TIDMTEG
RNS Number : 5263M
Ten Entertainment Group PLC
22 September 2021
22 September 2021
Ten Entertainment Group plc
Half-Year Results 26 weeks ended 27 June 2021
Exceptional summer performance; full year trading now
anticipated to be ahead of previous management expectations.
Ten Entertainment Group plc ("Ten Entertainment" or "The
Group"), a leading UK based operator of 46 bowling and family
entertainment centres, today announces its half-year results for
the 26 weeks to 27 June 2021. During this period, the business was
closed for the first 20 weeks, reopening in full on 17 May for six
weeks. In 2020 the business traded for the first 12 weeks of the
year, followed by 14 weeks of enforced closures due to Covid-19
restrictions. This announcement incorporates an update on recent
summer trading.
26 weeks 26 weeks
to 27 June to 28 June
2021 2020
(H1 21) (H1 20)
Total sales GBP10.6m GBP22.5m
Trading weeks 6 12
Like-for-like sales growth vs
2019(1) 22.5% 9.6%
EBITDA GBP0.6m GBP4.8m
EBITDA less property rental (GBP5.5m) (GBP1.5m)
costs
Group adjusted loss before tax(1) (GBP10.7m) (GBP6.2m)
Reported loss after tax (GBP8.8m) (GBP5.6m)
----------------------------------- ------------ ------------
(Bank net debt)(1) (GBP10.9m) (GBP6.7m)
Available debt headroom GBP28.1m GBP18.3m
----------------------------------- ------------ ------------
Cash inflow/(outflow) after GBP1.7m (GBP2.6m)
investments
Record sales since reopening, reflecting staycation boost and
underlying strong customer appeal
-- +22.5% like-for-like sales growth [1] in the six weeks from 17 May
-- Like-for-like sales in the 11 weeks since 27 June have been +42.0%
-- Footfall growth drives the most successful summer trading period in the Group's history
-- Engagement with customers better than ever, with 25% more
contacts in the database than March 2020
Cash position secure, and continues to improve
-- Over GBP28m of available debt headroom - more than in March 2020
-- GBP1.7m cash inflow in the first half despite 20 weeks of closure
-- Bank net debt at H1 21 reduced to 46% of 2019 EBITDA less property rental costs
-- Strong cash generation over the summer has reduced bank net debt further
Returning to long-term investment for growth
-- Free cash flow in the second half enables the restart of our
proven high returning investment programme
-- Pipeline negotiations well advanced, with four new centres
expected to be opened during FY22
-- Four significant refurbishments to be complete by December
-- Houdini's expansion to 30 Escape Rooms across 12 locations by year end
Current Trading
17 weeks 5 weeks to 11 Weeks 52 weeks
to 12 Sep 20 Sep 2020 to 15 Mar to 29 December
2021 (Restart 20 2019
1)(3)
(Restart (Pre Covid) (Baseline)
2)(3)
Like-for-like sales
growth(2) +35.8% (17.0%) +9.6% +8.0%
Customer Spend per GBP14.80 GBP13.57 GBP14.01 GBP14.60
head(2)
% Online bookings 65% 73% 45% 38%
% sales from bowling 46% 42% 48% 47%
---------------------- ----------- ------------- ------------- ----------------
An excellent start of +22.5% like-for-like growth from the first
six weeks of opening has accelerated over the summer holidays,
increasing the total sales growth vs 2019 to +35.8% on a
like-for-like basis for the 17 weeks since reopening. UK
staycations have undoubtedly been beneficial, but this very strong
performance shows the underlying appeal of our customer
proposition.
Most of the growth, +29.3%pts, is driven by increased footfall.
Our strategy has been to attract more customers and encourage
return visits by maintaining pricing and promotions at 2019 levels.
This has proved successful with solid demand throughout the UK
showing that customers have welcomed a return to our entertainment
centres for socialising and family activities. Spend has increased
on ancillary activities and food and beverage, with spend per head
contributing +3.6%pts of growth. There has been a modest benefit
from reduced rate VAT of +3.5%pts on food and drink, lower than
some leisure operators because HMRC have still not recognised
bowling as a leisure activity.
There has been some supply chain disruption and staff turnover,
but thanks to the hard work of our suppliers and our employees,
this has been manageable. There have been no unplanned closures due
to staff or product shortages.
Outlook
-- Exceptional summer trading puts the full year outlook ahead
of previous management expectations
-- Strong demand expected to continue, but likely to moderate to
high single digit in 2021 as staycation bubble subsides
-- Targeting double-digit sales growth in 2022 compared to 2019 baseline
-- Good cash performance to be maintained, with significant free
cash flow generation by year end
-- Confidence to reinvest free cash flow in a recommencement of
our high-returning strategic investment programme
-- Four new centres planned for 2022, with pipeline developing well
-- Existing RCF banking facility extended to January 2024
-- Well positioned to withstand further closures or lockdowns should they be necessary
Graham Blackwell, Chief Executive Officer, commented:
"I am extremely proud of our teams, who have worked under
challenging circumstances to deliver this record-breaking period of
trading and I want to express my sincere thanks to everyone who has
helped deliver this remarkable performance. I'm delighted to see
our centres so busy again, with happy staff and customers. It is
great to see our investment in people and our centres paying off,
with our most successful ever summer.
We are now 100% focused on the future, returning to our strategy
of growth through acquisitions and internal investment. We will
commence some new developments over the coming months, as well as
transforming our customer proposition in four of our busiest family
entertainment centres across the UK.
Our cash position is secure and continues to strengthen further
day by day giving us much confidence for the future."
Enquiries:
Ten Entertainment Group plc via Instinctif Partners
Graham Blackwell Chief Executive Officer
Antony Smith Chief Financial Officer
Instinctif Partners Tel: 020 7457 2020
Matthew Smallwood
Penny Bainbridge
This announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014.
There will be a presentation today at 9.30 am to analysts via a
Webcast. The supporting slides and audio will also be available on
the Group's website, www.tegplc.co.uk, later in the day.
Forward-looking statements
This announcement contains forward-looking statements regarding
the Group. These forward-looking statements are based on current
information and expectations and are subject to risks and
uncertainties, including market conditions and other factors
outside of the Group's control. Readers are cautioned not to place
undue reliance on the forward-looking statements contained herein,
which speak only as of the date hereof. The Group undertakes no
obligations to publicly update any forward-looking statement
contained in this release, whether as a result of new information,
future developments or otherwise, except as may be required by law
and regulation.
1. These are non-IFRS measures used by the Group in
understanding its underlying earnings. Group adjusted loss before
tax is defined as profit before exceptional items, profit or loss
on disposal of assets, amortisation of acquisition intangibles and
adjustments to onerous lease and impairment provisions.
Like-for-like sales compare sales while the business is trading
from 17 May over an equivalent six-week period in 2019 adjusted for
new centres. All centres were closed for the comparable six weeks
in 2020.
2. Like-for-like sales growth and spend per head growth compared
to 2019 figures using only centres that were open and trading in
both periods.
3. Restart 1 refers to the reopening of the business in August
2020 following the first UK Lockdown due to Covid-19. During this
period the business was restricted to 50% lane capacity and other
Government Covid security measures. Restart 2 refers to the
reopening of the business on 17 May after the Lockdown throughout
the beginning of 2021. During this trading period the business had
fewer trading restrictions and was able to operate at 100% lane
capacity.
Chief Executive's Statement and Operating Review
The first half of 2021 continued to be impacted by Covid-19 much
like the majority of H1 2020. All centres were closed for the first
20 weeks of the year because of the Covid-19 Lockdown. Our primary
focus remained on conserving cash, which we did successfully. Just
as importantly, we continued to improve our business and prepare to
welcome our customers safely back to our centres. This has resulted
in the Group emerging from the pandemic with a better business.
Since restrictions were lifted on 17 May, we have reopened
extremely well, consistently creating record sales growth,
particularly during the summer holiday period. We are confident
that we are well positioned for long-term growth.
An extremely strong and successful reopening
Total sales for the six weeks from reopening on 17 May to the 27
June were +27.4% compared to the same period in 2019. Like-for-like
sales growth over these opening six weeks were a very encouraging
+22.5% compared to 2019.
This momentum continued and accelerated throughout the summer,
exceeding our expectations, with total sales growth since 17 May to
12 September of +39.4% compared to the same period in 2019.
Like-for-like sales growth over the same period has been an
extremely strong +35.8% compared to 2019.
This growth in our business has been driven by several factors,
some of which are long-term structural advantages that we have
built into our business, and some of which may be more short-term
that we have been well positioned to take advantage of.
Short-term pent-up demand after more than a year of hospitality
and leisure restrictions has no doubt contributed to the early
growth seen on reopening. Our UK-focused model is principally
reliant on domestic consumers rather than tourists which makes it
well placed to see the benefit of foreign travel restrictions. Many
of our customers have taken their summer holidays in the UK, and
our centres are an ideal place for families to enjoy a range of
activities on a staycation. We ensured that we could meet this
increased demand with an attractive bowling and food package that
was priced at the same level as in 2019. We have yet to see these
short-term factors diminish but do expect that as the UK consumer
starts to travel abroad again, we may see a softening in these very
high levels of demand.
