TIDMMAB
RNS Number : 5460G
Mitchells & Butlers PLC
26 November 2020
MITCHELLS & BUTLERS PLC
LEI no: 213800JHYNDNB1NS2W10
26 November 2020
FULL YEAR RESULTS
(For the 52 weeks ended 26 September 2020)
Highlights
- Decisive and effective action taken to protect guests and
team members and to reduce costs
- New financing arrangements provide security and flexibility
- Strong operational performance demonstrated on reopening
in July
- Online feedback scores strengthened following July reopening
- Well positioned to benefit from future easing in operating
restrictions
Reported results
- Total revenue of GBP1,475m declined by 34.1% (FY 2019 GBP2,237m)
- Operating profit of GBP8m (FY 2019 GBP297m)
- (Loss)/profit before tax of GBP(123)m (FY 2019 GBP177m)
- Basic (loss)/earnings per share of (26.2)p (FY 2019 33.5p)
Trading results
- Full year includes period of enforced closure due to Covid-19
from 20 March to 4 July
- Like-for-like sales(a) decline of 3.5% remained consistently
ahead of the market(b)
- Adjusted operating profit(a) GBP99m (FY 2019 GBP317m)
- Adjusted (loss)/earnings per share(a) (6.3)p (FY 2019 37.2p)
Balance sheet and cash flow
- Cash flow from operating activities of GBP127m (FY 2019
GBP266m) despite shortfall in trading
- Net debt of GBP1,563m flat across the year (FY 2019 GBP1,564m).
GBP2,104m including lease liabilities following the adoption
of IFRS16
- Net cash and cash equivalents of GBP158m and undrawn unsecured
facilities of GBP140m as at the year end
- Unsecured committed financing facilities increased by GBP100m
to total GBP250m to 31 December 2021
- Capital investment of GBP108m (FY 2019 GBP152m), including
167 conversions and remodels (FY 2019 240), primarily in
the first half
- Full property valuation and impairment review undertaken
in September resulting, subject to material uncertainty,
in an overall decrease in book value of GBP208m
Phil Urban, Chief Executive, commented:
"Throughout a very uncertain and challenging year o ur
businesses and teams have adapted quickly, creating a safe
environment for guests and putting us in a strong position to
benefit when consumers are able to eat out again. We saw direct
evidence of this from a strong trading period in July and August
before further restrictions came into force.
With our great estate, balanced portfolio of brands and proven
management team, we remain optimistic that we will be able to
regain the momentum previously built and continue to achieve
sustained market outperformance, when the current operating
restrictions are eased. "
Definitions
a - The Directors use a number of alternative performance
measures (APMs) that are considered critical to aid the
understanding of the Group's performance. APMs are defined later in
this announcement.
b - As measured by the Coffer Peach business tracker.
There will be a presentation held today at 8:30am accessible by
phone on 0203 936 2999 access code: 213596, and at
www.incommuk.com/customers/online access code: 213596. The slides
will be available on our website at www.mbplc.com . The replay will
be available until 10 December 2020 on 0203 936 3001, access code:
361779.
All disclosed documents relating to these results are available
on the Group's website at www.mbplc.com
For further information, please contact:
Tim Jones - Chief Financial Officer +44(0)121 498 6552
Amy de Marsac - Investor Relations +44(0) 7712 538660
James Murgatroyd (Finsbury) +44(0)20 7251 3801
Note for editors:
Mitchells & Butlers is a leading operator of managed
restaurants and pubs. Its portfolio of brands and formats includes
Harvester, Toby Carvery, All Bar One, Miller & Carter, Premium
Country Pubs, Sizzling Pubs, Stonehouse, Vintage Inns, Browns,
Castle, Nicholson's, O'Neill's and Ember Inns. In addition, it
operates Innkeeper's Collection hotels in the UK and Alex
restaurants and bars in Germany. Further details are available at
www.mbplc.com and supporting photography can be downloaded at
www.mbplc.com/imagelibrary .
BUSINESS REVIEW
This financial period has been dominated by the impact Covid-19
has had on the organisation and the wider industry. Like-for-like
sales (a) over the period declined by 3.5% with a strong start to
the year superseded by the subsequent impact of a prolonged period
of enforced closure and social distancing restrictions. Total sales
of GBP1,475m declined by 34.1% reflecting the closure period from
20 March to 4 July.
Adjusted operating profit (a) of GBP99m declined by 68.8% and a
statutory loss before tax of GBP(123)m was recognised for the
period.
Before Covid-19 we had enjoyed a strong start to FY 2020, with
particularly good growth over the festive period. Like-for-like
sales (a) growth had remained consistently ahead of the market (b)
and we continued to see the beneficial impact of our Ignite
programme of work coming through in results. This was reflected in
stronger margins, better labour control and generally tighter cost
management resulting in operating profit growth. We had just
refreshed the range of Ignite initiatives, such that we were
confident of maintaining and building on the momentum we had
created.
As the Covid-19 pandemic began to spread across the country, the
business initially proved to be very resilient, and it was not
until the Prime Minister started to advise people to not visit pubs
and restaurants that we saw a negative impact in our sales. When
the full lockdown was announced on 20 March we closed the business
immediately, with our priority being to protect our team members
and guests and to ensure the safe closure of each site. A number of
measures were taken from the outset of the crisis to protect the
business including:
- putting over 99% of our employees on furlough;
- quickly reducing operating costs to the minimum required to
keep the estate secure, safe and in good condition;
- halting all discretionary capital expenditure, including our
development programme, as part of the broader cash management plan;
and
- trying to sell stock with a short shelf life at cost and,
where that proved impossible, working with charitable institutions
to avoid as much waste as possible.
Securing a strong and stable financial base for the business
became an immediate priority and we were pleased to agree
additional liquidity and amended terms to our financing
arrangements, the combination of which has provided us with
stability and flexibility.
During the closure period we developed new Covid secure
procedures which enabled us to reopen with safe environments whilst
still providing a hospitable feel and great experiences for our
guests. The people within our organisation typically responded to
the challenges we faced with resilience and professionalism, which
was key to our successful trading when we reopened the majority of
our estate on 4 July.
New procedures were swiftly adopted by our teams and we were
therefore able to take advantage of the boost to consumer
confidence that the Government sponsored 'Eat Out to Help Out'
scheme generated in August, which resulted in like-for-like sales
(a) growth of 1.4% across the period when 94% of the estate was
open. By maintaining the same strong focus on cost control that we
had during lockdown, and with the Government's support, strong
conversion to profit was achieved on this uplift in sales. By the
end of the financial period we had reopened over 96% of our estate
and our trading remained resilient into September, aided by good
weather which benefitted the large proportion of sites with outdoor
space. We continued to consistently outperform the market (b)
following the reopening in July, reflecting the benefit of our
diversified portfolio of brands and progress previously made under
our Ignite programme of work. We have also seen online feedback
scores improve to an average of 4.3 out of 5 following reopening
despite the new protocols in place. At brand level, our premium
suburban brands traded very well, even with the Covid secure
protocols, with Miller & Carter and Premium Country Pubs
leading the way. Conversely, our city centre wet led businesses,
such as Nicholson's, struggled with the restrictions, exacerbated
by many offices remaining empty.
However, Covid-19 case numbers began to increase again during
September resulting in the introduction of further restrictions by
the UK Government and the devolved nations. The increased measures,
including a 10pm curfew, full table service and mandatory mask
wearing in England, caused a decline in consumer confidence and a
reduction in the frequency of guest visits. Trade was further
negatively impacted by the introduction of the regional tier system
whereby household mixing restrictions came into place in some areas
and full closure of businesses in others. Meanwhile, a full
lockdown was put in place in Wales and Germany, and regional
closure of businesses in Scotland. As a result, like-for-like sales
(a) began to deteriorate at the end of the period and worsened at
the start of the new financial period as an increasing proportion
of our estate fell into Tier 2 or Tier 3 areas in England or were
subject to closure in other countries.
Subsequently, a second lockdown began in England on 5 November
requiring the closure of all pubs and restaurants, for which we
were able to draw on learnings from the first period of closure to
ensure the process was as efficient as possible. Like-for-like
sales (a) since the end of the financial period have declined by
26.5% reflecting the heightened restrictions. Total sales over the
same period declined by 50.8% driven primarily by closure in
England.
Throughout the pandemic we have worked hard to keep team members
connected and informed. A new support portal was launched which
includes regularly updated FAQs and central communication. Social
media platforms have also been used to create inclusive groups
across all of our teams, from sites and the Retail Support Centre
in Birmingham, to share positive and engaging content and ideas.
Through our established online learning platform, we were able to
facilitate continued learning and development opportunities for our
team members during closure periods. This platform was also used to
quickly communicate new operational procedures to ensure that our
teams were always updated with, and trained on, the latest safety
requirements. The welfare and mental health of our team has been a
primary concern and we have been encouraged in the way the business
has pulled together at this difficult time.
Digital technology has become increasingly important in
supporting hospitality businesses during the pandemic. Technology
allows the service cycle to be adapted to better adhere to
Government restrictions. We had already developed a facility for
guests to order at the table on their phone and this has been
quickly rolled out across more brands in response to the pandemic.
These sorts of technological interventions also help to enhance the
economics of a service cycle and provide long-term guest and
operational improvements.
Mitchells & Butlers has played a full role in the UK
Hospitality led forums that have helped to devise the Hospitality
Sector Protocols Document that the Government issued for the
sector, and we continue to lobby Government directly to ensure that
we, and the sector, get the support we need to protect jobs until
we reopen and then as we rebuild. We have gratefully received the
Government support which has been made available to date including
the business rates holiday, which has benefitted retail,
hospitality and leisure sectors and reduced VAT rates on certain
supplies, which has had a sector specific benefit to food-led
businesses. Our employees have benefitted from the Job Retention
Scheme which has been of great value to our team providing some
assurance during the initial closure period and enabling us to
protect many roles. In spite of this support, we have not been
immune to the impacts of the pandemic, and despite our best efforts
to protect as many jobs as we can, we have had to make c.1,300
redundancies following the end of the financial period. The reduced
levels of activity and closure of a small number of our sites meant
that we could no longer support these roles.
The trading environment has presented unprecedented challenges
for the industry, as it continues to navigate through an
ever-changing backdrop of trading restrictions and social
distancing measures. Despite the available Government support, not
all businesses were able to weather the initial prolonged period of
closure and subsequent reduced demand. A number of companies have
entered into CVAs and closure programmes and by the end of October
the Alix partners CGA Market Recovery Monitor showed that only
69.9% of total licensed premises had reopened for trading,
suggesting that the long term impact of the pandemic on market
supply is likely to be significant.
OUR STRATEGIC PRIORITIES
Despite the impacts of Covid-19, the fundamental strengths of
our business remain. Our brand portfolio is well-known and
diversified across consumer demographics and geographical
locations, our estate is 82% freehold and we have an experienced
and proven management team. We have made significant progress in
recent years and we intend to continue to build on the momentum
previously gained once trading restrictions have been lifted. In
the short to medium term, our focus will be on successfully trading
the business in the fast changing environment, ensuring the safety
of our team members and guests, and on growing the business back
to, and beyond, the levels of trade that we were enjoying before
the pandemic. We continue to focus on the three identified priority
areas which aim to strengthen the competitive position of the
company: building a more balanced business; instilling a more
commercial culture and driving an innovation agenda. These
priorities will keep the business focused as we recover.
Our Ignite programme of work, a series of internal business
improvement initiatives, which has delivered significant value to
date, remains at the core of our long-term growth plan and we are
working up a fresh wave of new initiatives ready to launch when
trading becomes more stable. We are continuing to work on three or
four major projects which we believe will yield significant
opportunities in the future including auto-ordering, using a
sophisticated forecasting tool to predict required food orders, and
master data management, allowing us to gain insights from the data
we own and to more easily enable our systems to interact with new
technology. Aside from these, our immediate focus will be to
prioritise the shorter-term initiatives which have a quick impact
on the business, such as further rolling out mobile order-at-table
and extending our delivery footprint.
We remain confident of our ability to deliver long-term and
sustained efficiencies and business improvements through the Ignite
programme and will be working to refine and roll out the new
initiatives once the business is open and trading again.
OUTLOOK
The future will remain both challenging and highly uncertain
with the duration and depth of the trading restrictions imposed on
the hospitality sector in response to the Covid-19 pandemic being,
in the first instance, the primary determinant of our financial
performance. We will continue to manage the business on an
efficient and prudent basis, limiting the outflow of resources when
we are closed and taking advantage of the ability to reopen our
sites and trade as and when that occurs. Given this uncertainty, we
continue to be unable to provide detailed guidance on expected
forward financial performance, other than to say that we believe we
are well placed to recover quickly, once restrictions are
lifted.
The results are prepared under the going concern basis of
accounting, although given the high level of uncertainty due to
Covid-19 there is material uncertainty both against this assumption
and the valuation of the Group property portfolio. Further details
of each are provided in notes to the consolidated financial
statements.
As at 25 November the Group had cash balances on hand of GBP125m
in addition to access to committed undrawn unsecured facilities of
GBP100m, giving a total liquidity of GBP225m. During the current
period of shutdown action has again been taken to limit costs such
that the ongoing monthly cash burn is approximately GBP35m to
GBP40m before payment of debt service costs (representing interest
and amortisation) of GBP50m per quarter.
We remain confident that with our strong estate of largely
freehold assets, balanced portfolio of well-known brands and proven
management team we are well positioned to regain the previous
momentum built and to continue our trend of outperformance of the
market as trading restrictions ease.
