Results for the year ended 31 March 2015

RNS Number : 5716N
DCC PLC
19 May 2015
 



 

19 May 2015

Results for the year ended 31 March 2015

 

DCC, the international sales, marketing, distribution and business support services group, today announced its results for the year ended 31 March 2015.

 

 

RESULTS HIGHLIGHTS

 



   Restated1



         2015

          £'m

         2014

          £'m

% change

Revenue - continuing2

       10,606

       11,045

-4.0%

Revenue - continuing2 (excl. DCC Energy)

         2,982

         2,801

+6.5%

Operating profit3 - continuing2

         221.7

         200.7

+10.5%

Total operating profit3

         228.2

         207.3

+10.1%

Profit before net exceptional items, amortisation of intangible assets and tax

         199.6

         186.9

+6.8%

Adjusted earnings per share3 - continuing2

         202.2 pence

       184.1 pence

+9.8%

Total adjusted earnings per share3

     209.2 pence

       191.2 pence

+9.4%

Dividend per share

     84.54 pence

       76.85 pence

   +10.0%

Free cash flow4

         314.5

         277.0


Net cash/(debt) at 31 March

           30.0

           (87.3)


Return on capital employed

           18.9%

           16.3%






1 All comparative numbers presented in this statement have been restated to reflect the impact of new

accounting rules for joint ventures

2 Excludes DCC Food & Beverage, the activities of which have now been disposed of

3 Excluding net exceptionals and amortisation of intangible assets

4 After net capital expenditure and before exceptional items, interest and tax payments

 

 

Ø Volumes in DCC Energy increased by 5.7% over the prior year and on an organic basis were 1.2% ahead of the prior year. Due to the impact of lower oil prices DCC Energy's revenue declined by 7.5% (5.6% on a constant currency basis).

 

Ø Revenue from continuing activities, excluding DCC Energy, increased by 6.5% (8.4% on a constant currency basis), approximately one quarter of which was organic. Due to the lower oil price, overall Group revenue from continuing activities decreased by 4.0% (2.1% on a constant currency basis).

 

Ø Operating profit from continuing activities increased by 10.5% (11.9% on a constant currency basis) to £222 million, with profit growth achieved in each of DCC's four divisions.

 

Ø Total adjusted earnings per share up 9.4% to 209.2 pence.

 

Ø Proposed 10% increase in the final dividend to give a total full year dividend of 84.54 pence per share, an increase of 10% over the prior year.

 

Ø Strong cash generation:

o Operating cash flow of £378 million (£347 million in the prior year); and

o Free cash flow of £315 million (£277 million in the prior year), a 138% conversion of operating profit into cash.

 

Ø Increase in return on capital employed to 18.9% reflecting improvements in all four divisions, driven by profit growth and excellent working capital management.

 

Ø Record development activity, with committed acquisition expenditure of £554 million, including the commitment to acquire Butagaz which was announced separately today.

 

Ø The profitable disposal of DCC's Food & Beverage division brings increased strategic focus to the Group.

 

Ø The strong cash flow performance during the year resulted in the Group moving to a modest net cash position of £30 million at year end. The modest net cash position is before development expenditure committed during the year and since the balance sheet date of £465 million, which it is anticipated will be paid in the year to 31 March 2016.

 

Ø DCC's capacity to continue the development of its business is expected to be enhanced by the intention to issue up to 4.2 million new Ordinary Shares by way of a share placing (representing up to 5% of the existing issued share capital of the Group, excluding Treasury Shares), which was announced separately today.

 

Ø DCC anticipates very significant profit growth in the year to 31 March 2016.

 


Commenting on the results, Tommy Breen, Chief Executive, said:

 

"The year to 31 March 2015 has been an outstanding year for the Group with:

 

·    operating profit growth in each of DCC's four divisions, resulting in Group operating profit from continuing activities 10.5% ahead of the prior year at £222 million;

·    excellent operating profit to free cash flow conversion of 138%;

·    improvements in return on capital employed in all divisions, resulting in a Group return on capital employed of 18.9%;

·    a proposed 10% increase in the dividend, the 21st consecutive year of dividend growth;

·    a record level of acquisition activity, resulting in expenditure now committed of £554 million; and

·    the profitable disposal of the Group's Food & Beverage division.

 

DCC remains ambitious to continue the growth and development of its business. The Group's strategy has always included maintaining a strong and liquid balance sheet to leave it well placed to take advantage of opportunities as they arise. To that end and cognisant that the Group is already committed to development expenditure totalling £465 million, the Board has today separately announced a placing of new Ordinary Shares representing up to 5% of the existing issued share capital of the Group (excluding Treasury Shares). The funds raised from this placing will ensure the Group retains financial capacity for further development while preserving the balance sheet strength that has served it well over many years.

 

The outlook for the year to 31 March 2016 is based on the important assumptions that:

 

·     the acquisitions of Esso Retail France and Butagaz will complete by the end of June 2015 and in the final calendar quarter of 2015 respectively; and

·     there will be normal winter weather conditions.

 

At this very early stage, the Group anticipates that both operating profit and adjusted earnings per share from continuing activities will be very significantly ahead of the prior year."

 

 

For reference, please contact:

Tommy Breen, Chief Executive                                                                           Tel:+353 1 2799 400

Fergal O'Dwyer, Chief Financial Officer                                       Email:investorrelations@dcc.ie

Kevin Lucey, Head of Group Finance & Investor Relations                              Web: www.dcc.ie

 

 

 

Results

A summary of the Group's results for the year ended 31 March 2015 is as follows:



  Restated1



       2015

         £'m

        2014

          £'m

% change





Revenue - continuing2

     10,606

     11,045

-4.0%

Operating profit3




DCC Energy

       119.4

       110.5

+8.1%

DCC Technology

         49.3

         48.1

+2.6%

DCC Healthcare

         39.7

         30.4

+30.6%

DCC Environmental

         13.3

         11.7

+13.2%

Operating profit3 - continuing2

       221.7

       200.7

                +10.5%

Operating profit3 - discontinued operations                                           

           6.5

           6.6


Group operating profit3

        228.2

        207.3

+10.1%

Share of equity accounted investments

            0.5

           1.0


Finance costs (net)

        (29.1)

        (21.4)


Profit before net exceptionals, amortisation of intangible assets and tax

       199.6

       186.9

+6.8%

Net exceptional charge

        (10.9)

        (15.4)


Amortisation of intangible assets

        (25.4)

        (20.5)


Profit before tax

       163.3

       151.0

+8.1%

Taxation

        (18.9)

        (27.1)


Profit after tax

       144.4

       123.9

+16.5%

Non-controlling interests

           -

          (2.7)


Attributable profit

       144.4

       121.2

+19.1%

Adjusted earnings per share3 - continuing2

       202.2 pence

       184.1 pence

+9.8%

Total adjusted earnings per share3

       209.2 pence

       191.2 pence

+9.4%

Dividend per share

        84.54 pence

         76.85 pence

+10.0%

Operating cash flow

       377.8

       346.9


Free cash flow4

       314.5

       277.0


Net cash/(debt) at 31 March

         30.0

        (87.3)


Total equity at 31 March

       987.0

       946.3


Return on capital employed

         18.9%

         16.3%


1 All comparative numbers presented in this statement have been restated to reflect the impact of new

accounting rules for joint ventures

2 Excludes DCC Food & Beverage, the activities of which have now been disposed of

3 Excluding net exceptionals and amortisation of intangible assets

4 After net capital expenditure and before exceptional items, interest and tax payments

 

Overview of results

 

Revenue

Volumes in DCC Energy increased by 5.7% over the prior year and on an organic basis were 1.2% ahead of the prior year. Average temperatures in Britain, DCC Energy's largest market, were in line with the prior year although warmer than the ten year average. Due to the impact of lower oil prices, DCC Energy's revenue declined by 7.5% (5.6% on a constant currency basis).

 

Revenue from continuing activities, excluding DCC Energy, was up 6.5% (8.4% on a constant currency basis). Approximately one quarter of this growth was organic and was driven by the growth in DCC Technology's Continental European and Supply Chain activities and good organic growth in DCC Healthcare.  

 

Overall Group revenue from continuing activities decreased by 4.0% (2.1% on a constant currency basis) to £10.6 billion, reflecting the impact of lower oil prices.

 

Operating profit

Group operating profit from continuing activities increased by 10.5% to £221.7 million. This growth was impacted by the movement in the rate used for translating the Group's non-sterling denominated profits into sterling. The average euro/sterling translation rate for the year ended 31 March 2015 of 0.7890 was 6.5% weaker than the average of 0.8441 in the prior year. Operating profit growth on a constant currency basis was 11.9% and approximately one third of this growth was organic.

 

Operating profit in DCC Energy, the Group's largest division, was 8.1% ahead of the prior year (10.3% ahead on a constant currency basis). Approximately one third of this growth was organic and the balance from a first time contribution from Qstar, the Swedish unmanned retail business which was acquired in May 2014.

 

Operating profit in DCC Technology, the Group's second largest division, was modestly ahead of the prior year (3.7% ahead on a constant currency basis) with growth from the UK & Ireland reseller customer channel, the Supply Chain business and a strong performance from the Continental European business, including a first time contribution from CapTech (acquired in September 2014). This growth was largely offset by the impact of a weaker market in the UK for tablet and smartphone products, following a particularly strong performance in DCC Technology's UK business in the prior year.

 

Operating profit in DCC Healthcare was 30.6% ahead of the prior year (40.4% excluding Virtus Inc., which was disposed of in March 2014), benefitting from first time contributions from Williams Medical, acquired in May 2014, and UPL, acquired in January 2014, and also from a very strong organic performance in DCC Health & Beauty Solutions.

 

Operating profit in DCC Environmental was 13.2% ahead of the prior year as the recovery in the business continued in Britain and Ireland.

 



An analysis of the divisional performance in each half of the year, for the Group's continuing activities, is set out below:

 


2014/15**


2013/14**


% change

 

Operating profit*

H1

H2

FY


H1

H2

FY


H1

H2

FY

 


£'m

£'m

£'m


£'m

£'m

£'m





 

DCC Energy

31.9

87.5

119.4


33.5

77.0

110.5


-4.7%

+13.6%

+8.1%

 

DCC Technology

15.2

34.1

49.3


14.1

34.0

48.1


+7.7%

+0.5%

+2.6%

 

DCC Healthcare

15.9

23.8

39.7


12.6

17.8

30.4


+26.7%

+33.3%

+30.6%

 

DCC Environmental

7.1

6.2

13.3


6.3

5.4

11.7


+11.7%

+14.8%

+13.2%

 

Group

70.1

151.6

221.7


66.5

134.2

200.7


+5.4%

+13.0%

+10.5%

 













 

Adjusted EPS* (pence)

59.3

142.9

202.2


55.8

128.3

184.1


+6.2%

+11.4%

+9.8%

 

 

*    Excluding net exceptionals and amortisation of intangible assets

**  Excludes DCC Food & Beverage, the activities of which have now been disposed of

 





 

Change in accounting policy and restatement

IFRS 11 Joint Arrangements has been adopted as required by IFRS for the year ended 31 March 2015. Whilst the impact on the comparatives is not material, they have been restated accordingly. Further details are set out in note 3.

