Preliminary Results

RNS Number : 0852U
Wetherspoon (JD) PLC
24 March 2023
 

24 March 2023

 

J D WETHERSPOON PLC

PRELIMINARY RESULTS

(For the 26 weeks ended 29 January 2023)

 

 

FINANCIAL HIGHLIGHTS

Var %

 

 



Before separately disclosed items



  Like-for-like sales (vs FY19)

+5.0%


  Revenue £916.0m (2019: £889.6m)

+3.0%


  Profit before tax £4.6m (20192: £50.3m)

-90.9%


  Operating profit £37.4m (20192: £63.5m)

-41.1%


  Basic earnings per share 1.0p (20192: 38.3p)

-97.4%


  Free cash inflow per share 132.4p (20192: 69.4p)

+90.8%


  Half year dividend 0.0p (2019: 4.0p)

-100%





After separately disclosed items1



  Profit before tax £57.0m (20192: £48.6m)

+17.3%


  Operating profit £37.4m (20192: £63.5m)

-41.1%


  Basic earnings per share 29.4p (20192: 36.8p)

-20.1%


 



 

1 Separately disclosed items as disclosed in account note 2.

2 2019 figures are prior to the adoption of IFRS 16 (Lease Accounting).

 

Commenting on the results, Tim Martin, the Chairman of J D Wetherspoon plc, said:

 

"Trade for the last seven weeks was 9.1% above the equivalent period in FY19 and 14.9% above the equivalent period in our last financial year (FY22).

 

"As reported last year, the company has a full complement of staff, although the labour market is competitive, with unemployment, in spite of economic problems, at approximately its lowest level in the last 50 or so years.

 

"Supply or delivery issues have largely disappeared, for now, and were probably a phenomenon of the stresses induced by the worldwide reopening after the pandemic, rather than a consequence of Brexit, as many commentators have argued.

 

"Inflationary pressures in the pub industry, as many companies have said, have been ferocious, particularly in respect of energy, food and labour. The Bank of England, and other authorities, believe that inflation is on the wane, which will certainly be of great benefit, if correct.

 

"Having experienced a substantial improvement in sales and profits, compared to our most recent financial year, and with a strengthened balance sheet, compared both to last year and to the pre-pandemic period, the company is cautiously optimistic about further progress in the current financial year and in the years ahead."

 

 

Enquiries:

 

John Hutson                                         Chief Executive Officer     01923 477777

Ben Whitley                                          Finance Director                 01923 477777

Eddie Gershon                                    Company spokesman         07956 392234

 

Photographs are available at: www.newscast.co.uk  

 

Notes to editors

1.             J D Wetherspoon owns and operates pubs throughout the UK. The Company aims to provide customers with good-quality food and drink, served by well-trained and friendly staff, at reasonable prices. The pubs are individually designed and the Company aims to maintain them in excellent condition.

2.             Visit our website jdwetherspoon.com

3.             The financial information set out in the announcement does not constitute the company's statutory accounts for the periods ended 30 July 2023 or 31 July 2022. The financial information for the period ended 31 July 2022 is derived from the statutory accounts for that year which have been delivered to the Registrar of Companies. The auditors have reported on those accounts: their report was unqualified and did not contain a statement under section 498(2) or (3) of the Companies Act 2006. Statutory accounts for 2023 will be delivered to the registrar of companies in due course. This announcement has been prepared solely to provide additional information to the shareholders of J D Wetherspoon, in order to meet the requirements of the UK Listing Authority's Disclosure and Transparency Rules. It should not be relied on by any other party, for other purposes. Forward-looking statements have been made by the directors in good faith using information available up until the date that they approved this statement. Forward-looking statements should be regarded with caution because of inherent uncertainties in economic trends and business risks.

4.             The annual report and financial statements 2022 has been published on the Company's website on 07 October 2022.

5.             The current financial year comprises 52 trading weeks to 30 July 2023.

6.             The next trading update will be issued on 10 May 2023.

 

CHAIRMAN'S STATEMENT

 

Background

 

In order to provide perspective on the recent financial performance, sales and profit comparisons are provided, below, with the last full financial year, before the pandemic (FY19), and with the last financial year (FY22). Some other comparisons, including balance sheet comparisons, are with the last financial year only.

 

Trading Summary

 

In the first half of the financial year, ended 29 January 2023, like-for-like sales were +5.0%, compared to the six-month period ended 27 January 2019, the last full financial year before the pandemic.

 

Sales, compared to FY19, improved to +9.1% for the most recent seven weeks to 19 March 2023, being the first seven weeks of the second half of the financial year.

 

Like-for-like sales were +13.0%, compared to the six-month period ended 23 January 2022 (our last financial year), and were +14.9% for the first seven weeks of the second half of the financial year, compared to the same period in FY22.

 

Compared to the first half of FY20, like-for-like sales were -0.6% in the six-month period and were +7.0% in the first six weeks of second half, before pubs closed as a result of the first UK lockdown.

 

Total sales were £916.0 million, an increase of 3.0%, compared to the pre-pandemic 26 weeks ended 27 January 2019. Total sales increased by 13.5% compared to the same period in FY22.

 

Compared to FY19, like-for-like bar sales decreased by 0.8%, food sales increased by 12.0%, slot/fruit machine sales increased by 44.3% and hotel rooms by 13.0%.

 

Compared to FY22, like-for-like bar sales increased by 8.4%, food by 19.3%, slot/fruit machines' by 31.4% and hotel rooms by 7.3%.

 

The operating profit, before separately disclosed items, was £37.4 million, compared to £63.5 million for the same period in 2019, and to £1.6 million for the same period in in 2022.

 

The operating margin, before separately disclosed items, was 4.1%, compared to 7.1% in 2019 and 0.2% in 2022.

 

The profit before tax and separately disclosed items was £4.6 million, compared to £50.3 million in the same period in 2019 and a £26.1 million loss in 2022.

 

Other Financial Matters

 

Earnings per share, including shares held in trust by the employee share scheme, before separately disclosed items, were 1.0p (2019: earnings per share of 37.4p; 2022: losses per share of 19.7p).

 

Total capital investment was £47.8 million (2022: £61.0 million). £10.7 million was invested in new pubs and pub extensions (2022: £25.3 million), £24.3 million in existing pubs and IT (2022: £19.5 million) and £10.0 million in freehold reversions of properties where Wetherspoon was the tenant (2022: £19.2 million).

 

Separately disclosed items

 

There was a pre-tax gain of £52.4 million (2022: £13.0 million gain).

 

£65.1 million of the gain relates to the termination of interest rate swaps in the period. In addition, there was a £8.6 million property impairment charge, in respect of pubs which were deemed unlikely to generate sufficient cash flows, in the future, to support their carrying value.

 

The company sold or closed 10 pubs during the period. There was a £3.1 million loss on disposal, giving rise to a cash inflow of £2.7 million.

 

 

Free Cash Flow

 

There was a free cash inflow of £166.0 million (2022: £34.5 million outflow), after capital payments of £27.1 million for existing pubs (2022: £19.5 million), £7.5 million for share purchases for employees (2022: £7.1 million) and payments of tax and interest.

 

The inflow benefited from a profit of £169.4 million following the sale of the company's interest rate swaps in the period under review. Free cash inflow per share was 132.4p (2022: 27.2p outflow).

 

Dividends and return of capital

 

The board has not recommended the payment of an interim dividend (2022: £0). There have been no share buybacks in the financial year to date (2022: £0).

 

Financing

 

As at 29 January 2023, the company's total net debt, excluding derivatives and lease liabilities, was £743.9 million (23 Jan 2022: £920.4m), a decrease of £176.5m.

 

The half year-end net-debt-to-EBITDA ratio was 6.16 times (2022: 25.63 times).

 

The company's debt and liabilities to trade creditors have both reduced since H1 2020, the period before the pandemic started. Debt has decreased by £61 million and trade creditors by £57 million.

 

£179 million has been invested, since then, in new pubs and freehold reversions.