FINANCIAL REVIEW
On a statutory basis, loss before tax for the year was GBP(123)m
(FY 2019 profit of GBP177m), on sales of GBP1,475m (FY 2019
GBP2,237m).
The Group Income Statement discloses adjusted profit and
earnings per share information that exclude separately disclosed
items to allow a better understanding of the trading of the Group.
Separately disclosed items are those which are separately
identified by virtue of their size or incidence.
Statutory Adjusted (a)
FY 2020 FY 2019 FY 2020 FY 2019
GBPm GBPm GBPm GBPm
Revenue 1,475 2,237 1,475 2,237
Operating profit 8 297 99 317
(Loss)/profit before
tax (123) 177 (32) 197
(Loss)/Earnings per share (26.2)p 33.5p (6.3)p 37.2p
Operating margin 0.5% 13.3% 6.7% 14.2%
The financial performance across the year has been dominated by
restrictions on trading in response to the Covid-19 pandemic,
including a full national shutdown for several months in both the
UK and Germany.
At the end of the period, the total estate comprised 1,738 sites
in the UK and Germany of which 1,660 are directly managed.
Changes in accounting policies
This is the first full year financial results the Group has
published since the adoption of IFRS 16 Leases. As a result of
adopting the m odified retrospective method with assets equal to
liabilities, adjusted for any prepaid lease payments, lease
incentives, expected dilapidations and lease premiums at
transition, prior year comparatives have not been restated. A full
impairment review of the right-of-use assets has been completed on
transition to the new standard with the resulting impairment, net
of any reversal of onerous lease provisioning, presented as an
adjustment to opening reserves. Further details are included in
note 12.
The main impact of the adoption of this new standard on our
financial statements, which should accrue evenly across the year,
is as follows: on the balance sheet, recognition of right-of-use
assets at the start of the year of GBP466m and lease liabilities of
GBP545m. During the 52 weeks ended 26 September 2020, the Group
recognised GBP41m of depreciation charges and GBP17m of interest
costs in respect of these leases.
Revenue
Total revenue of GBP1,475m was down 34.1%, principally
reflecting periods of closure in relation to the Covid-19
pandemic.
Like-for-like sales (a) declined by 3.5% over the financial
period, with sales growth of 0.9% before closure more than offset
by the impact of reduced capacity, increased social distancing
measures and consumer caution in response to Covid-19 following
reopening. Like-for-like food sales (a) declined by 0.3%,
performing better than drink sales which fell by 7.3%, reflecting
both the success of the Eat Out to Help Out scheme and subsequent
promotions and the fact that city centre pubs have been hardest hit
by the trading and movement restrictions imposed. Like-for-like
sales (a) growth benefitted from the reduced VAT rates on certain
supplies applied by the UK Government from 15 July. Included within
total revenue is GBP30m received from the Government in relation to
the Eat Out to Help Out Scheme.
Like-for-like sales (a) growth:
Weeks 1 - Weeks 25-40 Weeks 41 Weeks 45 Weeks 49 Weeks 1 -
24 - 44 - 48 - 52 52
July August September
FY 2020 FY2020 FY 2020 FY 2020 FY 2020 FY 2020
---------- ------------ --------- --------- ----------- ----------
Food 1.3% Closure (29.2%) 20.1% 0.8% 0.3%
Drink 0.3% Closure (34.0%) (16.7%) (19.7%) (7.3%)
Total 0.9% Closure (32.4%) 1.4% (9.5%) (3.5%)
----------
Since the period end, including the latest closure period,
like-for-like sales (a) have declined by 26.5% and total sales by
50.8%.
Separately disclosed items
Separately disclosed items are identified due to their nature or
materiality to help the reader form a better view of overall and
adjusted trading.
A GBP93m charge is recognised relating to valuation and
impairment of properties, comprising a GBP43m impairment arising
from the revaluation of freehold and long leasehold sites, a GBP10m
impairment in relation to freehold and long leasehold tenant's
furniture and fittings, a GBP7m impairment of short leasehold and
unlicensed properties and a GBP33m impairment of right-of-use
assets. The majority of these movements are a direct result of
Covid-19 and the perceived trading environment present at the
reporting date.
A GBP11m charge is recognised representing costs directly
associated with the Covid-19 pandemic and primarily relates to the
disposal of stock items at site and within distribution depots that
were beyond useable dates as a result of the Government enforced
closure of pubs on 20 March. This excessive wastage is not
considered to be part of normal trading activity.
Income of GBP13m relates to a long-standing claim with HMRC,
relating to VAT on gaming machines. HMRC paid the Group GBP13m in
May 2010 but following an appeal by HMRC, the Group repaid this in
2014. During the 52 weeks ended 26 September 2020, HMRC agreed to
settle this amount with the Group. The amount recognised is the
settlement value including estimated interest.
A GBP10m deferred tax charge has been recognised following the
substantive enactment of legislation on 17 March 2020, which
increased the UK standard rate of corporation tax from 17% to 19%
from 1 April 2020.
Operating profit and margins (a)
Adjusted operating profit (a) of GBP99m was 68.8% lower than
last year due to restrictions, including the national closure of
sites, in response to Covid-19. On closure of the estate, measures
were taken to preserve profitability and all non-essential costs
eliminated.
During the year, Government support was received in the form of
a holiday on business rates (which will last through to April 2021)
worth GBP47m, a reduction in the rate of VAT to 5% on non-alcoholic
sales (to January 2021) and, in addition, the Group has secured
additional debt facilities from banks under the Coronavirus Large
Business Interruption Loan Scheme (CLBILs) backed by the UK
Government. Employees also benefited from the Coronavirus Job
Retention Scheme, with over 99% furloughed throughout much of the
period of national shutdown in the summer which amounted to
GBP165m.
Statutory operating margin of 0.5% was 12.8ppts lower than last
year, materially impacted by the closure period and property
valuation and impairment reviews. Adjusted operating margin (a) was
7.5ppts lower than last year at 6.7%.
Interest
Net finance costs of GBP127m for the full year were GBP14m
higher than last year due to an additional GBP17m recognised in
respect of interest on lease liabilities due to IFRS16 and GBP2m
additional interest in relation to unsecured facilities partially
offset by a GBP4m reduction in interest costs in relation to
securitised debt.
The net pensions finance charge was GBP4m (FY 2019 GBP7m). The
charge for next year is expected to be GBP3m.
Earnings per share
Basic (loss)/earnings per share, after the separately disclosed
items described above, were (26.2)p (FY 2019 33.5p). Adjusted
(loss)/earnings per share (a) were (6.3)p (FY 2019 37.2p). In both
cases the reduction was due to the impacts of Covid-19 on profits.
The weighted average number of shares in the period was 428m and
the total number of shares issued at the balance sheet date was
429m.
Cash flow
FY 2020 FY 2019
GBPm GBPm
EBITDA before movements in the valuation
of the property portfolio 255 418
Non-cash share-based payment and pension
costs and other 5 24
Operating cash flow before movements
in working capital and additional pension
contributions 260 442
Working capital movement 20 9
Pension deficit contributions (25) (49)
-------- --------
Cash flow from operations 255 402
Capital expenditure (108) (152)
Net finance lease principal payments (20) -
Interest on lease liabilities (8) -
Net interest paid (108) (111)
Tax (11) (25)
Disposal proceeds 2 14
Issue and purchase of shares and other (2) (3)
Drawings under/(Repayment) of liquidity
facility 9 (147)
Drawing of CLBILs 100 -
Drawings of revolving credit facilities 10 -
Transfers from cash deposits - 120
Net cash flow before bond amortisation 119 98
Mandatory bond amortisation (95) (87)
-------- --------
Net cash flow 24 11
The business generated GBP255m of EBITDA before movements in the
valuation of the property portfolio.
Pension deficit contributions were lower in the year due to an
agreement reached with the schemes' Trustees to suspend
contributions for six months to enable the business to conserve
liquidity during the period of shutdown. Contributions have now
been resumed.
Capital expenditure of GBP108m relates to investment projects,
the majority of which were undertaken before the capital programme
was suspended in light of the Covid-19 business closure.
Despite the challenges of closure in the year the business has
managed to generate positive net cash flow of GBP24m, after having
funded a scheduled reduction in bond debt of GBP95m.
Capital expenditure
Capital expenditure of GBP108m comprises GBP104m from the
purchase of property, plant and equipment and GBP4m in relation to
the purchase of intangible assets.
The investment programme was suspended in March as part of the
cash management strategy in response to Covid-19, with only
essential spend being undertaken since reopening.
FY 2020 FY 2019
GBPm # GBPm #
--------------------------------- ----- ---- ----- ----
Maintenance and infrastructure 38 60
Remodels - refurbishment 54 139 65 212
Remodels - expansionary 2 5 5 11
Conversions 13 23 11 17
Acquisitions - freehold 1 1 4 5
Acquisitions - leasehold - - 7 2
--------------------------------- ----- ---- ----- ----
Total return generating capital
expenditure 70 168 92 247
Total capital expenditure 108 152
Property
In line with our property valuation policy a red book valuation
of the freehold and long leasehold estate has been completed in
conjunction with the independent property valuer, CBRE. In
addition, the Group has undertaken an impairment review on short
leasehold and unlicensed properties and fixtures and fittings.
The effects of the Covid-19 pandemic has disrupted activities
across all real estate property markets, increasing uncertainties
as to valuations which the Group's valuers, CBRE, need to take into
consideration. As a consequence, CBRE has included in its valuation
report of the Group's UK freehold and long leasehold properties
wording to reflect that there is a "material uncertainty". This
clause is included on a precautionary basis and does not mean that
reliance cannot be placed on their valuation. It has been included
to ensure transparency and to provide further insight as to the
market context under which the valuation opinion was prepared. In
recognition of the potential for market conditions to move rapidly
in response to changes in Covid-19, CBRE have also highlighted the
importance of the valuation date (26 September 2020).
Pensions
The Group continues to make pension deficit payments as agreed
as part of the triennial pensions valuation with the schemes'
Trustees at 31 March 2019, which showed an actuarial deficit of
GBP293m. It was agreed that the deficit would continue to be funded
by cash contributions of GBP49m per annum indexed to 2023. During
the year, the Group agreed with the Trustees that the contributions
into the Mitchells & Butlers Pension Plan and the Mitchells
& Butlers Executive Pension Plan would be suspended in respect
of the monthly contributions for the six months to September 2020.
Those contributions have been added onto the end of the agreed
recovery plan so that those contributions will be payable in 2023.
In 2024 an additiona l payment of GBP13m will be made into escrow,
should such further funding be required at that time.
The court hearing in relation to the rate of inflation to be
applied to pensions increases for certain sections of the
membership in excess of the guaranteed minimum pensions is expected
to be heard in mid 2021.
Net debt and facilities
Following the adoption of IFRS16, leases are now included in net
debt. Net debt at the period end was GBP2,104m, including lease
liabilities of GBP541m (FY 2019 not restated). Excluding lease
liabilities net debt at the period end was GBP1,563m, approximately
flat across the period (FY 2019 GBP1,564m).
On 12 June the Group announced revised financing arrangements
that had been agreed with our main creditors to provide a platform
of both additional liquidity and improved financial flexibility in
order to meet the challenge presented by Covid-19. This is
represented by GBP100m of CLBILs and revolving credit facilities of
which GBP10m was drawn at the balance sheet date.
In addition, as part of the revised financing arrangements,
certain amendments and waivers were agreed within the Group
securitisation to provide stability and flexibility to the Group in
order to manage the Secured Financing structure. These arrangements
are summarised under going concern in note 1.
In securing these valuable amendments the Group has agreed not
to pay an external dividend, undertake any share buy-backs or
repurchase bond debt until the end of the financial year to
September 2021, at the earliest.
Further details can be found at
https://www.mbplc.com/infocentre/debtinformation/ .
Significant Judgements
The preparation of the consolidated financial statements
requires management to make judgements, estimates and assumptions
in the application of accounting polies. Estimates and judgements
are periodically evaluated and are based on historical experience
and other factors including expectations of future events that are
believed
to be reasonable under the circumstances. Judgements and estimates for the period relate to;
- going concern assessment (note 1)
- separately disclosed items (note 3)
- property plant and equipment (note 8)
- leases (note 9)
- pensions (note 11)
The impact of Covid-19 on the trading environment and property
market has resulted in areas of estimation uncertainty in relation
to some of these judgements.
Going Concern
After considering the forecasts, sensitivities and mitigating
actions available to management and having regard to the risks and
uncertainties to which the Group is exposed (including the material
uncertainty referred to above), the Directors have a reasonable
expectation that the Company and the Group have adequate resources
to continue in operational existence for the foreseeable future,
and operate within its borrowing facilities and covenants for a
period of at least 12 months from the date of signing the financial
statements. Accordingly, the financial statements continue to be
prepared on the going concern basis.
Full details are included in note 1.
Director's responsibility statement
The 2020 Annual Report and Accounts which will be issued in
December 2020, contains a responsibility statement in compliance
with DTR 4.1.12 of the Listing Rules which sets out that as at the
date of approval of the Annual Report on 25 November 2020, the
Directors confirm to the best of their knowledge:
- the Group and unconsolidated Company financial statements,
prepared in accordance with the applicable set of accounting
standards, give a true and fair view of the assets, liabilities,
financial position and profit or loss of the Group and Company, and
the undertakings included in the consolidation taken as a whole;
and
- the performance review contained in the Annual Report and
Accounts includes a fair review of the development and performance
of the business and the position of the Group and the undertakings
including the consolidation taken as a whole, together with a
description of the principal risks and uncertainties they face.
