
24 February 2025
ME GROUP INTERNATIONAL PLC
("ME Group" or the "Group"
or the "Company")
Audited annual results for the 12 months ended
31 October 2024
Another record year of profitability, with
continued margin expansion
and execution of the Wash.ME growth strategy
ME Group International plc (LSE: MEGP), the
instant-service equipment group, announces its results for the 12
months ended 31 October 2024 ("2024").
SUMMARY OF
2024
· Another
record year of profitability
· Rapid
expansion of laundry operations across key geographies
· Record
pipeline of machine installations with key strategic partners
·
Innovation strategy showcased through the launch of a new automated
cutting service, Kee.ME
· Strong
cash generation through operations
· Return
of cash to shareholders with 6.8% increase in total dividend
KEY
FINANCIALS
|
|
|
|
|
2024
|
2023
|
|
Reported
|
Constant
Currency4
|
Reported
|
Revenue
|
£307.9m
|
£317.8m
|
£297.7m
|
EBITDA1
|
£114.2m
|
£117.5m
|
£106.6m
|
Profit before tax
|
£73.4m
|
£74.1m
|
£67.1m
|
Gross cash
|
£86.1m
|
£89.8m
|
£111.1m
|
Net cash2
|
£38.2m
|
£41.8m
|
£33.9m
|
Cash generated from
operations
|
£107.4m
|
n/a
|
£109.9m
|
Diluted earnings per share
|
14.27p
|
14.41p
|
13.31p
|
Total dividends per ordinary
share3
|
7.90p
|
n/a
|
7.39p
|
1 EBITDA is profit before tax, depreciation, amortisation,
non-operating income/expense and finance cost and
income.
2 Net cash excludes investments in convertible bonds (£3.7
million) and lease liabilities (£11.8 million). See
note 8 for details of net
cash.
3 Interim Dividend of 3.45p per ordinary share paid on 29
November 2024 (£13.0 million). Recommended Final Dividend will be
paid on 23 May 2025, subject to approval at the Annual General
Meeting.
4 Constant currency is 2024 results translated using the prior
year's foreign exchange rates. This excludes the impact from
foreign exchange rate movements ("FX impact") during FY 2024,
particularly the Japanese yen which saw a 12% decrease in value
against pound sterling (average rate of exchange used in FY2024 was
Yen/£ 191.71 vs FY 2023: 171.68), and a 2.1% decrease in the euro
against pound sterling (average rate of exchange used in FY 2024
was €/£ 1.173 vs FY 2023: 1.149).
FINANCIAL
HIGHLIGHTS
· Group
revenue increased by 3.4% to £307.9 million (2023: £297.7 million),
largely driven by the expansion of laundry services. Excluding FX
impact4 revenue was up 6.8% excluding FX
impact4
· Wash.ME
Revolution laundry vending revenue increased by 19.1% to £90.6
million (2023: £76.1 million) with a record 1,168 number of
Revolution laundry machines installed during the year. Excluding FX
impact4 up 21.2%
· The total
number of Revolution machines increased 16.3% to 6,433, in line
with our target rate of 80-90 installations each month
·
Photo.ME remained a stable business for the Group, with vending
revenue up 0.4% at £173.2 million (2023: £172.5 million). Excluding
FX impact4 it was up 4.4%
· Group
EBITDA increased by 7.1% to £114.2 million (2023: £106.6million).
Excluding FX impact4 it was up 10.2%.
· Group EBITDA
margins expanded to 37.1% (2023: 35.8%), which reflected the
continued expansion of Revolution laundry machines and margin
improvements
· Wash.ME EBITDA
margin expanding to 51.4% (2023: 51.1%)
· Record
profit before tax at £73.4 million (2023: £67.1 million), up 9.4%.
Excluding FX impact4 up 10.4%.
· Profit before
tax margin expanded to 23.8% (2023: 22.5%), which reflected the
Group's continued focus on delivering high-quality and profitable
growth
· Profit before
tax remains the key financial metric for the Group
· The
Group remains highly cash generative, with cash generated from
operations at £107.4 million (2023: £109.9 million), whilst net
cash was up 12.7% at £38.2 million (2023: £33.9 million). Excluding
FX impact4 it was up 23.3%
· Total
dividend up 6.8% at 7.90 pence per Ordinary Share (Interim dividend
of 3.45 pence and proposed final dividend of 4.45 pence per
Ordinary Share)
Serge Crasnianski,
CEO & Deputy Chairman, commented:
"I am pleased to report a year of strong strategic
progress with record profitability for the Group.
"We have continued to deliver on our long-term
strategy of expanding our laundry business across new and existing
geographies, which is a key focus for the Group, as well as
upgrading our well-established estate of photobooths.
"Innovation and diversification are core to the Group
and this underpins our approach to meeting the needs of our
consumers in each of the jurisdictions we operate in. During the
year we launched Kee.ME, our new automated key-cutting service,
which further evidences our ability to develop and deploy new
services in response to identifying market opportunities.
"The Board remains
confident in the Group's growth strategy and strong financial
position, which provide a platform for future growth
opportunities."
PUBLICATION OF
ANNUAL REPORT AND ACCOUNTS
On Monday 24 February 2025, the Company published its
annual report and accounts for the financial year ended 31 October
2024 (the "Annual Report"). The Annual Report is available on the
Company's website at www.me-group.com.
The Annual Report will be posted to those
shareholders who have not chosen to receive electronic
communication or communication through the Company's website.
A copy of the Annual Report will also be submitted to
the National Storage Mechanism and will be available for inspection
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
ENQUIRIES:
ME Group International
plc
|
+44 (0) 1372 453 399
|
Stéphane Gibon, CFO
|
ir@me-group.com
|
Vlad Crasneanscki, Head of Investor
Relations
|
|
|
|
Hudson Sandler
|
+44 (0) 20 7796 4133
|
Wendy Baker / Nick Moore
|
me-group@hudsonsandler.com
|
NOTES TO
EDITORS
ME Group International plc (LSE: MEGP) is an
international market leader in automated self-service equipment
aimed at the consumer market.
The Group operates, sells and services a wide range
of instant-service vending equipment across 18 countries in its key
regions of Continental Europe, the UK & Republic of Ireland and
Asia Pacific. The Group's services include:
Core activities:
·
|
Photo.ME
|
Photobooths and integrated biometric identification
solutions
|
·
|
Wash.ME
|
Unattended laundry services and launderettes
|
Ancillary activities:
·
|
Print.ME
|
High-quality digital printing kiosks
|
·
|
Other vending
|
Primarily foodservice vending equipment (Feed.ME),
Children's rides (Amuse.ME), Photocopier services (Copy.ME)
|
The Group has a proven track record of innovation and
diversification of its products and services enabling it to respond
to the evolving needs of its customers and consumers.
The Group benefits from well-established partnerships
and long-term contracts with major site owners in attractive,
high-footfall locations, enabling it to offer multiple products and
services onsite. Partners include supermarkets, petrol forecourts,
shopping malls (indoors and outdoors), transport hubs, and
administration buildings (City Halls, Police etc.).
The Company's shares have been listed on the London
Stock Exchange since 1962.
For further information: www.me-group.com
CHAIRMAN'S STATEMENT
2024
Overview
I am pleased to report the Group's
financial results for the 12 months ended 31 October 2024, which
was yet another year of record profitability.
In 2024, the Group delivered a strong performance
across its key financial metrics including a 3.4% increase in
revenue (up 6.8% excluding FX impact4), a 7.1% increase
in EBITDA (up 10.2% FX impact4) and, most encouragingly,
a 9.4% increase in reported profit before tax (up 10.4% excluding
FX impact4). Profit before tax during the period reached
a record level of £73.4 million.
This performance was achieved despite foreign
exchange headwinds through the financial year ("FX
impact4") which saw the value of the Japanese yen and
the euro against the British pound sterling decline by 12.0% and
2.1% respectively compared with 2023.
Given the FX headwinds throughout 2024, the Group is
exploring options to mitigate its exposure to currency risk. This
includes hedging its large GBP commitments, such as dividends.
However, as the Group earns a large share of its revenue in foreign
currencies, its consolidated results will be impacted by exchange
rate fluctuations to some extent.
This strong performance reflects robust demand for
our products and services as well as the significant competitive
advantages that ME Group holds which position the Group for
long-term success.
In 2023, we were pleased to have been included as a
constituent of the FTSE 250 index and, since then, the Group has
continued to deliver on its growth strategy and build on our
position as a leader in instant-service vending equipment,
primarily aimed at the consumer market.
Our growth
strategy
The Group's growth strategy is
primarily focused on laundry expansion as we continue to diversify
our operations and drive attractive levels of return on invested
capital. This is reflected by our strong performance against our
targeted payback periods and return on capital, which significantly
exceeds our cost of capital.
Our core activity is to install and
operate automated vending equipment, primarily photobooths and
laundry machines, in high footfall areas in return for commission
and/or a fixed fee. We benefit from an established and dominant
market position and high barriers to entry, underpinned by
the Group's key strengths which include long-standing partnerships
with site owners; growth of our laundry operations; stable cash
flows from our established photobooth estate; and the extended
lifecycle of our assets.
Our innovative approach allows us to
refresh and diversify the services available through our machines,
alongside a disciplined financial approach and a focus on
minimising production and operational costs, enabling us to
capitalise on operating leverage as we grow our machine
estate.
The Board
Post-period end, the Group announced two changes to
the composition of its Board of Directors.
On 6 November 2024, Emmanuel Olympitis (Non-executive
Director) informed the Board of his decision to step down from his
role and leave the Board with effect from 30 November 2024.
Emmanuel served as Senior Independent Director, Chair of the
Remuneration Committee and was a member of the Audit and Nomination
Committees.