 

Finance costs (net)

Net finance costs increased to £29.1 million (2014: £21.4 million) primarily as a result of the incremental interest cost of the additional US Private Placement debt drawn down in the first half of the year. Average net debt during the year of £309 million compared to £366 million in the prior year. Interest was covered 9.9 times by Group operating profit before depreciation and amortisation of intangible assets (12.3 times in 2014). 

 

Profit before net exceptional items, amortisation of intangible assets and tax

Profit before net exceptional items, amortisation of intangible assets and tax increased by 6.8% to £199.6 million. 

 

Net exceptional charge and amortisation of intangible assets

The Group incurred a net exceptional charge before tax and non-controlling interests of £10.9 million as follows:

 


       £'m

Restructuring costs

23.9

Acquisition related costs

3.5

Mark to market loss

2.2

Net gain on disposals

(8.2)

Gain arising on pension curtailments

(8.7)

Other (net)

(1.8)



Net exceptional charge

10.9

 

The Group incurred an exceptional charge of £23.9 million mainly in relation to restructuring of existing businesses and is inclusive of a goodwill impairment charge of £5.6 million.

 

Acquisition costs include the professional and tax costs (such as stamp duty) relating to the evaluation and completion of acquisition opportunities. During the year, acquisition related costs amounted to £3.5 million.

 

Most of the Group's debt has been raised in the US Private Placement market and swapped, using long term interest, currency and cross currency interest rate derivatives, to both fixed and floating rate sterling and euro. The level of ineffectiveness calculated under IAS 39 on the fair value and cash flow hedge relationships relating to fixed rate debt, together with gains or losses arising from marking to market swaps not designated as hedges, offset by foreign exchange translation gains or losses on the related fixed rate debt, is charged or credited as an exceptional item. In the year ended 31 March 2015 this amounted to an exceptional charge of £2.2 million.

 

During the second half of the financial year the Group disposed of its Irish Food & Beverage subsidiaries. The aggregate consideration from these disposals was £55.1 million and the disposals generated an exceptional gain, net of disposal costs, of £8.2 million. The remaining small UK wine distribution subsidiary was classified as an asset held for sale at the balance sheet date. The sale of this subsidiary was completed on 28 April 2015.

 

The restructuring of certain of the Group's pension arrangements gave rise to an exceptional gain of £8.7 million.

 

The balance of the exceptional items relates to a gain arising from the write back of contingent acquisition consideration no longer payable (£1.1 million) and a gain in relation to the Pihsiang legal claim (£0.9 million), where there was further modest cash recovery. 

 

The charge for the amortisation of acquisition related intangible assets increased to £25.4 million from £20.5 million, principally reflecting acquisitions completed in the current and prior year.

 

Profit before tax

Profit before tax increased by 8.1% to £163.3 million.

 

Taxation

The effective tax rate for the Group decreased to 12% compared to 14% in the prior year. The decrease is primarily due to the mix of taxable Group profits and a reduction in the UK corporation tax rate. 

 

Adjusted earnings per share

Total adjusted earnings per share increased by 9.4% to 209.2 pence. On a continuing basis, adjusted earnings per share increased by 9.8% to 202.2 pence.

 

Dividend

The Board is recommending an increase of 10% in the final dividend to 55.81 pence per share, which, when added to the interim dividend of 28.73 pence per share, gives a total dividend for the year of 84.54 pence per share. This represents a 10% increase over the total prior year dividend of 76.85 pence per share.  The dividend is covered 2.5 times by adjusted earnings per share (2.5 times in 2014).  It is proposed to pay the final dividend on 23 July 2015 to shareholders on the register at the close of business on 29 May 2015. 

 

Over its 21 years as a listed company, DCC has an unbroken record of dividend growth at a compound annual rate of 14.6%.

 

Cash flow

The Group generated excellent operating and free cash flow during the year as set out below:

 





 

Restated

Year ended 31 March


2015

          £'m


2014

£'m






Operating profit

 
228.2
 
207.3
 
 
 
 
 
Decrease in working capital
 
102.6
 
87.0
Depreciation and other
 
  47.0
 
  52.6
 
 
 
 
 
Operating cash flow
 
377.8
 
346.9
 
 
 
 
 
Capital expenditure (net)
 
(63.3)
 
(69.9)
 
 
 
 
 
Free cash flow
 
314.5
 
277.0
 
 
 
 
 
Dividend from equity accounted investments                          
 
0.8
 
0.6
Interest and tax paid
 
(60.8)
 
(52.8)
 
 
 
 
 
Free cash flow after interest and tax
 
254.5
 
224.8
 
 
 
 
 
Acquisitions
 
(123.5)
 
(50.1)
Disposals
 
55.1
 
11.1
Dividends
 
(66.1)
 
(62.1)
Exceptional items (net)
 
(16.5)
 
(21.1)
Share issues
 
1.7
 
2.0
 
 
 
 
 
Net inflow
 
105.2
 
104.6
 
 
 
 
 
Opening net debt
 
(87.3)
 
(186.6)
Translation and other
 
    12.1
 
    (5.3)
Closing net cash/(debt)
 
30.0
 
(87.3)

 

Operating cash flow in 2015 was £377.8 million compared to £346.9 million in the prior year.  Working capital reduced by £102.6 million with overall working capital days improving by 4.3 days to a negative 4.9 days sales. Working capital improvements were achieved across each of the Group's divisions with overall Group inventory days reducing from 16.4 days to 11.7 days. DCC Technology selectively uses supply chain financing solutions to sell, on a non-recourse basis, a portion of its receivables relating to certain larger supply chain / sales and marketing activities. The level of supply chain financing at 31 March 2015 was £148.1 million (31 March 2014: £122.6 million) and this had a positive impact on Group working capital days of 5.4 days (31 March 2014: 4.0 days).

 

After capital expenditure of £63.3 million (2014: £69.9 million), free cash flow amounted to £314.5 million, an excellent 138% conversion of operating profit into cash.

 



Return on capital employed

The creation of shareholder value through the delivery of consistent, long-term returns well in excess of its cost of capital is one of DCC's core strategic aims. Return on capital employed increased from 16.3% to 18.9% driven by the increase in the Group's operating profit and strong working capital management.  The return on capital employed by division was as follows:

 


2015

2014

DCC Energy

19.8%

17.5%

25.5%

21.1%

DCC Healthcare

16.6%

14.2%

DCC Environmental

9.7%

8.6%

Group

18.9%

16.3%

 

Acquisitions and capital expenditure

Including the commitment to acquire Butagaz, which was announced today, committed acquisition and capital expenditure amounted to £617.4 million as follows:

 


       Acquisitions

Capex

      Total


       £'m

    £'m

         £'m

DCC Energy

457.7

40.7

498.4

DCC Technology

39.7

8.0

47.7

DCC Healthcare

54.3

5.8

60.1

DCC Environmental

-

8.2

8.2

DCC Food & Beverage

2.4

0.6

3.0





Total

554.1

63.3

617.4

 

Acquisition activity

Committed acquisition expenditure amounted to £554.1 million.

 

DCC Energy

Butagaz

DCC has separately announced today that DCC Energy has made a binding offer to acquire Butagaz S.A.S. ("Butagaz"), a leading liquefied petroleum gas ("LPG") business in France, from Shell for €464 million (£338 million). Shell has granted exclusivity while it consults with its French Works Councils as required under French law. The acquisition of Butagaz would represent the largest ever acquisition by DCC and a major step forward in the continuing expansion of its LPG business. The French LPG market is the second largest in Western Europe and approximately twice the size of the market in Britain. The acquisition of Butagaz would provide DCC Energy with a substantial presence in the French LPG market, an experienced management team and a high quality sales, marketing and operating infrastructure. 

 

Key transaction features:

·     Butagaz has a market share of 25% and the "Butagaz" brand is the leading LPG brand in France.

·     Butagaz is market leader in the LPG cylinder and small bulk market segments and sells directly or indirectly to over four million customers.

·     The acquisition would significantly increase the scale of DCC's LPG business from approximately 700,000 tonnes to 1.2 million tonnes.

·     Agreed valuation, on a debt-free, cash-free basis of €464 million (£338 million).

·     Underlying EBITDA of €123.6 million (£89.9 million) and EBIT of €74.2 million (£53.9 million) with excellent cash conversion.

·     Underlying EBITDA and EBIT multiples of 3.8 and 6.2 respectively.

·     Significantly EPS accretive, with return on capital employed expected to be substantially above DCC's cost of capital.

 

Esso Retail France

As previously announced on 28 August 2014, DCC reached agreement in principle with Esso Société Anonyme Française ("Esso SAF") to acquire the assets that comprise the Esso Express unmanned retail petrol station network and the Esso branded motorway concessions in France. The business to be acquired will have annual volumes of approximately 1.9 billion litres. All of the relevant competition and legal clearances have now been received and the transaction is expected to complete by the end of June 2015, once implementation of the IT and operational infrastructure required to affect the business transfer is completed.

 

The total consideration, inclusive of stock in tank at the date of acquisition, will be in the region of €130 million (£95 million), payable in cash on completion.

 

DLG Denmark

In March 2015 DCC Energy agreed in principle to combine its Danish oil distribution business with the oil and wood pellet distribution activities of DLG, a leading Danish agricultural business. The transaction is subject to competition clearance and will result in DCC Energy owning 60% of the enlarged entity which will distribute approximately 400 million litres of oil and 180,000 tonnes of wood pellets and will be managed by DCC Energy's existing management team. The cash impact of the transaction will be very modest.

 

DCC Technology

CapTech

In September 2014 DCC Technology expanded its European footprint with the acquisition of CapTech Distribution AB, Sweden's largest independent technology distribution business, for an initial enterprise value of £15.7 million. With annual revenue of approximately £140 million, CapTech has a particularly strong market position in IT hardware and AV systems. CapTech partners with many of the world's leading technology manufacturers and brand owners, including Acer, Asus, BenQ, Dell, Microsoft, NEC and Samsung, and sells to a very broad range of etail, retail and reseller customers.

 

Computers Unlimited

In May 2015 DCC Technology acquired Computers Unlimited ("CU") for an initial enterprise value of £24.0 million. CU is a consumer technology distributor operating primarily in the UK but also with operations in France and Spain. The business has annual revenue of approximately £140 million and is focused on the 'Connected Home' and professional design market. The business distributes a range of products that are complementary to those distributed by Exertis, including design software, printers, accessories and premium audio systems.

