TIDMHEAD
RNS Number : 8771X
Headlam Group PLC
03 September 2020
3 September 2020
Headlam Group plc
('Headlam' or the 'Company')
Interim Results
Headlam Group plc (LSE: HEAD), Europe's leading floorcoverings
distributor, today announces its interim results for the six months
ended 30 June 2020 (the ' Period ' ) and an update on current
trading.
Period Overview
Financials
-- Total revenue 30.6% below the comparative period in 2019 at
GBP242.1 million (H1 2019: GBP348.7 million) having been
significantly impacted by the COVID-19 pandemic and associated
governmental guidance and restrictions:
o 34.4% and 9.6% below in the UK and Continental Europe
respectively
-- Gross margin resilient and maintained at 32.5% (H1 2019:
32.5%) due to continued pricing discipline
-- Underlying distribution costs and administrative expenses
reduced by 16.7% (GBP15.9 million), supported by swift actions to
temporarily close operations and manage variable costs materially
lower, and net of grants claimed under governmental job retention
schemes
-- Underlying operating loss of GBP0.5 million (H1 2019: GBP18.1
million profit), underlying loss before tax of GBP1.2 million (H1
2019: GBP17.0 million profit), and statutory loss before tax of
GBP23.9 million (H1 2019: GBP16.0 million profit)
-- Revised covenant tests agreed on existing banking facilities for 30 June 2020
-- Net debt of GBP22.4 million as at 30 June 2020 (as at 30 June
2019: GBP32.4 million net funds), with available banking facilities
of GBP110.7 million and headroom of GBP88.3 million:
o A verage net debt of GBP16.6 million (H1 2019: GBP1.6
million)
Operational
-- Trading resilient and broadly in-line with that of the prior
year until 24 March 2020, when the vast majority of the UK
operations closed following government guidance
-- Swift action to temporarily close operations and limit
headcount, followed by a demand-led and phased approach to the
reopening of operations
-- Strong revenue recovery in June 2020 following the reopening
of all principal distribution centres by late May 2020 and
reopening of retail businesses in mid-June 2020
-- COVID-19 Secure fully implemented throughout the network in
June 2020 to ensure a safe working environment
-- Largely normalised operations by Period-end, with a
resumption of nation-wide next-day delivery operations and elevated
levels of product purchasing from previously limited levels to
satisfy demand
-- Acceleration of some projects forming part of the ongoing
Operational Improvement Programme, reflecting continued focus on
revenue and margin enhancement
-- Mitigating actions put in place to manage the downside should
there be a resurgence of COVID-19
Post Period-End
-- New state-of-the-art Ipswich distribution centre completed on
budget, and successfully operational in July 2020
-- Network simplification, meaningful cost efficiencies, and
improvements to customer service anticipated through proposed
consolidation of further businesses into the Ipswich centre during
2021
-- Continued acceleration of Operational Improvement Plan
projects, including planning for the further roll-out of the
transport integration project expected to create significant cost
savings once fully implemented
-- Reduced net debt position of GBP7.3 million as at 31 July
2020, extended revised banking facilities covenant tests agreed in
August 2020 for 31 December 2020, and no recourse to additional or
other financial support
-- Continuing focus on cash management, with cash collections exceeding expectations
-- Pleasing post Period-end trading performance given the
economic backdrop, with July 2020 revenue above that of July 2019,
and August 2020 which is more weighted to commercial sector
activity being only marginally below the prior year
Steve Wilson, Chief Executive, said:
" Our overall performance in the first half of the year was
significantly impacted by the COVID-19 pandemic. However, through
the implementation of swift actions, and the subsequent demand-led
and phased approach to the reopening of closed operations, we were
able to prioritise the safety of people and protect the resilience
of our Balance Sheet. We have returned to profitability in the
second-half with a pleasing performance to-date given the economic
backdrop, and the mitigating actions we have in place should there
be a substantial resurgence of COVID-19 combined with the ongoing
Operational Improvement Programme will enhance our sustainability
and future performance."
Enquiries:
Headlam Group plc Tel: 01675 433 000
Steve Wilson, Chief Executive Email: headlamgroup@headlam.com
Chris Payne, Chief Financial
Officer
Catherine Miles, Director of
Communications
Investec Bank plc (Corporate Tel: 020 7597 5970
Broker)
David Flin / Alex Wright
Panmure Gordon (UK) Limited Tel: 020 7886 2500
(Corporate Broker)
Erik Anderson / Dominic Morley
/ Ailsa Macmaster
Alma PR (Financial PR) Tel: 020 3405 0205
Rebecca Sanders-Hewett / Susie headlam@almapr.co.uk
Hudson / Harriet Jackson
Notes for Editors:
Operating for 28 years, Headlam is Europe's leading
floorcoverings distributor.
Headlam provides the distribution channel between suppliers and
trade customers of floorcoverings. Working in partnership with
suppliers across the globe manufacturing a diverse range of
floorcovering products and ancillary accessories, Headlam provides
an unparalleled route to market for their products across the UK
and certain Continental European territories.
The utilisation of an outsourced distribution channel enables
manufacturers to focus on their core activities, incur reduced
costs associated with distribution, and benefit from localised
sales, marketing and distribution expertise that provides a more
effective and greater route to market for their products.
To maximize customer and market penetration, and reflecting the
regionalised nature of the marketplace, Headlam comprises 67
individual businesses in the UK and Continental Europe (France, the
Netherlands and Switzerland) each operating under their own unique
trade brand and utilising individual sales teams.
Headlam's extensive customer base, operating within both the
residential and commercial sectors and comprising principally
independent retailers and flooring contractors, receives the
broadest product offering supported by next day delivery as well as
additional marketing and other support.
Headlam's offering is enabled through its unrivalled operating
expertise, long-established supplier and customer relationships,
and comprehensive distribution network. Following years of
considerable investment, Headlam's distribution network currently
comprises four national distribution hubs, 19 regional distribution
centres and a supporting network of smaller warehouse premises,
trade counters, showrooms and specification centres.
In 2019, Headlam worked with 190 suppliers from 19 countries and
fulfilled 5.3 million customer orders.
www.headlam.com
Chief Executive's Statement and Financial Review
Financial Performance for the Period
The Company's performance was significantly impacted in the
Period by the COVID-19 pandemic and associated governmental
guidance and restrictions. Total revenue for the Period was 30.6%
below the comparative period in 2019 at GBP242.1 million (H1 2019:
GBP348.7 million), being 34.4% and 9.6% below in the UK and
Continental Europe respectively.
Whilst the Company's UK and French businesses were significantly
affected, the overall Continental European performance reflects
that the Company ' s smaller operations, in Switzerland and the
Netherlands, continued to trade comparatively well following the
emergence of COVID-19 due to less restrictive governmental
measures. In the Period, the UK accounted for 79.8% of total
revenue, compared with 84.5% for the comparative period in
2019.
Gross margin was resilient during the Period and maintained at
32.5% (H1 2019: 32.5%) due to continued pricing discipline, with
the residential sector accounting for a slightly larger proportion
of total revenue compared with the comparative period (H1 2020:
residential 65.8%, commercial 34.2%) (H1 2019: residential 63.9%,
commercial 36.1%).
Underlying distribution costs and administrative expenses
totalled GBP79.2 million in the Period, a reduction of GBP15.9
million from the comparative period (H1 2019: GBP95.1 million).
This reduction was supported by the Company's swift action to
temporarily close operations and manage variable costs to
materially lower levels, and is net of grants totalling GBP9.6
million claimed under governmental job retention schemes. The
reduction could have been greater but for the Company paying and
continuing to pay, its furloughed UK workforce an enhanced form of
the Government's Job Retention Scheme to better support them
through this difficult period. A total of 93% of the Company's UK
workforce were initially furloughed following the March 2020
closures, and in June 2020 an average of 35% were subject to the
Scheme.
Additional costs were incurred in the Period compared with the
prior year in support of the enlargement and roll-out of the
Operational Improvement Programme detailed below. The Company also
provided for bad and doubtful debts at a higher rate as a result of
the perceived higher economic risk in the current environment, with
a resulting charge of 2.5% of total revenue in the Period (H1 2019:
0.2%). Cash collections, though, exceeded expectations throughout
the Period, and have continued to do so to-date in the second half
of the year.
The Company recorded a small underlying operating loss of GBP0.5
million in the Period (H1 2019: GBP18.1 million profit), an
underlying loss before tax of GBP1.2 million (H1 2019: GBP17.0
million profit), and a statutory loss before tax of GBP23.9 million
(H1 2019: GBP16.0 million profit). The non-underlying items giving
rise to this statutory loss are detailed below.
COVID-19 Response and Mitigating Actions
The below provides a timeline of the events and responses taken
during the Period:
-- Trading had been resilient and broadly in-line with that of
the prior year until 24 March 2020, when the vast majority of the
Company ' s UK operations were closed following the UK Government
guidance issued.
-- The Company took swift action to temporarily close operations
and limit headcount, and manage variable costs to materially lower
levels.
-- Following the closures, the Company took a demand-led and
phased approach to the reopening of its UK operations, adhering to
all Government guidelines and prioritising the safety of its
people, customers and necessary visitors to site.
-- Overheads were reduced and managed to materially lower
levels. Strict centralised controls were put in place to ensure
operating costs were aligned with the developing revenue profile;
product purchasing was limited to specific projects or orders; and
non-essential operational and capital spend was deferred.