Following Emmanuel's departure, René Proglio, an
Independent Non-executive Director and Chair of the Audit
Committee, became the Senior Independent Director and Françoise
Coutaz-Replan, an Independent Non-executive Director and member of
the Audit and Remuneration Committees, became Chair of the
Remuneration Committee and she joined the Nomination Committee.
On 3 December 2024, Camille Claverie (Non-executive
Director) informed the Board of her decision to step down, with
effect from 4 December 2024.
On behalf of the Board, I would like to thank
Emmanuel and Camille for their hard work and valuable contributions
over the years and we wish them all the best for the future.
The Board of Directors continues to believe the
Company has a strong leadership team in place to continue
delivering on the Group's long-term growth strategy. Given that two
Non-executive Directors stepped down after the year end, the
Nomination Committee is considering the composition of the Board in
the current financial year.
Dividends
The Company's dividend policy seeks to pay annual
dividends in excess of 55% of the Group's annual profits after tax,
subject to market and capital requirements. Typically, one-third of
this is paid as an interim dividend (paid in November) and the
remaining two-thirds is paid as a final dividend (paid in May).
In line with this policy and the strong financial
performance, the Board declared an interim dividend in respect of
FY2024 of 3.45 pence per Ordinary share (the "Interim Dividend"),
an increase of 16.2%, which amounted to £13.0 million, paid to
shareholders on 29 November 2024, for those on the register on 7
November 2024.
The Board has recommended a final dividend for 2024
of 4.45 pence per Ordinary share ("Final Dividend") amounting to
£16.8 million. Together with the Interim Dividend, this brings the
total dividend for FY 2024 to 7.90 pence per Ordinary share (£29.8
million), an increase of 6.8% and representing 55.3% of the Group's
earnings per share for FY24.
Subject to approval at the Company's annual general
meeting on 25 April 2025, the Final Dividend will be paid on 23 May
2025 to shareholders on the register at close of business on 25
April 2025. The ex-dividend date will be 24 April 2025.
Cancellation of
Treasury Shares
On 12 July 2024, the Board passed a resolution to
cancel all of its 2,368,626 ordinary shares of 0.5 pence each held
in treasury with effect from the same date. These shares held in
treasury were purchased via the previously announced buyback at an
average price of 133.17 pence per ordinary share. As of 31 October
2024, the total issued share capital comprised 376,763,753 ordinary shares of 0.5p each and the total
number of voting rights is 376,763,753.
Defined benefit
pension scheme
The Company runs a defined benefit pension scheme,
the Photo-Me International Plc Pension and Life Assurance Fund. In
November 2024, the Trustee of the Fund entered into an insurance
contract with Legal & General that provides pensions for
certain members of the Fund. As a result, the benefits for all
members of the Fund are now secured with an insurance company, via
policies in the name of the Trustee. The intention is that in due
course these policies will be transferred into the name of the
individual members and the Fund wound-up.
To provide additional security to the Fund, the Company previously
set up an Escrow account which the Fund could call upon in certain
circumstances. This has a value of circa £1 million and once the
Fund has been wound-up the Escrow funds can be released to the
Company.
Sustainability
We remain committed to strengthening our
sustainability activity to deliver our goals through inventing
eco-responsible local services to support growth by integrating
social, environmental, and economic expectations into our strategy
and operations. Details of our Sustainability approach and KPIs are
set out on pages 46 to 65 of the 2024 Annual Report.
Looking
ahead
We are focused on delivering our long-term growth
strategy, driven by further progress in our core photobooth and
laundry activities. We will continue our journey to modernise and
upgrade our machine estate as we rollout our next generation
photobooth, and at the same time continue to evolve our business
mix through the rapid expansion of our laundry operations.
Furthermore, we will further diversify the products and services we
offer our strategic partners and end consumers through our
innovation strategy.
In FY 2025 year-to-date, we have continued to make
progress in expanding our Revolution laundry estate, with
Revolution laundry installations progressing as planned. In FY
2025, we anticipate installing a total of 1,200 net Revolution
laundry machines across our target geographies and expect to
install 3,200 next-generation photobooths. As a result, the Board
anticipates profit before tax to be between £76 million and £80
million.
The Board remains confident in the Group's
growth strategy and strong financial position, which provide a
platform for future growth opportunities.
Sir John Lewis
OBE
Non-executive Chairman
24 February 2025
CHIEF
EXECUTIVE'S REPORT
BUSINESS REVIEW
We are pleased to report another year of strong
performance and record profitability in 2024.
The positive trading momentum throughout H1 2024
continued in H2 2024 and reflected further strategic progress from
the Group's core automated photobooth and laundry operations which
are both exceptionally profitable and highly cash generative. We
remained focused on profitability, returns and cash generation,
with these metrics being key performance indicators for the
Group.
Our core business areas have once again delivered
good growth across our geographies, which in turn delivered
revenue, EBITDA and Profit Before Tax growth for the Group.
Financial
performance
In line with the Group's strategic focus, our core
business areas of Photo.ME and Wash.ME continued to be the main
driver. Our photobooth operations (Photo.ME) continued to deliver
stable cash flow which supported our investments across our
business, whilst laundry operations (Wash.ME) further expanded in
terms of the number of units and their financial contribution to
the Group.
Total revenue increased by 3.4% to £307.9 million
(2023: £297.7 million). However, excluding FX impact4
revenue grew by 6.8%. This performance was mainly driven by strong
growth in our Wash.ME Revolution laundry business which delivered a
19.1% increase to vending revenue year-on-year (up 21.2% excluding
the FX impact4) as we continued to expand our laundry
operations in key geographies, with Wash.ME vending revenue in
Continental Europe up 19.8% and up 15.7% in the UK & Republic
of Ireland.
By geography, our largest region Continental Europe,
reported revenue growth of 1.9% (up 3.8% excluding FX
impact4) and the UK & Republic of Ireland reported
revenue growth of 2.1% (up 2.7% excluding FX impact4).
Asia Pacific revenue increased by 12.2% (up 24.6% excluding FX
impact4) following integration of the recent photobooth
acquisition in Japan.
As a result of the above, Group EBITDA increased by
7.1% to £114.2 million (up 10.2% excluding FX impact4),
and delivered an expanding Group EBITDA margin of 37.1% (2023:
35.8%).
Reported profit before tax improved by £6.3 million
to £73.4 million (2023: £67.1 million), an increase of 9.4% (up
10.4% excluding FX impact4).
The Group's corporation tax charge for the year was
£2.9 million higher at £19.3 million, resulting in an effective tax
rate of 26.3%. In 2023, the tax charge was £16.4 million, an
effective tax rate of 24.5%.
Capital expenditure was £54.6 million, primarily
related to laundry (£25.4 million), photobooths (£17.1 million),
kiosks (£0.7 million), and plant, machinery and vehicles (£4.5
million).
Cashflow and net
cash position
|
31 October
|
31
October
|
|
2024
|
2023
|
|
|
|
Opening net cash
|
£33.9m
|
£34.0m
|
|
|
|
Cash generated from
operations
|
£107.4m
|
£109.9m
|
Payments in relation to provisions
and pensions
|
£(0.8)m
|
£(0.9)m
|
Net interest paid
|
£(1.9)m
|
£(1.2)m
|
Taxation
|
£(17.5)m
|
£(20.2)m
|
Net cash generated from operating
activities
|
£87.2m
|
£87.6m
|
Net cash used in investing
activities
|
£(47.6)m
|
£(57.0)m
|
Net cash used in financing
activities
|
£(34.7)m
|
£(30.8)m
|
Net cash generated /
(utilised)
|
£4.9m
|
£(0.2)m
|
Impact of exchange rates
|
£(0.6)m
|
£0.1m
|
Net cash inflow /
(outflow)
|
£4.3m
|
£(0.1)m
|
|
|
|
Closing net cash
|
£38.2m
|
£33.9m
|
Consisting of:
|
|
|
Cash and cash equivalents
|
£86.1m
|
£111.1m
|
Non-current borrowings
|
£(28.5)m
|
£(50.2)m
|
Current borrowings
|
£(19.4)m
|
£(27.0)m
|
Closing net cash
|
£38.2m
|
£33.9m
|
The Group remains highly cash generative, with cash
generated from operations amounting to £107.4 million (2023: £109.9
million).
In the year the Group disposed of property and other
fixed assets for £3.3m and a subsidiary, SEMPA SAS, for £3.7m.
These proceeds offset with capital expenditure of £54.6m resulting
in lower net cash used in investing activities of £47.6m.
The Group remains well capitalised and in a strong
financial position, with net cash of £38.2 million as at 31 October
2024 (2023: £33.9 million), up 12.7%, and excluding FX
impact4, net cash increased by 23.3%.
Further details of the Group's performance by
business area and geographic region are set out below.
Overview of
principal business areas
The Group's operations are categorised into core
activities (photobooths and laundry) and ancillary activities
(digital printing and other vending). Below is an overview of each
of the Group's business areas.
Photo.ME -
photobooths and secure integrated biometric photo ID solutions
(Core business)
|
12 months ended
31 October 2024
|
12 months
ended
31 October 2023
|
Number of units in
operation
|
30,613
|
30,762
|
Percentage of total group vending
estate (number of units)
|
63.5%
|
64.7%
|
Vending
Revenue1
|
£173.2m
|
£172.5m
|
Capex
|
£17.1m
|
£8.9m
|
EBITDA
|
£61.6m
|
£61.8m
|
1 Vending revenue is earned from machines in operation and
excludes revenue from the sale of equipment, consumables, spare
parts and services. This has previously been referred to as
operating revenue.
Our established photobooth operations remain the
Group's largest business by number of units, revenue and EBITDA
contribution. This core business area delivered solid demand and
stable cash flow. Part of the cash generated from photobooths is
reinvested to support the Group's growth strategy, including the
ongoing expansion of Wash.ME.