Financial

Period1

Net Debt

Trade and other payables

Net Debt + Trade and other payables

Freehold Reversions

 

£m

£m

£m

£m

HY 2020

805

315

1,119

71

YE 2020

817

255

1,072

28

HY 2021

812

185

997

1

YE 2021

846

260

1,105

15

HY 2022

920

245

1,165

19

YE 2022

892

283

1,174

7

HY 2023

744

259

1,003

10

 

   

1 HY refers to half year, and YE refers to year end

 

The company has an agreement with its lenders, who have been extremely supportive throughout the pandemic, that waives its debt covenants until October 2023 and replaces them with a minimum liquidity requirement of £100 million for the first half of the current financial year and relaxed leverage covenants for the second half. At the half-year-end liquidity was £231.9 million.

 

In November 2022, the company repaid government "CLBILS" loans of £100 million, which had been due to mature in August 2023.

 

The company has total available finance facilities of £983 million.

 

The company has fixed its SONIA (SONIA is a replacement for LIBOR) interest rates in respect of £580 million until July 2023 and £400 million until October 2025. The weighted average cost of the swaps, excluding the banks' margin, is currently 4.28%. The total cost of the company's debt, including the banks' margin was 6.21%, in the last 26 weeks.

 

The cost of the current swaps in place have been illustrated in the table below:

Swap Value

Start Date

End Date

Weighted Average %

£580m

31/10/2022

31/07/2023

4.28%

£400m

01/08/2023

31/10/2025

4.67%

 

 

Property

 

The company opened two pubs during the first six months and sold or closed 11, resulting in a trading estate of 843 pubs at the half year end.

 

As at 24 July 2011, the company's freehold/ leasehold split was 43.4%/56.6%. As at 29 January 2023, as a result of investment in freehold reversions (relating to pubs where the company was previously a tenant) and freehold pub openings, the split was 69.0%/31.0%.

 

Taxation

 

Th e total tax charge for the year is £20.0 million (2022: £1.6 million credit). This consists of a £6.7 million (2022: £0.4 million) 'cash' tax and a £13.3 million 'accounting' tax charge (2022: £1.2 million credit).

 

The accounting tax charge comprises two parts: the actual current tax charge (the 'cash' tax) and the deferred tax charge (the 'accounting' tax). The tax losses that arose in previous financial years have been carried forward for use against profits in this year and future years.

 

The company is seeking a refund of historic excise duty from HMRC, totalling £0.5 million, in relation to goods sent to the Republic of Ireland, when Wetherspoon pubs first opened in that country. The company has been charged excise duty on the same goods twice, as they were purchased in the UK, and excise duty was paid in full. Irish excise duty was then paid in addition.

 

Owing to a paperwork error, in the early days of our business in the Republic, which the company has sought to rectify, it has, to date, been unable to reclaim this duty, even though it is transparently clear that the duty has been paid.

 

Scotland Business Rates

 

Business rates are supposed to be based on the value of the building, rather than the level of trade of the tenant. This should mean that the rateable value per square foot is approximately the same for comparable pubs in similar locations.

 

However, as a result of the valuation approach adopted by the government "Assessor" in Scotland, Wetherspoon often pays far higher rates per square foot than its competitors.

 

This is highlighted (in the tables below) by assessments for the Omni Centre, a modern leisure complex in central Edinburgh, where Wetherspoon has been assessed at more than double the rate per square foot of the average of its competitors, and for The Centre in Livingston (West Lothian), a modern shopping centre, where a similar anomaly applies.

 

As a result of applying valuation practice from another era, which assumed that pubs charged approximately the same prices, the raison d'être of the rating system - that rates are based on property values, not the tenants trade - has been undermined.

 

Similar issues are evident in Galashiels, Arbroath, Wick, Anniesland - and indeed most Wetherspoon pubs in Scotland. In effect, the application of the rating system in Scotland discriminates against businesses like Wetherspoon, which have lower prices, and encourages businesses to charge higher prices.

 

As a result, consumers are likely to pay higher prices, which cannot be the intent of rating legislation.

 

 

Omni Centre, Edinburgh (April 2021 - March 2022)

Occupier Name

Rateable Value (RV)

Customer Area (ft²)

Rates per square foot

Playfair (JDW)

£218,750

2,756

£79.37

Unit 9 (vacant)

£48,900

1,053

£46.44

Unit 7 (vacant)

£81,800

2,283

£35.83

Frankie & Benny's

£119,500

2,731

£43.76

Nando's

£122,750

2,804

£43.78

Slug & Lettuce

£108,750

3,197

£34.02

The Filling Station

£147,750

3,375

£43.78

Tony Macaroni

£125,000

3,427

£36.48

Unit 6 (vacant)

£141,750

3,956

£35.83

Cosmo

£200,000

7,395

£27.05

Average (exc JDW)

£121,800

3,358

£38.55

 

 


 

The Centre, Livingston (April 2021 - March 2022)

Occupier Name

Rateable Value (RV)

Customer Area (ft²)

Rates per square foot

The Newyearfield (JDW)

£165,750

4,090

£40.53

Paraffin Lamp

£52,200

2,077

£25.13

Wagamana

£67,600

2,096

£32.25

Nando's

£80,700

2,196

£36.75

Chiquito

£68,500

2,221

£30.84

Ask Italian

£69,600

2,254

£30.88

Pizza Express

£68,100

2,325

£29.29

Prezzo

£70,600

2,413

£29.26

Harvester

£98,600

3,171

£31.09

Pizza Hut

£111,000

3,796

£29.24

Hot Flame

£136,500

4,661

£29.29

 

 


Wetherspoon News

 

There are two main issues discussed in the latest edition of Wetherspoon News, the company magazine, read by an estimated two million people.

 

The first relates to the important issue of tax equality between supermarkets and pubs. Currently, pubs pay far more VAT and business rates per pint than supermarkets.

 

The second relates to the government and wider political response to Covid-19, vital for pubs, but also for health and the wider economy.

 

The Covid-19 discussion contains articles by Professor Francois Balloux of University College London Genetics Institute, writing in the Guardian, Professor Robert Dingwall of Nottingham Trent University, writing in the Telegraph and by other respected commentators, including former Supreme Court judge, Jonathan Sumption and Spectator editor Fraser Nelson.

 

It is important for shareholders and the public to make up their own mind on this issue, rather than waiting a possible seven years for a government enquiry, by which time many horses may have bolted.

 

The articles referred to above can be found via the link below

https://www.jdwetherspoon.com/~/media/files/pdf-documents/events-2023/extracts-from-the-summer-2023-wetherspoon-news.pdf .

 

How pubs contribute to the economy

 

Wetherspoon and other pub and restaurant companies have always generated far more in taxes than are earned in profits. Wetherspoon, its customers and staff, generated total taxes in FY19, before the pandemic, of £763.6 million. This equated to one pound in every thousand of UK government revenue.

 

In the financial year ended 31 July 2022, the company generated taxes of £662.7 million.

 

 

The table below shows the £5.6 billion of tax revenue generated by the company, its staff and customers in the last 9.5 years. Each pub, on average, generated £6.3 million in tax during that period. The tax generated by the company, during this 9.5-year period, equates to approximately 27 times the company's profits after tax.



