK's exit process from the EU
We continue our work to assess and mitigate the likely impact of
the United Kingdom's exit from the European Union (EU). Given the
range of possible scenarios it is impossible for us to be specific,
however, we are reviewing five aspects in particular:
1) Consumer demand - we recognise the retail market for pet
care, despite historical resilience, may change, so we intend to
remain vigilant to signs that consumer demand is being affected, so
that we may seek to respond appropriately and expediently.
2) Border delays - around 17% of our cost of goods sold are
imported from outside the UK. Although Food and Accessories are
unlikely to 'spoil' as a result of any border delays, there is a
risk that our supply chain becomes longer and there may be
additional administrative and other cost burdens.
3) We do not currently expect to see a material tariff impact,
as the majority of our products are imported from outside the
EU.
4) Exchange rates - the exit process may prompt movements in the
USD/GBP exchange rate. The Group purchases products from Asia to a
value of around US$70m each year. Our policy is to use a mix of
foreign exchange forward contracts to hedge our USD requirement and
we have now increased our hedging period to cover the next 18
months, to give us increased time to respond to any such adverse
trends. Our hedging requirements for FY19 are in place at an
average rate of 1.35 USD:GBP, which had a positive impact of around
GBP0.7m during the period. We expect a further gain of around
GBP1.1m in the second half of FY19, and based on our current
forward contracts, we expect no material foreign exchange impacts
for FY20.
5) A significant number of colleagues, particularly within our
Vet Group and distribution centres, are non-UK EU nationals. Brexit
may result in changes to UK immigration policy which increases the
risk around the availability, recruitment and retention of these
individuals. We are working closely with professional bodies
including the Royal College of Veterinary Surgeons and the British
Veterinary Association and support them in their calls on
Government to formally recognise the shortages of veterinary
surgeons across all disciplines, particularly in light of
restrictions on free movement for EU nationals following
Brexit.
We will continue our preparations for all likely process
outcomes as part of our regular risk mitigation process, until the
UK and EU's path forward is clear.
Disclaimer
This statement of interim financial results does not constitute
an invitation to underwrite, subscribe for, or otherwise acquire or
dispose of any Pets At Home Group Plc shares or other securities
nor should it form the basis of or be relied on in connection with
any contract or commitment whatsoever. It does not constitute a
recommendation regarding any securities. Past performance,
including the price at which the Company's securities have been
bought or sold in the past, is no guide to future performance and
persons needing advice should consult an independent financial
adviser.
Certain statements in this statement of interim financial
results constitute forward-looking statements. Any statement in
this document that is not a statement of historical fact including,
without limitation, those regarding the Company's future plans,
expectations, operations, financial performance, financial
condition and business is a forward-looking statement. Such
forward-looking statements are subject to risks and uncertainties
that may cause actual results to differ materially. These risks and
uncertainties include, among other factors, changing economic,
financial, business or other market conditions. These and other
factors could adversely affect the outcome and financial effects of
the plans and events described in this statement of interim
financial results. As a result you are cautioned not to place
reliance on such forward-looking statements. Nothing in this
statement should be construed as a profit forecast.
Risks and Uncertainties
An effective risk management process has been adopted to help
the Group achieve its strategic objectives and enjoy long term
success. The Group's risk management policies and processes,
together with the Group's principal operational and financial risks
and the measures being taken to mitigate and manage these risks,
remain as described on pages 32 to 37 of the annual report for the
year ended 29 March 2018 which is available at
http://investors.petsathome.com. These include:
-- Protecting our brand and reputation
-- Competition with other retailers and vet practices, including
other pet specialists, supermarkets, discounters, and online
retailers
-- Services and stores expansion and rollout, including factors
impacting on the Group's ability to drive maturity in its First
Opinion vet business
-- Recruiting, retaining and developing engaged colleagues
-- Keeping core business systems up to date and with the
capability to support the Group's growth plans and ensuring
information and data security
-- Supply chain and sourcing risk
-- Liquidity and credit risk
-- Treasury and financial risk from exposure to US dollar
fluctuations, in respect of goods sourced from Asia
-- Regulatory and compliance risk
-- Extreme weather, where prolonged unusual weather patterns can impact footfall to stores
Responsibility Statement
We confirm that to the best of our knowledge:
-- the condensed set of financial statements has been prepared
in accordance with IAS 34 Interim Financial Reporting as adopted by
the EU;
-- the interim management report includes a fair review of the information required by:
(a) DTR 4.2.7R of the Disclosure Guidance and Transparency
Rules, being an indication of important events that have occurred
during the first 28 weeks of the financial year and their impact on
the condensed set of financial statements; and a description of the
principal risks and uncertainties for the remaining 24 weeks of the
year; and
(b) DTR 4.2.8R of the Disclosure Guidance and Transparency
Rules, being related party transactions that have taken place in
the first six months of the current financial year and that have
materially affected the financial position or performance of the
entity during that period; and any changes in the related party
transactions described in the last annual report that could do
so.
By order of the Board on 26 November 2018
Peter Pritchard, Group Chief Executive Officer and Mike Iddon, Group Chief Financial Officer
# Alternative Performance Measures (APMs) are defined and
reconciled to IFRS, where possible, on page 17
INDEPENT REVIEW REPORT TO PETS AT HOME GROUP PLC
Conclusion
We have been engaged by the company to review the condensed set
of financial statements in the half-yearly financial report for the
28 weeks ended 11 October 2018 which comprises the condensed
consolidated income statement, condensed consolidated statement of
comprehensive income, condensed consolidated balance sheet,
condensed consolidated statement of changes in equity, condensed
consolidated statement of cash flows and the related explanatory
notes.
Based on our review, nothing has come to our attention that
causes us to believe that the condensed set of financial statements
in the half-yearly financial report for the 28 week period ended 11
October 2018 is not prepared, in all material respects, in
accordance with IAS 34 Interim Financial Reporting as adopted by
the EU and the Disclosure Guidance and Transparency Rules ("the
DTR") of the UK's Financial Conduct Authority ("the UK FCA").
Scope of review
We conducted our review in accordance with International
Standard on Review Engagements (UK and Ireland) 2410 Review of
Interim Financial Information Performed by the Independent Auditor
of the Entity issued by the Auditing Practices Board for use in the
UK. A review of interim financial information consists of making
enquiries, primarily of persons responsible for financial and
accounting matters, and applying analytical and other review
procedures. We read the other information contained in the
half-yearly financial report and consider whether it contains any
apparent misstatements or material inconsistencies with the
information in the condensed set of financial statements.
A review is substantially less in scope than an audit conducted
in accordance with International Standards on Auditing (UK) and
consequently does not enable us to obtain assurance that we would
become aware of all significant matters that might be identified in
an audit. Accordingly, we do not express an audit opinion.
Directors' responsibilities
The half-yearly financial report is the responsibility of, and
has been approved by, the directors. The directors are responsible
for preparing the half-yearly financial report in accordance with
the DTR of the UK FCA.
The annual financial statements of the group are prepared in
accordance with International Financial Reporting Standards as
adopted by the EU. The directors are responsible for preparing the
condensed set of financial statements included in the half-yearly
financial report in accordance with IAS 34 as adopted by the
EU.
Our responsibility
Our responsibility is to express to the company a conclusion on
the condensed set of financial statements in the half-yearly
financial report based on our review.
The purpose of our review work and to whom we owe our
responsibilities
This report is made solely to the company in accordance with the
terms of our engagement to assist the company in meeting the
requirements of the DTR of the UK FCA. Our review has been
undertaken so that we might state to the company those matters we
are required to state to it in this report and for no other
purpose. To the fullest extent permitted by law, we do not accept
or assume responsibility to anyone other than the company for our
review work, for this report, or for the conclusions we have
reached.
Nicola Quayle
for and on behalf of KPMG LLP
Chartered Accountants
1 St Peter's Square
Manchester
M2 3AE
November 2018
Alternative Performance Measures ("APMs")
Guidelines on Alternative Performance Measures (APMs) issued by
the European Securities and Markets Authority came into effect for
all communications released on or after 3 July 2016 for issuers of
securities on a regulated market.
In the reporting of financial information, the Directors have
adopted various APMs of historical or future financial performance,
position or cash flows other than those defined or specified under
International Financial Reporting Standards (IFRS).
The Directors measure the performance of the Group based on the
following financial measures which are not recognised under
EU-adopted IFRS, and consider these to be important measures in
evaluating the Group's strategic and financial performance. The
Directors believe that these APMs assist in providing additional
useful information on the underlying trends, performance and
position of the Group.
APMs are also used to enhance the comparability of information
between reporting periods, by adjusting for non-underlying items to
aid the user in understanding the Group's performance.
Consequently, APMs are used by the Directors and management for
performance analysis, planning, reporting and incentive setting
purposes and have remained consistent with prior year.
All APMs relate to the current period's results and comparative
periods where provided.
A full glossary of APMs is included in the most recent Annual
Report & Accounts.
The key APMs used by the Group are:
'Like-for-Like' sales growth comprises total revenue in a
financial period compared to revenue achieved in a prior period for
stores, online operations, grooming salons, vet practices &
specialist referral centres that have been trading for 52 weeks or
more, excluding fee income from Joint Venture practices which the
Group will offer to buy back from Joint Venture Partners in the
future.
Omni-channel revenue: Revenue net of discounts and VAT from core
online sales, subscriptions and order to store.
EBITDA: Earnings before interest, tax, depreciation &
amortisation.
Free Cash Flow: Net cash from operating activities, after tax,
less net cash used in investing activities (excluding
acquisitions), less interest paid & debt issue costs.
CROIC: Cash return on invested capital, represents cash returns
divided by the average of gross capital invested (GCI) for the last
twelve months. Cash returns represent pre-non-underlying operating
profit before property rentals and share based payments subject to
tax, then adjusted for depreciation and amortisation. GCI
represents gross property, plant and equipment plus software and
other intangibles excluding the goodwill created on the acquisition
of the Group by KKR (GBP906,445,000) plus net working capital, plus
capitalised rent multiplied by a factor of 8x.
Non-underlying items: Certain costs or incomes that derive from
events or transactions that fall outside the normal activities of
the Group, and are excluded by virtue of their size and nature in
order to reflect management's view of the performance of the
Group.