This responsibility statement was approved by the Board of
Directors on 25 November 2020 and is signed on its behalf by:
Tim Jones
Chief Financial Officer
25 November 2020
Definitions
a - The Directors use a number of alternative performance
measures (APMs) that are considered critical to aid the
understanding of the Group's performance. APMs are defined later in
this announcement.
b - As measured by the Coffer Peach business tracker.
Group income statement
For the 52 weeks ended 26 September 2020
2020 2019
52 weeks 52 weeks
--------- ---------
Before Before
separately Separately separately Separately
disclosed disclosed disclosed disclosed
items items Total items items (a) Total
(a)
Notes GBPm GBPm GBPm GBPm GBPm GBPm
------------------- ------------------ -------- ------------------ --------------------- --------
Revenue 2 1,475 - 1,475 2,237 - 2,237
Operating costs
before
depreciation,
amortisation
and movements
in the valuation
of the property
portfolio 3 (1,221) 2 (1,219) (1,801) (19) (1,820)
Share in
associates
results (1) - (1) - - -
Net profit
arising
on property
disposals - - - - 1 1
EBITDA (b) before
movements in
the valuation
of the property
portfolio 253 2 255 436 (18) 418
Depreciation,
amortisation
and movements
in the valuation
of the property
portfolio 3 (154) (93) (247) (119) (2) (121)
------------------- ------------------ -------- ------------------ --------------------- --------
Operating profit 99 (91) 8 317 (20) 297
Finance costs 5 (128) - (128) (114) - (114)
Finance income 5 1 - 1 1 - 1
Net pensions
finance charge 5,11 (4) - (4) (7) - (7)
------------------- ------------------ -------- ------------------ --------------------- --------
(Loss)/profit
before tax (32) (91) (123) 197 (20) 177
Tax
credit/(charge) 6 5 6 11 (38) 4 (34)
------------------- ------------------ -------- ------------------ --------------------- --------
(Loss)/profit
for the period (27) (85) (112) 159 (16) 143
=================== ================== ======== ================== ===================== ========
(Loss)/earnings
per ordinary
share
Basic 7 (6.3)p (26.2)p 37.2p 33.5p
Diluted 7 (6.3)p (26.1)p 37.1p 33.3p
=================== ======== ================== ========
a. Separately disclosed items are explained and analysed in note
3.
b. Earnings before interest, tax, depreciation, amortisation and
movements in the valuation of the property portfolio.
All results relate to continuing operations.
Group statement of comprehensive income
For the 52 weeks ended 26 September 2020
2020 2019
52 weeks 52 weeks
Notes GBPm GBPm
--------- ---------
(Loss)/profit for the period (112) 143
--------- ---------
Items that will not be reclassified subsequently
to profit or loss:
Unrealised (loss)/gain on revaluation of
the property portfolio 8 (148) 84
Remeasurement of pension liability 11 3 15
Tax relating to items not reclassified 1 (18)
(144) 81
--------- ---------
Items that may be reclassified subsequently
to profit or loss:
Cash flow hedges:
- Losses arising during the period (43) (81)
- Reclassification adjustments for items
included in profit or loss 48 23
Tax relating to items that may be reclassified 5 10
10 (48)
Other comprehensive (expense)/income after
tax (134) 33
--------- ---------
Total comprehensive (expense)/income for
the period (246) 176
========= =========
Group balance sheet
26 September 2020 2020 2019
Notes GBPm GBPm
------------- --------
Assets
Goodwill and other intangible assets 14 14
Property, plant and equipment 8 4,305 4,528
Lease premiums - 1
Right-of-use assets(a) 9 402 -
Interests in associates 4 5
Finance lease receivables(a) 15 -
Deferred tax asset(a) 85 66
Derivative financial instruments 45 53
Total non-current assets 4,870 4,667
Inventories 22 26
Trade and other receivables(a) 41 63
Current tax asset 1 -
Finance lease receivables(a) 2 -
Cash and cash equivalents 10 173 133
Derivative financial instruments - 3
Total current assets 239 225
Total assets 5,109 4,892
------------- --------
Liabilities
Pension liabilities 11 (51) (50)
Trade and other payables(a) (314) (327)
Current tax liabilities - (12)
Borrowings 10 (238) (95)
Lease liabilities(a) 9 (58) -
Derivative financial instruments (40) (36)
Total current liabilities (701) (520)
Pension liabilities 11 (142) (165)
Borrowings 10 (1,542) (1,657)
Lease liabilities(a) 9 (483) -
Derivative financial instruments (257) (266)
Deferred tax liabilities (302) (301)
Provisions(a) (5) (36)
------------- --------
Total non-current liabilities (2,731) (2,425)
Total liabilities (3,432) (2,945)
Net assets 1,677 1,947
============= ========
Equity
Called up share capital 37 37
Share premium account 28 26
Capital redemption reserve 3 3
Revaluation reserve 1,117 1,267
Own shares held (3) (4)
Hedging reserve (240) (250)
Translation reserve 14 14
Retained earnings(a) 721 854
Total equity 1,677 1,947
============= ========
a At the start of the period, the Group has adopted IFRS 16 which
requires lease liabilities and corresponding right-of-use assets
to be recognised on the balance sheet. The Group has adopted
IFRS 16 using the modified retrospective approach and as a result,
prior period comparatives have not been restated. See notes 1
and 12 for details of the transitional impact.
Group statement of changes in equity
For the 52 weeks ended 26 September 2020
Called Share Capital Own
up premium redemption Revaluation shares Hedging Translation Retained Total
share
capital account reserve reserve held reserve reserve earnings equity
GBPm GBPm GBPm GBPm GBPm GBPm GBPm GBPm GBPm
------- ------- ---------- ----------- ------ ------- ------------ -------- ------
At 29 September
2018 37 26 3 1,197 (1) (202) 14 695 1,769
Profit for the
period - - - - - - - 143 143
Other
comprehensive
income/(expense) - - - 70 - (48) - 11 33
Total
comprehensive
income/(expense) - - - 70 - (48) - 154 176
Purchase of own
shares - - - - (3) - - - (3)
Credit in respect
of share-based
payments - - - - - - - 3 3
Tax on
share-based
payments - - - - - - - 2 2
At 28 September
2019 37 26 3 1,267 (4) (250) 14 854 1,947
IFRS 16
transition(a) - - - - - - - (24) (24)
------- ------- ---------- ----------- ------ ------- ------------ -------- ------
At 29 September
2019 37 26 3 1,267 (4) (250) 14 830 1,923
(Loss)/profit
for the period - - - - - - - (112) (112)
Other
comprehensive
income/(expense) - - - (150) - 10 - 6 (134)
------- ------- ---------- ----------- ------ ------- ------------ -------- ------
Total
comprehensive
income/(expense) - - - (150) - 10 - (106) (246)
Share capital
issued - 2 - - - - - - 2
Purchase of own
shares - - - - (2) - - - (2)
Release of own
shares - - - - 3 - - (3) -
Credit in respect
of share-based
payments - - - - - - - 2 2
Tax on
share-based
payments - - - - - - - (2) (2)
At 26 September
2020 37 28 3 1,117 (3) (240) 14 721 1,677
======= ======= ========== =========== ====== ======= ============ ======== ======
a At the start of the period, the Group has adopted IFRS 16 which
requires lease liabilities and corresponding right-of-use assets
to be recognised on the balance sheet. The Group has adopted
IFRS 16 using the modified retrospective approach and as a result,
prior period comparatives have not been restated. See notes 1
and 12 for details of the transitional impact.
Group cash flow statement
For the 52 weeks ended 26 September 2020
2020 2019
52 weeks 52 weeks
Notes GBPm GBPm
-------------------------- -------------------------
Cash flow from operations
Operating profit 8 297
Add back/(deduct):
Movement in the valuation of the
property portfolio 93 2
Net profit arising on property
disposals - (1)
Past service cost in relation to the
defined
benefit pension obligation - 19
Depreciation of property, plant and
equipment 110 116
Amortisation of intangibles 3 3
Depreciation of right-of-use assets 41 -
Cost charged in respect of
share-based payments 2 3
Administrative pension costs 2 3
Share of associates results 1 -
-------------------------- -------------------------
Operating cash flow before movements
in working
capital
and additional pension
contributions 260 442
Decrease in inventories 4 -
Decrease/(increase) in trade and
other receivables 9 (9)
Increase in trade and other payables 6 25
Decrease/(increase) in provisions 1 (7)
Additional pension contributions (25) (49)
-------------------------- -------------------------
Cash flow from operations 255 402
Interest paid (109) (113)
Other interest paid - lease (8) -
liabilities(a)
Borrowing facility fees paid (1) -
Interest received 1 2
Tax paid (11) (25)
Net cash from operating activities 127 266
Investing activities
Purchases of property, plant and
equipment (104) (147)
Purchases of intangible assets (4) (5)
Proceeds from sale of property,
plant and equipment 2 14
Finance lease principal repayments 2 -
received
Transfers from other cash deposits - 120
Net cash used in investing
activities (104) (18)
Financing activities
Issue of ordinary share capital 2 -
Purchase of own shares (3) (3)
Repayment of principal in respect of
securitised
debt (95) (87)
Repayment of liquidity facility - (147)
Drawings under liquidity facility 9 -
Drawings under term loan 100 -
Cash payments for the principal (22) -
portion of
lease liabilities(a)
Drawdown of unsecured revolving 10 -
credit facilities
Net cash used in financing
activities 1 (237)
Net increase in cash and cash
equivalents 24 11
Cash and cash equivalents at the
beginning
of the period 10 133 122
Foreign exchange movements on cash 1 -
Cash and cash equivalents at the end
of the
period 10 158 133
========================== =========================
a At the start of the period, the Group has adopted IFRS 16 which
requires lease liabilities and corresponding right-of-use assets
to be recognised on the balance sheet. The Group has adopted
IFRS 16 using the modified retrospective approach and as a result,
prior period comparatives have not been restated. See notes 1
and 12 for details of the transitional impact.
Notes to the consolidated financial statements
1. Preparation of preliminary consolidated financial statements
General information
Mitchells & Butlers plc, along with its subsidiaries,
(together 'the Group') is required to prepare its consolidated
financial statements in accordance with International Financial
Reporting Standards (IFRSs) as adopted by the European Union and in
accordance with the Companies Act 2006. While the financial
information included in this release is based on the Group's
consolidated financial statements and has been prepared in
accordance with the recognition and measurement criteria of
International Financial Reporting Standards (IFRSs), this
announcement does not itself contain sufficient information to
comply with IFRSs.
The preliminary financial statements include the results of
Mitchells & Butlers plc and all its subsidiaries for the 52
week period ended 26 September 2020. The comparative period is for
the 52 week period ended 28 September 2019. The respective balance
sheets have been drawn up as at 26 September 2020 and 28 September
2019.
The preliminary financial statements have been prepared on the
historical cost basis as modified by the revaluation of freehold
and long leasehold properties, pension obligations and financial
instruments.
The Group's accounting policies have been applied
consistently.
Going concern
The Directors have adopted the going concern basis in preparing
these financial statements after assessing the impact of identified
principal risks and, in particular, the possible adverse impact on
financial performance, specifically revenue and cash flows, of
restrictions imposed by the relevant governments in the UK and
Germany in response to the outbreak of Covid-19.
Liquidity
As at 26 September 2020, the Group had cash and cash equivalents
of GBP158m, and undrawn committed unsecured facilities of GBP140m.
We expect to retain significant liquidity headroom against these
facilities throughout the going concern assessment period.
The Group's primary source of borrowings is through a secured
financing structure made up of ten tranches of fully amortising
loan notes with a gross debt value of GBP1.6bn. These are secured
against the majority of the Group's real estate property assets and
the future income streams generated from those properties. The
periods for repayments of principal vary by class of note with
maturity dates ranging from 2023 to 2036, but at a current
aggregate annual debt service cost of c.GBP200m. Interest rate and
exchange rate fluctuations have largely been fixed with currency
and interest rate swaps which qualify for hedge accounting under
IFRS 9 Financial Instruments. Within the securitisation structure,
the Group maintains a Liquidity Facility of GBP295m, which is a
condition of the securitisation documents. On 12 June 2020 the
Group announced revised financing arrangements that had been agreed
with its main creditors to provide additional liquidity and
financial flexibility in order to meet the challenges presented by
Covid-19. These are summarised below.
Unsecured borrowing facilities of GBP250m fall due for repayment
in December 2021, outside the term of the going concern assessment
period.
Revised facilities and covenants
During the period, and as a result of the Covid-19 pandemic,
material trading restrictions were imposed on the Group and the
sector by governmental authorities, including mandated closure for
over three months. Mitigating action was swiftly taken which
included agreeing revised arrangements in the secured financing
structure with the consent of the controlling creditor of the
securitisation and the securitisation Trustee. These can be
summarised as:
-- a waiver of, and amendment to, the 30 day suspension of
business provision, where such provision was waived because the
suspension arose due to the enforced closure during the Covid-19
pandemic;
-- a waiver of the two quarter look-back debt service coverage
ratio test up until July 2021 and a waiver of the four quarter
look-back debt service coverage ratio test up until September
2021;
-- a waiver of the requirement to appoint a financial adviser
which would otherwise have arisen for any periods where the debt
service coverage ratio falls to below the required level up until
July 2021;
-- a reduction in the minimum amount required to be spent on
maintenance during FY 2020 and FY 2021 to reflect the operation of
the Group's business having been temporarily suspended; and
-- a waiver to facilitate drawings of up to GBP100m in total
under the Liquidity Facility providing the Group with additional
facilities in order to meet payments of principal and interest,
provided such drawings are repaid in full by 15 March 2021.