2023 H1

2022

2021

2020

2019

2018

2017

2016

2015

2014

TOTAL

2014 to 2023 H1

£m

£m

£m

£m

£m

£m

£m

£m

£m

£m

£m

VAT

177.1

287.7

93.8

244.3

357.9

332.8

323.4

311.7

294.4

275.1

2,698.2

Alcohol duty

81.3 

156.6

70.6

124.2

174.4

175.9

167.2

164.4

161.4

157

1,433.0

PAYE and NIC

58.7

141.9

101.5

106.6

121.4

109.2

96.2

95.1

84.8

78.4

993.8

Business rates

26.4

50.3

1.5

39.5

57.3

55.6

53

50.2

48.7

44.9

427.4

Corporation tax

8.7

1.5

-

21.5

19.9

26.1

20.7

19.9

15.3

18.4

152.0

Corporation tax credit (historic capital allowances)

-

-

-

-

-

-

-

-

(2)

-

(2.0)

Fruit/slot Machine duty

7.6

12.8

4.3

9

11.6

10.5

10.5

11

11.2

11.3

99.8

Climate change levies

8.1 

9.7

7.9

10

9.6

9.2

9.7

8.7

6.4

6.3

85.6

Stamp duty

0.7

2.7

1.8

4.9

3.7

1.2

5.1

2.6

1.8

2.1

26.6

Sugar tax

1.4 

2.9

1.3

2

2.9

0.8

-

-

-

-

11.3

Fuel duty

 0.9

1.9

1.1

1.7

2.2

2.1

2.1

2.1

2.9

2.1

19.1

Carbon tax

-

-

-

1.9

3

3.4

3.6

3.7

2.7

18.3

Premise licence and TV licences

0.3

0.5

0.5

1.1

0.8

0.7

0.8

0.8

1.6

0.7

7.8

Landfill tax

-

-

-

-

-

1.7

2.5

2.2

2.2

1.5

10.1

Employee support grants

-

(4.4)

(213)

(124.1)

-

-

-

-

-

-

(341.5)

Eat out to help out

-

-

(23.2)

-

-

-

-

-

-

-

(23.2)

Local Government Grants

-

(1.4)

(11.1)

-

-

-

-

-

-

-

(12.5)

TOTAL TAX

371.1

662.7

37

440.7

763.6

728.8

694.6

672.3

632.4

600.5

5,522.5

TAX PER PUB

0.44

0.78

0.04

0.53

0.87

0.83

0.77

0.71

0.67

0.66

6.30

TAX AS % OF NET SALES

40.52% 

38.10%

4.80%

34.90%

42.00%

43.00%

41.80%

42.10%

41.80%

42.60%

37.16%

PROFIT/(LOSS)

AFTER TAX

1.3 

-24.9

-146.5

-38.5

79.6

83.6

76.9

56.9

57.5

58.9

204.8

Note - this table is prepared on a cash basis.

IFRS 16 was implemented in the year ending 26 July 2020 (FY20). From this period all profit numbers in the above table are on a Post-IFRS 16 basis. Prior to this date all profit numbers are on a Pre-IFRS 16 basis.

 

Corporate Governance

 

Wetherspoon has been a strong critic of the composition of the boards of UK-quoted companies.

As a result of the "nine-year rule", limiting the tenure of NEDs and the presumption in favour of "independent", part-time chairmen, boards are often composed of short-term directors, with very little representation from those who understand the company best - people who work for it full-time, or have worked for it full-time.

 

Wetherspoon's review of the boards of major banks and pub companies, which teetered on the edge of failure in the 2008-2010 recession, highlighted the short "tenure", on average, of directors.

 

In contrast, Wetherspoon noted the relative success, during this fraught financial period, of pub companies Fuller's and Young's, the boards of which were dominated by experienced executives, or former executives.

 

As a result, Wetherspoon has increased the level of executive experience on the Wetherspoon board by appointing four "worker directors".

 

All four worker directors started on the "shop floor" and eventually became successful pub managers. Three have been promoted to area management roles. They have worked for the company for an average of 24 years.

 

Board composition cannot guarantee future success, but it makes sensible decisions, based on experience at the coalface of the business, more likely.

 

The UK Corporate Governance Code 2018 (the "Code") is a vast improvement on previous codes, emphasising the importance of employees, customers and other stakeholders in commercial success. It also emphasises the importance of its 'comply or explain' ethos, and the consequent need for shareholders to engage with companies in order to understand their explanations.

 

A major impediment to the effective implementation of comply or explain seems to be the undermanning of the corporate governance departments of major shareholders.

 

For example, Wetherspoon met a compliance officer from one major institution who is responsible for around 400 companies - an impossible task, since the written regulatory output of each company is vast, coupled with the practical impossibility of meeting with so many companies in any meaningful way.

 

As a result, it appears that compliance officers and governance advisors, in practice, often rely on a "tick-box" approach, which is, itself, in breach of the Code.

 

A further issue is that many major investors, in their own companies, for sensible reasons, do not observe the nine-year rule, and other rules, themselves. An approach of "do what I say, not what I do" is clearly unsustainable.

 

Further progress

 

As always, the company has tried to improve as many areas of the business as possible, on a week-to-week basis, rather than aiming for 'big ideas' or grand strategies.

 

Frequent calls on pubs by senior executives, the encouragement of criticism from pub staff and customers and the involvement of pub and area managers, among others, in weekly decisions, are the keys to success.

 

Wetherspoon paid £15.0 million in respect of bonuses and free shares to employees in the period ending 29 January 2023, of which 95.9% was paid to staff below board level and 83.0% was paid to staff working in our pubs.

 

Wetherspoon has been the biggest corporate sponsor of 'Young Lives vs Cancer' (previously CLIC Sargent), having raised a total of £21.3 million since 2002. During the pandemic, our contributions had been reduced, but since the reopening of our pubs there have been great efforts seen and our contributions have bounced back significantly.

 

Wetherspoon has been recognised by The Top Employers Institute as a 'Top Employer in the United Kingdom' for 2023. This is the 18th time that Wetherspoon has been certified by the Institute.

 

Bonuses and Free Shares

 

As indicated above, Wetherspoon has, for many years (see table below), operated a bonus and share scheme for all employees.

Financial year

Bonus and free shares

(Loss)/Profit after tax1

 

Bonus and free shares as % of profits

 

£m

£m

 

2007

19

47

41%

2008

16

36

45%

2009

21

45

45%

2010

23

51

44%

2011

23

52

43%

2012

24

57

42%

2013

29

65

44%

2014

29

59

50%

2015

31

57

53%

2016

33

57

58%

2017

44

77

57%

2018

43

84

51%

2019

46

80

58%

2020

33

(39)

-

2021

23

(146)

-

2022

27

(25)

-

2023 H1

15

1

1,500%

Total

479

558

51.6%2

1 (IFRS 16 was implemented in the year ended 26 July 2020 (FY20). From this period all profit numbers in the above table are on a Post-IFRS 16 basis. Prior to this date all profit numbers are on a Pre-IFRS 16 basis.

2 Excludes 2020, 2021 and 2022.

 

Length of Service

 

The attraction and retention of talented pub and kitchen managers is important for any hospitality business. As the table below demonstrates, the retention of managers has improved, even during the pandemic.

Financial year

Average pub manager length of service

Average kitchen manager length of service

 

(Years)

(Years)

2013

9.1

6.0

2014

10.0

6.1

2015

10.1

6.1

2016

11.0

7.1

2017

11.1

8.0

2018

12.0

8.1

2019

12.2

8.1

2020

12.9

9.1

2021

13.6

9.6

2022

13.9

10.4

2023 H1

14.1

10.6

 

Food Hygiene Ratings

 

Wetherspoon has always emphasised the importance of hygiene standards.

 

We now have 769 pubs rated on the Food Standards Agency's website (see table below). The average score is 4.98, with 98% of the pubs achieving a top rating of five stars. We believe this to be the highest average rating for any substantial pub company.

 

In the separate Scottish scheme, which records either a 'pass' or a 'fail', all of our 59 pubs have passed.

 

   

 

 

 

Financial Year

Total Pubs Scored

Average Rating

Pubs with highest Rating %

2013

771

4.85

87.0

2014

824

4.91

92.0

2015

858

4.93

94.1

2016

836

4.89

91.7

2017

818

4.89

91.8

2018

807

4.97

97.3

2019

799

4.97

97.4

2020

781

4.96

97.0

2021

787

4.97

98.4

2022

775

4.98

98.6

2023 H1

769

4.98

98.0

 

Property litigation

 

As previously reported, Wetherspoon agreed on an out-of-court settlement with developer Anthony Lyons, formerly of property leisure agent Davis Coffer Lyons, in 2013 and received approximately £1.25 million from Mr Lyons.