References to Underlying GAAP measures and Underlying APMs
throughout the interim statements are measured before the effect of
non-underlying items.
Alternative Performance Measures ("APMs") (continued)
APM Definition Reconciliation
----------------- ------------------------------------- ----------------------------------------------------------
Cash EBITDA Underlying EBITDA (see below) Cash EBITDA (GBPm) HY18 HY19 Note
adjusted for share based payment -------------------- ----- ----- -----
charge. Underlying EBITDA 62.2 59.2
-------------------- ----- ----- -----
Share based payment
charge 2.3 2.0 3
-------------------- ----- ----- -----
Cash EBITDA 64.5 61.2
-------------------- ----- ----- -----
----------------- ------------------------------------- ----------------------------------------------------------
CROIC Cash return on invested capital, CROIC HY18 HY19 Note
represents cash returns divided by ----------------------- ------- ------- --------------
the average of gross capital Cash returns:
invested (GCI) for the last twelve ----------------------- ------- ------- --------------
months. Cash returns represent Underlying operating
pre-non-underlying operating profit 96.9 84.5
profit before property rentals and ----------------------- ------- ------- --------------
share based payments subject to tax, Property rental
then adjusted for costs 74.3 76.5
depreciation and amortisation. GCI ----------------------- ------- ------- --------------
represents gross property, plant and Share based payment
equipment plus software charges 3.0 3.6
and other intangibles excluding the ----------------------- ------- ------- --------------
goodwill created on the acquisition 172.2 164.6
of the Group by KKR ----------------------- ------- ------- --------------
(GBP906,445,000) plus net working Effective tax rate 20% 20%
capital, plus capitalised rent ----------------------- ------- ------- --------------
multiplied by a factor of Tax charge on above (34.4) (32.9)
8x. ----------------------- ------- ------- --------------
137.8 131.7
----------------------- ------- ------- --------------
Depreciation and
amortisation 32.2 35.8
----------------------- ------- ------- --------------
Cash returns 170.0 167.5
----------------------- ------- ------- --------------
Gross capital invested
(GCI):
----------------------- ------- ------- --------------
Gross property,
plant and equipment 253.6 275.4 8
----------------------- ------- ------- --------------
Intangibles 1,010.3 1,020.9 9
----------------------- ------- ------- --------------
Less KKR goodwill (906.4) (906.4)
----------------------- ------- ------- --------------
Investments 12.1 15.1
----------------------- ------- ------- --------------
Net working capital (87.0) (108.5) see definition
----------------------- ------- ------- --------------
Capitalised operating
leases 594.6 612.0 8x
----------------------- ------- ------- --------------
GCI 877.2 908.5
----------------------- ------- ------- --------------
Average 877.0 917.6
----------------------- ------- ------- --------------
Cash returns/average
GCI 19.4% 18.3%
----------------------- ------- ------- --------------
----------------- ------------------------------------- ----------------------------------------------------------
Underlying EBITDA Earnings before interest, tax, Underlying EBITDA
depreciation and amortisation before (GBPm) HY18 HY19 Note
the effect of Non-underlying --------------------- ----- ----- -------
items in the period. Statutory operating
profit 43.1 9.9
--------------------- ----- ----- -------
Depreciation and
amortisation 18.0 19.4 3
--------------------- ----- ----- -------
Non-underlying items 1.0 29.9 3
--------------------- ------ ---- -------
Underlying EBITDA 62.2 59.2
--------------------- ----- ----- -------
----------------- ------------------------------------- ----------------------------------------------------------
Underlying free Net cash from operating activities, Underlying free
cash flow after tax, less net cash used in cash flow (GBPm) HY18 HY19 Note
investing activities ------------------------ ------ ------- -----
(excluding acquisitions), less Underlying free
interest paid & debt issue costs cash flow 23.2 27.3
before the effect of Non-underlying ------------------------ ------ ------- -----
items in the period. Dividends (24.9) (24.8) CFS
------------------------ ------ ------- -----
Acquisition of
subsidiary 0.0 (2.1) CFS
------------------------ ------ ------- -----
Loans issued (0.9) 0.0 CFS
------------------------ ------ ------- -----
Proceeds from new
loan 0.0 195.1 CFS
------------------------ ------ ------- -----
Repayment of borrowings (3.0) (195.0) CFS
------------------------ ------ ------- -----
Net increase in
cash (5.6) 0.5
------------------------ ------ ------- -----
CFS = Consolidated Statement of
Cash Flows
------------------------------------------------
----------------- ------------------------------------- ----------------------------------------------------------
Alternative Performance Measures ("APMs") (continued)
Like-for-like Like-for-Like sales growth comprises Not applicable.
total revenue in a financial period
compared to revenue
achieved in a prior period for stores,
online operations, grooming salons,
vet practices &
specialist referral centres that have
been trading for 52 weeks or more,
excluding fee income
from Joint Venture practices which the
Group will offer to buy back from
Joint Venture Partners
in the future.
---------------------------- -------------------------------------- ----------------------------------------------
Underlying basic EPS Underlying basic earnings per share Underlying basic
(EPS) is based on earnings per share EPS (p) HY18 HY19 Note
before the impact --------------------- ----- ----- -----
of certain costs or incomes that Underlying basic
derive from events or transactions EPS 6.7 6.1
that fall outside the --------------------- ----- ----- -----
normal activities of the Group, and Non-underlying items (0.2) (4.9) 4
are excluded by virtue of their size --------------------- ----- ----- -----
and nature in order Basic earnings per
to reflect management's view of the share 6.5 1.2
performance of the Group. --------------------- ----- ----- -----
---------------------------- -------------------------------------- ----------------------------------------------
Underlying operating profit Underlying operating profit is based Underlying operating
on operating profit before the impact profit (GBPm) HY18 HY19 Note
of certain costs ---------------------- ----- ------ -----
or incomes that derive from events or Underlying operating
transactions that fall outside the profit 44.1 39.8
normal activities ---------------------- ----- ------ -----
of the Group, and are excluded by Non-underlying items (1.0) (29.9) 3
virtue of their size and nature in ---------------------- ----- ------ -----
order to reflect management's Operating profit 43.1 9.9
view of the performance of the Group. ---------------------- ----- ------ -----
---------------------------- -------------------------------------- ----------------------------------------------
Underlying profit before tax Underlying profit before tax (PBT) is Underlying PBT (GBPm) HY18 HY19 Note
based on pre-tax profit before the ----------------------- ----- ------ -----
impact of certain Underlying PBT 41.8 37.9
costs or incomes that derive from ----------------------- ----- ------ -----
events or transactions that fall Non-underlying items (1.0) (29.9) 3
outside the normal activities ----------------------- ----- ------ -----
of the Group, and are excluded by PBT 40.8 8.0
virtue of their size and nature in ----------------------- ----- ------ -----
order to reflect management's
view of the performance of the Group.
---------------------------- -------------------------------------- ----------------------------------------------
Underlying profit after tax Underlying profit after tax (PAT) is Underlying PAT
based on post tax profit before the (GBPm) HY18 HY19 Note
impact of certain ---------------- ----- ------ -----
costs or incomes that derive from Underlying PAT 33.5 30.6
events or transactions that fall ---------------- ----- ------ -----
outside the normal activities Non-underlying
of the Group, and are excluded by items (1.0) (24.4)
virtue of their size and nature in ---------------- ----- ------ -----
order to reflect management's PAT 32.5 6.2
view of the performance of the Group. ---------------- ----- ------ -----
---------------------------- -------------------------------------- ----------------------------------------------
Underlying total tax expense Underlying total tax expense is based Underlying total tax
on the statutory tax expense for the expense (GBPm) HY18 HY19 Note
period (being the ----------------------- ----- ----- -----
net of current and deferred tax) Underlying tax expense 8.2 7.3
before the impact of certain costs of ----------------------- ----- ----- -----
incomes that derive Non-underlying items - (5.5) 5
from events or transactions that fall ----------------------- ----- ----- -----
outside the normal activities of the Tax expense 8.2 1.7
Group, and are ----------------------- ----- ----- -----
excluded by virtue of their size and
nature in order to reflect
management's view of the performance
of the Group.