-- During April and May 2020, non-essential UK retail businesses
remained closed and only limited delivery services for essential
products and a collection service for pre-ordered products were in
operation, leading to significantly weakened revenue profiles in
those two months.
-- The UK revenue profile recovered strongly during June 2020
following the reopening of all the Company ' s principal
distribution centres by late May 2020 and the reopening of retail
businesses in mid-June 2020.
-- COVID-19 Secure was fully implemented throughout the UK
network in June 2020 to ensure a safe working environment. By the
Period-end the Company was operating at largely normalised
operations with a resumption of nation-wide next-day delivery
operations and elevated levels of product buying to satisfy
customer demand.
-- Some of the projects forming part of the ongoing Operational
Improvement Programme aimed at revenue and margin enhancement were
accelerated during the Period reflecting the Company's continued
focus on the longer-term.
The table below breaks down the revenue performance during the
Period showing the initial impact of COVID-19 and subsequent
revenue recovery.
Q1 2020 April 2020 May 2020 June 2020 H1 2020
Total
H1 2020
revenue
shortfall
as a % of
that reported
in H1 2019 UK 5.7% 95.7% 72.2% 14.0% 34.4%
------------- -------- ----------- --------- ---------- --------
Continental
Europe 3.2% 33.4% 21.6% +7.4% 9.6%
------------------------------ -------- ----------- --------- ---------- --------
To help manage the downside should there be a substantial
resurgence of COVID-19, the Company has in place various mitigating
actions, including:
-- COVID-19 Secure implemented across the network to enable continuing operations;
-- Improved contingency plans to support more immediate action,
prompt restarting of operations in the event of any closures, and
greater response to customer demand;
-- Ability to immediately recommence the customer collection
service for pre-ordered products that was initiated in April 2020
alongside the limited delivery services at that time;
-- New infrastructure built to support increased working-from-home;
-- Enhanced e-commerce capabilities and increased digitalisation of processes;
-- A continuing more centralised approach to managing and
limiting overheads and operating costs; and
-- Ongoing Operational Improvement Programme to support improved
performance and the anticipated changes to customer ordering and
interaction preferences as a result of COVID-19.
Operational Improvement Programme
During the Period, and against the backdrop of COVID-19, the
Company has continued with the planning and accelerated
implementation of some of the projects forming part of its
Operational Improvement Programme. The Programme has been designed
to make the business more customer focused and operationally
efficient, and reflects the Company's continued focus on the
longer-term. A number of the projects under the Programme will also
support anticipated ongoing changes to customer ordering and
interaction preferences as a result of the impact of COVID-19.
The current primary projects are (1) the ongoing transport
integration initiative focused around more effective delivery fleet
utilisation; (2) an enhanced trade counter proposition; (3)
increased e-commerce capabilities; and (4) network optimisation. As
part of the latter, a consolidation of businesses into the newly
opened regional distribution centre in Ipswich is now proposed to
be undertaken in the first half of 2021 with an associated
reduction in sites and overheads, as detailed below.
As previously announced, the project relating to transport
integration has been accelerated and expanded to a much larger area
during the Period. The project centres around delivery routes no
longer being duplicated by different businesses and enables the
Company to enhance its customer service proposition, improve
operating and financial performance, and reduce its environmental
impact through less vehicles needed to service areas. The Company
is continuing with the planning for the further roll-out of this
project, and once fully rolled-out the project is expected to
create significant cost savings through an anticipated reduction in
vehicle numbers and associated costs.
Enhancing e-commerce capabilities has been a focus during the
Period. A key activity has been the recently relaunched B2B
websites with improved functionality, making it easier for
customers to place and track orders, and additionally showcase
product and advise on availability with their customers. Increased
digitalization of processes across the business were introduced
during the Period, including paperless invoicing.
Following the Ipswich centre becoming operational in July 2020,
it is now proposed that this state-of-the-art 190,000 square feet
facility will be used to consolidate additional businesses and
parts of the Company's network during the first half of 2021. This
will enable a further simplification of the network, create
meaningful overhead and operating cost efficiencies, and improve
service to customers throughout the South East of England.
In recent years, the Company has been examining opportunities
and undertaking actions to optimise and simplify its network in
order to improve efficiency and customer service. Largely as a
result of the acquisition strategy pursued to help create its
market leading position, the Company operates what is now
considered to be a disproportionately large number of sites. Many
of these sites are towards the smaller end of the spectrum, and in
some geographic regions there is duplication of operations. This
has created an overhead and operating cost profile in excess of
that which would be incurred with a more simplified network, and a
customer service proposition that could be improved by adopting a
more streamlined operating structure. In addition, because of the
longevity of its operations and as the Company has grown, a number
of sites have become sub-optimal in terms of location, capacity and
configuration.
One such site was the Company's regional distribution centre in
Hadleigh, Suffolk. This site was unmodernised, and in recent years
had presented considerable constraints to the businesses located
there. The need to rehome the Faithfulls and Garrods businesses
from this site into a new centre gave the Company the opportunity
to examine the consolidation of other locations and businesses into
one larger site. The Ipswich facility was designed and built to
support this consolidation opportunity, and following the
successful rehoming of the Faithfulls and Garrods businesses in
July 2020, it is now proposed that four further businesses in the
wider area will be consolidated into the centre during the first
half of 2021: Culpeck and Clifford Carpets, currently located at
the regional distribution centre in Rochester; and GAAS and Beds
Flooring, currently operating from the regional distribution centre
located in Bedford.
The phased consolidation will allow the closure and sale of two
freehold sites (Hadleigh and Bedford). Additionally, Chelmsford 's
transport operations will be consolidated into Ipswich and an
existing site in Enfield, which will allow for the potential
termination of the Chelmsford lease in the second half of 2021. The
Dartford site is surplus to requirements as its transport
operations have already been folded into Enfield earlier this year.
The Dartford lease terminat es in November 2020. To support the
reconfigured network, the Rochester site will become a radial
transport hub and cross-docking facility. Trade counters and sales
representatives will be retained in Bedford, Chelmsford and
Rochester, with the counters formatted in the improved
configuration under the Company's enhanced trade counter project to
improve customer service by providing a greater range of product
and a more efficient collection and service process, including
through increased self-pick SKUs.
Following the consolidation and build-up of operations, the
Ipswich site is expected to be profit enhancing in 2022 while also
providing capacity for future growth. The Ipswich site will improve
service to customers throughout the South East, through increased
warehousing and order processing capacity, with greater depth and
breadth of product, and integrated delivery operations, whereby
customers are not disrupted by potentially receiving multiple
deliveries per day from the Company's different businesses.
Consultation has now commenced with the groups affected by the
proposed restructuring activities detailed above. The total number
of proposed redundancies under the Ipswich consolidation, recent
transport integration expansion and the restructuring at Domus
previously announced and detailed below is 176, with a proposed
overall 92 net reduction in headcount following recruitment and the
filling of vacancies predominately at Ipswich and Enfield to
support the reconfigured network.
Cash and Cash Management
There was an absorption of cash during the Period through an
increase in working capital, although the unwinding of the trade
creditor position was partly offset by the limited purchasing
during the Period and utilisation of, and reduction in, the
existing inventory position as detailed below. Cash and cash
equivalents as at 30 June 2020 were GBP30.7 million (as at 30 June
2019: GBP60.7 million).
In-line with the focus on cash management and working capital,
the Company limited product purchasing to specific projects or
orders from mid / late March 2020, and prioritised utilising its
existing inventory to satisfy demand. This led to a reduction in
the Company's inventory position from GBP132.5 million as at 31
December 2019 to GBP119.7 million as at 30 June 2020, with the
associated benefits of a reduction in duplications and slow-moving
stock across the network, and improved capacity for fast-moving
products.
All non-essential operational and capital spend was deferred
following the emergence of COVID-19, and capital expenditure of
GBP10.1 million in the Period was largely related to the new
Ipswich centre (GBP8.9 million). The centre became operational in
July 2020, having been delayed from its planned Easter 2020 opening
due to the impact of COVID-19, and was completed on budget at a
total cost of approximately GBP26.0 million, including land
acquisition and internal fit-out costs. As at 30 June 2020, the
Company had outstanding commitments relating to property, plant and
equipment of only GBP1.6 million.
Banking Facilities and Liquidity
The Company announced in May 2020 that it had agreed revised
covenant tests with its banks, Barclays Bank PLC and HSBC Bank Plc,
for 30 June 2020 on the existing facilities which run to 30 April
2023. In August 2020, the Company agreed further revised covenant
tests for 31 December 2020, being firstly, positive annual
underlying EBITDA; and secondly, maximum net debt of GBP45.0
million as at 31 December 2020.
As at 30 June 2020, net debt was GBP22.4 million (as at 30 June
2019: GBP32.4 million net funds), with banking facilities available
to the Company of GBP110.7 million and headroom of GBP88.3 million.
The net debt position on these facilities had reduced to GBP7.3
million by the end of July 2020. Average net debt in the Period,
excluding IFRS 16 'Leases', was GBP16.6 million (H1 2019: GBP1.6
million).
Dividends
As previously announced, given the uncertain trading environment
and the potential adverse impact on future performance, and the
need to prioritise cash management, the Board is not declaring an
interim dividend in respect of the Period. The Board remains
committed to providing dividend income to its shareholders, and
resuming its progressive dividend policy, once there is a
stabilised environment and a period of more normalised trading.
All non-essential operational and capital spend will continue to
be limited, and operating costs more centrally controlled, in order
to preserve Balance Sheet strength and expedite the resumption of
dividends.
