5
December 2024
Watches of Switzerland Group
PLC
H1 FY25
Results
for the
26 weeks to 27 October 2024 (H1 FY25)
In-line H1 performance
reflecting improved trading and good momentum in
Q2
Full Year guidance
unchanged
Brian Duffy, Chief Executive Officer, said:
"We are pleased to report H1 FY25
revenue growth of +4% in constant currency1 reflecting
an encouraging improvement in trading in Q2, driven by growing
demand in the UK and US, and consistent growth in client
registration lists, along with the acquisition of Roberto Coin in
the period.
"As previously outlined, in Q1 we
increased showroom stock levels of key brands to enhance displays
and client experience, particularly in the US. With the stock
rebuild complete, in Q2 we drove significantly improved US revenue
of +24% (constant currency) and revenue in the UK market turned
positive. Price increases from brands in the half have been modest,
and this has also positively influenced consumer sentiment.
Consequently, overall Group revenue increased +11% in Q2, in
constant currency.
"Our newly acquired Roberto Coin
business in North America has traded strongly since acquisition and
is now making a good contribution to our Group. Integration is
progressing well, and growth plans are underway. We are also
encouraged by the performance of the Rolex Certified Pre-Owned
programme and the sustained growth in our overall pre-owned
business. Additionally, we acquired Hodinkee, a leading global
digital platform for luxury watch enthusiasts, further
strengthening our online sector leadership. Integration is
progressing in line with our expectations.
"Q3 trading has started
encouragingly, and we have continued with our showroom
transformation programme. Looking ahead, key showroom
openings in H2 include the flagship Rolex boutique in Old Bond
Street, London; Audemars Piguet Town House, Manchester; Rolex
introduction in Plano, Texas, and a reintroduction in Jacksonville,
Florida; and the conversion of Mayors Lenox, Atlanta, to a Rolex
mono-brand boutique. Our trading momentum through November,
visibility of intake and second half opening of large showroom
investments support our full year guidance, which is
unchanged.
"This year marks the centenary of
Watches of Switzerland, celebrated with a number of exclusive
products, and we extend our gratitude to our colleagues for their
unwavering dedication and exceptional client service throughout the
year."
(£million)
|
26
weeks ended 27 October 2024
|
26
weeks ended 29 October 2023
|
YoY
change
Reported rates
|
YoY
change
Constant currency
|
Group revenue
|
785
|
761
|
3%
|
4%
|
UK and Europe
|
430
|
433
|
(1%)
|
(1%)
|
US
|
355
|
328
|
8%
|
11%
|
|
|
|
|
|
Adjusted EBITDA1
|
87
|
94
|
(7%)
|
|
Adjusted EBITDA margin1
|
11.1%
|
12.3%
|
(120bps)
|
|
|
|
|
|
|
Adjusted EBIT1
|
66
|
73
|
(10%)
|
(9%)
|
Adjusted EBIT margin1
|
8.4%
|
9.6%
|
(120bp)
|
|
Adjusted basic EPS1
(p)
|
18.1
|
21.5
|
|
|
|
|
|
|
|
Statutory operating profit
|
60
|
78
|
(23%)
|
|
|
|
|
|
|
Statutory profit before tax
|
41
|
67
|
(39%)
|
|
Statutory basic EPS (p)
|
12.2
|
19.8
|
|
|
Free cash
flow1
|
28
|
57
|
|
|
Return On Capital
Employed1
|
16.5%
|
23.9%
|
|
|
Net
(debt)/cash1
|
(120)
|
16
|
|
|
H1 FY25 Financial Highlights
· Group revenue £785 million, +4% at constant currency, +3% at
reported rates on prior year
· Sequential revenue improvement with Q1 FY25 -2% and Q2 FY25
+11% in constant currency, with a strong start to Q3 ahead of the
holiday trading period
o Luxury watch2 revenue -2% in constant currency,
-3% reported. As anticipated, revenue was impacted by one-off
increases in showroom stock levels to enhance displays and client
experience in Q1 FY25, particularly in the US
§ Luxury
watches represent 83% of Group revenue, a reduction of 500 bps due
to Roberto Coin increasing the mix of jewellery
§ Demand
for our key brands, particularly products on Registration of
Interest lists, continued to be strong
o Certified Pre-Owned and vintage is performing strongly, with
Rolex Certified Pre-Owned becoming the Group's second biggest
luxury watch brand
o Luxury jewellery2 revenue +104% in constant
currency, +103% reported, driven by the acquisition of
Roberto Coin which contributed £51 million of revenue in the
period
§ Group
luxury jewellery revenue excluding Roberto Coin was -6% with
positive trends in the UK market (+4%). US luxury jewellery
revenue was impacted by the squeeze on the commodity bridal
category and prior year clearance activity
§ Luxury
branded jewellery significantly outperformed non-branded jewellery,
with double digit growth within our retail and online
estate
o Group ecommerce revenue2 -10% on prior year, in
line with market trends. US ecommerce revenue was in growth for the
period
· US
revenue of £355 million, +11% at constant currency, +8%
reported
o Sequential revenue improvement from Q1 FY25 -1% to +24% Q2
FY25 in constant currency
o Stock build for key brands completed in Q1 FY25
·
UK and Europe revenue of £430 million -1% on
prior year
o Continued stabilisation of the UK market in both luxury
watches and jewellery, following a period of volatile conditions in
the prior financial year
o Sequential revenue improvement from Q1 FY25 -4% to Q2 FY25
+2%
· Adjusted EBIT of £66 million, -9% in constant currency, -10%
reported on prior year
o Adjusted EBIT margin 8.4% (H1 FY24: 9.6%), due to product mix
and lack of leverage of fixed costs
· Statutory operating profit £60 million (HY FY24: £78
million), -23% on a reported basis
· Free
cash flow of £28 million (H1 FY24: £57 million) with conversion of
32% (H1 FY24: 60%); reduction driven by the seasonal increase in
working capital for Roberto Coin and timing of supplier payments.
Expected c.70% free cash flow conversion1 for the full
year
· Continued investment in showrooms, with expansionary capital
expenditure2 of £44 million. A number of key showroom
projects to open in the second half of the year
· Net
debt of £120 million as of 27 October 2024 (29 October 2023 net
cash: £16 million), reflecting the acquisitions of Roberto Coin
Inc. and Hodinkee
H1 FY25 Operating Highlights
· Market share gains in both the UK and US as a result of our
differentiated offering and investments
· Integration of Roberto Coin progressing to plan.
Positive feedback from the network of retail partners, with sell-in
and sell-out data encouraging
o Actively negotiating new mono-brand boutiques in the US,
shop-in-shop concept for retail partners, alongside department
store concession models. Website upgrade in
progress
o Strong revenue growth from the Roberto Coin brand within US
WOSG showrooms, particularly following the installation of elevated
displays
· Exclusive and first-to-market watch product with a number of
brands including Cartier, Breitling, TAG Heuer and
BVLGARI
· UK
exclusive luxury branded jewellery launches of David Yurman and
Repossi
· On 3
October 2024, the Group acquired the editorial, insurance and
limited edition businesses from Hodinkee, the pre-eminent global
digital editorial content provider and gateway for luxury watch
enthusiasts. This acquisition will help drive online
leadership
o Direct link in place driving Hodinkee traffic to Watches of
Switzerland US website
o Upgrade of US website underway, completing in the second
half
o Integration is progressing in line with our
expectations
· Significant progress on key showroom projects
o Completed projects in H1 FY25:
§ Opening
of new 2,000 sq. ft Patek Philippe room in Betteridge Greenwich,
Connecticut
§ New
Mappin & Webb, Edinburgh
§ Expansion of Watches of Switzerland Oxford Street,
London
§ Relocations of Goldsmiths Cheltenham and Milton Keynes, our
first Ernest Jones project
o Projects to complete in H2 FY25:
§ Conversion and expansion of Watches of Switzerland Fenchurch
Street, London from Mappin & Webb
§ New
flagship Rolex boutique Old Bond Street, London
§ Relocation and introduction of Rolex and Cartier to Watches
of Switzerland Plano, Texas
§ Relocation and reintroduction of Rolex to Mayors
Jacksonville, Florida
§ Conversion of Mayors Lenox, Atlanta to a Rolex
boutique
§ Relocation of Mayors Tampa, Florida
§ Expansion of Betteridge Vail, Colorado
§ New
Watches of Switzerland Ross Park, Pittsburgh
§ Audemars Piguet Townhouse, Manchester to be operated as a
joint venture
o Projects to complete in early FY26:
§ Mappin
& Webb luxury jewellery boutique, Manchester, including our
first De Beers mono-brand boutique
· Progress made on the exit from Europe. Two showrooms
closed in the period and four sold to brand partners.