---------------------------- -------------------------------------- ----------------------------------------------
Alternative Performance Measures ("APMs") (continued)
Working capital Working capital movement is a Net working capital Note
measure of the cash required (GBPm) movement HY18 HY19
by the business to fund its ----------------------------- ------- ------- -----
inventory, Net working capital 0.5 (3.2)
receivables and payables. ----------------------------- ------- ------- -----
Being:
The change year on year ----------------------------- ------- ------- -----
reflects the cash in/outflow Movement in trade
in relation to changes in the and other receivables (3.6) 6.5 CFS
working ----------------------------- ------- ------- -----
capital cycle excluding Movement in inventories (6.8) (4.9) CFS
Non-underlying items. ----------------------------- ------- ------- -----
Movement in trade
The change in working capital and other payables 11.7 13.7 CFS
is a key component of the free ----------------------------- ------- ------- -----
cash flow measure of the Excluding movement
Group. relating to Non-underlying
items (0.8) (20.1)
----------------------------- ------- ------- -----
Movement in provisions 0.0 14.0 CFS
----------------------------- ------- ------- -----
Excluding movement
in provision relating
to Non-underlying
items 0.0 (12.4)
----------------------------- ------- ------- -----
Net working capital 0.5 (3.2)
----------------------------- ------- ------- -----
CFS = Consolidated Statement
of Cash Flows
-------------------------------------- ------- -------
Net working capital HY18 HY19 Note
----------------------------- ------- ------- -----
Receivables 73.2 69.2
----------------------------- ------- ------- -----
Inventory 63.2 65.4
----------------------------- ------- ------- -----
Trade and other payables
(incl Corporation
Tax) (221.5) (226.1)
----------------------------- ------- ------- -----
Provisions (0.5) (13.9)
----------------------------- ------- ------- -----
Non-current provisions (1.4) (3.1)
----------------------------- ------- ------- -----
Net working capital (87.0) (108.5)
----------------------------- ------- ------- -----
------------------------- ------------------------------ ---------------------------------------------------------
Trading working capital Working capital before (GBPm) HY18 HY19 Note
increase in gross operating --------------------- ----- ----- -----
loans to Joint Venture Net working capital
practices (above) 0.5 (3.2)
--------------------- ----- ----- -----
Loans and borrowings 7.8 8.9 13
--------------------- ----- ----- -----
Trading working
capital 8.3 5.7
--------------------- ----- ----- -----
------------------------- ------------------------------ ---------------------------------------------------------
Omni-channel revenue Revenue net of discounts and (GBPm) HY18 HY19 Note
VAT from core online, sales, -------------------- ----- ----- -----
subscriptions and order to Omnichannel revenue 24.3 35.3
store. -------------------- ----- ----- -----
------------------------- ------------------------------ ---------------------------------------------------------
Underlying EBIT Earnings before interest and (GBPm) HY18 HY19 Note
tax agreed to operating profit -------------------------- ----- ----- -----
relating to underlying Operating profit relating
trading. to Underlying trading
(EBIT) 44.1 39.8
-------------------------- ----- ----- -----
------------------------- ------------------------------ ---------------------------------------------------------
Retail Underlying EBIT Earnings before interest and (GBPm) HY18 HY19 Note
tax agreed to operating profit ------------------------ ----- ----- -----
relating to underlying trading Retail operating profit
for the Retail division. relating to Underlying
trading (EBIT) 31.0 29.4
------------------------ ----- ----- -----
------------------------- ------------------------------ ---------------------------------------------------------
Vet Group Underlying EBIT Earnings before interest and (GBPm) HY18 HY19 Note
tax agreed to operating profit -------------------- ----- ----- -----
relating to underlying trading Vet Group operating
for the Vet Group Division. profit relating to
Underlying trading
(EBIT) 16.3 13.7
-------------------- ----- ----- -----
------------------------- ------------------------------ ---------------------------------------------------------
Net Debt Cash and cash equivalents less (GBPm) HY18 HY19 Note
loans and borrowings -------------------------- ------- ------- -----
Cash and cash equivalents 50.7 60.3
-------------------------- ------- ------- -----
Loans and borrowings (207.0) (195.1) 11
-------------------------- ------- ------- -----
Net Debt (156.3) (134.8)
-------------------------- ------- ------- -----
------------------------- ------------------------------ ---------------------------------------------------------
Condensed consolidated income statement
28 week period ended 28 week period ended
11 October 2018 12 October 2017
------------------------- ---- ------------------------------------- -------------------------------------
Non-underlying Non-underlying
items items
Underlying (note Underlying (note
trading 3) Total trading 3) Total
Note GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
------------------------- ---- ---------- -------------- --------- ---------- -------------- ---------
Revenue 2 499,345 - 499,345 468,014 - 468,014
Cost of sales (247,935) (29,030) (276,965) (224,907) - (224,907)
------------------------- ---- ---------- -------------- --------- ---------- -------------- ---------
Gross profit 251,410 (29,030) 222,380 243,107 - 243,107
Selling and distribution
expenses (168,138) - (168,138) (163,842) - (163,842)
Administrative expenses (43,450) (880) (44,330) (35,150) (966) (36,116)
------------------------- ---- ---------- -------------- --------- ---------- -------------- ---------
Operating profit 3 39,822 (29,910) 9,912 44,115 (966) 43,149
Financial income 463 - 463 330 - 330
Financial expense (2,415) - (2,415) (2,700) - (2,700)
------------------------- ---- ---------- -------------- --------- ---------- -------------- ---------
Net financing expense (1,952) - (1,952) (2,370) - (2,370)
------------------------- ---- ---------- -------------- --------- ---------- -------------- ---------
Profit before tax 37,870 (29,910) 7,960 41,745 (966) 40,779
Taxation 5 (7,254) 5,516 (1,738) (8,269) - (8,269)
------------------------- ---- ---------- -------------- --------- ---------- -------------- ---------
Profit for the period 30,616 (24,394) 6,222 33,476 (966) 32,510
------------------------- ---- ---------- -------------- --------- ---------- -------------- ---------
All activities relate to continuing operations.
Basic and diluted earnings per share attributable to equity
shareholders of the Company:
28 week
28 week period
period ended ended
11 October 12 October
Note 2018 2017
--------------------------------------- ---- ------------- -----------
Equity holders of the parent - basic 4 1.2p 6.5p
Equity holders of the parent - diluted 4 1.2p 6.5p
--------------------------------------- ---- ------------- -----------
Condensed consolidated statement of comprehensive income
28 week
28 week period
period ended ended
11 October 12 October
2018 2017
GBP000 GBP000
----------------------------------------------- ------------- -----------
Profit for the period 6,222 32,510
Other comprehensive income
Items that are or may be recycled subsequently
into profit or loss:
Foreign exchange translation differences (70) 79
Cash flow hedges - reclassified to profit
and loss 1,173 (1,586)
Effective portion of changes in fair value
of cash flow hedges 1,912 2,058
------------------------------------------------ ------------- -----------
Other comprehensive income for the period,
before income tax 3,015 551
Income tax on other comprehensive income (586) (90)
------------------------------------------------ ------------- -----------
Other comprehensive income for the period,
net of income tax 2,429 461
------------------------------------------------ ------------- -----------
Total comprehensive income for the period 8,651 32,971
------------------------------------------------ ------------- -----------
The notes on pages [ ] to [ ] form an integral part of these
consolidated interim financial statements.
Condensed consolidated balance sheet
At 11 October At 12 October At 29 March
2018 2017 2018
Note GBP000 GBP000 GBP000
------------------------------ ---- ------------- ------------- -----------
Non-current assets
Property, plant and equipment 8 126,741 132,815 129,904
Intangible assets 9 995,619 991,958 992,929
Other non-current assets 19,623 18,586 20,182
------------------------------ ---- ------------- ------------- -----------
1,141,983 1,143,359 1,143,015
------------------------------ ---- ------------- ------------- -----------
Current assets
Inventories 65,396 63,192 60,529
Other financial assets 2,255 896 1,160
Trade and other receivables 69,175 73,161 74,848
Cash and cash equivalents 60,295 50,720 59,824
------------------------------ ---- ------------- ------------- -----------
197,121 187,969 196,361
------------------------------ ---- ------------- ------------- -----------
Total assets 1,339,104 1,331,328 1,339,376
------------------------------ ---- ------------- ------------- -----------
Current liabilities
Trade and other payables (186,803) (183,988) (182,737)
Provisions (13,900) (464) (835)
Other financial liabilities (1,487) (1,714) (3,392)
------------------------------ ---- ------------- ------------- -----------
(202,190) (186,166) (186,964)
------------------------------ ---- ------------- ------------- -----------
Non-current liabilities
Other interest-bearing loans
and borrowings 10 (192,614) (206,416) (194,519)
Other payables (37,769) (35,751) (36,200)
Provisions (3,098) (1,375) (2,200)
Other financial liabilities (8,448) (7,959) (8,693)
Deferred tax liabilities (4,683) (4,893) (4,448)
------------------------------ ---- ------------- ------------- -----------
(246,612) (256,394) (246,060)
------------------------------ ---- ------------- ------------- -----------
Total liabilities (448,802) (442,560) (433,024)
------------------------------ ---- ------------- ------------- -----------
Net assets 890,302 888,768 906,352
------------------------------ ---- ------------- ------------- -----------
Equity attributable to equity
holders of the parent
Ordinary share capital 5,000 5,000 5,000
Consolidation reserve (372,026) (372,026) (372,026)
Merger reserve 113,321 113,321 113,321
Translation reserve (30) 48 40
Cash flow hedging reserve 1,549 1,188 (950)
Retained earnings 1,142,488 1,141,237 1,160,967
------------------------------ ---- ------------- ------------- -----------
Total equity 890,302 888,768 906,352
------------------------------ ---- ------------- ------------- -----------
The notes on pages [ ] to [ ] form an integral part of these
consolidated interim financial statements.
Condensed consolidated statement of changes in equity
Cash
flow
Share Consolidation Merger hedging Translation Retained Total
capital reserve reserve reserve reserve earnings equity
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
-------------------------- -------- ------------- -------- -------- ----------- --------- --------
Balance at 29 March
2018 5,000 (372,026) 113,321 (950) 40 1,160,967 906,352
Total comprehensive
income for the period
Profit for the period - - - - - 6,222 6,222
Other comprehensive
income - - - 2,499 (70) - 2,429
-------------------------- -------- ------------- -------- -------- ----------- --------- --------
Total comprehensive
income for the period - - - 2,499 (70) 6,222 8,651
-------------------------- -------- ------------- -------- -------- ----------- --------- --------
Transactions with owners,
recorded directly in
equity
Equity dividends paid - - - - - (24,807) (24,807)
Share based payment
charge - - - - - 1,951 1,951
Purchase of own shares - - - - - (1,845) (1,845)
-------------------------- -------- ------------- -------- -------- ----------- --------- --------
Total contributions
by and distributions
to owners - - - - - (24,701) (24,701)
-------------------------- -------- ------------- -------- -------- ----------- --------- --------
Balance at 11 October
2018 5,000 (372,026) 113,321 1,549 (30) 1,142,488 890,302
-------------------------- -------- ------------- -------- -------- ----------- --------- --------
Cash
flow
Share Consolidation Merger hedging Translation Retained Total
capital reserve reserve reserve reserve earnings equity
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
------------------------------ -------- ------------- -------- -------- ----------- --------- --------
Balance at 30 March
2017 5,000 (372,026) 113,321 806 (31) 1,135,574 882,644
Total comprehensive
income for the period
Profit for the period - - - - - 32,510 32,510
Other comprehensive
income - - - 382 79 - 461
------------------------------ -------- ------------- -------- -------- ----------- --------- --------
Total comprehensive
income for the period - - - 382 79 32,510 32,971
------------------------------ -------- ------------- -------- -------- ----------- --------- --------
Transactions with owners, recorded
directly in equity
Equity dividend paid - - - - - (24,912) (24,912)
Share based payment charge - - - - - 2,332 2,332
Purchase of own shares - - - - - (4,267) (4,267)
Total contributions by
and distributions to
owners - - - - - (26,847) (26,847)
------------------------------ -------- ------------- -------- -------- ----------- --------- --------
Balance at 12 October
2017 5,000 (372,026) 113,321 1,188 48 1,141,237 888,768
------------------------------ -------- ------------- -------- -------- ----------- --------- --------
The notes on pages [ ] to [ ] form an integral part of these
consolidated interim financial statements.