 

DCC Healthcare

Williams Medical

As previously announced on 3 June 2014, DCC Healthcare acquired Williams Medical, the market leader in the supply of medical and pharmaceutical products and related services to general practitioners ("GPs") in Britain. The consideration (which was paid in cash at completion) was based on an enterprise value of £45 million. Williams Medical supplies a wide range of own and third party branded products - medical equipment, consumables and pharmaceuticals - to a very broad customer base of approximately 10,000 GP practices and healthcare providers in the community care and domiciliary care sectors. The acquisition of Williams Medical represents an excellent strategic fit and another material step forward for DCC Healthcare, following the acquisitions of Kent Pharma, Leonhard Lang UK and UPL over the last two years.

 

 

Beacon

In November 2014, DCC Healthcare acquired Beacon Pharmaceuticals Limited in a transaction based on an enterprise value of up to £10 million.  Beacon is a niche pharma business which markets and sells its own licensed and third party pharma products primarily to the hospital sector in the UK. 

 

Total cash spend on acquisitions for the year ended 31 March 2015

The acquisition of Qstar, a Swedish unmanned retail petrol station company, along with its related fuel distribution and fuel card businesses, previously announced on 17 February 2014, was completed on 12 May 2014 for a total consideration of £38.7 million. The consideration for the Esso Retail France, Butagaz, DLG Denmark and CU transactions will not be paid until these transactions complete in the year to 31 March 2016. Accordingly, the cash outflow on acquisitions in the year ended 31 March 2015, inclusive of a net movement in contingent acquisition consideration of £7.8 million, was £123.5 million.

 

Capital expenditure

Net capital expenditure in the year of £63.3 million (2014: £69.9 million) compares to a depreciation charge of £59.7 million (2014: £55.4 million).

 

In its interim results announcement, the Group outlined the progress made by DCC Technology in integrating its UK businesses under the Exertis brand as part of its strategy to offer an enhanced sales proposition to its entire customer base. It also announced the commencement of a program to upgrade its ERP and logistics infrastructure to support future growth in a cost effective manner. SAP has now been selected as the preferred ERP platform and the implementation of this system will take place on a phased basis over the next two years. In addition, DCC Technology is developing a new, purpose built, 450,000 sq.ft. UK national distribution centre close to the majority of its existing facilities, which will consolidate the activities of most of its seven existing warehouse facilities and provide capacity for further growth. The relocation to the new facility will be conducted on a staged basis and will begin in the year ending 31 March 2017. The capital expenditure relating to these developments is of the order of £55 million, most of which will fall in the year ending 31 March 2016. Following the completion of these projects, apart from the capacity increases and cost efficiencies that should be generated, a significant proportion of this expenditure is expected to be recouped from the disposal of the existing facilities owned by DCC Technology and from improvements in working capital.

 

Financial Strength

DCC's balance sheet remains highly liquid with the Group moving to a modest net cash position of £30 million at 31 March 2015 (average net debt during the year of £309 million). The modest net cash position is before development expenditure committed during the year and since the balance sheet date of £465 million which it is anticipated will be paid in the year ending 31 March 2016.  The modest year end net cash position is net of term debt of £1.1 billion with an average maturity of seven years and an average credit spread over euribor/libor of 1.65%.    

 

DCC remains ambitious to continue the growth and development of its business. The Group's strategy has always included maintaining a strong and liquid balance sheet to leave it well placed to take advantage of opportunities as they arise. To that end and cognisant that the Group is already committed to development expenditure totalling £465 million, the Board has today separately announced a placing of new Ordinary Shares representing up to 5% of the existing issued share capital of the Group (excluding Treasury Shares). The funds raised from this placing will ensure the Group retains financial capacity for further development while preserving the balance sheet strength that has served it well over many years.

 

 

Outlook

The outlook for the year to 31 March 2016 is based on the important assumptions that:

·     the acquisitions of Esso Retail France and Butagaz will complete by the end of June 2015 and in the final calendar quarter of 2015 respectively; and

·     there will be normal winter weather conditions.

 

At this very early stage the Group anticipates that both operating profit and adjusted earnings per share from continuing activities will be very significantly ahead of the prior year.

 



Operating review

 

DCC Energy




 

2015

2014

% change

 




Revenue

£7,624.1m

£8,243.6m

-7.5%

Volumes (litres)

10.8bn

10.2bn

+5.7%

Operating profit

£119.4m

£110.5m

+8.1%

Return on capital employed

19.8%

17.5%


 

It was an excellent year for growth and development in DCC Energy.  DCC Energy delivered a strong trading performance with operating profit 8.1% ahead of the prior year (10.3% ahead on a constant currency basis). The trading performance benefitted from acquisitions and a continuing focus on operational efficiency, partly offset by the effect of mild winter weather conditions, relative to the 10 year average, which impacted all geographies in which DCC Energy operates.  DCC Energy made excellent progress in its strategy to expand both its retail and LPG businesses by committing to acquire both the Esso Retail and Butagaz businesses in France.   

 

DCC Energy sold 10.8 billion litres of product during the year, an increase of 5.7% over the prior year (1.2% organically).

 

The Oil distribution business performed robustly, notwithstanding the impact of the mild winter weather conditions. The business benefitted from good cost control, improved logistics efficiencies and continued growth in the commercial sectors of the market. The business continued its focus on growth in the transport fuels sector and made good progress in supplying retail petrol station, marine and aviation customers.

 

The LPG business performed well during the year. Good growth was achieved in sales to commercial and industrial customers in the UK and Ireland, while in Benelux the autogas sector performed strongly.  Continuing its strategy to expand the LPG business into new markets, DCC today announced it has made a binding offer to acquire Butagaz, which would position DCC Energy as the strong number two in the LPG market in France.

 

DCC Energy made excellent progress in developing its business in Retail and Fuel Cards. DCC's fuel card business in Britain had an excellent year and recorded very strong organic volume growth.  The acquisition of Qstar in May 2014 was DCC's first material acquisition in the retail petrol station market and positions DCC as the fifth largest retailer of petrol and diesel in Sweden through Qstar's nationwide network of 325 unmanned sites.  Qstar has performed in line with expectations since acquisition.  DCC Energy made further progress in the retail sector when it announced in August 2014 that it had reached agreement in principle to acquire Esso's retail petrol station business in France, comprising 274 unmanned Esso Express sites and concessions to operate 48 Esso branded motorway sites.

 

Following the completion of the Esso Retail acquisition in France, DCC Energy will operate across ten countries in Europe and remains well positioned to grow in those markets and to continue to expand into new geographies.

 

 

DCC Technology




 

2015

2014

% change

 




Revenue

£2,350.3m

£2,264.0m

+3.8%

Operating profit

£49.3m

£48.1m

+2.6%

Operating margin

2.1%

2.1%


Return on capital employed

25.5%

21.1%


 

DCC Technology achieved a satisfactory result, with operating profit increasing by 3.7% on a constant currency basis. The business recorded strong growth in its Continental European and Supply Chain Services businesses and good growth in its UK & Ireland reseller customer channel. This strong performance was largely offset by the impact of a weaker market for tablets and mobile phones in the UK, following a very strong prior year.

 

Exertis UK & Ireland achieved strong growth across its UK reseller customer channel driven by sales of technical and specialist products, such as servers, storage, networking and security. This was offset by a decline in sales into the retail channel, primarily driven by lower sales of tablets and smartphones, particularly in the second half. The UK business was impacted by the fall in the overall tablet market, which declined by 17% in 2014, and reduced sales of mobile computing and communications products of one large supplier in the second half of the financial year. Good growth was achieved in gaming products as the business benefitted from the first full year of the latest generation of gaming consoles, which were launched in advance of Christmas 2013. The Irish business benefitted from growth in its reseller business and good cost control. Exertis UK & Ireland now accounts for 79% of revenue of the division. In May 2015, DCC Technology acquired Computers Unlimited ("CU"), a consumer technology distributor, operating primarily in the UK but also with operations in France and Spain. The business is focused on the 'Connected Home' and professional design market and distributes a range of products that are complementary to those distributed by Exertis, including design software, printers, accessories and premium audio systems.

 

Following the successful rebranding of all of the businesses within DCC Technology to Exertis in the prior year, the business is in the process of upgrading its logistics and IT infrastructure in the UK. This project will add significant warehouse capacity, improve efficiency and enable Exertis UK to continue to expand its product and service offering.

 

Exertis Continental Europe, which accounts for 14% of divisional revenue, achieved very strong growth. The business made further progress in expanding its geographic coverage, in line with its strategic objectives, by acquiring CapTech, the third largest IT distributor in Sweden. This acquisition will provide the foundation for the development of a more broadly based business in the Nordic region. In France the business generated strong organic growth, benefitting from the introduction of a number of new suppliers and good cost management.

 

Exertis Supply Chain Services, which accounts for 7% of divisional revenue, achieved excellent organic growth as it won new business, achieved growth with existing customers and made further progress in positioning its supply chain offering as an integral part of the full end-to-end service proposition provided by DCC Technology.

 

DCC Technology has strong market positions and industry-leading integrated service offerings. The investments being undertaken will drive efficiencies and enable further development of its service propositions, leaving the business well placed to continue to benefit from the product innovations of its suppliers and the expansion of sales channels for technology products.

 

DCC Healthcare

 

 

2015

  2014

% change

 




Revenue

£488.1m

£406.5m

+20.1%

Operating profit

£39.7m

£30.4m

+30.6%

Operating margin

8.1%

7.5%


Return on capital employed

16.6%

14.2%


 

DCC Healthcare had another excellent year, growing its operating profit by 30.6% (40.4% excluding Virtus Inc. which was disposed of in March 2014), approximately one quarter of which was organic. The business also increased its return on capital employed and significantly enhanced its market position and scale through further bolt-on acquisition activity and the successful integration of recent acquisitions. 

 

DCC Vital, which is focused on the sales, marketing and distribution of pharmaceuticals and medical devices in Britain and Ireland, recorded strong operating profit growth driven by acquisitions made in the current and prior year and good organic growth.  Williams Medical , which was acquired in May 2014, grew its profits in line with expectations. This acquisition has given DCC Vital market leadership in the supply of medical devices, pharmaceuticals and related services to GP surgeries in Britain, as well as a growing business in supplying healthcare providers in the evolving community and domiciliary care sectors.  DCC Vital now offers comprehensive coverage across all sales channels in Britain and is well positioned to benefit from government health and social care policies which are focused on shifting the point of care to the most cost effective location, typically away from acute care settings to primary and community care settings.