Agreements to sell a further two boutiques to brand partners in H2
FY25. This will leave one European mono-brand boutique in the
Republic of Ireland
·
Accredited as a Great Place to Work employer in
the UK and US, and Living Wage Employer in the UK
Outlook
·
FY25 guidance unchanged, underpinned by
sequential trading improvement, visibility of intake and the large
showroom projects opening in the second half of the year. We
are well positioned for a good holiday trading period, having made
an encouraging start in November
· Guidance reflects current visibility of supply from key
brands and confirmed showroom refurbishments, openings and
closures, and excludes uncommitted capital projects and
acquisitions
· The
Group provides the following FY25 guidance on a pre-IFRS 16 basis,
assuming a £/$1.26 exchange rate:
o
Revenue:
|
£1.67 - £1.73 billion, growth of 9%
- 12% at constant currency
|
o
Adjusted EBIT margin %:
|
+0.2 to +0.6 percentage points
expansion from FY24
|
o
Total finance costs:
|
c.£13 million, reflecting additional
financing for Roberto Coin Inc. acquisition
|
o
Underlying tax rate:
|
28% - 30%
|
o
Capex:
|
£60 - £70 million
|
o
Free cash flow conversion:
|
c.70% weighted towards H2 in line
with the seasonal pattern
|
|
|
The equivalent guidance on an IFRS
16 basis is:
o
Adjusted EBIT margin %:
|
+0.2 to +0.6 percentage points
expansion from FY24
|
o
Total finance costs:
|
£37 - £41 million
|
|
|
· The
Group is exposed to movements in the £/$ exchange rate when
translating the results of its US operations into Sterling. The
actual average exchange rate for FY24 was £/$1.26. FY25 guidance
assumes a £/$1.26 exchange rate, with a five cent move resulting in
an adjustment of c.£30 million to full year Group revenue and c.£4
million on full year Adjusted EBIT, on a pre-IFRS 16
basis
H1 FY25 Revenue Performance by Geography
|
H1
FY25
|
H1
FY24
|
H1
FY25 vs H1 FY24
|
(£m)
|
26 weeks to
27 Oct 2024
|
26 weeks to
29 Oct 2023
|
Reported YoY %
|
Constant currency YoY %
|
|
|
|
|
|
UK and Europe
|
430
|
433
|
-1%
|
-1%
|
US
|
355
|
328
|
+8%
|
+11%
|
Group Revenue
|
785
|
761
|
+3%
|
+4%
|
H1 FY25 Revenue Performance by
Category
|
H1
FY25
|
H1
FY24
|
H1
FY25 vs H1 FY24
|
(£m)
|
26 weeks to
27 Oct 2024
|
26 weeks to
29 Oct 2023
|
Reported YoY %
|
Constant currency YoY %
|
Luxury watches
|
649
|
670
|
-3%
|
-2%
|
Luxury jewellery
|
95
|
47
|
+103%
|
+104%
|
Services/other
|
41
|
44
|
-9%
|
-8%
|
Group Revenue
|
785
|
761
|
+3%
|
+4%
|
H1
FY25 Results Presentation
A webcast conference call for
analysts and investors will be held at 9.00am (UK time) today to
announce the H1 FY25 results. To join the
call, please use the following details:
Webcast details:
Register at:
https://brrmedia.news/WOSGH1FY25
Conference call dial-in details:
United Kingdom: +44 (0) 33 0551
0200
United Kingdom (Toll-Free): 0808 109
0700
Password: WOSG H1
Contacts
The Watches of Switzerland Group
Anders Romberg, CFO
+44
(0) 207 317 4600
Caroline Browne, Group Finance
Director
+44
(0) 1162 817 420
investor.relations@thewosgroup.com
Headland
Lucy Legh / Rob Walker / Scarlett
Hateley
+44 (0) 20 3805 4822
wos@headlandconsultancy.com
About the Watches of Switzerland
Group
The Watches of Switzerland Group
is the UK's largest luxury watch retailer, operating in the UK, US
and Europe comprising seven prestigious brands; Watches of
Switzerland (UK and US), Mappin & Webb (UK), Goldsmiths (UK),
Mayors (US), Betteridge (US), Analog:Shift (US) and Hodinkee (US),
with a complementary jewellery offering. From 8 May 2024, the Group
also owns the exclusive distribution rights for Roberto Coin in the
USA, Canada, Central America and the Caribbean.
As at 27 October 2024, the Watches
of Switzerland Group had 217 showrooms across the UK, US and Europe
including 95 dedicated mono-brand boutiques in partnership with
Rolex, OMEGA, TAG Heuer, Breitling, TUDOR, Audemars Piguet,
Longines, Grand Seiko, Roberto Coin, BVLGARI and FOPE and has a
leading presence in Heathrow Airport with representation in
Terminals 2, 3, 4 and 5 as well as seven retail
websites.
The Watches of Switzerland Group
is proud to be the UK's largest retailer for Rolex, OMEGA, Cartier,
TAG Heuer and Breitling watches.
www.thewosgroupplc.com
Disclaimer
This announcement has been
prepared by Watches of Switzerland Group PLC (the 'Company'). It
includes statements that are, or may be deemed to be,
"forward-looking statements". These forward-looking statements can
be identified by the use of forward-looking terminology, including
the terms "believes", "estimates", "anticipates", "expects",
"intends", "plans", "goal", "target", "aim", "may", "will",
"would", "could" or "should" or, in each case, their negative or
other variations or comparable terminology. They appear in a number
of places throughout this announcement and the information
incorporated by reference into this announcement and may include
statements regarding the intentions, beliefs or current
expectations of the Company Directors or the Group concerning,
amongst other things: (i) future capital expenditures, expenses,
revenues, earnings, synergies, economic performance, indebtedness,
financial condition, dividend policy, losses and future prospects;
(ii) business and management strategies, the expansion and growth
of the Group's business operations; and (iii) the effects of
government regulation and industry changes on the business of the
Company or the Group.
By their nature, forward-looking
statements involve risks and uncertainties because they relate to
events and depend on circumstances that may or may not occur in the
future and may be beyond the Company's ability to control or
predict. Forward-looking statements are not guarantees of future
performance. The Group's actual results of operations, financial
condition, liquidity, and the development of the industry in which
it operates may differ materially from the impression created by
the forward-looking statements contained in this announcement
and/or the information incorporated by reference into this
announcement.
Any forward-looking statements
made by or on behalf of the Company or the Group speak only as of
the date they are made and are based upon the knowledge and
information available to the Directors on the date of this
announcement, and are subject to risks relating to future events,
other risks, uncertainties and assumptions relating to the
Company's operations and growth strategy, and a number of factors
that could cause actual results and developments to differ
materially from those expressed or implied by the forward-looking
statements. Undue reliance should not be placed on any
forward-looking statements and, except as required by law or
regulation, the Company undertakes no obligation to update these
forward-looking statements. No statement in this announcement
should be construed as a profit forecast or profit
estimate.
Before making any investment
decision in relation to the Company you should specifically
consider the factors identified in this document, in addition to
the risk factors that may affect the Company or the Group's
operations as detailed above.
Chief
Executive Officer's Review
The Group performed in line with
expectations in the first half of the year and we are pleased to
see sequential improvement in trading in both our markets. Group
revenue was £785 million, +4% in constant currency, +3% in reported
rates, with Q2 FY25 improving to +11% in constant currency from -2%
in Q1 FY25. Profitability was impacted by
the lack of leverage, which will reverse in the second half of the
year.
Demand for our key brands,
particularly products on Registration of Interest lists, continued
to be strong. Luxury watches revenue was -2% in constant currency,
-3% reported. As anticipated, revenue was impacted by one-off
increases in showroom stock levels to enhance displays and client
experience in Q1 FY25, particularly in the US. The UK market showed
continued stabilisation, following a period of challenging
macroeconomic conditions in the prior financial year.
Following the launch of Rolex
Certified Pre-Owned in the prior year, the pre-owned category
continues to grow. Certified Pre-Owned and vintage is
performing strongly, with Rolex Certified Pre-Owned becoming the
Group's second biggest luxury watch brand. The range of product offered in showrooms is significantly
greater than our competitors and has enabled strong growth in the
period with further opportunity to expand the category through
merchandising and advertising. We are looking forward to the
introduction of Rolex Certified Pre-Owned window displays and
in-store formats. Rolex Certified Pre-Owned is currently available
in 24 agencies in the UK, 19 in the US, and online.
Luxury jewellery revenue +104% in
constant currency, +103% reported, where Roberto Coin contributed
£51 million of revenue in the period. Group luxury jewellery
revenue excluding Roberto Coin was -6% with positive trends in the
UK market (+4%). US luxury jewellery revenue was impacted by the
squeeze on the commodity bridal category and prior year clearance
activity. Luxury branded jewellery significantly outperformed
non-branded jewellery, with double digit growth within our retail
and online estate.
Our long-standing relationships
with the most recognised and prestigious luxury watch brands have
remained a point of distinction. We have continued to collaborate
on exclusive product which in the half included products from
Cartier, Breitling, TAG Heuer and BVLGARI. We are also pleased to
bring new, exclusive luxury branded jewellery partnerships to the
UK business with David Yurman and Repossi.
We are delighted to be accredited
as a Great Place to Work employer and the fact that we have made
the list of Certified Great Places to Work in both of our US and UK
regions in our first year of entry is testament to the hard work,
passion and team spirit of all of our colleagues who work hard to
deliver positive outcomes for our clients. It is wonderful to see
how proud our colleagues are to work for our Group and how included
they feel when they join and continue to develop their careers with
us.
We have continued to invest in our
showroom network in both markets, with significant progress made on
key projects such as the flagship Rolex boutique on Old Bond
Street, London, Audemars Piguet Townhouse, Manchester and Mappin
& Webb Luxury Jewellery Boutique, Manchester. We have started
the renovation of our recently acquired Betteridge showrooms with
the expansion of Vail, Colorado opening in December 2024 and
recently opened a new 2,000 sq. ft Patek Philippe room in
Greenwich, Connecticut, with the rest of the showroom refurbishment
to be completed in FY26. The first half of the year also saw us
complete our first Ernest Jones project, with the relocation of
Goldsmiths Milton Keynes. The second half of the year will also see
the introduction of a new Rolex agency in Watches of Switzerland
Plano, Texas and the relocation and reintroduction of Rolex in
Jacksonville, Florida; along with the conversion of Mayors Lenox,
Atlanta into a Rolex mono-brand boutique and the relocation of
Mayors Tampa, Florida.
The integration of Roberto Coin,
which we acquired on 8 May 2024, is progressing to plan. We have
spent significant time getting to know the excellent Roberto Coin
team and have been collaborating on a number of new initiatives.
These include actively negotiating new mono-brand boutique
locations, designing a new shop-in-shop concept for our retail
partners, alongside discussing potentially moving to a concession
model with department store partners. We are also in the process of
upgrading the Roberto Coin ecommerce site, which should be
completed in H2, and initiating a new marketing campaign. Feedback
from the network of retail partners has been positive
post-acquisition, and sell-out data is encouraging. We continue to
see the Roberto Coin brand perform well within our own network of
showrooms, particularly following the
installation of elevated displays.
I am also delighted to welcome our
new colleagues from Hodinkee, which we acquired on 3 October
2024. Hodinkee has become the go-to,
global destination for luxury watch enthusiasts offering digital
print and video content, limited edition watch collaborations
alongside watch and jewellery insurance services. We have
successfully integrated Hondinkee's commercial activities; their
growing, engaged online traffic is being directed to the Watches of
Switzerland US ecommerce site. We are excited to see Ben Clymer,
Hodinkee's founder, returning to lead the operations of Hodinkee
for the first time since he ceded his role as CEO in December 2020.
Hodinkee will continue to have editorial independence as a leading
editorial media organisation. This will protect Hodinkee's
impartial journalism, ensuring the continued creation of unmatched
editorial content presented through Hodinkee's unique voice and
lens.
From a macropolitical standpoint,
the uncertainty around the UK Budget and US election is now behind
us, and we believe this will be positive for consumer
sentiment. In the UK, we are disappointed that VAT free
shopping for tourists has not yet been reinstated. The growing
evidence suggests that UK business is significantly negatively
impacted by this, with tourist shopping moving to other major
European cities.
Finally, I would like to thank our
teams who continue to inspire and deliver. Their hard work and
commitment continue to enable the Group to be
successful.