Condensed consolidated statement of cash flows
28 week
28 week period period
ended ended
11 October 12 October
2018 2017
GBP000 GBP000
---------------------------------------------------- -------------- ---------------------
Cash flows from operating activities
Profit for the period 6,222 32,510
Adjustments for:
Depreciation and amortisation 19,395 18,041
Financial income (463) (330)
Financial expense 2,415 2,700
Share based payment charges 1,951 2,332
Taxation 1,738 8,269
---------------------------------------------------- -------------- ---------------------
31,258 63,522
Reduction/(increase) in trade and other receivables 6,498 (3,587)
Increase in inventories (4,867) (6,772)
Increase in trade and other payables 13,702 11,658
Increase/(decrease) in provisions 13,963 (47)
---------------------------------------------------- -------------- ---------------------
60,554 64,774
Tax paid (8,402) (9,720)
---------------------------------------------------- -------------- ---------------------
Net cash flow from operating activities 52,152 55,054
---------------------------------------------------- -------------- ---------------------
Cash flows from investing activities
Proceeds from sale of property, plant and
equipment 441 276
Interest received 463 330
Acquisition of subsidiaries (2,100) -
Investment in other financial assets - (3)
Loans issued - (872)
Acquisition of property, plant and equipment
and other intangible assets (20,323) (25,771)
---------------------------------------------------- -------------- ---------------------
Net cash used in investing activities (21,519) (26,040)
---------------------------------------------------- -------------- ---------------------
Cash flows from financing activities
Equity dividends paid (24,807) (24,912)
Share based payments (1,845) (4,000)
Proceeds from new loan 195,086 -
Repayment of old loan (195,000) (3,000)
Debt issue costs (1,790) -
Finance lease obligations (36) (157)
Interest paid (1,770) (2,570)
---------------------------------------------------- -------------- ---------------------
Net cash used in financing activities (30,162) (34,639)
---------------------------------------------------- -------------- ---------------------
Net increase/(decrease) in cash and cash
equivalents 471 (5,625)
Cash and cash equivalents at beginning of
period 59,824 56,345
---------------------------------------------------- -------------- ---------------------
Cash and cash equivalents at end of period 60,295 50,720
The notes on pages [ ] to [ ] form an integral part of these
consolidated interim financial statements.
Notes (forming part of the condensed consolidated interim
financial statements)
1 Accounting policies
The accounting policies set out below have, unless otherwise
stated, been applied consistently to all periods presented in these
consolidated financial statements.
Basis of preparation
Pets at Home Group Plc (the Company) is a company incorporated
in the United Kingdom and its registered office is Epsom Avenue,
Stanley Green, Handforth, Cheshire, SK9 3RN. The company is listed
on the London Stock Exchange.
The condensed consolidated interim financial statements as at
and for the 28 week period ended 11 October 2018 comprise the
Company and its subsidiaries (together referred to as the
Group).
The consolidated financial statements of the Group as at and for
the 52 week period ended 29 March 2018 are available on request
from the Company's registered office and via the Company's
website.
The financial statements are prepared under the historical cost
convention, as modified by the revaluation of derivative financial
instruments to fair value, and in accordance with those parts of
the Companies Act 2006 applicable to companies reporting under IFRS
as adopted by the European Union.
Statement of compliance
These condensed consolidated interim financial statements have
been prepared in accordance with the Disclosure and Transparency
Rules of the Financial Conduct Authority and with IAS34 Interim
Financial Reporting as adopted by the EU. They do not include all
of the information required for full annual financial statements,
and should be read in conjunction with the consolidated financial
statements of the Group as at and for the 52 week period ended 29
March 2018.
The financial information included in this interim statement of
results does not constitute statutory accounts within the meaning
of Section 435 of the Companies Act 2006 (the "Act"). The statutory
accounts for the 52 weeks ended 29 March 2018 have been reported on
by the Company's auditors and delivered to the Registrar of
Companies. The auditor's report was (i) unqualified, (ii) did not
include a reference to any matters to which the auditor drew
attention by way of emphasis without qualifying their report, and
(iii) did not contain a statement under section 498(2) or (3) of
the Companies Act 2006.
Going concern
The Directors of Pets at Home Group Plc, having made appropriate
enquiries, consider that adequate resources exist for the Group to
continue in operational existence for the foreseeable future and
that, therefore, it is appropriate to adopt the going concern basis
in preparing the condensed consolidated interim financial
statements as at and for the 28 week period ended 11 October
2018.
The Group has entered into a new revolving facility of GBP248m,
which expires in September 2023. Interest is charged at LIBOR plus
a margin based on leverage (net debt: EBITDA). Further information
is provided in note 10.
Notes (continued)
1 Accounting policies (continued)
Significant accounting policies
The accounting policies adopted in preparation of the condensed
consolidated interim financial statements as at and for the 28 week
period ended 11 October 2018 are consistent with the policies
applied by the Group in its consolidated financial statements as at
and for the 52 week period ended 29 March 2018, except as described
below:
-- In the 28 week period ended 11 October 2018, the Group's
financial reporting has changed to two segments that represent the
size of the respective businesses and our new internal reporting
structures; Retail (includes products purchased online and
in-store, pet sales, grooming services and insurance products) and
Vet Group (includes our First Opinion practices and Specialist
Referral Centres). As a result of the change in reporting segments,
the allocation of goodwill across Cash Generating Units (CGUs) has
also been re-assessed.
-- Taxes on income in the interim periods are accrued using the
tax rate that would be applicable to expected total annual profit
or loss.
-- The adoption of IFRS9 and IFRS15 (described below).
The group has initially adopted the following IFRS's from 30
March 2018 and these have been applied in these interim financial
statements.
IFRS9 Financial Instruments (effective date 1 January 2018)
IFRS9 sets out requirements for recognising and measuring
financial assets, financial liabilities and some contracts to buy
or sell non-financial items. This standard replaces IAS 39
Financial Instruments: Recognition and Measurement.
The classification and measurement of financial liabilities are
largely consistent with IAS 39, however IFRS 9 eliminates the
categories of loans and receivables, available for sale and held to
maturity.
-- The classification of financial assets has been considered in
line with IFRS 9. The majority of current and non-current assets
are held at amortised cost using the effective interest method,
subject to an annual impairment review. Any gain or loss is
recognised in profit or loss. The adoption of IFRS9 has had no
impact on the opening consolidated balance sheet.
-- Equity Investments of GBP0.6m (12 October 2017: GBP0.5m, 29
March 2018: GBP0.5m) are held at fair value through other
comprehensive income ("FVOCI"). The adoption of IFRS9 has had no
impact on the opening consolidated balance sheet.
-- The provisioning methodology for loans to joint venture
veterinary practices has been assessed in line with IFRS9 and
updated to represent a basis of expected credit losses as opposed
to incurred losses. The methodology adopted is considered to be in
line with the requirements of IFRS9. The adoption of IFRS9 has had
no material impact on the opening consolidated balance sheet.
-- Existing hedges under IAS39 continue to qualify for hedging under IFRS9.
IFRS15 Revenue from Contract with Customers (effective date 1
January 2018)
IFRS15 specifies how and when revenue can be recognised and is
based on the point where the control of performance obligation
passes rather than the transfer of risks and rewards, which was the
basis under IAS18. There has been no significant impact of applying
the new standard to the Group as revenue was already recognised in
line with the principles of IFRS15.
-- Goods sold in store or online are for standalone products
made direct to customers at standard prices. Estimates are made of
anticipated returns and sales awaiting delivery to the
customer.
-- Revenue from the provision of services is recognised upon the provision of the services.
-- Fee income received from Joint Venture veterinary practice
companies for administrative support services is recognised in the
period the services relate to, to the extent this is expected to be
recovered.
Notes (continued)
1 Accounting policies (continued)
Significant accounting policies (continued)
The following IFRS's have been issued but not yet applied by the
Group in these interim financial statements.
IFRS16 Leases (effective date 1 January 2019)
IFRS16 will significantly affect the presentation of the Group's
financial statements as all leases with the exception of short term
leases will be recognised within the balance sheet with a
corresponding liability being the present value of lease payments.
The minimum lease commitment on these leases is disclosed in Note
23 of the Group's 2018 Annual Report.
The Group plans to adopt IFRS 16 on 29 March 2019 using the
modified retrospective approach. The cumulative effect of adopting
IFRS 16 will be recognised as an adjustment to opening balance
sheet reserves, with no restatement of comparable information.
Comparable information will be provided within the Annual
Report.
The Group has carried out an initial assessment of the impact of
IFRS16 and is currently in the process of completing a detailed
assessment. In order to complete the detailed assessment, data is
being collated and validated and robust IT systems and processes
are being put in place. Due to the complexities around the standard
and the material sensitivity to key assumptions such as discount
rates and lease length it is not yet practicable to fully quantify
the effect on the Group's financial statements.
Accounting estimates and judgments
The preparation of the condensed consolidated interim financial
statements in conformity with the Disclosure and Transparency Rules
of the Financial Conduct Authority and with IAS34 Interim Financial
Reporting as adopted by the EU requires management to make
judgments, estimates and assumptions concerning the future that
affect the application of accounting policies and the reported
amounts of assets, liabilities, income and expenses. These
judgments are based on historical experience and management's best
knowledge at the time and the actual results may ultimately differ
from these estimates. Estimates and underlying assumptions are
reviewed on an on-going basis and revisions to accounting estimates
are recognised in the period in which the estimates are revised and
in any future periods affected.
The estimates and assumptions that have significant risk of
causing a material adjustment to the carrying value of assets and
liabilities are discussed below.
Impairment of goodwill and other intangibles
Determining whether goodwill and other intangibles are impaired
requires an estimation of the value in use of the cash-generating
units to which goodwill and other intangible assets have been
allocated. The value in use calculation requires estimation of
future cash flows expected to arise from the cash-generating unit
(CGU) and a suitable discount rate in order to calculate present
value.
Joint Venture receivables
The Group provides operating loans and other loans to a number
of Joint Venture veterinary practices as detailed in note 13 to
cover their cash flow requirements and support their longer term
growth. As referred to in note 13, provisions are held in respect
of operating loans to Joint Venture practices. In line with IFRS9,
judgment is applied in determining the risk-related criteria to
allocate practices into bands, and in estimating an appropriate
provision percentage to apply to each band by applying the expected
credit loss criteria. These judgments are made by management based
on their experience and knowledge of the practices. Future
financial performance will be affected if actual experience differs
to the estimates and assumptions made in determining the provision.