Photobooth activities performed as expected with
total vending revenue up 0.4% at £173.2 million (up 4.4% excluding
FX impact4). While Continental Europe is the largest
contributor of vending revenue by region, Asia Pacific delivered
the strongest growth, up 15.6% year-on-year (up 28.7% excluding FX
impact4), which reflected the expansion of the
photobooth service in Japan following the Group's acquisition in
October 2023. Vending revenue in the UK and Ireland was down by
10.6% due to end of a high commission contract that has had an
impact on revenues but a much more limited impact on profits due to
the high commission rate.
In total, Photo.ME represented 56.3% of Group
revenue. The average revenue per machine (excluding VAT) was £5,644
per year (2023: £5,908). However, this reduction was mainly due to
currency impact alongside slightly lower demand in H1 2024.
Excluding the FX impact4, the average revenue per
machine reduced by 0.7%.
EBITDA was broadly flat at £61.6 million (2023: £61.8
million) and represented 53.9% of total Group EBITDA. The EBITDA
margin was 35.6%.
Capex increased to £17.1 million, up 92.1%, as
the Group progressed with its rollout of next-generation
photobooths, with more than 1,980 installed during 2024, primarily
in France, prioritising the replacement of older machines in
high-footfall locations.
At 31 October 2024, the number of photobooths in
operation was 30,613, in line with the prior year (2023: 30,762).
Photobooths represented 63.5% of the Group's total vending
estate.
Growth strategy
update
The photo ID market across existing and new
geographic markets remains attractive for longer-term
opportunities.
In 2025, we plan to invest between £10.0 million and
£12.0 million in our photobooth operations, with the majority of
this investment targeted on replacing old machines.
In France, which accounts for more than half of the
Group's photobooth revenue, the Group is progressing deployment of
its next-generation photobooth, with a total of 1,980 machines
installed to date. These machines offer consumers enhanced services
in addition to core official photo ID secure upload technology,
such as user personalisation through AI, photo filter technology
for fun images and 'mobile to print' functionalities. While
installations have been slightly slower than anticipated, partly
due to some technical issues, the Group plans to have installed
8,000 next-generation photobooths by the end of financial year
2027.
In addition, the Group is modernising the
hardware of its existing photobooth estate by installing new
proprietary software. This includes additional features and
improved consumer functionality which is being installed across our
Starbooth estate in France. The upgrade programme is expected to be
completed by October 2025 and will see c3,200 Starbooths
upgraded.
Last year, we announced a trial of 11 photobooths
across Sydney and Melbourne, having entered the Australian market
in 2021 via a small acquisition. The trial is ongoing and
operations in Australia remain at an early stage.
Wash.ME -
Unattended Revolution laundry services and launderettes
(Core Business)
|
12 months ended
31 October 2024
|
12 months
ended
31 October 2023
|
Total Laundry units deployed (owned,
sold and acquisitions)
|
7,892
|
6,870
|
Total revenue from Laundry
operations1
|
£95.8m
|
£81.6m
|
Total Laundry EBITDA
|
£47.0m
|
£39.5m
|
Revolution
|
|
|
- Number of Revolutions in
operation
|
6,433
|
5,533
|
- Percentage of total group
vending estate (number of units)
|
13.3%
|
11.6%
|
- Vending revenue from
Revolutions2
|
£90.6m
|
£76.1m
|
- Revolution capex
|
£25.4m
|
£24.7m
|
1 Revenue from the operation of laundry machines plus revenue
from the sale of laundry machines.
2 Vending revenue is revenue earned from machines in operation
and excludes revenue from the sale of equipment, consumables, spare
parts and services. This has previously been referred to as
operating revenue.
Our estate of Wash.ME unattended laundry services
offer consumers affordable, large-capacity washing machines in
convenient locations, whilst driving repeat business to partner
sites and increasing dwell time. This core business area is the
Group's fastest-growing business by number of machine
installations, revenue and EBITDA.
Total revenue from laundry operations grew by 17.4%
to £95.8 million (up 19.5% excluding FX impact4), driven
by the expansion of our Revolution laundry operations which
generate a higher level of turnover.
At 31 October 2024, the total number of laundry units
deployed (owned and sold) was up 14.9% at 7,892. Total laundry
EBITDA increased by 19.0% to £47.0 million (up 21.0% excluding FX
impact4). Total laundry EBITDA margin was 49.1%,
compared with 48.4% in 2023.
Revolution laundry operations driving
growth
During 2024, a record number of Revolution machines
were installed, with 1,168 machines (consisting of 900 new machines
and 268 relocations) added across key regions including France and
the UK. This resulted in a 16.3% increase in the total number of
Revolution machines to 6,433, in line with our target rate of 80-90
installations each month. Revolution laundry machines accounted for
13.3% of the Group's total estate by number of machines, up from
11.6% in 2023.
Vending revenue from Group-operated Revolution
laundry machines grew by 19.1% to £90.6 million (up 21.2% excluding
the FX impact4). This growth reflected an increase in
consumer demand and estate expansion across our key focus markets,
with laundry vending revenue in Continental Europe up 19.8% (up
22.2% excluding FX impact4) and up 15.7% in the UK and
Republic of Ireland (up 17.0% excluding FX impact4).
Revolution laundry operations represented 29.4% of
Group revenue, up from 25.6% in 2023. The average revenue per
machine (excluding VAT) increased by 2.3% to £15,143 per year
(2023: £14,795). Excluding the FX impact4, the
average revenue per machine increased by 4.2%.
Revolution Capex increased 2.8% to £25.4 million,
which was almost solely related to the costs associated with
deploying Revolution machines, including purchase and installation
costs.
Growth strategy
update
The expansion of laundry operations is a key growth
driver for the Group as we continue to expand operations through
new and existing partnerships in target territories and convenient,
high-footfall locations. During 2024 we secured several new
strategic partnerships, including with leading independent
forecourt operator Motor Fuel Group ("MFG"). Under the agreement
with MFG, the Group will be able to install and operate up to 300
Wash.ME Revolution laundry machines across MFG sites in the UK over
the next five years.
We signed a new agreement with Morrisons Supermarket
Limited ("Morrisons") to extend our existing partnership. Under the
existing relationship, the Group operates and maintains 500
photobooths, 250 children's rides and 37 Revolution laundry
machines across Morrisons sites in the UK. The new five-year
agreement will see the Group install at least 200 Revolution
laundry machines at these supermarket locations over the next two
years.
These large scale roll-out partnerships help to
increase visibility over installations and these high quality
locations ensure that our Revolution Laundry units perform
exceptionally well on a revenue basis.
During 2025 the Group plans to install circa 1,200
net Revolution laundry machines in key territories, at an
investment of between £28.0 million and £32.0 million, with a
target return on investment in approximately 18 months.
Print.ME -
High-quality digital printing services (Ancillary business)
|
12 months ended
31 October 2024
|
12 months
ended
31 October 2023
|
Number of units in
operation
|
4,526
|
4,734
|
Percentage of total group vending
estate (number of units)
|
9.4%
|
10.0%
|
Vending
Revenue1
|
£10.9m
|
£11.3m
|
Capex
|
£0.7m
|
£3.1m
|
EBITDA
|
£4.9m
|
£4.2m
|
1 Vending revenue is revenue earned from machines in operation
and excludes revenue from the sale of equipment, consumables, spare
parts and services. This has previously been referred to as
operating revenue.
Our estate of digital printing kiosks offers a wide
range of competitively priced print formats and personalised
products, with operations in France, where most machines are
situated, the UK and Switzerland. Print.ME is an ancillary
business area.
Vending revenue was 3.5% lower at £10.9 million
(2023: £11.3 million), due to some FX impact4 and the
redeployment of 240 machines to a new contract with FNAC, a leading
French multinational retail chain. This contract employs a
different business model and the revenue earned from it is
recognised in sales of consumables, outside of the Print.ME
segment. This has contributed to the like-for-like drop in vending
revenue. Excluding the FX impact4 vending revenue was
reduced by 1.8%.
The average revenue per machine (excluding VAT) was
stable at £2,354 per year and excluding the FX impact4
it was £2,397 per year (2023: £2,374).
Capex during the period amounted to £0.7 million
(2023: £3.1 million) primarily focused on a programme of installing
new lower-cost and compact Speedlab machines in France.
EBITDA increased by 16.7% to £4.9 million (2023: £4.2
million) and it represented 4.3% of Group EBITDA. The EBITDA margin
increased to 45.0% (2023: 37.2%). Excluding the FX
impact4, EBITDA was 21.4% higher than in 2023.
At 31 October 2024, the Group had 4,526 digital
printing kiosks in operation (2023: 4,734) which account for 9.4%
of the Group's total vending units in operation (2023: 10.0%).
While Group capex is focused on growing its core
activities, it continues to invest in ancillary activities where
target returns can be achieved. In 2025, the Group plans to invest
between £5.0 to £10.0 million of capex in the Print.ME business to
further roll out its new Speedlab machines, initially in
France.
Other Vending
(including Feed.ME) (Ancillary business)
On 22 May 2024 the Group announced that, following a
review of operations, its subsidiary company ME GROUP GSS had sold
its entire interest in SEMPA SAS ("Sempa") to Food Machine Invest.
While the Feed.ME business area remains attractive, it has
developed more slowly post-pandemic than anticipated. Subsequently,
the Board is prioritising investment in the Group's core
activities, laundry and photobooths, where there are attractive
long-term opportunities, particularly in the growth of its laundry
operations. Under Feed.ME the Group operates 460 freshly squeezed
orange juice vending machines and continues to sell a small number
of pizza vending equipment. Subsequently, reflecting its size,
Feed.ME business area has been incorporated into the Group's
ancillary business area of Other Vending.
In 2023 SEMPA contributed £4.8 million revenue. The
comparative figures for Other Vending have been adjusted to include
Feed.ME.