Financial
Review
The Group's Consolidated Income
Statement is shown below which is presented including IFRS 16
'Leases' and includes exceptional items.
Income Statement - post-IFRS 16 and exceptional items
(£million)
|
26
weeks to
27
October 2024
|
26
weeks to
29
October 2023
|
YoY
variance
|
Revenue
|
784.8
|
761.4
|
3.1%
|
Operating profit
|
60.2
|
78.0
|
(22.9)%
|
Net finance cost
|
(19.7)
|
(11.5)
|
(70.3)%
|
Profit before taxation
|
40.5
|
66.5
|
(39.1)%
|
Taxation
|
(11.6)
|
(19.5)
|
40.7%
|
Profit for the financial period
|
28.9
|
47.0
|
(38.5)%
|
Basic earnings per share
|
12.2p
|
19.8p
|
(38.4)%
|
Management monitor and assess the
business performance on a pre-IFRS 16 and exceptional items basis,
which is shown below. This aligns to the reporting used to inform
business decisions, investment appraisals, incentive schemes and
debt covenants. A full reconciliation between the pre- and
post-IFRS 16 results is shown in the Glossary.
Income Statement - pre-IFRS 16 and exceptional items
(£million)
|
26
weeks to
27
October 2024
|
26
weeks to
29
October 2023
|
YoY
variance
|
Revenue
|
784.8
|
761.4
|
3.1%
|
Net
margin1
|
284.3
|
280.1
|
1.5%
|
Showroom costs
|
(141.6)
|
(137.2)
|
(3.2%)
|
4-Wall EBITDA1
|
142.7
|
142.9
|
(0.1%)
|
Overheads
|
(50.6)
|
(43.4)
|
(16.7%)
|
EBITDA1
|
92.1
|
99.5
|
(7.4%)
|
Showroom opening and closing
costs
|
(4.8)
|
(5.5)
|
13.3%
|
Adjusted EBITDA1
|
87.3
|
94.0
|
(7.1%)
|
Depreciation, amortisation and loss
on disposal of fixed assets
|
(21.1)
|
(20.6)
|
(2.7%)
|
Segment profit (Adjusted EBIT1)
|
66.2
|
73.4
|
(9.8%)
|
Net finance costs
|
(7.3)
|
(1.5)
|
(374.7%)
|
Adjusted profit before taxation1
|
58.9
|
71.9
|
(18.1%)
|
Adjusted earnings per share1
|
18.1p
|
21.5p
|
(15.8%)
|
Revenue
Revenue by geography and category
26
weeks to 27 October 2024
(£million)
|
UK
and Europe
|
US
|
Total
|
Mix
|
Luxury watches
|
367.3
|
281.6
|
648.9
|
83%
|
Luxury jewellery
|
29.4
|
16.2
|
45.6
|
6%
|
Luxury jewellery
wholesale
|
-
|
51.8
|
51.8
|
6%
|
Eliminations
|
-
|
(2.0)
|
(2.0)
|
-
|
Services/other
|
33.2
|
7.3
|
40.5
|
5%
|
Total revenue
|
429.9
|
354.9
|
784.8
|
100%
|
26
weeks to 29 October 2023
(£million)
|
UK
and Europe
|
US
|
Total
|
Mix
|
Luxury watches
|
369.0
|
301.1
|
670.1
|
88%
|
Luxury jewellery
|
28.3
|
18.7
|
47.0
|
6%
|
Services/other
|
36.3
|
8.0
|
44.3
|
6%
|
Total revenue
|
433.6
|
327.8
|
761.4
|
100%
|
Group revenue of £785m increased by
+4% at constant currency, +3% at reported rates from prior year,
with sequential improvement from Q1 FY25 (-2%) to Q2 FY25 (+11%) in
constant currency.
Group revenue from luxury watches
declined by -2% in constant currency, -3% reported on the prior
year. As anticipated, revenue was impacted
by one-off increases in showroom stock levels to enhance displays
and client experience in Q1 FY25, particularly in the
US.
Luxury watch revenue made up 83% of
Group revenue versus 88% in H1 last year, with the acquisition of
Roberto Coin Inc. in the period contributing to a higher luxury
jewellery mix.
Group luxury jewellery revenue more
than doubled versus the prior year, with the acquisition of Roberto
Coin contributing £51 million of revenue in the period. Group
luxury jewellery excluding Roberto Coin declined by -5% in constant
currency, -6% reported on the prior year, with positive trends in
the UK market (+4%). In the prior year, there was significant
clearance of luxury jewellery stock at lower margins in the US. In
the current year we maintained strong margins in our US luxury
jewellery category.
The majority of luxury jewellery
sold by the Group is retailed under our house brands of Goldsmiths,
Mappin & Webb, Mayors and Betteridge. Our strategy is to grow
our luxury branded jewellery offering, where we partner with other
major luxury jewellery brands. Luxury branded jewellery revenue
continues to significantly outperform non-branded jewellery, with
double digit growth within our retail and online estate.
On 8 May 2024, the Group signed and
completed the acquisition of the entire share capital of Roberto
Coin Inc., the exclusive distributor of Roberto Coin in the US,
Canada, Central America and the Caribbean. Revenue in the period
was £51 million, in line with expectations. The business continues
to work positively with retail partners post-acquisition and demand
remains robust ahead of the key holiday period.
Group ecommerce revenue declined by
-10% compared to the prior period, impacted by the mix of products
sold through this channel, the US market was in growth for the
period. We continue to be the market leader in ecommerce for luxury
watches and jewellery in the UK and are growing our proposition in
the US. On 3 October 2024, the Group completed the acquisition of
the editorial, insurance and limited edition businesses of
Hodinkee, the pre-eminent global digital editorial content provider
to support our Long Range Plan objectives to leverage sector
leadership online.
US revenue increased by +8%
year-on-year (+11% on a constant currency basis) to £355 million
and the US business made up 45% of the Group's revenue in H1 FY25
(H1 FY24: 43%). Revenue and EBIT margin growth was driven by the
Roberto Coin acquisition. Underlying revenue (excluding Roberto
Coin Inc.) was impacted by one-off headwinds in the first half and
saw sequential improvement through the period.
UK and Europe revenue declined by
-1% during the period but showed an improving trend in Q2 FY25.
Luxury watch revenue was -3% in Q1 but improved to +2% in Q2.
Luxury jewellery revenue returned to a positive trend in the second
quarter, with revenue +4% in H1 FY25.
Sales in the UK were driven by
domestic clientele and tourist sales continue to remain low,
particularly due to the absence of VAT free shopping for tourists
in the UK.
During the period, we opened one
multi-brand business in Edinburgh under the Mappin & Webb brand
and closed four non-core showrooms in the UK, giving a net
reduction of three. In the period, three projects were completed
enhancing our existing estate to further elevate the partner brands
we display in those showrooms and advance our client experience;
our Watches of Switzerland Oxford Street showroom was expanded and
our Goldsmiths showrooms in Cheltenham and Milton Keynes were
relocated. Milton Keynes represents the first upgrade of Ernest
Jones showrooms acquired in the prior year.
Significant progress has been made
on our exit from Europe. Two showrooms closed in the period and
four sold to brand partners. Agreements in place to sell a further
two boutiques to brand partners in H2 FY25. This will leave one
European mono-brand boutique in the Republic of Ireland.
Profitability
|
Profitability as a % of revenue
|
Income Statement - pre-IFRS 16 and exceptional items (£
million)
|
26
weeks to
27
October 2024
|
26
weeks to
29
October 2023
|
YoY
variance
|
Net margin1
|
36.2%
|
36.8%
|
(60bps)
|
Showroom costs
|
18.0%
|
18.0%
|
-
|
4-Wall EBITDA1
|
18.2%
|
18.8%
|
(60bps)
|
EBITDA1
|
11.7%
|
13.1%
|
(140bps)
|
Adjusted
EBITDA1
|
11.1%
|
12.3%
|
(120bps)
|
Adjusted EBIT1
|
8.4%
|
9.6%
|
(120bps)
|
Net margin as a % of revenue was
36.2% in the period. The reduction in margin reflects adverse
product mix, partly offset by savings on Interest Free Credit costs
from lower participation and a reduction in average term
time.
Showroom costs increased by £4.4
million (+3.2%) from the prior year, to £141.6 million. The
increase in costs reflects the annualisation of prior year
openings, including acquisitions, and the additional costs of
leases for relocated or expanded showrooms. This was partly offset
by efficiencies found within showroom payroll and digital marketing
investment, which continues to maximise traffic and conversion
versus cost.
Overheads increased by £7.2 million
(+16.7%) due to the acquisition of Roberto Coin Inc. (£8.2m),
partly offset by tight management of the cost base.
Showroom opening and closing costs
include the cost of rent (pre-IFRS 16), rates and payroll prior to
the opening or closing of showrooms, or during closures when
refurbishments are taking place. This cost will vary annually
depending on the scale of expansion in the period. Total costs for
the period were £4.8 million versus £5.5 million in H1 FY24,
reflecting timing of refurbishments and new showroom
openings.
Exceptional administrative items
The Group presents as exceptional
items, on the face of the Interim Condensed Consolidated Income
Statement, those material items of income and expense which,
because of the nature or the expected infrequency of the events
giving rise to them, merit separate presentation to provide a
better understanding of the elements of financial performance in
the financial period, so as to assess trends in financial
performance.
Exceptional items (£million)
|
26
weeks to
27
October 2024
|
26
weeks to
29
October 2023
|
Business acquisition
costs
|
0.7
|
0.6
|
Rolex Old Bond Street
|
2.4
|
-
|
Impairment of property, plant and
equipment (IFRS 16)
|
6.2
|
1.2
|
Impairment of right-of-use assets
(IFRS 16)
|
7.2
|
1.9
|
Total
|
16.5
|
3.7
|
Business acquisition
costs
Professional and legal expenses
related to business combinations have been expensed to the
Interim Condensed Consolidated Income
Statement as an exceptional cost as they
are regarded as non-trading, non-underlying costs and are
considered to be material by nature.
Rolex Old Bond Street
A new 6,000 sq. ft (selling space)
showroom is being built in partnership with Rolex. This new
flagship will be our largest Rolex showroom and reflects the
importance of the London market and the special relevance of London
to the history of Rolex. The cost shown here is the IFRS 16
depreciation and interest costs whilst the showroom is being
constructed. They are deemed to be exceptional in nature given that
this unique proposition results in a project size and complexity
significantly outside of a standard build, coupled with documented
project delays outside of the Group's control. The showroom is due
to open at the end of FY25.