The quantum of Joint Venture receivables and provision made against
these receivables is included in note 13.
Notes (continued)
2 Segmental reporting
The Group has moved to two reportable segments, Retail and Vet
Group, which are the Group's strategic business units for the 28
week period ending 11 October 2018. In the 52 week period ended 29
March 2018, the Group only reported under one segment.
The Group's operating segments are based on the internal
management structure and internal management reports, which are
reviewed by the Executive Directors on a periodic basis. The
Executive Directors are considered to be the Chief Operating
Decision Makers.
The Group is a pet care business with the strategic advantage of
being able to provide products, services and advice, addressing all
pet owners' needs. Within this strategic umbrella, the Group has
two reportable segments, Retail and Vet Group, which are the
Group's strategic business units, and a central support function.
The strategic business units offer different products and services,
are managed separately and require different operational and
marketing strategies.
The operations of the Retail reporting segment comprise the
retailing of pet products purchased online and in-store, pet sales,
grooming services and insurance products. The operations of the Vet
Group reporting segment comprise First Opinion practices and
Specialist Referral Centres. Central includes group costs and
finance expenses. Revenue and costs are allocated to a segment
where reasonably possible.
The following summary describes the operations in each of the
Group's reportable segments. Performance is measured based on
segment operating profit, as included in the management reports
that are reviewed by the Executive Directors. These internal
reports are prepared in accordance with IFRS accounting policies
consistent with these Interim Financial Statements. All material
operations of the reportable segments are carried out in the UK and
all revenue is from external customers.
28 week period ended 11 October
2018
--------------------------------- ----------------------------------------------------------------------
Income Statement - Underlying Retail Vet Group Central Total
trading GBP000 GBP000 GBP000 GBP000
--------------------------------- -------------------------------- ----------- ------------- --------
Revenue 443,731 55,614 - 499,345
Gross Profit 226,121 25,289 - 251,410
Underlying Operating profit/(loss) 29,352 13,651 (3,181) 39,822
Non-underlying items - (29,910) - (29,910)
----------------------------------- -------------------------------- ----------- ------------- --------
Segment operating profit/(loss) 29,352 (16,259) (3,181) 9,912
Net financing expenses - - (1,952) (1,952)
Profit/(loss) before tax 29,352 (16,259) (5,133) 7,960
Notes (continued)
2 Segmental reporting (continued)
Non-underlying operating expenses in the periods ended 11
October 2018 and 12 October 2017 are explained in Note 3.
In accordance with IFRS15, revenue excludes fee income from
Joint Venture practices in which the Group has an intention to
offer to buy back the 'A' shares from the Joint Venture Partners in
the future, on the basis of increased uncertainty of
recoverability.
28 week period ended 12 October
2017
---------------------------------- ---------------------------------------------------------------------
Income Statement - Underlying Retail Vet Group Central Total
trading GBP000 GBP000 GBP000 GBP000
---------------------------------- -------------------------------- ----------- ------------- -------
Revenue 418,505 49,509 - 468,014
Gross Profit 218,646 24,461 - 243,107
Underlying Operating profit/(loss) 31,009 16,286 (3,180) 44,115
Non-underlying items - (966) - (966)
------------------------------------ -------------------------------- ----------- ------------- -------
Segment operating profit/(loss) 31,009 15,320 (3,180) 43,149
Net financing expenses - - (2,370) (2,370)
Profit/(loss) before tax 31,009 15,320 (5,550) 40,779
Non-underlying operating expenses in the periods ended 11 October
2018 and 12 October 2017 are explained in Note 3.
-----------------------------------------------------------------
28 week period ended 11 October
2018
----------------------------------- ------- -------------------------------------
Reconciliation of EBITDA before Retail Vet Group Central Total
Non-Underlying items GBP000 GBP000 GBP000 GBP000
----------------------------------- ------- -------- --------- ------- -------
Underlying Operating profit/(loss) 29,352 13,651 (3,181) 39,822
Depreciation expense 14,390 1,174 - 15,564
Amortisation expense 3,790 41 - 3,831
----------------------------------- ------- -------- --------- ------- -------
Underlying EBITDA 47,532 14,866 (3,181) 59,217
----------------------------------- ------- -------- --------- ------- -------
28 week period ended 12 October
2017
----------------------------------- ------- -------------------------------------
Reconciliation of EBITDA before Retail Vet Group Central Total
Non-Underlying items GBP000 GBP000 GBP000 GBP000
----------------------------------- ------- -------- --------- ------- -------
Underlying Operating profit/(loss) 31,009 16,286 (3,180) 44,115
Depreciation expense 14,005 945 - 14,950
Amortisation expense 2,880 211 - 3,091
----------------------------------- ------- -------- --------- ------- -------
Underlying EBITDA 47,894 17,442 (3,180) 62,156
EBITDA before Non-Underlying items is defined on page [ ].
Notes (continued)
3 Expenses
Included in operating profit are the following:
28 week period 28 week period
ended ended
11 October 12 October
2018 2017
GBP000 GBP000
--------------------------------------- -------------- --------------
Non-underlying operating expenses (see
below) 29,910 966
Depreciation of tangible fixed assets 15,564 14,950
Amortisation of intangible assets 3,831 3,091
Rentals under operating leases:
Hire of plant and machinery 2,809 2,404
Property 41,297 40,725
Rental income from third party sublets (524) (561)
Rental income from related parties(1) (4,088) (3,763)
Share based payment charges 1,951 2,332
--------------------------------------- -------------- --------------
(1) The Rental income from related parties for the 28 week
period ended 12 October 2017 has been restated to reflect only the
rental element of the charge
The non-underlying operating expenses in the period ended 11
October 2018 of GBP29,910,000 (period ended 12 October 2017:
GBP966,000) relate to:
- GBP10,300,000 of additional provisions for guarantees to third
parties of bank loans, overdrafts and lease obligations payable by
Joint Venture veterinary practices which the Group will offer to
buy back from Joint Venture Partners in the future, and therefore
which have been provided for under IFRS9;
- GBP2,500,000 of additional provisions for operating cash
outflows forecast to be incurred by the Group from 12 October 2018
until the date at which A shares in those Joint Venture veterinary
practices which the Group will offer to buy back from Joint Venture
Partners in the future are acquired, and therefore which have been
provided for under IAS37;
- GBP16,230,000 of additional provisions for operating loans,
initial set-up loans, and trading balances (made by the Group) to
Joint Venture veterinary practices, which are no longer expected to
be recoverable, and therefore which have been provided for under
IFRS9; and
- GBP880,000 (period ended 12 October 2017 GBP966,000) of
non-underlying operating expenses relate to an increase in the
financial liability for put/call options over shares held by
clinicians in three specialist referral centres. The charge
represents an increase in the equity 'option' value held by those
clinicians based on the Board's best estimate of the future
settlement on exercise of the put/call. The charge is classified
within operating expenses as a clinician is required to remain an
employee of the Group in order to access the full equity value of
the option at the time of the exercise.
Notes (continued)
4 Earnings per share
Basic earnings per share is calculated by dividing the net
profit for the period attributable to ordinary shareholders by the
weighted average number of ordinary shares outstanding during the
period.
Diluted earnings per share is calculated by dividing the net
profit for the period attributable to ordinary shareholders by the
weighted average number of ordinary shares outstanding during the
period plus the weighted average number of ordinary shares that
would be issued on the conversion of all dilutive potential
ordinary shares into ordinary shares.
28 week period 28 week period
ended ended
11 October 2018 12 October 2017
-------------------------------------- --------------------------- ---------------------------
After After
Underlying non-underlying Underlying non-underlying
trading items trading items
-------------------------------------- ---------- --------------- ---------- ---------------
Profit attributable to equity
shareholders of the parent (GBP000s) 30,616 6,222 33,476 32,510
-------------------------------------- ---------- --------------- ---------- ---------------
Basic weighted average number
of shares (000s) 500,000 500,000 500,000 500,000
Dilutive potential ordinary shares
(000s) 7,098 7,098 3,427 3,427
-------------------------------------- ---------- --------------- ---------- ---------------
Diluted weighted average number
of shares 507,098 507,098 503,427 503,427
-------------------------------------- ---------- --------------- ---------- ---------------
Basic earnings per share 6.1p 1.2p 6.7p 6.5p
Diluted earnings per share 6.0p 1.2p 6.7p 6.5p
-------------------------------------- ---------- --------------- ---------- ---------------
5 Taxation
Recognised in the income statement
28 week period
28 week period ended
ended 12 October
11 October 2018 2017
GBP000 GBP000
---------------------------------------- ---------------- --------------
Current tax expense
Current period 2,134 8,886
Adjustments in respect of prior periods (45) -
---------------------------------------- ---------------- --------------
Current tax expense 2,089 8,886
---------------------------------------- ---------------- --------------
Deferred tax expense
Origination and reversal of temporary
differences (371) (503)
Impact of difference between deferred
and current tax rates 20 (109)
Adjustments in respect of prior periods - (5)
---------------------------------------- ---------------- --------------
Deferred tax expense (351) (617)
---------------------------------------- ---------------- --------------
Total tax expense 1,738 8,269
---------------------------------------- ---------------- --------------
The UK corporation tax standard rate for the period was 19%
(2017: 19%). The March 2016 budget announced a further reduction in
the corporation tax rate to 17% from 1 April 2020. Deferred tax at
11 October 2018 has been calculated based on the rate of 18% which
is the blended rate at which the majority of items are expected to
reverse.