Other
Vending
|
12 months ended
31 October 2024
|
12 months
ended
31 October 2023
|
Number of units in
operation
|
6,629
|
6,496
|
Percentage of total group vending
estate (number of units)
|
13.7%
|
13.6%
|
Vending
revenue1
|
£9.8m
|
£10.6m
|
Revenue from the sale of
equipment
|
£18.2m
|
£21.7m
|
Capex
|
£2.7m
|
£2.4m
|
EBITDA
|
£11.2m
|
£12.6m
|
1 Vending revenue is revenue earned from machines in operation
and excludes revenue from the sale of equipment, consumables, spare
parts and services. This has previously been referred to as
operating revenue.
At 31 October 2024, the Group operated 6,629 Other
Vending units (2023: 6,496), which represented 13.7% of the Group's
total vending estate by number of units. These included 2,400
children's rides (Amuse.ME), 3,388 photocopiers (Copy.ME), 460
freshly squeezed orange juice vending machines (Feed.ME) and 381
other miscellaneous machines.
These services are ancillary activities with machines
typically located in high-footfall locations alongside the Group's
principal activities, there by benefiting from existing site owner
relationships and operating synergies. Feed.ME units are mostly
situated in Japan and Australia. Amuse.ME units are mostly situated
in the United Kingdom and the Netherlands. Copy.ME units are mostly
situated in France. The Group will continue to operate Other
Vending units where profitable.
In addition, the Group sells pizza-vending equipment
in Continental Europe and the UK, albeit on a small scale, with 29
pizza machines sold in 2024. It is expected this will remain a
small financial contributor to the Group going forward.
Vending revenue from Other Vending was £9.8 million
(2023: £10.6 million) and represented 3.2% of the Group's total
revenue. In addition, the Group earned £18.2 million of revenue
from the sale of food vending equipment and the sale of other
equipment, spare parts, consumables & services (2023: £21.7
million).
EBITDA for Other Vending was £11.5 million (2023:
£12.6 million), with an EBITDA margin of 41.1%. Excluding the FX
impact4, total revenue was £29.1 million and EBITDA was
£11.7 million.
Innovation and
Diversification
The Group has a dedicated approach to innovation
which supports the diversification of our products and services. An
in-house R&D team of 50+ engineers is focused on creating new
complementary services and evolving the services offered across our
existing estate in response to ever-changing consumer needs, whilst
maximising return on investment.
Alongside its core activities, the Group continues to
explore new services which can address ever changing consumer
needs. Our latest developments include Kee.ME, a new automated key
cutting booth, which builds on the heritage of the Company's
Grenoble-based subsidiary, KIS (Key Independent Systems), founded
in 1963, commercialised the first automatic key cutting machine. To
date, the Group has three machines in operation in France and,
whilst at an early trial stage, the initial results are positive
and have shown good interest from our customers and from
consumers.
REVIEW OF PERFORMANCE
BY GEOGRAPHY
Commentary on the Group's financial performance is
set out below, in line with the segments as operated by the Board
and the management of the Group. These segmental breakdowns are
consistent with the information prepared to support the Board's
decision-making. Although the Group is not managed around product
lines, some commentary below relates to the performance of specific
products in the relevant geographies.
Vending units in
operation
|
At October
2024
|
At
October 2023
|
|
Number
|
% of total
|
Number
|
% of
total
|
|
of units
|
estate
|
of
units
|
estate
|
Continental Europe
|
26,909
|
55.8%
|
26,232
|
55.1%
|
UK & Republic of
Ireland
|
6,321
|
13.1%
|
6,297
|
13.2%
|
Asia Pacific
|
15,000
|
31.1%
|
15,037
|
31.6%
|
Total
|
48,230
|
100%
|
47,566
|
100%
|
The total number of vending units in operation at 31
October 2024 increased by 1.4% to 48,230 (2023: 47,566),
predominantly driven by laundry installations across Continental
Europe and the UK & Republic of Ireland.
Key
financials
The Group reports its financial performance based on
three geographic regions of operation: (i) Continental Europe; (ii)
the UK & Republic of Ireland; and (iii) Asia Pacific.
Revenue by
geographic region
|
12 months ended
31 October 2024
|
12 months
ended
31 October 2023
|
|
|
|
Continental Europe
|
£209.0m
|
£205.2m
|
UK & Republic of
Ireland
|
£49.2m
|
£48.2m
|
Asia Pacific
|
£49.7m
|
£44.3m
|
Total
|
£307.9m
|
£297.7m
|
Analysis of Revenue
by Geographic Region
12
months ended 31 October 2024
|
Continental
|
United
Kingdom
|
Asia
|
|
|
Europe
|
&
Ireland
|
Pacific
|
Total
|
Photo.ME
|
£111.6m
|
£19.3m
|
£42.3m
|
£173.2m
|
Wash.ME
|
£64.1m
|
£27.2m
|
£0.2m
|
£91.5m
|
Print.ME
|
£10.7m
|
£0.1m
|
£0.1m
|
£10.9m
|
Other Vending (including
Feed.ME)
|
£1.8m
|
£1.6m
|
£6.4m
|
£9.8m
|
Total Vending Revenue
|
£188.2m
|
£48.2m
|
£49.0m
|
£285.4m
|
Sales of equipment, spare parts,
consumables & services
|
£20.8m
|
£1.0m
|
£0.7m
|
£22.5m
|
Total Revenue
|
£209.0m
|
£49.2m
|
£49.7m
|
£307.9m
|
|
|
|
|
|
|
|
|
|
|
12
months ended 31 October 2023
|
Continental
|
United
Kingdom
|
Asia
|
|
|
Europe
|
&
Ireland
|
Pacific
|
Total
|
Photo.ME
|
£114.3m
|
£21.6m
|
£36.6m
|
£172.5m
|
Wash.ME
|
£53.5m
|
£23.5m
|
£0.3m
|
£77.3m
|
Print.ME
|
£11.1m
|
£0.1m
|
£0.1m
|
£11.3m
|
Other Vending (including
Feed.ME)
|
£2.1m
|
£1.8m
|
£6.7m
|
£10.6m
|
Total Vending Revenue
|
£181.2m
|
£47.0m
|
£43.5m
|
£271.7m
|
Sales of equipment, spare parts,
consumables & services
|
£24.0m
|
£1.2m
|
£0.8m
|
£26.0m
|
Total Revenue
|
£205.2m
|
£48.2m
|
£44.3m
|
£297.7m
|
Operating profit by
geographic region
|
12 months ended
31 October 2024
|
12 months
ended
31 October 2023
|
|
|
|
Continental Europe
|
£68.1m
|
£62.6m
|
UK & Republic of
Ireland
|
£13.0m
|
£12.4m
|
Asia Pacific
|
£4.1m
|
£4.3m
|
Corporate costs
|
£(10.8)m
|
£(11.8)m
|
Total
|
£74.4m
|
£67.5m
|
Total revenue increased by 3.4% to £307.9 million
(2023: £297.7 million) and operating profit by 10.2%, reflecting
continued strong demand for our core photobooth and laundry
services, particularly across Continental Europe and the UK &
Republic of Ireland in 2024. Excluding FX impact4, total
revenue was up 6.8% and Operating profit was up 13.2%.
Continental
Europe
Continental Europe is the Group's largest region by
both number of machines and contribution to Group revenue. The
reported performance was impacted by a 2.1% decrease in the value
of the euro against the pound sterling.
Total revenue increased by 1.9% to £209.0 million
(2023: £205.2 million) driven primarily by a strong laundry
performance, although this increase was up 3.8% when excluding FX
impact4. The 13.3% decline in sales of equipment, spare
parts, consumables & services is due to the disposal of SEMPA
in May 2024. Vending revenue was up 3.9% year-on-year. Continental
Europe contributed 67.9% of total Group revenue.
Wash.ME achieved revenue of £67.9 million, an
increase of 18.5% (2023: £57.3 million), as the Group continued to
expand the number of Revolution units in operation primarily in
France. Excluding FX impact4 the increase was 20.9%.
Photobooth operations continued to be a key
contributor of total Group revenue, with vending revenue from
Photo.ME at £111.6 million (2023: £114.3 million), a reduction of
2.4% primarily due to FX impact4. Excluding FX
impact4, the reduction was 0.5%.
France remained a key focus for the ongoing
next-generation photobooth rollout programme and during the year
the Company installed 1,200 units, slightly behind the target
level, taking the total number of machines in operation in France
to 1,600. The installation of next-generation photobooths remains a
key focus for the Group and in 2025 the Group expects to install
2,600 machines.
At 31 October 2024, 26,909 units were in operation in
Continental Europe which represented 55.8% of the Group's total
estate.
UK & Republic of
Ireland
Revenue increased by 2.1% to £49.2 million driven by
a continued strong performance for laundry in the region and
contributed 16.0% of total Group revenue.
Wash.ME revenue in the UK & Republic of Ireland
increased by 15.4% to £27.7 million (2023: £24.0 million)
reflecting significant expansion, with the Group marking the
installation of its 1,000th Revolution laundry machine in the UK, a
key milestone in the laundry growth strategy. ME Group will
continue to expand its Wash.ME operations in the region.
As detailed above, the Group secured a number of new
agreements including a new partnership agreement with Motor Fuel
Limited ("MFG"), the UK's largest independent forecourt operator,
and an extended agreement with Morrisons, a leading UK
supermarket.
Photo.ME vending revenue declined by 10.6% due to end
of a high commission contract that has had an impact on revenues
but a much more limited impact on profits due to the high
commission rate.
Operating profit increased by 4.8% to £13.0 million
(2023: £12.4 million), which reflected the higher level of revenue
for the region due to the large expansion of the laundry business.
The UK & Ireland contributed 17.5% of Group operating
profit.
As at 31 October 2024, there were 6,321 units in
operation, an increase of 0.4% (2023: 6,297), representing 13.1% of
the Group's total vending estate.