 

DCC Vital recorded particularly good organic growth in hospital injectable pharmaceuticals, an area that was further enhanced by the acquisition of Beacon Pharmaceuticals in November 2014. Good growth was also achieved in medical devices including electrodes, diathermy consumables, anaesthesia products and gloves.

 

DCC Health & Beauty Solutions, which provides outsourced solutions to nutrition and beauty brand owners in Europe, generated excellent organic operating profit growth, driven by integration synergies, margin improvement, good cost control and also benefitted from a full year contribution from UPL, acquired in January 2014.  The business is leveraging its increased market presence in the beauty area and its enhanced capability in the manufacturing of creams and liquids.  The Swedish tablet manufacturing operations have now been fully integrated into the  larger tablet manufacturing facility in Britain with sales and regulatory personnel retained in Sweden to focus on business development in the  Nordic region. DCC Health & Beauty Solutions seeks to focus its resources on developing and manufacturing more complex, higher added value products on behalf of its customers. The business made good progress in this regard during the year which enabled it to improve its sales mix, particularly in nutritional soft gel capsules, and achieve higher margins.

 

DCC Healthcare remains well placed to continue the strong record of growth and development across its business.

 

DCC Environmental





2015

2014

% change





Revenue

£143.6m

£130.6m

+9.9%

Operating profit

£13.3m

£11.7m

+13.2%

Operating margin

9.3%

9.0%


Return on capital employed

9.7%

8.6%


 

DCC Environmental recorded a strong result, with operating profit increasing by 13.2% and an improvement in its return on capital employed. 

 

Despite the impact in the year of sustained weakness in commodity prices, the British business performed strongly.  Volumes grew by 18% primarily as a result of increased economic activity, particularly in the industrial and construction sectors, and good new business development initiatives.  Underlying margins also improved aided by an increase in the proportion of waste diverted from landfill, the most expensive and least environmentally sustainable disposal outlet.

 

Operating profit also increased in Ireland.  The business successfully expanded its range of services, particularly to the waste water treatment sector.  In addition, the business benefitted from good cost management and its continuing focus on operational efficiency.   

 

Annual Report and Annual General Meeting

DCC's 2015 Annual Report will be published in June 2015.  The Company's Annual General Meeting will be held at 11.00 am on Friday 17 July 2015 in The InterContinental Hotel, Simmonscourt Road, Ballsbridge, Dublin 4, Ireland. 

 

Forward-looking statements

This announcement contains some forward-looking statements that represent DCC's expectations for its business, based on current expectations about future events, which by their nature involve risk and uncertainty.  DCC believes that its expectations and assumptions with respect to these forward-looking statements are reasonable, however because they involve risk and uncertainty as to future circumstances, which are in many cases beyond DCC's control, actual results or performance may differ materially from those expressed in or implied by such forward-looking statements.

 

Presentation of results and dial-in facility

There will be a presentation of these results to analysts and investors/fund managers in London at 8.45 am today.  The slides for this presentation can be downloaded from DCC's website, www.dcc.ie

 

A dial-in facility will be available for this meeting:

 

Ireland:                        +353 (0) 1 486 0914

 

UK / International:        +44 (0) 20 3427 1903

 

Passcode:                   7191600

 

This announcement and further information on DCC is available at www.dcc.ie


 

Group Income Statement

for the year ended 31 March 2015                                                                                                                                                                                                                                                                                                        



2015


Restated 2014

 



Pre exceptionals

Exceptionals

(note 8)

 

Total


Pre exceptionals

Exceptionals

(note 8)

 

Total

 


Notes

£'000

£'000

£'000


£'000

£'000

£'000

 










 

Continuing operations









 

Revenue 

7

10,606,080

-

10,606,080


11,044,763

-

11,044,763

 

Cost of sales


(9,781,910)

-

(9,781,910)


(10,283,389)

-

(10,283,389)

 

Gross profit


824,170

-

824,170


761,374

-

761,374

 

Administration expenses


(262,923)

-

(262,923)


(246,515)

-

(246,515)

 

Selling and distribution expenses


(350,978)

-

(350,978)


(330,582)

-

(330,582)

Other operating income


19,657

3,798

23,455


19,253

30,491

49,744

 

Other operating expenses


(8,210)

(23,602)

(31,812)


(2,833)

(39,053)

(41,886)

 

Operating profit before amortisation

of intangible assets

 

221,716

 

(19,804)

 

201,912


 

200,697

 

(8,562)

 

192,135

 

Amortisation of intangible assets

(24,057)

-

(24,057)


(19,656)

-

(19,656)

 

Operating profit

7

197,659

(19,804)

177,855


181,041

(8,562)

172,479

 

Finance costs


(60,216)

(2,191)

(62,407)


(50,540)

(2,128)

(52,668)

 

Finance income


31,288

-

31,288


29,409

-

29,409

 

Equity accounted investments' profit after tax

402

-

402


520

-

520

 

Profit before tax from continuing operations


 

169,133

 

(21,995)

 

147,138


 

160,430

 

(10,690)

 

149,740

 

Profit for the financial year from discontinued operations

 

6

 

 

5,088

 

 

11,079

 

 

16,167


 

 

6,006

                          

               (4,721)

 

 

1,285

 

Profit before tax


174,221

(10,916)

163,305


166,436

(15,411)

151,025

 

Income tax expense


(18,881)

-

(18,881)


(21,827)

(5,255)

(27,082)

 

Profit after tax for the financial year

1

155,340

(10,916)

144,424


144,609

(20,666)

123,943

 










 

 

Profit attributable to:








Owners of the Parent




144,427



121,234

Non-controlling interests




(3)



2,709





144,424



123,943

Profit after tax for the financial year comprises:





Profit after tax from continuing operations


128,661



123,369

Profit after tax from discontinued operations


15,763



574





144,424



123,943

Earnings per ordinary share








Basic - continuing operations

9



       153.20p



       144.02p

Basic - discontinued operations

9



         18.77p



           0.68p

Basic

9



       171.97p



       144.70p









Diluted - continuing operations

9



       152.10p



       143.22p

Diluted - discontinued operations

9



         18.63p



           0.68p

Diluted

9



       170.73p



       143.90p


Group Statement of Comprehensive Income

for the year ended 31 March 2015

 












2015


2014





£'000


£'000








Group profit for the financial year




144,424


123,943








Other comprehensive income:







Items that may be reclassified subsequently to profit or loss







Currency translation:







- arising in the year




(15,007)


(7,575)

- recycled to the Income Statement on disposal




(2,721)


324

Movements relating to cash flow hedges




(6,942)


(3,455)

Movement in deferred tax liability on cash flow hedges




324


288





(24,346)


(10,418)








Items that will not be reclassified to profit or loss







Group defined benefit pension obligations:







- remeasurements




(19,302)


(835)

- movement in deferred tax asset




2,187


152



(17,115)


          (683)








Other comprehensive income for the financial year, net of tax




(41,461)


(11,101)







Total comprehensive income for the financial year


102,963


   112,842















Attributable to:







Owners of the Parent




103,555


110,189

Non-controlling interests




(592)


2,653




102,963


112,842

 

 

Attributable to:







Continuing operations




103,378


114,479

Discontinued operations




(415)


(1,637)




102,963


112,842



Group Balance Sheet

as at 31 March 2015

 




















Restated





2015


2014




Note

£'000


£'000


ASSETS







Non-current assets







Property, plant and equipment



464,689


464,864

Intangible assets



759,179


742,516

Equity accounted investments



4,963


6,124

Deferred income tax assets



9,380


11,251

Derivative financial instruments



233,150


56,240




1,471,361


1,280,995







Current assets






Inventories



320,655


501,408

Trade and other receivables



847,274


957,821

Derivative financial instruments



5,395


1,221

Cash and cash equivalents



1,260,942


962,139




2,434,266


2,422,589

Assets classified as held for sale



12,196


-




2,446,462


2,422,589







Total assets



3,917,823


3,703,584







EQUITY






Capital and reserves attributable to owners of the Parent




Share capital



14,688


14,688

Share premium



83,032


83,032

Share based payment reserve


11

12,756


10,630

Cash flow hedge reserve


11

(10,462)


(3,844)

Foreign currency translation reserve


11

32,683


49,822

Other reserves


11

932


932

Retained earnings



849,119


786,158

Equity attributable to owners of the Parent



982,748


941,418

Non-controlling interests



4,245


4,837

Total equity



986,993


946,255







LIABILITIES






Non-current liabilities






Borrowings



1,314,386


725,831

Derivative financial instruments



92


45,636

Deferred income tax liabilities



30,533


27,518

Post employment benefit obligations


13

10,230


16,033

Provisions for liabilities and charges



29,016


24,157

Contingent acquisition consideration



40,149


36,949

Government grants



1,272


1,323




1,425,678


877,447







Current liabilities






Trade and other payables



1,312,136


1,489,054

Current income tax liabilities



16,095


32,244

Borrowings



149,472


316,726

Derivative financial instruments



7,902


18,699

Provisions for liabilities and charges



8,096


6,785

Contingent acquisition consideration



3,235


16,374




1,496,936


1,879,882

Liabilities associated with assets classified as held for sale

8,216


-




1,505,152


1,879,882

Total liabilities



2,930,830


2,757,329







Total equity and liabilities



3,917,823


3,703,584







Net cash/(debt) included above (including cash attributable to assets held for sale)


 

12

 

29,987


 

(87,292)










Group Statement of Changes in Equity

 

 

 

For the year ended 31 March 2015

            Attributable to owners of the Parent







Other


Non-



Share

Share

Retained

reserves


controlling

Total


capital

premium

earnings

(note 11)

Total

interests

equity


£'000

£'000

£'000

£'000

£'000

£'000

£'000









At 1 April 2014

14,688

83,032

786,158

57,540

941,418

4,837

946,255









Profit for the financial year

-

-

144,427

-

144,427

(3)

144,424









Currency translation:








- arising in the year

-

-

-

(14,418)

(14,418)

(589)

(15,007)

- recycled to the Income Statement on disposal                         

-

-

-

(2,721)

(2,721)

-

(2,721)

Group defined benefit pension obligations:








- remeasurements

-

-

(19,302)

-

(19,302)

-

(19,302)

- movement in deferred tax asset

-

-

2,187

-

2,187

-

2,187

Movements relating to cash flow hedges

-

-

-

(6,942)

(6,942)

-

(6,942)

Movement in deferred tax liability on cash flow hedges

-

-

-

324

324

-

324

Total comprehensive income

-

-

127,312

(23,757)

103,555

(592)

102,963









Re-issue of treasury shares

-

-

1,699

-

1,699

-

1,699

Share based payment

-

-

-

2,126

2,126

-

2,126

Dividends

-

-

(66,050)

-

(66,050)

-

(66,050)