Deferred tax recognised in comprehensive income
28 week period
28 week period ended
ended 12 October
11 October 2018 2017
GBP000 GBP000
------------------------------------- ---------------- --------------
Effective portion of changes in fair
value of cash flow hedges 586 90
------------------------------------- ---------------- --------------
Notes (continued)
5 Taxation (continued)
Reconciliation of effective tax rate
28 week period ended 28 week period ended
11 October 2018 12 October 2017
----------------------------------- -----------------------------------
Underlying Non-underlying Underlying Non-underlying
trading items Total trading items Total
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
----------------------------- ---------- -------------- ------- ---------- -------------- -------
Profit for the period 30,616 (24,394) 6,222 33,476 (966) 32,510
Total tax expense 7,254 (5,516) 1,738 8,269 - 8,269
----------------------------- ---------- -------------- ------- ---------- -------------- -------
Profit excluding taxation 37,870 (29,910) 7,960 41,745 (966) 40,779
----------------------------- ---------- -------------- ------- ---------- -------------- -------
Tax using the UK corporation
tax rate for the period
of 19% (28 week period
ended 12 October 2017:
19%) 7,195 (5,683) 1,512 7,932 (184) 7,748
Impact of change in
tax rate on deferred
tax balances 20 - 20 (109) - (109)
Expenditure not eligible
for tax relief 84 167 251 454 184 638
Adjustments in respect
of prior periods (45) - (45) (8) - (8)
----------------------------- ---------- -------------- ------- ---------- -------------- -------
Total tax expense 7,254 (5,516) 1,738 8,269 - 8,269
The UK corporation tax standard rate for the 28 week period
ended 11 October 2018 was 19% (28 week period ended 12 October
2017: 19%).
6 Dividends paid and proposed
28 week period
ended
28 week period ended 12 October
11 October 2018 2017
GBP000 GBP000
-------------------------------------- -------------------- --------------
Declared and paid during the period
Final dividend of 5.0p per share
(2017: 5.0p per share) 24,807 24,912
Proposed for approval by shareholders
at the AGM
Interim dividend of 2.5p per share
(2017: 2.5p per share) 12,385 12,410
-------------------------------------- -------------------- --------------
The trustees of the following holdings of Pets at Home Group Plc
shares under the Pets at Home Group Employee Benefit Trusts have
waived or otherwise foregone any and all dividends paid in relation
to the period ended 11 October 2018 and to be paid at any time in
the future (subject to the exceptions in the relevant trust deed)
on its respective shares for the time being comprised in the Trust
Funds:
Computershare Nominees (Channel Islands) Limited (holding at 11
October 2018: 4,601,947 shares, holding at 12 October 2017:
3,618,166 shares).
Notes (continued)
7 Business combinations
Subsidiaries acquired
Proportion
of voting Cash consideration
Principal Date of equity instruments transferred
activity acquisition acquired GBP000
---------------------------- ----------- ------------- ------------------- ------------------
Companion Care (Exeter) Veterinary 26 April
Limited practice 2018 50% 1,450
Veterinary 26 April
Maidstone Vets4Pets Limited practice 2018 50% 650
---------------------------- ----------- ------------- ------------------- ------------------
Acquisition of Companion Care (Exeter) Limited
In the 28 week period ended 12 October 2017 and the 52 week
period ended 29 March 2018, Companion Care (Exeter) Limited was
accounted for as a Joint Venture veterinary practice where the
Group held 100% of the non-participatory 'B' ordinary shares. A
detailed explanation for the basis of consolidation can be found on
page 116 of the 2018 Annual Report. On 26 April 2018, the Group
acquired 100% of the 'A' shares, leading to full control and
consolidation.
Assets acquired and liabilities recognised at the date of
acquisition
The provisional amounts recognised in respect of identifiable
assets and liabilities relating to the acquisition are as
follows:
Assets and liabilities
acquired
GBP000
---------------------------- ------------------------
Current assets
Cash and cash equivalents 71
Trade and other receivables 81
Inventories 20
Non-current assets
Tangible fixed assets 66
Current liabilities
Trade and other payables (100)
Net assets 138
------------------------------- ----------------------
Provisional goodwill arising on acquisition
Companion Care (Exeter) Limited
GBP000
------------------------------------- --------------------------------
Consideration 1,450
Less: Fair value of assets acquired (138)
------------------------------------- --------------------------------
Goodwill arising on acquisition 1,312
------------------------------------- --------------------------------
The goodwill is deemed to be provisional due to the timing of
the acquisition in relation to the period end.
Acquisition of Maidstone Vets4Pets Limited
In the 28 week period ended 12 October 2017 and the 52 week
period ended 29 March 2018, Maidstone Vets4Pets Limited was
accounted for as a Joint Venture veterinary practice where the
Group held 100% of the non-participatory 'B' ordinary shares. A
detailed explanation for the basis of consolidation can be found on
page 116 of the 2018 Annual Report. On 26 April 2018, the Group
acquired 100% of the 'A' shares, leading to full control and
consolidation.
Notes (continued)
7 Business combinations (continued)
Assets acquired and liabilities recognised at the date of
acquisition
The provisional amounts recognised in respect of identifiable
assets and liabilities relating to the acquisition are as
follows:
Assets and liabilities acquired
GBP000
---------------------------- ----------------------------------
Current assets
Cash and cash equivalents 26
Trade and other receivables 92
Inventories 12
Non-current assets
Tangible fixed assets 49
Current liabilities
Trade and other payables (77)
Net assets 102
------------------------------- -------------------------------
Provisional goodwill arising on acquisition
Maidstone Vets4Pets Limited
GBP000
------------------------------------- ----------------------------
Consideration 650
Less: Fair value of assets acquired (102)
------------------------------------- ----------------------------
Goodwill arising on acquisition 548
------------------------------------- ----------------------------
The goodwill is deemed to be provisional due to the timing of
the acquisition in relation to the period end.
8 Property, plant and equipment
Fixtures,
Freehold Short leasehold fittings, Total
Property property tools and
equipment
GBP000 GBP000 GBP000 GBP000
---------------------- --------- --------------- ---------- -------
Cost
Balance at 29 March
2018 2,517 53,715 206,868 263,100
Additions 7 2,341 10,379 12,727
Assets acquired on
acquisition - 57 58 115
Disposals - (314) (187) (501)
---------------------- --------- --------------- ---------- -------
Balance at 11 October
2018 2,524 55,799 217,118 275,441
---------------------- --------- --------------- ---------- -------
Depreciation
Balance at 29 March
2018 238 18,717 114,241 133,196
Depreciation charge
for the period 31 2,121 13,412 15,564
Disposals - (15) (45) (60)
---------------------- --------- --------------- ---------- -------
Balance at 11 October
2018 269 20,823 127,608 148,700
---------------------- --------- --------------- ---------- -------
Net book value
At 29 March 2018 2,279 34,998 92,627 129,904
---------------------- --------- --------------- ---------- -------
At 11 October 2018 2,255 34,976 89,510 126,741
---------------------- --------- --------------- ---------- -------
Notes (continued)
8 Property, plant and equipment (continued)
Fixtures,
Freehold Short leasehold fittings, Total
Property property tools and
equipment
GBP000 GBP000 GBP000 GBP000
---------------------- --------- --------------- ---------- -------
Cost
Balance at 30 March
2017 2,517 48,720 183,625 234,862
Additions - 2,729 16,451 19,180
Disposals - (221) (189) (410)
---------------------- --------- --------------- ---------- -------
Balance at 12 October
2017 2,517 51,228 199,887 253,632
---------------------- --------- --------------- ---------- -------
Depreciation
Balance at 30 March
2017 198 15,469 90,360 106,027
Depreciation charge
for the period 21 1,794 13,135 14,950
Disposals - (56) (104) (160)
---------------------- --------- --------------- ---------- -------
Balance at 12 October
2017 219 17,207 103,391 120,817
---------------------- --------- --------------- ---------- -------
Net book value
At 30 March 2017 2,319 33,251 93,265 128,835
---------------------- --------- --------------- ---------- -------
At 12 October 2017 2,298 34,021 96,496 132,815
9 Intangible assets
Customer
Goodwill list Software Total
GBP000 GBP000 GBP000 GBP000
------------------------------- -------- -------- -------- ---------
Cost
Balance at 29 March 2018 979,845 771 33,766 1,014,382
Additions - - 4,661 4,661
Assets acquired on acquisition 1,860 - - 1,860
Balance at 11 October
2018 981,705 771 38,427 1,020,903
------------------------------- -------- -------- -------- ---------
Amortisation
Balance at 29 March 2018 - 148 21,305 21,453
Amortisation charge for
the period - 41 3,790 3,831
Balance at 11 October
2018 - 189 25,095 25,284
------------------------------- -------- -------- -------- ---------
Net book value
At 29 March 2018 979,845 623 12,461 992,929
------------------------------- -------- -------- -------- ---------
At 11 October 2018 981,705 582 13,332 995,619
------------------------------- -------- -------- -------- ---------
Notes (continued)
9 Intangible assets (continued)
Customer
Goodwill list Software Total
GBP000 GBP000 GBP000 GBP000
--------------------------- -------- -------- -------- ---------
Cost
Balance at 30 March 2017 979,845 771 24,916 1,005,532
Additions - - 4,783 4,783
Balance at 12 October 2017 979,845 771 29,699 1,010,315
--------------------------- -------- -------- -------- ---------
Amortisation
Balance at 30 March 2017 - 71 15,195 15,266
Amortisation charge for
the period - 42 3,049 3,091
--------------------------- -------- -------- -------- ---------
Balance at 12 October 2017 - 113 18,244 18,357
--------------------------- -------- -------- -------- ---------
Net book value
At 30 March 2017 979,845 700 9,721 990,266
--------------------------- -------- -------- -------- ---------
At 12 October 2017 979,845 658 11,455 991,958
--------------------------- -------- -------- -------- ---------
The customer list is a separately identifiable intangible asset
arising on the acquisition of Dick White Referrals Limited in April
2016.
Amortisation and impairment charge
The amortisation charge is recognised in total in operating
expenses within the income statement.
Impairment testing
Cash generating units ('CGUs') within the Group are considered
to be aligned to the two operating segments as disclosed in note 2.
Within the Retail reporting segment, these CGUs comprise the body
of stores, company website, grooming operations and insurance
operations. Within the Vet Group, the CGUs comprise the First
Opinion practices and Specialist Referral Centres. As at 12 October
2017, the Group only had one reportable CGU in line with its single
operating segment.