1. Preparation of preliminary consolidated financial statements (continued)
Going concern (continued)
I n order to secure such amendments and waivers, the Group gave
certain undertakings in relation to its own financing arrangements,
namely, to secure the GBP250m liquidity facilities referred to
below, and an undertaking to provide funding into the
securitisation of up to GBP100m in line with drawings on the
Liquidity Facility.
In addition, the following was agreed with the Group's unsecured
relationship banks:
-- Extension of the term of existing GBP150m committed unsecured
facilities to 31 December 2021; and
-- The provision of an additional GBP100m of liquidity, also to
31 December 2021, backed by the Coronavirus Large Business
Interruption Loan Scheme facilitated by the UK Government.
The Group will continue to remain in regular dialogue with its
lenders throughout the period.
Significant judgements and base case
These revised financial arrangements provide a stronger platform
for the business to meet the uncertainty ahead, therefore ensuring
that liquidity is not expected to be a main concern during the
going concern assessment period. Key to successfully meeting the
challenge the Group faces will be the depth, duration and recovery
profile of the pandemic which will, in turn, dictate the severity
of imposed trading restrictions and, therefore, most importantly,
the level of sales that the business is able to achieve. The level
of sales drives the EBITDA of the business which is a critical
measure for covenant compliance tests. The key judgements made by
management in arriving at the level of sales are the trajectory of
sales recovery, a return to historic trading conditions and the
extent of future restrictions.
In reaching this assessment, the Directors have reviewed what
they consider to be a plausible base case forecast scenario which
includes the impact of the second national lockdown in England from
5 November 2020. This is assumed to be lifted on 2 December 2020
but is expected to be replaced with ongoing severe restrictions on
trading in the hospitality sector, leading to an expectation of
sales over the important festive trading period being over 40%
lower than in previous years. Over the second quarter of FY 2021,
to March 2021, sales are forecast to remain materially lower at
approximately 25% down on years prior to FY 2020 (i.e. those years
not impacted by the Covid-19 pandemic), reflecting management's
expectation of further local lockdowns impacting c.10% of the
estate, before building back gradually in the second half of FY
2021 as restrictions become less severe, although sales are not
assumed to reach the level achieved pre-Covid during FY 2021. In
aggregate, sales are forecast to be 15% down against pre Covid-19
comparatives over the period following anticipated re-opening in
December to the end of the year. Site level operating margins have
been assumed to be in line with recent operating margins achieved
since reopening in July 2020, which is similar to margins the
business has achieved before Covid-19 related closures.
Some limited mitigation and operational cost reduction
initiatives are assumed in response to these reduced activity
levels, amounting to 10% of total costs, also for the period after
re-opening. During this time the Group is expected to continue to
benefit from assistance from the UK Government, principally in the
form of relief from business rates, a reduction in VAT on
non-alcohol sales to April 2021 and some limited payment from the
Job Retention Bonus, in respect of which the UK Government is
expected to provide revised guidance. Access to the Job Retention
Scheme to the extended date of March 2021 is assumed, where
applicable, in order to protect employment.
Under the base case forecast, the Group continues to remain
profitable with no forecasted covenant breach, with the securitised
four quarter look back FCF : debt service covenant demonstrating
the lowest level of headroom. In FY 2021 the Group continues to
remain profitable with sufficient liquidity and no forecast
unwaived covenant breaches, although a number of tests have limited
remaining headroom.
Reverse stress test
The Group has undertaken reverse stress test modelling, being
the identification of that level of downside forecast at which the
business model becomes unsustainable for either solvency or
liquidity reasons. Due to the complex capital structure of the
Group, involving the interaction of both secured and unsecured
estates with quarterly covenant testing, there is a very wide range
of scenarios on which the reverse stress test can be
constructed.
1. Preparation of preliminary consolidated financial statements (continued)
Going concern (continued)
Reverse stress test (continued)
In examining vulnerabilities, management believe that further
sales shortfalls are likely to be most acute for the first half of
FY 2021. After the assumed re-opening in England in December 2020,
a deterioration beyond an average of 4% lower sales than the base
case for this same period and second half sales in line with base
case would result in a breach in covenants as noted below. From
January 2021, some provision is assumed in this scenario for the
potential for increased tariff costs on imported food and drink as
a result of the risk of a no-deal or limited-deal Brexit. These
costs have not been included in the base forecast model due to
uncertainty and the availability of potential options to mitigate
through supply chain arrangements and range changes. In the reverse
stress test, management have assumed unmitigated costs to be GBP11m
per annum.
There is a reasonably plausible scenario where the Group could
experience the sales shortfalls set out in the reverse stress test
which would result in a breach to its covenants. Any breach in
covenants would result in a need for a waiver of the banking
covenants, or for the Group to renegotiate its borrowing
facilities, neither of which are fully within the Group's control.
A breach of covenants would also result in the reclassification of
GBP1,542m non-current borrowings to current borrowings. The
Directors have, however, assessed that: given the strength of the
underlying business including its property estate and brand
portfolio; the Group's existing relationships with its main
creditors; its historical success in obtaining covenant waivers and
in raising finance; and ongoing dialogue with its main creditors,
they believe that a waiver of the covenants or renegotiation of the
facilities would be successful.
Given the very high degree of uncertainty resulting from the
Covid-19 pandemic and resulting restrictions placed on trading in
the hospitality sector, a material uncertainty therefore exists,
which may cast significant doubt over the Group's ability to trade
as a going concern, in which case it may be unable to realise its
assets and discharge its liabilities in the normal course of
business. This uncertainty stems directly from a lack of clarity on
both the extent and the duration of current tiering, local and
national lockdowns and operating restrictions, such as social
distancing measures, limitations on party sizes and reduced opening
times, all of which have an impact on consumers' ability and
willingness to visit pubs and restaurants and, therefore, the
Group's operational performance translating to sales and EBITDA
that determine the Group's continuing covenant compliance.
Going concern statement
Notwithstanding the material uncertainty highlighted above,
after due consideration the Directors have a reasonable expectation
that the Company and the Group have sufficient resources to
continue in operational existence for the period of at least 12
months from the date of approval of these financial statements.
Accordingly, the financial statements continue to be prepared on
the going concern basis.
Foreign currencies
The results of overseas operations have been translated into
sterling at the weighted average euro rate of exchange for the
period of GBP1 = EUR1.09 (2019 GBP1 = EUR1.13), where this is a
reasonable approximation to the rate at the dates of the
transactions. Euro and US dollar denominated assets and liabilities
have been translated at the relevant rate of exchange at the
balance sheet date of GBP1 = EUR1.10 (2019 GBP1 = EUR1.12) and GBP1
= $1.27 (2019 GBP1 = $1.23) respectively.
New and amended IFRS Standards that are effective for the
current period
The International Accounting Standards Board (IASB) and
International Financial Reporting Interpretations Committee (IFRIC)
have issued the following standards and interpretations which have
been adopted by the Group in these financial statements for the
first time with the following impact.
IFRS 16 Leases
In the current period, the Group has applied IFRS 16 (as issued
by the IASB in January 2016) that is
effective for annual periods that begin on or after 1 January
2019.
IFRS 16 introduced a single, on-balance sheet accounting model
for lessees and sets out the principles for recognition,
measurement, presentation and disclosure of leases. As a result,
the Group, as a lessee, has recognised right-of-use assets
representing its right to use the underlying assets, and lease
liabilities representing
its obligation to make lease payments. In contrast to lessee
accounting, lessor accounting under IFRS 16 is largely
unchanged.
Given the number of leases and historical data requirements to
adopt the full retrospective approach, the Group has applied the
modified retrospective approach with assets equal to liabilities,
adjusted for any prepaid lease payments, lease incentives, expected
dilapidations and lease premiums at transition. As a result, there
is no requirement to restate prior period information.
1. Preparation of preliminary consolidated financial statements
(continued)
New and amended IFRS Standards that are effective for the
current period (continued)
IFRS 16 Leases (continued)
The date of initial application of IFRS 16 for the Group is 29
September 2019. The impact of the adoption of IFRS 16 on the Group
balance sheet, Group income statement and Group statement of
changes in equity is shown in note 12.
The Group as lessee
The Group has applied the practical expedient available on
transition to IFRS 16, not to reassess whether a contract is or
contains a lease. Accordingly, the definition of a lease in
accordance with IAS 17 and IFRIC 4 will continue to apply to those
leases entered into or modified before 29 September 2019. The Group
now assesses whether a contract is or contains a lease based on the
new definition of a lease for all contracts entered into or
modified on or after 29 September 2019. Under IFRS 16, a contract
is, or contains, a lease if the contract conveys the right to
control the use of an identified asset for a period of time in
exchange for consideration.
The Group has also elected to use the recognition exemptions for
lease contracts that, at the commencement date, have a remaining
lease term of twelve months or less and do not contain a purchase
option, or are lease contracts for which the underlying asset is of
low value.
Where a lease is identified, the Group recognises a right-of-use
asset and a corresponding lease liability.
The lease liability is measured at the present value of the
lease payments, using the lessee's incremental borrowing rate
specific to term, country, currency and remaining lease term as the
discount rate, if the rate implicit in the lease is not readily
determinable. Lease payments include fixed payments, less any lease
incentives receivable, and variable lease payments that depend on
an index or rate, with these being initially measured using the
index or rate at the commencement date. Any variable lease payments
that do not depend on an index or rate, are recognised as an
expense in the period in which the event or condition that triggers
the payment occurs. The lease liability is presented as a separate
line in the Group balance sheet, split between current and
non-current liabilities.
The lease liability is subsequently measured by increasing the
carrying amount to reflect interest on the lease liability (using
the effective interest rate method) and by reducing the carrying
amount to reflect the lease payments made. The lease liability is
re-measured with a corresponding adjustment to the right-of-use
asset, when there is a change in future lease payments resulting
from a rent review, change in an index or rate, a change in lease
term, e.g. lease extension, or a change in the Group's assessment
of whether it is reasonably certain to exercise or not exercise a
break option.
The Group recognises right-of-use assets at the commencement
date of the lease. Right-of-use assets are measured at cost, less
accumulated depreciation and impairment losses and adjusted for any
re-measurement of lease liabilities. The cost of right-of-use
assets includes the amount of lease liabilities recognised,
adjusted for any re-measurement of lease payments made at or before
the commencement date, less any lease incentives received.
Right-of-use assets are depreciated over the shorter of the asset's
useful life or the lease term on a straight-line basis.
Right-of-use assets are subject to and reviewed regularly for
impairment. This replaces the previous requirement to recognise a
provision for fixed rental charges within onerous lease
contracts.
Under IFRS 16, there is a lease-by-lease transition choice
whereby a lessee can take a practical expedient to rely on
assessments immediately before the date of initial application of
whether leases are onerous under the definition within IAS 37
Provisions, Contingent Liabilities and Contingent Assets, and to
adjust the right-of-use asset by this amount. Alternatively, the
new requirements under IFRS 16 can be applied and the right-of-use
asset is tested for impairment in accordance with IAS 36 Impairment
of Assets at the date of transition. The Group has considered this
on a lease by lease basis with a transitional impairment review
taken on a number of leases.
The transitional impairment review has resulted in an impairment
charge which is presented as an opening reserves adjustment, net of
the reversal of onerous lease provisions no longer required. This
impairment predominantly resulted from the application of different
discount rates in line with the applicable accounting standards.
The onerous lease provisions previously recognised in accordance
with IAS 37 and the IFRS 16 right-of-use calculations both use
lower discount rates such as a risk-free or incremental borrowing
rate. However, on adoption of IFRS 16 and recognition of
right-of-use assets, these assets are tested for impairment under
IAS 36 which uses a market participants' rate. The application of
these standards and changes in discount rates have caused an
impairment on numerous right-of-use assets.
The Group recognises lease payments in relation to short-term
leases and low value assets as an operating expense on a
straight-line basis over the term of the lease.
1. Preparation of preliminary consolidated financial statements (continued)
New and amended IFRS Standards that are effective for the
current period (continued)
IFRS 16 Leases (continued)
The Group as lessee (continued)
At the commencement date of property leases the Group determines
the lease term to be the full term of the lease, assuming any
option to break or extend the lease is unlikely to be exercised.
Leases are regularly reviewed and will be revalued if it becomes
likely that a break clause or option to extend the lease will be
exercised. Judgement is also required in respect of property leases
where the current lease term has expired but the Group remains in
negotiation with the landlord for potential renewal. Where the
Group believes renewal to be reasonably certain and the lease is
protected by the Landlord Tenant Act, it will be treated as having
been renewed at the date of termination of the previous lease term
and on the same terms as the previous lease. Where renewal is not
considered to be certain the leases are included with a lease term
which reflects the anticipated notice period under relevant
legislation. The lease will be revalued when it is renewed to take
account of the new terms.
The Group as lessor
IFRS 16 does not change substantially how a lessor accounts for
leases. Under IFRS 16, a lessor continues to classify leases as
either finance leases or operating leases and accounts for those
two types of leases differently.
However, IFRS 16 has changed and expanded the disclosures
required, in particular with regard to how a lessor manages the
risks arising from its residual interest in leased assets.
Under IFRS 16, an intermediate lessor accounts for the head
lease and the sub-lease as two separate contracts. The intermediate
lessor is required to classify the sub-lease as a finance or
operating lease by reference to the right-of-use asset arising from
the head lease (and not by reference to the underlying asset as was
the case under IAS 17).
As a result of this change, the Group has reclassified certain
of its sub-lease agreements as finance
leases. As required by IFRS 9, an allowance for expected credit
losses has been recognised on the
finance lease receivables.
