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B&M European (BME)

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Tuesday 14 November, 2017

B&M European

Half-year Report

RNS Number : 3771W
B&M European Value Retail S.A.
14 November 2017
 

 

 

 

14 November 2017

B&M European Value Retail S.A.

 

Interim Results Announcement

 

New customers driving strong growth at B&M

 

B&M European Value Retail S.A. ("the Group"), the UK's leading multi-price value retailer, today announces its interim results for the 26 weeks to 23 September 2017.

 

HIGHLIGHTS

 

·      Group revenues increased by +21.7% to £1,346.4m, +21.0% at constant currency

 

·      B&M UK like-for-like revenues¹ increased by +7.5%, including growth of +7.7% in the second quarter

 

·      Group adjusted EBITDA4 increased by 19.8% to £116.1m (FY17: £96.9m);

 

·      Profit before tax increased by 17.8% to £86.8m (FY17: £73.7m)

 

·      Adjusted Diluted earnings per share4 7.0p, up 18.6% (FY17: 5.9p). Earnings per share 6.8p, an increase of 17.2% (FY17: 5.8p)

·      20 new B&M UK store openings including 3 relocations and on track to open gross 50 new B&M stores, of which 7 are relocations, this financial year  

·    German business, Jawoll, opened 7 new stores in the period, and on track to open 11 new stores this financial year

·     Cash flow from operations £44.2m (FY17: £77.7m), reflecting earlier than normal seasonal stock building ahead of Christmas to support improving on-shelf product availability for customers

 

·      Interim dividend increased by 26.3% to 2.4p per share (FY17: 1.9p per share) to be paid on 22 December 2017

·   Heron Foods, a discount convenience retailer, acquired in August 2017 with 251 stores, providing a complementary brand, format and additional profitable growth opportunity

·   Contracts exchanged on the purchase of land in Bedford for large new UK B&M Southern distribution centre, to be operational late in the calendar year 2019

 

Sir Terry Leahy, Chairman, said,

 

"B&M has delivered an excellent performance in the first half of the financial year with strong growth in revenues, EBITDA and profit before tax. Our trading momentum in the UK has been maintained, driven by more shoppers seeking out value at B&M, combined with further improvements to our offer for customers particularly in ranging, pricing and store standards. We are well placed for the approaching Christmas season and we look forward to the remainder of the financial year with confidence".                                               

 

Simon Arora, Chief Executive, said, 

 

"B&M continues to prosper in a challenging retail environment and our teams remain wholly focused on helping our customers spend less during uncertain times. Our UK business continues to go from strength to strength, with new and like-for-like stores performing exceptionally well and the acquisition of Heron has added another leg of growth to the Group. We have also taken steps to enable us to push on with expanding our Jawoll business."

 

 

 

Financial Results (unaudited)

 

 

 

H1 FY 20182

 

 

H1 FY 20172

 

 

Change

 

 

Total Group Revenues

 

B&M

 

Jawoll

 

Heron

 

Total Group Revenues at constant currency³

 

 

£1,346.4m

 

£1,192.0m

 

£106.8m

 

£47.5m

 

-

 

£1,105.9m

 

£1,017.0m

 

£88.9m

 

 -

 

-

 

 

+21.7%

 

+17.2%

 

+20.2%

 

-

 

+21.0%

 

Number of Stores

 

Group

 

B&M

 

Jawoll

 

Heron

 

 

 

 

893

 

552

 

82

 

259

 

 

 

585

 

519

 

66

 

-

 

 

 

+52.6%

 

+6.4%

 

+24.2%

 

-

 

Adjusted EBITDA4

 

B&M

 

Jawoll

 

Heron

 

 

£116.1m

 

£107.8m

 

£5.9m

 

£2.4m      

 

£96.9m

 

£89.3m

 

£7.6m

 

-

 

 

+19.8%

 

+20.7%

 

-22.5%

 

-

 

Adjusted EBITDA4 Margin %

 

 

8.6%

 

8.8%

 

-14 bps

 

Profit Before Tax

 

 

          £86.8m

 

 

£73.7m

 

+17.8%

 

Adjusted Profit Before Tax4

 

 

£89.7m

 

£75.6m

 

 

+18.7%

 

Adjusted Diluted EPS4

 

 

7.0p

 

5.9p

 

+18.6%

 

EPS

 

 

6.8p

 

5.8p

 

+17.2%

 

Ordinary Dividends

 

 

2.4p

 

1.9p

 

+26.3%

 

¹ Like-for-like revenues relates to the B&M estate only and includes each store's revenue for that part of the current period that falls at least 14 months after it opened; compared with its revenue for the corresponding part of the previous period. This 14 month approach has been taken as it excludes the two month halo period which new stores experience following opening.

 

2 The H1 FY 2018 figures represent the 26 week performance to 23 September 2017 and the H1 FY2017 figures represent the 26 week performance to 24 September 2016.

 

3 Constant currency comparison involves restating the prior year Euro revenues using the same exchange rate as used to translate the current year Euro revenues.

 

4 Adjusted items are those which the directors consider to be exceptional and non-trading items. The directors consider the adjusted figures to be more reflective of the underlying business performance of the Group and believe that this measure provides additional useful information for investors on the Group's performance, as well as being consistent with how business performance is monitored internally. Further details can be found in notes 3 and 5 to the financial information.

 

 

Analyst Meeting & Webcast

 

An Analyst Meeting in relation to the Interim Results will be held today at 8.30 am (UK) by invitation only at:

 

Bank of America Merrill Lynch
2 King Edward Street
London

EC1A 1HQ

 

The meeting can be accessed live via a dial-in facility on:

 

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

 

US:                               +1 646 254 3362

 

Participant Pin Code:  6219381

 

A simultaneous audio webcast and presentation slides will be available via the B&M corporate website at www.bandmretail.com

 

 

Enquiries

 

B&M European Value Retail S.A.

For further information please contact +44 (0) 151 728 5400

Simon Arora, Chief Executive

Paul McDonald, Chief Financial Officer

Steve Webb, Investor Relations Director

[email protected]

 

 

Media

For media please contact +44 (0) 207 379 5151

Maitland

Robbie Hynes

Tom Eckersley 

[email protected]

 

 

This announcement contains statements which are or may be deemed to be 'forward-looking statements'. Forward-looking statements involve risks and uncertainties because they relate to events and depend on events or circumstances that may or may not occur in the future. All forward-looking statements in this announcement reflect the Company's present view with respect to future events as at the date of this announcement. Forward-looking statements are not guarantees of future performance and actual results in future periods may and often do differ materially from those expressed in forward-looking statements. Except where required by law or the Listing Rules of the UK Listing Authority, the Company undertakes no obligation to release publicly the results of any revisions to any forward-looking statements in this announcement that may occur due to any change in its expectations or to reflect any events or circumstances arising after the date of this announcement.   

 

 

Notes to editors

 

B&M European Value Retail S.A. is a variety retailer with 562 stores in the UK operating under the "B&M" brand and 260 stores under the "Heron Foods" brand, and 82 stores in Germany primarily operating under the "Jawoll" brand as at 4 November 2017. It was admitted to the FTSE 250 index in June 2015.

 

The B&M Group was founded in 1978 and listed on the London Stock Exchange in June 2014. For more information please visit www.bmstores.co.uk

 

 

OVERVIEW

 

The Group has continued to make good progress in the first half of the financial year, pushing on with its UK store roll out, supplemented by the acquisition of the discount convenience chain Heron Foods.  We have brought forward the planned succession of the Jawoll CEO and we are excited by the opportunities for the German business under its new leadership.

 

Financial Performance

 

Group revenues for the 26 weeks ended 23 September 2017 grew by +21.7% to £1,346.4m and by +21.0% on a constant currency basis.