Showroom impairment
The current macroeconomic
environment, high interest rates and inflationary landscape gave
rise to indicators of impairment in the current period.
Consequently, discounted cashflows were performed on all Cash
Generating Units (CGUs) with indicators of impairment. This
resulted in a non-cash impairment charge of £13.4 million of which
£7.2 million related to right-of-use assets.
Finance costs
Net
finance costs (£million)
|
26
weeks to
27
October 2024
|
26
weeks to
29
October 2023
|
Pre-IFRS 16 net finance costs, excluding
exceptionals
|
7.3
|
1.5
|
IFRS 16 interest on lease
liabilities
|
11.1
|
10.0
|
Total net finance costs, excluding
exceptionals
|
18.4
|
11.5
|
Interest payable on borrowings
increased, primarily as a result of additional lending for
acquisitions, the most significant being the Roberto Coin Inc.
acquisition in May 2024, and the Ernest Jones acquisition in
November 2023. The impact was an increase in the pre-IFRS 16
interest charge of £5.8 million to £7.3 million.
The IFRS 16 interest on lease
liabilities increased by £1.1 million due to recent additions to
the lease portfolio.
Details of a further £1.3 million
of exceptionals finance costs are given in note 4 of the Interim
Condensed Consolidated Financial Statements.
Taxation
The pre-IFRS 16 effective tax rate
for the period was 28.4% and 28.5% as reported under IFRS 16. This
is higher than the applicable UK corporation tax rate for the year
of 25.0% as a result of higher chargeable taxes on US profits, and
the impact of expenses disallowed for corporation tax.
Balance
Sheet
Balance Sheet (£million)
|
27
October 2024
|
28
April 2024
|
29
October 2023
|
Goodwill and intangibles
|
301.3
|
215.7
|
202.8
|
Property, plant and
equipment
|
203.5
|
191.4
|
185.5
|
Right-of-use assets
|
369.0
|
381.8
|
402.6
|
Inventories
|
477.1
|
393.3
|
399.7
|
Trade and other
receivables
|
59.1
|
24.6
|
22.3
|
Trade and other payables
|
(270.3)
|
(216.5)
|
(250.7)
|
Lease liabilities
|
(454.3)
|
(460.4)
|
(459.6)
|
Net (debt)/cash
|
(119.5)
|
0.7
|
16.1
|
Other
|
(18.3)
|
(7.6)
|
(2.9)
|
Net
assets
|
547.6
|
523.0
|
515.8
|
Goodwill and intangibles increased
by £85.6 million in the period, driven by £90.8 million of
additions from acquisitions, offset by an unfavourable exchange
impact. £1.7 million of computer software additions were made in
the period as part of ongoing IT developments, which was offset by
amortisation of £1.1 million.
Property, plant and equipment
increased by £12.1 million in the period. Additions of £43.1
million (including £1.0 million from acquisitions), were offset by
depreciation of £19.5 million, impairments of £6.2 million,
disposals of £2.8 million, and an unfavourable exchange impact of
£2.5 million. The disposals shown are the sale of four Swedish
mono-brand boutiques to brand partners.
Including software costs, which are
disclosed as intangibles, capital additions (including accruals)
were £44.8 million in the period (H1 FY24: £49.9 million)
of which £43.2 million (H1 FY24: £48.3 million)
was expansionary. Expansionary capex relates to new showrooms,
relocations or major refurbishments (defined as costing over
£250k). In the period, the Group opened one new showroom, acquired
four showrooms from Roberto Coin Inc. and refurbished or relocated
four showrooms. Investment in our portfolio is paramount to our
strategy and the Group follows a disciplined payback policy when
making capital investment decisions.
Right-of-use assets decreased by
£12.8 million in the period, to £369.0 million. Additions to the
lease portfolio along with lease renewals or other lease changes
were £28.2 million. This was offset by depreciation of £28.8
million, impairments of £7.2 million, and an unfavourable exchange
impact of £5.0 million.
Lease liabilities decreased by £6.1
million in the period. The portfolio changes noted above
increased the lease liability by £26.0 million. Interest charged on
the lease liability was £12.4 million along with a
favourable exchange impact of £5.9 million. Lease
payments were £38.6 million, giving a closing lease liability
balance of £454.3 million.
Inventory levels increased by £77.4
million compared to H1 FY24. Inventory acquired from Roberto Coin
Inc. was £49.7 million, and from Ernest Jones showrooms was £25.3
million. We are well stocked for the holiday season.
Trade and other receivables
increased by £36.8 million compared to H1 FY24. The HY25 balance
includes £20.1 million in relation to Roberto Coin Inc., together
with £10.3m of cash balances held in third party escrow accounts
linked to acquisition spend. The remaining increase is reflective
of higher prepayments and receivables, in part due to timing of
payments at the half year, in addition to increases as
the business continues to
grow.
Trade and other payables increased
by £19.6 million compared to H1 FY24. The
HY25 balance includes £21.0 million in relation to Roberto Coin
Inc., and £10.3 million of acquisition balances held in third party
escrow accounts as noted above. This increase is offset by a lower
supplier payable.
Other includes taxation balances,
defined benefit pension and capitalised finance costs.
Net debt and financing
Net debt on 27 October 2024 was
£119.5 million, an increase of £120.2 million since 28 April 2024.
The main driver was the total acquisition consideration paid of
£106.9 million in the period. Cash EBITDA of £89.0 million has been
utilised through an investment in working capital of £41.6 million,
capex spend of £45.2 million, tax payments of £11.6 million, and
loan interest payments of £5.6 million.
Net debt post-IFRS 16 was £572.3
million. The value comprises the pre-IFRS net cash of £119.5
million and the £454.3 million lease liability, offset by
capitalised transaction costs of £1.5 million. The balance
increased by £114.3 million in the period, driven by the
acquisition consideration as noted above.
On 23 February 2024, the Group
agreed a new $115.0 million term facility agreement for use in
relation to the Roberto Coin Inc. acquisition. This facility was
drawn down in May 2024 to allow cash settlement of the acquisition
consideration on 8 May 2024.
The Group's maximum amount
available under its committed facility was £313.7 million at 27
October 2024.
Facilities held
|
Expiring
|
Amount
(million)
|
Multicurrency revolving loan
facility - UK SONIA + 1.50% to
+2.55%
|
May 2028
|
£225.0
|
$115m term facility - US SOFR +1.50%
to 3.25%
|
February 2026
|
$115.0
|
The Group has commenced the process
to replace the short term $115.0 million term facility with longer
term funding in FY25. Based on latest discussions with lenders the
directors have a reasonable expectation that the refinancing will
complete.
£230.0 million of these facilities
were drawn down at 27 October 2024. Liquidity headroom (defined as
unrestricted cash plus undrawn available facilities) was £177.3
million.
Cash Flow
Cash Flow (£million)
|
26
weeks to
27
October 2024
|
26
weeks to
29
October 2023
|
Adjusted EBITDA
|
87.3
|
94.0
|
Share-based payments
|
1.7
|
1.9
|
Working capital
|
(41.6)
|
(8.3)
|
Pension contributions
|
(0.3)
|
(0.3)
|
Tax
|
(11.6)
|
(23.2)
|
Cash generated from operating activities
|
35.5
|
64.1
|
Maintenance capex
|
(1.6)
|
(1.7)
|
Interest
|
(5.6)
|
(5.7)
|
Free cash flow
|
28.3
|
56.7
|
Free cash flow conversion
|
32.4%
|
60.3%
|
Expansionary capex
|
(43.6)
|
(47.8)
|
Acquisitions
|
(106.9)
|
-
|
Purchase of own shares
|
-
|
(7.2)
|
Repayment of term loan
|
-
|
(120.0)
|
Proceeds from multi-currency
revolving loan facility
|
26.4
|
70.0
|
Proceeds from $115m term
loan
|
91.6
|
-
|
Costs directly attributable to
raising new loan facility
|
(0.3)
|
(2.2)
|
Disposal of property, plant and
equipment
|
2.7
|
-
|
Exceptional items
|
(2.7)
|
(0.6)
|
Cash flow
|
(4.5)
|
(51.1)
|
Free cash flow reduced by £28.4
million to £28.3 million in the period to 27 October 2024, and free
cash flow conversion was 32.4% compared to 60.3% in the prior
year.
Cash flow from trading (Adjusted
EBITDA, decreased by £6.7 million), and an increased working
capital outflow of £33.3 million, was partly offset by reduced tax
payments on account of £11.6 million. The working capital movement
difference year-on-year is linked to the seasonality of our new US
wholesale business, which both increased inventory (£6.2 million)
and trade receivables (£10.4 million) as inventory is sold to
showrooms to sell ahead of the holiday season, along with the
timing of payments across the rest of the Group. We expect this
working capital build to unwind in the second half of the year,
with free cash flow conversion c.70% for the full year.
Expansionary cash capex of £43.6
million was lower than the prior year which saw a higher proportion
of spend in the first half of the year.
Acquisition cash spend of £106.9
million was financed by a new $115.0 term loan in addition to the
Group's existing facilities.
Return on Capital Employed
(ROCE)
|
26
weeks to
27
October 2024
|
26
weeks to
29
October 2023
|
ROCE
|
16.5%
|
23.9%
|
ROCE decreased by 740bps
from 23.9% to 16.5% in comparison to last year. This is as a result
of LTM Adjusted EBIT decreasing by 15.9% and average capital
employed increasing by 21.7% in comparison to the prior
period.
Capital
allocation
The Group has a clear framework of
capital allocation and is focused on optimising capital deployment
for the benefit of all our stakeholders, with a focus on long-term
sustainable growth in the business. It is
also important for the Group to maintain financial and operational
flexibility to be able to react tactically to opportunities, such
as strategic acquisitions, at speed. Our capital allocation
framework is as follows:
1.
Showroom investments - given the attractive returns from showroom
investments, this is our key focus area to allocate capital
to
2.
Strategic acquisitions - this is a key pillar of our growth
strategy, as outlined in our Long Range Plan to FY28.