Additionally, some significant structural advantages have
ensured that this reopening growth has been so successful. These
factors are likely to contribute to an ongoing like-for-like sales
growth compared to the baseline of 2019. Our business is more
digitally enabled than ever. We have grown our customer contact
database by 25% since March 2020 and have combined this with a much
improved digitally enabled marketing strategy. Our focus has moved
to emphasise customer experience and social interaction amongst
friends and across the generations in families. During Lockdown we
have continued to invest in and maintain our centres to offer the
best possible bowling and entertainment experience. We have a
much-loved range of activities, anchored on bowling but with a
variety of other games such as Arcade Machines, Pool, Escape Rooms,
Soft Play areas and Laser Tag Arenas. These activities are
difficult to experience at home, and our customers enjoy
participating with family and friends in the social environment of
our centres.
Continued customer appeal
The Group continues to offer great value entertainment at a fair
price. The average price per game in H1 21, including VAT, was
GBP5.23, down from GBP5.30 in H1 20. Sales growth was primarily
footfall driven, with a modest increase in spend per head driven by
additional ancillary spend. The smartphone-based ordering for food
and drink, which was introduced in FY20 continues to be successful,
supporting spend per head and improving the customer
experience.
As well as a good value price proposition, our customers have
much flexibility on how much they spend each time they visit. The
range of food, drink and entertainment we have on offer means that
customers can budget for their visit based on affordability. They
can choose to bowl more than once; enjoy a variety of other
activities; and buy food and drink to supplement their experience.
This contributes to a total spend per head of GBP14.80 (net of VAT)
in the 17 weeks since reopening, a growth of +3.6% compared to the
equivalent period in 2019. This is a good indication that customer
behaviours are very similar to our long-term historic
experience.
Our customer engagement through social media channels continues
to develop, with regular games, competitions and offers. We remain
the most followed bowling operator in the UK on both Facebook and
Instagram. The fundamental shift in customer behaviour seen after
the first Lockdown has continued since the reopening in May, with
advanced bookings online continuing to make up the majority of our
bowling sales. Better customer communications and maximising our
recent investment in the digital infrastructure are helping to
drive repeat visits.
Keeping our employees and customers safe remains a priority.
Although the removal of the final government restrictions on 19
July was welcomed, there are some Covid security measures that we
continue to implement: meet and greet, sanitising stations, lane
dividers, ball labelling and the mobile ordering app all contribute
to our industry leading standards. Structurally our centres benefit
from being large and open spaces with discrete places for customers
to enjoy their game away from other groups if they so wish. These
elements combine to give our customers confidence to return.
Cash position robust and generating profit
The encouraging reopening sales performance means that the Group
has already returned to profit and cash generation. The Group
returned to profit in the first month of opening and both May and
June were cash positive, as were July and August.
Although there is growing confidence that the successful
implementation of the vaccine programme in the UK makes the
possibility of further lockdowns less likely, the Group's first
priority is to continue to retain a liquidity buffer to insulate
against any further closures. With over GBP28m of headroom at the
half year and a very strong trading period over the summer, the
level of cash available to the business is now greater than at the
start of the pandemic in March 2020 and we are confident that the
business has good resilience.
We have a proven track record of investment to drive returns in
excess of 30%. We believe that there is now sufficient financial
headroom for the Group to be able to confidently resume the capital
investment programme at pace to deliver growth and future
shareholder value.
Strategic investment has recommenced
The business expects to continue to generate free cash flow in
the second half. Sales over the summer period have been very
strong, and even with a weakening of demand once schools have
returned, there is a good opportunity to recommence our highly
successful investment strategy to drive further profit growth,
including developing the expansion pipeline.
Major refurbishments are currently underway at two key centres
in Nottingham and Bristol. Two further refurbishments at Plymouth
and Kingston are planned for completion by the end of the year.
These refurbishment programmes will modernise the centres, add
additional activities such as Karaoke and Escape Rooms, and enhance
the core bowling experience.
We are also continuing to invest in the latest scoring systems
as we roll this out to eight further centres and although we have
now substantially completed our Pins & Strings investment
programme, we will continue to ensure that the bowling experience
is the best-in-class in the UK. We are actively working with our
suppliers to continue to ensure that we offer a quality bowling
experience in all our centres.
Our recent new brownfield development in the heart of
Manchester's vibrant Northern Quarter opened in September 2020.
This centre is based in the popular Printworks leisure complex. It
is a 12-lane centre over two floors with a contemporary design that
appeals to the evening market. We are very pleased with the quality
of this new opening, and it is showing very good sales and return
on investment. This city-centre format has been added to the
portfolio of opportunities within our pipeline.
The pipeline of potential new sites is progressing well, with
advanced stage negotiations ongoing for a number of new centres.
The property market has become more favourable to us in some areas,
particularly with the demise of some key players in the retail
sector. In seeking new sites, we will maintain our strict selection
criteria to ensure we develop the best sites. We secure long-term
leases, for which we pay a rent that is significantly lower than
the retail sector. We are confident that we will continue to expand
our estate by adding four high quality new centres during the
course of FY22.
Expanding Houdini's Escape Rooms
We are very pleased with progress in our partnership with
Houdini's, and by the end of the year will have 30 rooms operating
from 12 locations. As a 50:50 joint venture, the sales are not
included in Group sales, but we have seen Tenpin centres that offer
a Houdini's Escape Room benefit from increased food and drink sales
from the customers when they visit. We are also seeing return
visits and good cross-fertilisation across the activities.
We are delighted to have opened an Escape Room in partnership
with Stonegate Inns at The Hope Inn in Farringdon, central London.
We also have two Escape Rooms in Best Western hotels in the UK.
These developments are very promising in providing access to many
more expansion locations, and we will continue to work closely with
them to drive further growth.
The model is working well, with low initial capital requirements
of <GBP0.1m per room and a return on investment of over 40%. The
small footprint and flexible approach to building these rooms means
that there are many opportunities throughout the UK, within Tenpin
and with selected leisure and hospitality partners.
Optimally positioned for long-term growth
The underlying business model remains highly attractive and
strongly cash generative. While the pent-up demand is likely to
dissipate, the business continues to be well positioned for growth
with its well-invested estate and focus on customer experience.
Environmental, Social and Governance
Our strategy is underpinned by investment in our people, and we
are pleased to say that following an assessment which took place
throughout July, the Group has successfully maintained the
Investors in People gold accreditation until July 2024. Our people
have been through a very challenging 18 months, and we are pleased
to see that they feel they have been well supported through these
tough times.
The incredible hard work of our employees across the UK has been
fundamental to our successful reopening. Most have gone from
periods of extended furlough to an incredibly challenging and busy
trading period. I would like to thank every team member for their
efforts and resilience over the last 18 months.
The proven energy efficient Pins & Strings rollout has
recommenced with the expectation that substantially all centres
will be complete by the end of FY21. We continue to pursue other
opportunities to reduce our energy consumption.
During the first half of the year, there were a number of
changes to the Board including the appointment of an independent
Non-Executive Chairman, Adam Bellamy. Laura May was appointed to
the Board as an independent Non-Executive Director and Audit
Committee chair. Julie Sneddon has been appointed Senior
Independent Director. These changes have resulted in an increased
level of independence as well as improved gender diversity; 33% of
our Board are female.
Outlook
Following the exceptional trading over the summer, we now expect
our full year performance to be ahead of previous management
expectations.
Our hard work in the first five months of the year in preparing
for the best possible opening has been rewarded by an exceptional
level of sales growth on reopening. The short-term boost from UK
staycations and the pent-up demand has not yet subsided, but we do
expect it to over time. Nonetheless, we expect that the solid
underlying levels of demand will continue for the business and that
we can return sustainably to our previous track record of
growth.
Our financial position is robust. We have secured an extension
of our RCF to January 2024. We have reduced our deferred cash
liabilities to around GBP3m, which is principally property rent and
VAT. At the expected levels of growth, strong cash generation will
continue. We have recommenced our capital investment programme and
will utilise our free cash flow in the second half to invest back
in the business to drive growth and consolidate our high
demand.
We anticipate four new openings in 2022 and in the short-term
are focusing on major refurbishments of some of our significant
centres to help underpin the like-for-like growth.
There remains some caution about the prospect of tightening
restrictions during the winter period, but we have proven our
business model to be very robust and our customers to be highly
engaged and ready to enjoy our centres when they are allowed, even
with restrictions in place.
We anticipate some pricing pressures in labour and cost of goods
and this is likely to compress margins a little. However, as a
proportion of our sales the impact is relatively small, and we
consider these inflationary pressures to be manageable. Our pricing
strategy will remain to offer good value to our customers and to
use the resultant increased footfall and frequency as the engine
for profit growth.
Graham Blackwell
Chief Executive Officer
22 September 2021
Financial Review
A note on trading and alternative profit measures and
comparatives
The trading periods for 2020 and 2021 have been significantly
disrupted due to Covid restrictions and Lockdowns. The periods in
which the business was open and trading are set out in the table
below:
26 weeks to 26 weeks to
27 June 2021 28 June 2020
------------------------- ----------------- --------------
All centres open Weeks 21-26 Weeks 1-12
All centres closed Weeks 1-20 Weeks 13-26
% open 23% 45%
------------------------- ----------------- --------------
Restrictions while open Rule of 6 None
Table service
Capacity limits
Management considers 2019 a useful baseline comparative when
comparing sales performance once the business has reopened. This is
appropriate due to the seasonal variations in trade and provides
the best comparator for when the business was open normally and
without disruption.