Asia
Pacific
Revenue increased by 12.2% to £49.7 million compared
to £44.3 million in 2023, driven by a strong photobooth performance
in the region. The reported performance was impacted by a 12.0%
decrease in the value of the Japanese yen against the pound
sterling. Excluding FX impact, revenue increased by 24.6%
Vending revenue for photobooth services increased by
15.6% to £42.3 million (2023: £36.6 million), which reflected the
expanded portfolio of photobooths following the full integration of
3,548 traditional photobooths acquired in October 2023. Excluding
the FX impact4, revenue was up 28.7%.
In addition, the Group continues to operate 460
freshly squeezed orange juice vending machines in Japan and
Australia, and this market remains a growth opportunity for the
Group.
Operating profit decreased by 4.7% to £4.1 million,
an increase of 9.3% excluding FX impact4.
Key Performance
Indicators (KPIs)
The Group's growth strategy (set out
on page 11 of the 2024 Annual Report) is focused on growing its
core business areas of laundry and photobooth operations. The Group
measures its strategic and operational performance using different
types of indicators. The main objective of these KPIs is to monitor
the Group's cash generation, long-term profitability, preservation
of the value of its assets, and returns to shareholders.
Description
|
Relevance
|
Performance
|
|
|
|
12 months ended
31 October
|
12 months
ended
31 October
|
|
|
|
2024
|
2023
|
Total Group revenue at actual rate
of exchange
|
|
|
£307.9m
|
£297.7m
|
Group Profit before tax
|
|
|
£73.4m
|
£67.1m
|
Increase in number of
photobooths
|
|
|
(149)
|
3,137
|
Net increase in number of Laundry
units (operated)
|
The increase in number of
Revolutions is a constant priority and a main driver for
growth
|
900
|
779
|
Serge
Crasnianski
Chief Executive Officer & Deputy
Chairman
24 February 2025
PRINCIPAL RISKS
As with any business, the Group faces risks and
uncertainties that could impact the achievement of the Group's
strategy.
These risks are accepted as inherent
to the Group's business. The Board recognises that the nature and
scope of these risks can change; it therefore regularly reviews the
risks faced by the Group as well as the systems and processes to
mitigate them.
The table below sets out what the
Board believes to be the principal risks and uncertainties, their
impact, and actions taken to mitigate them.
Nature of
risk
|
Description
and impact
|
Mitigation
|
Global economic
conditions
|
Economic growth has a major
influence on consumer spending.
A sustained period of economic
recession and a period of high inflation could lead to a decrease
in consumer expenditure in discretionary areas.
|
The Group focuses on maintaining the
characteristics and affordability of its needs-driven
products.
Like most businesses around the
world, the Group has had to face a significant increase in supply
chain and raw material costs, however, its strong position in the
markets in which it operates gives the Group significant pricing
power.
The Group has no exposure to the
invasion of Ukraine by Russia and other conflict areas.
|
Volatility of foreign exchange
rates
|
The majority of the Group's revenue
and profit is generated outside the UK, and the Group's financial
results could be adversely impacted by an increase in the value of
sterling relative to those currencies.
|
The Group hedges its exposure to
currency fluctuations on transactions, as relevant. However, by its
nature, in the Board's opinion, it is very difficult to hedge
against currency fluctuations arising from translation in
consolidation in a cost-effective manner.
|
Economic
Regulatory
Nature of
risk
|
Description
and impact
|
Mitigation
|
Centralisation of the production of
ID photos
|
In many European countries where the
Group operates, if governments were to implement centralised image
capture, for biometric passport and other applications, or widen
the acceptance of self-made or home-made photographs for official
document applications, the Group's revenues and profits could be
affected.
|
The Group has developed new systems
that respond to this situation, leveraging 3D technology in ID
security standards, and securely linking our booths to the
administration repositories. Solutions are in place in France,
Ireland, Germany, Switzerland and the UK.
Furthermore, the Group also ensures
that its ID products remain affordable and of a
high-quality.
|
Strategic
Nature of
risk
|
Description
and impact
|
Mitigation
|
Identification of new business
opportunities
|
The failure to identify new business
areas. This may impact the ability of the Group to grow in the
long-term.
|
Management teams constantly review
demand in existing markets and potential new opportunities. The
Group continues to invest in research in new products and
technologies.
|
Inability to deliver anticipated
benefits from the launch of new products
|
The realisation of long-term
anticipated benefits depends mainly on the continued growth of the
laundry business and the successful development of integrated
secure ID solutions. Failure in this regard could lead to a lack of
competitiveness.
|
The Group regularly monitors the
performance of its entire estate of machines. New
technology-enabled secure ID solutions are subjected to intensive
trials before launch and the performance of operating machines is
continually monitored.
|
Market
Nature of
risk
|
Description
and impact
|
Mitigation
|
Commercial relationships
|
The Group has well-established,
long-term relationships with a number of site- owners. The
deterioration in the relationship with, or ultimately the loss of,
a key account would have an adverse, albeit contained, impact on
the Group's results, bearing in mind that the Group's turnover is
spread over a large client base and none of the accounts represent
more than 2% of Group turnover.
To maintain its performance, the
Group needs to have the ability to continue trading in good
conditions in France and the UK.
|
The Group's major key relationships
are supported by medium-term contracts. The Group actively manages
its site-owner relationships at all levels to ensure a high-quality
service.
The Group continues to monitor the
situation in both the French and the UK markets.
|
Operational
Nature of
risk
|
Description
and impact
|
Mitigation
|
Reliance on foreign
manufacturers
|
The Group sources most of its
products from outside the UK. Consequently, the Group is subject to
risks associated with international trade. This could impact
competitiveness and profitability.
|
Conducting research into quality and
ethics before the Group procures products from any new country or
supplier. The Group maintains very close relationships with both
its suppliers and shippers to ensure that risks of disruption to
production and supply are managed appropriately.
|
Reputation
|
The Group's brands are key assets of
the business. Failure to protect the Group's reputation and brands
could lead to a loss of trust and confidence. This could result in
a decline in our customer base.
|
The protection of the Group's brands
in its core markets is sustained with certain unique features. The
appearance of the machine is subject to high maintenance
standards.
Furthermore, the reputational risk
is diluted as the Group also operates under a range of
brands.
|
Product and service
quality
|
The Board recognises that the
quality and safety of both its products and services are of
critical importance and that any major failure could affect
consumer confidence and the Group's competitiveness.
|
The Group continues to invest in its
existing estate, to ensure that it remains contemporary, and in
constant product innovation to meet customer needs.
The Group also has a programme in
place to regularly train its technicians.
|
Technological
Nature of
risk
|
Description
and impact
|
Mitigation
|
Failure to keep up with advances in
technology
|
The Group operates in fields where
upgrades to new technologies are critical. Failure to exceed or
keep in step could result in a lack of ability to
compete.
|
The Group mitigates this risk by
continually focusing on R&D.
|
Cyber risk: Third party attack on
secure ID data transfer feeds
|
The Group operates an increasing
number of photobooths capturing ID data and transferring these data
directly to government databases. The rising threat of cybercrime
could lead to business disruption as well as to data
breaches.
|
The Group undertakes an ongoing
assessment of the risks and ensures that the infrastructure meets
the security requirements.
|
Environmental
Nature of
risk
|
Description
and impact
|
Mitigation
|
Increased potential legislation and
the rising cost of waste disposal. Energy consumption, water
scarcity, and rising car fuel prices (for employees, suppliers,
transportation and final consumers) and raising awareness of the
climate crisis amongst consumers
|
The rising costs associated with
compliance with such increased demands could impact on overall
profitability.
|
The Group focuses on reducing the
amount of waste produced; and the recovery, refurbishment and
resale of electrical equipment, such as children's rides, which
promote the principle embodied in recent legislation of reuse
before recycling.
|
GROUP FINANCIAL
STATEMENTS
Group Statement of Comprehensive Income
for
the 12 months ending 31 October 2024
|
|
12 months ended
31 October
|
|
12 months
ended
31 October
|
|
|
2024
|
|
2023
|
|
Notes
|
£ '000
|
|
£
'000
|
Revenue
|
3
|
307,886
|
|
297,662
|
Cost of Sales
|
|
(198,394)
|
|
(194,413)
|
Gross Profit
|
|
109,492
|
|
103,249
|
Other Operating
Income
|
|
209
|
|
194
|
Administrative
Expenses
|
|
(35,617)
|
|
(35,351)
|
Reversal of impairment of
trade receivables / (impairment)
|
|
303
|
|
(604)
|
Share of Post-Tax Profits from
Associates
|
|
3
|
|
14
|
Operating Profit
|
|
74,390
|
|
67,502
|
Non-operating income -
net
|
|
982
|
|
701
|
Finance
Income
|
|
670
|
|
1,401
|
Finance Cost
|
|
(2,621)
|
|
(2,537)
|
Profit before Tax
|
|
73,421
|
|
67,067
|
Total Tax
Charge
|
4
|
(19,331)
|
|
(16,401)
|
Profit for the year
|
|
54,090
|
|
50,666
|
|
|
|
|
|
Other Comprehensive Income
|
|
|
|
|
Items that are or may
subsequently be classified to Profit and Loss:
|
|
|
|
|
Exchange Differences Arising
on Translation of Foreign Operations
|
|
(4,839)
|
|
454
|
Exchange differences
reclassified to income statement on disposal of
subsidiaries
|
|
76
|
|
-
|
Total Items that are or may subsequently be classified
to profit and loss
|
|
(4,763)
|
|
454
|
Items that will not be
classified to profit and loss:
|
|
|
|
|
Remeasurement (losses) / gains
in defined benefit obligations and other post-employment benefit
obligations
|
|
(520)
|
|
(220)
|
Deferred tax on remeasurement
losses / (gains)
|
|
118
|
|
48
|
Total Items that will not be
classified to Profit and Loss
|
|
(402)
|
|
(172)
|
Other comprehensive income for
the year net of tax
|
|
(5,165)
|
|
282
|
Total Comprehensive income for
the year
|
|
48,925
|
|
50,948
|
|
|
|
|
|
Profit for the Year Attributable
to:
|
|
|
|
|
Owners of the
Parent
|
|
54,090
|
|
50,666
|
Non-controlling
interests
|
|
-
|
|
-
|
|
|
54,090
|
|
50,666
|
|
|
|
|
|
Total comprehensive income
attributable to:
|
|
|
|
|
Owners of the
Parent
|
|
48,925
|
|
50,948
|
Non-controlling
interests
|
|
-
|
|
-
|
|
|
48,925
|
|
50,948
|
|
|
|
|
|
Earnings per Share
|
|
|
|
|
Basic Earnings per
Share
|
6
|
14.36p
|
|
13.41p
|
Diluted Earnings per
Share
|
6
|
14.27p
|
|
13.33p
|
All results derive from continuing
operations.