 

 

B&M UK

 

In the B&M store estate in the UK, revenues grew by +17.2% to £1,192.0m, (FY17 H1: £1,017.0m) with that growth being driven by a strong like-for-like performance of +7.5% (FY17: +0.2%) combined with the successful execution of our new store opening programme, with 15 net new stores opened in the first half of the financial year and the annualisation of the net 38 new stores opened in FY2017.

 

In terms of the like-for-like revenue increase, the momentum we had seen in the first quarter of FY18 continued into the second quarter, with grocery and FMCG product ranges in particular experiencing strong growth.

 

There were a total of 20 new store openings and five store closures in the first half of FY18. The five store closures included three relocations where we have continued to take advantage of opportunities to relocate stores to larger and more modern premises, with higher levels of store contribution. As previously indicated, the new store opening programme is weighted to the second half of FY18 and we expect to open at least 50 gross new stores of which 7 will be relocations in the full year. The UK new store performance and returns continue to remain attractive.

 

Gross margins fell by 80bps relative to last year in the period, affected by both the shift in the sales mix towards the lower margin grocery and FMCG products, and by end of season clearance activity particularly on gardening and outdoor products. The adverse impact of the stronger US Dollar was largely mitigated. We expect gross margins to recover in the second half of the financial year in line with last year if we achieve satisfactory sell-through of seasonal Winter product.

 

Operating costs excluding depreciation and amortisation increased by 12.3% to £293.8m, (FY17: £261.5m) and costs as a percentage of revenues decreased by 107bps to 24.6%.  We have seen operating efficiencies in Transport and Distribution of 35bps, the impact of the National Living Wage has largely been mitigated and the business has benefitted from the operating leverage on the fixed cost base as a result of the strong like-for-like sales performance.

 

In the B&M business, the adjusted EBITDA4 increased by 20.7% to £107.8m (FY17: £89.3m).

 

 

Jawoll

 

In our German business Jawoll, revenues grew to £106.8m, which was a +20.2% increase over the £88.9m achieved in FY17 (+11.6% in local currency), although the business has had a challenging first half with the important gardening and plants offer in particular being impacted by a wet summer in Germany and the subsequent impact on footfall, although gross margins were in line with last year. In Germany costs rose by 303bps as a percentage of revenues to 31.1%, relative to last year with the business impacted by the operational leverage of a challenging summer season.

 

In Germany the adjusted EBITDA4 decreased by 22.5% to £5.9m (FY17: £7.6m).

 

 

Heron Foods

 

Following the acquisition of the discount convenience chain Heron Foods in August 2017, we have generated revenues of £47.5m in the first 8 weeks since the acquisition closed and the business has good like-for-like sales momentum.

 

£2.4m of adjusted EBITDA4 was contributed by Heron Foods in the early weeks post-acquisition.

 

 

Group

 

The operating costs of the Group in the first half of FY18, excluding depreciation and amortisation, grew by 18.6% to £339.8m, including new store pre-opening costs. Depreciation and amortisation expenses grew by 29.9% to £15.9m, reflecting the investment in new stores and the higher levels of store freezers and chillers in the Heron store estate.

 

Overall Group adjusted EBITDA4 increased by 19.8% to £116.1m.  In the B&M business, the adjusted EBITDA4 increased by 20.7% to £107.8m (FY17: £89.3m) and in Germany the adjusted EBITDA decreased by 22.5% to £5.9m. A further £2.4m of adjusted EBITDA4 was contributed by Heron Foods post the acquisition in August 2017.

 

Following the refinancing of the Group in FY17 and the acquisition of Heron Foods, there was an increased level of gross debt and the net interest charges were £10.5m, which compares to £9.1m in the same period in FY17. There will be an annualised non-cash charge of £1.2m relating to the accounting treatment of the Heron Foods deferred acquisition consideration. In relation to this, £0.2m was charged in first half of this financial year.

 

The Group's net capital expenditure was £27.0m which was principally driven by the Group's new store opening programme, having opened 27 stores, including relocations, and the £5.1m incurred to date relating to the acquisition of land for the new UK Southern warehouse, although it is anticipated that the warehouse will ultimately be leased in line with the Group's property strategy.

 

There was a further £106.4m of expenditure relating to the acquisition of Heron in the UK, £112.1m of consideration less £5.7m of cash acquired. Additionally, the Group also incurred £1.0m of costs in acquiring Heron Foods, these have been expensed through the Profit and Loss account and have been treated as an adjusting item.

 

In the first half of the financial year we took the decision to bring forward the purchase of Christmas related stock in order to ensure that there is a smoother flow through the supply chain, and to allow the stores to be set up and to maximise sale opportunities in the important Christmas trading period, which has resulted in a higher investment in working capital. Because it is wholly timing related, this will reverse as we progress through the Autumn / Winter season. As a result, cash flow from operations was £44.2m, which was £33.5m lower than the comparable period last year.

 

Net debt5 to adjusted annualised EBITDA6 was 2.2 times at the end of September 2017, including a pro-forma adjustment for Heron, which compares to 2.2 times at the end of September 2016.

 

5 Net debt was £589.8m at the period end. This can be reconciled as £637.2m of gross debt (note 10) and £10.2m of finance leases, £7.9m of overdraft netted against £65.6m of cash.

6 Pro-forma adjustment reflects the EBITDA from Heron as if the acquisition had taken place at the beginning of the period

 

 

Dividend

 

An interim dividend of 2.4p per Ordinary Share will be paid on 22 December 2017 to shareholders on the register at 24 November 2017 which is an increase of +26.3% on the prior year (FY17: 1.9p). The dividend payment will be subject to a Luxembourg withholding tax of 15%.

 

Shareholders and Depository Interest holders can obtain further information on the methods of receiving their dividends on our website www.bandmretail.com or by visiting the website of our Registrar, Capita Asset Services at www.capitashareportal.com

 

 

Strategic Development

 

The structural consumer shift towards discount formats is continuing as more and more shoppers, including middle income and even higher-earners, use such stores for the things they buy regularly for their homes and families. With over four million customers a week visiting our stores in the UK alone, our geographic reach is steadily increasing, and with new customers coming to our existing stores in increasing numbers, B&M has become a major participant in this change in behaviour.

 

Further progress has been made with the implementation of our four strategic priorities, strengthening B&M's position as the UK's leading multi-price general merchandise value retailer.

 

1.   Deliver great value to our shoppers

With inflation returning to the UK market for the first time in several years, B&M has worked hard to meet the challenge of higher cost prices and minimise the effects of inflation on our customers. Our unique sourcing model and low operating costs are key to helping us keep prices down as we source direct from factories, we buy in large volumes and our disciplined approach to keeping running costs down is in our business DNA. In combination, these things keep us competitive week-in, week-out and give our customers reasons to keep coming back to our stores again and again.

2.   Investing in new stores

 

We have over 560 B&M UK stores today but there remain many towns and cities across the country where we have few or no stores. Wherever we open, the customer response is the same; our stores are popular and, as a result, we believe there is the potential for at least 950 B&M stores in the long term. We opened 15 net new stores in the first half of the financial year and we are on track to achieve our planned target, with 50 gross new store openings for this financial year as a whole. New store performance has been very pleasing. Our forward pipeline of new stores is in excellent shape with some 30 projects currently signed up or in legals for 2018/19. A growing proportion of our new stores are purpose-built for B&M, with 20 of this year's planned total being new build stores.

 

In August we acquired the Heron Food Group, a specialist discount convenience retailer, based in the North of England. The business trades profitably from 260 stores averaging 2,500 square feet in largely suburban locations and has its own dedicated supply chain with a multi-temperature central distribution facility in Hull. Heron Foods is a complementary brand and format to B&M with very substantial long term potential to expand its reach beyond its currently quite limited geographic footprint, centred around the North and North Midlands. It can also provide a platform for B&M to expand its presence in the frozen food category. We are pleased the management team, the store network and the infrastructure acquired with Heron Foods and with its performance in its first few weeks under B&M's ownership.