When referring to like-for-like sales in this section, this
means a comparison of the six weeks of trading in 2021 from 17(th)
May against the equivalent six weeks of trading in 2019 and
adjusting for centres which were not open in both periods.
26 weeks 26 weeks Movement
to 27 June to 28 June
GBP000 2021 2020
----------------------------------------- ------------ ------------ ---------
Revenue 10,610 22,471 (11,861)
Cost of sales (1) [2] (1,126) (3,084) 1,958
Gross margin 9,484 19,387 (9,903)
Gross Margin % 89.4% 86.3% +3.1%pt
Total operating costs (5,652) (9,465) 3,813
Central and support overheads (3,201) (5,112) 1,911
EBITDA 631 4,810 (4,179)
Depreciation and amortisation (8,666) (8,212) (454)
Net interest (2,666) (2,831) 165
Group adjusted Loss before tax
(2) [3] (10,701) (6,233) (4,468)
Amortisation of acquisition intangibles (68) (54) (14)
Loss before tax (10,769) (6,287) (4,482)
Taxation 1,970 696 1,274
Loss after tax (8,799) (5,591) (3,208)
Earnings per share
Basic earnings per share (12.87)p (8.39)p (4.48)p
Adjusted basic earnings per share (12.77)p (8.31)p (4.46)p
Total sales were GBP10.6m which is a reduction of (52.8%) on H1
20. This had a knock-on impact on the gross margin which ended the
period at GBP9.5m, a (51.1%) reduction year-on-year. The gross
margin rate for the Group remained high at 89.4% which reflects the
nature of our business model where 46% of revenue comes from
bowling sales which have no associated COGS. Gross margin rate rose
by +3.1%pts compared to last year. This was due to two factors:
last year's gross margin was artificially suppressed by GBP0.4m due
to the write-off on food and drink stock when all centres closed
due to Lockdown in March; and H1 21 gross margin was enhanced by
GBP0.3m due to the reduced rate of VAT on food and non-alcoholic
beverages. Absent these factors, underlying gross margin rate
remained broadly at 2019 levels and is expected to stabilise in the
long term at historic levels.
Total operating costs for H1 21 were GBP5.7m, a saving of
GBP3.8m compared to H1 20. This 40.3% year-on-year reduction
reflects the focus of the Operations and Commercial teams to reduce
costs while the business was in Lockdown. Lockdown costs are
managed to around 50% of the normal cost base and this continued
through the first 20 weeks of the year while the business was
closed. The business continued to support its employees with
payment of wages while they were unable to work. We received
GBP4.0m of Coronavirus Job Retention Scheme ('CJRS') support in H1
21 which covered 83% of the total cost of supporting our site-based
teams who were on furlough during the 20 week period of closure.
The Group only utilised CJRS when centres were fully closed and has
not continued to use the scheme after reopening.
There was a significant cost to prepare the centres for
reopening, which included staff training; deep cleaning and
sanitisation; purchase of consumables and equipment to continue to
maintain best-in-class Covid security; and recruitment of new team
members. These costs were covered by the Government's restart
grants, which totalled GBP0.7m in H1 21.
Business rates remained on hold for the first half of the year
and recommenced in July, albeit at a reduced level. Overall, it is
expected that business rates will be GBP3.3m lower in 2021 than in
a normal year, and these will revert to previous levels in FY22.
The reduced business rates while trading, combined with Government
closure grants, has helped to mitigate the property rental costs
that the business has incurred during closures. These property
costs (which include cash rental payments) during closure have been
26% covered by this support in H1 21.
Central and Support costs reduced in H1 21 by 37.4% to GBP3.2m
(H1 20: GBP5.1m). One-off costs in respect of lease regears,
contractual amendments and professional fees were incurred, and the
development of the highly successful new digital campaign to
restart the business were all incurred during the Lockdown
period.
The business has not reported any exceptional items in the
period.
Financing
26 weeks to 26 weeks
27 June 2021 to
28 June
GBP000 2020
------------------------------------------------------- ----------------- ----------
Interest on bank debt (207) (159)
Amortisation of bank financing costs (15) (58)
Finance lease interest charges (2,444) (2,614)
Net interest excluding shareholder loan note
interest (2,666) (2,831)
----------------- ----------
Finance costs decreased to GBP2.7m in H1 21 (H1 20: GBP2.8m) comprising
the implied interest relating to the lease liability under IFRS 16 of
GBP2.4m and GBP0.2m associated with our bank borrowing facilities. Interest
on the bank net debt increased as a function of the higher drawings.
The full GBP14.0m Coronavirus Large Business Interruption Loan Scheme
('CLBILS') term loan facility was drawn in January and further drawings
from the RCF facility in the period and the non-utilisation fees on
that facility are included in the interest charge. The adjustment for
the practical expedient on rent concessions received has been put through
the finance lease interest charges line.
We are pleased to announce that we have extended the existing RCF facility
with RBS to run co-terminus with the CLBILS which expires in January
2024. This secures sufficient available funds for more than 2 years
and gives liquidity certainty to protect and grow the business for the
future. There is an arrangement fee of 0.75% of the facility at GBP187.5k,
as well as legal fees, which will both be incurred in the second half
and amortised over the remaining life of the facility. The new RCF has
a slightly higher margin at 185bps but a lower non-utilisation fee of
40% of the margin, which means that at current borrowing levels the
new finance incurs a slightly lower overall interest expense. The covenants
remain unchanged as set out in note 3 of these statements.
The Group does not intend to declare a dividend in respect of FY21 as
it continues to focus on liquidity security, debt reduction and high-returning
strategic capital investment.
Taxation
A tax credit of (GBP2.0m) has been recognised for H1 21 (H1 20: GBP0.7m
credit) arising from the recognition of a deferred tax asset on the
loss generated in the period. The Group expects to generate profits
in the future which this loss can be utilised against.
Statutory net debt
As at 27 June 27 December Movement 28 June
GBP000 2021 2020 2020
Closing cash and cash equivalents 17,103 7,394 9,709 13,326
Bank loans (28,000) (20,000) (8,000) (20,000)
Bank net debt (10,897) (12,606) 1,709 (6,674)
Finance leases - Machines
and other (5,781) (6,945) 1,164 (7,621)
Finance leases - Property (181,339) (178,201) (3,138) (165,829)
Statutory net debt (198,017) (197,752) (265) (180,124)
Bank net debt has reduced in the period since year end to
GBP10.9m; an inflow of GBP1.7m. This cash inflow is despite the
business being closed for 77% of the period and reflects the
continued focus of management to ensure that cash is tightly
managed.
The Group's cash position is very robust, with more available
liquidity headroom than before the pandemic in March 2020. As at 27
June there was over GBP28m of liquidity headroom, and even after
adjusting for the very short-term working capital benefit of the
June rent quarter and payroll, there was still in excess of GBP23m
available. Debt facilities of GBP39m comprise the GBP25m RCF
facility and the GBP14m CLBILs which both expire in January 2024,
albeit the CLBILS term loan is subject to repayments of GBP1,167k
per quarter from January 2022 with a final bullet payment of
GBP4,667k on maturity in January 2024.
Cash flow
26 weeks 26 weeks Movement 52 weeks to
to 27 June to 28 June 27 December
2021 2020 2020
GBP000 GBP000 GBP000 GBP000
-------------------------------------- ------------ ------------ --------- -------------
Cash flows from operating activities
Group adjusted EBITDA 631 4,810 (4,179) 3,347
Property rental costs (6,117) (6,264) 147 (11,207)
------------ ------------ --------- -------------
EBITDA less property rental costs (5,486) (1,454) (4,032) (7,860)
Maintenance capital (205) (357) 152 (741)
Movement in working capital 7,962 2,775 5,187 5,489
Finance lease and taxation payments (668) (1,858) 1,190 (1,636)
Free cash flow 1,603 (894) 2,497 (4,748)
Dividends paid - (2,405) 2,405 (2,405)
------------ ------------ --------- -------------
Cash flow available for investment 1,603 (3,299) 4,902 (7,153)
Proceeds from issue of shares - 4,878 (4,878) 4,878
Existing estate refurbishments - (2,615) 2,615 (2,710)
Transformative investment - (8) 8 (483)
Centre acquisitions including
Tenpinisation - (1,429) 1,429 (3,105)
Exceptionals & share based payments 106 (139) 245 29
------------ ------------ --------- -------------
Cash flow after investment 1,709 (2,612) 4,321 (8,544)
Draw down/(repayment) of debt 8,000 13,750 (5,750) 13,750
Opening cash and cash equivalents 7,394 2,188 5,206 2,188
Cash and cash equivalents - end
of period 17,103 13,326 3,777 7,394
============ ============ ========= =============
Free cash flow has been significantly impacted by the Lockdown
which halted sales generation for the first 20 weeks of the period
resulting in an EBITDA loss. Despite this loss, management have
been highly focused on cash conservation, and the limited
maintenance capital together with a very robust working capital
management, in collaboration with suppliers, has helped deliver a
cash inflow of GBP1.7m in the period.
About half of the working capital benefit is very short-term and
is a result of the Q3 rent payment and the June payroll both
falling after the accounting date.