Acquisitions must deliver return on investment in line with our
disciplined financial criteria, within an appropriate
timeframe
3. Returns
to shareholders - in the event of surplus capital/cash flow
above and beyond the requirements of the business for investment
into showrooms or strategic acquisitions, we would consider returns
to shareholders either through ordinary dividends or share buy
backs, with the appropriate mechanism to be decided at the
appropriate time by the Board
Showroom
portfolio
As at the 27 October 2024, the
Group had 217 showrooms, the movement in showroom numbers is
included below:
|
UK
multi-brand
showrooms
|
UK
mono-brand
boutiques
|
Europe mono-brand boutiques
|
Total UK and Europe
|
US
multi-brand
showrooms
|
US
mono-brand
boutiques
|
Total US
|
Total Group
|
28 April 2024
|
99
|
59
|
9
|
167
|
25
|
31
|
56
|
223
|
Openings
|
1
|
-
|
-
|
1
|
-
|
-
|
-
|
1
|
Acquisitions
|
-
|
-
|
-
|
-
|
-
|
4
|
4
|
4
|
Closures
|
(3)
|
(1)
|
(6)
|
(10)
|
-
|
(1)
|
(1)
|
(11)
|
27
October 2024
|
97
|
58
|
3
|
158
|
25
|
34
|
59
|
217
|
1 This is an Alternative Performance Measure and is shown on a
pre-IFRS 16 basis. Refer to the Glossary for definition, purpose
and reconciliation to statutory measures where relevant
2 Refer to the Glossary for definition
Certain financial data within this
announcement has been rounded
Growth rates are calculated on
unrounded numbers
Risks and uncertainties
The Group is exposed to several
risks and uncertainties in its business which could impact its
ability to effectively execute its strategy over the remaining six
months of the financial year and cause actual results to differ
materially from expected and/or historical results.
The Board has considered the
principal risks and uncertainties for the first half and the
remainder of the financial year, and, after careful consideration
of the current macroeconomic environment, has determined that the
risks presented in the 2024 Annual Report and Accounts, described
as follows, remain unchanged: Business strategy execution and
development; Key suppliers and supply chain; Client experience and
market risks; Colleague talent and capability; Data protection and
cyber security; Business interruption; Regulatory and compliance;
Economic and political; Brand and reputational damage; Financial
and treasury; and Climate change. These are detailed on pages
134 to 139 of the 2024 Annual Report and Accounts, a copy of which
is available on the Watches of Switzerland Group PLC (the
'Company') website at www.thewosgroupplc.com.
WATCHES OF SWITZERLAND GROUP PLC
UNAUDITED INTERIM CONDENSED CONSOLIDATED INCOME
STATEMENT
|
|
26 week period ended
|
|
26 week period ended
|
|
|
27 October 2024
|
|
29 October 2023
|
|
Note
|
£m
|
|
£m
|
Revenue
|
2,3
|
784.8
|
|
761.4
|
|
|
|
|
|
Cost of sales
|
|
(687.5)
|
|
(659.9)
|
Exceptional cost of sales
|
4
|
(1.1)
|
|
-
|
Gross profit
|
|
96.2
|
|
101.5
|
|
|
|
|
|
Administrative expenses
|
|
(21.9)
|
|
(19.8)
|
Exceptional administrative
expenses
|
4
|
(0.7)
|
|
(0.6)
|
Exceptional impairment of
non-current assets
|
4
|
(13.4)
|
|
(3.1)
|
Operating profit
|
|
60.2
|
|
78.0
|
|
|
|
|
|
Finance costs
|
5
|
(19.7)
|
|
(13.5)
|
Finance income
|
5
|
1.3
|
|
2.0
|
Exceptional finance costs
|
4,5
|
(1.3)
|
|
-
|
Net
finance costs
|
|
(19.7)
|
|
(11.5)
|
|
|
|
|
|
Profit before taxation
|
|
40.5
|
|
66.5
|
Taxation
|
6
|
(11.6)
|
|
(19.5)
|
Profit for the financial period
|
|
28.9
|
|
47.0
|
|
|
|
|
|
Earnings per share
|
|
|
|
|
Basic
|
7
|
12.2p
|
|
19.8p
|
Diluted
|
7
|
12.2p
|
|
19.7p
|
The notes are an integral
part of the Interim Condensed Consolidated Financial
Statements.
WATCHES OF SWITZERLAND GROUP PLC
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF
COMPREHENSIVE INCOME
|
|
|
26 week period ended
27 October 2024
|
|
26 week period ended
29 October 2023
|
|
Note
|
£m
|
|
£m
|
Profit for the financial period
|
|
|
28.9
|
|
47.0
|
|
|
|
|
|
|
Other comprehensive income:
|
|
|
|
|
|
Items that may be reclassified to profit or loss in
subsequent periods
|
|
|
|
|
|
Foreign exchange (loss)/gain on
translation of foreign operations
|
|
|
(7.9)
|
|
6.7
|
Related tax movements
|
|
|
0.6
|
|
(0.6)
|
|
|
|
(7.3)
|
|
6.1
|
|
|
|
|
|
|
Items that will not be reclassified to profit or loss in
subsequent periods
|
|
|
|
|
|
Actuarial gain/(loss) on defined
benefit pension scheme
|
12
|
0.6
|
|
(1.0)
|
Related tax movements
|
|
|
(0.1)
|
|
0.3
|
|
|
|
0.5
|
|
(0.7)
|
|
|
|
|
|
|
Other comprehensive (expense)/income for the period net of
tax
|
(6.8)
|
|
5.4
|
Total comprehensive profit for the period net of
tax
|
22.1
|
|
52.4
|
|
|
|
|
|
|
|
|
|
|
|
|
The notes are an integral part of
the Interim Condensed Consolidated Financial Statements.
WATCHES OF SWITZERLAND GROUP PLC
UNAUDITED INTERIM CONDENSED CONSOLIDATED BALANCE
SHEET
|
|
|
|
27 October 2024
|
28 April 2024
|
29 October 2023
|
|
|
Note
|
|
£m
|
£m
|
£m
|
Assets
|
|
|
|
|
|
|
Non-current assets
|
|
|
|
|
|
|
Goodwill
|
|
8
|
|
229.8
|
199.3
|
185.2
|
Intangible assets
|
|
8
|
|
71.5
|
16.4
|
17.6
|
Property, plant and
equipment
|
|
9
|
|
203.5
|
191.4
|
185.5
|
Right-of-use assets
|
|
10
|
|
369.0
|
381.8
|
402.6
|
Deferred tax assets
|
|
|
|
4.4
|
0.4
|
3.2
|
Post-employment benefit
asset
|
|
12
|
|
0.7
|
-
|
-
|
Trade and other
receivables
|
|
|
|
2.1
|
2.1
|
2.1
|
|
|
|
|
881.0
|
791.4
|
796.2
|
Current assets
|
|
|
|
|
|
|
Inventories
|
|
|
|
477.1
|
393.3
|
399.7
|
Current tax asset
|
|
|
|
5.3
|
4.5
|
4.2
|
Trade and other
receivables
|
|
|
|
57.0
|
22.5
|
20.2
|
Cash and cash
equivalents
|
|
11
|
|
110.5
|
115.7
|
86.1
|
|
|
|
|
649.9
|
536.0
|
510.2
|
Total assets
|
|
|
|
1,530.9
|
1,327.4
|
1,306.4
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
Trade and other
payables
|
|
|
|
(269.4)
|
(215.4)
|
(249.6)
|
Current tax liability
|
|
|
|
(2.2)
|
-
|
-
|
Lease liabilities
|
|
10
|
|
(58.0)
|
(57.0)
|
(51.5)
|
Provisions
|
|
|
|
(2.2)
|
(1.9)
|
(1.3)
|
|
|
|
|
(331.8)
|
(274.3)
|
(302.4)
|
Non-current liabilities
|
|
|
|
|
|
|
Trade and other
payables
|
|
|
|
(0.9)
|
(1.1)
|
(1.1)
|
Deferred tax
liabilities
|
|
|
|
(16.9)
|
(3.4)
|
(3.5)
|
Lease liabilities
|
|
10
|
|
(396.3)
|
(403.4)
|
(408.1)
|
Borrowings
|
|
11
|
|
(228.5)
|
(113.3)
|
(68.0)
|
Post-employment benefit
obligations
|
|
12
|
|
-
|
(0.2)
|
(0.6)
|
Provisions
|
|
|
|
(8.9)
|
(8.7)
|
(6.9)
|
|
|
|
|
(651.5)
|
(530.1)
|
(488.2)
|
Total liabilities
|
|
|
|
(983.3)
|
(804.4)
|
(790.6)
|
Net assets
|
|
|
|
547.6
|
523.0
|
515.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity
|
|
|
|
|
|
|
Share capital
|
|
|
|
3.0
|
3.0
|
3.0
|
Share premium
|
|
|
|
147.1
|
147.1
|
147.1
|
Merger reserve
|
|
|
|
(2.2)
|
(2.2)
|
(2.2)
|
Other reserves
|
|
|
|
(21.2)
|
(23.4)
|
(23.4)
|
Retained earnings
|
|
|
|
423.8
|
394.1
|
382.4
|
Foreign exchange
reserve
|
|
|
|
(2.9)
|
4.4
|
8.9
|
Total equity
|
|
|
|
547.6
|
523.0
|
515.8
|
The notes are an integral part of
the Interim Condensed Consolidated Financial Statements.
WATCHES OF SWITZERLAND GROUP
PLC
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES
IN EQUITY
|
Share capital
|
Share premium
|
Merger reserve
|
Other reserves
|
Retained earnings
|
Foreign exchange reserve
|
Total equity attributable to
owners
|
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
Balance at 1 May 2023
|
3.0
|
147.1
|
(2.2)
|
(18.4)
|
337.0
|
2.8
|
469.3
|
Profit for the financial
period
|
-
|
-
|
-
|
-
|
47.0
|
-
|
47.0
|
Other comprehensive
income
|
-
|
-
|
-
|
-
|
(1.0)
|
6.7
|
5.7
|
Tax relating to components of other
comprehensive income
|
-
|
-
|
-
|
-
|
0.3
|
(0.6)
|
(0.3)
|
Total comprehensive
income
|
-
|
-
|
-
|
-
|
46.3
|
6.1
|
52.4
|
Transactions with owners
|
|
|
|
|
|
|
|
Purchase of own shares*
|
-
|
-
|
-
|
(7.2)
|
-
|
-
|
(7.2)
|
Share-based payment
charge
|
-
|
-
|
-
|
-
|
1.9
|
-
|
1.9
|
Share-based payments
|
-
|
-
|
-
|
2.2
|
(2.2)
|
-
|
-
|
Tax on share-based
payments
|
-
|
-
|
-
|
-
|
(0.6)
|
-
|
(0.6)
|
Balance at 29 October 2023
|
3.0
|
147.1
|
(2.2)
|
(23.4)
|
382.4
|
8.9
|
515.8
|
|
|
|
|
|
|
|
|
Balance at 29 April 2024
|
3.0
|
147.1
|
(2.2)
|
(23.4)
|
394.1
|
4.4
|
523.0
|
Profit for the financial
period
|
-
|
-
|
-
|
-
|
28.9
|
-
|
28.9
|
Other comprehensive
income
|
-
|
-
|
-
|
-
|
0.6
|
(7.9)
|
(7.3)
|
Tax relating to components of other
comprehensive income
|
-
|
-
|
-
|
-
|
(0.1)
|
0.6
|
0.5
|
Total comprehensive
income
|
-
|
-
|
-
|
-
|
29.4
|
(7.3)
|
22.1
|
Transactions with owners
|
|
|
|
|
|
|
|
Share-based payment
charge
|
-
|
-
|
-
|
-
|
1.7
|
-
|
1.7
|
Share-based payments
|
-
|
-
|
-
|
2.2
|
(2.2)
|
-
|
-
|
Tax on share-based
payments
|
-
|
-
|
-
|
-
|
0.8
|
-
|
0.8
|
Balance at 27 October 2024
|
3.0
|
147.1
|
(2.2)
|
(21.2)
|
423.8
|
(2.9)
|
547.6
|
The notes are an integral part of
the Interim Condensed Consolidated Financial Statements.