No large capital expenditure was planned or underway prior to
the impact of COVID-19 with the exception of the Ipswich centre.
The remaining costs to be incurred in the second half of 2020 are
minimal, and the Company does not currently anticipate replicating
an Ipswich build project.
Non-underlying Items and Domus Impairment of Goodwill
In-line with its Pre-close Trading Update announcement on 27
July 2020, the Company has reported a statutory loss before tax of
GBP23.9 million for the Period (H1 2019: GBP16.0 million profit).
This statutory loss reflects a significant level of non-underlying
items during the Period with the vast quantum having arisen as a
direct consequence of the impact of COVID-19.
Non-underlying items totalled GBP22.7 million in the Period (H1
2019: GBP1.0 million), with the most significant item being a
GBP21.3 million non-cash impairment of goodwill following the
assessment of the carrying value of intangible assets, and adverse
impact of COVID-19 on the anticipated performance of certain
business units. The balance of GBP1.4 million relates to
amortisation of acquired intangibles and acquisitions related fees,
which is aligned with the GBP1.0 million for these items in the
first half of 2019.
GBP20.9 million of the goodwill impairment is in relation to
Domus, and represents a full write-down of the remaining residual
goodwill following its acquisition in 2017. Domus's reliance on
larger scale projects with long-lead times in the London area
causes its financial performance to be highly sensitive to
prolonged recessionary market backdrops which result in delays and
cancellations to projects, and means the recovery cycle can take
longer. As a consequence of the impact of COVID-19, the Board have
taken a prudent approach and written-down all of the remaining
residual goodwill. As previously announced, a restructuring has
commenced at Domus which is anticipated to result in a cost base
more aligned to its revenue profile.
Current Trading
Trading post the Period-end has been pleasing given the economic
backdrop. July 2020 revenue was above that of July 2019 having been
driven by a strong residential sector performance, and August 2020,
which is traditionally more weighted to commercial sector activity
primarily related to refurbishment in the educational sector, being
only marginally below the prior year. Additionally, as referenced
above, cash collections are continuing to exceed expectations.
Given the Company's limited visibility on order book, it is
difficult to predict the revenue profile and financial performance
for the second half of the year. Historically, the Company's
trading activity is second-half weighted with the most important
trading period being the fourth quarter when redecoration in
residential accommodation occurs in the run-up to the Christmas
period. Notwithstanding that overall demand is typically influenced
by the general economic environment, should there be a substantial
resurgence of COVID-19 that further disrupts the economy this would
have a negative impact on revenue and thereby profit. However, as
detailed within this announcement, the Company has already
undertaken mitigating actions and has others in place to help limit
the downside should this happen, including the lowering of the cost
base through the Operational Improvement Programme.
A Note of Thanks and Stakeholder Engagement
The Company is highly appreciative of the support and
understanding its stakeholders have shown throughout the impact of
COVID-19 which has enabled it to take the most considered approach
to reopening its operations and focus first and foremost on the
safety and wellbeing of its people.
The Board would like to recognise the resilience its people have
shown in what has been a truly difficult period for everyone. As
detailed in the 2019 Annual Report and Accounts, the Company has in
place employee wellbeing support mechanisms. Following the impact
of COVID-19, the Company has increased its communications to
provide as much clarity and supportive information as possible to
its people, and to emphasise the importance of wellbeing and that
help and support is available when needed.
Supporting its suppliers has always been of paramount importance
to the Company, so when it was necessary to limit buying during the
Period, the Company was incredibly appreciative of the
accommodation its suppliers showed, and is delighted to have now
returned to more normalised purchasing.
The Company wishes to express its utmost thanks to customers for
their understanding during the Period, which was affected by
lengthened delivery times and some limited product availability due
to the mitigating actions taken. In-line with its strategy, the
Company had formed a Customer Engagement / Experience team just
prior to the emergence of COVID-19 to help improve customer
service, and this team was invaluable in responding to customer
queries and providing updates as operations reopened. The Company
remains committed to supporting its customers and their businesses
by continuing to develop and provide a leading service
proposition.
Going Concern
The Company's banking facilities, covenant tests, and GBP88.3
million of available headroom under these facilities as at 30 June
2020 are detailed above.
As part of the Directors' considerations of the appropriateness
of adopting the going concern basis in preparing this interim
report and financial statements, a range of trading scenarios have
been reviewed. The assumptions modelled in the scenarios are based
on the estimated potential impact of COVID-19 and associated
trading restrictions, along with the Company's mitigations and
responses over a period of 18 months from 30 June 2020.
The scenarios are based on differing revenue impacts from
COVID-19, and different paces of
anticipated recovery for the financial years 2020 and 2021. All
incorporate actual financials for the first half of 2020 and grants
from the UK Government's Job Retention Scheme until 31 July 2020,
with no additional government or other financial support other than
the VAT deferral grant which is modelled to be repaid in early
2021.
A severe plausible downside scenario, modelled on a persistent
downturn across all the Company's geographies, in particular the
UK, which significantly impacts revenue throughout the 18-month
period to 31 December 2021, including a resurgence of COVID-19
cases in the UK leading to regionalised restrictions on trading in
the fourth quarter of 2020, has been used for the assessment of
going concern.
The key assumptions used in this scenario include:
-- 45% revenue reduction from pre-COVID-19 internal revenue
expectations in the UK for both October 2020 and November 2020 and
25% in December 2020 to simulate a second spike regional trading
restriction;
-- 11% revenue reduction from pre-COVID-19 internal revenue
expectations for full year 2021 across the UK to reflect generally
lower trading levels;
-- Charge to the income statement as a provision for bad and
doubtful debt of 1.0% and 0.2% of revenue in 2020 and 2021
respectively; and
-- Mitigating actions, which are within the management's
control, including a reduction in the cost base to better align it
with market demand and revenue performance. These actions would be
in addition to those detailed within this announcement.
In this severe plausible downside scenario, the Company could
continue to manage the business and cash flows for a period of at
least 12 months from the date of this announcement, within its
existing banking facilities, within its revised agreed banking
covenants for 31 December 2020, and within its normal banking
covenants for 30 June 2021.
The basis of this scenario is that the UK Government is focused
on actions to avert another national lock-down, instead currently
implementing localised lock-downs. Additionally, the Company has
implemented COVID-19 Secure across its network to enable continued
safe working, and has improved contingency plans in place to
support more immediate action and greater response to customer
demand should there be a substantial resurgence of COVID-19 and
associated lock-down measures.
The Directors' have also considered a less likely, more severe
scenario where the Company experiences a reduction in UK turnover
of more than 11% in 2021, in addition to a resurgence of the virus
in Autumn 2020, incorporating cost mitigations that are within
management' s control. This scenario indicates that although the
Company is able to continue to operate within its existing
facilities, a covenant variation would be needed, consistent with
the revised covenants provided by the Company's lenders in respect
of 30 June and 31 December 2020. The Directors' have every
expectation that in these circumstances such a variation would be
provided.
Based on the cash flows arising from the severe plausible
downside scenario, the Board has a reasonable expectation that the
Company has adequate resources to continue in operation during the
next 12 months, and that it is appropriate for the going concern
basis to be adopted in preparing this interim report and financial
statements.
Principal Risk and Uncertainties
Risk Governance
The Period has been an exceptional one for risk management. In
addition to the risk management framework detailed in the Annual
Report and Accounts 2019, bi-weekly 'COVID-19 Response' meetings
were introduced following the national UK lock-down to consider all
areas of action being undertaken in response to COVID-19.
The Board has additionally been meeting at least fortnightly
since the end of March 2020 to evaluate the performance of and
risks to the business arising from COVID-19 and the wider operating
environment during the Period.
Risk Assessment
COVID-19 has significantly impacted the Company's operations,
marketplace and people during the period, and has resulted in one
additional Principal Risk and updates to the Board's assessment of
certain of the existing Principal Risks detailed within the 2019
Annual Report and Accounts.
The new Principal Risk, and those Principal Risks where the
assessment has been updated owing to being materially impacted by
COVID-19, are as follows:
New Principal Risk
Area of Potential Impact Mitigating Actions Risk Change
Risk from 2019
Change The impact of COVID-19 Bi-weekly 'COVID-19 Response' New
/ Decision required the Company meetings were introduced
Making to make a number of following the national
material decisions in UK lock-down to consider
a limited timeframe. all areas of actions
Additionally, certain being undertaken in response
projects forming part to COVID-19.
of the Operational Improvement Board meetings were instigated
Programme have been at least fortnightly
accelerated to support for the Board to conduct
the Company in operating a robust assessment of
more effectively in actions undertaken.
the current environment Increased project management
and enhance future sustainability. and Board oversight of
the accelerated projects
under the Operational
Improvement Plan have
been put in place.
------------------------------------ -------------------------------- ------------
Updated existing Principal Risks
Area of Additional potential Additional mitigating Risk Change
Risk impact due to COVID-19 actions from 2019
Market Market demand is typically The Company closely monitors Increase
Demand influenced by economic market activity on a
conditions and consumer daily basis at both an
and business confidence. individual business and
As COVID-19 is forecast Company level. This visibility
to cause a pronounced allows the Company to
and sustained global take prompt action in
recession, this is likely response, including in
to have a material impact the areas of sales activity,
on market demand for inventory position, and
an unknown duration. cash management.
