Final Results

Tesco PLC 08 April 2003 8 April 2003 TESCO PLC PRELIMINARY STATEMENT OF RESULTS 52 WEEKS ENDED 22 FEBRUARY 2003 BRINGING VALUE, CHOICE AND CONVENIENCE TO MILLIONS OF CUSTOMERS EVERY WEEK HIGHLIGHTS • GROUP SALES UP 11.5% AND UNDERLYING PRE-TAX PROFITS* OF £1,401M UP 14.7% • PRE-TAX PROFIT UP 13.3% TO £1,361M • INTERNATIONAL UNDERLYING OPERATING PROFITS UP 78.2% TO £212M • ACHIEVING OUR INTERNATIONAL PROFITS AND RETURN TARGETS SET IN 1999 • 296,000 EMPLOYEES WORLD-WIDE WITH A FURTHER 20,000 JOBS TO BE CREATED IN 2003 • TESCO PERSONAL FINANCE ACHIEVES £96M PROFIT**. TESCO SHARE IS £48M, UP FROM £20M LAST YEAR GROUP • SALES UP 11.5% TO £28.6BN • UNDERLYING DILUTED EPS* UP 15.2 % TO 13.98P • DILUTED EPS UP 13.2% TO 13.42P • FULL YEAR DIVIDEND UP 10.7% TO 6.20P UK • SALES UP 7.9% TO £23.4BN • LIKE FOR LIKE GROWTH OF 4.1%, INCLUDING STRONG VOLUME OF 5.0% • A FURTHER 11,000 JOBS TO BE CREATED INTERNATIONAL • TOTAL INTERNATIONAL SALES UP 31.2% TO £5.2BN • TOTAL INTERNATIONAL UNDERLYING OPERATING PROFIT UP 78.2% TO £212M • ACHIEVED TARGETS SET IN 1999 OF UNDERLYING OPERATING PROFIT OF £141M AND CASH RETURNS OF 9.7% FROM DEVELOPING MARKETS • 45% OF GROUP SPACE AND 75,000 STAFF OVERSEAS Terry Leahy, Chief Executive, comments: 'Six years ago we first talked about our four part strategy for growth. It is clear, visible, simple and is delivering strong results. In this time we have grown group sales by 91%, and underlying profits by 87%. We have won 3.3 million new customers in the UK and more than trebled group non-food sales. We have developed the world's best grocery internet business and created Tesco Personal Finance which made £96m profit this year. We have delivered international profits of £212m, have almost half our space overseas and have moved to market leadership in six countries. We now have 296,000 employees including 75,000 working overseas. Six years on our strategy remains the same. It is no longer the same Tesco. We have faster growth accessing more areas of opportunity and we look forward to growing the business further in a challenging climate.' * Underlying pre-tax profit excludes net loss on disposal of fixed assets, integration costs and goodwill amortisation. ** Pre tax profits post minority interest. Underlying operating profit on the following pages refers to operating profit excluding integration costs and goodwill amortisation. FINANCIAL Group sales including VAT increased by 11.5% to £28.6bn (2002 - £25.7bn). Group underlying pre-tax profit increased by 14.7% to £1,401m. In the year we acquired the T&S and HIT businesses. The impact was to increase group profits by a net £1m in the year. (T&S is a leading UK convenience retailer and HIT is a Polish hypermarket operator). UK sales grew by 7.9% to £23.4bn (2002 - £21.7bn) of which 4.1% came from existing stores and 3.8% from net new stores, including 0.7% from T&S. Existing store growth has been driven by strong volumes of 5.0%. UK underlying operating profit was 6.9% higher at £1,297m (2002 - £1,213m). The operating margin remained flat at 6.0%. Our international business is making an increasing contribution to group growth. Total international sales grew by 31.2% to £5.2bn and contributed £212m to underlying operating profits, up 78.2% on last year. The profit margin grew from 3.3% to 4.5%. We have achieved our targets set in 1999 for our developing markets. We have delivered underlying operating profit of £141m and cash return on investment of 9.7%. In The Rest of Europe sales rose by 22.5% to £3.0bn (2002 - £2.5bn) and contributed an underlying operating profit of £141m, up 56.7% on last year. In Asia sales were up 45.5% to £2.2bn and we made an underlying operating profit of £71m up 145% on last year. Total joint ventures' and associates' profit (excluding goodwill) for the year was £72m compared to £42m last year. Our share of Tesco Personal Finance profit was £48m, up from £20m last year. Tesco.com made a profit of £12.2m up from £0.4m and we achieved sales of £447m, up 26% on last year. Net interest payable was £180m (2002 - £153m) of which £10m relates to T&S and HIT. Tax has been charged at an effective rate of 30.5% (2002 - 30.9%). Prior to accounting for the net loss on disposal of fixed assets, goodwill amortisation and integration costs, our underlying tax rate was 29.6% (2002 - 30.4%). Underlying diluted earnings per share increased by 15.2% to 13.98p (2002 - 12.14p). The Board has proposed a final dividend of 4.33p (2002 - 3.93p). This, together with the interim dividend of 1.87p (2002 - 1.67p), gives a total dividend of 6.20p (2002 - 5.60p). This represents an increase of 10.7%, significantly