 

The payment relates to litigation in which Wetherspoon claimed that Mr Lyons had been an accessory to frauds committed by Wetherspoon's former retained agent Van de Berg and its directors Christian Braun, George Aldridge and Richard Harvey. Mr Lyons denied the claim - and the litigation was contested.

 

The claim related to properties in Portsmouth, Leytonstone and Newbury. The Portsmouth property was involved in the 2008/9 Van de Berg case itself.

 

In that case, Mr Justice Peter Smith found that Van de Berg, but not Mr Lyons (who was not a party to the case), fraudulently diverted the freehold from Wetherspoon to Moorstown Properties Limited, a company owned by Simon Conway. Moorstown leased the premises to Wetherspoon- a pub called The Isambard Kingdom Brunel.

 

The properties in Leytonstone and Newbury (the other properties in the case against Mr Lyons) were not pleaded in the 2008/9 Van de Berg case.

 

Leytonstone was leased to Wetherspoon and trades today as The Walnut Tree public house. Newbury was leased to Pelican plc and became Café Rouge.

 

As we have also reported, the company agreed to settle its final claim in this series of cases and accepted £400,000 from property investor Jason Harris, formerly of First London and now of First Urban Group. Wetherspoon alleged that Harris was an accessory to frauds committed by Van de Berg. Harris contested the claim and has not admitted liability.

 

Before the conclusion of the above cases, Wetherspoon also agreed on a settlement with Paul Ferrari of London estate agent Ferrari Dewe & Co, in respect of properties referred to as the 'Ferrari Five' by Mr Justice Peter Smith.

 

Press corrections

 

The press and media have generally been fair and accurate in reporting on Wetherspoon over the decades. However, in the febrile atmosphere of the first lockdown, something went awry and a number of harmful inaccuracies were published.

 

In order to try and set the record straight, a special edition of Wetherspoon News was published, which includes details of the resulting apologies and corrections, which can be found on the company's website

( https://www.jdwetherspoon.com/~/media/files/pdf-documents/wetherspoon-news/does-truth-matter_.pdf ).

 

 


Current trading and outlook

 

As indicated above, trade for the last seven weeks was 9.1% above the equivalent period in FY19 and 14.9% above the equivalent period in our last financial year (FY22).

 

As reported last year, the company has a full complement of staff, although the labour market is competitive, with unemployment, in spite of economic problems, at approximately its lowest level in the last 50 or so years.

 

Supply or delivery issues have largely disappeared, for now, and were probably a phenomenon of the stresses induced by the worldwide reopening after the pandemic, rather than a consequence of Brexit, as many commentators have argued.

 

Inflationary pressures in the pub industry, as many companies have said, have been ferocious, particularly in respect of energy, food and labour. The Bank of England, and other authorities, believe that inflation is on the wane, which will certainly be of great benefit, if correct.

 

Having experienced a substantial improvement in sales and profits, compared to our most recent financial year, and with a strengthened balance sheet, compared both to last year and to the pre-pandemic period, the company is cautiously optimistic about further progress in the current financial year and in the years ahead.

 

 

 


J D Wetherspoon plc, company number: 1709784










Notes

Unaudited

 

Unaudited

 

Unaudited

 

Unaudited

Unaudited

Unaudited



26 weeks

 

26 weeks

 

26 weeks

 

26 weeks

26 weeks

26 weeks



ended

 

ended

 

ended

 

ended

ended

ended



29 January

 

29 January

 

29 January

 

23 January

23 January

23 January



2023

 

2023

 

2023

 

2022

2022

2022



Before

 

separately

 

After

 

Before

separately

After



separately

 

disclosed

 

separately

 

separately

disclosed

separately



disclosed

 

items

 

disclosed

 

disclosed

items

disclosed



items

 

 

 

items

 

items


items



£000

 

£000

 

£000


£000

£000

£000

Revenue

1

915,956

 

-

 

915,956

 

807,395

-

807,395

Other operating income


-


-


-


-

277

         277

Operating costs


(878,536)

 

-

 

(878,536)

 

(805,767)

-

(805,767)

Operating profit


37,420

 

-

 

37,420


1,628

277

1,905

Property gains/(losses)

2

489

 

(11,665)

 

(11,176)

 

1,653

(23)

1,630

Finance income

2

247

 

65,091

 

65,338

 

229

-

229

Finance costs

2

(33,592)

 

(1,037)

 

(34,629)

 

(29,574)

12,774

(16,800)

Profit/(loss) before tax


4,564

 

52,389

 

56,953


(26,064)

13,028

(13,036)

Income tax (charge)/credit

3

(3,271)

 

(16,767)

 

(20,038)

 

1,007

560

1,567

Profit/(loss) for the period


1,293

 

35,622

 

36,915


(25,057)

13,588

(11,469)



 

 

 

 

 

 




Profit/(loss) per ordinary share (p)

 

 

 

 

 

 

 




 - Basic

4

1.0

 

28.4

 

29.4

 

(19.7)

(10.7)

(9.0)

 - Diluted

4

1.0

 

28.4

 

29.4


(19.7)

(10.7)

(9.0)

INCOME STATEMENT for the 26 weeks ended 29 January 2023

 


STATEMENT OF COMPREHENSIVE INCOME for the 26 weeks ended 29 January 2023

 

 


Notes


Unaudited

Unaudited

Audited




26 weeks

26 weeks

53 weeks




ended

ended

ended




29 January

23 January

30 July




2023

2022

2022




£000

£000

£000

Items which will be reclassified subsequently to profit or loss:






Interest-rate swaps: gain taken to other comprehensive income

9


37,529

22,314

48,452

Interest-rate swaps: (loss)/gain reclassification to the income statement

9


(1,913)

(2,011)

(4,332)

Tax on items taken directly to other comprehensive income

3


(8,904)

(9,124)

(11,051)

Currency translation differences



3,211

(1,885)

(1,474)

Net gain recognised directly in other comprehensive income

 


29,923

9,294

31,595

Profit/(loss) for the period



36,915

(11,469)

19,267

Total comprehensive profit/(loss) for the period



66,838

(2,175)

50,862

 

 

J D Wetherspoon plc, company number: 1709784










Notes


Unaudited

 

Unaudited

 

Unaudited

Unaudited

Audited

Audited




 

 

free cash

 


free cash


free cash




 

 

flow1

 


flow1


flow




26 weeks

 

26 weeks

 

26 weeks

26 weeks

53 weeks

53 weeks




ended

 

ended

 

ended

ended

ended

ended




29 January

 

29 January

 

23 January

23 January

31 July

31 July




2023

 

2023

 

2022

2022

2022

2022




£000

 

£000

 

£000

£000

£000

£000

Cash flows from operating activities

 










Cash generated from/(used in) operations

5


84,187

 

84,187

 

33,215

33,215

178,510

178,510

Interest received



71

 

71

 

8

8

97

97

Interest paid



(21,245)

 

(21,245)

 

(6,662)

(6,662)

(41,044)

(41,044)

Cash proceeds on termination of interest-rate swaps

169,413

 

169,413

 

-

-

-

-

Corporation tax paid



(8,730)

 

(8,730)

 

(709)

(709)

(715)

(715)

Lease interest



(8,172)

 

(8,172)

 

(9,222)

(9,222)

(17,501)

(17,501)

Net cash flow from operating activities

 

 

215,524

 

215,524

 

16,630

16,630

119,347

119,347




 

 

 

 





Cash flows from investing activities

 


 

 

 

 





Reinvestment in pubs



(24,333)

 

(24,333)

 

(18,925)

(18,925)

(42,777)

(42,777)

Reinvestment in business and IT projects



(2,804)

 

(2,804)

 

(543)

(543)

(3,113)

(3,113)

Investment in new pubs and pub extensions



(10,669)

 

-

 

(22,275)

-

(51,083)

-

Freehold reversions and investment properties


(9,994)

 

-

 

(19,248)

-

(25,773)

-

Proceeds of sale of property, plant and equipment


3,327

 

-

 

2,139

-

10,547

-

Net cash flow from investing activities

 

 

(44,473)

 

(27,137)

 

(58,852)

(19,468)

(112,199)