It is also anticipated One of the Company's
that there will be likely strategic objectives
ongoing changes to customer is to broaden its presence
ordering and interaction in the industry through
preferences as a result growing in underweight
of COVID-19 which the product categories, customer
Company will need to groups and market segments
respond to. which will allow it to
capture an increased
proportion of overall
market demand.
The Company has accelerated
certain projects under
its Operational Improvement
Programme which has been
designed to make the
business more customer
focused and operationally
efficient to both increase
revenue and enhance margin.
Additionally, some of
these projects support
the likely ongoing changes
to customer ordering
and interaction preferences
as a result of COVID-19.
----------------------------- -------------------------------- ------------
IT Resilience COVID-19 highlighted Some critical aspects Increase
and Cyber some resourcing capacity of the Company's ongoing
Security restraints, and lack IT investment plan have
of flexibility of the been accelerated, including
existing IT infrastructure a replacement phone system
in areas such as telephone which supports video
systems and remote working conferencing.
capabilities. New infrastructure was
Additionally, there built to support additional
was an increase in reported working-from-home, and
cyber-attacks during working-from-home kits
the initial lock-down supplied to colleagues.
period. A Managed Detection and
Response ('MDR') solution
was launched in early
2020 and has provided
active protection against
cyber-attacks.
----------------------------- -------------------------------- ------------
Health COVID-19 has introduced COVID-19 Secure has been Increase
and Safety a considerable new risk implemented throughout
to keeping people healthy the Company's network,
and safe in the workplace. with strict social distancing
rules, use of PPE, and
hand hygiene measures
being applied.
The risks and control
measures associated with
COVID-19 / COVID-19 Secure
have been incorporated
into the Company's Health
and Safety Policies and
Procedures. All employees
have completed a COVID-19
Secure induction.
Colleagues are working
from home where they
are able to do so.
----------------------------- -------------------------------- ------------
A new emerging risk was added to the Risk Register in the Period
as a direct result of the impact of COVID-19 - Supply Chain -
although this is currently judged as low risk after mitigation. The
Company has long-standing partnerships with a diverse supplier base
across the globe, and low supplier concentration. Additionally, the
Company typically holds a significant inventory position at any one
time which would allow it to fulfill customer demand for a
relatively long duration if there were supply chain issues and
delays due to new lock-down measures. These characteristics will
also assist in mitigating any potential disruption and help
preserve customer service in relation to Brexit, with the Company
having an assembled dedicated steering committee.
It is too premature to be able to ascertain the longer-term
impact of COVID-19 or a similar pandemic on the Company, including
in the key risk area of Market Demand which significantly impacts
overall sustainability. However, the Board has been pleased with
the outcomes of the mitigating actions taken since the impact of
COVID-19, the recovered revenue profile, and currently consider
that the Company's Business Model and Strategy as detailed in the
2019 Annual Report and Accounts remain valid.
Condensed Consolidated Interim Income Statement
Six
Six months Year
months ended ended
ended 30 31
Underlying Non-underlying 30 June Underlying Non-underlying June Underlying Non-underlying December
Note 2020 2020 2020 2019 2019 2019 2019 2019 2019
GBPM GBPM GBPM GBPM GBPM GBPM GBPM GBPM GBPM
Unaudited Unaudited Audited
--------------- ---- ----------------------------------- ----------------------------------- ------------------------------------
Revenue 2 242.1 - 242.1 348.6 - 348.7 719.2 - 719.2
Cost of sales (163.4) - (163.4) (235.4) - (235.5) (489.8) - (489.8)
--------------- ---- ---------- -------------- ------- ---------- -------------- ------- ---------- -------------- --------
Gross profit 78.7 - 78.7 113.2 - 113.2 229.4 - 229.4
Distribution
costs (56.3) - (56.3) (68.4) - (68.4) (135.7) - (135.7)
Administrative
expenses 3 (22.9) (22.7) (45.6) (26.7) (1.0) (27,7) (51.5) (3.9) (55.4)
--------------- ---- ---------- -------------- ------- ---------- -------------- ------- ---------- -------------- --------
Operating
(loss)/profit 2 (0.5) (22.7) (23.2) 18.1 (1.0) 17.1 42.2 (3.9) 38.3
Finance income 4 0.6 - 0.6 0.4 - 0.4 0.8 - 0.8
Finance
expenses 4 (1.3) - (1.3) (1.5) - (1.5) (3.5) (0.4) (3.9)
--------------- ---- ---------- -------------- ------- ---------- -------------- ------- ---------- -------------- --------
Net finance
costs (0.7) - (0.7) (1.1) - (1.1) (2.7) (0.4) (3.1)
--------------- ---- ---------- -------------- ------- ---------- -------------- ------- ---------- -------------- --------
(Loss)/profit
before tax (1.2) (22.7) (23.9) 17.0 (1.0) 16.0 39.5 (4.3) 35.2
Taxation 5 (0.6) (0.1) (0.7) (3.0) 0.1 (2.9) (6.9) 0.3 (6.6)
--------------- ---- ---------- -------------- ------- ---------- -------------- ------- ---------- -------------- --------
(Loss)/profit
for the period
attributable
to the equity
shareholders 2 (1.8) (22.8) (24.6) 14.0 (0.9) 13.1 32.6 (4.0) 28.6
--------------- ---- ---------- -------------- ------- ---------- -------------- ------- ---------- -------------- --------
Earnings per
share
Basic 6 (2.2p) (29.3p) 16.7p 15.7p 38.8p 34.0p
--------------- ---- ---------- -------------- ------- ---------- -------------- ------- ---------- -------------- --------
Diluted 6 (2.2p) (29.3p) 16.6p 15.6p 38.6p 33.8p
--------------- ---- ---------- -------------- ------- ---------- -------------- ------- ---------- -------------- --------
Ordinary
dividend per
share
Interim
dividend
proposed for
the financial
period 7 - 7.55p 7.55p
--------------- ---- ---------- -------------- ------- ---------- -------------- ------- ---------- -------------- --------
Final dividend
proposed for
the financial
period 7 - - 17.45p
--------------- ---- ---------- -------------- ------- ---------- -------------- ------- ---------- -------------- --------
All group operations during the financial periods were
continuing operations.
Condensed Consolidated Interim Statement of Comprehensive
Income
Six months Six months
ended ended Year ended
30 June 30 June 31 December
2020 2019 2019
GBPM GBPM GBPM
Unaudited Unaudited Audited
Profit for the period attributable to
the equity
shareholders (24.6) 13.1 28.6
Other comprehensive income:
Items that will never be reclassified
to profit or loss
Re-measurement of defined benefit plans (1.8) (1.0) 0.9
Related tax 0.4 0.2 (0.2)
(1.4) (0.8) 0.7
Items that are or may be reclassified
to profit or loss
Foreign exchange translation differences
arising on
translation of overseas operations 2.4 0.4 (0.5)
2.4 0.4 (0.5)
-------------------------------------------- ----------- ----------- --------------
Other comprehensive income/(expense)
for the period 1.0 (0.4) 0.2
Total comprehensive income attributable
to the equity shareholders for the period (23.6) 12.7 28.8
-------------------------------------------- ----------- ----------- --------------
Condensed Consolidated Interim Statement of Financial
Position
At At At
30 June 30 June 31 December
2020 2019 2019
GBPM GBPM GBPM
Note Unaudited Unaudited Audited
Assets
Non-current assets
Property, plant and equipment 120.5 107.4 114.5
Right-of-use assets 41.0 46.1 43.9
Intangible assets 8 27.5 50.2 48.5
Deferred tax assets 1.4 0.6 0.7
-------------------------------- ----- ---------- ---------- -------------
190.4 204.3 207.6
-------------------------------- ----- ---------- ---------- -------------
Current assets
Inventories 119.7 142.5 132.5
Trade and other receivables 89.1 125.9 123.7
Cash and cash equivalents 30.7 60.7 33.4
239.5 329.1 289.6
-------------------------------- ----- ---------- ---------- -------------
Total assets 429.9 533.4 497.2
-------------------------------- ----- ---------- ---------- -------------
Liabilities
Current liabilities
Bank overdrafts (0.5) (1.4) -
Other interest-bearing loans
and borrowings (0.2) (0.2) (0.2)
Lease liabilities (13.0) (14.0) (13.9)
Trade and other payables (102.5) (192.1) (181.9)
Dividends payable - (14.6) -
Income tax payable - (4.5) (5.0)
(116.2) (226.8) (201.0)
-------------------------------- ----- ---------- ---------- -------------
Non-current liabilities
Other interest-bearing loans
and borrowings (52.4) (26.7) (6.2)
Lease liabilities (29.1) (32.7) (30.7)
Trade and other payables - (2.6) -
Provisions (2.3) (2.2) (2.3)
Deferred tax liabilities (8.3) (8.0) (7.6)
Employee benefits (6.0) (6.9) (4.3)
(98.1) (79.1) (51.1)
-------------------------------- ----- ---------- ---------- -------------
Total liabilities (214.3) (305.9) (252.1)
-------------------------------- ----- ---------- ---------- -------------
Net assets 215.6 227.5 245.1
-------------------------------- ----- ---------- ---------- -------------
Equity attributable to equity
holders of the parent
Share capital 4.3 4.3 4.3
Share premium 53.5 53.5 53.5