ahead of inflation. Our intention is that our strategy will allow us to deliver strong dividend growth as our earnings grow, whilst allowing a modest increase in dividend cover, that will help maintain the strength of our balance sheet. Dividend cover increases to 2.25 times from 2.17 times last year. The final dividend will be paid on 27 June 2003 to shareholders on the Register of Members at the close of business on 22 April 2003. Shareholders will continue to have the right to receive the dividend in the form of fully paid ordinary shares instead of cash. The first day of dealing in the new shares will be on 27 June 2003. Group capital expenditure for the year was £2.1bn (2002 - £2.0bn). We anticipate group capital expenditure to be around £2.2bn next year. UK capital expenditure was £1.2bn, including £558m on new stores and £335m on extensions and refits. Total international capital expenditure was £906m including £527m in Asia and £379m in Europe. We maintain a strong balance sheet. The group generated operating cash inflow in the year of £2,375m, up 17%. Net debt at the year end was £4.7bn. This includes the additional debt used for the purchase of HIT, (£391m) and T&S (£155m). Interest cover remains strong at 8.6 times and Gearing has increased to 73%. HIT has been consolidated from 1st September 2002 and T&S from 6th January 2003. Consolidated profits from these two businesses amounted to £1m. Goodwill after fair value adjustments for these two companies is £745m. This has led to an £11m goodwill P&L charge this year and a full year annual charge of £37m going forward. Integration costs of £4m have been charged this year relating to the HIT business. Integration costs for T&S are expected to be £96m over the next three to four years as we convert 450 stores into the Express format. Our pension scheme is a defined benefit scheme with 120,000 current members and only 10,000 pensioners, making it a relatively young scheme. We are proud of our pension scheme which is very important to staff. The result of our three year actuarial valuation undertaken as at March 2002 shows a deficit of £159m. We are 91% funded compared to 96% in 1999. We have taken steps to deal with this deficit by increasing both the company and employee contributions. The additional company contributions are more than double the additional employee contributions. We have also carried out an FRS 17 pension valuation as at the year end date. This valuation shows a post tax deficit of £540m reflecting the lower level of the stock market and bond yields. Under FRS 17 the P&L charge would have been a net £19m higher. STRATEGY Our strategy is simple. It has been well executed and is delivering the expected results. The four key elements of our growth strategy remain the same:- • Core UK Business; • Non-food; • Retailing Services; and • International. CORE UK BUSINESS We were not surprised by the Government's decision to refer all potential supermarket bids for Safeway to the Competition Commission. We have always understood that competition policy limited consolidation of the four national players in our industry. If four were to become three, we believe consumers would be better off if Tesco led that change. Uniquely Tesco brings together the qualities of consumer champion, experience across a broad range of store types and a world class management team. We will engage constructively with the Commission who have been asked to report by 12th August. No matter what the outcome, we will remain focused on delivering the best for customers and for shareholders. What we have seen in the last year is a return to a more normal level of growth across the industry. This is a time where there will be winners and losers and with an uncertain consumer environment this will become more apparent. We have invested heavily in price and are now into our second billion of price cuts, making us Britain's best value supermarket. This is more than an 11% price drop in real terms, and combined with service and the products people want, explains why we are the first choice for British consumers. Our development programme in the UK has delivered 1.4m sq. ft. of new space this year. We now have 62 Extra stores, up from 41 last year. They show terrific same store sales growth confirming that consumers love our destination stores. We opened 34 Express stores in the year bringing our total to 109. We are now opening at least one new Express store per week and we are seeing some of the best sales densities in the group from these stores. During the year we purchased T&S Stores. The convenience market is a £20bn market in the UK and this