Accounting standards and use of non-GAAP measures
The Group has prepared its consolidated financial statements
based on International Financial Reporting Standards for the 26
weeks ended 27 June 2021. The basis for preparation is outlined in
note 2 to the financial statements.
The Group uses certain measures that it believes provide
additional useful information on its underlying performance. These
measures are applied consistently but as they are not defined under
GAAP they may not be directly comparable with other companies'
adjusted measures. The non-GAAP measures are outlined in note 4 to
the financial statements.
In addition, the unusual nature of the impact of Covid-19
closures has meant that the most useful baseline comparative is
often 2019. Management have clearly stated where performance is
compared against the 2019 baseline which has been adopted in areas
to help understand the comparative sales and profit performance. It
is the Group's intention to continue to use a 2019 baseline
comparison where this is appropriate and no equivalent prior year
trading comparator is available.
Going concern
As part of the adoption of the going concern basis, the Group
has considered the uncertainty caused by the recent Covid-19
outbreak. All of the Group's centres were closed for trade from 5
January 2021 until 17 May 2021, when all centres were reopened for
trade and have remained open to the date of this report. In
response to the Covid-19 pandemic, during the closed period from 5
January 2021, the Group has:
-- raised GBP14.0m in cash resources from a new CLBILs term loan
facility agreement with RBS in January 2021;
-- taken advantage of the business rates relief available until December 2021;
-- claimed furlough relief from the Government's Coronavirus Job
Retention Scheme ('CJRS') during the closure period;
-- negotiated rent deferrals and rent regears with landlords;
-- significantly reduced the level of capital expenditure during the closed period;
-- did not declare a final dividend for 2020 nor an interim dividend for 2021; and
-- have extended the GBP25.0m RCF facility which expires in September 2022, to January 2024.
As part of the negotiation of the CLBILS facility in January
2021, the covenants were renegotiated and amended to the
following:
Current covenants:
Fixed charge covenant (Adjusted EBITDA
plus rent to rent adjusted finance Leverage covenant (Ratio of total
costs) net debt to adjusted EBITDA)
Testing for 2021 waived, replaced Testing for 2021 waived, replaced
by new covenants by new covenants
March 2022 - reference level - 1.10x March 2022 - reference level - 7.50x
June 2022 - reference level - 1.25x June 2022 - reference level - 5.00x
September 2022 - reference level September 2022 - reference level
- 1.50x - 4.00x
December 2022 - reference level - December 2022 - reference level -
1.50x 2.25x
-------------------------------------- -------------------------------------
New covenants:
Introduced for January 2021 to December 2021:
Minimum liquidity
Minimum EBITDA
Quarter 1 - GBP4,750,000 in cash
Quarter 1 - GBP5,550,000 EBITDA loss and cash equivalents
Quarter 2 - GBP10,550,000 cumulative Quarter 2 - GBP4,000,000 in cash
EBITDA loss and cash equivalents
Quarter 3 - GBP10,550,000 cumulative Quarter 3 - GBP1,500,000 in cash
EBITDA loss and cash equivalents
Quarter 4 - GBP12,550,000 cumulative Quarter 4 - GBP1,500,000 in cash
EBITDA loss and cash equivalents
------------------------------------- ---------------------------------
As part of the review and the potential impact of the Covid-19
outbreak on the Group's results for the next 12 months, a base case
and a severe but plausible downside case were prepared. The base
case assumes the level of trade for the second half of 2021 and for
the 12 months of 2022, return to the same level as those
experienced in 2019 with an increase for new sites and an overlay
of like-for-like growth of +7% which is in the range of our
medium-term experience and expectations. The cost base will return
to the same level as 2019 for the 12 months of 2022 but the 2021
second half will include the business rates benefit from the
"Expanded Retail Discount" which is capped at GBP2.0m, being
provided by the local councils.
Under this scenario, the Group is expected to be profitable in
2022, have sufficient liquidity and to have no covenant breaches
within the next 12 months from the signing of these interim
financial statements.
A plausible downside scenario was prepared using the following
key assumptions:
-- A full lockdown in January 2022, trade returning to 64% of
base case for February, before returning to base case levels for
the rest of the year. This would result in a (14%) decline in trade
levels for the 2022 full year versus the base case;
-- in line with the revenue reduction, there is a reflective
reduction in variable operating costs including employee costs;
-- fixed costs such as rent are maintained at the same level as the base case; and
-- capital expenditure costs are restricted to maintenance capital only.
The Group is expected to be profitable in 2022 and have robust
liquidity but due to the leverage and fixed cost covenants
commencing again in 2022, any national lockdown would result in the
Group breaching the fixed charge and leverage covenants in March
2022 and would need to negotiate a waiver with its lenders up to
the end of September 2022 in order to avoid its borrowings becoming
repayable immediately. The Group's relationship with RBS is very
good and as reflected by the previous waivers and covenant changes
that have been given by the Bank, it is expected that they would
provide a short-term waiver for these covenants in this
scenario.
Nevertheless, in the event of lockdown measures impacting the
Group's operations, the possibility of a covenant breach at the end
of March 2022 cannot be discounted, and as such represents a
material uncertainty that may cast significant doubt on the Group
and Company's ability to continue as a going concern.
Taking the above and the principal risks faced by the Group and
Company into consideration, and the Directors' expectation that
they could negotiate an extension to the covenant should the need
arise, the Directors are satisfied that the Group and Company have
adequate resources to continue in operation for the foreseeable
future, a period of at least 12 months from the date of this
report. The interim financial statements do not include the
adjustments that would result if the Group and Company were unable
to continue as a going concern.
The Group continues to adopt the going concern basis as set out
in note 3 to the financial statements.
Antony Smith
Chief Financial Officer
22 September 2021
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the 26 week period ended 27 June 2021
26 weeks
26 weeks to 28 June 52 weeks to
to 27 June 2020 Unaudited 27 December
Notes 2021 Unaudited restated 2020 Audited
GBP000 GBP000 GBP000
----------------------------------------- ------ ---------------- ---------------- --------------
Revenue 7 10,610 22,471 36,269
Cost of sales (4,154) (7,481) (14,095)
Gross profit 6,456 14,990 22,174
Administrative expenses (14,559) (18,446) (38,025)
Operating loss (8,103) (3,456) (15,851)
Analysed as:
----------------------------------------- ------ ---------------- ---------------- --------------
Group adjusted EBITDA 631 4,810 3,347
Amortisation of acquisition intangibles (68) (54) (142)
Depreciation and amortisation (8,666) (8,212) (16,634)
Impairment - - (2,521)
Profit on disposal of assets - - 99
Operating loss (8,103) (3,456) (15,851)
----------------------------------------- ------ ---------------- ---------------- --------------
Finance costs (2,666) (2,831) (5,815)
Loss before taxation (10,769) (6,287) (21,666)
Taxation 1,970 696 3,919
Loss for the period and total
comprehensive loss attributable
to owners of the parent (8,799) (5,591) (17,747)
----------------------------------------- ------ ---------------- ---------------- --------------
Earnings per share
Basic earnings per share 8 (12.87p) (8.39p) (26.30p)
Diluted earnings per share 8 (12.87p) (8.39p) (26.30p)
Prior year comparatives for the period ended 28 June 2020 have
been restated due to a prior year adjustment. See note 5 to the
interim financial statements for further details.
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
as at 27 June 2021
26 weeks to 26 weeks to 52 weeks to
27 June 2021 28 June 2020 27 December
Unaudited Unaudited restated 2020 Audited
Notes GBP000 GBP000 GBP000
------------------------------ ----- ------------- ------------------- -------------
Assets
Non-current assets
Goodwill 9 29,350 29,350 29,350
Intangible assets 9 355 471 476
Investments in joint venture 310 310 310
Property, plant and equipment 10 38,566 42,650 41,453
Right of use assets 11 156,559 155,831 157,145
Deferred tax asset 6,088 3,168 4,118
231,228 231,780 232,852
Current assets
Inventories 1,050 875 508
Trade and other receivables 1,194 2,151 1,672
Cash and cash equivalents 17,103 13,326 7,394
Corporation tax receivable 10 463 2,302
------------- ------------------- -------------
19,357 16,815 11,876
Liabilities
Current liabilities
Bank borrowings and lease
liabilities 13 (43,871) (31,535) (34,031)
Trade and other payables (12,833) (11,770) (8,282)
(56,704) (43,305) (42,313)
------------- ------------------- -------------
Net current liabilities (37,347) (26,490) (30,437)
Non-current liabilities
Bank borrowings and lease
liabilities 13 (171,182) (161,799) (171,024)
Deferred tax liabilities (1,582) (1,362) (1,582)
(172,764) (163,161) (172,606)
Net assets 21,117 42,129 29,809
Equity
Share capital 684 683 683
Share premium 4,844 4,844 4,844
Share based payments reserve 356 414 250
Merger reserve 6,171 6,171 6,171
Retained earnings 9,062 30,017 17,861
Total equity 21,117 42,129 29,809
------------------------------ ----- ------------- ------------------- -------------
Prior year comparatives for the period ended 28 June 2020 have
been restated due to a prior year adjustment. See note 5 to the
interim financial statements for further details.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
for the 26 week period ended 27 June 2021
26 weeks 26 weeks 52 weeks
to 27 June to 28 June to 27 December
Notes 2021 Unaudited 2020 Unaudited 2020 Audited
GBP000 GBP000 GBP000
----------------------------------------- ------ ---------------- ---------------- ----------------
Cash flows generated from operating
activities
Cash generated from operations 12 5,208 6,258 4,480
Corporation tax received/(paid) 2,292 (1,370) (715)
Finance costs paid (2,651) (2,098) (5,766)
---------------- ---------------- ----------------
Net cash generated from/(used
in) operating activities 4,849 2,790 (2,001)
Cash flows used in investing activities
Purchase of property, plant and
equipment (205) (4,412) (6,044)
Purchase of software - - (119)
Net cash used in investing activities (205) (4,412) (6,163)
Cash flows (used in)/ from financing
activities
Gross proceeds from issue of new
shares - 5,005 5,038
Transaction costs from share issue - (127) (160)
Lease principal payments (2,935) (3,463) (2,853)
Dividends paid - (2,405) (2,405)
Drawdown of bank borrowings 18,000 18,350 18,350
Repayment of borrowings (10,000) (4,600) (4,600)
Net cash from financing activities 5,065 12,760 13,370
Net increase in cash and cash
equivalents 9,709 11,138 5,206
Cash and cash equivalents - beginning
of period 7,394 2,188 2,188
Cash and cash equivalents - end
of period 17,103 13,326 7,394
----------------------------------------- ---------------- ---------------- ----------------
Prior year comparatives for the period ended 28 June 2020 have
been restated due to a prior year adjustment. See note 5 to the
interim financial statements for further details.