Other reserves 3.7 0.9 1.3
Retained earnings 154.1 168.8 186.0
Total equity 215.6 227.5 245.1
-------------------------------- ----- ---------- ---------- -------------
Condensed Consolidated Interim Statement of Changes in
Equity
Unaudited
Capital
Share Share redemption Special Translation Treasury Retained Total
capital premium reserve reserve reserve reserve earnings equity
GBPM GBPM GBPM GBPM GBPM GBPM GBPM GBPM
Balance at
1 January
2020 4.3 53.5 0.0 0.5 6.8 (6.0) 186.0 245.1
Profit for the
period
attributable
to the
equity
shareholders - - - - - - (24.6) (24.6)
Other
comprehensive
income - - - - 2.4 - (1.4) 1.0
--------------- ---------- ---------- ------------ ---------- -------------- ----------- ----------- ---------
Total
comprehensive
income for
the period - - - - 2.4 - (26.0) (23.6)
--------------- ---------- ---------- ------------ ---------- -------------- ----------- ----------- ---------
Transactions
with equity
shareholders,
recorded
directly in
equity
Share based
payments - - - - - - 0.1 0.1
Deferred tax
on share
options - - - - - - 0.3 0.3
Dividends to
equity
holders - - - - - - (6.3) (6.3)
--------------- ---------- ---------- ------------ ---------- -------------- ----------- ----------- ---------
Total
contributions
by and
distributions
to equity
shareholders - - - - - - (5.9) (5.9)
--------------- ---------- ---------- ------------ ---------- -------------- ----------- ----------- ---------
Balance at
30 June 2020 4.3 53.5 0.0 0.5 9.2 (6.0) 154.1 215.6
--------------- ---------- ---------- ------------ ---------- -------------- ----------- ----------- ---------
Condensed Consolidated Interim Statement of Changes in Equity
continued
Unaudited
Capital
Share Share redemption Translation Treasury Retained Total
capital premium reserve reserve reserve earnings equity
GBPM GBPM GBPM GBPM GBPM GBPM GBPM
Balance at
1 January 2019 4.3 53.5 0.0 7.4 (7.3) 177.2 235.1
Change in accounting
policy - - - - - (0.2) (0.2)
-------------------------- ---------- ---------- ------------ -------------- ----------- ----------- ---------
Restated total equity
at 1 January 2019 4.3 53.5 0.0 7.4 (7.3) 177.0 234.9
-------------------------- ---------- ---------- ------------ -------------- ----------- ----------- ---------
Profit for the period
attributable to the
equity shareholders - - - - - 13.1 13.1
Other comprehensive
income - - - 0.5 - (0.8) (0.3)
-------------------------- ---------- ---------- ------------ -------------- ----------- ----------- ---------
Total comprehensive
income for the period - - - 0.5 - 12.3 12.8
-------------------------- ---------- ---------- ------------ -------------- ----------- ----------- ---------
Transactions with equity
shareholders, recorded
directly in equity
Share-based payments - - - - - 0.8 0.8
Share options exercised
by employees - - - - 0.3 (0.3) -
Deferred tax on share
options - - - - - (0.1) (0.1)
Dividends to equity
holders - - - - - (20.9) (20.9)
-------------------------- ---------- ---------- ------------ -------------- ----------- ----------- ---------
Total contributions
by and distributions
to equity shareholders - - - - 0.3 (20.5) (20.2)
-------------------------- ---------- ---------- ------------ -------------- ----------- ----------- ---------
Balance at
30 June 2019 4.3 53.5 0.0 7.9 (7.0) 168.8 227.5
-------------------------- ---------- ---------- ------------ -------------- ----------- ----------- ---------
Condensed Consolidated Interim Statement of Changes in Equity
continued
Audited
Capital
Share Share redemption Special Translation Treasury Retained Total
capital premium reserve Reserve reserve reserve earnings equity
GBPM GBPM GBPM GBPM GBPM GBPM GBPM GBPM
Balance at
1 January
2019 4.3 53.5 0.0 - 7.4 (7.3) 177.2 235.1
Change in
accounting
policy - - - - - - (0.2) (0.2)
--------------- ---------- ---------- ------------ ---------- -------------- ----------- ----------- ---------
Restated total
equity
at 1 January
2019 4.3 53.5 0.0 - 7.4 (7.3) 177.0 234.9
--------------- ---------- ---------- ------------ ---------- -------------- ----------- ----------- ---------
Profit for the
period
attributable
to the
equity
shareholders - - - - - - 28.6 28.6
Other
comprehensive
income - - - - (0.6) - 0.8 0.2
--------------- ---------- ---------- ------------ ---------- -------------- ----------- ----------- ---------
Total
comprehensive
income for
the period - - - - (0.6) - 29.4 28.8
--------------- ---------- ---------- ------------ ---------- -------------- ----------- ----------- ---------
Transactions
with equity
shareholders,
recorded
directly in
equity
Share-based
payments - - - - - - 0.8 0.8
Share options
exercised
by employees - - - - - 1.3 (0.5) 0.8
Ordinary
shares issued - - - 0.5 - - - 0.5
Deferred tax
on share
options - - - - - - 0.2 0.2
Dividends to
equity
holders - - - - - - (20.9) (20.9)
Total
contributions
by and
distributions
to equity
shareholders - - - 0.5 - 1.3 (20.4) (18.6)
--------------- ---------- ---------- ------------ ---------- -------------- ----------- ----------- ---------
Balance at
31 December
2019 4.3 53.5 0.0 0.5 6.8 (6.0) 186.0 245.1
--------------- ---------- ---------- ------------ ---------- -------------- ----------- ----------- ---------
Condensed Consolidated Interim Cash Flow Statements
Six months Six months
ended ended Year ended
30 June 30 June 31 December
2020 2019 2019
GBPM GBPM GBPM
Unaudited Unaudited Audited
Cash flows from operating activities
(Loss)/profit before tax for the period (23.9) 16.0 35.2
Adjustments for:
Depreciation of property, plant and
equipment, amortisation and impairment 24.7 3.4 8.9
Depreciation of right of use assets 8.0 7.6 15.3
Finance income (0.6) (0.4) (0.8)
Finance expense 1.3 1.5 3.9
Profit on sale of property, plant
and equipment - - (0.1)
Share-based payments 0.1 0.8 0.8
Operating cash flows before changes
in working capital and other payables 9.6 28.9 63.2
Change in inventories 14.5 (9.7) (0.6)
Change in trade and other receivables 36.2 (6.9) (4.7)
Change in trade and other payables (76.7) 11.8 (1.9)
----------------------------------------------- ----------- ----------- --------------
Cash generated from the operations
* (16.4) 24.1 56.0
Interest paid (1.3) (1.5) (3.4)
Tax paid (6.3) (5.3) (8.3)
Net cash flow from operating activities (24.0) 17.3 44.3
----------------------------------------------- ----------- ----------- --------------
Cash flows from investing activities
Proceeds from sale of property, plant
and equipment - 0.1 0.1
Interest received 0.6 0.4 0.9
Acquisition of subsidiaries, net of
cash acquired (1.0) - (4.5)
Repayment of acquired borrowings on (0.2) - -
acquisition
Acquisition of property, plant and
equipment (10.1) (7.8) (15.8)
----------------------------------------------- ----------- ----------- --------------
Net cash flow from investing activities (10.7) (7.3) (19.3)
----------------------------------------------- ----------- ----------- --------------
Cash flows from financing activities
Proceeds from the issue of treasury
shares - - 0.8
Drawdown of borrowings 50.9 45.0 45.0
Repayment of borrowings (5.1) (25.1) (45.2)
Principal elements of lease payments (8.5) (8.0) (14.9)
Dividends paid (6.3) (6.3) (20.9)
----------------------------------------------- ----------- ----------- --------------
Net cash flow from financing activities 31.0 5.6 (35.2)
----------------------------------------------- ----------- ----------- --------------
Net increase in cash and cash equivalents (3.7) 15.6 (10.2)
Cash and cash equivalents at 1 January 33.4 43.8 43.8
Effect of exchange rate fluctuations
on cash held 0.5 (0.1) (0.2)
----------------------------------------------- ----------- ----------- --------------
Cash and cash equivalents at end of
period 30.2 59.3 33.4
----------------------------------------------- ----------- ----------- --------------
*Cash generated from the operations for the six months ended 30
June 2020, includes an amount of GBP8.9 million cash received under
governmental job retention schemes in the UK and France. These are
discussed in more detail under Government Grants below.
Notes to the Condensed Consolidated Interim Financial
Statements
Unaudited
1 BASIS OF REPORTING
Reporting entity
Headlam Group plc, the 'company', is a company incorporated in
the UK. The Condensed Consolidated Interim Financial Statements
consolidate those of the company and its subsidiaries which
together are referred to as the 'Group' as at and for the six
months ended 30 June 2020.
The Consolidated Financial Statements of the Group as at and for
the year ended 31 December 2019 are available upon request from the
company's registered office or the website.
The comparative figures for the financial year ended 31 December
2019 are not the Group's statutory accounts for that financial
year. Those accounts have been reported on by the Group's auditor
and delivered to the registrar of companies. The report of the
auditor was (i) unqualified, (ii) did not include a reference to
any matters to which the auditors drew attention by way of emphasis
without qualifying their report, and (iii) did not contain a
statement under section 498(2) or (3) of the Companies Act
2006.
These Condensed Consolidated Interim Financial Statements have
not been audited or reviewed by the auditor pursuant to the
Auditing Practices Board's Guidance on Financial Information.