acquisition increases our share from 1% to 5%. T&S has 870 convenience outlets. We will convert 450 T&S stores to the Tesco Express format over the next three to four years. We are maintaining the T&S One Stop fascia as an independent business. We are sharing learning between both businesses which is strengthening our Express format and improving the One Stop offer. NON-FOOD We have developed better non-food capability during the year. Half of our UK new space opened this year has been non-food and the result has been to grow our market share to 5%. Some of the highlights in the year include:- • a 16% share of chart music sales up from 4% five years ago; • the introduction of our Finest brand into non-food and the extension of the Value brand; • gaining market leadership on healthcare; and • the Cherokee brand which now accounts for one third of our clothing business after just seven months. RETAILING SERVICES Retailing services are becoming more popular with customers. Our joint venture with the Royal Bank of Scotland, Tesco Personal Finance is popular, because it brings outstanding value and excellent customer service. It works because of the low customer acquisition cost and in just 5 years we have grown a substantial business delivering strong profits. Tesco.com is world leading. Sales grew by 26% and profits were £12.2m in the year. Our UK grocery home shopping business covers 96% of the population. It has over 110,000 weekly orders making it the largest grocery internet operation in the world. INTERNATIONAL Our strategy of building a profitable international business of scale both in Europe and Asia continues to make excellent progress. Today we are announcing strong growth in an environment that has become much tougher for all retailers. We have increased sales by 31% to £5.2bn and underlying operating profit by 78% to £212m. International return on capital is increasing each year reflecting growing returns from investment in our developing markets. We are market leader in five countries, profitable in eight of our ten markets and have built excellent hypermarket operational capability. In September 1999 we set some important targets to be achieved from our developing markets. These targets for the year 2002 were an underlying operating profit of £140m - £160m and a cash return on capital invested of 9% - 10%. We can now confirm that these targets have been achieved. Developing market underlying operating profit, excluding Republic of Ireland, Malaysia and HIT was £141m and cash return on investment was 9.7%. The shape of achieving the targets is different. Our teams have done an excellent job by improving their operating margin performance to 4%. They have controlled branch and distribution costs, bought better and developed higher income from malls. In the year we opened 38 hypermarkets of which 18 were in Europe and 20 in Asia giving us 152 hypermarkets in total. In Europe, all countries are profitable. We have 83 hypermarkets, making us the strongest retailer in Central Europe. In Hungary, we have built a business of scale, and are clear market leader. This year we opened five hypermarkets giving us 26 in total. Sales grew by 26% and we are continuing to grow profits. In Poland, we now have 34 hypermarkets. Total sales were up 48% including HIT and we achieved our profit plan. We have an excellent management team integrating the HIT business. This has doubled the size of our Polish operation in a tough planning environment. In the Czech Republic & Slovakia we have made good progress and profits have shown a significant increase. We now have 11 hypermarkets in the Czech Republic and 12 hypermarkets in Slovakia. In the Republic of Ireland, we had a strong year and have seen good sales growth, up 8%. In 2003 we plan to open six new stores of which three are replacements. We opened our first petrol station at Killarney and will soon commence work at our first 65,000 sq. ft. hypermarket in Clarehall, Dublin. Turning to Asia, we continue to trade well and we are developing at a slightly faster rate than our original plans. We now have 69 hypermarkets. In Thailand, sales are up 21% in the year and we are market leader with 42 hypermarkets. We currently have eight Express stores with plans for more stores in Bangkok. In Korea, we grew sales by 66%. We have achieved planned sales, profits and returns despite a tightening consumer environment. We opened a further seven hypermarkets taking the total to 21. We have an additional eight hypermarkets opening next year. In Taiwan, we grew sales by 119%. Expansion has been slower than we planned but we are now seeing opportunities to buy sites