The impact of the adoption of IFRS 16 on the Group balance
sheet, Group income statement and Group statement of changes in
equity is shown in note 12.
Interest Rate Benchmark Reform - Amendments to IFRS 9, IAS 39
and IFRS 7
On 26 September 2019 the International Accounting Standards
Board (IASB) published Interest Rate Benchmark Reform, Amendments
to IFRS 9, IAS 39 and IFRS 7 bringing to a conclusion phase one of
the IASB's work to respond to the effects of Interbank Offered
Rates (IBOR) reform on financial reporting. The Group has early
adopted the amendments from 29 September 2019.
The Intercontinental Exchange Benchmark Administration (IBA) has
announced plans to phase out the IBOR benchmark and move to a new
benchmark known as alternate reference rates (ARR) by the end of
2021. The amendments address the uncertainty caused by the current
interest rate benchmark reforms and allow entities to continue to
apply hedge accounting to hedge relationships containing
instruments that are affected by the benchmark reforms.
The Group has floating rate debt linked to GBP LIBOR and USD
LIBOR which it cash flow hedges using interest rate and cross
currency interest rate swaps. The amendments allow the Group to
continue to apply hedge accounting through the transition to the
new benchmark rate even though there is uncertainty about the
timing and amount of the hedged cash flows as a result of the
interest rate benchmark reforms.
The Group will not discontinue hedge accounting should any
assessment of effectiveness indicate any ineffectiveness as a
direct result of the change in benchmark rate.
The Group continues to monitor the situation with regards the
phasing out of LIBOR and its proposed replacement benchmark but at
this stage has not engaged with counterparties to negotiate the
appropriate amendments from LIBOR to a replacement benchmark rate.
The Group expects to transition its swaps and loan notes to the
same replacement benchmark rate at the same time and will continue
to have highly effective hedge relationships as a result.
The amendments will continue to be applied until any uncertainty
arising from the benchmark reforms to which the Group is exposed
has ended. The Group has assumed that this uncertainty will
continue until the swap and debt contracts, in hedge relationships,
that reference LIBOR have been updated to state the replacement
benchmark rate and the date on which it will first apply.
1. Preparation of preliminary consolidated financial statements (continued)
Critical accounting judgements and key sources of estimation
uncertainty
The preparation of the consolidated financial statements
requires management to make judgements, estimates and assumptions
in the application of accounting policies that affect reported
amounts of assets, liabilities, income and expense.
Estimates and judgements are periodically evaluated and are
based on historical experience and other factors including
expectations of future events that are believed to be reasonable
under the circumstances. Actual results may differ from these
estimates. In the current period, there has been significant
judgement around the going concern assessment, including estimation
uncertainty in the forecasts used for this assessment. Full details
are provided in the going concern review provided above.
The Group's other critical accounting judgements and estimates
are described within the relevant notes to the consolidated
financial statements.
Judgements and estimates for the period remain largely unchanged
from prior period, other than the consideration of the impact of
Covid-19 where relevant. In addition, there are new judgements and
estimates within note 9 Leases as a result of the adoption of IFRS
16 and the impact of Covid-19.
Critical judgements are described in each section listed
below:
-- Note 3 Separately disclosed items
-- Note 6 Taxation
-- Note 8 Property, plant and equipment
-- Note 9 Leases
-- Note 11 Pensions
Key sources of estimation uncertainty are described in:
-- Note 6 Taxation
-- Note 8 Property, plant and equipment
-- Note 9 Leases
2. Segmental analysis
Operating segments
IFRS 8 Operating Segments requires operating segments to be
based on the Group's internal reporting to its Chief Operating
Decision Maker (CODM). The CODM is regarded as the Chief Executive
together with other Board members. The Group trades in one business
segment (that of operating pubs and restaurants) and the Group's
brands meet the aggregation criteria set out in Paragraph 12 of
IFRS 8. Economic indicators assessed in determining that the
aggregated operating segments share similar economic
characteristics include: expected future financial performance;
operating and competitive risks; and return on invested capital. As
such, the Group reports the business as one reportable business
segment.
The CODM uses EBITDA and profit before interest and separately
disclosed items (operating profit pre-adjustments) as the key
measures of the Group's results on an aggregated basis.
Geographical segments
Substantially all of the Group's business is conducted in the
United Kingdom. In presenting information by geographical segment,
segment revenue and non-current assets are based on the
geographical location of customers and assets.
UK Germany Total
--------------------------- -------------------------------- -------------------------------
2020 2019 2020 2019 2020 2019
52 weeks 52 weeks 52 weeks 52 weeks 52 weeks 52 weeks
GBPm GBPm GBPm GBPm GBPm GBPm
---------- ---------- ---------- ---------- ---------- ----------
Revenue -
sales
to third
parties 1,401 2,147 74 90 1,475 2,237
Segment
non-current
assets(a) 4,698 4,531 38 12 4,736 4,543
a. Includes balances relating to intangibles, property, plant and
equipment, right-of-use assets, finance lease receivables and
non-current lease premiums.
3. Separately disclosed items
In addition to presenting information on an IFRS basis, the
Group also presents adjusted profit and earnings per share
information that excludes separately disclosed items and the impact
of any associated tax. Adjusted profitability measures are
presented excluding separately disclosed items as we believe this
provides both management and investors with useful additional
information about the Group's performance and supports a more
effective comparison of the Group's trading performance from one
period to the next. Adjusted profit and earnings per share
information is used by management to monitor business performance
against both shorter-term budgets and forecasts but also against
the Group's longer-term strategic plans.
Critical accounting judgements
Judgement is used to determine those items which should be
separately disclosed to allow a better understanding of the
adjusted trading performance of the Group. This judgement includes
assessment of whether an item is of sufficient size or of a nature
that is not consistent with normal trading activities.
3. Separately disclosed items (continued)
The items identified in the current period are as follows:
2020 2019
52 weeks 52 weeks
Notes GBPm GBPm
--------- ---------
Separately disclosed items
Past service cost in relation to the defined
benefit obligation a - (19)
Costs directly associated with Covid-19 and b (11) -
the enforced closure of pubs
Gaming machine settlement c 13 -
Total separately disclosed items recognised
within operating costs 2 (19)
Net profit arising on property disposals - 1
Movement in the valuation of the property portfolio:
- Impairment arising from the revaluation of
freehold and long leasehold properties d (43) (4)
- Impairment of freehold and long leasehold e (10) -
tenant's fixtures and fittings
- Impairment of short leasehold and unlicensed
properties f (7) (5)
- Impairment of right-of-use assets g (33) -
- Reversal of past impairment on transfer to
assets held for sale h - 7
Net movement in the valuation of the property
portfolio (93) (2)
Total separately disclosed items before tax (91) (20)
Tax credit relating to above items 16 4
Tax charge relating to change in tax rate i (10) -
---------
Total separately disclosed items after tax (85) (16)
========= =========
a. On 26 October 2018 the High Court provided a ruling regarding
guaranteed minimum pensions (GMPs) equalisation. The court ruled
that pensions provided to members who had contracted-out of their
scheme must be recalculated to ensure payments reflect the equalisation
of state pension ages in the 1990s. The ruling provided pension
trustees with a range of acceptable methods for calculating the
GMP equalisation. The court also ruled that trustees are obliged
to make arrears payments to members and simple interest on the
arrears should be paid at 1% above the base rate. The estimated
increase in pension liabilities required to equalise for GMPs
and charged in the prior period was GBP19m.
b. Costs directly associated with the Covid-19 pandemic primarily
relate to the disposal of stock items at site and within distribution
depots that are beyond useable dates as a result of the Government
enforced closure of pubs on 20 March 2020. This excessive wastage
is not considered to be part of normal trading activity.
c. The income of GBP13m relates to a long-standing claim with HMRC,
relating to VAT on gaming machines. HMRC first paid the Group
GBP13m in May 2010 but following an appeal by HMRC, the Group
repaid this in 2014. During the 52 weeks ended 26 September 2020,
HMRC agreed to settle this amount with the Group. The amount recognised
is the settlement value including estimated interest.
d. The impairment arising from the Group's revaluation of its freehold
and long leasehold pub estate comprises an impairment charge,
where the carrying values of the properties exceed their recoverable
amount, net of a revaluation surplus that reverses past impairments.
See note 8 for further details.
e. Impairment of freehold and long leasehold tenant's fixtures and
fittings where their carrying values exceed their recoverable
amounts. See note 8 for further details.
f. The impairment of short leasehold and unlicensed properties comprises
an impairment charge, where their carrying values exceed their
recoverable amount, net of an impairment reversal where carrying
values have been increased to the recoverable amounts. See note
8 for further details.
g. Impairment of right-of-use assets where their carrying values
exceed their recoverable amounts. See note 9 for further details.
h . During the prior period, a revaluation uplift, which reverses
a previous impairment, was recognised on reclassification of
property, plant and equipment to assets held for sale.
i. A deferred tax charge has been recognised in the current period
following the substantive enactment of legislation on 17 March
2020, which increased the UK standard rate of corporation tax
from 17% to 19% from 1 April 2020.
4. Government grants
Accounting policy
Government grants are not recognised until there is reasonable
assurance that the Group will comply with the conditions attaching
to them and that the grants will be received. Government grants are
recognised in the income statement on a systematic basis over the
periods in which the Group recognises as expenses the related
operating costs for which the grants are intended to
compensate.
Coronavirus Job Retention Scheme (CJRS)
Under this scheme, HMRC reimburses up to 80% of the wages of
certain employees who have been
furloughed. The scheme is designed to compensate for staff
costs, so amounts received are recognised in the income statement
over the same period as the costs to which they relate. In the
income statement, operating costs are shown net of grant income
received. The scheme commenced on 20 March 2020 and will continue
until 31 March 2021.
Eat Out to Help Out
During August 2020, HMRC offered a 50% discount off food and
non-alcoholic drinks, capped to GBP10 per
person, when dining out between Monday and Wednesday. The Group
participated in this scheme. In the income statement, food and
drink revenue includes amounts received from HMRC in respect of the
scheme.
Business rates
Businesses in the retail, hospitality and leisure sectors in
England were granted 100% business rates relief for the 2020/2021
rates year.
The impact of grants received on the income statement for the 52
weeks ended 26 September 2020 is as follows:
Government grant scheme Income statement line impact 2020 2019
52 weeks 52 weeks
GBPm
GBPm
---------- ----------
Eat Out to Help Out Revenue 30 -
Coronavirus Job Retention Operating costs before separately 165 -
Scheme disclosed items
Total Government grants 195 -
received
---------- ----------
In addition to the grants received above, during the current
period, the UK Government announced 100% rate relief for all pubs
and restaurants for the business rates year 2020/2021. The impact
in the current period is an estimated saving of GBP47m (2019
GBPnil).
Although this has not been quantified, the Group has benefitted
from a reduction in the rate of VAT from 20% to 5% on non-alcoholic
sales which was introduced by the UK Government on 15 July 2020 and
will last until 31 March 2021.
5. Finance costs and income
2020 2019
52 weeks 52 weeks
GBPm GBPm
--------- ---------
Finance costs
Interest on securitised debt (105) (109)
Interest on other borrowings (6) (4)
Interest on lease liabilities (17) -
Unwinding of discount on provisions - (1)
Total finance costs (128) (114)
========= =========
Finance income
Interest receivable - cash 1 1
========= =========
Net pensions finance charge (note 11) (4) (7)
========= =========
6. Taxation
Critical accounting judgements
Recognition of deferred tax assets involves judgement regarding
the future financial performance of the UK Group. The future
financial performance used in this judgement is the base case
forecast scenario as described in the going concern assessment in
note 1. Under the base case forecast the Group continues to remain
profitable in future years. This base case scenario has been used
to forecast future taxable profits.
Key sources of estimation uncertainty
Differences in forecast taxable profits and actual future
profits could impact the level of deferred tax assets recognised in
future periods. The key estimation uncertainties in forecasting
future financial performance will be the depth, duration and
recovery profile of the Covid-19 pandemic which will in turn
dictate the severity of trading restrictions imposed on the Group
by the Government.
Taxation - Group income statement
2020 2019
52 weeks 52 weeks
GBPm GBPm
--------- ---------
Current tax:
* UK corporation tax - (31)
* Amounts over provided in prior periods 2 3
-----
Total current tax credit/(charge) 2 (28)
-----
Deferred tax:
* Origination and reversal of temporary differences 21 (5)
(10) -
* Effect of changes in UK tax rate
- Adjustments in respect of prior periods (2) (1)
----- ----
Total deferred tax credit/(charge) 9 (6)
--- ------
Total tax credit/(charge) in the Group income statement 11 (34 )
=== ======
Further analysed as tax relating to:
Loss/(profit) before separately disclosed items 5 (38)
Separately disclosed items 6 4
--- -----
11 (34)
=== =====
6. Taxation (continued)
The tax credit in the financial statements is wholly
attributable to deferred tax as the full period results are a loss
which results in no corporation tax payable for the 52 weeks ended
26 September 2020. The standard rate of corporation tax applied to
the reported loss is 19.0% (2019 19.0% applied to the reported
profit).