Statement of compliance
These Condensed Consolidated Interim Financial Statements have
been prepared and approved by the directors in accordance with the
Disclosure Guidance and Transparency Rules of the Financial Conduct
Authority and International Accounting Standard IAS 34 Interim
Financial Reporting as adopted by the EU. They do not include all
of the information required for full annual financial statements
and should be read in conjunction with the Consolidated Financial
Statements of the Group as at and for the year ended 31 December
2019.
These Condensed Consolidated Interim Financial Statements were
approved by the Board of Directors on 3 September 2020.
Significant accounting policies
As required by the Disclosure Guidance and Transparency Rules of
the Financial Conduct Authority, the condensed set of financial
statements has been prepared applying the accounting policies and
presentation that were applied in the preparation of the Group's
published Consolidated Financial Statements for the year ended 31
December 2019. In addition to these, the Group has also applied a
newly adopted accounting policy following the receipt of government
grants during the six month period ended 30 June 2020 in the form
of furlough income.
Government Grants
The Group recognises government grants in accordance with IAS
20. These grants are received by the Group in the UK in the form of
furlough payments made by the Government under the Coronavirus Job
Retention Scheme ('JRS'). The grants received by the Group are
recognised in the income statement on a systematic basis over the
periods in which the entity recognises as expenses the related
costs for which the grants are intended to compensate. The grants
are applied against the cost incurred and are therefore shown net
within the income statement. Furlough income included under this
JRS and included within the income statement at 30 June 2020
amounted to GBP9.1 million. An additional amount of GBP0.5 million
was received by the Group's French subsidiary under a similar
scheme by the French government.
When a grant constitutes a compensation for expenses already
incurred or for the purpose of giving immediate financial support
to the entity with no future related costs, it is recognised in the
income statement in the period in which it becomes receivable,
therefore an income accrual of GBP0.7 million was provided at 30
June 2020 and applied against the cost incurred for employees
furloughed up to 30 June 2020.
Impacts of standards and interpretations in issue but not yet
effective
There are no other new standards, amendments to existing
standards, or interpretations that are not yet effective that would
be expected to have a material impact on the Group.
Going concern
The Group's performance, position and business activities,
together with the factors likely to affect its future development,
are described in the Chief Executive's Statement and Financial
Review.
The Directors have reviewed current performance and forecasts,
combined with borrowing facilities and expenditure commitments, and
a range of trading scenarios as detailed in the Chief Executive's
Statement and Financial Review. After making enquiries, the
Directors have a reasonable expectation that the Group has adequate
financial resources to continue in operation, including contractual
and commercial commitments, for the next 12 months. For these
reasons, the going concern basis has been adopted in preparing the
financial statements.
Bank facilities at 30 June 2020
Committed credit Uncommitted credit
facilities facilities Total facilities
GBP million GBP million GBP million
Drawn funds 52.6 0.5 53.1
Undrawn funds 24.4 33.2 57.6
----------------- ------------------- -------------------
77.0 33.7 110.7
================= =================== ===================
Judgements and estimates
The preparation of interim financial statements requires
management to make judgements, estimates and assumptions that
affect the application of accounting policies and the reported
amounts of assets and liabilities, income and expense. Actual
results may differ from these estimates.
In preparing these Condensed Consolidated Interim Financial
Statements, the significant judgements made by management in
applying the Group's accounting policies and key sources of
estimation uncertainty were the same as those that applied to the
Consolidated Financial Statements as at and for the year ended 31
December 2019.
Risks and uncertainties
The risk factors which could cause the Group's results to differ
materially from expected results, and the result of the Board's
review of those risks, are set out in the Annual Report and
Accounts for the year ended 31 December 2019 . In addition, during
the Period and following the impact of COVID, one additional
Principal Risk and updates to the Board's assessment of certain of
the existing Principal Risks detailed within the Annual Report and
Accounts 2019 has been made. These are discussed fully within
Principal Risks and Uncertainties in the Chief Executive's
Statement and Financial Review above.
2 SEGMENT REPORTING
At 30 June 2020, the Group had 63 operating segments in the UK
and four operating segments in Continental Europe. Each segment
represents an individual trading operation and each operation is
wholly aligned to the sales, marketing, supply and distribution of
floorcovering products. The operating results of each operation are
regularly reviewed by the Chief Operating Decision Maker, which is
deemed to be the Chief Executive. Discrete financial information is
available for each segment and used by the Chief Executive to
assess performance and decide on resource allocation.
The operating segments have been aggregated to the extent that
they have similar economic characteristics, with relevance to
products and services, type and class of customer, methods of sale
and distribution and the regulatory environment in which they
operate. The Group's internal management structure and financial
reporting systems differentiate the operating segments on the basis
of the differing economic characteristics in the UK and Continental
Europe and accordingly present these as two separate reportable
segments. This distinction is embedded in the construction of
operating reports reviewed by the Chief Executive, the Board and
the senior executive management team and forms the basis for the
presentation of operating segment information given below.
UK Continental Europe Total
31 31 December 31
30 June 30 June December 30 June 30 June 2019 30 June 30 June December
2020 2019 2019 2020 2019 GBPM 2020 2019 2019
GBPM GBPM GBPM GBPM GBPM GBPM GBPM GBPM
Revenue
External
revenues 193.1 294.5 610.2 49.0 54.2 109.0 242.1 348.7 719.2
------------- ---------- ---------- ---------- --------- --------- ------------ ---------- ---------- ----------
Reportable
segment
operating
profit (0.6) 19.3 41.3 0.8 1.0 3.5 0.2 20.3 44.8
------------- ---------- ---------- ---------- --------- --------- ------------ ---------- ---------- ----------
Reportable
segment
assets 211.3 355.1 329.0 60.1 62.3 47.2 271.4 417.4 376.2
Reportable
segment
liabilities (123.9) (217.0) (205.5) (30.4) (34.3) (29.1) (154.3) (251.3) (234.6)
------------- ---------- ---------- ---------- --------- --------- ------------ ---------- ---------- ----------
During the periods shown above there have been no inter-segment
revenues for the reportable segments (2019: GBPnil).
Reconciliations of reportable segment profit, assets and
liabilities and other material items:
31 December
30 June 30 June 2019
2020 2019 GBPM
GBPM GBPM
Profit for the period
Total profit for reportable
segments 0.2 20.3 44.8
Non-underlying items (22.7) (1.0) (3.9)
Unallocated expense (0.7) (2.2) (2.6)
-------------------------------- ---------- ---------- ------------
Operating (loss)/profit (23.2) 17.1 38.3
Finance income 0.6 0.4 0.8
Finance expense (1.3) (1.5) (3.9)
-------------------------------- ---------- ---------- ------------
(Loss)/profit before
taxation (23.9) 16.0 35.2
Taxation (0.7) (2.9) (6.6)
-------------------------------- ---------- ---------- ------------
(Loss)/profit for the
period (24.6) 13.1 28.6
-------------------------------- ---------- ---------- ------------
31 December
30 June 30 June 2019
2020 2019 GBPM
GBPM GBPM
Assets
Total assets for reportable segments 271.4 417.4 376.2
Unallocated assets:
Properties, plant and equipment 105.9 89.3 102.1
Right of use assets 0.6 0.7 0.7
Deferred tax assets 1.4 0.6 0.7
Income tax receivable 0.3 - -
Cash and cash equivalents 50.2 25.4 17.5
Total assets 429.8 533.4 497.2
--------------------------------------------- ---------- ---------- ------------
Liabilities
Total liabilities for reportable segments (154.3) (251.3) (234.6)
Unallocated liabilities:
Lease liabilities (0.7) (0.6) (0.6)
Employee benefits (6.0) (6.9) (4.3)
Other interest-bearing loans
and borrowings (45.0) (20.0) -
Income tax payable - (4.5) (5.0)
Proposed dividend - (14.6) -
Deferred tax liabilities (8.3) (8.0) (7.6)
Total liabilities (214.3) (305.9) (252.1)
============================================= ========== ========== ============
Reportable
Continental segment Consolidated
UK Europe total Unallocated total
GBPM GBPM GBPM GBPM GBPM
Other material items 30
June 2020
Capital expenditure 1.0 0.3 1.3 6.5 7.8
Depreciation 1.1 0.6 1.7 0.9 2.6
Depreciation of right
of use assets 7.0 1.0 8.0 - 8.0
Non-underlying items 22.5 0.1 22.6 - 22.6
Other material items 30
June 2019
Capital expenditure 0.7 0.3 1.0 6.7 7.8
Depreciation 1.0 0.6 1.5 1.2 2.7
Depreciation of right
of use assets 6.6 1.0 7.6 0.1 7.6
Non-underlying items 1.0 - 1.0 - 1.0
Other material items 31
December 2019
Capital expenditure 2.0 0.8 2.8 15.5 18.3
Depreciation 2.2 0.7 2.9 2.5 5.4
Depreciation of right
of use assets 13.2 2.0 15.2 0.1 15.3
Non-underlying items 1.7 0.1 1.8 2.1 3.9
------------------------- ----- -------------- ----------- -------------- ---------------
In the UK the Group's freehold properties are held within
Headlam Group plc and a rent is charged to the operating segments
for the period of use. Therefore, the operating reports reviewed by
the Chief Executive show all the UK properties as unallocated and
the operating segments report a segment result that includes a
property rent. This is reflected in the above disclosure.
Each segment is a continuing operation.