(45,890)




 

 

 

 





Cash flows from financing activities

 


 

 

 

 





Purchase of own shares for share-based payments

(7,454)

 

(7,454)

 

(7,082)

(7,082)

(12,808)

(12,808)

(Repayments)/advances under bank loans



(140,033)

 

-

 

74,990

-

50,000

-

Other loan receivables



393

 

-

 

(3,986)

-

(3,542)

-

Lease principal payments

10


(14,904)

 

(14,904)

 

(24,589)

(24,589)

(38,535)

(38,535)

Asset-financing principal payments



(2,855)

 

-

 

(3,531)

-

(7,132)

-

Net cash flow from financing activities

 

 

(164,853)

 

(22,358)

 

35,802

(31,671)

(12,209)

(51,535)




 

 

 

 





Net change in cash and cash equivalents



6,198

 

 

 

(6,420)


(5,061)


Opening cash and cash equivalents



40,347

 

 

 

45,408


45,408


Closing cash and cash equivalents



46,545

 

 

 

38,988


40,347


Free cash flow1



 

 

166,029

 


(34,509)


21,922

CASH FLOW STATEMENT for the 26 weeks ended 29 January 2023

 

1 Free cash flow is a measure not required by accounting standards; a definition is provided in the accounting policies within the 2022 Annual Report

 

 


BALANCE SHEET as at 29 January 2023

 

J D Wetherspoon plc, company number: 1709784

Notes

Unaudited

Restated1
Unaudited

Audited



29 January

23 January

31 July



2023

2022

2022



£000

£000

£000

Assets

 




Non-current assets

 




Property, plant and equipment


1,417,559

1,440,368

1,426,862

Intangible assets


5,670

3,849

5,409

Investment property


23,276

12,653

23,364

Right-of-use assets

10

400,739

448,184

419,416

Other loan receivable


2,749

3,224

2,739

Derivative financial instruments

9

326

-

61,367

Lease assets

10

8,662

9,681

9,264

Total non-current assets

 

1,858,981

1,917,959

1,948,421

 

 

 



Current assets

 

 



Lease assets

10

2,001

1,638

2,001

Assets held for sale

7

1,533

2,123

800

Inventories


32,483

27,007

26,402

Receivables


14,650

16,696

29,400

Current income tax receivables


4,049

2,269

2,000

Cash and cash equivalents


46,545

38,988

40,347

Total current assets


101,261

88,721

100,950

Total assets

 

1,960,242

2,006,680

2,049,371

Current liabilities

 

 



Borrowings

8

(4,324)

(6,740)

(5,137)

Derivative financial instruments

9

(66)

-

-

Trade and other payables


(258,733)

(244,757)

(282,481)

Provisions


(2,877)

(3,030)

(2,661)

Lease liabilities

10

(47,409)

(50,797)

(48,471)

Total current liabilities

 

(313,409)

(305,324)

(338,750)

 

 

 



Non-current liabilities

 

 



Borrowings

8

(789,296)

(956,605)

(930,404)

Derivative financial instruments

9

(9,631)

(3,565)

(2,031)

Deferred tax liabilities


(56,984)

(24,497)

(34,718)

Lease liabilities

10

(406,529)

(444,836)

(421,583)

Total non-current liabilities

 

(1,262,440)

(1,429,503)

(1,388,736)

Total liabilities

 

(1,575,849)

(1,734,827)

(1,727,486)

Net assets

 

384,393

271,853

321,885

 

 

 



Shareholders' equity

 

 



Share capital


2,575

2,575

2,575

Share premium account


143,294

143,294

143,294

Capital redemption reserve


2,337

2,337

2,337

Other reserves


234,579

234,579

234,579

Hedging reserve1


40,329

(8,273)

13,617

Currency translation reserve


4,529

(501)

(144)

Retained earnings1


(43,250)

(102,158)

(74,373)

Total shareholders' equity

 

384,393

271,853

321,885

1 Restated 23 Jan 2022.

 


STATEMENT OF CHANGES IN EQUITY

 

J D Wetherspoon plc, company number: 1709784




















 

Notes

Share

Share premium

Capital

Other

Restated1

Currency

Restated1

Total

 


capital

account

redemption

Reserves2

Hedging

translation

Retained

 

 




reserve


reserve2

reserve2

earnings2

 

 



£000

£000

£000

£000

£000

£000

£000

£000

 

 









 

 

As at 25 July 2021 as previously reported

 

2,575

143,294

2,337

234,579

(15,403)

1,851

(91,256)

277,977

 

Effect of restatement


-

-

-

-

(4,049)

-

4,049

-

 

Restated1 At 25 July 2021

 

2,575

143,294

2,337

234,579

(19,452)

1,851

(87,207)

277,977

 

Total comprehensive income


-

-

-

-

11,179

(2,352)

(11,003)

(2,176)

 

Loss for the period


-

-

-

-

-

-

(11,469)

(11,469)

 

Interest-rate swaps: cash flow hedges

9

-

-

-

-

22,314

-

-

22,314

 

Interest-rate swaps: amount reclassified to the income statement

9

-

-

-

-

(2,011)

-

-

(2,011)

 

Tax on items taken directly to comprehensive income

3

-

-

-

-

(9,124)

-

-

(9,124)

 

Currency translation differences


-

-

-

-

-

(2,352)

466

(1,886)

 











 

Share-based payment charges


-

-

-

-

-

-

3,152

3,152

 

Tax on share-based payment


-

-

-

-

-

-

(18)

(18)

 

Purchase of own shares for share-based payments


-

-

-

-

-

-

(7,082)

(7,082)

 

Restated1 At 23 January 2022

 

2,575

143,294

2,337

234,579

(8,273)

(501)

(102,158)

271,853

 

 









 

 

Total comprehensive income


-

-

-

-

21,890

357

30,791

53,038

 

Profit for the period


-

-

-

-

-

-

30,736

30,736

 

Interest-rate swaps: cash flow hedges

9

-

-

-

-

26,138

-

-

26,138

 

Interest-rate swaps: amount reclassified to the income statement

9

-

-

-

-

(2,321)

-

-

(2,321)

 

Tax on items taken directly to comprehensive income

3

-

-

-

-

(1,927)

-

-

(1,927)

 

Currency translation differences


-

-

-

-

-

357

55

412

 











 

Share-based payment charges


-

-

-

-

-

-

2,722

2,722

 

Tax on share-based payment


-

-

-

-

-

-

(2)

(2)

 

Purchase of own shares for share-based payments


-

-

-

-

-

-

(5,726)

(5,726)

 

At 31 July 2022

 

2,575

143,294

2,337

234,579

13,617

(144)

(74,373)

321,885

 

 










 

Total comprehensive income


-

-

-

-

26,712

4,673

35,452

66,837

 

Profit for the period


-

-

-

-

-

-

36,914

36,914

 

Interest-rate swaps: cash flow hedges

9

-

-

-

-

37,529

-

-

37,529

 

Interest-rate swaps: amount reclassified to the income statement

9

-

-

-

-

(1,913)

-

-

(1,913)

 

Tax on items taken directly to comprehensive income

3

-

-

-

-

(8,904)

-

-

(8,904)

 

Currency translation differences


-

-

-

-

-

4,673

(1,462)

3,211

 











 

Share-based payment charges


-

-

-

-

-

-

3,125

3,125

 

Tax on share-based payment


-

-

-

-

-

-

-

-

 

Purchase of own shares for share-based payments


-

-

-

-

-

-

(7,454)

(7,454)

 

At 29 January 2023

 

2,575

143,294

2,337

234,579

40,329

4,529

(43,250)

384,393

 

1 Restated 23 Jan 2022.

 

The currency translation reserve contains the accumulated currency gains and losses on the long-term financing and balance sheet translation of the overseas branch. The currency translation difference reported in retained earnings is the retranslation of the opening reserves in the overseas branch at the current period end's currency exchange rate.