2020 2019
52 weeks 52 weeks
GBPm GBPm
--------- ---------
Deferred tax in the Group income statement:
Accelerated capital allowances (1) 1
Retirement benefit obligations (8) (4)
Unrealised gains on revaluations 13 (1)
Tax losses - UK 13 (2)
Tax losses - overseas - (1)
Share-based payments (1) 1
Rolled over and held over gains (7) -
Total deferred tax credit/(charge) in the Group
income statement 9 (6)
========= =========
Taxation - other comprehensive income
2020 2019
52 weeks 52 weeks
GBPm GBPm
--------- ---------
Deferred tax:
Items that will not be reclassified subsequently
to profit or loss:
* Unrealised losses/gains due to revaluations -
revaluation reserve (2) (14)
* Unrealised losses/gains due to revaluations -
retained earnings 1 (1)
(6) -
* Rolled over and held over gains - retained earnings
* Remeasurement of pension liability 8 (3)
--------- ---------
1 (18)
--------- ---------
Items that may be reclassified subsequently to profit
or loss:
* Cash flow hedges 5 10
Total tax credit/(charge) recognised in other comprehensive
income 6 (8)
========= =========
2020 2019
52 weeks 52 weeks
GBPm GBPm
----------- -----------
Tax relating to items recognised directly in equity
Deferred tax:
- Tax (charge)/credit related to share-based payments (2) 2
=========== ===========
Factors which may affect future tax charges
The Finance Act 2016 reduced the main rate of corporation tax
from 19% to 17% from 1 April 2020. The effect of these changes has
been reflected in the closing deferred tax balances at 28 September
2019.
The Finance Act 2020 maintained the main rate of corporation tax
rate at 19% from 1 April 2020, overriding the Finance Act 2016. The
effect of this change has been reflected in the closing deferred
tax balances at 26 September 2020.
7. (Loss)/earnings per share
Basic (loss)/earnings per share (EPS) has been calculated by
dividing the profit or loss for the period by the weighted average
number of ordinary shares in issue during the period, excluding own
shares held by employee share trusts.
For diluted (loss)/earnings per share, the weighted average
number of ordinary shares is adjusted to assume conversion of all
dilutive potential ordinary shares.
Adjusted (loss)/earnings per ordinary share amounts are
presented before separately disclosed items (see note 3) in order
to allow a better understanding of the adjusted trading performance
of the Group.
2020 2019
52 weeks 52 weeks
--------- ---------
Basic (loss)/earnings per share:
Total (loss)/profit for the period (GBPm) (112) 143
Weighted average number of ordinary shares for
the purposes of basic earnings per share (millions) 428 427
--------- ---------
(26.2)
Basic (loss)/earnings per share (pence) p 33.5 p
========= =========
Total (loss)/profit for the period (GBPm) (112) 143
Separately disclosed items, net of tax 85 16
--------- ---------
Adjusted (loss)/profit for the period(a) (GBPm) (27) 159
--------- ---------
Adjusted (loss)/earnings per share(a) (pence) (6.3) p 37.2 p
========= =========
Diluted (loss)/earnings per share:
Weighted average number of ordinary shares for
the purposes of basic earnings per share (millions) 428 427
Effect of dilutive potential ordinary shares:
* Contingently issuable shares (millions) - 1
* Other share options (millions) 1 1
--------- ---------
Number of shares for the purpose of diluted earnings
per share (millions) 429 429
(26.1)
Diluted (loss)/earnings per share (pence) p 33.3 p
Adjusted diluted (loss)/earnings per share(a)
(pence) (6.3) p 37.1 p
========= =========
a. Adjusted (loss)/profit and adjusted EPS are alternative
performance measures (APMs) and are considered critical to aid
understanding of the Group's performance. These measures are
explained later in this announcement.
At 26 September 2020, 1,894,111 (2019 782,078) other share
options were outstanding that could potentially dilute basic EPS in
the future but were not included in the calculation of diluted EPS
as they are anti-dilutive for the periods presented.
8. Property, plant and equipment
Accounting policies
Revaluation
The revaluation utilises valuation multiples, which are
determined via third-party inspection of 20% of the sites such that
all sites are individually valued approximately every five years;
estimates of fair maintainable trade (FMT); and estimated resale
value of tenant's fixtures and fittings. Properties are valued as
fully operational entities, to include fixtures and fittings but
excluding stock and personal goodwill. The value of tenant's
fixtures and fittings is then removed from this valuation via
reference to its associated resale value. Where sites have been
impacted by expansionary capital investment in the preceding twelve
months, FMT is taken as the post investment forecast, as the
current period trading performance includes a period of
closure.
Valuation multiples derived via third-party inspections
determine brand standard multiples which are then used to value the
remainder of the non-inspected estate via an extrapolation
exercise, with the output of this exercise reviewed at a high level
by the Directors and the third-party valuer.
Where the value of land and buildings derived purely from a
multiple applied to the fair maintainable trade misrepresents the
underlying asset value, for example, due to low levels of income or
location characteristics, a spot valuation is applied.
Impairment
Short leaseholds, unlicensed properties and fixtures and
fittings are reviewed on an outlet basis for impairment if events
or changes in circumstances indicate that the carrying amount may
not be recoverable. An impairment loss is recognised whenever the
carrying amount of an asset exceeds its recoverable amount. The
recoverable amount is the higher of fair value less costs to sell
or value in use. Any changes in outlet earnings or cash flows, the
discount rate applied to those cash flows, or the estimate of sales
proceeds could give rise to an additional impairment loss.
Property, plant and equipment can be analysed as follows:
2020 2019
GBPm GBPm
------ ------
At beginning of period 4,528 4,426
Additions 97 151
(Impairment)/revaluation (208) 82
Disposals (2) (2)
Transfers to assets held for sale - (13)
Depreciation provided during the period (110) (116)
At end of period 4,305 4,528
====== ======
Revaluation
The freehold and long leasehold properties have been valued at
fair value, as at 26 September 2020, using information provided by
CBRE, independent chartered surveyors. The valuation was carried
out in accordance with the RICS Valuation - Global Standards 2020
which incorporate the International Valuation Standards and the
RICS Valuation - Professional Standards UK (the 'Red Book')
assuming each asset is sold as a fully operational trading entity.
The fair value has been determined having regard to factors such as
current and future projected income levels. As part of this, CBRE
have taken into account the expected rebuild in trade following
reopening as a result of Covid-19, as well as location, quality of
the pub restaurant and recent market transactions in the sector. In
the current period CBRE have therefore reduced the property
multiples for the expected impact of Covid-19.
8. Property, plant and equipment (continued)
Impairment
The fair value of tenant's fixtures and fittings are removed
from the valuation of freehold and long leasehold properties and
are subsequently reviewed for impairment by comparing their
recoverable amount to carrying values. Any resulting impairment
relates to sites with poor trading performance, where the output of
the calculation is insufficient to justify their current book
value.
Short leasehold and unlicensed properties (comprising land and
buildings and fixtures, fittings and equipment) which are not
revalued to fair market value, are reviewed for impairment by
comparing site recoverable amount to their carrying values. Any
resulting impairment relates to sites with poor trading
performance, where the output of the value in use calculations are
insufficient to justify their current net book value.
Recoverable amount is determined as being the higher of fair
value or value in use. Value in use calculations use forecast
trading performance cash flows, which are discounted by applying a
pre-tax discount rate of 9.9% (2019 7.7%) and a long-term growth
rate of 0.0% (2019 0.0%).
Current period valuations have been incorporated into the
consolidated financial statements and the resulting revaluation
adjustments have been taken to the revaluation reserve or Group
income statement as appropriate. The impact of the
revaluations/impairments described above is as follows:
2020 2019
52 weeks 52 weeks
GBPm GBPm
----------------- ----------------
Group income statement
Revaluation deficit charged as an impairment (93) (76)
Reversal of past revaluation deficits 50 72
----------------- ----------------
Total impairment arising from the revaluation (43) (4)
Impairment of short leasehold and unlicensed
properties (7) (7)
Impairment of freehold and long leasehold tenant's (10) -
fixtures and fittings
Reversal of past impairments of short leasehold
and unlicensed properties - 2
Total impairment of short leaseholds, unlicensed
properties and tenant's fixtures and fittings (17) (5)
Reversal of past impairment on transfer to assets
held for sale - 7
----------------- ----------------
(60) (2)
----------------- ----------------
Group statement of other comprehensive income
Unrealised revaluation surplus 77 199
Reversal of past revaluation surplus (225) (115)
----------------- ----------------
(148) 84
Net (decrease)/increase in property, plant and
equipment (208) 82
================= ================
8. Property, plant and equipment (continued)
Critical accounting judgements
Revaluation of freehold and long leasehold properties
The revaluation methodology is determined using management
judgement, with advice from third-party valuers. The application of
a valuation multiple to the fair maintainable trade of each site is
considered the most appropriate method for the Group to determine
the fair value of licensed land and buildings.
Where sites have been impacted by expansionary capital
investment in the preceding 12 months, management judgement is used
to determine the most appropriate source of site level FMT. The FMT
is taken as the post investment forecast, as the current period
trading performance includes a period of closure.
Due to the impact of Covid-19 in the current period, judgement
has been applied to determine the most appropriate measure of site
level FMT. Given the enforced closure of all sites on 20 March
2020, as well as subsequent local lockdowns, there was significant
impact on FY 2020 trading profit for each site. FMT has therefore
been determined by reference to the trading performance up to the
point of closure, as well as the previous two years of trading
performance. In addition, after application of a valuation multiple
to provide a site valuation, an income shortfall deduction has been
made to reduce this value by the difference between the FMT and the
expected Covid-19 related reduction in profit for each site during
FY 2021.
Impairment review of short leasehold and unlicensed property and
tenant's fixtures and fittings
For the short leasehold properties and tenant's fixtures and
fittings impairment review, judgement has been applied to determine
the most appropriate forecast to use as a result of the impact of
Covid-19 on site profitability and cash flows. Site level
forecasts, including the allocation of directly attributable
overhead costs, have been used that formed the basis of the overall
Group forecast for FY 2021 that was in place at the balance sheet
date. Management apply judgement when allocating overhead costs to
site cashflows, with an overhead allocation being made only for
those costs that can be directly attributed to a site on a
consistent basis.
The forecast at the balance sheet date assumed that the Group
would not be subject to enforcement of a prolonged national
lockdown but would continue to trade at a materially lower level of
sales due to selected regional lockdowns alongside other national
restrictions, under the UK Government's three tier alert system in
England (and similar arrangements in Scotland, Wales, Northern
Ireland and Germany). The forecast assumed reduced sales throughout
FY 2021, building up to pre Covid-19 levels of trade by the fourth
quarter of FY 2021. In addition, the forecast also includes a
reduction in VAT on non-alcohol sales to April 2021 and business
rate relief to April 2021.
Key sources of estimation uncertainty
Revaluation of freehold and long leasehold properties
The application of the valuation methodology requires two key
sources of estimation uncertainty; the estimation of valuation
multiples, which are determined via third-party inspections
including consideration of a multiple reduction for the impact of
Covid-19; and an estimate of fair maintainable trade, including
reference to historic and future projected income levels.
In addition, in the current period, an income shortfall
deduction has been made from the resulting valuation to estimate
the impact on profit of the post Covid-19 rebuild of trade in FY
2021.
The valuers also make reference to market evidence of
transaction prices for similar properties. An adjustment to any of
these assumptions could lead to a material change in the property
valuation. At 26 September 2020 the spread of the Covid-19 virus
and social distancing measures put in place in order to stem that
spread, has disrupted activity in real estate markets for the
hospitality sector, creating heighted valuation uncertainty for the
Group's valuers. As a result, the valuation report includes a
clause which highlights a 'material valuation uncertainty'. For the
avoidance of doubt, this clause does not mean that the valuation
cannot be relied upon. Rather, it has been included to ensure
transparency and to provide further insight as to the market
context under which the valuation opinion was prepared.
The carrying value of properties to which these estimates apply
is GBP4,129m (2019 GBP4,343m).
8. Property, plant and equipment (continued)
Key sources of estimation uncertainty (continued)
Revaluation of freehold and long leasehold properties
(continued)
Sensitivity analysis
Changes in the FMT, the multiple or the income shortfall
deduction could materially impact the valuation of the freehold and
long leasehold properties.
FMT
The average movement in FMT of revalued properties over the last
three financial periods is 1.4%. It is estimated that, given the
multiplier effect, a 1.4% change in the FMT of the freehold or long
leasehold properties would generate an approximate GBP52m movement
in their valuation.
Multiples
Valuation multiples are determined at an individual brand level.
Movements in valuation multiples between financial periods are the
result of changes in property market conditions. The average
weighted multiple is 8.1 (2019 8.6). Over the last three financial
periods, the weighted average brand multiple has moved by an
average of 0.2. It is estimated that a 0.2 change in the multiple
would generate an approximate GBP88m movement in valuation.
Income shortfall deduction
The income shortfall deduction is calculated by comparing the
site level FMT with the site level profit forecasts contained
within the Group FY 2021 profit forecast. A downside profit
forecast for FY 2021 existed at the balance sheet date which
provides a sensitivity against this base position. This potential
downside scenario of 11.2% reduction in profit, assumed a longer
turnaround of profit back to pre-Covid-19 levels. Applying this
downside scenario to the income shortfall calculation would result
in an approximate GBP33m reduction in the valuation.
Impairment review of short leasehold and unlicensed property and
tenant's fixtures and fittings
The impairment review requires three key sources of estimation
uncertainty in calculating the value in use: the estimation of
forecast cash flows for each site; the selection of an appropriate
discount rate and the selection of an appropriate long-term growth
rate. Both the discount rate and long-term growth rate are applied
consistently to each cash generating unit.
The carrying value of assets to which these estimates apply is
GBP164m.
Sensitivity analysis
Changes in forecast cash flows, the discount rate or the
long-term growth rate could materially impact the impairment charge
recognised for tenant's fixtures and fittings, short leasehold and
unlicensed properties.