 

3.   Develop our international business

Whilst our long-term ambition remains to develop a substantial international business, it has been a challenging first half of the financial year. Our German business Jawoll experienced a difficult gardening and plant season and, because this seasonal category is very material to Jawoll's overall performance, the business delivered a disappointing reduction in its first half EBITDA performance. In addition, we have felt for some time that the business needed the skills and ambition to push on faster with expansion in Germany so that Jawoll is able to achieve the scale it requires to become a more disruptive retailer in its market. To that end, we have appointed a new, experienced CEO recruited from outside Jawoll, Christian Müller, who was until recently Action's country manager for Germany and will be in post from 1st December 2017.

 

4.   Investment in our people and infrastructure

We continue to invest ahead of growth and have taken the next key step in ensuring we have sufficient long-term supply chain capacity by securing a site in Bedford for a large new B&M Southern distribution centre. The new facility will be c.1 million square feet and will be commissioned in the calendar year 2019.

One of the pleasing aspects about the UK new store openings is the number of store and deputy manager roles that have been filled internally as a result of our Step-Up programme where we encourage store colleagues to progress to these managerial positions.

Outlook

 

Whilst the economic and consumer background remains uncertain, we are confident that B&M is well-positioned to prosper even in a difficult retail environment. In tough times, many shoppers don't just love a bargain, they need a bargain and B&M's competitive position has never been stronger.

 

In the coming months we note that we face the challenge of trading against last year's exceptionally strong Christmas performance. But given the robust trading momentum in the business, which is being driven by a steady flow of new customers into our stores and the further improvements we  make to the B&M customer offer, particularly in range, pricing and retail standards, we are confident about our plans for peak trading this year.

 

Looking further ahead, the Group has an excellent runway of growth which has been further enhanced by the addition of Heron, both in terms of its own exciting growth prospects under B&M's ownership but also the platform it provides to strengthen further B&M's core food offer.

 

 

Principal Risks and Uncertainties

 

There are a number of risks and uncertainties which could have a material negative impact on the Group's performance over the remainder of the current financial year.  These could cause our actual results to materially differ from historical or expected results.  The Board does not believe that these risks and uncertainties are materially different to those published in the annual report for the year ended 25 March 2017.

 

These risks comprise high levels of competition, the broader economic environment and market conditions, disruption to key IT systems, cyber security and business continuity, failure to comply with laws and regulations, credit risk and liquidity, fluctuations in commodity prices and cost inflation, disruption in supply chain, failure of stock management controls, failure to maintain and invest in key infrastructure, key management reliance, availability of suitable new stores, inherent risks in international expansion and regulatory, tax and customs effects generally on the UK's exit from the EU.      

 

Detailed explanations of these risks are set out on pages 28 to 31 of the Annual Report 2017 which is available at www.bandmretail.com

 

 

Simon Arora

Chief Executive

14 November 2017

 

 

 

 

 

Consolidated statement of Comprehensive Income

 

 

 

26 weeks ended

23 September 2017

26 weeks ended

24 September

2016

52 weeks ended

25 March

2017

 

Note

£'000

£'000

£'000

 

 

 

 

 

Revenue

2

1,346,372

1,105,856

2,430,660

 

 

 

 

 

Cost of sales

 

(890,471)

(722,494)

(1,586,324)

 

 

 

 

 

Gross profit

 

455,901

383,362

844,336

 

 

 

 

 

Administrative expenses

 

(357,693)

(299,893)

(639,833)

 

 

 

 

 

Operating profit

 

98,208

83,469

204,503

 

 

 

 

 

Share of profits of investments in associates

 

-

-

1,005

 

 

 

 

 

Profit on ordinary activities before interest and tax

 

98,208

83,469

205,508

 

 

 

 

 

Finance costs

 

(11,411)

(9,953)

(24,110)

Finance income

 

32

174

1,520

 

 

 

 

 

Profit on ordinary activities before tax

 

86,829

73,690

182,918

 

 

 

 

 

Income tax expense

 

(18,490)

(15,029)

(38,885)

 

 

 

 

 

Profit for the period

 

68,339

58,661

144,033

Attributable to non-controlling interests

 

435

817

1,107

Attributable to owners of the parent

 

67,904

57,844

142,926

 

 

 

 

 

Other comprehensive income for the period

 

 

 

 

Items that may be subsequently reclassified to profit or loss:

 

 

 

 

Exchange differences on retranslation of subsidiary and associate accounts

 

1,636

6,923

7,479

Fair value movements recorded in the hedging reserve

 

(17,004)

11,626

(1,667)

Items that will not be subsequently reclassified to profit or loss:

 

 

 

 

Actuarial gain on the defined benefit pension scheme

 

-

-

16

 

 

 

 

 

Tax effect of other comprehensive income

 

3,231

(2,325)

324

 

 

 

 

 

Total comprehensive income for the period

 

56,202

74,885

150,185

Attributable to non-controlling interests

 

759

817

2,082

Attributable to owners of the parent

 

55,443

74,068

148,103

 

 

 

 

 

Earnings per share

 

 

 

 

Basic earnings attributable to ordinary equity holders (pence)

5

6.8

5.8

14.3

Diluted earnings attributable to ordinary equity holders (pence)

5

6.8

5.8

14.3

 

All operations are classified as continuing. The accompanying accounting policies and notes form an integral part of these financial statements.

 

 

Consolidated statement of Financial Position

 

 

 

 

Note

23 September 2017

£'000

24 September 2016

£'000

25 March

2017

£'000

Assets

 

 

 

 

Non-current

 

 

 

 

Goodwill

7

929,476

841,712

841,691

Intangible assets

7

121,009

103,398

103,693

Property, plant and equipment

8

242,844

153,010

165,748

Investments accounted for using the equity method

 

4,520

3,995

5,669

Other receivables

 

3,434

2,565

2,413

Deferred tax asset

 

6,011

115

824

 

 

1,307,294

1,104,795

1,120,038

 

 

 

 

 

Cash and cash equivalents

 

65,606

14,306

155,551

Inventories

 

539,260

370,933

462,119

Trade and other receivables

 

67,137

45,315

35,398

Other current financial assets

 

1,508

13,885

410

 

 

673,511

444,439

653,478

 

 

 

 

 

Total assets

 

1,980,805

1,549,234

1,773,516

 

 

 

 

 

Equity

 

 

 

 

Share capital

9

(100,048)

(100,000)

(100,000)

Share premium

 

(2,474,131)

(2,472,482)

(2,472,482)

Merger reserve

 

1,979,131

1,979,131

1,979,131

Retained earnings

 

(232,794)

(137,693)

(204,077)

Legal reserve

 

(10,000)

(10,000)

(10,000)

Put/call option reserve

 

13,855

13,855

13,855

Hedging reserve

 

15,123

(9,301)

1,350

Foreign exchange reserve

 

(9,137)

(8,196)

(7,825)

Non-controlling interest

 

(14,332)

(12,700)

(13,573)

 

 

(832,333)

(757,386)

(813,621)

Non-current liabilities

 

 

 

 

Interest-bearing loans and borrowings

10

(559,891)

(435,834)

(543,725)

Finance lease liabilities

 

(8,293)

(6,976)

(6,469)

Other financial liabilities

 

(29,569)

(18,405)

(17,886)

Other liabilities

 

(85,794)

(70,397)

(76,961)

Deferred tax liabilities

 

(24,231)

(20,979)

(18,845)

Provisions

 

(1,571)

(876)

(922)

 

 

(709,349)

(553,467)

(664,808)

Current liabilities

 

 

 

 

Interest-bearing loans and borrowings

10

(71,432)

(25,000)

-

Overdrafts

 