 

2 As at 29 January 2023, the company had distributable reserves of £236.2m (23 January 2022: £123.6m).

 

 

NOTES TO THE FINANCIAL STATEMENTS

 

1.    Revenue

 


Unaudited

Unaudited


26 weeks

26 weeks


ended

ended


29 January

23 January


2023

2022


£000

£000

Bar

521,088

480,453

Food

351,741

292,891

Slot/fruit machines

30,269

23,144

Hotel

11,863

10,424

Other

995

483


915,956

807,395

 

2.   Separately disclosed items



Unaudited

Unaudited



26 weeks

26 weeks



ended

ended



29 January

23 January



2023

2022

 

 

£000

£000

Operating items

 

 

 

Local government support grants


-

107

Duty drawback


-

170

Operating income


-

277


 

 


Total operating costs


-

277

 


 

 

Property losses

 



Loss on disposal of pubs


(3,052)

(23)



(3,052)

(23)

Other property losses

 

 

 

Impairment of property, plant and equipment


(7,311)

-

Impairment or intangible assets


74

-

Impairment of right-of-use assets


(1,376)

-



(8,613)

-



 

 



 

 

Total property losses


(11,665)

(23)

 


 

 

Other items

 

 

 

Finance income


65,091

13,774

Finance costs


(1,037)

(1,000)



64,054

12,774

Taxation

 

 

 

Other tax items


(5,847)

(189)

Tax effect on separately disclosed items


(10,920)

749



(16,767)

560



 

 

Total separately disclosed items1


35,622

13,588

1 separately disclosed items were previously reported as exceptional items, refer to accounting policy for further details. 

 

 

 

2. Separately disclosed items (continued)

 

Loss on disposal of pubs

Costs classified under 'loss on disposal of pubs' relate to the (loss)/gain on disposal sites in the estate. During the period, seven freehold pubs were sold and the break notice served on 10 pubs.

 

Other property losses

Property impairment relates to pubs which are deemed unlikely to generate sufficient cash flows in the future to support their carrying value. In the year, a total impairment charge of £8,613k (2022: £nil) was incurred in respect of the impairment of assets as required under IAS 36.

 

Finance costs

Finance costs totalling £1,000k (2022: £1,000k) relate to covenant-waiver fees. £37k of remaining finance costs relate to other

interest.

 

Finance income

The company has recognised finance income of £65,091k (2022: £13,774k), relating to the fair value movement on a proportion of its interest rate swaps. £49,888k (2022: -£48,527k) relates to hedge gains recognised in profit or loss in respect of hedges held at fair value through the profit or loss. £15,203k (2022: £3,802k) relates to £13,291k reclassified from the profit or loss to other comprehensive income for the amount relating to terminated swaps, and a further £1,913k for the amortisation to the profit or for cash flow hedge reserves relating to discontinued hedge relationships. See note 9 for details.

 

Taxation

The current tax charge of £5,847k relates primarily to derivative contracts.

 

The deferred tax charge of £10,920k relates primarily to derecognition of the deferred tax asset in respect of interest restrictions and the impact of the change in the UK tax rate on deferred tax balances.

 

3.    Income tax expense

The standard rate of corporation tax in the UK is 19.0%. The company's profits for the accounting period are taxed at a rate of 21.0% (2022: 19.0%).

 

 

 


Unaudited

 

Unaudited

 

Unaudited

Unaudited

Audited

Audited


26 weeks ended

 

26 weeks ended

 

26 weeks
ended

26 weeks
ended

53 weeks
ended

53 weeks
ended


29 January

 

29 January

 

23 January

23 January

31 July

31 July


2023

 

2023

 

2022

2022

2022

2022


Before

 

After

 

Before

After

Before

After


separately

 

separately

 

separately

separately

separately

separately


disclosed

 

disclosed

 

disclosed

disclosed

disclosed

disclosed


items

 

items

 

items

items

items

items


£000

 

£000

 

£000

£000

£000

£000

Taken through income statement

 

 

 

 





Current income tax:

 

 

 

 





Current income tax charge

866

 

6,625

 

(378)

(378)

22

22

Previous period adjustment

-

 

88

 

-

2

-

-

Total current income tax

866

 

6,713

 

(378)

(376)

22

22


 

 

 

 





Deferred tax:

 

 

 

 





Origination and reversal of temporary differences

2,405

 

15,771

 

(629)

(1,380)

(4,529)

10,133

Prior year deferred tax credit

-

 

(36)

 

-

-

(1,053)

(1,053)

Impact of change in UK tax rate

-

 

(2,410)

 

-

189

-

(2,102)

Total deferred tax

2,405

 

13,325

 

(629)

(1,191)

(5,582)

6,978


 

 

 

 

 




Tax charge/(credit)

3,271

 

20,038

 

(1,007)

(1,567)

(5,560)

7,000




 

 





Taken through equity

 

 

 

 





Current tax

-

 

-

 

(2)

(2)

(2)

(2)

Deferred tax

-

 

-

 

20

20

22

22

Tax charge

-

 

-

 

18

18

20

20




 

 





Taken through comprehensive income

 

 

 

 





Deferred tax charge on swaps

7,479

 

7,479

 

7,079

7,079

8,404

8,404

Prior year deferred tax charge/ (credit)

-

 

-

 

-

-

-

-

Impact of change in UK tax rate

1,425

 

1,425

 

2,045

2,045

2,647

2,647

Tax charge

8,904

 

8,904

 

9,124

9,124

11,051

11,051

 

 

 

 

 

4.  Basic earnings/(loss) per share

 

Weighted average number of shares

 

Basic earnings/(loss) per share is calculated by dividing the profit/(loss) after tax for the period by the weighted average number of ordinary shares in issue during the financial year of 128,750,155 (2022: 128,750,155) less the weighted average number of shares held in trust during the financial year of 3,337,132 (2022: 1,804,137). Shares held in trust are shares purchased by the company to satisfy employee share schemes which have not yet vested.

 

Weighted average number of shares

Unaudited

Unaudited

Audited


26 weeks

26 weeks

53 weeks


ended

ended

ended


29 January

23 January

31 July

 

2023

2022

2022

Shares in issue

128,750,155

128,750,155

128,750,155

Shares held in trust

(3,337,132)

(1,804,137)

(1,924,810)

Shares in issue - Basic

125,413,023

126,946,018

126,825,345

Dilutive shares

-

                             -  

                       -  

Shares in issue - Diluted

125,413,023

126,946,018

126,825,345

 

 

Earnings / (loss) per share

 

 

26 weeks ended 29 January 2023 unaudited

Profit

Basic EPS

Diluted EPS

 

£000

pence

pence

Earnings (profit after tax)

36,915

29.4

29.4

Exclude effect of separately disclosed items after tax

(35,622)

(28.4)

(28.4)

Earnings before separately disclosed items

1,293

1.0

1.0

Exclude effect of property gains

(489)

(0.4)

(0.4)

Underlying earnings before separately disclosed items

804

0.6

0.6

 

 

 

26 weeks ended 23 January 2022 unaudited

Loss

Basic EPS

Diluted EPS

 

£000

pence

pence

Earnings (loss after tax)

(11,469)

(9.0)

(9.0)

Exclude effect of separately disclosed items after tax

(13,588)

(10.7)

(10.7)

Earnings before separately disclosed items

(25,057)

(19.7)

(19.7)

Exclude effect of property gains

(1,653)

(1.3)

(1.3)

Underlying earnings before separately disclosed items

(26,710)

(21.0)

(21.0)

 


5. Cash used in/generated from operations

 

 


Unaudited

 

Unaudited

Audited


26 weeks

 

26 weeks

53 weeks


ended

 

ended

ended


29 January

 

23 January

31 July


2023

 

2022

2022

 

£000

 

£000

£000

Profit/(loss) for the period

36,915

 

(11,469)

19,267

Adjusted for:

 

 



Tax (note 3)

20,038

 

(1,567)

7,002

Share-based charges

3,125

 

3,152

5,874

Loss on disposal of property, plant and equipment

3,738

 

1,485

3,589

Gain on remeasurement of capitalised leases (note 10)

(489)

 

(3,449)

(7,368)