As at 11 October 2018, the Group is deemed to have two overall
groups of CGUs as follows:
Goodwill
---------- ----------------------------
At 11 October At 12 October
2018 2017
GBP000 GBP000
---------- ------------- -------------
Retail 586,088 -
Vet Group 395,617 -
---------- ------------- -------------
Total 981,705 979,865
---------- ------------- -------------
The recoverable amount of the CGU group has been calculated with
reference to its value in use. The key assumptions of this
calculation are shown below:
28 week period
ended
28 week period ended 12 October
11 October 2018 2017
------------------------------------ ---------------------- --------------
Retail Vet Group Group
------------------------------------ -------- ------------ --------------
Period on which management approved
forecasts are based (years) 5 5 3
Growth rate applied beyond approved
forecast period 2.0% 3.5% 2.0%
Discount rate (pre-tax) 11% 10% 11%
------------------------------------ -------- ------------ --------------
Notes (continued)
9 Intangible assets (continued)
The goodwill is considered to have an indefinite useful economic
life and the recoverable amount is determined based on
'value-in-use' calculations. These calculations use a post-tax cash
flow projection based on a five-year plan approved by the Board.
The plan is adjusted to remove the contribution from and costs
associated with new stores and veterinary practices.
The key assumptions in the business plans for both the Retail
and Vet Group CGUs are like-for-like sales growth, gross profit
margin and operating profit margin. The Retail forecast assumptions
reflect continual innovation and our deep understanding of our
customers. The Vet Group forecast assumptions are based on a deep
understanding of the maturity profile of the practices and their
performance. The projections are based on all available information
and growth rates do not exceed growth rates experienced in prior
periods. A different set of assumptions may be more appropriate in
future years depending on changes in the macro-economic environment
and the industry in which each CGU operates.
The discount rate was estimated based on past experience and
industry average weighted cost of capital.
The Directors have assumed a growth rate projection beyond the
five-year period based on market growth rates based on past
experience within the Group taking into account the economic growth
forecasts within the relevant industries.
The total recoverable amount in respect of goodwill for the CGU
group as assessed by the Directors using the above assumptions is
greater than the carrying amount and therefore no impairment charge
has been recorded in each period.
Within the Retail CGU, a number of sensitivities have been
applied to the assumptions in reaching this conclusion
including:
-- Reduction in growth rate applied beyond forecast period by 100 bps
-- Increasing the discount rate by 100 bps
-- Reduction in gross margin percentage of 100bps
None of the above would result in an impairment when applied
either individually or collectively.
Within the Vet Group CGU, a number of sensitivities have been
applied to the assumptions in reaching this conclusion
including:
-- Reduction in growth rate applied beyond forecast period by 100 bps
-- Increasing the discount rate by 100 bps
-- Reduction in gross margin percentage of 100bps
None of the above would result in an impairment when applied
either individually or collectively.
Notes (continued)
10 Other interest-bearing loans and borrowings
At 12 October At 29 March
At 11 October 2018 2017 2018
GBP000 GBP000 GBP000
------------------------ ------------------ ------------- -----------
Non-current liabilities
Secured bank loans 192,614 206,416 194,519
Terms and debt repayment schedule
11 October
2018
--------------- ---------- ---------------------------- -----------------
Face Carrying
Nominal interest Year of value amount
Currency rate maturity GBP000 GBP000
--------------- --------- ----------------- --------- ------- --------
Senior Finance
Bank Loans GBP LIBOR +1.4% 2023 195,086 192,614
------------------- --------- ------------- --------- ------- --------
12 October
2017
--------------- ---------- ---------------------------- -----------------
Face Carrying
Nominal interest Year of value amount
Currency rate maturity GBP000 GBP000
--------------- --------- ----------------- --------- ------- --------
Senior Finance
Bank Loans GBP LIBOR +1.25% 2020 207,000 206,416
------------------- --------- ------------- --------- ------- --------
During the period, the Group has entered into a new revolving
facility of GBP248,000,000, which expires in 2023. Debt related
fees of GBP2,472,000 have been capitalised against the loan to be
amortised over the remaining term of the facility.
The drawn amount was GBP195,086,000 at 11 October 2018 and this
amount is reviewed each period. Interest is charged at LIBOR plus a
margin based on leverage (net debt: EBITDA). Face value represents
the principal value of the Senior Finance Bank Loans. The bank loan
is unsecured.
Interest-bearing borrowings are recognised initially at fair
value, being the principal value of the loan net of attributable
transaction costs. Subsequent to initial recognition,
interest-bearing borrowings are stated at a carrying value, which
represents the amortised cost of the loans using the effective
interest method less any impairment losses.
The analysis of repayments on the loans is as follows:
At 11 At 29 March
October At 12 October 2018
2018 2017 GBP000
GBP000 GBP000
--------------------------------------- -------- ------------- -----------
Within one year or repayable on demand - - -
Between one and two years - - -
Between two and five years 195,086 207,000 195,000
--------------------------------------- -------- ------------- -----------
195,086 207,000 195,000
--------------------------------------- -------- ------------- -----------
Pets at Home Group's policy with regard to interest rate risk,
is to hedge the appropriate level of borrowings by entering into
fixed rate agreements. The Group has entered into one fixed rate
interest rate swap agreement over a total of GBP142,100,000 of the
senior facility borrowings at the balance sheet date at a fixed
rate of 0.183%, which expires on 30 March 2019. The hedges are
structured to hedge at least 70% of the forecast outstanding debt
for the next 12 months.
Notes (continued)
11 Financial instruments
Fair value hierarchy
The table below shows the carrying amounts and fair values of
financial assets and financial liabilities, including their levels
in the fair value hierarchy.
Level 1: quoted prices (unadjusted) in active markets for
identical assets or liabilities
Level 2: inputs other than quoted prices included within Level 1
that are observable for the asset or liability, either directly
(i.e., as prices) or indirectly (i.e., derived from prices)
Level 3: inputs for the asset or liability that are not based on
observable market data (unobservable inputs)
11 October 2018
------------------------------------- -----------------------------------------------------------------------
Carrying amount Fair value FVOCI Financial Other Total
- hedging - equity assets financial carrying
instruments instruments at amortised liabilities amount
cost
GBP000 GBP000 GBP000 GBP000 GBP000
------------------------------------- ------------- ------------- -------------- ------------- ----------
Financial assets measured
at fair value
Investments in Joint Venture
veterinary practices - 444 - - 444
Other investments - 112 - - 112
Fuel forward contract used
for hedging 29 - - - 29
Forward exchange contracts
used for hedging 1,802 - - - 1,802
Interest rate swaps used for
hedging 423 - - - 423
------------------------------------- ------------- ------------- -------------- ------------- ----------
2,254 556 - - 2,810
------------------------------------- ------------- ------------- -------------- ------------- ----------
Financial assets not measured
at fair value
Current trade and other receivables - - 18,139 - 18,139
Amounts owed by joint venture
veterinary practices - funding,
trading and operating loans - - 25,077 - 25,077
Cash and cash equivalents - - 60,295 - 60,295
Loans to joint venture practices
- initial set up loans - - 12,700 - 12,700
Loans to joint venture practices
- other loans - - 5,458 - 5,458
Other receivables - - 910 - 910
------------------------------------- ------------- ------------- -------------- ------------- ----------
- - 122,579 - 122,579
------------------------------------- ------------- ------------- -------------- ------------- ----------
Financial liabilities measured
at fair value
Forward exchange contracts
used for hedging (312) - - - (312)
------------------------------------- ------------- ------------- -------------- ------------- ----------
(312) - - - (312)
------------------------------------- ------------- ------------- -------------- ------------- ----------
Financial liabilities not
measured at fair value
Current other financial liability - - - (1,134) (1,134)
Finance lease liability - - - (41) (41)
Trade payables - - - (87,743) (87,743)
Amounts owed to Joint Venture
veterinary practices - - - (9,620) (9,620)
Non-current other financial
liability - - - (8,448) (8,448)
Other interest-bearing loans
and borrowings (note 10) - - - (192,614) (192,614)
------------------------------------- ------------- ------------- -------------- ------------- ----------
- - - (299,600) (299,600)
------------------------------------- ------------- ------------- -------------- ------------- ----------
Notes (continued)
11 Financial instruments (continued)
11 October 2018
-------------------------
Fair value Level 1 Level Level Total
2 3
GBP000 GBP000 GBP000 GBP000
------------------------- --------------- ------------- -------------- -------------
Financial assets
measured
at fair value
Investments in Joint
Venture
veterinary practices - - 444 444
Other investments - - 112 112
Fuel forward contract
used
for hedging - 29 - 29
Forward exchange
contracts
used for hedging - 1,802 - 1,802
Interest rate swaps used
for hedging - 423 - 423
------------------------- --------------- ------------- -------------- -------------
Financial assets not
measured
at fair value
Amounts owed by Joint
Venture
veterinary practices -
funding,
trading and operating
loans - - 25,077 25,077
Loans to joint venture
practices
- initial set up loans - - 12,700 12,700
Loans to joint venture
practices
- other loans - - 5,458 5,458
Other receivables - - 910 910
------------------------- --------------- ------------- -------------- -------------
Financial liabilities
measured
at fair value
Forward exchange
contracts
used for hedging - (312) - (312)
------------------------- --------------- ------------- -------------- -------------
Financial liabilities
not
measured at fair value
Current other financial
liability - - (1,134) (1,134)
Non-current other
financial
liability - - (8,448) (8,448)
Other interest-bearing
loans
and borrowings (note 10) - (195,086) - (195,086)
--------------------------- ------------- ------------- -------------- -------------
Notes (continued)
11 Financial
instruments
(continued)
12 October 2017
--------------------------- -----------------------------------------------------------------------
Carrying amount Fair value FVOCI Financial Other Total
- hedging - equity assets financial carrying
instruments instruments at amortised liabilities amount
cost
GBP000 GBP000 GBP000 GBP000 GBP000
--------------------------- ------------- ------------- -------------- ------------- ----------
Financial assets measured
at fair value
Investments in Joint
Venture
veterinary practices - 400 - - 400
Other investments - 112 - - 112
Fuel forward contract used
for hedging 37 - - - 37
Forward exchange contracts
used for hedging 859 - - - 859
896 512 - - 1,408
--------------------------- ------------- ------------- -------------- ------------- ----------
Financial assets not
measured
at fair value
Current trade and other
receivables - - 15,457 - 15,457
Amounts owed by joint
venture
veterinary practices - - 29,179 - 29,179
Cash and cash equivalents - - 50,720 - 50,720