(7,941)

-

-

Trade and other payables

 

(315,991)

(192,690)

(267,815)

Finance lease liabilities

 

(1,923)

(957)

(994)

Other financial liabilities

 

(20,135)

-

(2,070)

Income tax payable

 

(15,864)

(14,365)

(19,339)

Provisions

 

(5,837)

(5,369)

(4,869)

 

 

(439,123)

(238,381)

(295,087)

 

 

 

 

 

Total liabilities

 

(1,148,472)

(791,848)

(959,895)

 

 

 

 

 

Total equity and liabilities

 

(1,980,805)

(1,549,234)

(1,773,516)

 

 

 

The accompanying accounting policies and notes form an integral part of this financial information. The condensed financial statements were approved by the Board of Directors on 14 November 2017 and signed on their behalf by:

 

S. Arora, Chief Executive Officer.

 

Consolidated statement of Changes in Shareholders' Equity

 

Share capital

Share

premium

Retained

earnings

Hedging

reserve

Legal

reserve

Merger

reserve

Foreign

exch.

reserve

Put/call option

reserve

Non-

control.

interest

Total

Share-

holders'

equity

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

 

 

 

 

 

 

 

 

 

 

100,000

2,577,668

115,898

-

614

(1,979,131)

1,273

(13,855)

11,883

814,350

 

 

 

 

 

 

 

 

 

 

-

(6,776)

(2,610)

-

9,386

-

-

-

-

-

 

 

 

 

 

 

 

 

 

 

-

(98,410)

(33,590)

-

-

-

-

-

-

(132,000)

-

-

151

-

-

-

-

-

-

151

-

(98,410)

(33,439)

-

-

-

-

-

-

(131,849)

 

 

 

 

 

 

 

 

 

 

-

-

57,844

-

-

-

-

-

817

58,661

-

-

-

9,301

-

-

6,923

-

-

16,224

-

-

57,844

9,301

-

-

6,923

-

817

74,885

 

 

 

 

 

 

 

 

 

 

100,000

2,472,482

137,693

9,301

10,000

(1,979,131)

8,196

(13,855)

12,700

757,386

 

 

 

 

 

 

 

 

 

 

-

-

(19,000)

-

-

-

-

-

-

(19,000)

-

-

224

-

-

-

-

-

(392)

(168)

-

-

103

-

-

-

-

-

-

103

-

-

(18,673)

-

-

-

-

-

(392)

(19,065)

 

 

 

 

 

 

 

 

 

 

-

-

85,082

-

-

-

-

-

290

85,372

-

-

(25)

(10,651)

-

-

(371)

-

975

(10,072)

-

-

85,057

(10,651)

-

-

(371)

-

1,265

75,300

 

 

 

 

 

 

 

 

 

 

100,000

2,472,482

204,077

(1,350)

10,000

(1,979,131)

7,825

(13,855)

13,573

813,621

 

 

 

 

 

 

 

 

 

 

-

-

(39,000)

-

-

-

-

-

-

(39,000)

48

1,649

(187)

-

-

-

-

-

-

1,510

48

1,649

(39,187)

-

-

-

-

-

-

(37,490)

 

 

 

 

 

 

 

 

 

 

-

-

67,904

-

-

-

-

-

435

68,339

-

-

-

(13,773)

-

-

1,312

-

324

(12,137)

-

-

67,904

(13,773)

-

-

1,312

-

759

56,202

 

 

 

 

 

 

 

 

 

 

100,048

2,474,131

232,794

(15,123)

10,000

(1,979,131)

9,137

(13,855)

14,332

832,333

 

 


 

 

Consolidated statement of Cash Flows

 

 

 

 

26 weeks ended

23 September 2017

 

26 weeks ended

24 September

2016

 

52 weeks ended

25 March

2017

 

Note

£'000

£'000

£'000

Cash flows from operating activities

 

 

 

 

Cash generated from operations

11

44,208

77,674

210,873

Income tax paid

 

(22,174)

(12,704)

(31,759)

Net cash flows from operating activities

 

22,034

64,970

179,114

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

Purchase of property, plant and equipment

 

(24,648)

(23,007)

(49,160)

Purchase of intangible assets

 

(2,461)

(2,036)

(2,796)

Business acquisitions net of cash acquired

4

(106,436)

(2,307)

(2,374)

Proceeds from the sale of property, plant and equipment

 

129

1,514

1,542

Finance income received

 

32

112

137

Dividends received from associates

 

1,149

-

-

Net cash flows from investing activities

 

(132,235)

(25,724)

(52,651)

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

Repayment of bank loans

 

-

-

(140,000)

Receipt of High Yield Bonds

 

-

-

250,000

Net receipt of Group revolving bank loans

 

70,000

25,000

-

Net repayment of Heron revolving bank loans

 

(8,354)

-

-

Finance costs paid

 

(9,881)

(8,853)

(14,983)

Receipt from exercise of employee share options

 

1,300

-

-

Capitalised fees on refinancing

 

(1,137)

-

(5,208)

Acquisition of non-controlling interest in BestFlora

 

-

-

(175)

Dividends paid to owners of the parent

 

(39,000)

(132,000)

(151,000)

Repayment of finance lease

 

(613)

(235)

(694)

Net cash flows from financing activities

 

12,315

(116,088)

(62,060)

 

 

 

 

 

Net (decrease)/increase in cash and cash equivalents

 

(97,886)

(76,842)

64,403

Cash and cash equivalents at the beginning of the period

 

155,551

91,148

91,148

Cash and cash equivalents at the end of the period

 

57,665

14,306

155,551

 

 

 

 

 

Cash and cash equivalents comprise:

 

 

 

 

Cash at bank and in hand

 

65,606

14,306

155,551

Overdrafts

 

(7,941)

-

-

 

 

57,665

14,306

155,551

 

 

 

Notes to the financial information

 

 

1          General Information and Basis of Preparation

 

The results for the first half of the financial year have not been audited and are prepared on the basis of the accounting policies set out in the Group's last set of consolidated accounts released by the ultimate controlling party, B&M European Value Retail S.A., a company listed on the London Stock Exchange and incorporated in Luxembourg.

 

The financial information has been prepared in accordance with the Disclosure and Transparency Rules of the Financial Conduct Authority (DTR) and with International Accounting Standard (IAS) 34 - "Interim Financial Reporting" as endorsed by the European Union.

 

The Group's trade is general retail, with trading taking place in the UK and Germany.

 

The principal accounting policies have remained unchanged from the prior financial information for B&M European Value Retail S.A. for the period to 25 March 2017.

 

The financial statements for B&M European Value Retail S.A. for the period to 25 March 2017 have been reported on by the Group auditor and delivered to the Luxembourg Registrar of Companies. The audit report was unqualified.

 

The financial information is presented in pounds sterling and all values are rounded to the nearest thousand (£'000), except when otherwise indicated.

 

This consolidated financial information does not constitute statutory financial statements.

 

Basis of Consolidation

 

This Group financial information consolidates the financial information of the company and its subsidiary undertakings together with the Group's share of the net assets and results of associated undertakings for the period from 26 March 2017 to 23 September 2017. Acquisitions of subsidiaries are dealt with by the acquisition method of accounting.  The results of companies acquired are included in the consolidated statement of comprehensive income from the acquisition date.

 

Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.

 

Specifically, the Group controls an investee if and only if the Group has:

 

·     Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee)

·     Exposure, or rights, to variable returns from its involvement with the investee, and

·     The ability to use its power over the investee to affect its returns

 

When the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:

 

·     The contractual arrangement with the other vote holders of the investee

·     Rights arising from other contractual arrangements

·     The Group's voting rights and potential voting rights

 

The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the statement of comprehensive income from the date the Group gains control until the date the Group ceases to control the subsidiary, excluding the situations as outlined in the basis of preparation.