At 31 March 2015

14,688

83,032

849,119

35,909

982,748

4,245

986,993

 

 

For the year ended 31 March 2014

            Attributable to owners of the Parent







Other


Non-



Share

Share

Retained

reserves


controlling

Total


capital

premium

earnings

(note 11)

Total

interests

equity


£'000

£'000

£'000

£'000

£'000

£'000

£'000









At 1 April 2013

14,688

83,032

725,514

66,717

889,951

2,391

892,342









Profit for the financial year

-

-

121,234

-

121,234

2,709

123,943









Currency translation:








- arising in the year

-

-

-

(7,519)

(7,519)

(56)

(7,575)

- recycled to the Income Statement on disposal     

-

-

-

324

324

-

324

Group defined benefit pension obligations:








- remeasurements

-

-

(835)

-

(835)

-

(835)

- movement in deferred tax asset

-

-

152

-

152

-

152

Movements relating to cash flow hedges

-

-

-

(3,455)

(3,455)

-

(3,455)

Movement in deferred tax liability on cash flow hedges

-

-

-

288

288

-

288

Total comprehensive income

-

-

120,551

(10,362)

110,189

2,653

112,842









Re-issue of treasury shares

-

-

1,981

-

1,981

-

1,981

Share based payment

-

-

-

1,185

1,185

-

1,185

Dividends

-

-

(61,888)

-

(61,888)

(207)

(62,095)

At 31 March 2014

14,688

83,032

786,158

57,540

941,418

4,837

946,255










Group Cash Flow Statement

for the year ended 31 March 2015






Restated




2015


2014



Note

£'000


£'000

Cash flows from operating activities






Profit for the financial year



144,424


123,943

Add back non-operating expenses






- tax



18,881


27,082

- share of equity accounted investments' profit



(489)


(997)

- net operating exceptionals



8,725


13,283

- net finance costs



31,313


23,539

Operating profit before exceptionals



202,854


186,850

Share-based payments expense



2,126


1,185

Depreciation



59,710


55,402

Amortisation of intangible assets



25,345


20,416

Profit on disposal of property, plant and equipment



(3,256)


(1,783)

Amortisation of government grants



(358)


(383)

Other (primarily pension payments)



(11,159)


(1,779)

Decrease in working capital



102,556


86,955

Cash generated from operations before exceptionals



377,818


346,863

Exceptionals



(16,454)


(21,097)

Cash generated from operations



361,364


325,766

Interest paid



(59,678)


(50,011)

Income tax paid



(32,361)


(33,033)

Net cash flows from operating activities



269,325


242,722

 






Investing activities






Inflows:






Proceeds from disposal of property, plant and equipment



16,054


8,579

Government grants received



52


100

Dividends received from equity accounted investments



828


633

Disposal of subsidiaries and equity accounted investments

6

55,090


11,073

Interest received



31,222


30,210




103,246


50,595

Outflows:






Purchase of property, plant and equipment



(79,401)


(78,557)

Acquisition of subsidiaries

               

14

(107,223)


(39,876)

Contingent acquisition consideration paid



(16,326)


(10,196)




(202,950)


(128,629)

Net cash flows from investing activities



(99,704)


(78,034)







Financing activities






Inflows:






Re-issue of treasury shares



1,699


1,981

Increase in interest-bearing loans and borrowings



448,989


342,950

Net cash inflow on derivative financial instruments



-


4,554

Increase in finance lease liabilities



-


324




450,688


349,809

Outflows:






Repayment of interest-bearing loans and borrowings



(169,631)


(60,364)

Repayment of finance lease liabilities



(486)


(499)

Net cash outflow on derivative financial instruments



(9,832)


-

Dividends paid to owners of the Parent


10

(66,050)


(61,888)

Dividends paid to non-controlling interests



-


(207)




(245,999)


(122,958)

Net cash flows from financing activities



204,689


226,851







Change in cash and cash equivalents



374,310


391,539

Translation adjustment



(58,206)


(8,355)

Cash and cash equivalents at beginning of year



813,561


430,377

Cash and cash equivalents at end of year



1,129,665


813,561







Cash and cash equivalents consists of:






Cash and short term bank deposits



1,260,942


962,139

Overdrafts



(133,629)


(148,578)

Cash and short term deposits attributable to assets held for sale


2,352


-




1,129,665


813,561



Notes to the Financial Statements

for the year ended 31 March 2015

 

 

1.         Basis of Preparation

 

The financial information, from the Group Income Statement to note 18, contained in this preliminary results statement has been derived from the Group financial statements for the year ended 31 March 2015 and is presented in sterling, rounded to the nearest thousand.  The financial information does not include all the information and disclosures required in the annual financial statements.  The Annual Report will be distributed to shareholders and made available on the Company's website www.dcc.ie.  It will also be filed with the Companies Registration Office.  The auditors have reported on the financial statements for the year ended 31 March 2015 and their report was unqualified.  The financial information for the year ended 31 March 2014 represents an abbreviated, restated version of the Group's statutory financial statements on which an unqualified audit report was issued and which have been filed with the Companies Registration Office.

 

The financial information presented in this report has been prepared in accordance with the Listing Rules of the Financial Services Authority and the accounting policies that the Group has adopted for 2015 which are consistent with those applied in the prior year except as otherwise set out below.

 

 

2.         Accounting Policies

 

The Group has adopted the following standards, interpretations and amendments to existing standards during the financial year:

·      IFRS 10 Consolidated Financial Statements. This standard replaces all of the guidance on control and consolidation in IAS 27 and SIC 12. IFRS 10 changes the definition of control so that the same criteria are applied to all entities to determine control. The core principle that a consolidated entity presents a parent and its subsidiaries as if they are a single entity remains unchanged, as do the mechanics of consolidation. IAS 27 is renamed 'Separate Financial Statements' and is now a standard dealing solely with separate financial statements. This standard and the amendment to IAS 27 did not have a significant impact on the Group's financial statements;

·      IFRS 11 Joint Arrangements. Under IAS 31 Interests in Joint Ventures, the Group's net interests in its joint arrangements were classified as joint ventures and the Group's share of assets, liabilities, revenue, income and expense were proportionately consolidated. IFRS 11 makes equity accounting mandatory for participants in joint ventures. The change to equity accounting had no impact on the Group's profit after tax but impacted each line item in the Consolidated Income Statement. Similarly, the Consolidated Balance Sheet was impacted on a line by line basis but net assets remained unchanged. As required by IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors, the nature and effect of changes arising as a result of the adoption of IFRS 11 on the Consolidated Income Statement, Consolidated Statement of Cash Flows and Consolidated Balance Sheet are disclosed in note 3. Under the transitional provisions of IFRS 11 the Group is not required to disclose the impact that the adoption of IFRS 11 has had on the current period;

·      IFRS 12 Disclosure of Interests in Other Entities. This standard sets out the required disclosures for entities reporting under IFRS 10 and IFRS 11. IFRS 12 requires entities to disclose information about the nature, risks and financial effects associated with the entity's interests in subsidiaries, associates, joint arrangements and unconsolidated structured entities. This standard did not have a significant impact on the Group's financial statements; and

·      Amendment to IAS 32 Financial Instruments: Presentation. This amendment clarifies that the right of set-off within financial assets and financial liabilities must not be contingent on a future event. It must also be legally enforceable for all counterparties in the normal course of business, as well as in the event of default, insolvency or bankruptcy. This amendment did not have a significant impact on the Group's financial statements.

 

There are a number of other amendments to existing standards which became effective for the Group during the financial year but did not result in material changes to the Group's consolidated financial statements.

 

 

 

3.         Adoption of New Accounting Standards

 

As noted under Accounting Policies above, the Group adopted IFRS 11 Joint Arrangements on 1 April 2014. As required by IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors, the financial impact of the adoption of this standard is outlined below.

 

Impact on Group Income Statement




                                             Year ended 31 March 2014

 










                Analysed as:

 






Change in




  Restated                Restated

 




As


Accounting




Discontinued


Continuing

 




Reported


Policy


Restated


Operations


Operations

 




£'000


£'000


£'000


£'000


£'000

 













 

Revenue



11,231,666


     (20,834)


11,210,832


166,069


11,044,763

 

Operating profit before

exceptional items

and amortisation of

intangible assets


 

208,403


 

(1,137)


 

207,266


 

6,569


 

200,697

 

Net operating exceptional items



(13,283)


-


(13,283)


(4,721)


(8,562)

 

Amortisation of intangible assets



(20,416)


-


(20,416)


(760)


(19,656)

 

Operating profit



174,704


(1,137)


173,567


1,088


172,479

 

Finance costs (net)



(23,539)


-


(23,539)


(280)


(23,259)

 

Share of equity accounted

investments


33


964

 

997


477


520

 

Profit before tax



151,198


(173)


151,025


1,285


149,740

 

Income tax expense



(27,255)


173


(27,082)


(711)


(26,371)

 

Profit after tax for the

financial year


123,943


-


123,943


574


123,369

 













 

Earnings per ordinary share












 

Basic



  144.70p


  -


    144.70p


0.68p


   144.02p

 

Diluted



143.90p


-


    143.90p


0.68p


   143.22p

 













 

Adjusted earnings per ordinary share












Basic



191.20p


-


    191.20p


7.11p


   184.09p

 

Diluted



190.14p


-


    190.14p


7.08p


   183.06p

 













 

 








 

Impact on Group Balance Sheet







 




As at 31 March 2014

 








       


Change in










As


accounting


              








reported


policy


  Restated








£'000


   £'000


       £'000

 













 

ASSETS












 

Non-current assets excluding equity accounted investments




1,280,990


(6,119)


1,274,871

 

Equity accounted investments







824


5,300


6,124

 

Current assets







2,425,785


(3,196)


2,422,589

 

Total assets







3,707,599


(4,015)


3,703,584

 













 

EQUITY












 

Total equity







946,255


-


946,255

 













 

LIABILITIES












 

Non-current liabilities







877,455


(8)


877,447

 

Current liabilities







1,883,889


(4,007)


1,879,882

 

Total liabilities







2,761,344


(4,015)


2,757,329

 

Total equity and liabilities







3,707,599


(4,015)


3,703,584

 













 

Net debt included above







(86,287)


(1,005)


(87,292)

 


 

 

 

Impact on Group Cash Flow Statement




Year ended 31 March 2014

 








         


Change in










 As


 accounting


            







          

  reported


 policy


  Restated








£'000


   £'000


       £'000

 













 

Net cash flows from operating activities






244,363


(1,641)


242,722

 

Net cash flows from investing activities






(79,346)


1,312


(78,034)

 

Net cash flows from financing activities






226,851


-


226,851

 

Change in cash and cash equivalents







391,868


(329)


391,539

 

Translation adjustment







(8,376)


21


(8,355)

 

Opening cash and cash equivalents







431,074


(697)


430,377

 

Closing cash and cash equivalents







814,566


(1,005)


813,561

 

 

 

4.         Statutory Accounts

 

The financial information included in this report does not constitute full statutory financial statements but has been derived from the Group financial statements for the year ended 31 March 2015 which were approved by the Board of Directors on 18 May 2015.