Loans to joint venture
practices
- initial set up loans - - 12,054 - 12,054
Loans to joint venture
practices
- other loans - - 4,357 - 4,357
Other receivables - - 1,663 - 1,663
--------------------------- ------------- ------------- -------------- ------------- ----------
- - 113,430 - 113,430
--------------------------- ------------- ------------- -------------- ------------- ----------
Financial liabilities
measured
at fair value
Forward exchange contracts
used for hedging (105) - - - (105)
--------------------------- ------------- ------------- -------------- ------------- ----------
(105) - - - (105)
--------------------------- ------------- ------------- -------------- ------------- ----------
Financial liabilities not
measured at fair value
Current other financial
liability - - - (1,000) (1,000)
Finance lease liability - - - (103) (103)
Trade payables - - - (89,613) (89,613)
Amounts owed to Joint
Venture
veterinary practices - - - (6,708) (6,708)
Non-current other
financial
liability - - - (7,959) (7,959)
Other interest-bearing
loans
and borrowings (note 10) - - - (206,416) (206,416)
--------------------------- ------------- ------------- -------------- ------------- ----------
- - - (311,799) (311,799)
--------------------------- ------------- ------------- -------------- ------------- ----------
Notes (continued)
11 Financial instruments (continued)
12 October 2017
---------------------------------------
Fair value Level Level Level Total
1 2 3
GBP000 GBP000 GBP000 GBP000
--------------------------------------- ------- ---------- -------- ------------
Financial assets measured at
fair value
Investments in Joint Venture
veterinary practices - - 400 400
Other investments - - 112 112
Fuel forward contract used
for hedging - 37 - 37
Forward exchange contracts
used for hedging - 859 - 859
Financial assets not measured
at fair value
Amounts owed by Joint Venture
veterinary practices - funding,
trading and operating loans - - 29,179 29,179
Loans to joint venture practices
- initial set up loans - - 12,054 12,054
Loans to joint venture practices
- other loans - - 4,357 4,357
Other receivables - - 1,663 1,663
------- ---------- -------- ------------
Financial liabilities measured
at fair value
Forward exchange contracts
used for hedging - (105) - (105)
--------------------------------------- ------- ---------- -------- ------------
Financial liabilities not measured
at fair value
Current other financial liability - - (1,000) (1,000)
Non-current other financial
liability - - (7,959) (7,959)
Other interest-bearing loans
and borrowings (note 10) - (207,000) - (207,000)
------- ---------- -------- ------------
Notes (continued)
11 Financial instruments (continued)
29 March 2018
-------------------------------------
Carrying amount Fair value FVOCI Financial Other Total
- hedging - equity assets financial carrying
instruments instruments at amortised liabilities amount
cost
GBP000 GBP000 GBP000 GBP000 GBP000
------------------------------------- ------------- ------------- --------------
Financial assets measured
at fair value
Investments in Joint Venture
veterinary practices - 403 - - 403
Other investments - 112 - - 112
Fuel forward contract used
for hedging 78 - - - 78
Forward exchange contracts
used for hedging 155 - - - 155
Interest rate swaps used for
hedging 926 - - - 926
-------------------------------------
1,159 515 - - 1,674
-------------------------------------
Financial assets not measured
at fair value
Current trade and other receivables - - 16,834 - 16,834
Amounts owed by Joint Venture
veterinary practices - funding,
trading and operating loans - - 31,298 - 31,298
Cash and cash equivalents - - 59,824 - 59,824
Loans to joint venture practices
- initial set up loans - - 14,194 - 14,194
Loans to joint venture practices
- other loans - - 4,539 - 4,539
Other receivables - - 934 - 934
------------------------------------- ------------- ------------- --------------
- - 127,623 - 127,623
------------------------------------- ------------- ------------- --------------
Financial liabilities measured
at fair value
Forward exchange contracts
used for hedging (2,333) - - - (2,333)
(2,333) - - - (2,333)
Financial liabilities not
measured at fair value
Current other financial liability - - - (1,000) (1,000)
Finance lease liability - - - (59) (59)
Trade payables - - - (106,709) (106,709)
Amounts owed to Joint Venture
veterinary practices - - - (2,951) (2,951)
Non-current other financial
liability - - - (8,675) (8,675)
Other interest-bearing loans
and borrowings (note 10) - - - (194,519) (194,519)
------------------------------------- ------------- ------------- --------------
- - - (313,913) (313,913)
------------------------------------- ------------- ------------- --------------
Notes (continued)
11 Financial instruments
(continued)
29 March 2018
Fair value Level 1 Level Level Total
2 3
GBP000 GBP000 GBP000 GBP000
Financial assets measured
at fair value
Investments in Joint Venture
veterinary practices - - 403 403
Other investments - - 112 112
Fuel forward contract used
for hedging - 78 - 78
Forward exchange contracts
used for hedging - 155 - 155
Interest rate swaps used for
hedging - 926 - 926
Financial assets measured
at fair value
Amounts owed by Joint Venture
veterinary practices
- funding, trading and operating
loans - - 31,298 31,298
Loans to joint venture practices
- initial set up loans - - 14,194 14,194
Loans to joint venture practices
- other loans - - 4,539 4,539
Other receivables - - 934 934
Financial liabilities measured
at fair value
Forward exchange contracts
used for hedging - (2,333) - (2,333)
----------------------------------------- -------- ------------
Financial liabilities not
measured at fair value
Current other financial liability - - (1,000) (1,000)
Non-current other financial
liability - - (8,675) (8,675)
Other interest-bearing loans
and borrowings (note 10) - (195,000) - (195,000)
----------------------------------------- -------- ------------
Notes (continued)
11 Financial instruments (continued)
Measurement of fair values
The following table shows the valuation techniques used in
measuring Level 2 and Level 3 fair values at the balance sheet
dates, as well as the significant unobservable inputs used.
Type Valuation technique Significant Inter-relationship
unobservable between significant
inputs unobservable
inputs and fair
value measurement
Investment The fair value of investments Not applicable Not applicable
in equity in unlisted equity securities
securities are considered to be
their carrying value
as the impact of discounting
future cash flows has
been assessed as not
material and the investment
is non-participatory.
Forward exchange Market comparison technique Not applicable Not applicable
contracts - the fair values are
and interest based on broker quotes.
rate swaps Similar contracts are
traded in an active market
and the quotes reflect
the actual transactions
on similar instruments.
Other financial Other financial liabilities Future earnings Fair value linked
liabilities include the fair values performance to increase or
of the put and call options decrease in the
over the non-controlling best estimate
interests of subsidiary of the future
undertakings and contingent earnings performance
consideration in relation
to acquisitions. The
fair values represent
the best estimate of
amounts payable based
on future earnings performance
discounted to present
value.
12 Seasonality of Operations
The Group's sales can be sensitive to periods of extreme weather
conditions. The Group sometimes sees a reduction in sales during
periods of hot weather in the UK, due to reduced customer footfall
and reduced demand as pets eat less and generally spend more time
outdoors, reducing the need for essentials such as food and cat
litter. If temperatures are extremely high for a prolonged period,
declines in sales can be material. The number of customers visiting
Pets at Home's stores also declines during periods of snow or
extreme weather conditions affecting the local catchment area. In
addition, the sales of certain products and services designed to
address pet health needs, such as flea and tick problems, can also
be seasonal, increasing in times of warm and wet weather.
Traditionally the financial performance of the Group in the
four-week period to the end of December is marginally stronger than
in the other periods, due to Christmas purchasing. Purchasing of
Accessories is also more prevalent during this season. Timing of
the holiday season and any adverse weather conditions that may
occur during that season impacting delivery may adversely affect
sales in our stores.
Notes (continued)
13 Related parties
Veterinary practice transactions
The Group has entered into a number of arrangements with third
parties in respect of veterinary practices.
The transactions entered into during the period, and the
balances outstanding at the end of the period are as follows:
29 March
11 October 2018 12 October 2018
GBP000 2017 GBP000 GBP000
----------------------------------- ------------ --------
Transactions
- Fees for services provided
to veterinary practices 30,039 27,954 53,112
- Rental and other occupancy
charges to veterinary practices 6,819 6,190 11,653
----------------------------------- ------------ --------
Gross income from veterinary
practices 36,858 34,144 64,765
Balances
Included within Trade and other
receivables:
- Funding for new practices 1,236 1,268 1,595
- Operating loans
- Gross value of operating loans 46,876 30,944 38,011
- Provision held for operating
loans (23,035) (3,033) (8,308)
----------------------------------- ------------ --------
- Net Operating loans 23,841 27,911 29,703
Included within Other financial
assets and liabilities:
- Loans to joint venture practices 15,190 12,054 14,194
- Provision for loans to joint
venture practices (2,490) - -
----------------------------------- ------------ --------
12,700 12,054 14,194
- Loans to other related parties
(non-current) 5,458 4,357 4,539
Included within Trade and other
payables:
- Trading balances (9,620) (6,708) (2,951)
Fees for services provided to related party veterinary practices
relate to charges for support services offered in such areas as
clinical development, promotion and methods of operation as well as
service activities including accountancy, legal and property.
Funding for new practices represents the amounts advanced by the
Group to support with surgery opening costs. The funding is short
term and the related party Joint Venture company draws down their
own bank funding to settle these amounts outstanding with the Group
shortly after opening.
Trading balances represent costs incurred/income received by the
Group in relation to the services provided to the veterinary
practices that have yet to be recharged.
Operating loans represent amounts advanced to related party
veterinary practices to cover working capital requirements and
support their longer term growth. The loans do not attract interest
and are repayable on demand, although they are expected to be
repaid over a number of years based on the projected cash flow
forecast on a practice by practice basis, some over an extended
period of years. In the 28 week period ended 11 October 2018, the
value of balances provided for through the income statement
amounted to GBP14,727,000 (period ended 12 October 2017:
GBP398,000, period ended 29 March 2018: GBP5,673,000).
Loans to joint venture practice companies trading under the
Companion Care and Vets4Pets brands represent a long term
investment in the joint venture, supporting their initial set up
and working capital. These loans are classified as financial assets
not measured at fair value. In the 28 week period ended 11 October
2018, the value of balances provided for through the income
statement amounted to GBP2,490,000 (period ended 12 October 2017:
GBPnil, period ended 29 March 2018: GBPnil).
Loans to other related parties represent loan balances to joint
venture partnership businesses and shared venture partners and are
typically to support capacity expansion.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IR FKADPFBDDCDB
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