The Chief Executive, the Board and the executive team have
access to information that provides details on revenue by principal
product group for the two reportable segments, as set out in the
following table:
UK Continental Europe Total
31 31 December 31
30 June 30 June December 30 June 30 June 2019 30 June 30 June December
2020 2019 2019 2020 2019 GBPM 2020 2019 2019
GBPM GBPM GBPM GBPM GBPM GBPM GBPM GBPM
Revenue
Residential 130.4 192.1 397.0 28.9 30.8 61.0 159.3 222.9 458.0
Commercial 62.7 102.4 213.2 20.1 23.4 48.0 82.8 125.8 261.2
------------- --------- --------- --------- --------- --------- ------------ --------- ---------- ---------
193.1 294.5 610.2 49.0 54.2 109.0 242.1 348.7 719.2
------------- --------- --------- --------- --------- --------- ------------ --------- ---------- ---------
3 NON-UNDERLYING ITEMS
Non-underlying items of GBP22.7 million relate to the
following:
Six months Six months
ended ended Year ended
30 June 30 June 31 December
2020 2019 2019
GBPM GBPM GBPM
Impairment of goodwill 21.3 - 2.1
Amortisation of acquired intangibles 0.8 0.7 1.4
Acquisitions related fees 0.6 0.3 0.7
Movements in deferred and contingent
consideration - - (0.3)
Finance costs on deferred and contingent
consideration - - 0.4
22.7 1.0 4.3
------------------------------------------ ----------- ----------- --------------
The related tax on these costs is GBP0.1 million.
4 FINANCE INCOME AND EXPENSE
Six months Six months
ended ended Year ended
30 June 30 June 31 December
2020 2019 2019
GBPM GBPM GBPM
Interest income:
Bank interest 0.1 0.3 0.8
Other 0.5 0.1 -
Finance income 0.6 0.4 0.8
--------------------------------------------- ----------- ----------- --------------
Interest expense:
Bank loans, overdrafts and other financial
expenses (0.5) (0.7) (1.4)
Interest on lease liability (0.8) (0.8) (1.7)
Net interest on defined benefit plan
obligation - - (0.1)
Finance costs on deferred and contingent
consideration - - (0.4)
Other - - (0.3)
Finance expenses (1.3) (1.5) (3.9)
--------------------------------------------- ----------- ----------- --------------
5 TAXATION
The Group's consolidated effective tax rate ('ETR') for the
interim period is negative (40.3%) as there is a tax charge despite
an accounting loss. The primary reason for this is due to the
effect of restating the opening UK deferred tax liability to
reflect the change in the UK tax rate from 17% to 19%, which was
substantively enacted in the period. Without the impact of the
deferred tax rate change the ETR is c.(1.9%). This is primarily due
to permanent adjusting items resulting in a tax charge on the
accounting loss and these permanent items having a greater
percentage impact compared to earlier years. (The Group's
consolidated effective tax rate for the six months ended 30 June
2019: 17.5%; for the year ended 31 December 2019: 17.4% ).
The UK headline corporation tax rate for the six months ended 30
June 2020 was 19% (for the six months ended 30 June 2019: was 19%
(2019: 19%)). The deferred tax balance in respect of UK entities
has been calculated at 19% (2019: 17%).
6 EARNINGS PER SHARE
The calculation of the basic and diluted earnings per share is
based on the following data:
Six months Six months
ended ended Year ended
30 June 30 June 31 December
2020 2019 2019
GBPM GBPM GBPM
Earnings
Earnings for underlying basic and underlying
diluted earnings per share (1.8) 14.0 32.6
Earnings for basic and diluted earnings
per share (24.6) 13.1 28.6
---------------------------------------------- ------------- ------------- --------------
Six months Six months
ended ended Year ended
30 June 30 June 31 December
2020 2019 2019
Number of shares
Weighted average number of ordinary
shares for the purposes of basic earnings
per share 84,197,830 83,877,536 83,971,792
Effect of diluted potential ordinary
shares:
Weighted average number of ordinary
shares at period end 84,197,830 83,877,536 83,971,792
Dilutive effect of share options 663,254 389,138 536,952
---------------------------------------------- ------------- ------------- --------------
Weighted average number of ordinary
shares for the purposes of diluted earnings
per share 84,861,084 84,266,674 84,508,744
---------------------------------------------- ------------- ------------- --------------
Earnings per share
Basic (29.3)p 15.7p 34.0p
Diluted* (29.3)p 15.6p 33.8p
Underlying basic (2.2)p 16.7p 38.8p
Underlying diluted (2.2)p 16.6p 38.6p
---------------------------------------------- ------------- ------------- --------------
* For the six months ended 30 June 2020, diluted earnings per
share are reported the same as basic earnings per share, as a
result of the earnings being negative so the impact of them is
anti-dilutive.
7 DIVIDS
Six months Six months
ended ended Year ended
30 June 30 June 31 December
2020 2019 2019
GBPM GBPM GBPM
Interim dividend for 2019 of 7.55p paid 6.3 - -
2 January 2020
Interim dividend for 2018 of 7.55p paid
2 January 2019 - 6.3 6.3
Final dividend for 2018 of 17.45p paid
1 July 2019 - 14.6 14.6
--------------
6.3 20.9 20.9
----------------------------------------- ----------- ----------- --------------
The final proposed dividend for 2019 of 17.45p per share was
cancelled by the Board of Directors prior to being authorised by
shareholders at the Annual General Meeting on 22 May 2020 due to
the uncertainty surrounding COVID-19 and its effect on the trading
results of the business. The final proposed dividend for 2018 of
17.45p per share was authorised by shareholders at the Annual
General Meeting on 24 May 2019 and paid on 1 July 2019.
The Board of Directors have not declared an interim dividend for
2020 and this is discussed further in the Chief Executive's
Statement and Financial Review above.
8 Intangible assets
Order Customer Brand Supply
Goodwill book relationships names agreements Total
GBPM GBPM GBPM GBPM GBPM GBPM
---------------------------- -------- ----- -------------- ------ ----------- -----
Cost
Balance at 1 January 2019 41.4 6.5 6.8 6.9 - 61.6
Addition 0.3 - 0.2 0.5 0.1 1.1
---------------------------- -------- ----- -------------- ------ ----------- -----
Balance at 31 December
2019 41.7 6.5 7.0 7.4 0.1 62.7
---------------------------- -------- ----- -------------- ------ ----------- -----
Balance at 1 January 2020 41.7 6.5 7.0 7.4 0.1 62.7
Addition (note 9) 0.4 - 0.4 0.3 - 1.1
---------------------------- -------- ----- -------------- ------ ----------- -----
Balance at 30 June 2020 42.1 6.5 7.4 7.7 0.1 63.8
---------------------------- -------- ----- -------------- ------ ----------- -----
Impairment and Amortisation
Balance at 1 January 2019 3.2 6.3 0.7 0.5 - 10.7
Impairment/amortisation
charge for the year 2.1 0.1 0.7 0.6 - 3.5
---------------------------- -------- ----- -------------- ------ ----------- -----
Balance at 31 December
2019 5.3 6.4 1.4 1.1 - 14.2
---------------------------- -------- ----- -------------- ------ ----------- -----
Balance at 1 January 2020 5.3 6.4 1.4 1.1 - 14.2
Impairment/amortisation
charge for the year 21.3 0.1 0.4 0.3 - 22.1
---------------------------- -------- ----- -------------- ------ ----------- -----
Balance at 30 June 2020 26.6 6.5 1.8 1.4 - 36.3
---------------------------- -------- ----- -------------- ------ ----------- -----
Net book value
---------------------------- -------- ----- -------------- ------ ----------- -----
At 31 December 2019 and
1 January 2020 36.4 - 5.6 6.4 0.1 48.5
---------------------------- -------- ----- -------------- ------ ----------- -----
At 30 June 2020 15.5 - 5.6 6.3 0.1 27.5
---------------------------- -------- ----- -------------- ------ ----------- -----
Cumulative impairment losses recognised in relation to goodwill
is GBP26.6 million (2019: GBP5.3 million).
Impairment tests for cash-generating units containing goodwill
('CGU')
Goodwill is attributed to the businesses identified below for
the purpose of testing impairment. These businesses are the lowest
level at which goodwill is monitored and represent operating
segments.
The aggregate carrying amounts of goodwill allocated to each CGU
are as follows:
30 June 30 June 31 December
Reported 2020 2019 2019
segment GBPM GBPM GBPM
--------------------------------- ------------ --------- ------- -----------
Joseph, Hamilton & Seaton UK 4.4 4.4 4.4
Crucial Trading UK 1.4 1.4 1.4
Continental
Belcolor AG Europe 3.3 3.3 3.3
Domus Group of Companies Limited UK - 20.9 20.9
Mitchell Carpets Limited UK 0.3 0.3 0.3
McMillan Flooring UK 0.1 0.1 0.1
CECO (Flooring) Limited UK 2.2 2.2 2.2
Continental
Dersimo BV Europe 1.3 1.3 1.3
Ashmount Flooring Supplies
Limited UK 0.4 0.4 0.4
Rackhams Limited UK 0.4 0.4 0.4
Telenzo UK 0.3 0.3 0.3
Other UK 1.4 1.4 1.4
--------------------------------- ------------ --------- ------- -----------
15.5 36.4 36.4
---------------------------------------------- --------- ------- -----------
Impairment
Each year, or whenever events or a change in the economic
environment or performance indicates a risk of impairment, the
Group reviews the value of goodwill balances allocated to its
cash-generating units.