Forecast cash flows
The forecast cash flows used in the value in use calculations
are site level forecasts that form the overall Group profit
forecast for FY 2021, in existence at the balance sheet date.
Management have determined a potential downside scenario to this
forecast which assumes a longer turnaround of profit back to
pre-Covid-19 levels. The use of this downside forecast results in a
reduction to EBITDA in FY 2021 of 11.2% against the FY 2021 base
case forecast. This would result in an approximate GBP1m increase
in the impairment recognised.
Discount rate
The discount rate applied in the value in use calculations is
the Group WACC. Over the last three financial periods, the discount
rate used in impairment reviews has moved by an average of 0.9%. It
is estimated that a 0.9% increase in this rate would generate an
additional GBP8m impairment charge. Similarly, it is estimated that
a 0.9% decrease would reduce the impairment charge by GBP4m.
Long-term growth rate
Due to market uncertainty at the balance sheet date, mainly in
relation to the ongoing Covid-19 pandemic, no long-term growth is
included in the value in use calculations. However, should a
long-term growth rate of 2.0% be applied, the impairment charge
would reduce by GBP5m.
9. Leases
Right - of - use assets
Right-of-use assets can be analysed as follows:
2020
GBPm
-----
At beginning of period -
Transition to IFRS 16 (see note 12) 466
Additions 10
Impairment (33)
Disposals (1)
Transfers to assets held for sale -
Depreciation provided during the period (41)
Foreign currency movements 1
At end of period 402
=====
Impairment review of right-of-use assets
Right-of-use assets are reviewed for impairment by comparing
site recoverable amount to their carrying values. Any resulting
impairment relates to sites with poor trading performance, where
the output of the calculation is insufficient to justify their
current net book value.
Recoverable amount is determined as being the higher of fair
value or value in use. Value in use calculations use forecast
trading performance cash flows, which are discounted by applying a
pre-tax discount rate of 9.9% (2019 7.7%) and a long-term growth
rate of 0.0% (2019 0.0%).
Critical accounting judgements
Impairment of right-of-use assets
Judgement is also required when assessing whether a right-of-use
asset should be impaired as this requires management to determine
the most reliable source for the basis of future income. Where
sites have been impacted by expansionary investment in the previous
twelve months, management judgement is used to determine the most
appropriate source of post-investment profitability, which is
likely to be based on a post-investment forecast as the current
period trading performance is impacted by a period of closure.
In the current period, judgement has been applied to determine
the most appropriate forecast to use as a result of the impact of
Covid-19 on site profitability. Site level forecasts, including the
allocation of directly attributable overhead costs, have been used
that formed the basis of the overall Group forecast for FY 2021
that was in place at the balance sheet date. Management apply
judgement when allocating overhead costs to site cashflows, with an
overhead allocation being made only for those costs that can be
directly attributed to a site on a consistent basis.
The forecast at the balance sheet date assumed that the Group
would not be subject to enforcement of a prolonged national
lockdown but would continue to trade at a materially lower level of
sales due to selected regional lockdowns alongside other national
restrictions, under the UK Government's three tier alert system in
England (and similar arrangements in Scotland, Wales, Northern
Ireland and Germany). The forecast assumed reduced sales throughout
FY 2021, building up to pre Covid-19 levels of trade by the fourth
quarter of FY 2021. In addition, the forecast also includes a
reduction in VAT on non-alcohol sales to April 2021 and business
rate relief to April 2021.
9. Leases (continued)
Key sources of estimation uncertainty
The impairment review of right-of-use assets requires three key
sources of estimation uncertainty in calculating the value in use:
the estimation of forecast cash flows for each site; the selection
of an appropriate discount rate and the selection of an appropriate
long-term growth rate. Both the discount rate and long-term growth
rate are applied consistently to each cash generating unit.
The carrying value of assets to which these estimates apply is
GBP402m.
Sensitivity analysis
Changes in forecast cash flows, the discount rate or the
long-term growth rate could materially impact the impairment charge
recognised for right-of-use assets.
Forecast cash flows
The forecast cash flows used in the value in use calculations
are site level forecasts that form the overall Group profit
forecast for FY 2021, in existence at the balance sheet date.
Management have determined a potential downside scenario to this
forecast which assumes a longer turnaround of profit back to
pre-Covid-19 levels. The use of this downside forecast results in a
reduction to EBITDA of 11.2% in FY 2021 against the FY 2021 base
case forecast. This would result in an approximate GBP1m increase
in the impairment recognised.
Discount rate
The discount rate applied in the value in use calculations is
the Group WACC. Over the last three financial periods, the discount
rate used in impairment reviews has moved by an average of 0.9%. It
is estimated that a 0.9% increase in this rate would generate an
additional GBP4m impairment charge. Similarly it is estimated that
a 0.9% decrease would reduce the impairment charge by GBP3m.
Long-term growth rate
Due to market uncertainty at the balance sheet date, mainly in
relation to the ongoing Covid-19 pandemic, no long-term growth is
included in the value in use calculations. However, should a
long-term growth rate of 2.0% be applied, the impairment charge
would reduce by GBP4m.
Lease liabilities
A maturity analysis of the undiscounted future lease payments
used to calculate the lease liabilities is shown below.
2020
GBPm
------
Amounts payable under lease liabilities
Due within one year 75
Due between one and five years 194
Due after five years 515
------
Total undiscounted lease liabilities 784
Less: impact of discounting (243)
------
Present value of lease liabilities 541
======
Analysed as:
Current lease liabilities - amounts due within twelve
months 58
Non-current lease liabilities - amounts due after twelve
months 483
------
541
======
10. Borrowings and net debt
Borrowings
Borrowings can be analysed as follows:
2020 2019
GBPm GBPm
------ ------
Current
Securitised debt 104 95
Term loan(a) 100 -
Liquidity facility 9 -
Unsecured revolving credit facilities 10 -
Overdraft(b) 15 -
Total current 238 95
Non-current
Securitised debt 1,542 1,657
Total borrowings 1,780 1,752
====== ======
a The term loan is a drawing under a facility that is backed by
the Coronavirus Large Business Interruption Loan Scheme. Further
details provided below.
b. The overdraft is within a cash pooling arrangement. In the cash
flow statement, cash and cash equivalents are presented net of
this overdraft.
Liquidity facility
Under the terms of the securitisation, the Group holds a
liquidity facility of GBP295m provided by two counterparties.
The facility, which is not available for any other purpose, is
sized to cover 18 months debt service.
During the current period, as a result of the Covid-19 pandemic,
the Group obtained a waiver to facilitate drawings of up to GBP100m
in total under the Liquidity facility providing the Group with
additional facilities in order to meet payments of principal and
interest, provided such drawings are repaid in full by 15 March
2021. Amounts of GBP47m have been drawn during the period, of which
GBP38m have been repaid. The amount drawn at 26 September 2020 is
GBP9m (2019 GBPnil). Further details of the covenant waivers and
amendments obtained are provided within the going concern review in
note 1.
Unsecured revolving credit facilities
The Group holds three unsecured committed revolving credit
facilities of GBP50m each, and uncommitted revolving credit
facilities of GBP5m, available for general corporate purposes.
These facilities expire on 31 December 2021. The amount drawn at 26
September 2020 is GBP10m (2019 GBPnil).
Term loan backed by the Coronavirus Large Business Interruption
Loan Scheme
In June 2020, the Group entered into two new facilities of
GBP50m each backed by the UK Government Coronavirus Large Business
Interruption Loan Scheme. These facilities also expire on 31
December 2021. The amount drawn at 26 September 2020 is GBP100m
(2019 GBPnil).
10. Borrowings and net debt (continued)
Net debt
Net debt can be analysed as follows:
2020 2019
GBPm GBPm
---------------------------------- ---------------------------------
Cash and cash equivalents 173 133
Overdraft (15) -
---------------------------------- ---------------------------------
Cash and cash equivalents as
presented in
the cash flow statement(a) 158 133
Securitised debt (1,646) (1,752)
Term loan (100) -
Unsecured revolving credit facility (10) -
Liquidity facility (9) -
Derivatives hedging securitised
debt(b) 44 55
Net debt excluding leases (1,563) (1,564)
Lease liabilities (541) -
---------------------------------
Net debt including leases (2,104) (1,564)
================================== =================================
a. Cash and cash equivalents, in the cash flow statement, are presented
net of an overdraft within a cash pooling arrangement, to which
the Group has a legal right of offset.
b. Represents the element of the fair value of currency swaps hedging
the balance sheet value of the Group's US$ denominated A3N loan
notes. This amount is disclosed separately to remove the impact
of exchange movements which are included in the securitised
debt amount.
Movement in net debt excluding leases
2020 2019
52 weeks 52 weeks
GBPm GBPm
------------------- -------------------
Net increase in cash and cash equivalents 24 11
Add back cash flows in respect of other components
of net debt:
Transfers from other cash deposits - (120)
Repayment of principal in respect of securitised
debt 95 87
Drawdown of term loan (100) -
Drawdown on unsecured revolving credit facilities (10) -
(Drawdown)/repayment of liquidity facility (9) 147
Decrease in net debt arising from cash flows - 125
Movement in capitalised debt issue costs net
of accrued interest - (1)
Decrease in net debt excluding leases - 124
Opening net debt excluding leases (1,564) (1,688)
Foreign exchange movements on cash 1 -
Closing net debt excluding leases (1,563) (1,564)
=================== ===================
2020
52 weeks
Movement in lease liabilities GBPm
----------
Opening lease liabilities -
Transition to IFRS 16 (see note 12) (545)
Additions (10)
Interest charged during the period (17)
Repayment of principal and interest 30
Disposals 2
Foreign currency movements (1)
----------
Closing lease liabilities (541)
==========
11. Pensions
Critical accounting judgements
The calculation of the defined benefit liabilities requires
management judgement to select an appropriate high-quality
corporate bond to determine the discount rate. The most significant
criteria considered for the selection of bonds include the rating
of the bonds and the currency and estimated term of the retirement
benefit liabilities.
In addition, management have used judgement to determine the
applicable rate of inflation to apply to pension increases in
calculating the defined benefit obligation. Details of this are
given below.
Assumptions
The principal financial assumptions have been updated to reflect
changes in market conditions in the period and are as follows:
Main plan Executive Main plan Executive
plan plan
2020 2020 2019 2019
Discount rate(a) 1.6% 1.6% 1.8% 1.8%
Pensions increases -
RPI max 5% 2.8% 2.8% 3.0% 3.0%
Inflation rate - RPI 2.9% 2.9% 3.1% 3.1%
a. The discount rate is based on a yield curve for AA corporate
rated bonds which are consistent with the currency and estimated
term of retirement benefit liabilities.
Amounts recognised in respect of defined benefit schemes
The following amounts relating to the Group's defined benefit
and defined contribution arrangements have been recognised in the
Group income statement and Group statement of comprehensive
income:
2020 2019
52 weeks 52 weeks
Group income statement GBPm GBPm
--------- ---------
Operating profit:
Employer contributions (defined contribution plans) (13) (12)
Administrative costs (defined benefit plans) (2) (3)
--------- ---------
Charge to operating profit before separately disclosed
items (15) (15)
Past service cost (note 3) - (19)
--------- ---------
Charge to operating profit (15) (34)
Finance costs:
Net pensions finance income on actuarial surplus 5 10
Additional pensions finance charge due to minimum
funding (9) (17)
--------- ---------
Net finance charge in respect of pensions (4) (7)
Total charge (19) (41)
========= =========
2020 2019
52 weeks 52 weeks
Group statement of comprehensive income GBPm GBPm
--------- ---------
Return on scheme assets and effects of changes in
assumptions (22) (77)
Movement in pension liabilities recognised due to
minimum funding 25 92
--------- ---------
Remeasurement of pension liabilities 3 15
========= =========
11. Pensions (continued)
2020 2019
Group balance sheet GBPm GBPm
------- --------
Fair value of schemes' assets 2,736 2,739
Present value of schemes' liabilities (2,434) (2,443)
------- --------
Actuarial surplus in the schemes 302 296
Additional liabilities recognised due to minimum
funding (495) (511)
------- --------
Total pension liabilities(a) (193) (215)
======= ========
a. The total pension liabilities of GBP193m (2019 GBP215m) is
presented as a GBP51m current liability (2019 GBP50m) and a GBP142m
non-current liability (2019 GBP165m).
The movement in the actuarial surplus in the period is as
follows:
2020 2019
GBPm GBPm
----- -----
Actuarial surplus at beginning of period 296 336
Interest income 5 10
Return on scheme assets and effects of changes in
assumptions (22) (77)
Additional employer contributions 25 49
Past service cost - (19)
Administration costs (2) (3)
At end of period 302 296
===== =====
12. Adoption of IFRS 16 leases
The Group has initially adopted IFRS 16 Leases from 29 September
2019. The impact of the adoption on the opening balance sheet at
29 September 2019 is described in note 1 and below.
Impact of IFRS 16 on the financial statements
At transition, for leases classified as operating leases under IAS
17, lease liabilities were measured in accordance with the policy
set out in note 1, using the Group's incremental borrowing rate
as at 29 September 2019. Right-of-use assets were measured at an
amount equal to the corresponding lease liability, adjusted for
any prepaid lease payments, lease incentives, expected dilapidations
and lease premiums.
The following is a reconciliation of total operating lease commitments
as at 28 September 2019, to the lease liabilities as at 29 September
2019:
GBPm
Total operating lease commitments at 28 September 2019 678
Reconciling items:
* Short term leases (1)
* Lease commitments for periods post break clauses 120
* Assumed lease extensions 4
Operating lease liabilities before discounting 801
Impact of discounting using incremental borrowing rate(a) (256)
------
Total lease liabilities recognised under IFRS 16 at 29
September 2019 545
======
a. The weighted average incremental borrowing rate used to calculate
lease liabilities at the transition date was 3.5%.