 

 

5.         Reporting Currency

 

The Group's financial statements are prepared in sterling denoted by the symbol £. The exchange rates used in translating non-sterling Income Statement and Balance Sheet amounts into sterling were as follows:

 


        Average rate


2015

2014

2015

2014


Stg£1=

Stg£1=

Stg£1=

Stg£1=






Euro

1.2674

1.1847

1.3749

1.2074

Danish Krone

9.4577

8.8386

10.2705

9.0146

Swedish Krona

11.6866

10.3362

12.7734

10.8045

Norwegian Krone

10.7266

9.5103

11.9669

9.9674

 

 

 

6.         Net Result from Discontinued Operations and Assets Classified as Held for Sale

 

Net Result from Discontinued Operations

As announced on 23 February 2015 the Group completed the disposal of the Roberts Roberts (including Findlater Wine & Spirits) and Kelkin businesses.  In addition, the Group disposed of the trade and assets of Allied Foods as announced on 4 November 2014 and the disposal of Bottle Green Limited was completed on 28 April 2015.  These businesses represented the Group's Food & Beverage division. 

 

The following table summarises the consideration received, the profit on disposal of discontinued operations and the net cash flow arising on the disposal of these businesses:


£'000

Net consideration:


Proceeds received

     55,090  

Costs of disposal

(4,326)

Total net consideration

50,764



Assets and liabilities disposed of:


Non-current assets

35,597

Current assets

37,631

Non-current liabilities

(9,138)

Current liabilities

(19,569)

Net identifiable assets and liabilities disposed of

44,521

Recycling of foreign exchange gain previously recognised in foreign currency translation reserve

(2,721)

Non-cash impairment loss arising on assets held for sale

750


42,550



Profit on disposal of discontinued operations after tax

8,214

 



Net cash flow from disposal of discontinued operations:


Total proceeds received

     55,176  

Cash and cash equivalents disposed of

(86)

Net cash inflow from disposal of discontinued operations

55,090

Disposal costs paid

(2,431)


52,659

 

  

The conditions for the businesses disposed of during the year (Robert Roberts, Kelkin and the trade and assets of Allied Foods) and after year end (Bottle Green Limited) to be classified as discontinued operations were fulfilled in the second half of the current financial year and, consequently, the results of these businesses which represented the Group's Food & Beverage division are presented separately as discontinued operations in the Group Income Statement and Group Cash Flow Statement.

 

The following table details the results of discontinued operations included in the Group Income Statement:

 


2015


2014


£'000


£'000





Revenue

 143,360  


  166,069  

Cost of sales

(111,314)


(128,849)

Gross profit

32,046


37,220

Expenses

(25,563)


(30,651)

Operating profit before amortisation of intangible assets and exceptional items

6,483


6,569

Amortisation of intangible assets

(1,288)


(760)

Operating profit

5,195


5,809

Net finance costs

(194)


(280)

Share of equity accounted investments' profit after tax

87


477

Profit before exceptional items and tax

5,088


6,006

Exceptional items

2,865


(4,721)

Profit on disposal of discontinued operations

8,214


-

Profit before tax

16,167


1,285

Income tax expense

(404)


(711)

Profit from discontinued operations after tax

15,763


574

 

The profit for the year from discontinued operations is fully attributable to the equity holders of the Company.

 

The following table details the cash flows from discontinued operations included in the Group Cash Flow Statement:


2015


2014


£'000


£'000





Net cash flows from operating activities

(1,756)


4,897

Net cash flows from investing activities

4,674


1,692

Net cash flows from financing activities

-


-

Net cash flows from discontinued operations

2,918


6,589

 

 

Assets Classified as Held for Sale

Following the disposal of a number of subsidiaries from the Food & Beverage division during the year, the Board committed to selling the division's remaining small UK wine distribution subsidiary, Bottle Green Limited and, accordingly, the assets and liabilities of this business are classified as an asset held for sale at the balance sheet date and the trading result is treated as a discontinued operation. The sale of this remaining subsidiary was completed on 28 April 2015. The fair value less costs to sell of the major classes of assets and liabilities held for sale as at 31 March 2015 are as follows:

 


2015


£'000

Assets


Property, plant and equipment

647

Deferred income tax assets

48

Inventories

2,537

Trade and other receivables

6,612

Cash and cash equivalents

2,352

Assets classified as held for sale

12,196



Liabilities


Trade and other payables

(7,863)

Current income tax liabilities

(103)

Provisions for liabilities and charges

(250)

Liabilities associated with assets classified as held for sale

(8,216)

Net assets

3,980

 

 

7.         Segmental Reporting

 

DCC is a sales, marketing, distribution and business support services group headquartered in Dublin, Ireland.  Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker.  The chief operating decision maker has been identified as Mr. Tommy Breen, Chief Executive and his executive management team.  The Group is organised into four operating segments: DCC Energy, DCC Technology, DCC Healthcare and DCC Environmental.

 

DCC Energy markets and sells oil products and services for transport, commercial/industrial, marine, aviation and home heating use in Europe.  DCC Energy markets and sells liquefied petroleum gas for similar uses in Europe.  DCC Energy also owns, operates and supplies unmanned and manned retail service stations in Europe. 

 

DCC Technology sells, markets and distributes a broad range of consumer and SME focused technology products in Europe.

 

DCC Healthcare sells, markets and distributes pharmaceutical and medical devices in British and Irish markets. DCC Healthcare also provides outsourced product development, manufacturing, packaging and other services to health and beauty brand owners in Europe. 

 

DCC Environmental provides a broad range of waste management and recycling services to the industrial, commercial, construction and public sectors in Britain and Ireland.

 

Net finance costs and income tax are managed on a centralised basis and therefore these items are not allocated between operating segments for the purpose of presenting information to the chief operating decision maker and accordingly are not included in the detailed segmental analysis below.

 

  

During the year ended 31 March 2015, the Group disposed of the DCC Food & Beverage division. This resulted in a change in the composition of operating segments. Following this change, we have revised our segmental reporting and restated the prior year segmental disclosures as required under IFRS 8. 

 

 

(a)           By operating segment


Year ended 31 March 2015

 

                                                                                         DCC                DCC                DCC                   DCC                                          

                                                                                    Energy    Technology    Healthcare   Environmental              Total


£'000


£'000


       £'000


£'000


         £'000











Segment revenue

7,624,082


2,350,284


    488,114


143,600


10,606,080











Operating profit*

119,392


49,341


   39,689


13,294


    221,716

Amortisation of intangible assets

(14,334)


(2,794)


      (6,143)


(786)


     (24,057)

Net operating exceptionals (note 8)

(7,137)


(11,101)


      (1,161)


(405)


     (19,804)

Operating profit

97,921


35,446


     32,385


12,103


    177,855

 


Year ended 31 March 2014 (restated)

                                                                                         DCC                DCC                DCC                   DCC                                          

                                                                                     Energy    Technology       Healthcare    Environmental               Total


£'000


£'000


       £'000


£'000


         £'000











Segment revenue

8,243,645


  2,263,973


    406,510


130,635


11,044,763











Operating profit*

110,467


48,092


   30,392


11,746


    200,697

Amortisation of intangible assets

(13,686)


(1,974)


      (2,711)


(1,285)


     (19,656)

Net operating exceptionals (note 8)

(4,219)


(11,371)


       3,285


3,743


       (8,562)

Operating profit

92,562


34,747


     30,966


14,204


    172,479

 

* Operating profit before amortisation of intangible assets and net operating exceptionals

 

(b)           By geography


Year ended 31 March 2015

                                                                                                                                 Republic of            Rest of

                                                                                                                    UK                Ireland       the World                Total








  £'000


£'000


£'000


         £'000















Segment revenue







8,023,403


717,077


1,865,600


10,606,080















Operating profit*







    170,014


17,671


34,031


    221,716

Amortisation of intangible assets


     (15,200)


(1,164)


       (7,693)


     (24,057)

Net operating exceptionals (note 8)




     (12,822)


(5,222)


       (1,760)


     (19,804)

Operating profit







    141,992


11,285


      24,578


    177,855

 



 Year ended 31 March 2014 (restated)

                                                                                                                                   Republic of              Rest of

                                                                                                                          UK            Ireland          the World                Total








  £'000


£'000


£'000


         £'000















Segment revenue







8,342,727


767,573


1,934,463


11,044,763















Operating profit*







    158,710


15,518


26,469


    200,697

Amortisation of intangible assets


     (11,721)


(1,315)


       (6,620)


     (19,656)

Net operating exceptionals (note 8)




         8,107


(14,537)


       (2,132)


       (8,562)

Operating profit







    155,096


(334)


      17,717


    172,479

 

* Operating profit before amortisation of intangible assets and net operating exceptionals

 



 

8.         Exceptionals






2015


2014


£'000


£'000





Restructuring costs

(15,027)


(19,720)

Impairment of goodwill

(5,637)


(8,892)

Acquisition and related costs

(3,396)


(5,602)

Impairment of property, plant and equipment

(1,508)


(550)

Adjustments to contingent acquisition consideration

415


16,165

Gain arising from Taiwanese legal claim

894


6,962

Net profit on disposal of Virtus Inc.

-


4,684

Restructuring of Group defined benefit pension schemes

6,381


1,435

Legal and other operating exceptional items

(1,926)


(3,044)

Net operating exceptional items

(19,804)


(8,562)





Mark to market of swaps and related debt

(2,191)


(2,128)

Net exceptional items before taxation

(21,995)


(10,690)





Tax on Taiwanese legal claim

-


(5,255)

Net exceptional items after taxation (continuing operations)

(21,995)


(15,945)





Net profit on disposal of Food & Beverage division (note 6)

8,214


-

Other net exceptional items relating to discontinued operations

2,865


(4,721)


(10,916)


(20,666)





Non-controlling interest share of profit on disposal of subsidiary

-


(2,055)

Net exceptional items attributable to owners of the Parent

(10,916)


(22,721)

 

The analysis of the net operating exceptional items of £19.804 million (2014: £8.562 million) is as follows:

 


2015


2014


£'000


£'000





Exceptional operating income

3,798


30,491

Exceptional operating expense

(23,602)


(39,053)


(19,804)


(8,562)

 

The Group incurred an exceptional charge of £15.027 million in relation to restructuring of acquired and existing businesses, including restructuring and integration costs within DCC Technology's UK operations.