An impairment test is a comparison of the carrying value of the
assets of a business or CGU to their recoverable amount. The
recoverable amount represents the higher of the CGU's fair value
less the cost to sell and value in use. Where the recoverable
amount is less than the carrying value, an impairment results.
During the period ended 30 June 2020, all goodwill was tested for
impairment, this resulted in an impairment charge on goodwill
attributable to the Domus Group of Companies Limited CGU ("Domus")
of GBP20.9 million (31 December 2019: impairment charge on goodwill
attributable to Domus of GBP2.1 million) and Supertex of GBP0.4
million.
Value in use was determined by discounting the future cash flows
generated from the continuing use of the CGU on a basis consistent
with 2019, and applying the following key assumptions.
Key assumptions
Cash flows were projected based on actual operating results, the
approved 2020 business plan and management's assessment of planned
performance in the period to 2025. For the purpose of impairment
testing the cash flows were assumed to grow into perpetuity at a
rate of 2.0% beyond 2025.
The main assumptions within the operating cash flows used for
2020 include the achievement of future sales volumes and prices for
all key product lines, control of purchase prices, achievement of
budgeted operating costs and no significant adverse foreign
exchange rate movements. These assumptions have been reviewed in
light of the current economic environment.
The Directors have estimated the discount rate by reference to
an industry average weighted average cost of capital. This has been
adjusted to include an appropriate risk factor to reflect the risk
profile of the CGUs. A post-tax weighted average cost of capital of
9.4% (31 December 2019: 8.5%) has been used for impairment testing
adjusted to 10.4% (31 December 2019: 9.5%) for Continental Europe
to reflect the differing risk profile of that segment. The post-tax
discount rate has been applied to the post-tax cash flows, the
equivalent pre-tax discount rates for the UK and Continental Europe
are 11.6% (31 December 2019: 10.5%) and 12.6% (31 December 2019:
11.5%).
The CGUs in the UK, excluding Domus have similar characteristics
and risk profiles, and therefore a single discount rate has been
applied to each UK CGU. Similarly, the Directors view the CGUs in
Continental Europe as having consistent risk profiles and therefore
a single risk factor has been applied. The CGUs in Continental
Europe operate under a different regulatory environment and this is
therefore reflected in the risk factor used to determine the
discount rates in the UK and Continental Europe. Domus has
different characteristics to the rest of the CGUs in the UK and
therefore a post-tax discount rate of 10.3% (31 December 2019:
9.4%) has been deemed more appropriate, the equivalent pre-tax rate
being 12.5% (31 December 2019: 11.4%).
Sensitivity analysis
The Group has applied sensitivities to assess whether any
reasonable possible changes in these key assumptions could cause an
impairment that would be material to these Consolidated Financial
Statements. With the exception of the goodwill attributed to the
Domus Group of Companies Limited CGU and the Supertex Limited CGU
which was impaired by GBP20.9 million and GBP0.4 million
respectively, during the period, sensitivity analysis has been
carried out and did not identify any risk of material
impairment.
Domus
The Directors performed sensitivity analysis on the estimated
recoverable amounts focusing on a reasonably possible change in the
key assumptions of:
i) sales growth in the cash flow forecasts and
ii) the post tax discount rate used to convert the cash flow
forecasts to present values.
The Directors do not consider that changes in these assumptions
will have a material effect on other key assumptions made. The
values assigned to the sales growth assumptions in 2022 through to
2025 are 8%, 7%, 6% and 5% respectively. If the sales growth were
to be reduced by 1% across each of the forecasting periods, the
value in use would be reduced by GBP2.0 million. The value assigned
to the discount rate is 10.3%. If the discount rate were to be
increased by 1%, the value in use would be reduced by GBP2.0
million.
9 ACQUISITIONS
On 1 March 2020, a subsidiary company of Headlam Group plc
entered into an agreement to acquire Supertex Furnishing Limited
('Supertex'). Supertex operates from a warehouse and offices in
Leyland, Lancashire, supplying domestic flooring (carpet, vinyl and
accessories) to the retail flooring trade. Supertex distributes
cut-length orders from stock throughout the North West on a next
day delivery service.
The acquisition enlarges Headlam's residential sector activities
in the North West, a competitive region of the UK. Supertex will
continue to be operated under its own brand and operate from the
Group's existing premises in Stockport creating operating
efficiencies, with a trade counter remaining in Leyland to service
the local area.
The acquired business contributed revenues of GBP0.4 million and
an operating loss of GBP0.3 million to the Group for the six months
ended 30 June 2020.
Details of the acquisitions are provisional and are shown in
aggregate below:
Acquiree's Fair value Acquisition
book value adjustments amounts
GBPM GBPM GBPM
----------------------------------------------------------- ---------- ----------- -----------
Acquiree's provisional net assets at the acquisition date:
Intangible assets - 0.7 0.7
Tangible fixed assets 0.2 - 0.2
Inventories 0.4 - 0.4
Trade and other receivables 0.4 - 0.4
Trade and other payables (0.6) - (0.6)
Deferred tax (0.1) (0.1) (0.2)
Debt (0.2) - (0.2)
----------------------------------------------------------- ---------- ----------- -----------
Net identifiable assets and liabilities 0.1 0.6 0.7
----------------------------------------------------------- ---------- ----------- -----------
Goodwill on acquisition 0.4 0.4
----------------------------------------------------------- ---------- ----------- -----------
Consideration 1.1
----------------------------------------------------------- ---------- ----------- -----------
Satisfied by:
Cash 1.0
Deferred consideration 0.1
----------------------------------------------------------- ---------- ----------- -----------
1.1
----------------------------------------------------------- ---------- ----------- -----------
Analysis of cash flows:
On completion 1.0
----------------------------------------------------------- ---------- ----------- -----------
Professional fees of GBP0.1 million were incurred in relation to
acquisition activity and have been expensed to the income statement
within administration expenses.
The book value of receivables given in the table above
represents the gross contracted amounts receivable. At the
acquisition date, the entire book value of receivables was expected
to be collected.
Goodwill of GBP0.4 million arose on the Supertex acquisition,
there were also intangible assets on acquisition of GBP0.7 million
which were attributed to brand names, order book and customer
relationships. During the six month period GBP0.1 million of
intangibles have been amortised to the income statement on these
acquisitions.
The residual goodwill reflected the significant benefit the
acquisition would have on the Group by bringing further geographic
coverage and providing an additional avenue for growth. Due to the
emergence of the COVID-19 pandemic since the acquisition date,
these benefits have been significantly impaired and following a
review and sensitivity analysis the goodwill was impaired by the
full amount of GBP0.4 million.
10 FINANCIAL INSTRUMENTS
The fair value of the Group's financial assets and liabilities
as detailed below at 30 June 2020 were not materially different to
the carrying value.
The table below sets out the Group's accounting classification
of each class of financial assets and liabilities at 30 June
2020.
Fair value
through Amortised Total
profit cost carrying
Or loss GBPM value
(FVPL) GBPM
GBPM
Cash and cash equivalents - 30.7 30.7
Bank overdraft - (0.5) (0.5)
Borrowings due within one
year - (0.2) (0.2)
Borrowings due after one year - (52.4) (52.4)
Trade payables - (55.9) (55.9)
Non-trade payables - (24.8) (24.8)
Leasing liability - (42.1) (42.1)
Trade receivables - 61.2 61.2
Other receivables - 9.4 9.4
Provisions - (2.3) (2.3)
Derivative assets 0.1 - 0.1
0.1 (76.9) (76.8)
------------------------------- ----------- ------------ -----------
Financial instruments carried at fair value are categorised
according to their valuation method. The different levels have been
defined below:
-- Level 1: quoted prices (unadjusted) in active markets for
identical assets or liabilities.
-- Level 2: inputs other than quoted prices included within
level 1 that are observable for the asset or liability, either
directly, as prices or indirectly, derived from prices.
-- Level 3: inputs for the asset or liability that are not based
on observable market data (unobservable inputs).
The Group has forward currency contracts which were fair valued
in accordance with level 2 (30 June and 31 December 2019: level
2).
Fair values
The carrying amounts shown in the Statement of Financial
Position for financial instruments are a reasonable approximation
of fair value.
Trade receivables, trade payables and cash and cash
equivalents
Fair values are assumed to approximate to cost due to the
short-term maturity of the instrument.
Borrowings, other financial assets and other financial
liabilities
Where available, market values have been used to determine fair
values. Where market values are not available, fair values have
been estimated by discounting expected future cash flows using
prevailing interest rate curves. Amounts denominated in foreign
currencies are valued at the exchange rate prevailing at the
Statement of Financial Position date.
11 CAPITAL COMMITMENTS
As at 30 June 2020, the Group had contractual commitments
relating to the purchase of property, plant and equipment of GBP1.6
million ( 30 June 2019: GBP22. 6 million, 31 December 2019: GBP10.2
million ). These are primarily the remaining costs for the Ipswich
regional distribution centre building project.
12 RELATED PARTIES
The Group has a related party relationship with its subsidiaries
and with its key management. There have been no changes to the
nature of related party transactions entered into since the last
annual report.
13 SUBSEQUENT EVENTS
Management have given due consideration to any events occurring
in the period from the reporting date to the date these Interim
Financial Statements were authorised for issue and have concluded
that there are no material adjusting or non-adjusting events to be
disclosed in these Interim Financial Statements. The impact of
COVID-19 following the period-end, and mitigating actions in place,
are fully detailed in the Chief Executive's Statement and Financial
Review.
-Ends-
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END
IR SSUFAEESSELU
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