 

Going concern

 

Viability and going concern statements have been made in the Principal risks and uncertainties section of the annual report for the period to 25 March 2017.

 

With respect to this the directors have reviewed the assumptions and results of the viability testing carried out, and have judged that the events since this date do not have a significant impact on the statements previously made.

 

On this basis, the directors have determined that it is appropriate to continue to use the going concern basis for production of this financial report.

 

Critical judgments and key sources of estimation uncertainty

 

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Group based its assumptions and estimates on parameters available when the financial information was prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising beyond the control of the Group. Such changes are reflected in the assumptions when they occur.

 

Impairment of non-financial assets

Impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less costs to sell and its value in use.

 

The fair value less costs to sell calculation is based on available data from binding sales transactions, conducted at arm's length for similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a discounted cash flow model. The cash flows are derived from the budget for the next five years and do not include restructuring activities that the Group is not yet committed to or significant future investments that will enhance the performance of the CGU being tested.

 

The recoverable amount is most sensitive to the discount rate used for the discounted cash flow model as well as the expected future cash inflows and the growth rate used for extrapolation purposes. The key assumptions used to determine the recoverable amount for the different CGUs, including a sensitivity analysis, have been disclosed in the company's annual report.

 

Investments in Associates

Multi-lines International Company Ltd (Multi-lines), which is 50% owned by the Group, has been considered by management to be an associate rather than a subsidiary or a joint venture. Under IFRS 10 control is determined by:

 

·     Power over the investee.

·     Exposure, or rights, to variable returns from its involvement with the investee.

·     The ability to use its power over the investee to affect the amount of the investor's returns.

Although 50% owned, B&M Group does not have voting rights or substantive rights. Therefore the level of power over the business is considered to be more in keeping with that of an associate than a joint-venture, and hence it has been treated as such within these consolidated financial statements.

 

Put/call options on Jawoll non-controlling interest

The purchase agreement for Jawoll in April 2014 included call and put options over the shares not purchased by the Group, representing 20% of Jawoll. The options are arranged such that it is considered likely that either the call or put option will be taken at the exercise date in 2019.

 

The exercise price of the options contain a variable element and as such the risk and rewards of the options are considered to remain with the non-controlling interest. The purchase of the non-controlling interest will be recognised upon exercise of one of the options.

 

A financial liability has been recognised carried at amortised cost to represent the expected exercise price, with the corresponding debit entry to the put/call option reserve. Management have estimated the future measurement inputs in arriving at this value, using knowledge of current performance, expected growth and planned strategy. Any subsequent movements in the liability will be recognised in profit or loss.

 

Acquisition accounting for purchase of Heron

On 2 August 2017 the Group acquired Heron Food Group Limited ("Heron"), a discount convenience retailer incorporated in the UK. The transaction has been accounted for via the acquisition method of accounting and a provisional purchase price allocation on the acquired balance sheet has taken place.

 

Key judgments made include;

(i) The only intangible asset to recognise on acquisition was the Heron brand itself. The other potential intangible assets that could be identified were either immaterial or not permitted to be recognised under IFRS.

(ii) The brand asset identified is considered to have indefinite life due to several factors, key amongst which is the growth potential of the Heron business which is considered a long term phenomenon.

(iii) Freehold property was uplifted to values supported by recent third party valuations.

(iv) Favourable and unfavourable lease terms were identified based upon external valuations of properties occupied by the business.

(v) The conditions around the deferred consideration indicate that it will be payable in full.

 

Notwithstanding the above, given the short period since the acquisition, the accounting applied is at this point considered provisional and it will be finalised at the year end.

 

Standards and interpretations applied and not yet applied by the Group

 

IFRS 9 'Financial Instruments' will be applicable after 1 January 2018. This standard will simplify the classification of financial assets for measurement purposes, but it is not anticipated to have a significant impact on financial statements.

 IFRS 15 'Revenue from contracts with customers' will be applicable after 1 January 2018. This standard applies to all contracts with customers except those that are financial instruments, leases or insurance contracts and will result in increased disclosure requirements, but is not expected to have a significant impact on the financial statements.   

IFRS 16 Leases is expected to be applicable after 1 January 2019. If endorsed, this standard will significantly affect the presentation of the Group financial statements with all leases apart from short term leases being recognised as on-balance sheet finance leases with a corresponding liability being the present value of lease payments. The Group is currently considering the implications of IFRS 16 on the Group's consolidated results and financial position and it will report more fully in the year end financial statements.

The Group does not consider that any other standards, amendments or interpretations issued by the IASB, but not yet applicable, will have a significant impact on the financial statements.

 

 

2          Segmental information 

IFRS 8 ("Operating segments") requires the Group's segments to be identified on the basis of internal reports about the components of the Group that are regularly reviewed by the chief operating decision maker to assess performance and allocate resources across each reporting segment.

 

For management purposes, the Group is organised into three reportable segments, being the UK B&M segment, the UK Heron segment and the German retail segment. The UK Heron segment has been active since the acquisition of Heron Food Group in August 2017, the UK B&M segment was previously reported as the UK Retail segment.

 

Items that fall into the corporate category include those related to the Luxembourg or associate entities, Group financing, corporate transactions, any tax adjustments and items we consider to be adjusting (see note 3).

 

The chief operating decision maker has been identified as the executive directors who monitor the operating results of the retail segments for the purpose of making decisions about resource allocation and performance assessment.

 

The average euro rate for translation purposes was €1.1377 during the period, with the period end rate being €1.1332 (March 2017: €1.1915/£ and €1.1559; September 2016: €1.2262/£ and €1.1552/£ respectively)

 

 

26 week period to 23 September 2017

UK

B&M

UK

Heron

Germany Retail

Corporate

Total

 

£'000

£'000

£'000

£'000

£'000

 

 

 

 

 

 

Revenue

1,192,617

47,521

106,836

(602)

1,346,372

EBITDA

108,221

2,395

5,909

(2,390)

114,135

Depreciation and amortisation

(12,344)

(1,387)

(2,193)

(3)

(15,927)

Net finance costs

11

(122)

(176)

(11,092)

(11,379)

Income tax expense

(18,219)

(168)

(1,062)

959

(18,490)

Segment profit/(loss)

77,669

718

2,478

(12,526)

68,339

 

 

 

 

 

 

Total assets

1,635,070

200,597

132,713

12,425

1,980,805

Total liabilities

(340,996)

(55,681)

(27,266)

(724,529)

(1,148,472)

Capital expenditure (including intangible)

(22,970)

(1,716)

(2,423)

-

(27,109)

 

26 week period to 24 September 2016

UK

B&M

UK

Heron

Germany Retail

Corporate

Total

 

£'000

£'000

£'000

£'000

£'000

 

 

 

 

 

 

Revenue

1,016,998

-

88,858

-

1,105,856

EBITDA

89,755

-

7,623

(1,646)

95,732

Depreciation and amortisation

(10,587)

-

(1,674)

(2)

(12,263)

Net finance costs

99

-

(116)

(9,762)

(9,779)

Income tax expense

(15,853)

-

(1,750)

2,574

(15,029)

Segment profit/(loss)

63,414

-

4,083

(8,836)

58,661

 

 

 

 

 

 

Total assets

1,408,479

-

122,616

18,139

1,549,234

Total liabilities

(252,604)

-

(24,466)

(514,778)

(791,848)

Capital expenditure (including intangible)

(21,021)

-

(4,022)

-

(25,043)

 

 

52 week period to 25 March 2017

UK

B&M

UK

Heron

Germany Retail

Corporate

Total

 

£'000

£'000

£'000

£'000

£'000

 

 

 

 

 

 

Revenue

2,252,265

-

178,395

-

2,430,660

EBITDA

223,722

-

11,677

(3,876)

231,523

Depreciation and amortisation

(22,277)

-

(3,734)

(4)

(26,015)

Net finance costs

107

-

(280)

(22,417)

(22,590)

Income tax expense

(40,310)

-

(2,406)

3,831

(38,885)

Segment profit/(loss)

161,241

-

5,257

(22,465)

144,033

 

 

 

 

 

 

Total assets

1,640,398

-

126,040

7,078

1,773,516

Total liabilities

(325,372)

-

(27,399)

(607,124)

(959,895)

Capital expenditure (including intangible)

(44,492)

-

(7,464)

-

(51,956)

 

 

3          Reconciliation of non-IFRS measures from the statement of comprehensive income

EBITDA, adjusted EBITDA and Adjusted Profit are non-IFRS measures and therefore we provide a reconciliation to the statement of comprehensive income below.