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
as at 27 June 2021
Share
based
Share Share payment Merger Retained Total
capital premium reserve reserve earnings equity
GBP000 GBP000 GBP000 GBP000 GBP000
----------------------------------- --------- --------- --------- --------- ---------- ---------
Unaudited 26 weeks to 27 June
2021
Balance at 27 December 2020 683 4,844 250 6,171 17,861 29,809
Share based payment charge - - 106 - - 106
Issue of shares 1 - - - - 1
Loss for the period and total
comprehensive loss attributable
to owners of the parent - - - - (8,799) (8,799)
Balance at 27 June 2021 684 4,844 356 6,171 9,062 21,117
Unaudited 26 weeks to 28 June
2020 - restated
Balance at 30 December 2019 650 - 275 6,171 41,516 48,612
Restatement (note 5) - - - - (3,503) (3,503)
Adjusted balance at 30 December
2019 650 - 275 6,171 38,013 45,109
Share based payment charge - - 139 - - 139
Issue of shares 33 4,844 - - - 4,877
Dividends paid - - - - (2,405) (2,405)
Profit for the period and
total comprehensive income - - - - (5,591) (5,591)
Balance at 28 June 2020 683 4,844 414 6,171 30,017 42,129
52 weeks to 27 December 2020
Balance at 29 December 2019 650 - 275 6,171 49,815 56,911
Adjustment on initial application
of IFRS 16 - - - - (14,970) (14,970)
Taxation on IFRS 16 transition
adjustment - - - - 3,168 3,168
Adjusted balance at 30 December
2019 650 - 275 6,171 38,013 45,109
Share based payment charge - - (25) - - (25)
Issue of shares 33 4,844 - - - 4,877
Dividends paid - - - - (2,405) (2,405)
Profit for the period and
total comprehensive income
attributable to owners of
the parent - - - - (17,747) (17,747)
Balance at 27 December 2020 683 4,844 250 6,171 17,861 29,809
Prior year comparatives for the period ended 28 June 2020 have
been restated due to a prior year adjustment. See note 5 to the
interim financial statements for further details.
1 General information
Ten Entertainment Group plc (the "Company") is a public limited
company incorporated and domiciled in England, United Kingdom under
company registration number 10672501. The address of the registered
office is Aragon House, University Way, Cranfield Technology Park,
Cranfield, MK43 0EQ.
The condensed consolidated interim financial statements for the
26 week period ended 27 June 2021 ("interim financial statements")
comprise the Company and its subsidiaries (together referred to as
the "Group"). The principal activity of the Group comprises the
operation of tenpin bowling centres.
The financial information for the 26 week period ended 27 June
2021 has been reviewed by the Company's auditors. Their report is
included within this announcement.
The financial information does not constitute statutory
financial statements within the meaning of Section 434 of the
Companies Act 2006. The condensed consolidated interim financial
information should be read in conjunction with the annual financial
statements of the Group for the 52 week period to 27 December 2020
which were approved by the board of directors on 29 March 2021 and
have been filed with the Registrar of Companies. The report of the
auditors on those financial statements was unqualified, did not
contain an emphasis of matter paragraph and did not contain any
statement under section 498 of the Companies Act 2006.
The interim financial statements were approved by the directors
on 22 September 2021.
2 Basis of preparation
The condensed consolidated interim financial statements have
been prepared in accordance with IAS 34 "Interim financial
reporting" as endorsed by the European Union and the Disclosures
and Transparency Rules of the United Kingdom's Financial Conduct
Authority, and incorporate the consolidated results of the Company
and all its subsidiaries for the 26 week period ended 27 June 2021.
They do not include all of the information required for a complete
set of IFRS financial statements. However, selected explanatory
notes are included to explain events and transactions that are
significant to an understanding of the changes in the Group's
financial position and performance since the last financial
statements. The comparative financial information is for the 26
week period ended 28 June 2020. Prior year comparatives for the
period ended 28 June 2020 have been restated due to a prior year
adjustment. See note 5 to the interim financial statements for
further details.
The interim financial statements are presented in Pounds
Sterling, rounded to the nearest thousand pounds, except where
otherwise indicated; and under the historical cost convention as
modified by the recognition of certain financial assets/liabilities
at fair value through profit or loss.
The accounting policies adopted in the preparation of the
interim financial statements are consistent with those applied in
the presentation of the Group's consolidated financial statements
for the year ended 27 December 2020. A number of other new European
Union endorsed amendments to existing standards are also effective
for periods beginning on or after 28 December 2020.
At the date of authorisation of this financial information,
certain new standards, amendments and interpretations to existing
standards applicable to the Group have been published but are not
yet effective and have not been adopted early by the Group. The
impact of these standards is not expected to be material.
3 Going concern
As part of the adoption of the going concern basis, the Group
has considered the uncertainty caused by the recent Covid-19
outbreak. All of the Group's centres were closed for trade from 5
January 2021 until 17 May 2021, when all centres were reopened for
trade and have remained open to the date of this report. In
response to the Covid-19 pandemic, during the closed period from 5
January 2021, the Group has:
-- raised GBP14.0m in cash resources from a new CLBILs term loan
facility agreement with RBS in January 2021;
-- taken advantage of the business rates relief available until
December 2021;
-- claimed furlough relief from the Government's Coronavirus Job
Retention Scheme ('CJRS') during the closure period;
-- negotiated rent deferrals and rent regears with
landlords;
-- significantly reduced the level of capital expenditure during
the closed period;
-- did not declare a final dividend for 2020 nor an interim
dividend for 2021; and
-- have extended the GBP25.0m RCF facility which expires in
September 2022, to January 2024.
As part of the negotiation of the CLBILS facility in January
2021, the covenants were renegotiated and amended to the
following:
Current covenants:
Fixed charge covenant (Adjusted EBITDA
plus rent to rent adjusted finance Leverage covenant (Ratio of total
costs) net debt to adjusted EBITDA)
Testing for 2021 waived, replaced Testing for 2021 waived, replaced
by new covenants by new covenants
March 2022 - reference level - 1.10x March 2022 - reference level - 7.50x
June 2022 - reference level - 1.25x June 2022 - reference level - 5.00x
September 2022 - reference level September 2022 - reference level
- 1.50x - 4.00x
December 2022 - reference level - December 2022 - reference level -
1.50x 2.25x
-------------------------------------- -------------------------------------
New covenants:
Introduced for January 2021 to December 2021:
Minimum liquidity
Minimum EBITDA
Quarter 1 - GBP4,750,000 in cash
Quarter 1 - GBP5,550,000 EBITDA loss and cash equivalents
Quarter 2 - GBP10,550,000 cumulative Quarter 2 - GBP4,000,000 in cash
EBITDA loss and cash equivalents
Quarter 3 - GBP10,550,000 cumulative Quarter 3 - GBP1,500,000 in cash
EBITDA loss and cash equivalents
Quarter 4 - GBP12,550,000 cumulative Quarter 4 - GBP1,500,000 in cash
EBITDA loss and cash equivalents
------------------------------------- ---------------------------------
As part of the review and the potential impact of the Covid-19
outbreak on the Group's results for the next 12 months, a base case
and a severe but plausible downside case were prepared. The base
case assumes the level of trade for the second half of 2021 and for
the 12 months of 2022, return to the same level as those
experienced in 2019 with an increase for new sites and
like-for-like growth. The cost base will return to the same level
as 2019 for the 12 months of 2022 but the 2020 second half will
include the business rates benefit from the "Expanded Retail
Discount" which is capped at GBP2.0m, being provided by the local
councils.
Under this scenario, the Group is expected to be profitable in
2022, have sufficient liquidity and to have no covenant breaches
within the next 12 months from the signing of these interim
financial statements.