 

There was a non-cash exceptional charge of £5.637 million relating to the impairment of subsidiary goodwill.  This charge reflects an impairment charge in relation to the carrying value of a cash generating unit within DCC Healthcare. There was also a non-cash impairment of property assets of £1.508 million which principally arose in DCC Healthcare.

 

Acquisition and related costs include the professional and tax costs (such as stamp duty) relating to the evaluation and completion of acquisition opportunities. During the year, acquisition and related costs amounted to £3.396 million.

 

Most of the Group's debt has been raised in the US Private Placement market and swapped, using long term interest, currency and cross currency derivatives, to both fixed and floating rate sterling and euro. The level of ineffectiveness calculated under IAS 39 on the fair value and cash flow hedge relationships relating to fixed rate debt, together with gains or losses arising from marking to market swaps not designated as hedges, offset by foreign exchange translation gains or losses on the related fixed rate debt, is charged or credited as an exceptional item. In the year to 31 March 2015 this amounted to a total exceptional loss of £2.191 million.

 

There was a non-cash credit of £0.415 million for contingent acquisition consideration overprovided in previous years. In accordance with IFRS 3 (revised), contingent consideration is measured at fair value at the time of the business combination. If the amount of contingent consideration changes as a result of a post-acquisition event then the changed amount is recognised in the Income Statement. 

 

 

The Group continues to pursue collection of outstanding amounts relating to a Taiwanese legal claim.  There was a further modest recovery of £0.894 million during the year.

 

The restructuring of certain of the Group's pension arrangements during the year gave rise to an exceptional gain of £6.381 million. 

 

As detailed in note 6 the Group disposed of its Irish Food & Beverage subsidiaries during the second half of the financial year. The aggregate consideration from these disposals was £55.090 million and the disposals generated an exceptional gain, net of disposal costs, of £8.214 million. Other net exceptional items relating to discontinued operations of £2.865 million principally comprise a gain on the restructuring of certain of DCC Food & Beverage's pension arrangements.

 

 

9.         Earnings per Ordinary Share

 

 



 

 




 


 


 

Continuing operations

 

Discontinued 

operations


 

Total


 

Continuing operations

 

Discontinued operations


 

Total


 

(note 6)


 

(note 6)

 


2015

2015

2015


2014

2014

2014


£'000

£'000

£'000


£'000

£'000

£'000









Profit attributable to owners of the Parent

 

 

128,664

 

 

15,763

 

 

144,427


 

 

120,660

574

121,234

Amortisation of intangible assets after tax

 

 

19,171

 

 

1,166

 

 

20,337


 

 

15,572

665

16,237

Exceptionals after tax (note 8)

 

21,995

 

(11,079)

 

10,916


 

18,000

4,721

22,721

Adjusted profit after taxation and

non-controlling interests

 

 

 

169,830

 

 

 

5,850

 

 

 

175,680


 

 

 

154,232

5,960

160,192










 

 




 


Continuing operations

Discontinued operations

Total


Continuing operations

Discontinued

operations

Total


2015

2015

2015


2014

2014

2014

Basic earnings per ordinary share

 

 

pence

 

 

pence

 

 

pence


 

 

pence

pence

pence









Basic earnings per ordinary share

 

153.20p

 

18.77p

 

171.97p


 

144.02p

     0.68p

144.70p

Amortisation of intangible assets after tax

 

 

22.83p

 

 

1.39p

 

 

24.22p


 

 

18.59p

    0.79p

  19.38p

Exceptionals after tax

 

26.19p

          

(13.19p)

 

13.00p


 

21.48p

     5.64p

  27.12p

Adjusted basic earnings per

ordinary share

 

 

202.22p

 

 

6.97p

 

 

209.19p


 

 

184.09p

     7.11p

191.20p









Weighted average number of ordinary shares in issue (thousands)



 

 

 

83,983




  83,781









Basic earnings per share is calculated by dividing the profit attributable to owners of the Parent by the weighted average number of ordinary shares in issue during the year, excluding ordinary shares purchased by the Company and held as treasury shares.  The adjusted figures for basic earnings per ordinary share are intended to demonstrate the results of the Group after eliminating the impact of amortisation of intangible assets and net exceptionals.

 


 

Continuing

 

Discontinued



 

Continuing

 

Discontinued


 


operations

operations

Total


operations

operations

Total

 


2015

2015

2015


2014

2014

2014

Diluted earnings per ordinary share

 

 

pence

 

 

pence

 

 

pence


 

 

pence

pence

pence









Basic earnings per ordinary share

       

152.10p

        

          18.63p

 

170.73p


 

143.22p

   0.68p

143.90p

Amortisation of intangible assets after tax

 

 

22.66p

 

 

1.38p

 

 

24.04p


 

 

18.48p

     0.79p

  19.27p

Exceptionals after tax

 

26.00p

 

(13.10p)

 

12.90p


 

21.36p

     5.61p

  26.97p

Adjusted basic earnings per

ordinary share

 

 

200.76p

 

          

          6.91p

 

 

207.67p


 

 

183.06p

     7.08p

190.14p









Weighted average number of ordinary shares in issue (thousands)



 

 

 

84,594




  84,250

 

The earnings used for the purposes of the continuing diluted earnings per share calculations were £128.664 million (2014: £120.660 million) and £169.830 million (2014: £154.232 million) for the purposes of the continuing adjusted diluted earnings per share calculations.

 

The earnings used for the purposes of the discontinued diluted earnings per share calculations were £15.763 million (2014: £0.574 million) and £5.850 million (2014: £5.960 million) for the purposes of the discontinued adjusted diluted earnings per share calculations.

 

The weighted average number of ordinary shares used in calculating the diluted earnings per share for the year ended 31 March 2015 was 84.594 million (2014: 84.250 million).  A reconciliation of the weighted average number of ordinary shares used for the purposes of calculating the diluted earnings per share amounts is as follows:

 


2015


2014


'000


'000





Weighted average number of ordinary shares in issue

83,983


83,781

Dilutive effect of options and awards

611


469

Weighted average number of ordinary shares for diluted earnings per share

84,594


84,250

 

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. Share options and awards are the Company's only category of dilutive potential ordinary shares.

 

Employee share options and awards, which are performance-based, are treated as contingently issuable shares because their issue is contingent upon satisfaction of specified performance conditions in addition to the passage of time.  These contingently issuable shares are excluded from the computation of diluted earnings per ordinary share where the conditions governing exercisability have not been satisfied as at the end of the reporting period. 

 

The adjusted figures for diluted earnings per ordinary share are intended to demonstrate the results of the Group after eliminating the impact of amortisation of intangible assets and net exceptionals.

 

 

10.        Dividends








2015


2014

Dividends per Ordinary Share are as follows:


£'000


£'000

 

Final - paid 50.73 cent per share on 24 July 2014

  (2014: paid 56.20 cent per share on 25 July 2013)

 

41,927


 

39,721

Interim - paid 28.73 pence per share on 28 November 2014

  (2014: paid 26.12 pence per share on 29 November 2013)

24,123

 


22,167

 



66,050


61,888

 

The Directors are proposing a final dividend in respect of the year ended 31 March 2015 of 55.81 pence per ordinary share (£46.891 million, based on the number of Ordinary Shares in issue at 18 May 2015). This proposed dividend is subject to approval by the shareholders at the Annual General Meeting.

 

Interim and final dividends declared previously in euro have been translated to sterling using the relevant average sterling/euro exchange rate for the period.

 



 

11.        Other Reserves


Share


Foreign




based

Cash flow

currency




payment

hedge

translation

Other



reserve

reserve

reserve

reserves

Total

Group

£'000

£'000

£'000

£'000

£'000







At 1 April 2013

9,445

(677)

57,017

932

66,717

Currency translation






- arising in the year

-

-

(7,519)

-

(7,519)

- recycled to the Income Statement on disposal                            -

-

324

-

324

Cash flow hedges






- fair value loss in year - private placement debt

-

(8,300)

-

-

(8,300)

- fair value loss in year - other

-

(3,828)

-

-

(3,828)

- tax on fair value net losses

-

536

-

-

536

- transfers to sales

-

(676)

-

-

(676)

- transfers to cost of sales

-

2,546

-

-

2,546

- transfers to operating expenses

-

6,803

-

-

6,803

- tax on transfers

-

(248)

-

-

(248)

Share based payment

1,185

-

-

-

1,185

At 31 March 2014

10,630

(3,844)

49,822

932

57,540

Currency translation






- arising in the year

-

-

(14,418)

-

(14,418)

- recycled to the Income Statement on disposal                            -

-

(2,721)

-

(2,721)

Cash flow hedges






- fair value gain in year - private placement debt

-

37,131

-

-

37,131

- fair value loss in year - other

-

(15,901)

-

-

(15,901)

- tax on fair value net gains

-

(2,633)

-

-

(2,633)

- transfers to sales

-

4,893

-

-

4,893

- transfers to cost of sales

-

7,889

-

-

7,889

- transfers to operating expenses

-

(40,954)

-

-

(40,954)

- tax on transfers

-

2,957

-

-

2,957

Share based payment

2,126

-

-

-

2,126

At 31 March 2015

12,756

(10,462)

32,683

932

35,909

 



 

12.        Analysis of Net Cash/(Debt)




Restated


2015


2014


£'000


£'000

Non-current assets:




Derivative financial instruments

233,150


56,240





Current assets:




Derivative financial instruments

5,395


1,221

Cash and cash equivalents

1,260,942


962,139


1,266,337


963,360

Non-current liabilities:




Finance leases

(213)


(619)

Derivative financial instruments

(92)


(45,636)

Unsecured Notes

(1,314,173)


(725,212)


(1,314,478)


(771,467)

Current liabilities:




Bank borrowings

(133,629)


(148,578)

Finance leases

(357)


(501)

Derivative financial instruments

(7,902)


(18,699)

Unsecured Notes

(15,486)


(167,647)


(157,374)


(335,425)





Net cash/(debt) excluding cash attributable to assets held for sale

27,635


(87,292)

Add: cash and short term deposits attributable to assets held for sale

2,352


-





Net cash/(debt) including cash attributable to assets held for sale

29,987


(87,292)





 

 

13.        Post Employment Benefit Obligations

 

The Group's defined benefit pension schemes' assets were measured at fair value at 31 March 2015.  The defined benefit pension schemes' liabilities at 31 March 2015 were updated to reflect material movements in underlying assumptions.

 

The deficit on the Group's post employment benefit obligations decreased from £16.033 million at 31 March 2014 to £10.230 million at 31 March 2015. The decrease in the deficit was primarily driven by the disposal of DCC Food & Beverage during the year and contributions in excess of the current service cost, offset by an actuarial loss on liabilities which arose from a decrease in the discount rate used to value these liabilities.