*During the prior period, the Group
purchased £7.2 million of own shares to satisfy management
incentives. The shares were purchased by an Employee Benefit Trust
which has been set up for this purpose. The Group adopts a
'look-through' approach, which in substance, accounts for the Trust
as an extension of the Parent. Own shares are recorded at cost and
are deducted from equity.
|
WATCHES OF SWITZERLAND GROUP
PLC UNAUDITED
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH
FLOWS
|
|
26 week period ended
27 October 2024
|
|
26 week period ended
29 October 2023
|
|
Note
|
£m
|
|
£m
|
Cash flows from operating activities
|
|
|
|
|
|
|
|
|
|
Profit for the financial period
|
|
28.9
|
|
47.0
|
Adjustments for:
|
|
|
|
|
Depreciation of property, plant and
equipment
|
9
|
19.5
|
|
18.3
|
Depreciation of right-of-use
assets
|
10
|
27.7
|
|
26.6
|
Amortisation of intangible
assets
|
8
|
1.5
|
|
1.8
|
Exceptional impairment of
right-of-use assets
|
10
|
7.2
|
|
1.9
|
Exceptional impairment of property,
plant and equipment
|
9
|
6.2
|
|
1.2
|
Share-based payment
charge
|
|
1.7
|
|
1.9
|
Finance income
|
5
|
(1.3)
|
|
(2.0)
|
Finance costs
|
5
|
19.7
|
|
13.5
|
Gain on lease breaks and
surrender
|
|
(0.8)
|
|
(0.5)
|
Lease modifications
|
|
(0.2)
|
|
-
|
Loss on disposal of property, plant
and equipment
|
9
|
0.1
|
|
0.1
|
Taxation
|
|
11.6
|
|
19.5
|
Increase in inventories
|
|
(41.2)
|
|
(38.7)
|
Increase in debtors
|
|
(16.0)
|
|
(0.8)
|
Increase in creditors, provisions,
and pensions
|
|
18.7
|
|
27.5
|
Cash generated from operations
|
|
83.3
|
|
117.3
|
Pension scheme
contributions
|
12
|
(0.3)
|
|
(0.3)
|
Tax paid
|
|
(11.6)
|
|
(23.2)
|
Total net cash generated from operating
activities
|
|
71.4
|
|
93.8
|
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
|
Purchase of property, plant and
equipment
|
9
|
(42.1)
|
|
(46.2)
|
Purchase of intangible
assets
|
8
|
(1.7)
|
|
(1.4)
|
Movement on capital expenditure
accrual
|
|
(1.4)
|
|
-
|
Cash outflow from purchase of non-current
assets
|
|
(45.2)
|
|
(47.6)
|
|
|
|
|
|
Disposal of property, plant and
equipment
|
9
|
2.7
|
|
-
|
Acquisition of subsidiaries net of
cash acquired
|
15
|
(106.9)
|
|
-
|
Interest received
|
|
0.8
|
|
-
|
Total net cash outflow from investing
activities
|
|
(148.6)
|
|
(47.6)
|
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
|
Own shares purchased for share
schemes
|
|
-
|
|
(7.2)
|
Repayment of term loan
|
|
-
|
|
(120.0)
|
Proceeds from $115.0m term
loan
|
11
|
91.6
|
|
-
|
Proceeds from multicurrency
revolving loan facility
|
11
|
26.4
|
|
70.0
|
Costs directly attributable to
raising new loan facility
|
11
|
(0.3)
|
|
(2.2)
|
Payment of capital element of
leases
|
10
|
(26.2)
|
|
(22.2)
|
Payment of interest element of
leases
|
10
|
(12.4)
|
|
(10.0)
|
Interest paid
|
|
(6.4)
|
|
(5.7)
|
Net
cash inflow/(outflow) from financing activities
|
|
72.7
|
|
(97.3)
|
|
|
|
|
|
Net
decrease in cash and cash equivalents
|
|
(4.5)
|
|
(51.1)
|
Cash and cash equivalents at the
beginning of the period
|
|
115.7
|
|
136.4
|
Exchange (loss)/gain on cash and
cash equivalents
|
|
(0.7)
|
|
0.8
|
Cash and cash equivalents at the end of
period
|
11
|
110.5
|
|
86.1
|
|
|
|
|
|
Comprised of:
|
|
|
|
|
Cash at bank and in hand
|
|
90.2
|
|
68.6
|
Cash in transit
|
|
20.3
|
|
17.5
|
Cash and cash equivalents at end of period
|
11
|
110.5
|
|
86.1
|
|
|
|
|
|
WATCHES OF SWITZERLAND GROUP PLC
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS
1.
General information and basis of preparation
Basis of preparation
The Group's Interim Condensed
Consolidated Financial Statements for the 26 weeks to 27 October
2024 (prior year: 26 weeks to 29 October 2023) were approved by the
Board of Directors on 5 December 2024 and have been prepared in
accordance with UK adopted International Accounting Standard
34.
The results for the 26 weeks to 27
October 2024 have been reviewed by Ernst & Young LLP and a copy
of their review report is given at the end of this interim report.
The condensed set of interim financial statements has not been
audited by the auditor and does not comprise statutory accounts
within the meaning of section 434 of the Companies Act
2006.
The financial information contained
in this report is condensed and does not include all of the
information and disclosures required in the annual financial
statements, and should be read in conjunction with the Group's
Annual Report and Accounts for the 52 weeks to 28 April 2024 which
have been delivered to the Registrar of Companies. The audit report
for those accounts was unqualified, did not draw attention to any
matters by way of emphasis and did not contain a statement under
498(2) or (3) of the Companies Act 2006.
The financial statements have been
prepared on the historical cost basis except for certain financial
instruments, pension assets and liabilities, and share-based
payment liabilities which are measured at fair value. Where
applicable, disclosures required by paragraph 16A of IAS 34
'Interim financial reporting' are given either in these interim
financial statements or in the accompanying Interim
Report.
The Interim Condensed Consolidated
Financial Statements are presented in Pounds Sterling (£), which is
the Group's presentational currency, and are shown in £millions to
one decimal place.
Going concern
On 23 February 2024 of the prior
year, the Group agreed a new $115.0 million term facility agreement
for use in relation to the Roberto Coin Inc. acquisition. This
facility was drawn down in the period to allow cash settlement of
the acquisition consideration on 8 May 2024. As a result, the going
concern assessment has been carried out taking into account both
this new facility and the existing £225.0 million multicurrency
revolving loan facility in place.
The key covenant tests attached to
the Group's facilities are a measure of net debt to EBITDA, and the
Fixed Charge Cover Ratio (FCCR) at each April and October. The
facility covenants are on a pre-IFRS 16 basis and exclude
share-based payment costs. Net debt to EBITDA is defined as the
ratio of total net debt at the reporting date to the last 12 month
Adjusted EBITDA. This ratio must not exceed 3. The FCCR is the
ratio of Adjusted EBITDA plus rent to the total finance charge and
rent for the 12 months to the reporting date. This ratio must
exceed 1.6. At 27 October 2024 the Group comfortably satisfied the
covenant tests with net debt to EBITDA being less than 3 and the
FCCR exceeding 1.6.
At the balance sheet date, the
Group had a total of £313.7 million in available committed
facilities, of which £230.0 million was drawn down. Net debt at
this date was £119.5 million with liquidity headroom (defined as
unrestricted cash plus undrawn available facilities) of £177.3
million. The UK bank facility of £225.0 million is due to expire in
May 2028. The new $115.0 million term facility is a 12-month
facility with two six-month extension options within the Group's
control to bring the expiry date to February 2026. Further detail
with regards to covenant tests and liquidity headroom can be found
in borrowings note 11 within the Interim Condensed Consolidated
Financial Statements.
In assessing whether the going
concern basis of accounting is appropriate, the Directors have
reviewed various trading scenarios for the period to 31 December
2025 from the date of this report. These included:
- The base case forecast which used the latest FY25 forecast
approved by the Board in December 2024 and six-months of the Long
Range Plan. These included the following key
assumptions:
- The more challenging trading environment will continue in
FY25 with improvement into FY26 in line with market
sentiment
- Revenue forecast supported by expected luxury watch
supply
- Increased cost base in line with macroeconomic environment
and environmental targets
- Inclusion of Roberto Coin Inc. results at historical
levels
The forecast aligns to the Guidance
given in this announcement. Under this forecast, the Group has
significant liquidity and complies with all covenant tests to 31
December 2025. Our Guidance reflects current visibility of supply
from key brands and confirmed showroom refurbishments, openings and
closures, and excludes uncommitted capital projects and
acquisitions which would only occur if expected to be incremental
to the business.
- Severe but plausible scenarios of:
- 20% reduction in revenue against the forecast due to reduced
consumer confidence and lower disposable income due to the
cost-of-living challenges. This scenario did not include cost
mitigations which are given below
- The realisation of material risks detailed within the
Principal Risks and Uncertainties on pages 134 to 139 (including
potential data breaches and non-compliance with laws and
regulations), and environmental risks highlighted on pages 114 to
116, of the Group's Annual Report and Accounts for the 52 weeks to
28 April 2024
Under these scenarios liquidity
would remain positive and the net debt to EBITDA and the FCCR
covenants would be complied with. Reverse stress-testing of
cashflows during the going concern period was performed. This
determined what level of reduced EBITDA and worst case cash flows
would result in a breach of the liquidity or covenant tests. The
likelihood of this level of reduced EBITDA is considered remote
taking into account liquidity and covenant headroom, as well as
mitigating actions within management's control (as noted below),
and that this would represent a significant reduction in revenue
and margin from prior financial years.