A plausible downside scenario was prepared using the following
key assumptions:
-- A full lockdown in January 2022, trade returning to 64% of
base case for February, before returning to base case levels for
the rest of the year. This would result in a (14%) decline in trade
levels for the 2022 full year versus the base case
-- in line with the revenue reduction, there is a reflective
reduction in variable operating costs including employee costs;
-- fixed costs such as rent are maintained at the same level as
the base case; and
-- capital expenditure costs are restricted to maintenance
capital only.
The Group is expected to be profitable in 2022 and have strong
liquidity but due to the leverage and fixed cost covenants
commencing again in 2022, any national lockdown would result in the
Group breaching the fixed charge and leverage covenants in March
2022 and would need to negotiate a waiver with its lenders up to
the end of September 2022 in order to avoid its borrowings becoming
repayable immediately. The Group's relationship with RBS is strong
and as reflected by the previous waivers and covenant changes that
have been given by the Bank, it is expected that they would provide
a short-term waiver for these covenants in this scenario.
Nevertheless, in the event of lockdown measures impacting the
Group's operations, the possibility of a covenant breach at the end
of March 2022 cannot be discounted, and as such represents a
material uncertainty that may cast significant doubt on the Group
and Company's ability to continue as a going concern.
Taking the above and the principal risks faced by the Group and
Company into consideration, and the Directors' expectation that
they could negotiate an extension to the covenant should the need
arise, the Directors are satisfied that the Group and Company have
adequate resources to continue in operation for the foreseeable
future, a period of at least 12 months from the date of this
report. The interim financial statements do not include the
adjustments that would result if the Group and Company were unable
to continue as a going concern.
4 Accounting estimates, judgements and non GAAP measures
The preparation of condensed consolidated interim financial
statements requires management to make judgements, estimates and
assumptions that affect the application of accounting policies and
the reported amounts of assets and liabilities, income and expense.
Actual results may differ from these estimates. In preparing these
condensed consolidated interim financial statements, the
significant judgements made by management in applying the Group's
accounting policies and the key sources of estimation uncertainty
were the same as those that applied to the consolidated financial
statements for the 52 week period ended 27 December 2020.
The Company has identified certain measures that it believes
will assist in the understanding of the performance of the
business. The measures are not defined under IFRS and they may not
be directly comparable with other companies adjusted measures. The
non-IFRS measures are not intended to be a substitute for an IFRS
performance measure but the business has included them as it
considers them to be important comparators and key measures used
within the business for assessing performance. These condensed
interim financial statements make reference to the following
non-IFRS measures:
Group adjusted EBITDA - This consists of earnings before
interest, taxation, depreciation, amortisation costs, exceptional
items, profit or loss on disposal of assets and adjustments to
impairment provisions. The reconciliation to operating profit is
included on the condensed consolidated statement of comprehensive
income.
Adjusted underlying profit after tax - This consists of the
profit after tax adjusted for exceptional items, profit or loss on
disposal of assets, amortisation of acquisition intangibles and
adjustments to impairment provisions. The reconciliation of this
number to profit after tax is included under note 8.
Like-for-like sales - are a measure of growth of sales adjusted
for new, divested or temporary closures of centres over a
comparable trading period being 2019.
Free cash flow - this is Group adjusted EBITDA less cash flows
from property rentals, maintenance capital, working capital, lease
and taxation payments.
Bank net debt - This is made up of bank borrowings less cash and
cash equivalents.
5 Prior period restatement
Following the finalisation of the Group's transition to IFRS 16
on 30 December 2019, the financial statements for the comparative
six-month period ended 28 June 2020 have been restated to reflect a
revised opening IFRS 16 lease liability and ROU asset at the date
of transition, along with corresponding adjustments to the lease
interest and ROU asset depreciation recognised in the period.
The restatement results in a GBP3.5m net reduction to opening
retained earnings on 30 December 2019, a reduction in the Right of
Use asset value with a corresponding decrease to the lease
liability of GBP17.8m and an increase of GBP3.2m to the deferred
tax asset. The reduction to the depreciation charge of GBP1.5m and
an increase in interest expense of GBP0.7m were for the period to
28 June 2020.
6 Performance share plan awards
The Company operates a Performance Share Plan (PSP) for its
executive directors. In accordance with IFRS 2 Share Based
Payments, the value of the awards is measured at fair value at the
date of the grant. The fair value is written off on a straight-line
basis over the vesting period, based on management's estimate of
the number of shares that will eventually vest. Due to the Covid-19
pandemic, a 2021 scheme has not yet been announced. The Company
currently has three active schemes in place that arose in prior
years as detailed as follows:
-- 2018 Share Scheme - This scheme was announced on 14 June 2018
and vested on 11 June 2021 when Graham Blackwell exercised 20,814
options being 22% of the awards granted to him and 20,814 ordinary
shares were allotted to him. This consisted of 22% of the awards
that vested upon the Total Shareholder Return (TSR) condition being
met.
-- 2019 Share Scheme - This scheme was announced on 20 May 2019
when 456,666 awards were granted to the three executive directors.
The vesting of these awards is conditional upon the achievement of
two performance conditions which will be measured following the
announcement of results for the year to 2 January 2022 ("FY2021").
The first performance condition applying to the awards will be
based on EPS of the Company and will apply to 50 per cent. of the
total number of Share Awards granted. The second performance
condition will be based on TSR of the Company over the period from
the date of grant to the announcement of results for FY2021
relative to a comparator group of companies and will apply to the
remaining 50 per cent of Share Awards granted. Upon the resignation
of the Chief Executive Officer, Duncan Garrood on 8 September 2020,
200,000 of these awards are not expected to vest which was adjusted
for in 2020.
-- 2020 Share Scheme - This scheme was announced on 30 November
2020 when 428,572 awards were granted to the two executive
directors. The vesting of these awards is conditional upon the
achievement of two performance conditions and a share price
underpin which will be measured following the announcement of
results for the year to 1 January 2023 ("FY2022"). The first
performance condition applying to the awards will be based on EPS
of the Company and will apply to 50 per cent. of the total number
of Share Awards granted. The second performance condition will be
based on TSR of the Company over the period from the date of grant
to the announcement of results for FY2021 relative to a comparator
group of companies and will apply to the remaining 50 per cent. of
Share Awards granted. No award or part of an award may vest unless
the average share price of the Company calculated over a
three-month period ending on the vesting date exceeds the share
price on the date of grant.
During the 26 week period ended 27 June 2021 the Group
recognised a net charge of GBP105,953 (28 June 2020: GBP139,463, 27
December 2020: GBP24,831) to administration costs related to these
awards.
7 Segment reporting
Segmental information is presented in respect of the Group's
business segments. Strategic decisions are made by the Board based
on information presented in respect of these segments. The Group
comprises the following segments:
Tenpin (Bowls) - Tenpin is a leading tenpin bowling operator in
the UK. All revenue is derived from activities conducted in the
UK.
Central - Comprises central management including company
secretarial work, the board of directors and general head office
assets and costs. The segment results are used by the Board for
strategic decision making, and a reconciliation of those results to
the reported profit/(loss) in the consolidated statement of
comprehensive income, and the segment assets are as follows:
Tenpin Central Group
GBP000 GBP000 GBP000
For the 26 week period ended 27 June 2021:
Segment revenue - external 10,610 - 10,610
Adjusted EBITDA 1,648 (1,017) 631
Segment total assets as at 27
June 2021 235,100 15,485 250,585
Segment total liabilities as at
27 June 2021 (216,519) (12,949) (229,468)
Reconciliation of adjusted EBITDA to reported
operating profit:
Adjusted EBITDA 1,648 (1,017) 631
Amortisation and depreciation
of intangibles and property, plant
and equipment (8,666) - (8,666)
Amortisation of fair valued intangibles (48) (20) (68)
---------- --------- ----------
Operating loss (7,066) (1,037) (8,103)
Finance (costs)/income (2,438) (228) (2,666)
---------- --------- ----------
Loss before taxation (9,504) (1,265) (10,769)
Tenpin Central Group
GBP000 GBP000 GBP000
For the 52-week period ended 27 December 2020:
Segment revenue - external 36,269 - 36,269
Adjusted EBITDA 5,466 (2,119) 3,347
Segment total assets as at 27
December 2020 223,200 21,528 244,728
Segment total liabilities as at
27 December 2020 (193,029) (21,890) (214,919)
Reconciliation of adjusted EBITDA to reported
operating profit :
Adjusted EBITDA 5,466 (2,119) 3,347
Amortisation and depreciation
of intangibles, property, plant
and equipment and right-of-use
assets (16,634) - (16,634)
Amortisation of fair valued items (142) - (142)
Impairment (2,521) - (2,521)
Profit on disposals 99 - 99
Operating loss (13,732) (2,119) (15,851)
Finance costs (5,654) (161) (5,815)
---------- --------- ----------
Loss before taxation (19,386) (2,280) (21,666)
Tenpin Central Group
GBP000 GBP000 GBP000
For the 26 week period ended 28 June 2020
- restated:
Segment revenue - external 22,471 - 22,471
Adjusted EBITDA 5,894 (1,084) 4,810
Segment total assets as at 28
June 2020 230,534 18,061 248,595
Segment total liabilities as at
28 June 2020 (186,638) (19,827) (206,465)
Reconciliation of adjusted EBITDA to reported
operating profit :
Adjusted EBITDA 5,894 (1,084) 4,810
Amortisation and depreciation
of intangibles and property, plant
and equipment (8,212) - (8,212)
Amortisation of fair valued intangibles (34) (20) (54)
---------- --------- ----------
Operating loss (2,352) (1,104) (3,456)
Finance (costs)/income (2,859) 28 (2,831)
---------- --------- ----------
Loss before taxation (5,211) (1,076) (6,287)
All assets have been allocated
to segments.