 

At the prior half year end, the Group reported a greater number of adjusting items. However management believe that the simplified measure now presented is a clearer measure of performance. The comparative information has been restated accordingly.

 

Period to

26 weeks ended 23 September 2017

26 weeks ended

24 September 2016

52 weeks ended 25 March

2017

 

£'000

£'000

£'000

 

 

 

 

Profit on ordinary activities before interest and tax

98,208

83,469

205,508

Add back depreciation and amortisation

15,927

12,263

26,015

EBITDA

114,135

95,732

231,523

Reverse the effect of derivatives recorded in cost of sales

47

-

1,479

Reverse the effect of derivatives recorded in administrative costs

881

1,164

1,890

Remove costs associated with the acquisition of Heron

1,000

-

-

Adjusted EBITDA

116,063

96,896

234,892

Depreciation and amortisation

(15,927)

(12,263)

(26,015)

Net finance costs

(11,379)

(9,779)

(22,590)

Reverse the effect of derivatives recorded in finance costs

-

(63)

(117)

Reverse the effects of the call/put option

727

764

294

Reverse the effect of unwinding deferred consideration for Heron

173

-

-

Remove one-off costs incurred on raising debt finance

-

-

3,687

Adjusted profit before tax

89,657

75,555

190,151

Adjusted tax

(18,856)

(15,249)

(40,273)

Adjusted profit for the period

70,801

60,306

149,878

Attributable to non-controlling interests

435

817

1,095

Attributable to owners of the parent

70,366

59,489

148,783


The adjusting items are the effects of derivatives, one off refinancing fees, the costs associated with the acquisition of Heron and the effect of unwinding balances related to acquisitions, specifically the call/put option held over the non-controlling interest of our German operation and the deferred consideration liability for Heron (see note 4). Adjusted tax represents the tax charge per the statement of comprehensive income as adjusted only for the effects of the other adjusting items detailed above.

All adjusting items relate to the Corporate segment.

Adjusted EBITDA and related measures are not measures of performance or liquidity under IFRS and should not be considered in isolation or as a substitute for measures of profit, or as an indicator of the Group's operating performance or cash flows from operating activities as determined in accordance with IFRS.

4          Business combinations

On 2 August 2017 the Group acquired Heron Food Group Limited ("Heron"), a discount convenience retailer incorporated in the UK.

 

The transaction has been accounted for via the acquisition method of accounting. The Group purchased 100% of the share capital, for a fair value of £122.5m, which breaks down as follows:

 

 

£'000

Initial cash consideration

112,123

Fair value of deferred consideration

10,422

Total

122,545

 

The deferred consideration represents a cash amount of £12.8m payable in 2019 based upon certain conditions. An exercise carried out by the business has fair valued this at the acquisition date at £10.4m and this will be unwound through the P&L to the full value of £12.8m by August 2019.

 

The fair values of the identifiable assets and liabilities of Heron on the date of the acquisition were:

 

Assets

£'000

Heron brand asset

14,178

Favourable lease contracts

1,385

Other intangible assets

1,305

Property, plant and equipment

67,299

Inventories

13,835

Receivables and other assets

8,086

Cash

8,315

Total Assets

114,403

 

 

Liabilities

 

Unfavourable lease contracts

(9,984)

Creditors and accruals

(32,395)

Provisions

(4,141)

Corporation tax

(1,030)

Finance leases

(3,199)

Overdraft

(2,628)

Bank Loans

(25,582)

Total liabilities

(78,959)

 

 

Net assets acquired

35,444

Fair value of consideration

122,545

Goodwill recognised on acquisition

87,101

 

None of the receivables recognised were considered irrecoverable at the acquisition date.

 

Fees of £1.0m were incurred during the acquisition all of which have been expensed through the P&L.

 

The goodwill largely relates to the growth potential of the business, the current location of the stores and the existing workforce. None of the elements which make up goodwill can, or are not material enough to be recognised as a separate intangible asset.

 

Given the short period between the acquisition and half year date the accounting applied is currently considered to be provisional. It will be finalised at the year end.

 

The effect the acquisition has had on the P&L can be seen in the segment note (note 2). Had the company been bought at the start of the year it would have contributed an estimated extra £108.6m to revenue and £3.4m operating profit under their local accounting policies (FRS 102 compliant).

 

The balance on the consolidated statement of cash flows reconciles as follows:

 

 

£'000

Initial cash consideration

112,123

Cash acquired

(8,315)

Overdraft acquired

2,628

Net Cash for acquisitions

106,436

 

5          Earnings per share

Basic earnings per share amounts are calculated by dividing the net profit for the financial period attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding at each period end.

 

Diluted earnings per share amounts are calculated by dividing the net profit attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during each year plus the weighted average number of ordinary shares that would be issued on conversion of any dilutive potential ordinary shares into ordinary shares. 

 

Adjusted basic and diluted earnings per share are calculated on the same basis except using the adjusted profit or loss attributable to the equity holders of the parent, as defined in note 3.

 

There are share option schemes in place which have a dilutive effect on the period presented.

 

The following reflects the income and share data used in the basic and diluted earnings per share computations:
 

Period to

24 September 2017

26 September 2016

26 March

 2017

 

£'000

£'000

£'000

 

 

 

 

Profit for the period attributable to ordinary equity holders of the Group

67,904

57,844

142,926

Adjusted profit for the period attributable to ordinary equity holders of the Group

70,366

59,489

148,783

 

 

 

 

 

Thousands

Thousands

Thousands

Weighted average number of ordinary shares for basic loss per share

1,000,120

1,000,000

1,000,000

Effect of dilution:

 

 

 

Employee share options

219

-

148

Weighted average number of ordinary shares adjusted for the effect of dilution

1,000,339

1,000,000

1,000,148

 

 

 

 

 

Pence

Pence

Pence

Basic earnings per share

6.8

5.8

14.3

Diluted earnings per share

6.8

5.8

14.3

Adjusted basic earnings per share

7.0

5.9

14.9

Adjusted diluted earnings per share

7.0

5.9

14.9

 

 

6          Taxation

The taxation charge for the interim period has been calculated on the basis of the corporation tax rate for the full year of 19% (UK) and 30% (Germany) and then adjusted for allowances and non-deductibles in line with the prior year.