 

 


 

14.        Business Combinations

 

A key strategy of the Group is to create and sustain market leadership positions through bolt-on acquisitions in markets it currently operates in together with extending the Group's footprint into new geographic markets.  In line with this strategy, the principal acquisitions completed by the Group during the year, together with percentages acquired were as follows:

·     the acquisition of 100% of Qstar Försäljning AB, a Swedish unmanned petrol station company, along with its related fuel distribution and fuel card businesses ('Qstar'), completed in May 2014;

·     the acquisition in May 2014 of 100% of Williams Medical Holdings ('Williams'), a UK based business which supplies medical and pharmaceutical products and related services to general practitioners in Britain;

·     the acquisition in September 2014 of 100% of CapTech Distribution AB, Sweden's largest independent technology distribution business; and

·     the acquisition in November 2014 of 100% of Beacon Pharmaceuticals Limited, a niche pharma business which markets and sells its own licensed and third party pharma products primarily to the hospital sector in the UK. 

 

The carrying amounts of the assets and liabilities acquired (excluding net cash/debt acquired), determined in accordance with IFRS before completion of the business combinations, together with the fair value adjustments made to those carrying values were as follows:

 


2015

2015

2015

2015



£'000

£'000

£'000

£'000



Williams

Qstar

Others

Total


Assets






Non-current assets






Property, plant and equipment

2,598

26,152

1,518

30,268


Intangible assets - other intangible assets

11,827

6,983

5,103

23,913


Deferred income tax assets

2

-

-

2


Total non-current assets

14,427

33,135

6,621

54,183








Current assets






Inventories

2,536

5,603

12,739

20,878


Trade and other receivables

6,816

27,815

14,507

49,138


Total current assets

9,352

33,418

27,246

70,016








Liabilities






Non-current liabilities






Deferred income tax liabilities

(2,365)

(4,879)

(784)

(8,028)


Provisions for liabilities and charges

-

(10,829)

-

(10,829)


Government grants

(281)

-

-

(281)


Total non-current liabilities

(2,646)

(15,708)

(784)

(19,138)








Current liabilities






Trade and other payables

(8,686)

(35,520)

(12,628)

(56,834)


Current income tax asset/(liability)

183

-

(413)

(230)


Total current liabilities

(8,503)

(35,520)

(13,041)

(57,064)








Identifiable net assets acquired

12,630

15,325

20,042

47,997


Intangible assets - goodwill

31,819

23,370

12,526

67,715


Total consideration (enterprise value)

44,449

38,695

32,568

115,712








Satisfied by:






Cash

47,926

36,402

17,410

101,738


Debt acquired

-

-

9,246

9,246


Cash and cash equivalents acquired

(3,477)

-

(284)

(3,761)


Net cash outflow

44,449

36,402

26,372

107,223


Contingent acquisition consideration

-

2,293

6,196

8,489


Total consideration

44,449

38,695

32,568

115,712


 

 

 

 

The acquisitions of Williams and Qstar have been deemed to be substantial transactions and separate disclosure of the fair values of the identifiable assets and liabilities has therefore been made.  None of the remaining business combinations completed during the period were considered sufficiently material to warrant separate disclosure of the fair values attributable to those combinations.  The carrying amounts of the assets and liabilities acquired, determined in accordance with IFRS, before completion of the combination together with the adjustments made to those carrying values disclosed above were as follows:

 


 

 


 

Book value

Fair value adjustments

Fair value

Williams

£'000

£'000

£'000





Non-current assets (excluding goodwill)

2,600

11,827

14,427

Current assets

9,352

-

9,352

Non-current liabilities

(281)

(2,365)

(2,646)

Current liabilities

(8,503)

-

(8,503)

Identifiable net assets acquired

3,168

9,462

12,630

Goodwill arising on acquisition

41,281

(9,462)

31,819

Total consideration (enterprise value)

44,449

-

44,449

 


 

 

 


 

Book value

Fair value adjustments

Fair value

Qstar

£'000

£'000

£'000





Non-current assets (excluding goodwill)

26,152

6,983

33,135

Current assets

33,418

-

33,418

Non-current liabilities

(14,172)

(1,536)

(15,708)

Current liabilities

(35,520)

-

(35,520)

Identifiable net assets acquired

9,878

5,447

15,325

Goodwill arising on acquisition

28,817

(5,447)

23,370

Total consideration (enterprise value)

38,695

-

38,695

 


 

 


 

Book value

Fair value adjustments

Fair value

Others

£'000

£'000

£'000





Non-current assets (excluding goodwill)

1,518

5,103

6,621

Current assets

27,246

-

27,246

Non-current liabilities

(303)

(481)

(784)

Current liabilities

(13,041)

-

(13,041)

Identifiable net assets acquired

15,420

4,622

20,042

Goodwill arising on acquisition

17,148

(4,622)

12,526

Total consideration (enterprise value)

32,568

-

32,568

 


 

 

 


 

Book value

Fair value adjustments

Fair value

Total

£'000

£'000

£'000





Non-current assets (excluding goodwill)

30,270

23,913

54,183

Current assets

70,016

-

70,016

Non-current liabilities

(14,756)

(4,382)

(19,138)

Current liabilities

(57,064)

-

(57,064)

Identifiable net assets acquired

28,466

19,531

47,997

Goodwill arising on acquisition

87,246

(19,531)

67,715

Total consideration (enterprise value)

115,712

-

115,712

 

 

 

 

 

 

The initial assignment of fair values to identifiable net assets acquired has been performed on a provisional basis in respect of a number of the business combinations above given the timing of closure of these transactions.  Any amendments to these fair values within the twelve month timeframe from the date of acquisition will be disclosable in the 2016 Annual Report as stipulated by IFRS 3.

 

The principal factors contributing to the recognition of goodwill on business combinations entered into by the Group are the expected profitability of the acquired business and the realisation of cost savings and synergies with existing Group entities.

 

£3.647 million of the goodwill recognised in respect of acquisitions completed during the financial year is expected to be deductible for tax purposes.

 

Acquisition related costs included in other operating expenses in the Group Income Statement (inclusive of acquisition costs related to discontinued operations) amounted to £3.463 million (2014: £5.638 million).

 

No contingent liabilities were recognised on the acquisitions completed during the financial year or the prior financial years.

 

The gross contractual value of trade and other receivables as at the respective dates of acquisition amounted to £49.276 million.  The fair value of these receivables is £49.138 million (all of which is expected to be recoverable) and is inclusive of an aggregate allowance for impairment of £0.138 million.

 

The fair value of contingent consideration recognised at the date of acquisition is calculated by discounting the expected future payment to present value at the acquisition date.  In general, for contingent consideration to become payable, pre-defined profit thresholds must be exceeded.  On an undiscounted basis, the future payments for which the Group may be liable for acquisitions in the current year range from £2.7 million to £18.0 million.

 

There were no adjustments processed during the year to the fair value of business combinations completed during the year ended 31 March 2014 where those fair values were not readily determinable as at 31 March 2014.

 

The post-acquisition impact of business combinations completed during the year on Group profit for the financial year, on a continuing basis, was as follows:





2015



£'000





Revenue

397,257


Cost of sales

(343,176)


Gross profit

54,081


Operating costs

(38,741)


Operating profit

15,340


Finance costs (net)

8


Profit before tax

15,348


Income tax expense

(2,684)


Profit for the financial year

12,664


 

The revenue and profit of the Group for the financial year, on a continuing basis, determined in accordance with IFRS as though the acquisition date for all business combinations effected during the year had been the beginning of that year would be as follows:





2015



£'000





Revenue

10,658,071


Profit for the financial year

129,561


 

 

  

15.        Seasonality of Operations

 

The Group's operations are significantly second-half weighted primarily due to a portion of the demand for DCC Energy's products being weather dependent and seasonal buying patterns in Technology Distribution.

 

 

16.       Related Party Transactions

 

There have been no related party transactions or changes in related party transactions that could have a material impact on the financial position or performance of the Group during the 2015 financial year.

 

 

17.       Events after the Balance Sheet Date

 

Butagaz S.A.S.

On 18 May 2015 DCC Energy made a binding offer to acquire 100% of Butagaz S.A.S. ("Butagaz"), a French LPG business. DCC has entered into a binding commitment which obligates DCC to enter into an acquisition agreement following completion of Shell's consultation process with its French Works Councils as required under French law. During the period of consultation with its Works Councils, Shell has granted DCC exclusivity in respect of the acquisition of Butagaz. The acquisition will require EU competition and French Ministry of Economy clearance. The transaction would be expected to complete in the final calendar quarter of 2015, after the Works Councils' consultations have taken place and the relevant clearances have been received.


The consideration for the share capital of Butagaz would ultimately be determined on the basis of a completion balance sheet. For illustrative purposes, based on Butagaz's audited balance sheet at 31 December 2014, the consideration, after adjusting for net debt like items, would be €404 million (£294 million), payable in cash at completion. Based on the 31 December 2014 balance sheet, the estimated carrying amounts of the assets and liabilities of Butagaz, determined in accordance with IFRS, before completion of the combination are as follows:

 

 


Book

value




£'000







Non-current assets (excluding goodwill)

306,087



Current assets

186,633



Non-current liabilities

(237,018)



Current liabilities

(115,581)



Identifiable net assets acquired

140,121



Goodwill arising on acquisition

153,709



Total consideration (enterprise value)

293,830



 

An initial assignment of fair values to identifiable net assets acquired has not been performed given that Butagaz has not yet been acquired.

 

 

 

Computers Unlimited

In May 2015, DCC Technology acquired Computers Unlimited ("CU") for an initial enterprise value of £24.0 million. CU is a consumer technology distributor operating primarily in the UK but also with operations in France and Spain. The initial assignment of fair values to identifiable net assets acquired has been performed on a provisional basis given the timing of closure of the transaction.  The carrying amounts of the assets and liabilities acquired, determined in accordance with IFRS, before completion of the combination together with the adjustments made to those carrying values were as follows:

 


 

 

 


 

Book value

 

Fair value adjustments 

Fair value

 


 

£'000

£'000

£'000





Non-current assets (excluding goodwill)

869

2,153

3,022

Current assets

29,628

-

29,628

Non-current liabilities

-

(431)

(431)

Current liabilities

(14,481)

-

(14,481)

Identifiable net assets acquired

16,016

1,722

17,738

Goodwill arising on acquisition

7,984

(1,722)

6,262

Total consideration (enterprise value)

24,000

-

24,000

 

 

Bottle Green Limited

On 28 April 2015 the Group completed the sale of Bottle Green Limited which was classified as an asset held for sale at 31 March 2015. The net proceeds after costs of disposal equated to the carrying value as disclosed in note 6.

 

 

 

18.       Board Approval

 

This announcement was approved by the Board of Directors of DCC plc on 18 May 2015.

 

 


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