at lower prices. We have one more hypermarket opening next year. In Malaysia we now have four stores open. Their performance is encouraging and we have a good number of planning applications in the pipeline. As to future development we plan to open 16 hypermarkets in Asia and 18 in Central Europe this year. We continue to explore opportunities in China, Japan and Turkey. CORPORATE SOCIAL RESPONSIBILITY We ensure that our stores reflect the communities in which they operate. Highlights include:- • Race for Life, more than 250,000 women have participated, raising over £15m for Cancer Research; • Charity of the Year - thousands of staff have raised over £1m for Cystic Fibrosis; • Computers for Schools - since 1992 we have given away over £77m of computer equipment; and • Raising over £1m through mobile phone recycling. We are successful because of our staff and we ensure they share in our success. This year they shared in £68m of shares as Save-As-You-Earn schemes matured. They also received profit share totalling £38m and now 104,000 of our staff are shareholders. -ends- Contacts Analysts Steven Butler 01992 644800 Lucy Cross 01992 646663 Press Jonathan Church 01992 646606 Angus Maitland, The Maitland Consultancy 020 7379 5151 This document is available via the Internet at www.tesco.com Today there will be an analysts meeting at 9.00am and a press conference at 12.30pm both at Deutsche Bank, Winchester House, 1 Great Winchester Street, London EC2N 2EQ TESCO PLC GROUP PROFIT AND LOSS ACCOUNT Total Total Existing Acquisitions 2003 2002 Increase 52 weeks ended 22 February 2003 Note £m £m £m £m % Sales at Net Selling Prices 2 28,352 261 28,613 25,654 11.5% ===== ===== ===== ===== ===== Turnover including share of joint ventures 26,300 230 26,530 23,804 -------- -------- -------- -------- -------- Less share of joint ventures' turnover (193) - (193) (151) -------- -------- -------- -------- -------- Turnover excluding value added tax 2 26,107 230 26,337 23,653 11.3% - Normal operating expenses (24,558) (219) (24,777) (22,273) - Employee profit sharing (51) - (51) (48) - Integration costs - (4) (4) - - Goodwill amortisation (10) (11) (21) (10) -------- -------- -------- -------- -------- Operating profit 3 1,488 (4) 1,484 1,322 12.3% Share of operating profit of joint ventures and 70 - 70 42 associates Net loss on disposal of fixed assets (13) - (13) (10) -------- -------- -------- -------- -------- Profit on ordinary activities before interest 1,545 (4) 1,541 1,354 13.8% and taxation -------- -------- -------- -------- -------- Net interest payable (180) (153) -------- -------- -------- -------- -------- Profit on ordinary activities before taxation 1,361 1,201 13.3% Underlying profit before net loss on disposal of 1,401 1,221 14.7% fixed assets, integration costs and goodwill amortisation Net loss on disposal of fixed assets (13) (10) Integration costs (4) - Goodwill amortisation (21) (10) Goodwill amortisation in joint ventures (2) - Tax on profit on ordinary activities (415) (371) -------- -------- -------- Profit on ordinary activities after taxation 946 830 14.0% Minority interests - - -------- -------- -------- Profit for the financial year 946 830 14.0% Dividends (443) (390) -------- -------- -------- Retained profit for the financial year 503 440 14.3% -------- -------- -------- Pence Pence Earnings per share 5 13.54 12.05 Adjusted for net loss on disposal of fixed 0.18 0.14 assets after taxation Adjusted for integration costs after taxation 0.06 - Adjusted for goodwill amortisation 0.32 0.14 -------- -------- -------- Underlying earnings per share 5 14.10 12.33 14.4% -------- -------- -------- Diluted earnings per share 5 13.42 11.86 Adjusted for net loss on disposal of fixed 0.18 0.14 assets after taxation Adjusted for integration costs after taxation 0.06 - Adjusted for goodwill amortisation 0.32 0.14 -------- -------- -------- Underlying diluted earnings per share 5 13.98 12.14 15.2% -------- -------- -------- Dividend per share 6.20 5.60 10.7% Dividend cover (times) 2.25 2.17 TESCO PLC GROUP BALANCE SHEET 2003 2002 As at 22 February 2003 Note £m £m Fixed assets Intangible assets 890 154 Tangible assets 12,828 11,032 Investments 59 69 Investments in joint ventures Share of gross assets 1,708 1,480 Less: share of gross liabilities (1,459) (1,266) Goodwill 17 18 -------- -------- 266 232 Investments in associates 18 16 -------- -------- 14,061 11,503 Current assets Stocks 4 1,140 929 Debtors 662 454 Investments 239 225 Cash at bank and in hand 399 445 -------- -------- 2,440 2,053 Creditors: falling due within one year (5,372) (4,809) -------- -------- Net current liabilities (2,932) (2,756) -------- -------- Total assets less current liabilities 11,129 8,747 Creditors: falling due after more than one year (4,049) (2,741) Provisions for liabilities and charges (521) (440) -------- -------- Total net assets 6,559 5,566 ===== ===== Capital and Reserves Called up share capital 362 350 Share premium account 2,465 2,004 Other reserves 40 40 Profit and loss account 3,649 3,136 -------- -------- Equity shareholders' funds 6,516 5,530 Minority interests 43 36 -------- -------- Total capital employed 6,559 5,566 ===== ===== TESCO PLC GROUP CASH FLOW STATEMENT 2003 2002 52 weeks ended 22 February 2003 Note £m £m Net cash inflow from operating activities 6 2,375 2,038 Dividends from joint ventures and associates Income received from joint ventures 11 15 Returns on investments and servicing of finance Interest received 37 44 Interest paid (253) (232) Interest element of finance lease rental payments (2) (4) ------- ------- Net cash outflow from returns on investments and servicing of finance (218) (192) Taxation (366) (378) Capital expenditure and financial investment Payments to acquire tangible fixed assets (2,032) (1,877) Receipts from sale of tangible fixed assets 32 42 Purchase of own shares (52) (85) ------- ------- Net cash outflow from capital expenditure and financial investment (2,052) (1,920) Acquisitions and disposals Purchase of subsidiary undertakings (419) (31) Net cash at bank and in hand acquired with subsidiaries 33 - Invested in joint ventures (43) (46) Invested in associates and other investments (7) (19) ------- ------- Net cash outflow from acquisitions and disposals (436) (96) Equity dividends paid (368) (297) ------- ------- Cash outflow before use of liquid resources and financing (1,054) (830) Management of liquid resources (Increase) / decrease in short-term deposits (14) 27 Financing Ordinary shares issued for cash 73 82 Increase in other loans 774 916 New finance leases 249 - Capital element of finance leases repaid (73) (24) ------- ------- Net cash inflow from financing 1,023 974 ------- ------- (Decrease) / increase in cash (45) 171 ==== ==== TESCO PLC GROUP CASH FLOW STATEMENT (continued) 2003 2002 52 weeks ended 22 February 2003 Note £m £m Reconciliation of net cash flow to movement in net debt (Decrease) / increase in cash (45) 171 Cash inflow from increase in debt and lease financing (950) (892) Increase / (decrease) in liquid resources 14 (27) Loans and finance leases acquired with subsidiaries (172) - Amortisation of 4% unsecured deep discount loan stock, RPI bond and LPI bond (8) (14) Other non-cash movements (19) (12) Foreign exchange differences 3 18 -------- -------- Increase in net debt (1,177) (756) Opening net debt 7 (3,560) (2,804) -------- -------- Closing net debt 7 (4,737) (3,560) ===== ===== TESCO PLC GROUP STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES 2003 2002 52 weeks ended 22 February 2003 £m £m Profit for the financial year 946 830 Gain on foreign currency net investments 22 12 ------ ------ Total recognised gains and losses relating to the financial year 968 842 ------ ------ RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS 2003 2002 52 weeks ended 22 February 2003 £m £m Profit for the financial year 946 830 Dividends (443) (390) ------- ------- 503 440 Gain on foreign currency net investments 22 12 New share capital subscribed less expenses 421 45 Payment of dividends by shares in lieu of cash 40 55 ------- ------- Net addition to shareholders' funds 986 552 Opening shareholders' funds 5,530 4,978 ------- ------- Closing shareholders' funds 6,516 5,530 ------- ------- TESCO PLC NOTES TO THE ACCOUNTS Note 1 Accounting policies These financial statements have been prepared using the accounting policies set out in the Annual Report and Financial Statements 2002. As in the prior year the group has continued to account for pensions and other post retirement benefits in accordance with SSAP 24, but has complied with the transitional disclosure requirements of FRS 17. The FRS 17 basis of measurement determines liabilities by applying discount rates that reflect the current rate of return on high quality corporate bonds. The reported surplus/deficit will be volatile from period to period due to market movements in the value of assets. Funding of the scheme is based upon actuarial advice on the long term funding requirements and anticipated asset returns. The FRS 17 net deficit as at 22 February 2003 after allowing for deferred taxation was £540m (23 February 2002 : £127m). Note 2 Group turnover analysis 2003 2002 Increase 52 weeks ended 22 February 2003 £m £m % Turnover (inc VAT) UK 23,407 21,685 