Gain on disposal of capitalised leases (note 10)

(686)

 

-

-

Net impairment charge (note 2)

8,613

 

-

24,430

Interest payable & receivable

24,411

 

18,949

41,292

Lease interest (note 10)

7,966

 

9,394

17,655

Separately disclosed Interest (note 2)

(64,054)

 

(12,774)

(51,859)

Amortisation of bank loan and private placement issue costs

968

 

1,002

1,983

Depreciation and amortisation

54,847

 

59,883

116,845

Aborted properties costs

688

 

2,283

2,947

Cancelled principal payments

-

 

(2,250)

(4,726)

Foreign exchange movements

(3,214)

 

-

(1,474)


 

 




92,866

 

64,640

175,457

Change in inventories

(6,081)

 

(154)

452

Change in receivables

14,143

 

(269)

(10,810)

Change in payables

(16,741)

 

(31,002)

13,524

Cash flow from operating activities

84,187

 

33,215

178,623

 

 

6. Analysis of change in net debt

 




Unaudited

 

25 July

Cash

Other

31 July

Cash

Other

29 January

 

2021

flows

changes

2022

flows

changes

2023


£000

£000

£000

£000

£000

£000

£000

Borrowings

 






 

Cash and cash equivalents

45,408

(5,061)

-

40,347

6,198

-

46,545

Other loan receivable - before one year

-

803

-

803

(401)

-

402

Asset-financing obligations - before one year

(7,610)

2,473

-

(5,137)

813

-

(4,324)

Current net borrowings

37,798

(1,785)

-

36,013

6,610

-

42,623

 







 

Bank loans - due after one year

(776,871)

(49,808)

(1,937)

(828,616)

140,033

(945)

(689,528)

Asset-financing obligations - after one year

(8,633)

4,659

-

(3,974)

2,043

-

(1,931)

Other loan receivable - after one year

-

2,739

-

2,739

-

-

2,739

Private placement - after one year

(97,768)

-

(46)

(97,814)

-

(23)

(97,837)

Non-current net borrowings

(883,272)

(42,410)

(1,983)

(927,665)

142,076

(968)

(786,557)

 







 

Net debt

(845,474)

(44,195)

(1,983)

(891,652)

148,686

(968)

(743,934)

 







 

Derivatives

 






 

Interest-rate swaps asset - after one year

-

-

61,367

61,367

-

(61,041)

326

Interest-rate swaps liability - within one year

-

-

-

-

-

(66)

(66)

Interest-rate swaps liability - after one year

(37,643)

-

35,612

(2,031)

-

(7,600)

(9,631)

Total derivatives

(37,643)

-

96,979

59,336

-

(68,707)

(9,371)

 







 

Net debt after derivatives

(883,117)

(44,195)

94,996

(832,316)

148,686

(69,675)

(753,305)

 







 

Leases

 






 

Lease assets - before one year

1,638

(1,423)

1,786

2,001

(826)

38

1,213

Lease assets - after one year

9,890

-

(626)

9,264

-

184

9,448

Lease obligations - before one year

(65,219)

40,049

(23,301)

(48,471)

15,730

(14,668)

(47,409)

Lease obligations - after one year

(458,596)

-

37,014

(421,582)

-

15,053

(406,529)

Net lease liabilities

(512,287)

38,626

14,873

(458,788)

14,904

607

(443,277)

 








Net debt after derivatives and lease liabilities

(1,395,404)

(5,569)

109,869

(1,291,104)

163,590

(69,068)

(1,196,582)

 

The cash movement on bank loans of £140,033k primarily relates to the repayment of the CLBILs in November 2022 of £100,033k. The remaining repayment relates to the variable-rate facility which has reduced from £730,000k to £690,000k from 31 July 2022 to 29 January 2023.

 

The cash movement on asset-financing of £2,855k is disclosed in the cash flow statement as 'asset-financing principal payments'.

 

Lease obligations represent long-term payables, while lease assets represent long-term receivables - both are, therefore, disclosed in the table above.

 

Non-cash movements

The non-cash movement in bank loans and the private placement relate to the amortisation of loan issue costs. These are arrangement fees paid in respect of new borrowings and are charged to the income statement over the expected life of the loans.

 

The movement in interest-rate swaps relates to the termination of the majority of the interest-rate swaps in place, the change in the 'mark to market' valuations for the 26 week financial period and the addition of new swaps. See note 9.

 

 

 

 

 

7. Assets held for sale

 







Unaudited

Unaudited

Audited







29 January

23 January

31 July







2023

2022

2022







£000

£000

£000

Property, plant and equipment






1,533

2,123

800

These relate to situations in which the company had exchanged contracts to sell a property, but the transaction is not yet complete. As at 29 January, one site was classified as held for sale (23 January 2022: three sites and 31 July 2022: two sites).

 

 

 

8. Borrowings







Unaudited

Unaudited

Audited







29 January

23 January

31 July







2023

2022

2022







£000

£000

£000

Current (due within one year)





 



Other






 



Lease liabilities






47,409

50,797

48,471

Asset-financing obligations






4,324

6,740

5,137

Total current borrowings (including lease liabilities)

 

 

51,733

57,537

53,608







 



Non-current (due after one year)





 



Bank loans






 



Variable-rate facility






690,000

755,000

730,000

CLBILS






-

100,033

100,033

Unamortised bank loan issue costs





(472)

(2,192)

(1,417)







689,528

852,842

828,616

Private placement






 



Fixed-rate facility






98,000

98,000

98,000

Unamortised private placement issue costs




(163)

(209)

(186)







97,837

97,791

97,814

Other






 



Lease liabilities






406,529

444,836

421,582

Asset-financing






1,931

5,972

3,974







408,460

450,808

425,556







 



Total non-current borrowings (including lease liabilities)


1,195,825

1,401,441

1,351,986










Total borrowings (including lease liabilities)



1,247,558

1,458,978

1,405,594

 

Lease liabilities

The carrying amounts of lease liabilities and the movements during the period are outlined in note 10.

 

Asset-financing obligations

These relate to asset finance leases of equipment in pubs.

 

Variable-rate facility

The secured revolving credit facility is £875m. As at 29 January 2023, £690m was drawn down (31 July 2022: £730m). There are 14 participating lenders. £20m matures in February 2024 while £855m matures in February 2025. The company has hedged its interest-rate liabilities to its banks by swapping the floating-rate debt into fixed-rate debt, see note 9.

 

CLBILS

On 14 November 2022, the company repaid the two secured loans under the CLBILS of £48.3m and £51.7m, respectively. The loans had four participating lenders and an average fixed-interest charge of 1.94%; they were set to mature in August 2023.

 

Unamortised bank loan issue costs

These relate primarily to refinancing, securing and extending the variable-rate facility.

 

Private placement

The fixed-rate facility relates to senior secured notes of £98m. The notes mature in 2026.

 

The company has an overdraft facility of £10m.

 

9. Financial instruments

 

The below table outlines the movements in fair value among the hedging reserve, comprehensive income and the income statement during the year:


Unaudited

Audited


29 January

31 July


2023

2022

Interest-rate swaps

£000

£000

Carrying value of derivative financial instruments - Liability

(9,697)

(2,031)

Carrying value of derivative financial instruments - Asset

326

61,367

Change in fair value of derivatives

(68,707)

96,979

Hedge gains recognised in comprehensive income in respect of continuing hedges

(50,819)

(48,452)

Hedge gains recognised in P&L in respect of hedges held at fair value through the profit or loss

(49,887)

(48,527)

Transaction proceeds received in respect of terminated hedges (net of termination fees)

169,413

-

Hedge ineffectiveness reclassified from the reserve to P&L in respect of continuing hedges

-

(8,134)

Amount recognised to P&L relating to terminated swaps

13,290

 

Amortisation to P&L of cash flow hedge reserve relating to discontinued hedge relationship

1,913

3,802

Hedging reserve balance in respect of continuing hedges

345

(14,516)

Hedging reserve balance in respect of discontinued hedges

(40,674)

899




Hedging Reserve

£000

£000

Opening

(13,617)

19,452

Hedging gains recognised in comprehensive income

(37,529)

(48,452)

Hedge ineffectiveness reclassified from the reserve to P&L in respect of continuing hedges

-

8,134

Amortisation to P&L of cash flow hedge reserve relating to discontinued hedge relationships

1,913

(3,802)

Deferred tax posted to comprehensive income

8,904

11,051

Closing

(40,329)

(13,617)

 

The company had eight designated hedge relationships at the beginning of the reporting period, which each, individually held a number of interest-rate swaps. As at 29 January 2023, the interest-rate swaps were in a liability position of £9,371k (31 July 2022: asset position £59,336k). The following changes have taken place during the six months to 29 January 2023:

 

On 14 October 2022, the company terminated the majority of the interest-rate swaps which it had in place with the exception of five individual interest-rate swaps sitting between two of its hedge relationships. Upon termination, the company received a cash inflow of £169,413k being proceeds less termination fees. The terminated interest-rate swaps which were previously subject to hedge accounting have been treated as discontinued and an assessment made to determine whether the hedged future cash flows will still occur.