12. Adoption of IFRS 16 leases (continued)
The following is a reconciliation of the opening lease
liabilities to the opening right-of-use assets:
GBPm
Total lease liabilities recognised under IFRS 16 at 29
September 2019 545
Reconciling items:
* Lease premiums 1
* Lease incentives (9)
* Lease prepayments 13
* Dilapidations costs 1
* Impairment recognised on right-of-use assets (65)
* Sub-leases derecognised and recognised as finance
lease receivables (20)
Total right-of-use assets recognised under IFRS 16 at
29 September 2019 466
=====
Balance sheet
The impact on the opening balance sheet is summarised below;
Closing balance IFRS Opening balance
sheet at 28 September 16 impact sheet at 29 September
2019 2019
GBPm GBPm GBPm
Lease premiums 1 (1) -
Right-of-use assets - 466 466
Finance lease receivables
- non-current - 17 17
Deferred tax asset 66 5 71
Finance lease receivables
- current - 2 2
Trade and other receivables 63 (13) 50
Trade and other payables (327) 12 (315)
Lease liabilities - current - (29) (29)
Lease liabilities - non-current - (516) (516)
Provisions (36) 33 (3)
Retained earnings 854 (24) 830
a Movement in the opening balance of retained earnings represents
the impairment review of GBP65m on right-of-use assets and
GBP1m on lease receivables, offset by the reversal of onerous
lease provision of GBP33m, rent review accruals no longer required
under IFRS 16 of GBP3m, dilapidations on the right-of-use assets
already charged through the income statement of GBP1m, and
an increase of GBP5m to the deferred tax asset.
Income statement
The Group has recognised depreciation and interest costs in the
income statement, rather than rental charges for those leases that
were previously classified as operating leases. During the 52 weeks
ended 26 September 2020, the Group recognised GBP41m of
depreciation charges and GBP17m of interest costs in respect of
these leases. In addition, the Group has recognised an impairment
of GBP33m as a separately disclosed item for the 52 weeks ended 26
September 2020.
Cash flow statement
Whilst the implementation of IFRS 16 has no impact on cash flow,
there is a requirement to present lease payments split between
principal and interest as shown in the cash flow statement.
13. Post balance sheet events
UK Government Covid-19 announcements
On 31 October 2020, the UK Government announced a second
national lockdown to be effective in England from 5 November 2020
to 2 December 2020. This resulted in mandatory closure of all of
the Group's trading sites in England on 5 November 2020. The impact
of this has been included in the going concern assessment in note
1.
However, the revaluation of freehold and long leasehold
properties, the impairment review of property, plant and equipment
and the impairment review of right-of-use assets were performed
using known conditions at the balance sheet date. As such, the
forecast profits for FY 2021 did not include the impact of a second
national lockdown on forecast sales and the expected further
reduction in trade rebuild.
The estimated impact of this is as follows.
Property, plant and equipment (note 8)
Revaluation of freehold and long leasehold properties
A revised site level forecast, that forms the basis of the FY
2021 Group forecast used in the going concern assessment, has been
applied to determine a revised income shortfall for FY 2021.
The impact of this would have been a reduction in the value of
freehold and long leasehold properties of GBP42m. This would
constitute an additional impairment charge of GBP11m in the income
statement and GBP31m revaluation loss in other comprehensive
income.
Impairment review of tenant's fixtures and fittings and short
leasehold and unlicensed properties
A revised site level forecast, that forms the basis of the FY
2021 Group forecast used in the going concern assessment, has been
applied to determine revised value in use calculations.
The impact of this would have been an additional impairment
charge of GBP1m.
Leases (note 9)
Impairment review of right-of-use assets
A revised site level forecast, that forms the basis of the FY
2021 Group forecast used in the going concern assessment, has been
applied to determine revised value in use calculations.
The impact of this would have been an additional impairment
charge of GBP2m.
Defined benefit pension schemes - GMP equalisation
On 20 November 2020, the High Court ruled that pension schemes
will need to revisit individual transfer payments made since 17 May
1990 to check if any additional value is due as a result of GMP
equalisation. This latest judgement follows on from the ruling
regarding guaranteed minimum pensions (GMP) on 26 October 2018 and
requires that schemes make a top-up payment to any member who
exercised their statutory right to transfer benefits to an
alternative scheme. The top-up payment should be the shortfall
between the original transfer payment and what would have been paid
if benefits had been equalised at the time, with interest in line
with Bank base rate plus 1% each year.
This ruling will impact the Group's actuarial surplus, as it
will lead to an increase in obligations, however it should be noted
that due to the recognition of an additional liability in relation
to minimum funding, there will be no change to the reported pension
liability in the balance sheet. This ruling will be treated as a
non-adjusting event.
Given the date of the ruling and complexity of application, it
is not currently practical to estimate the impact on the actuarial
surplus and income statement.
14. Financial statements
The preliminary statement of results was approved by the Board
of Directors on 25 November 2020. It does not constitute the
Group's statutory consolidated financial statements for the 52
weeks ended 26 September 2020 or for the 52 weeks ended 28
September 2019. The financial information is derived from the
statutory consolidated financial statements of the Group for the 52
weeks ended 26 September 2020.
Statutory accounts for 2019 have been delivered to the Registrar
of Companies and those for 2020 will be delivered following the
Company's Annual General Meeting.
14. Financial statements (continued)
The financial information for the 52 weeks ended 28 September
2019 is derived from the statutory accounts for that year which
have been delivered to the Registrar of Companies. The auditors
reported on those accounts: their report was unqualified and did
not draw attention to any matters by way of emphasis of matter and
did not contain a statement under s498(2) or (3) of the Companies
Act 2006.
The statutory financial statements for the 52 weeks ended 26
September 2020 will be filed with the Registrar of Companies
following the 2020 Annual General Meeting. The report of the
auditor was unqualified and did not contain a statement under
s498(2) or (3) of the Companies Act 2006, but did include a section
highlighting a material uncertainty that may cast significant doubt
on the Group and Company's ability to continue as a going concern.
Further detail is provided with the Outlook assessment and notes to
these preliminary statement of results.
Alternative Performance Measures
The performance of the Group is assessed using a number of
Alternative Performance Measures (APMs).
The Group's results are presented both before and after
separately disclosed items. Adjusted profitability measures are
presented excluding separately disclosed items as we believe this
provides both management and investors with useful additional
information about the Group's performance and supports a more
effective comparison of the Group's trading performance from one
period to the next. Adjusted profitability measures are reconciled
to unadjusted IFRS results on the face of the income statement with
details of separately disclosed items provided in note 3.
The Group's results are also described using other measures that
are not defined under IFRS and are therefore considered to be APMs.
These APMs are used by management to monitor business performance
against both shorter term budgets and forecasts but also against
the Group's longer-term strategic plans.
APMs used to explain and monitor Group performance include:
APM Definition Source
-------------------- -------------------------------------------- ------------------------
EBITDA Earnings before interest, tax, depreciation Group income statement
and amortisation.
-------------------- -------------------------------------------- ------------------------
Adjusted EBITDA Annualised EBITDA on a 52 week basis Group income statement
before separately disclosed items
is used to calculate net debt to EBITDA.
-------------------- -------------------------------------------- ------------------------
Operating profit Earnings before interest and tax. Group income statement
-------------------- -------------------------------------------- ------------------------
Adjusted operating Operating profit before separately Group income statement
profit disclosed items.
-------------------- -------------------------------------------- ------------------------
Like-for-like Like-for-like sales growth reflects Group income statement
sales growth the sales performance against the
comparable period in the prior year
of UK managed pubs, bars and restaurants
that were trading in the two periods
being compared, unless marketed for
disposal.
-------------------- -------------------------------------------- ------------------------
Adjusted earnings Earnings per share using profit before Note 7
per share (EPS) separately disclosed items.
-------------------- -------------------------------------------- ------------------------
Net debt : Adjusted The multiple of net debt including Note 10
EBITDA lease liabilities, as per the balance Group income statement
sheet compared against 52 week EBITDA
before separately disclosed items
which is a widely used leverage measure
in the industry.
-------------------- -------------------------------------------- ------------------------
Free cash flow This measure is no longer used as Cash flow statement
an APM, see explanation below.
-------------------- -------------------------------------------- ------------------------
Return on capital Return generating capital includes
investments made in new sites and
investment in existing assets that
materially changes the guest offer.
Return on investment is measured by
incremental site EBITDA following
investment expressed as a percentage
of return generating capital. Return
on investment is measured for four
years following investment. Measurement
commences three periods following
the opening of the site.
-------------------- -------------------------------------------- ------------------------
A. Like-for-like sales
The sales this year compared to the sales in the previous year
of all UK managed sites that were trading in the two periods being
compared, expressed as a percentage. This widely used industry
measure provides better insight into the trading performance than
total revenue which is impacted by acquisitions and disposals. As
like-for-like sales can only be measured when sites are trading the
measure excludes periods of closure in response to Covid-19.
2020 2019 Year-on
52 weeks 52 weeks -year
Source GBPm GBPm %
------------------ --------- --------- --------
Reported revenue Income statement 1,475 2,237 (34.1%)
Less non like-for-like
sales and income (172) (887) 80.6%
--------- --------- --------
Like-for-like sales 1,303 1,350 (3.5%)
Drink and food sales growth
2020 2019 Year-on
52 weeks 52 weeks -year
Source GBPm GBPm %
-------- --------- --------- --------
Drink like-for-like sales 573 618 (7.3%)
Food like-for-like sales 699 697 0.3%
Other like-for-like sales 31 35 (11.4%)
--------- --------- --------
Total like-for-like sales 1,303 1,350 (3.5%)
B. Adjusted Operating Profit
Operating profit before separately disclosed items as set out in
the Group Income Statement. Separately disclosed items are those
which are separately identified by virtue of their size or
incidence (see note 3). Excluding these items allows a better
understanding of the trading of the Group.
2020 2019 Year-on
52 weeks 52 weeks -year
Source GBPm GBPm %
------------------ --------- --------- ----------
Operating profit Income statement 8 297 (97.3%)
Separately disclosed items Note 3 91 20
Adjusted operating profit 99 317 (68.8%)
Reported revenue Income statement 1,475 2,237 (34.1%)
--------- --------- ----------
Adjusted operating margin 6.7% 14.2% (7.5ppts)
========= ========= ==========
C. Adjusted Earnings per Share
Earnings per share using profit before separately disclosed
items. Separately disclosed items are those which are separately
identified by virtue of their size or incidence. Excluding these
items allows a better understanding of the trading of the
Group.
2020 2019 Year-on
52 weeks 52 weeks -year
Source GBPm GBPm %
------------------ --------- --------- ---------
(Loss)/profit for the period Income statement (112) 143 (178.3%)
Add back separately disclosed
items Income statement 85 16
Adjusted (loss)/profit (27) 159 (117.0%)
Weighted average number
of shares Note 7 428 427 0.2%
Adjusted (loss)/earnings
per share (6.3)p 37.2p (116.9%)
========= ========= =========
D. Net Debt: Adjusted EBITDA
The multiple of net debt as per the balance sheet compared
against 52 week EBITDA before separately disclosed items which is a
widely used leverage measure in the industry. From FY 2020 leases
are included in net debt following adoption of IFRS16. Adjusted
EBITDA is used for this measure to prevent distortions in
performance resulting from separately disclosed items.
Due to the closure period we do not have a representative 52
week EBITDA measure to calculate this metric and therefore it has
not been used in these financial statements.
E. Free Cash Flow
Free cash flow excludes the cash movement on unsecured revolving
credit facilities and was previously presented to allow
understanding of the cash movements excluding short term debt. This
measure is no longer used.
F. Return on capital
Return generating capital includes investments made in new sites
and investment in existing assets that materially changes the guest
offer. Return on investment is measured by incremental site EBITDA
following investment expressed as a percentage of return generating
capital. Return on investment is measured for four years following
investment. Measurement of return commences three periods following
the opening of the site.
Return on expansionary capital
2019 2020 2020 2020
FY16-19 FY17-19 FY20 Total
Source GBPm GBPm GBPm GBPm
------------------ -------- -------- ------ --------
Maintenance and infrastructure 265 183 38 221
Remodel - refurbishment 201 170 54 224
-------- -------- ------ --------
Non-expansionary capital 466 353 92 445
-------- -------- ------ --------
Remodel expansionary 39 26 2 28
Conversions and acquisitions* 141 99 12 111
-------- -------- ------ --------
Expansionary capital
for return calculation 180 125 14 139
-------- -------- ------ --------
Expansionary capital
open < 3 periods pre
year end 14 14 2 16
-------- -------- ------ --------
Total capital Cash flow 660 492 108 600
-------- -------- ------ --------
Adjusted EBITDA Income statement 1,711 1,279 253 1,532
Non-incremental EBITDA (1,692) (1,269) (255) (1,524)
Incremental EBITDA 19 10 (2) 8
-------- -------- ------ --------
Return on expansionary
capital 11% 8% (11%) 6%
======== ======== ====== ========
*Conversion and acquisition capital is net of capex incurred for
projects which have been open for less than 3 periods pre year
end
Return on remodel capital
FY20
Source GBPm
------------------ ------------
Capital investment Cash flow 108
Non-remodel capital investment (54)
------------
Remodel - refurbishment 54
Adjusted EBITDA Income statement 253
Non-incremental EBITDA (272)
------------
Incremental EBITDA (19)
ROI (35%)
============
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