- Should trading be worse than the outlined severe but
plausible scenarios, the Group has the following mitigating actions
within management's control:
- Reduction of marketing
spend
- Reduction in the level of
inventory holding and purchases
- Restructuring of the business
with headcount and showroom operations savings
- Redundancies and pay
freezes
- Reducing the level of planned
capex
The directors also considered
whether there were any events or conditions occurring just outside
the going concern period that should be considered in their
assessment, including whether the going concern period needed to be
extended. The scenarios modelled by the directors confirmed the
ability, under the base and severe but plausible downsides, for the
Group to repay the new $115.0 million term facility at the end of
the going concern period. Whilst not considered within the going
concern assessment, the Group has commenced the process to replace
the short term $115.0 million term facility with longer term
funding in FY25. Based on latest discussions with lenders the
directors have a reasonable expectation that the refinancing will
complete.
As a result of the above analysis,
including potential severe but plausible scenarios and the reverse
stress test, the Board believes that the Group is able to
adequately manage its financing and principal risks, and that the
Group will be able to operate within the level of its facilities
and meet the required covenants for the period to 31 December 2025.
For this reason, the Board considers it appropriate for the Group
to adopt the going concern basis in preparing the Interim Condensed
Consolidated Financial Statements.
Climate change
In preparing the Interim Condensed
Consolidated Financial Statements, management has considered the
impact of climate change, particularly in the context of the
disclosures included in the 2024 Annual Report within the Strategic
Report. These considerations did not have a material impact on the
financial reporting judgements and estimates, consistent with the
assessment that climate change is not expected to have a
significant impact on the Group's going concern assessment to 31
December 2025.
Accounting policies
The accounting policies adopted in
the preparation of the condensed set of interim financial
statements are the same as those set out in the Group's Annual
Report and Accounts for the 52 weeks ended 28 April 2024. Following
the acquisition of Roberto Coin Inc. in the period a new accounting
policy for wholesale revenue has been introduced as shown
below.
Sale of goods - wholesale
Sales of goods are recognised when a
Group entity sells a product to a customer and control of the goods
is transferred to the customer. This is either upon delivery to
customers, or for consigned inventory, the date of sell through by
the customer, provided the sales price is fixed, title has
transferred, and collectability of the resulting receivable is
reasonably assured.
Exceptional items
The Group presents as exceptional
items on the face of the Consolidated Income Statement, those
material items of income and expense which, because of the nature
or the expected infrequency of the events giving rise to them,
merit separate presentation to provide a better understanding of
the elements of financial performance in the financial period, so
as to assess trends in financial performance. Further details on
exceptional items are given within note 4.
Alternative performance measures (APMs)
The Group has identified certain
measures that it believes will assist the understanding of the
performance of the business. These APMs are not defined or
specified under the requirements of IFRS.
The Group believes that these APMs,
which are not considered to be a substitute for, or superior to,
IFRS measures, provide stakeholders with additional useful
information on the underlying trends, performance and position of
the Group and are consistent with how business performance is
measured internally. The Alternative Performance Measures are not
defined by IFRS and therefore may not be directly comparable with
other companies' Alternative Performance Measures.
The key APMs that the Group uses
include: Net margin, Adjusted EBITDA, Adjusted EBIT and Adjusted
EPS. These APMs are set out in the Glossary including
explanations of how they are calculated and how they are reconciled
to a statutory measure where relevant.
The Group makes certain adjustments
to the statutory profit measures in order to derive many of these
APMs. The Group's policy is to exclude items that are considered
non-underlying and exceptional due to their size, nature or
incidence, and are not considered to be part of the normal
operating costs of the Group. Treatment as an adjusting item
provides stakeholders with additional useful information to assess
the year-on-year trading performance of the Group but should not be
considered in isolation of statutory measures.
Major sources of estimation uncertainty and
judgement
The preparation of consolidated
financial information requires the Group to make estimates and
assumptions that affect the application of policies and reported
amounts. Estimates and judgements are continually evaluated and are
based on historical experience and other factors, including
expectations of future events that are reasonable under the
circumstances. Actual results may differ from these estimates. The
critical accounting judgements and major sources of estimation
uncertainty remain consistent with those presented in the Group's
Annual Report and Accounts for the 52 weeks ended 28 April 2024
unless otherwise stated.
2.
Segment reporting
The key Group performance measures
are Adjusted Earnings Before Interest, Tax, Depreciation and
Amortisation (Adjusted EBITDA) and Adjusted Earnings Before
Interest and Tax (Adjusted EBIT), both shown pre-exceptional items,
as detailed below. The segment reporting is disclosed on a pre-IFRS
16 basis reflecting how results are reported to the Chief Operating
Decision Makers (CODMs) and how they are measured for the purposes
of covenant testing. Both Adjusted EBITDA and Adjusted EBIT are
APMs and these measures provide stakeholders with additional useful
information to assess the year-on-year trading performance of the
Group but should not be considered in isolation of statutory
measures.
Adjusted EBITDA represents profit
for the period before finance costs, finance income, taxation,
depreciation, amortisation, and exceptional items presented in the
Group's Interim Condensed Consolidated Income Statement (consisting
of exceptional administrative expenses, exceptional finance costs
and exceptional impairment) on a pre-IFRS 16 basis.
Wholesale revenue is reported
separately to the CODM and the results are aggregated into the US
reporting segment. This is reflective of the management structure
in place. As such, following the acquisition of Roberto Coin Inc.
in the period, wholesale revenue has been reported separately. The
total revenue and profit before tax of Roberto Coin Inc. forms part
of the US segment below and has been disclosed in note 15 to these
accounts.
|
26 week period ended 27 October
2024
|
|
UK and
|
US
|
Corporate
|
Total
|
|
Europe
|
|
|
|
|
£m
|
£m
|
£m
|
£m
|
Revenue
|
429.9
|
354.9
|
-
|
784.8
|
|
|
|
|
|
Net margin
|
153.6
|
130.7
|
-
|
284.3
|
Less:
|
|
|
|
|
Showroom costs
|
(82.8)
|
(58.8)
|
-
|
(141.6)
|
Overheads
|
(21.0)
|
(26.9)
|
(2.7)
|
(50.6)
|
Showroom opening and closing
costs
|
(1.7)
|
(3.1)
|
-
|
(4.8)
|
|
|
|
|
|
Adjusted EBITDA
|
48.1
|
41.9
|
(2.7)
|
87.3
|
|
|
|
|
|
Depreciation, amortisation and loss
on disposal of assets
|
(13.4)
|
(7.0)
|
(0.7)
|
(21.1)
|
|
|
|
|
|
Segment profit/(loss)*
|
34.7
|
34.9
|
(3.4)
|
66.2
|
|
|
|
|
|
IFRS 16 adjustments
|
|
|
|
9.2
|
Net finance costs (note
5)
|
|
|
|
(18.4)
|
Exceptional cost of sales (note
4)
|
|
|
|
(1.1)
|
Exceptional impairment of assets
(note 4)
|
|
|
|
(13.4)
|
Exceptional administrative costs
(note 4)
|
|
|
|
(0.7)
|
Exceptional finance costs (note
4)
|
|
|
|
(1.3)
|
|
|
|
|
|
Profit before taxation for the financial
period
|
|
|
|
40.5
|
|
|
|
|
| |
* Segment profit/(loss) is defined
as being Earnings Before Interest, Tax, exceptional items and IFRS
16 adjustments (Adjusted EBIT).
|
26 week period ended 29 October
2023
|
|
UK and
|
US
|
Corporate
|
Total
|
|
Europe
|
|
|
|
|
£m
|
£m
|
£m
|
£m
|
Revenue
|
433.6
|
327.8
|
-
|
761.4
|
|
|
|
|
|
Net margin
|
157.8
|
122.3
|
-
|
280.1
|
Less:
|
|
|
|
|
Showroom costs
|
(79.4)
|
(57.8)
|
-
|
(137.2)
|
Overheads
|
(23.3)
|
(18.7)
|
(1.4)
|
(43.4)
|
Showroom opening and closing
costs
|
(4.0)
|
(1.5)
|
-
|
(5.5)
|
|
|
|
|
|
Adjusted EBITDA
|
51.1
|
44.3
|
(1.4)
|
94.0
|
|
|
|
|
|
Depreciation, amortisation and loss
on disposal of assets
|
(13.0)
|
(6.9)
|
(0.7)
|
(20.6)
|
|
|
|
|
|
Segment profit/(loss)
|
38.1
|
37.4
|
(2.1)
|
73.4
|
|
|
|
|
|
IFRS 16 adjustments
|
|
|
|
8.3
|
Net other finance costs (note
5)
|
|
|
|
(11.5)
|
Exceptional impairment of assets
(note 4)
|
|
|
|
(3.1)
|
Exceptional administrative costs
(note 4)
|
|
|
|
(0.6)
|
|
|
|
|
|
Profit before taxation for the financial
period
|
|
|
|
66.5
|
|
|
|
|
| |
Entity-wide revenue
disclosures
|
26 week period ended
27 October 2024
|
26 week period ended
29 October 2023
|
|
£m
|
£m
|
UK
and Europe
|
|
|
Luxury watches
|
367.3
|
369.0
|
Luxury jewellery
|
29.4
|
28.3
|
Services/other
|
33.2
|
36.3
|
Total
|
429.9
|
433.6
|
|
|
|
US
|
|
|
Luxury watches
|
281.6
|
301.1
|
Luxury jewellery
|
16.2
|
18.7
|
Luxury jewellery
wholesale
|
51.8
|
-
|
Eliminations
|
(2.0)
|
-
|
Services/other
|
7.3
|
8.0
|
Total
|
354.9
|
327.8
|
|
|
|
Group
|
|
|
Luxury watches
|
648.9
|
670.1
|
Luxury jewellery
|
45.6
|
47.0
|
Luxury jewellery
wholesale
|
51.8
|
-
|
Eliminations
|
(2.0)
|
-
|
Services/other
|
40.5
|
44.3
|
Total
|
784.8
|
761.4
|
|
|
| |
'Services/other' consists of the
sale of fashion and classic watches and jewellery, the sale of
gifts, servicing, repairs and insurance.
Information regarding geographical
areas, including revenue from external customers is disclosed
above.