 

 

 

7          Intangible assets

 

 

Goodwill

Software

Brands

Other

Total

 

£'000

£'000

£'000

£'000

£'000

Cost or valuation

 

 

 

 

 

At 26 March 2016

837,450

3,123

98,396

1,363

940,332

Additions

-

836

1,200

-

2,036

Additions due to Knüller acquisition

1,284

-

-

-

1,284

Effect of retranslation

2,978

38

454

132

3,602

At 24 September 2016

841,712

3,997

100,050

1,495

947,254

Additions

-

760

-

-

760

Adjustment to Knüller acquisition

38

-

-

-

38

Disposals

-

(132)

-

-

(132)

Effect of retranslation

(59)

(5)

(3)

(1)

(68)

At 25 March 2017

841,691

4,620

100,047

1,494

947,852

Additions

-

711

1,750

-

2,461

Additions due to Heron acquisition

87,101

1,305

14,178

-

102,584

Effect of retranslation

684

7

104

30

825

At 23 September 2017

929,476

6,643

116,079

1,524

1,053,722

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated amortisation / impairment

 

 

 

 

At 26 March 2016

-

963

-

745

1,708

Charge for the period

-

225

-

109

334

Effect of retranslation

-

23

-

79

102

At 24 September 2016

-

1,211

-

933

2,144

Charge for the period

-

349

-

111

460

Disposals

-

(132)

-

-

(132)

Effect of retranslation

-

(3)

-

(1)

(4)

At 25 March 2017

-

1,425

-

1,043

2,468

Charge for the period

-

627

3

113

743

Effect of retranslation

-

5

-

21

26

At 23 September 2016

-

2,057

3

1,177

3,237

 

 

 

 

 

 

Net book value at 23 September 2017

929,476

4,586

116,076

347

1,050,485

Net book value at 25 March 2017

841,691

3,195

100,047

451

945,384

Net book value at 24 September 2016

841,712

2,786

100,050

562

945,110

 

An impairment review was carried out over the Goodwill and Brand assets at 25 March 2017. Details of these reviews are included in the Group statutory accounts. A full review will also take place at the next year end date of 31 March 2018.

 

Due to the nature of the business acquired in the prior year (Knüller), management considered it appropriate not to recognise any intangible assets other than goodwill. See note 4 for the details of the business acquired in the current period (Heron).

 

 

 

8          Property, plant and equipment

 

 

 

Land and buildings

Motor Vehicles

Plant,

fixtures and equipment

Total

 

£'000

£'000

£'000

£'000

Cost or valuation

 

 

 

 

At 26 March 2016

34,750

3,525

142,982

181,257

Additions

1,968

432

20,607

23,007

Additions due to Knüller acquisition

-

-

41

41

Remeasurement of finance leases

2,468

-

-

2,468

Disposals

(839)

(484)

(70)

(1,393)

Effect of retranslation

1,948

39

935

2,922

At 24 September 2016

40,295

3,512

164,495

208,302

Additions

6,003

249

19,901

26,153

Adjustment to Knüller acquisition

-

-

1

1

Remeasurement of finance leases

71

-

-

71

Disposals

(8)

(274)

(477)

(759)

Effect of retranslation

(111)

(2)

(10)

(123)

At 25 March 2017

46,250

3,485

183,910

233,645

Additions

6,878

407

17,363

24,648

Additions due to Heron acquisition

31,388

5,787

30,124

67,299

Transfer to investments

(63)

-

(22)

(85)

Disposals

(1)

(821)

(134)

(956)

Effect of retranslation

471

8

297

776

23 September 2017

84,923

8,866

231,538

325,327

 

 

 

 

 

Accumulated depreciation

 

 

 

 

At 26 March 2016

8,523

1,550

33,134

43,207

Charge for the period

1,891

359

9,679

11,929

Disposals

(18)

(268)

(49)

(335)

Effect of retranslation

247

9

235

491

At 24 September 2016

10,643

1,650

42,999

55,292

Charge for the period

2,050

335

10,907

13,292

Disposals

(8)

(189)

(482)

(679)

Effect of retranslation

-

-

(8)

(8)

At 25 March 2017

12,685

1,796

53,416

67,897

Charge for the period

2,178

481

12,525

15,184

Transfer to investments

(1)

-

-

(1)

Disposals

-

(722)

(32)

(754)

Effect of retranslation

77

3

77

157

At 23 September 2017

14,939

1,558

65,986

82,483

 

 

 

 

 

Net book value at 23 September 2017

69,984

7,308

165,552

242,844

Net book value at 25 March 2017

33,565

1,689

130,494

165,748

Net book value at 24 September 2016

29,652

1,862

121,496

153,010

 

 

9          Share capital
 

 

23 September

2017

24 September

2016

25 March

2017

Allotted, called up and fully paid

£'000

£'000

£'000

B&M European Value Retail S.A.

 

 

 

1,000,000,000 ordinary shares of 10p each

100,048

100,000

100,000


Ordinary Shares

Each ordinary share ranks pari passu with each other ordinary share and each share carries one vote. The Group parent is authorised to release up to a maximum of 2,972,222,222 ordinary shares.

 

During the half year under review 479,782 shares have been acquired under share options exercised by staff. A further 92,489 options have vested and are currently available for exercise whilst 829,006 options, which are subject to various conditions, are held but have not yet vested.

 

10         Financial liabilities - borrowings

 

 

23 September 2017

24 September 2016

25 March

2017

 

£'000

£'000

£'000

Current

 

 

 

Revolving facility bank loan (old facility)

-

25,000

-

Revolving facility bank loan (new facility)

70,000

-

-

Heron loan facilities - Melton

807

-

-

Heron loan facilities - Offset

625

-

-

 

71,432

25,000

-

 

 

 

 

Non-current

 

 

 

Term facility bank loans (old facilities)

-

435,834

-

Term facility bank loans (new facilities)

296,866

-

296,910

High yield bond notes

247,228

-

246,815

Heron loan facilities - Melton

5,647

-

-

Heron loan facilities - Offset

4,250

-

-

Heron loan facilities - Term

5,900

-

-

 

559,891

435,834

543,725

 

All borrowings are held in Sterling.

 

The term facility bank loans and high yield bonds are held at amortised cost and were initially capitalised in February 2017 with £3.2m and £3.3m (respectively) of fees attributed to them.

 

The term facility bank loans in place at the prior half year end were held at amortised cost and were initially capitalised in June 2014 with £7.3m of fees attributed to them. These facilities were refinanced in February 2017 at which point the remaining unamortised fees of £3.7m were expensed to the income statement.

 

The Heron loan facilities were brought into the Group as part of the acquired balance sheet on 2 August 2017. All are held with Handelsbanken and are carried at their gross cash amount. Further details are in the maturity table below.

 

The maturities of the above loan facilities are as follows:

 

 

Interest

Rate

Maturity

23 September

2017

24 September

2016

25 March

2017

 

%

 

£'000

£'000

£'000

 

 

 

 

 

 

Revolving Facility loan (old facility)

2.75% + LIBOR

Oct-2016

-

25,000

-

Revolving Facility loan (new facility)

2.00% + LIBOR

Oct-2017

70,000

-

-

UK Holdco term loan A (old facility)

2.75% + LIBOR

Jun-2019

-

300,000

-

UK Holdco term loan B (old facility)

3.25% + LIBOR

Jun-2020

-

140,000

-

UK Holdco term loan A (new facility)

2.00% + LIBOR

Jul-2021

300,000

-

-

UK Holdco term loan A (new facility)

2.25% + LIBOR

Jul-2021

-

-

300,000

High yield bond notes

4.125%

Feb-2022

250,000

-

250,000

Heron loan facilities - Melton

2.25% + LIBOR

Jul-2025

6,453

-

-

Heron loan facilities - Offset

2.45% + LIBOR

Sep-2022

4,875

-

-

Heron loan facilities - Term

2.50% + LIBOR

Dec-2021

5,900

-

-

 

 

 

637,228

465,000

550,000

 

 

 

11         Reconciliation of profit before tax to cash generated from operations

 

 

26 weeks ended

23 September 2017

26 weeks ended 24 September 2016

52 weeks ended 25 March

2017

 

£'000

£'000

£'000

 

 

 

 

Profit before tax

86,829

73,690

182,918

Adjustments for:

 

 

 

Interest expense

11,379

9,779

22,590

Depreciation

15,184

11,929

25,221

Amortisation of intangible assets

743

334

794

(Profit) / loss on remeasurement of finance leases

-

(308)

(317)

(Profit) / loss on disposal of property, plant and equipment

156

(456)

(405)

Charge on share options

210

151

254

Change in inventories

(207,885)

(9,735)

(99,662)

Change in trade and other receivables

14,360

(16,143)

(6,666)

Change in trade and other payables

122,225

6,539

84,575

Change in provisions

86

(587)

(1,042)

Share of profit from associates

-

-

(1,005)

Non-cash foreign exchange effect from retranslation of subsidiary cashflows

(6)

396

249

Loss resulting from fair value of financial derivatives

927

2,085

3,369

Cash generated from operations

44,208

77,674

210,873

 

 

12         Financial instruments

The fair value of the financial assets and liabilities of the group are not materially different from their carrying value. Refer to the table below.