The accompanying notes form an
integral part of these condensed consolidated financial
statements.
Group Statement of Financial
Position as at 31 October 2024
|
|
31 October
|
31
October
|
|
|
2024
|
2023
|
|
|
|
(restated)
|
|
Notes
|
£'000
|
£'000
|
Assets
|
|
|
|
Goodwill
|
7
|
11,006
|
18,888
|
Other intangible
assets
|
7
|
14,362
|
17,822
|
Property, plant &
equipment
|
7
|
136,332
|
118,124
|
Investment in
associates
|
|
37
|
35
|
Financial instruments held at
FVTPL
|
|
1,619
|
5,886
|
Other
receivables
|
|
2,814
|
3,005
|
Non-Current Assets
|
|
166,170
|
163,760
|
Inventories
|
|
38,065
|
32,501
|
Trade and other
receivables
|
|
19,292
|
12,261
|
Current tax
|
|
97
|
7,962
|
Cash and cash
equivalents
|
8
|
86,147
|
111,091
|
Current assets
|
|
143,601
|
163,815
|
Non-Current Assets Classified as Held for
Sale
|
|
2,869
|
4,947
|
Total assets
|
|
312,640
|
332,522
|
|
|
|
|
Equity
|
|
|
|
Share capital
|
|
1,882
|
1,891
|
Share premium
|
|
11,510
|
11,083
|
Treasury
shares
|
|
-
|
(1,969)
|
Capital redemption
reserve
|
|
12
|
-
|
Translation and other
reserves
|
|
7,990
|
11,958
|
Retained
earnings
|
|
158,477
|
136,025
|
Total Shareholders' funds
|
|
179,871
|
158,988
|
|
|
|
|
Liabilities
|
|
|
|
Financial
liabilities
|
8
|
35,957
|
58,447
|
Post-employment benefit
obligations
|
|
4,402
|
4,063
|
Deferred tax
liabilities
|
|
7,202
|
8,566
|
Non-current liabilities
|
|
47,561
|
71,076
|
Financial
liabilities
|
8
|
23,806
|
32,063
|
Provisions
|
|
1,306
|
1,884
|
Current tax
|
|
3,253
|
10,590
|
Trade and other
payables
|
|
56,843
|
57,921
|
Current liabilities
|
|
85,208
|
102,458
|
Total equity and liabilities
|
|
312,640
|
332,522
|
The accompanying notes form an
integral part of these condensed consolidated financial
statements.
The accounts were approved by the
Board on 21 February 2025 and signed on its behalf by:
Serge Crasnianski
John Lewis
Chief Executive Officer
Non-executive Chairman
Registration number:
00735438
Group Statement of Cash Flows
for the 12 months ending 31 October 2024
|
12 months ended
31 October
|
12 months
ended
31 October
|
|
2024
|
2023
|
|
|
(restated)
|
|
£'000
|
£'000
|
Cash flow from operating
activities
|
|
|
Profit before tax
|
73,421
|
67,067
|
Finance costs
|
1,046
|
1,286
|
Interest of lease
liabilities
|
1,575
|
1,251
|
Finance
income
|
(670)
|
(1,401)
|
Non-operating income -
net
|
(982)
|
(701)
|
Operating profit
|
74,390
|
67,502
|
Amortisation and impairment of
intangible assets
|
7,425
|
6,586
|
Depreciation of property,
plant and equipment net of reversal of
impairments
|
32,409
|
32,552
|
Loss on sale property, plant
and equipment and intangible assets
|
263
|
555
|
Exchange
differences
|
1,081
|
(129)
|
Non-cash movements in
provisions and post-employment benefit obligations
|
541
|
1,243
|
Share based compensation
charge
|
795
|
345
|
Other non cash
items
|
268
|
(378)
|
Changes in working capital:
|
|
|
Inventories
|
(5,564)
|
(7,010)
|
Trade and other
receivables
|
(3,099)
|
2,975
|
Trade and other
payables
|
(1,078)
|
5,673
|
Cash generated from operations
|
107,431
|
109,914
|
Payments made in respect of
provisions and post-employment benefit obligations
|
(796)
|
(881)
|
Interest paid
|
(2,621)
|
(2,537)
|
Interest
received
|
670
|
1,401
|
Taxation paid
|
(17,518)
|
(20,203)
|
Net cash generated from operating
activities
|
87,166
|
87,693
|
Cash flows from investing
activities
|
|
|
Acquisition of
subsidiaries
|
-
|
(4,790)
|
Net proceeds from disposal of
subsidiaries
|
3,673
|
209
|
Purchase of intangible
assets
|
(2,511)
|
(3,798)
|
Purchase of property, plant
and equipment
|
(52,103)
|
(45,842)
|
Capital expenditure on
non-current assets classified as held for sale
|
-
|
(4,362)
|
Proceeds from sale of
property, plant and equipment
|
1,523
|
1,539
|
Proceeds from sale of
non-current assets classified as held for sale
|
1,852
|
-
|
Net cash utilised in investing
activities
|
(47,566)
|
(57,044)
|
Cash flows from financing
activities
|
|
|
Issue of ordinary shares to
equity shareholders
|
430
|
458
|
Purchase of treasury
shares
|
(1,425)
|
(1,969)
|
Repayment of principal of
leases
|
(5,932)
|
(5,857)
|
Repayment of borrowings
|
(27,049)
|
(30,961)
|
New borrowings
drawn
|
1,152
|
4,817
|
Dividends paid to owners of
the Parent
|
(27,842)
|
(23,443)
|
Net cash utilised in financing
activities
|
(60,666)
|
(56,955)
|
Net decrease in cash and cash
equivalents
|
(21,067)
|
(26,304)
|
Cash and cash equivalents at
beginning of year
|
111,091
|
136,185
|
Exchange gain on cash and cash
equivalents
|
(3,877)
|
1,210
|
Cash and cash equivalents at end of
year
|
86,147
|
111,091
|
The accompanying notes form an
integral part of these condensed consolidated financial
statements.
Group Statement of Changes in
Equity for the 12 months ending 31 October 2024
|
Share
capital
£'000
|
Share
premium
£'000
|
Treasury
shares
£'000
|
Capital
Redemption
Reserve
£'000
|
Other
reserves
£'000
|
Translation
reserve
£'000
|
Retained
earnings
£'000
|
Total
£'000
|
At 1 November
2022
|
1,889
|
10,627
|
-
|
-
|
2,665
|
8,494
|
108,974
|
132,649
|
Profit for the
period
|
-
|
-
|
-
|
-
|
-
|
-
|
50,666
|
50,666
|
Other comprehensive income /
(expense):
|
|
|
|
|
|
|
|
|
Exchange
differences
|
-
|
-
|
-
|
-
|
-
|
454
|
-
|
454
|
Remeasurement losses in defined
benefit pension scheme and other post-employment benefit
obligations
|
-
|
-
|
-
|
-
|
-
|
-
|
(220)
|
(220)
|
Deferred tax on remeasurement
losses
|
-
|
-
|
-
|
-
|
-
|
-
|
48
|
48
|
Total other comprehensive
income / (expense)
|
-
|
-
|
-
|
-
|
-
|
454
|
(172)
|
282
|
Total comprehensive
income
|
-
|
-
|
-
|
-
|
-
|
454
|
50,494
|
50,948
|
Transactions with owners of
the Parent:
|
|
|
|
|
|
|
|
|
Shares issued in the
period
|
2
|
456
|
-
|
-
|
-
|
-
|
-
|
458
|
Purchase of treasury
shares
|
-
|
-
|
(1,969)
|
-
|
-
|
-
|
-
|
(1,969)
|
Share options
|
-
|
-
|
-
|
-
|
345
|
-
|
-
|
345
|
Dividends
|
-
|
-
|
-
|
-
|
-
|
-
|
(23,443)
|
(23,443)
|
Total transactions with owners
of the Parent
|
2
|
456
|
(1,969)
|
-
|
345
|
-
|
(23,443)
|
(24,609)
|
At 31 October 2023
|
1,891
|
11,083
|
(1,969)
|
-
|
3,010
|
8,948
|
136,025
|
158,988
|
At 1 November 2023
|
1,891
|
11,083
|
(1,969)
|
-
|
3,010
|
8,948
|
136,025
|
158,988
|
Profit for the period
|
-
|
-
|
-
|
-
|
-
|
-
|
54,090
|
54,090
|
Other comprehensive income /
(expense):
|
|
|
|
|
|
|
|
|
Exchange
differences
|
-
|
-
|
-
|
-
|
-
|
(4,839)
|
-
|
(4,839)
|
Translation reserve taken to
income statement on disposal of subsidiaries
|
-
|
-
|
-
|
-
|
-
|
76
|
-
|
76
|
Remeasurement losses in
defined benefit pension scheme and other post-employment benefit
obligations
|
-
|
-
|
-
|
-
|
-
|
-
|
(520)
|
(520)
|
Deferred tax on remeasurement
losses
|
-
|
-
|
-
|
-
|
-
|
-
|
118
|
118
|
Total other comprehensive
expense
|
-
|
-
|
-
|
-
|
-
|
(4,763)
|
(402)
|
(5,165)
|
Total comprehensive expense /
(income)
|
-
|
-
|
-
|
-
|
-
|
(4,763)
|
53,688
|
48,925
|
Transactions with owners of the
Parent:
|
|
|
|
|
|
|
|
|
Shares issued in the
period
|
3
|
427
|
-
|
-
|
-
|
-
|
-
|
430
|
Purchase of treasury
shares
|
-
|
-
|
(1,425)
|
-
|
-
|
-
|
-
|
(1,425)
|
Cancellation of treasury
shares
|
(12)
|
-
|
3,394
|
12
|
-
|
-
|
(3,394)
|
-
|
Share options
|
-
|
-
|
-
|
-
|
795
|
-
|
-
|
795
|
Dividends
|
-
|
-
|
-
|
-
|
-
|
-
|
(27,842)
|
(27,842)
|
Total transactions with owners of the
Parent
|
(9)
|
427
|
1,969
|
12
|
795
|
-
|
(31,236)
|
(28,042)
|
At 31 October 2024
|
1,882
|
11,510
|
-
|
12
|
3,805
|
4,185
|
158,477
|
179,871
|
The accompanying notes form an
integral part of these condensed consolidated financial
statements.