 

The hedges terminated are as follows:

· Hedge relationship two contained six interest-rate swaps which were all terminated, two of which had been previously discontinued due to novation's. Hedge relationship three contained five interest-rate swaps, one of which had been previously discontinued due to novation. These interest-rate swaps were previously hedge accounted for and the future hedged cash flows are still expected to occur. The fair value in OCI was crystallised at termination and will be recycled to the P&L in line with the future hedged cash flows.

· Hedge relationships five, six and seven each contained one interest-rate swap. These hedge relationships were previously discontinued. Any fair value movements were previously recognised in the P&L and amounts in OCI recycled to profit or loss at the date of termination.

· Hedge relationship eight was previously not hedge accounted for. Any fair value movements were previously recognised in the P&L.

 

The two hedge relationships with active swaps remaining had previously been hedge accounted for:

· Hedge relationship one contained four interest-rate swaps, all of which have remained active. Previously the hedge relationship had been partially discontinued as two of these interest-rate swaps had been novated. The remaining two interest-rate swaps will be hedge accounted for until maturity.

· Hedge relationship four had two out of three interest-rate swaps terminated. On 14 October 2022, the maturity date of the remaining interest-rate swap was amended from 30 June 2028 to 31 July 2023. As a result of the above, the hedge has been fully discontinued given that the critical terms have materially changed.

 

On 24 October 2022, three new interest-rate swaps were enacted under one new hedge relationship (hedge relationship nine) with a total nominal value of £400m. Management elected not to apply hedge accounting to the hedge relationship from inception as it did not meet the risk strategy for the company.

 

Remaining in the hedging reserve, is £345k of fair value relating to continuing hedges (31 July 2022: -£14,516k) and -£40,674k of fair value relating to hedges which have been derecognised or discontinued (31 July 2022: £899k). The fair value of derecognised and discontinued hedges will be recycled to the income statement over the remaining period of maturity in line with the hedged cash flows.   

10. Leases

 

The following amounts, relating to lease cash flows, were debited/credited to the income statement during the period:

 

 



Unaudited

Unaudited

Rent Cash flow Analysis

 

29 January

23 January



2023

2022



£000

£000

Cash outflows relating to capitalised leases


24,081

34,787

Expense relating to short term leases


194

375

Expense relating to variable element of concessions


7,665

2,196

Total rent cash outflows for period


31,940

37,358



Cash inflows relating to capitalised leases


(1,005)

(884)

Income relating to lessor sites


(1,188)

(757)

Total rent cash Inflows for period


(2,193)

(1,641)

 

 

(a)  Right-of-use assets

 

Set out below are the carrying amounts of right-of-use assets recognised and the movements during the period:

 




£000

Cost

 



As at 31 July 2022



557,262

Additions



11,344

Remeasurement



(17,053)

Transfer to property, plant and equipment



(5,243)

Disposals and derecognised leases



(204)

At 29 January 2023



546,106

 








Accumulated depreciation and impairment:

 



As at 31 July 2022



(137,846)

Provided during the period



(18,238)

Exchange differences



147

Impairment loss



(1,376)

Transfer to property, plant and equipment



996

Remeasurement



10,858

Disposals and derecognised leases



92

At 29 January 2023



(145,367)

 




Net book amount at 29 January 2023



400,739

 

During the period, additions related to six new signed lease contracts. 24 leases were remeasured as a result of changes in the agreed payments under the lease contracts and changes in the lease terms. Exchange differences occur as a result of translating the capitalised leases in the Republic of Ireland. Four freehold reversions took place during the period, while one lease was disposed of. In the year ended 31 July 2022, lease additions totalled £4,458k and depreciation £42,291k.

 


 

10.   Leases (continued)

 

(b)  Lease liability

 

Set out below are the carrying amounts of lease liabilities and the movements during the period:

 

 

 

Unaudited

Audited



29 January

31 July



2023

2022



£000

£000



 

 

Lease liability as at commencement of period

 

(470,054)

(523,815)

Additions


(11,344)

(4,458)

Freehold Reversions


-

15,740

Transfer to property, plant and equipment


4,623

-

Remeasurements of leases


7,146

(6,742)

Disposals


120

4,514

Cancelled principal payments (due to expedient)


-

4,726

Exchange differences


(159)

(67)

Lease liabilities before payments


(469,668)

(510,102)



 

 

Interest payable in period:

 

 

 

Interest expense within period (discounting element)


(8,351)

(18,083)

Cancelled interest expense (due to expedient)


-

501



(8,351)

(17,582)

Total cash outflow for leases in period:

 

 

 

Lease payment commitments for period


24,081

62,857

Cancelled payment commitments (due to expedient)


-

(5,227)



24,081

57,630



 

 

Net principal payments


15,730

40,048



 

 

Lease liability as at closing of period


(453,938)

(470,054)

 

 

 

(c)  Lease assets



Unaudited

Audited



29 January

31 July



2023

2022



£000

£000



 

 

Recognition of Asset liability

 

11,264

11,528

Additions of leases


225

447

Lease assets before payments


11,489

11,975

Interest due in period


179

228

Total cash Inflow for leases in period


(1,005)

(884)

Net principal payments


(826)

(656)

 


 

 

Lease asset


10,663

11,319

 

 

 

 

 

 

11. Going Concern

 

The directors have made enquiries into the adequacy of the company's financial resources, through a review of the company's budget and medium-term financial plan, including capital expenditure plans and cash flow forecasts.

 

The company has agreed with its lenders to replace normal financial covenant tests with relaxed leverage covenant tests for the second half of the current financial year to 30 July 2023. The company is confident that it will be in a position to return to normal financial covenant tests thereafter.

 

The company has modelled a base forecast in which, over the next 18 months, sales, profit and cash flow growth continues at a modest rate. The company has anticipated within this forecast continued high levels of inflation, particularly on food products, wages and repairs.

 

A more cautious scenario has been analysed, in which sales are 5% lower than the base case over the next 18 months. The company has reviewed, and is satisfied with, the mitigating actions it could take if such a sales decline were to occur. Such actions could include reducing discretionary expenditure and/or implementing price increases.

 

The company has also reviewed a 'reverse stress test', which has analysed the additional level of sales decline the company could withstand before covenant levels would be exceeded in October 2024, when agreed waivers expire.

 

The directors are satisfied that the company has sufficient resources (e.g. profitability/liquidity) to withstand adjustments to the base forecast, as well as the downside and stress test scenarios.

 

As a result, the directors have satisfied themselves that the company will continue in operational existence for the foreseeable future. For this reason, the company continues to adopt the going-concern basis in preparing its financial statements.

 

 

12. Contingent liability

 

The company is in an on-going contractual dispute with a large supplier. The outcome of the dispute is yet to be determined and

will be resolved by a legal process. Disclosing any further information at this stage about the ongoing contractual dispute, its

financial effect (if any) and uncertainties relating to the amount or timing of any outflow might be prejudicial to the company's

position.

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