As at

23 September

2017

24 September

2016

25 March

2017

Financial assets:

£'000

£'000

£'000

Fair value through profit and loss

 

 

 

Fuel price swap

43

180

232

Forward foreign exchange contracts

-

890

61

Fair value through other comprehensive income

 

 

 

Forward foreign exchange contracts

1,465

12,815

117

Loans and receivables

 

 

 

Cash and cash equivalents

65,606

14,306

155,551

Trade receivables

26,348

19,925

11,215

Other receivables

1,150

271

91

 

 

 

 

Financial liabilities:

 

 

 

Fair value through profit and loss

 

 

 

Forward foreign exchange contracts

-

-

287

Put/call options over the non-controlling interest of Jawoll

18,974

18,405

17,886

Deferred consideration relating to Heron purchase

10,595

-

-

Fair value through other comprehensive income

 

 

 

Forward foreign exchange contracts

20,135

-

1,783

Amortised cost

 

 

 

Interest-bearing loans and borrowings

631,323

460,834

543,725

Overdrafts

7,941

 

 

Trade payables

243,936

138,420

206,373

Other payables

9,720

1,901

8,950

 

 

Financial Instruments at fair value through profit and loss

The put/call options over the non-controlling interest in Jawoll arose as part of the acquisition of the entity in April 2014. The valuation here reflects the final estimated valuation unwound to the period end date, and exchanged at the period end foreign exchange rate, as the options are priced in Euros. The options mature in 2019 and the carrying value has been discounted to present value.

The other financial assets and liabilities through profit or loss reflect the fair value of those foreign exchange forward contracts, interest rate swaps and fuel swaps that are intended to reduce the level of risk for expected sales and purchases.

Fair value hierarchy

The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

·     Level 1 : quoted (unadjusted) prices in active markets for identical assets or liabilities

·     Level 2 : Other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly

·     Level 3 : Techniques which use inputs that have a significant effect on the recorded fair value that are not based on observable market data

As at the reporting dates, the Group held the following financial instruments carried at fair value on the balance sheet:

 

Total

Level 1

Level 2

Level 3

 

£'000

£'000

£'000

£'000

 

 

 

 

 

23 September 2017

 

 

 

 

Foreign exchange contracts

(18,670)

-

(18,670)

-

Fuel swap contract

43

-

43

-

Put/call options on Jawoll non-controlling interest

(18,974)

-

-

(18,974)

Deferred consideration relating to Heron purchase

(10,595)

-

-

(10,595)

 

 

 

 

 

24 September 2016

 

 

 

 

Foreign exchange contracts

13,705

-

13,705

-

Fuel swap contract

180

-

180

-

Put/call options on Jawoll non-controlling interest

(18,405)

-

-

(18,405)

 

 

 

 

 

25 March 2017

 

 

 

 

Foreign exchange contracts

(1,892)

-

(1,892)

-

Fuel swap contract

232

-

232

-

Put/call options on Jawoll non-controlling interest

(17,886)

-

-

(17,886)

The put/call option (relating to Jawoll) and the deferred consideration (relating to Heron) are valued with reference to the respective Sale and Purchase Agreements underpinning the acquisitions, and the key variable in determining the fair values is the forecast EBITDA of those entities as prepared by management. The calculation is subsequently discounted to present value.

The other instruments have been valued by the issuing bank, using a mark to market method. The bank has used various inputs to compute the valuations and these include inter alia the relevant maturity date and strike rates, the current exchange rate, fuel prices and LIBOR levels.

The Group's financial instruments are either carried at fair value or have a carrying value which is considered a reasonable approximation of fair value.

 

 

13         Related party transactions

As a result of the Heron acquisition the business has entered into a lease with a new related party landlord, David Heuck, a director of Heron. The business occupies one property owned by this landlord and pays rent at a level that Group management considers to be reasonable. There have been no other changes in the related-party transactions described in the last annual report of B&M European Value Retail S.A. that have had a material effect on the financial position or performance of the Group in the six months ended 23 September 2017.

The Group has entered into material related party transactions over the current 26-week period with the following party, Multi-lines International Company Ltd (Multi-lines), a supplier, which is an associate of the Group.

 

26 weeks ended

23 September 2017

£'000

26 weeks ended

24 September 2016

£'000

52 weeks ended

25 March

2017

£'000

 

 

 

 

Purchases from associates

 

 

 

Multi-lines

46,486

38,649

121,351

 

The following table sets out the total amount of net trading balances with Multi-lines outstanding at the period end.

 

 

23 September 2017

£'000

24 September 2016

£'000

25 March

2017

£'000

Trade receivables/(payables) from associates

 

 

 

Multi-lines 

10,206

5,846

(2,756)

 

Outstanding trade balances at the balance sheet date are unsecured and interest free and settlement occurs in cash. There have been no guarantees provided or received for any related party trade receivables or payables.

 

14         Commitments

At the half year date a significant capital commitment exists in terms of an ongoing land purchase transaction, where contracts have been exchanged. The transaction is due to complete in December 2017.

 

15         Post balance sheet events

An interim dividend of 2.4pence per share (£24.0m) has been proposed.

 

There have been no other material events between the balance sheet date and the date of issue of these accounts.
 

16         Directors

The directors that served throughout the period were:

 

Name                          

Sir T Leahy (Chairman)  

S Arora (CEO)             

P McDonald (CFO)      

T Hübner                     

R McMillan                  

K Guion                      

H Brouwer                   

D Novak         

 

 

Responsibility statement of the Directors in respect of the half-yearly financial report

We confirm that to the best of our knowledge:

 

the condensed set of financial statements has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU;

 

the interim management report includes a fair review of the information required by:

 

(a) DTR 4.2.7R of the Disclosure Guidance and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and

 

(b) DTR 4.2.8R of the Disclosure Guidance and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so. 

 

By order of the Board

 

 

 

Simon Arora                                        Paul McDonald          

Chief Executive                                     Chief Financial Officer

14 November 2017                                               

 

 

 

 

Report of the Réviseur d'Entreprises agréé
on the review of condensed consolidated interim financial information

 

 

 

Introduction

We have reviewed the accompanying condensed consolidated statement of financial position of B&M European Value Retail S.A. as at 23 September 2017, the related condensed consolidated statements of comprehensive income, changes in equity and cash flows for the 26 week period then ended, and notes to the interim financial information ("the condensed consolidated interim financial information"). The Board of Directors is responsible for the preparation and presentation of these condensed consolidated interim financial information in accordance with IAS 34 "Interim Financial Reporting" as adopted by the European Union. Our responsibility is to express a conclusion on these condensed consolidated interim financial information based on our review.

Scope of Review

We conducted our review in accordance with the International Standard on Review Engagements 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" as adopted, for Luxembourg, by the Institut des Réviseurs d'Entreprises. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed consolidated interim financial information as at 23 September 2017 is not prepared, in all material respects, in accordance with IAS 34 "Interim Financial Reporting" as adopted by the European Union.

 

Luxembourg, November 14, 2017                              KPMG Luxembourg Société coopérative
                                                                                   Cabinet de révision agréé

 

                                                                                   Thierry Ravasio

 

 

 

 


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