NOTES
1. General
information
Me Group International plc (the
"Company") is a public limited company incorporated and registered
in England and Wales and whose shares are quoted on the London
Stock Exchange, under the symbol MEGP. The registered number of the
Company is 735438 and its registered office is at Unit 3B, Blenheim
Rd, Epsom, KT19 9AP.
The principal activities of the
Group continue to be the operation, sale, and servicing of a wide
range of instant-service equipment. The Group operates
coin-operated automatic photobooths for identification and fun
purposes, and a diverse range of vending equipment, including
digital photo kiosks, laundry machines, and business service
equipment, and amusement machines.
Abridged financial information
The financial information in this
announcement, which was approved by the Board of Directors, does
not constitute the Company's statutory accounts for the years ended
31 October 2024 or 31 October 2023. The financial information for
2023 is derived from the statutory accounts for that year, which
have been delivered to the Registrar of Companies. The auditors
have reported on those accounts; their report was unqualified, did
not draw attention to any matters by way of emphasis and did not
contain statements under s498(2) or (3) Companies Act
2006.
The audit of the statutory accounts
for the year ended 31 October 2024 is complete. The Group and the Company financial statements of Me Group
International plc (the "Company") for the period ended
31 October 2024 were authorised for issue by the Directors on
21 February 2025 and the statements of financial position were
signed by Mr Serge Crasnianski, Chief Executive Officer and Sir
John Lewis OBE, Non-executive Chairman.
2.
Basis of preparation and accounting
policies
This
annual results announcement has been prepared in accordance with
UK-adopted international accounting standards ("IFRS") and in
conformity with the requirements of the Companies Act
2006.
Whilst the financial
information included in this annual results announcement has been
prepared in accordance with IFRS, this announcement does not itself
contain sufficient information to comply with IFRS. This annual
results announcement constitutes a dissemination announcement in
accordance with Section 6.3 of the Disclosures and Transparency
Rules (DTR).
3. Segmental
analysis
IFRS 8 requires operating segments to be identified
based on information presented to the Chief Operating Decision
Maker (CODM) in order to allocate resources to the segments and
monitor performance. For ME Group the Board is considered to be the
CODM. The Group reports its segments on a geographical basis:
Continental Europe, United Kingdom & Ireland and Asia
Pacific.
Individual operating companies are aggregated into
the three geographic segments. The Board believe that the similar
economic characteristics of the operating companies, together with
the fact that they are similar in terms of operations, use common
systems and the nature of the regulatory environment allow them to
be aggregated into geographic reporting segments.
The key segmental performance indicators considered
by the CODM are revenue and operating profit.
Segmental results are reported before intra-group
transfer pricing charges.
The following tables provide analysis of performance
by geographic segment:
|
Continental
|
United
Kingdom
|
Asia
|
|
|
|
Europe
|
&
Ireland
|
Pacific
|
Corporate
|
Total
|
31 October 2024
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Photo.ME
|
111,646
|
19,288
|
42,296
|
-
|
173,230
|
Wash.ME
|
64,084
|
27,207
|
166
|
-
|
91,457
|
Print.ME
|
10,657
|
116
|
85
|
-
|
10,858
|
Other Vending (including
Feed.ME)
|
1,889
|
1,587
|
6,426
|
-
|
9,902
|
Total Vending Revenue
|
188,276
|
48,198
|
48,973
|
-
|
285,447
|
Sales of equipment, spare parts,
consumables
|
17,406
|
841
|
378
|
-
|
18,625
|
Sales of services
|
3,305
|
150
|
360
|
-
|
3,815
|
Total Revenue
|
208,987
|
49,188
|
49,711
|
-
|
307,886
|
EBITDA
|
94,490
|
19,205
|
10,979
|
(10,450)
|
114,224
|
Depreciation and
amortisation
|
(27,000)
|
(6,482)
|
(5,327)
|
(392)
|
(39,201)
|
(Impairment) / reversal of
impairment
|
585
|
312
|
(1,530)
|
-
|
(633)
|
Operating profit / (loss)
|
68,075
|
13,035
|
4,122
|
(10,842)
|
74,390
|
Operating profit
|
|
|
|
|
74,390
|
Non operating income -
net
|
|
|
|
|
982
|
Finance income
|
|
|
|
|
670
|
Finance costs
|
|
|
|
|
(2,621)
|
Profit before tax
|
|
|
|
|
73,421
|
Tax
|
|
|
|
|
(19,331)
|
Profit for the period
|
|
|
|
|
54,090
|
Capital expenditure (excluding Right
of Use assets)
|
38,582
|
12,764
|
2,487
|
781
|
54,614
|
|
|
|
|
|
|
Non-current assets
|
108,727
|
32,265
|
23,667
|
1,511
|
166,170
|
|
Continental
|
United
Kingdom
|
Asia
|
|
|
|
Europe
|
&
Ireland
|
Pacific
|
Corporate
|
Total
|
|
(restated)
|
(restated)
|
(restated)
|
|
(restated)
|
31 October 2023
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Photo.ME
|
114,297
|
21,624
|
36,573
|
-
|
172,494
|
Wash.ME
|
53,454
|
23,539
|
251
|
-
|
77,244
|
Print.ME
|
11,147
|
122
|
65
|
-
|
11,334
|
Other Vending (including
Feed.ME)
|
2,179
|
1,757
|
6,653
|
-
|
10,589
|
Total Vending Revenue
|
181,077
|
47,042
|
43,542
|
-
|
271,661
|
Sales of equipment, spare parts,
consumables
|
20,441
|
966
|
386
|
-
|
21,793
|
Sales of services
|
3,639
|
165
|
404
|
-
|
4,208
|
Total Revenue
|
205,157
|
48,173
|
44,332
|
-
|
297,662
|
EBITDA
|
90,109
|
18,545
|
9,475
|
(11,490)
|
106,639
|
Depreciation and
amortisation
|
(26,079)
|
(6,785)
|
(5,126)
|
(355)
|
(38,345)
|
(Impairment) / reversal of
impairment
|
(1,395)
|
639
|
(37)
|
-
|
(793)
|
Operating profit / (loss)
|
62,635
|
12,399
|
4,312
|
(11,844)
|
67,502
|
Operating profit
|
|
|
|
|
67,502
|
Non operating income -
net
|
|
|
|
|
701
|
Finance income
|
|
|
|
|
1,401
|
Finance costs
|
|
|
|
|
(2,537)
|
Profit before tax
|
|
|
|
|
67,067
|
Tax
|
|
|
|
|
(16,401)
|
Profit for the period
|
|
|
|
|
50,666
|
Capital expenditure (excluding Right
of Use assets)
|
37,494
|
7,380
|
8,846
|
733
|
54,453
|
|
|
|
|
|
|
Non-current assets
|
107,994
|
26,508
|
28,134
|
1,124
|
163,760
|
The Parent Company is domiciled in the UK.
There were no major customers, defined as a single
customer contributing at least 10% of the Group's revenue, in the
period ended 31 October 2024 (2023: none).
4. Taxation
expenses
Tax charges/(credits) in the statement of
comprehensive income:
|
31
October
|
|
31
October
|
|
2024
|
|
2023
|
|
£'000
|
|
£'000
|
Taxation
|
|
|
|
Current taxation
|
|
|
|
UK Corporation tax
|
|
|
|
- current period
|
10,081
|
|
9,833
|
- prior periods
|
(156)
|
|
(1,068)
|
|
9,925
|
|
8,765
|
Overseas taxation
|
|
|
|
- current period
|
7,702
|
|
6,916
|
- prior periods
|
125
|
|
(212)
|
|
7,827
|
|
6,704
|
Total current taxation
|
17,752
|
|
15,469
|
Deferred taxation
|
|
|
|
Origination and reversal of
temporary differences
|
|
|
|
- current period - UK
|
2,239
|
|
677
|
- current period -
overseas
|
(803)
|
|
(663)
|
Adjustments in respect of prior
periods - UK
|
143
|
|
843
|
Impact of change in rate
|
-
|
|
75
|
Total deferred tax
|
1,579
|
|
932
|
Tax
charge in the income statement
|
19,331
|
|
16,401
|
|
|
|
|
Tax
relating to items (credited)/charged to other components of
comprehensive income
|
|
|
|
Corporation tax
|
-
|
|
-
|
Deferred tax
|
(118)
|
|
(48)
|
Tax
charge in other comprehensive income
|
(118)
|
|
(48)
|
|
|
|
|
Total tax charge in the statement of comprehensive
income
|
19,213
|
|
16,353
|
The Group tax charge of £19.3m (2023: £16.4m) corresponds to an effective tax rate of
26.3% (2023:
24.5%).