Disaggregation of revenue
In addition to the breakdown of revenue into the above segments
we have analysed revenue further as following:
26 week period 26 week period 52 week period
ended 27 ended 28 ended 27 December
June 2021 June 2020 2020
Unaudited Unaudited Audited
GBP000 GBP000 GBP000
--------------- --------------- -------------------
Bowling 4,833 10,555 16,830
Food and drink 2,875 5,926 9,898
Machines and amusements 2,579 5,169 8,298
Other 323 821 1,243
10,610 22,471 36,269
8 Earnings per share
Basic earnings per share for each period is calculated by
dividing the earnings attributable to ordinary shareholders by the
weighted average number of ordinary shares in issue during the
period. Earnings per share is based on the capital structure of the
Company and includes the weighted average of the 68,348,800
ordinary shares in issue. The total shares in issue at the end of
the 26 weeks to 27 June 2021 was 68,367,784.
The Company has 199,553 potentially issuable shares (H1 20:
663,755) all of which relate to share options issued to Directors
of the Company. Diluted earnings per share amounts are calculated
by dividing profit for the year and total comprehensive income
attributable to equity holders of the parent Company by the
weighted average number of ordinary shares outstanding during the
year together with the dilutive number of ordinary shares.
Adjusted basic earnings per share have been calculated in order
to compare earnings per share year on year and to aid future
comparisons. Earnings have been adjusted to exclude impairment,
exceptionals and other one-off costs (and any associated impact on
the taxation charge). Adjusted diluted earnings per share is
calculated by applying the same adjustments to earnings as
described in relation to adjusted earnings per share divided by the
weighted average number of ordinary shares outstanding during the
year adjusted by the effect of the outstanding share options.
Basic and diluted 26 weeks to 26 weeks to 52 weeks to
27 June 2021 28 June 2020 27 December
Unaudited Unaudited restated 2020 Audited
GBP000 GBP000 GBP000
------------- ------------------- -------------
Loss after tax (8,799) (5,591) (17,747)
Weighted average number of shares
in issue 68,348,800 66,617,889 67,471,461
Adjustment for share awards 199,553 192,004 103,673
Diluted weighted average number
of shares in issue 68,547,435 66,809,893 67,575,134
Basic earnings per share (pence) (12.87p) (8.39p) (26.30p)
Diluted earnings per share (pence) (12.87p) (8.39p) (26.30p)
Below is the calculation of the adjusted earnings per share.
Adjusted earnings per share 26 weeks to
26 weeks to 28 June 2020 52 weeks to
27 June 2021 Unaudited 27 December
Unaudited restated 2020 Audited
GBP000 GBP000 GBP000
----------------- ----------------- ------------------
Loss after tax (8,799) (5,591) (17,747)
Amortisation of fair valued items
on acquisition 68 54 142
(Profit)/loss on disposals - - (99)
Impairment - - 2,521
Tax impact on above adjustments - - (456)
Adjusted underlying earnings after
tax (8,731) (5,537) (15,639)
Adjusted loss after tax (8,731) (5,537) (15,139)
Weighted average number of shares
in issue 68,348,800 66,617,889 67,471,461
Adjusted basic earnings per share (12.77p) (8.31p) (23.18p)
Adjusted diluted earnings per share (12.77p) (8.31p) (23.18p)
9 Goodwill and intangible assets
Fair valued
intangibles
on acquisition Goodwill Software Total
GBP000 GBP000 GBP000 GBP000
-------------------------------------- ---------------- --------- --------- -------
Cost
At 29 December 2019 2,938 29,350 1,222 33,510
Adjustment on initial application
of IFRS 16 - - (40) (40)
Additions - - - -
At 28 June 2020 (restated) 2,938 29,350 1,182 33,470
Additions - - 119 119
Adjustment on initial application
of IFRS 16 - - - -
At 27 December 2020 2,938 29,350 1,301 33,589
Disposals - - (9) (9)
At 27 June 2021 2,938 29,350 1,292 33,580
Accumulated amortisation and impairment
losses
At 29 December 2019 2,576 - 931 3,507
Charge for the period - amortisation 54 - 104 158
Adjustment on initial application
of IFRS 16 - - (16) (16)
At 28 June 2020 (restated) 2,630 - 1,019 3,649
Charge for the period - amortisation 47 - 67 114
Adjustment on initial application
of IFRS 16 - - - -
At 27 December 2020 2,677 - 1,086 3,763
Charge for the period - amortisation 48 - 73 121
Disposal - amortisation - - (9) (9)
At 27 June 2021 2,725 - 1,150 3,875
Net book value
At 27 June 2021 213 29,350 142 29,705
At 27 December 2020 261 29,350 215 29,826
At 28 June 2020 308 29,350 163 29,821
10 Property, plant and equipment
Amusement
Fixtures,
Fixed fittings
furnishings machines and equipment Total
GBP000 GBP000 GBP000 GBP000
---------------------------- ------------- ------------ --------------- -----------
Cost
At 29 December 2019 11,691 11,571 43,020 66,282
Additions - - 4,443 4,443
Adjustments on initial
application of IFRS
16 - (10,217) (469) (10,686)
Disposals - - - -
At 28 June 2020 (restated) 11,691 1,354 46,994 60,039
Additions - 47 2,105 2,152
Disposals (323) - - (323)
At 27 December 2020 11,368 1,401 49,099 61,868
Additions - - 205 205
Disposals - - - -
At 27 June 2021 11,368 1,401 49,304 62,073
Accumulated depreciation
and impairment
At 29 December 2019 2,951 5,404 10,679 19,034
Charge for the period 511 66 2,178 2,755
Adjustment on initial
application of IFRS
16 - (4,378) (22) (4,400)
Disposals - depreciation - - - -
At 28 June 2020 (restated) 3,462 1,092 12,835 17,389
Charge for the period 511 67 2,165 2,743
Impairment charge - - 450 450
Disposals - depreciation (167) - - (167)
At 27 December 2020 3,806 1,159 15,450 20,415
Charge for the period 508 54 2,530 3,092
Disposals - Depreciation - - - -
At 27 June 2021 4,314 1,213 17,980 23,507
Net book value
At 27 June 2021 7,054 188 31,324 38,566
At 27 December 2020 7,562 242 33,649 41,453
At 28 June 2020 8,229 262 34,159 42,650
11 Right of use assets
Amusement
Leasehold machines
properties & other Total
GBP000 GBP000 GBP000
----------------------------------------- ------------ ---------- -----------
Cost
At transition on 30 December 2019 164,920 10,727 175,647
Impairment of assets on transition
to IFRS 16 (16,275) - (16,275)
Lease disposals - (61) (61)
Modification of leases 6,260 - 6,260
Lease surrenders - - -
At 28 June 2020 - restated 154,905 10,666 165,571
Lease additions - 444 444
Modification of leases 8,609 - 8,609
Lease disposals - (287) (287)
At 27 December 2020 163,514 10,823 174,337
Lease additions - 15 15
Modification of leases 4,906 - 4,906
Lease disposals - (8) (8)
At 27 June 2021 168,420 10,830 179,250
Accumulated depreciation and impairment
At transition on 30 December 2019 - 4,416 4,416
Charge for the period 4,211 1,143 5,354
Disposals - Depreciation - (30) (30)
At 28 June 2020 - restated 4,211 5,529 9,740
Charge for the period 4,437 1,174 5,611
Disposals - depreciation - (231) (231)
Impairment charge 2,072 - 2,072
At 27 December 2020 10,720 6,472 17,192
Charge for the period 4,410 1,091 5,501
Disposals - depreciation - (2) (2)
Impairment charge - - -
At 27 June 2021 15,130 7,561 22,691
Net book value
At 27 June 2021 153,290 3,269 156,559
At 27 December 2020 152,794 4,351 157,145
At 28 June 2020 - restated 150,694 5,137 155,831
The lease modification relates to changes to 7 leases during the
period end with one being a regear with a rent free period agreed
in exchange for an increase in the term of the lease while the
other 6 were just rent free periods being given.