7.9% Rest of Europe * 3,032 2,475 22.5% Asia * 2,174 1,494 45.5% -------- -------- -------- Group 28,613 25,654 11.5% ===== ===== ===== Turnover (ex VAT) UK 21,615 20,052 7.8% Rest of Europe * 2,689 2,203 22.1% Asia * 2,033 1,398 45.4% -------- -------- -------- Group 26,337 23,653 11.3% ===== ===== ===== Note 3 Group operating profit analysis 2003 2002 Increase £m £m % UK 1,297 1,213 6.9% Rest of Europe * 141 90 56.7% Asia * 71 29 144.8% -------- -------- -------- 1,509 1,332 13.3% Integration - Rest of Europe (4) - - Goodwill amortisation (21) (10) 110.0% -------- -------- -------- Operating profit 1,484 1,322 12.3% ===== ===== ===== UK operating margin 6.0% 6.0% International operating margin 4.5% 3.3% * Results for Rest of Europe and Asia are for the year ended 31 December 2002, with the exception of the Republic of Ireland which is to 22 February 2003. TESCO PLC NOTES TO THE ACCOUNTS (continued) Note 4 Stocks Stocks comprise goods held for resale of £1,122m (2002 - £908m) and development property of £18m (2002 - £21m). Note 5 Earnings per share and diluted earnings per share The calculation of earnings, including and excluding net loss on disposal of fixed assets, integration costs and goodwill amortisation, is based on the profit for the period of £946m (2002 - £830m). For the purpose of calculating earnings per share, the number of shares is the weighted average in issue during the 52 weeks of 6,989m (2002 - 6,887m). 52 weeks 2003 52 weeks 2002 Million Million Weighted average number of diluted share options 62 114 Weighted average number of shares in issue in the period 6,989 6,887 -------- -------- Total number of shares for calculating diluted earnings per share 7,051 7,001 -------- -------- Note 6 Reconciliation of operating profit to net cash inflow from operating activities 52 weeks 2003 52 weeks 2002 £m £m Operating profit 1,484 1,322 Depreciation and amortisation 602 534 Increase in goods held for resale (129) (93) Decrease in development property 3 4 Increase in debtors (28) (88) Increase in trade creditors 238 292 Increase in other creditors 205 67 Decrease in working capital 289 182 -------- -------- Net cash inflow from operating activities 2,375 2,038 ===== ===== TESCO PLC NOTES TO THE ACCOUNTS (continued) Note 7 Analysis of changes in net debt At 23 Feb Cash flow Acquisitions Other non- Exchange At 22 Feb 2002 cash changes movement 2003 £m £m £m £m £m £m Cash at bank and in hand 445 (45) - - (1) 399 ------ ------ ------ ------ ------ ------ 445 (45) - (1) 399 Money market investments and deposits 225 14 - - - 239 Bank and other loans (1,474) 319 (114) (15) (2) (1,286) Finance leases (15) (26) - (14) - (55) ------ ------ ------ ------ ------ ------ Debt due within one year (1,489) 293 (114) (29) (2) (1,341) Bank and other loans (2,727) (1,093) (56) 7 6 (3,863) Finance leases (14) (150) (2) (5) - (171) ------ ------ ------ ------ ------ ------ Debt due after one year (2,741) (1,243) (58) 2 6 (4,034) ------ ------ ------ ------ ------ ------ (3,560) (981) (172) (27) 3 (4,737) ===== ===== ===== ===== ===== ===== Note 8 Accounts The accounts do not constitute statutory accounts. The results for the 52 weeks ended 22 February 2003 are extracts from the Group Annual Report and Financial Statements for that period, which will be delivered to the Registrar of Companies in due course and on which the auditors have given an unqualified report which does not contain a statement under Section 237(2) or (3) of the Companies Act 1985. The results for the 52 weeks ended 23 February 2002 have been extracted from the Annual Report and Financial Statements for that period, which have been delivered to the Registrar of Companies and on which the auditors have given an unqualified report which did not contain a statement under Section 237(2) or (3) of the Companies Act 1985. Note 9 Annual Review Copies of the 2003 Annual Review and Summary Financial Statement will be sent to shareholders. Copies of the 2003 Annual Report and Financial Statements will be sent to shareholders who have requested them. Copies of both documents will be available late May 2003 from the Company Secretary, Tesco PLC, PO Box 18, Delamare Road, Cheshunt, Waltham Cross, Hertfordshire, EN8 9SL. These documents will also be available on the internet at www.tesco.com Note 10 AGM The Annual General Meeting will be held at the Royal Lancaster Hotel, Lancaster Terrace, London W2 2TY on Friday 13th June 2003 at 11am. Webcast URL http://events.simplywebcast.com/tesco_apr_2003 This information is provided by RNS The company news service from the London Stock Exchange QK

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