The UK Corporation Tax rate increased from 19% to 25%
with effect from 1 April 2023. The weighted average UK Corporation
Tax rate for the prior year ended 31 October 2023 was 22.5%.
The Group undertakes business in multiple tax
jurisdictions.
5. Dividends
paid and proposed
|
31
October
|
31
October
|
|
2024
|
2023
|
|
£'000
|
£'000
|
Declared and paid during the year
|
|
|
Final dividend for 2023: 4.42p (2022:
3.00p)
|
16,640
|
11,345
|
Interim dividend for 2023: 2.97p
(2022: 2.60p)
|
11,202
|
9,829
|
Special dividend for 2023: Nil (2022:
0.60p)
|
-
|
2,269
|
|
27,842
|
23,443
|
|
|
|
Declared but paid after the year end
|
|
|
Interim dividend for 2024: 3.45p
(2023: 2.97p)
|
12,998
|
11,202
|
|
12,998
|
11,202
|
|
|
|
Proposed for approval by shareholders at the
AGM
|
|
|
(Not recognised as a liability at 31
October)
|
|
|
Final dividend for 2024: 4,45p (2023:
4.42p)
|
16,751
|
16,640
|
|
16,751
|
16,640
|
Declared and paid
during the year
The Board proposed a
final dividend of 4.42p per ordinary share in respect of the year
ended 31 October 2023, which was approved by shareholders at the
Annual General Meeting held on 26 April 2024 and paid on 23 May
2024.
The Board approved an
interim dividend of 2.97p per ordinary share for the six month
period ended 30 April 2023, at its 11 July 2023 meeting. The
interim dividend was paid on 23 November 2023.
Declared but paid
after the year end
The Board approved an
interim dividend of 3.45p per ordinary share for the six month
period ended 30 April 2024, at its 12 July 2024 meeting. The
interim dividend was paid on 29 November 2024.
Proposed for approval
by shareholders at the AGM
The Board proposed a
final dividend of 4.45p per ordinary share
in respect of the year ended 31 October 2024. Subject to approval
by shareholders at the Annual General Meeting on 25 April 2025, the
final dividend will be paid on 23 May 2025.
6. Earnings
per share
Basic earnings per share
amounts are calculated by dividing net earnings attributable to
shareholders of the Parent of £54,090,000
(2023: £50,666,000)
by the weighted average number of shares in issue during the
period.
Diluted earnings per
share amounts are calculated by dividing the net earnings
attributable to shareholders of the Parent by the weighted average
number of shares outstanding during the period plus the weighted
average number of shares that would be issued on conversion of all
the dilutive potential shares into shares. The Group has only one
category of dilutive potential shares being share options granted
to senior staff, including directors.
The earnings and weighted average number of shares
used in the calculation are set out in the table below:
|
31 October
2024
|
31 October 2023
|
|
|
Weighted
|
|
|
Weighted
|
|
|
|
average
|
Earnings
|
|
average
|
Earnings
|
|
|
number
|
per share
|
|
number
|
per
share
|
|
Earnings
|
of shares
|
pence
|
Earnings
|
of
shares
|
pence
|
|
£'000
|
'000
|
|
£'000
|
'000
|
|
Basic earnings per share
|
54,090
|
376,605
|
14.36
|
50,666
|
378,110
|
13.40
|
Effect of dilutive share
options
|
-
|
2,566
|
(0.09)
|
-
|
2,490
|
(0.09)
|
Diluted earnings per
share
|
54,090
|
379,171
|
14.27
|
50,666
|
380,600
|
13.31
|
7.
Non-current assets: Goodwill, other intangibles and property, plant
and equipment
|
Goodwill
|
Other
Intangible
|
Property, plant
&
|
|
|
assets
|
Equipment
|
|
£'000
|
£'000
|
£'000
|
|
|
|
|
Net
book value at 31 October 2022
|
16,320
|
20,218
|
101,090
|
Exchange adjustment
|
1
|
(176)
|
628
|
Additions - photobooths &
vending machines
|
-
|
-
|
39,122
|
Additions - other assets
|
-
|
3,798
|
6,720
|
Additions - right of use
assets
|
-
|
-
|
3,516
|
Additions - new
subsidaries
|
3,268
|
49
|
1,496
|
Transfers
|
-
|
(121)
|
121
|
Amortisation /
Depreciation
|
-
|
(4,440)
|
(33,889)
|
(Impairment) / Reversal of
impairment
|
(701)
|
(1,445)
|
1,353
|
Disposals at net book
value
|
-
|
(61)
|
(2,033)
|
Net
book value at 31 October 2023
|
18,888
|
17,822
|
118,124
|
Purchase price allocation
adjustment
|
(2,999)
|
4,140
|
-
|
Net
book value at 1 November 2023
|
15,889
|
21,962
|
118,124
|
Exchange adjustment
|
(512)
|
(603)
|
(3,856)
|
Additions - photobooths &
vending machines
|
-
|
-
|
45,878
|
Additions - other assets
|
-
|
2,511
|
6,225
|
Additions - right of use
assets
|
-
|
-
|
4,237
|
Amortisation /
Depreciation
|
-
|
(5,084)
|
(34,077)
|
(Impairment) / Reversal of
impairment
|
(1,014)
|
(1,287)
|
1,668
|
Disposal of subsidiary
|
(3,357)
|
(3,100)
|
(118)
|
Disposals at net book
value
|
-
|
(38)
|
(1,749)
|
Net
book value at 31 October 2024
|
11,006
|
14,362
|
136,332
|
8. Net
cash
|
31 October
|
31
October
|
|
2024
|
2023
|
|
£'000
|
£'000
|
Cash and cash equivalents per
statement of financial position
|
86,147
|
111,091
|
Non-current borrowings
|
(28,547)
|
(50,137)
|
Current borrowings
|
(19,398)
|
(27,037)
|
Net
Cash
|
38,202
|
33,917
|
Net cash is a non-GAAP measure since it is not
defined in accordance with IFRS but is a key indicator used by
management in assessing operational performance and financial
position strength. The inclusion of items in net cash as defined by
the Group may not be comparable with other companies' measurement
of net cash/debt. The Group defines net cash as cash and cash
equivalents less current and non-current borrowings outstanding,
excluding lease liabilities of £11,819,000
(2023: £13,336,000).
RESPONSIBILITY STATEMENT OF THE DIRECTORS IN RESPECT OF
FINANCIAL REPORT
The Directors of the Company are
responsible for preparing the Annual Report and the financial
statements in accordance with applicable law and
regulations.
Company law requires the Directors
to prepare financial statements for the Group and the Company for
each financial year. Under that law, the Directors are required to
prepare the Group financial statements in accordance with
UK-adopted international accounting standards and applicable law
and have elected to prepare the Company's financial statements on
the same basis.
Under company law, the Directors
must not approve the financial statements unless they are satisfied
that they give a true and fair view of the state of affairs of the
Group and the Company and of their respective profit or loss for
that period. In preparing each of the Group and the Company's
financial statements, the Directors are required to:
■ Select
suitable accounting policies and then apply them
consistently;
■ Make
judgments and accounting estimates that are reasonable and
prudent;
■ State
whether they have been prepared in accordance with UK-adopted
international accounting standards, subject to any material
departures disclosed and explained in the Group and Company
financial statements respectively; and
■ Prepare the
financial statements on the going-concern basis unless it is
inappropriate to presume that the Group and the Parent Company will
continue in business.
The Directors are responsible for
keeping adequate accounting records that are sufficient to show and
explain the Company's transactions and disclose with reasonable
accuracy at any time the financial position of the Company and the
Group and enable them to ensure that their financial
statements and the Directors' Remuneration Report comply with the
Companies Act 2006 and as regards the Group's financial statements,
Article 4 of the IAS Regulation.
The Directors have general
responsibility for taking such steps as are reasonably open to them
to safeguard the assets of the Group and to prevent and detect
fraud and other irregularities.
Under applicable law and
regulations, the Directors are also responsible for preparing a
Strategic Report, Directors' Report, Directors' Remuneration Report
and Corporate Governance Statement that comply with that law and
those regulations.
The Directors are responsible for
the maintenance and integrity of the corporate and financial
information included on the Company's website. Legislation in the
UK governing the preparation and dissemination of financial
statements may differ from legislation in other
jurisdictions.
Responsibility Statement of the
Directors in respect of the annual financial report
Each of the Directors of the
Company, confirms that, to the best of his or her
knowledge:
■ The financial
statements, which have been prepared in accordance with UK-adopted
international accounting standards, give a true and fair view of
the assets, liabilities, financial position and profit or loss of
the Company and the undertakings included in the consolidation
taken as a whole; and
■ The
Strategic Report and Report of Directors in the Annual Report
include a fair review of the development and performance of the
business and the position of the Company and the undertakings
included in the consolidation taken as a whole, together with a
description of the principal risks and uncertainties that they
face.
Fair, balanced and
understandable
In accordance with the principles of
the UK Corporate Governance Code, the Directors have arrangements
in place to ensure that the information presented in the Annual
Report is fair, balanced and understandable.
The Board considers, on the advice
of its Audit Committee, that the Annual Report, taken as a whole,
is fair, balanced and understandable, and provides the information
necessary for shareholders to assess the Company's and the Group's
position and performance, business model and
strategy.
By order of the Board
Sir John Lewis OBE (Non-executive
Chairman)
Serge Crasnianski (Chief Executive
Officer and Deputy Chairman)
24 February 2025