12 Cashflow from operations
26 weeks to
26 weeks 28 June 2020 52 weeks to
to 27 June Unaudited 27 December
2021 Unaudited restated 2020 Audited
Cash flows from operating activities GBP000 GBP000 GBP000
-------------------------------------- ---------------- -------------- --------------
Loss for the period (8,799) (5,591) (17,747)
Adjustments for:
Tax (1,970) (696) (3,919)
Finance costs, net 2,666 2,831 5,815
Non-cash exceptionals - - -
Non-cash share based payments
charge 106 139 (25)
Loss on disposal of assets - - (125)
Amortisation of intangible assets 121 158 272
Depreciation of property, plant
and equipment 3,092 3,852 5,498
Depreciation of right to use
assets 5,501 4,256 10,965
Impairment - - 2,521
Changes in working capital:
(Increase)/decrease in inventories (542) 423 789
Decrease/(increase) in trade
and other receivables 478 220 3,257
Decrease/(increase) in trade
and other payables 4,555 666 (2,821)
Cash generated from operations 5,208 6,258 4,480
13 Bank borrowings and leases
26 weeks
26 weeks to 28 June 52 weeks
to 27 June 2020 Unaudited to 27 December
2021 Unaudited restated 2020 Audited
Current liabilities GBP000 GBP000 GBP000
----------------------------- ---------------- ---------------- ----------------
Bank loans 28,000 20,000 20,000
Leases - Machines/other 2,730 3,066 3,201
Leases - Property 13,208 8,585 10,922
Capitalised financing costs (67) (116) (92)
43,871 31,535 34,031
Non - c urrent liabilities
----------------------------- ---------------- ---------------- ----------------
Leases - Machines/other 3,051 4,555 3,744
Leases - Property 168,131 157,244 167,280
171,182 161,799 171,024
----------------------------- ---------------- ---------------- ----------------
The bank loans with the Royal Bank of Scotland plc consist of a
GBP25.0m committed Revolving Credit Facility (RCF) and GBP14.0m
CLBILS term loan facility. The loans incur interest at LIBOR plus a
margin of 1.40%. The Group has drawn GBP14.0m of the RCF and the
full GBP14.0m of the term loan as at the interim period.
There were no additional property leases acquired during the
period but the increase in the period was from the modification to
7 leases as explained in note 11, less the repayments made during
the interim period.
14 Financial risk management
Cash flow and fair value interest rate risk
Cash flow interest rate risk derives from the Group's floating
rate financial liabilities, being its bank debt and overdraft
facility, which are linked to LIBOR plus a margin of 1.4%. The
Group has no fair value interest rate risk. In managing interest
rate risk the Group aims to reduce the impact of short-term
fluctuations on the Group's earnings. Over the longer term,
however, sustained changes in interest rates would have an impact
on the Group's earnings.
Credit risk
As almost all of the Group's sales are for cash, the Group is
exposed to minimal credit risk.
Liquidity risk
The Group's cash position and cash flow forecasts are reviewed
by management on a daily basis. The current bank facilities consist
of a GBP25.0m RCF and a GBP14.0m CLBILS term loan facility. The
risk around liquidity is discussed further under the going concern
note 3.
15 Principal risks and uncertainties
Ultimate responsibility for the Group's risk management
framework sits with the Board who review the Group's risk appetite
on an annual basis. The Group's business has been significantly
disrupted as a result of the Covid-19 pandemic. All of the Group's
centres were closed for trade from 5 January 2021 until 17 August
2021 when all 46 centres reopened, and all the centres have
remained fully open until the date of this report. There still
remains some uncertainty as to whether this will change if the
pandemic were to significantly worsen, but this has been reviewed
and factored into the going concern review in note 3. There are a
number of potential risks and uncertainties which could have a
material impact on the Group's performance over the remaining
months of the financial year.
The Covid-19 pandemic will have an impact on the economic
condition in the UK and hence on the Group and could potentially
increase other risk factors including the impact on third party
suppliers. These two risks were identified at 27 December 2020.
The Group's principal risks and uncertainties are assessed in
detail as set out in the full Annual Report for the 52 weeks ended
27 December 2020. The Group does not believe there have been any
significant changes to its principal risks that will impact on the
Group in the remaining half of the year which in summary
include:
-- Operational - ageing of estate, deterioration of assets and loss of key personnel
-- Operational - allergens related to food and bar services provided
-- Regulatory changes - new laws, re-interpreted laws and updates from case law
-- Business interruption - risk of cyber-attacks, terrorism,
failure or unavailability of IT infrastructure
16 Related Parties
There are no related party transactions nor any related party
balances receivable or payable that are not intercompany related.
All intercompany transactions and balances have been eliminated on
consolidation. There were no material related party transactions
requiring disclosure, other than compensation of key management
personnel which was disclosed in the Group's Annual Report and
Accounts for the year ending 27 December 2020.
DIRECTORS' RESPONSIBILTY STATEMENT
The directors confirm that these condensed interim financial
statements have been prepared in accordance with International
Accounting Standard 34, 'Interim Financial Reporting', as adopted
by the European Union and that the interim management report
includes a fair review of the information required by DTR 4.2.7 and
DTR 4.2.8, namely:
-- an indication of important events that have occurred during the first six months and
-- their impact on the condensed set of financial statements,
and a description of the principal risks and uncertainties for the
remaining six months of the financial year; and
-- material related-party transactions in the first 26 weeks and
any material changes in the related-party transactions described in
the last annual report.
The directors confirm to the best of their knowledge that the
condensed interim financial statements have been prepared in
accordance with the Accounting Standards Board 2007 statement on
half yearly financial reports.
The directors are responsible for the maintenance and integrity
of the company 's website. Legislation in the United Kingdom
governing the preparation and dissemination of interim financial
statements may differ from legislation in other jurisdictions.
The responsibility statement was approved by the Board on 22
September 2021 and signed on its behalf by:
Graham Blackwell Antony Smith
CEO CFO
22 September 2021 22 September 2021
Independent review report to Ten Entertainment Group plc
Report on the condensed consolidated interim financial
statements
Our conclusion
We have reviewed Ten Entertainment Group plc's condensed
consolidated interim financial statements (the "interim financial
statements") in the Half-Year Results of Ten Entertainment Group
plc for the 26 week period ended 27 June 2021 (the "period").
Based on our review, nothing has come to our attention that
causes us to believe that the interim financial statements are not
prepared, in all material respects, in accordance with
International Accounting Standard 34, 'Interim Financial
Reporting', as adopted by the European Union and the Disclosure
Guidance and Transparency Rules sourcebook of the United Kingdom's
Financial Conduct Authority.
Emphasis of matter
Without modifying our conclusion on the interim financial
statements, we have considered the adequacy of the disclosure made
in note 3 to the interim financial statements concerning the
Group's ability to continue as a going concern. The Group's
forecasts and projections include a downside scenario which
forecasts a 14% reduction in trading levels on the disclosed base
case in 2022 due to a lockdown in January 2022 with no trade and
reduced trade in February 2022. In this downside scenario, whilst
liquidity would remain within the available cash and financing
facilities, the Group would be in breach of the fixed charge and
leverage covenants in March 2022 and would need to negotiate a
waiver with its lenders up to the end of September 2022 in order to
avoid its borrowings becoming repayable immediately. These
conditions, along with other matters explained in note 3 to the
interim financial statements, indicate the existence of a material
uncertainty which may cast significant doubt about the Group's
ability to continue as a going concern. The interim financial
statements do not include the adjustments that would result if the
Group were unable to continue as a going concern.
What we have reviewed
The interim financial statements comprise:
-- the condensed consolidated statement of financial position as at 27 June 2021;
-- the condensed consolidated statement of comprehensive income for the period then ended;
-- the condensed consolidated statement of cash flows for the period then ended;
-- the condensed consolidated statement of changes in equity for the period then ended; and
-- the explanatory notes to the interim financial statements.
The interim financial statements included in the Half-Year
Results of Ten Entertainment Group plc have been prepared in
accordance with International Accounting Standard 34, 'Interim
Financial Reporting', as adopted by the European Union and the
Disclosure Guidance and Transparency Rules sourcebook of the United
Kingdom's Financial Conduct Authority.
As disclosed in note 2 to the interim financial statements, the
financial reporting framework that has been applied in the
preparation of the full annual financial statements of the group is
applicable law and International Financial Reporting Standards
(IFRSs) as adopted by the European Union.
Responsibilities for the interim financial statements and the
review
Our responsibilities and those of the directors
The Half-Year Results, including the interim financial
statements, is the responsibility of, and has been approved by the
directors. The directors are responsible for preparing the
Half-Year Results in accordance with the Disclosure Guidance and
Transparency Rules sourcebook of the United Kingdom's Financial
Conduct Authority.
Our responsibility is to express a conclusion on the interim
financial statements in the Half-Year Results based on our review.
This report, including the conclusion, has been prepared for and
only for the company for the purpose of complying with the
Disclosure Guidance and Transparency Rules sourcebook of the United
Kingdom's Financial Conduct Authority and for no other purpose. We
do not, in giving this conclusion, accept or assume responsibility
for any other purpose or to any other person to whom this report is
shown or into whose hands it may come save where expressly agreed
by our prior consent in writing.
What a review of interim financial statements involves
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 United Kingdom. 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.
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.
We have read the other information contained in the Half-Year
Results and considered whether it contains any apparent
misstatements or material inconsistencies with the information in
the interim financial statements.
PricewaterhouseCoopers LLP
Chartered Accountants
London
22 September 2021
1 Cost of sales and operating expenses are presented on the
basis as analysed by management. Cost of sales in the financial
summary are determined by management as consisting of the direct
bar, food, vending, amusements and gaming machine related costs.
Statutory costs of sales reflected in the Statement of
comprehensive income also include the staff and call centre costs
incurred by the centres. Operating expenses are split into more
detail in the financial summary to obtain statutory operating
profit, with overheads, support office, amortisation, depreciation
and exceptional costs reflected separately.
2 Group adjusted loss before tax is defined as profit before
exceptional items, profit or loss on disposal of assets,
amortisation of acquisition intangibles and adjustments to
impairment provisions
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END
IR FFFSIADILFIL
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