No single customer accounted for
more than 10% of revenue in any of the financial periods noted
above.
Entity-wide non-current
assets disclosures
|
27 October 2024
|
29 October 2023
|
|
£m
|
£m
|
UK
and Europe
|
|
|
Goodwill
|
137.8
|
121.6
|
Intangible assets
|
5.4
|
5.3
|
Property, plant and
equipment
|
111.3
|
109.6
|
Right-of-use assets
|
233.8
|
272.2
|
Total
|
488.3
|
508.7
|
|
|
|
US
|
|
|
Goodwill
|
92.0
|
63.6
|
Intangible assets
|
66.1
|
12.3
|
Property, plant and
equipment
|
81.6
|
65.0
|
Right-of-use assets
|
129.7
|
124.4
|
Total
|
369.4
|
265.3
|
|
|
|
Corporate
|
|
|
Property, plant and
equipment
|
10.6
|
10.9
|
Right-of-use assets
|
5.5
|
6.0
|
Total
|
16.1
|
16.9
|
Group
|
|
|
Goodwill
|
229.8
|
185.2
|
Intangible assets
|
71.5
|
17.6
|
Property, plant and
equipment
|
203.5
|
185.5
|
Right-of-use assets
|
369.0
|
402.6
|
Total
|
873.8
|
790.9
|
3.
Revenue
The Group's disaggregated revenue
recognised under contracts with customers relates to the following
categories and operating segments.
|
26 week period ended 27 October
2024
|
|
Retail sale of goods
|
Wholesale sale of goods
|
Eliminations
|
Rendering of services*
|
Total
|
|
£m
|
£m
|
£m
|
£m
|
£m
|
UK and Europe
|
416.6
|
-
|
-
|
13.3
|
429.9
|
US
|
298.9
|
51.8
|
(2.0)
|
6.2
|
354.9
|
Total
|
715.5
|
51.8
|
(2.0)
|
19.5
|
784.8
|
|
|
|
|
|
| |
* The decrease in UK and Europe
rendering of service revenue, was due to the prior period including
the gross amounts collected from the sale of insurance policies.
The disclosure for the 26 week period ended 27 October 2024 has
been updated to show only the commission earned. The change is not
material and therefore the prior year balances have not been
restated.
|
26 week period ended 29 October
2023
|
|
Retail sale of goods
|
Wholesale sale of goods
|
Eliminations
|
Rendering of services*
|
Total
|
|
£m
|
£m
|
£m
|
£m
|
£m
|
UK and Europe
|
415.2
|
-
|
-
|
18.4
|
433.6
|
US
|
321.4
|
-
|
-
|
6.4
|
327.8
|
Total
|
736.6
|
-
|
-
|
24.8
|
761.4
|
|
|
|
|
|
| |
4.
Exceptional items
Exceptional items are those that in
the judgement of the Directors need to be disclosed by virtue of
their size, nature or incidence, in order to draw the attention of
the reader and to show the underlying business performance of the
Group. Such items are included within the Income Statement
caption to which they relate and are separately disclosed on the
face of the Interim Condensed Consolidated Income
Statement.
|
26 week period ended
27 October 2024
|
26 week period ended
29 October 2023
|
|
£m
|
£m
|
Exceptional cost of sales
|
|
|
Rolex Old Bond Street (IFRS 16
depreciation)(i)
|
(1.1)
|
-
|
Total exceptional cost of sales
|
(1.1)
|
-
|
|
|
|
Exceptional administrative costs
|
|
|
Showroom
impairment(ii)
|
|
|
Impairment of
property, plant and equipment
|
(6.2)
|
(1.2)
|
Impairment of
right-of-use assets
|
(7.2)
|
(1.9)
|
Professional and legal expenses on
actual and prospective business
acquisitions(iii)
|
(0.7)
|
(0.6)
|
Total exceptional administrative costs
|
(14.1)
|
(3.7)
|
|
|
|
Exceptional finance costs
|
|
|
Rolex Old Bond Street (IFRS 16
interest)(i)
|
(1.3)
|
-
|
Total exceptional finance costs
|
(1.3)
|
-
|
|
|
|
Total exceptional items
|
(16.5)
|
(3.7)
|
(i) Rolex Old Bond Street
A new 7,200 sq. ft showroom is
being built in partnership with Rolex. This new flagship will be
our largest Rolex showroom and reflects the importance of the
London market and the special relevance of London to the history of
Rolex. The cost shown here is the IFRS 16 depreciation and interest
costs whilst the showroom is being constructed. They are deemed to
be exceptional in nature given that this unique proposition results
in a project size and complexity significantly outside of a
standard build, coupled with documented project delays outside of
the Group's control. The showroom is due to open at the end of
FY25.
(ii) Showroom impairment
The current macroeconomic
environment, high interest rates and inflationary landscape gave
rise to indicators of impairment in the current period.
Consequently, discounted cashflows were performed on all Cash
Generating Units (CGUs) with indicators of impairment. This
resulted in a non-cash impairment charge of £13.4 million of which
£7.2 million related to right-of-use assets (ROU
assets).
(iii) Professional and legal expenses on actual and
prospective business acquisitions
Professional and legal expenses
related to business combinations have been expensed to the Interim
Condensed Consolidated Income Statement as an exceptional cost as
they are regarded as non-trading, non-underlying costs and are
considered to be material by nature.
All of these items are considered
exceptional as they are linked to unique non-recurring events and
do not form part of the underlying trading of the
Group.
Tax on the exceptional items noted
above totalled £3.9m (26 week period to 29 October 2023:
£1.0m).
5. Net finance costs
|
26 week period ended
27 October 2024
|
26 week period ended
29 October 2023
|
|
£m
|
£m
|
Finance costs
|
|
|
Interest payable on long-term
borrowings
|
(7.6)
|
(3.3)
|
Amortisation of capitalised
transaction costs
|
(0.5)
|
(0.2)
|
Net foreign exchange expense on
financing activities
|
(0.5)
|
-
|
Interest on lease liabilities (note
10)
|
(11.1)
|
(10.0)
|
|
(19.7)
|
(13.5)
|
Finance income
|
|
|
Bank interest receivable
|
1.2
|
1.1
|
Net foreign exchange gain on
financing activities
|
-
|
0.4
|
Other interest receivable
|
0.1
|
0.5
|
|
1.3
|
2.0
|
Total net finance costs excluding exceptional
items
|
(18.4)
|
(11.5)
|
Exceptional finance costs (note 4,
10)
|
(1.3)
|
-
|
Total net finance costs
|
(19.7)
|
(11.5)
|
Further detail of borrowing
facilities in place is given in note 11 to these interim financial
statements.
6.
Taxation
The income tax expenses recognised
in the results is based on management's best estimate of the
full-year effective tax rate based on estimated full-year profits
excluding any discrete items. The effective tax rate at the half
year is 28.5% (26 week period to 29 October 2023: 29.2%). This is
higher than the applicable UK corporation tax rate for the year of
25.0%, as a result of higher chargeable taxes on US profits, and
the impact of expenses disallowed for corporation tax.
OECD Pillar Two model rules
Pillar Two legislation has been
enacted or substantively enacted in certain jurisdictions in which
the Group operates. The Group has performed an assessment of the
Group's potential exposure to Pillar Two income taxes based on the
most recent information available regarding the financial
performance of the constituent entities in the Group. Based on the
assessment performed, the Pillar Two effective tax rates in all
jurisdictions in which the Group operates are anticipated to be
above 15%, or the results fall under a Pillar Two Safe Harbour. The
Group therefore does not have an exposure to Pillar Two top up
taxes.
7.
Earnings per share (EPS)
|
26 week period ended
27 October 2024
|
26 week period ended
29 October 2023
|
Basic
|
|
|
EPS
|
12.2p
|
19.8p
|
EPS adjusted for exceptional
items
|
17.6p
|
21.0p
|
EPS adjusted for exceptional items
and pre-IFRS 16
|
18.1p
|
21.5p
|
|
|
|
Diluted
|
|
|
EPS
|
12.2p
|
19.7p
|
EPS adjusted for exceptional
items
|
17.5p
|
20.9p
|
EPS adjusted for exceptional items
and pre-IFRS 16
|
18.0p
|
21.4p
|
|
|
|
Basic EPS is based on the profit for
the period attributable to the equity holders of the parent company
divided by the net of the weighted average number of shares ranking
for dividend.
Diluted EPS is calculated by
adjusting the weighted average number of shares used for the
calculation of basic EPS as increased by the dilutive effect of
potential ordinary shares.
The following table reflects the
profit and share data used in the basic and diluted EPS
calculations:
|
26 week period ended
27 October 2024
|
26 week period ended
29 October 2023
|
|
£m
|
£m
|
|
|
|
Profit after tax attributable to
equity holders of the parent company
|
28.9
|
47.0
|
Add back:
|
|
|
Exceptional expenses, net of
tax
|
12.6
|
2.7
|
Profit adjusted for exceptional items
|
41.5
|
49.7
|
Pre-exceptional IFRS 16 adjustments,
net of tax
|
1.4
|
1.2
|
Profit adjusted for exceptional items and IFRS
16
|
42.9
|
50.9
|
The following table reflects the
share data used in the basic and diluted EPS
calculations:
|
26 week period ended
27 October 2024
|
26 week period ended
29 October 2023
|
Weighted average number of shares:
|
'000
|
'000
|
Weighted average number of ordinary
shares in issue
|
236,588
|
237,056
|
Weighted average shares for basic EPS
|
236,588
|
237,056
|
Weighted average dilutive potential
shares
|
1,320
|
1,358
|
Weighted average shares for diluted EPS
|
237,908
|
238,414
|
8.
Goodwill and Intangible assets
|
Goodwill
|
Brands
|
Agency agreement
|
Licenses with indefinite useful
life
|
Computer software
|
Total
|
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
Net book value
|
|
|
|
|
|
|
At 29 April 2024
|
199.3
|
10.0
|
1.0
|
-
|
5.4
|
215.7
|
Additions
|
-
|
-
|
-
|
-
|
1.7
|
1.7
|
Acquired on business combinations
(note 15)
|
33.1
|
0.5
|
-
|
57.2
|
-
|
90.8
|
Amortisation
|
-
|
(0.3)
|
(0.1)
|
-
|
(1.1)
|
(1.5)
|
Foreign exchange
differences
|
(2.6)
|
(0.3)
|
(0.1)
|
(2.0)
|
(0.4)
|
(5.4)
|
At
27 October 2024
|
229.8
|
9.9
|
0.8
|
55.2
|
5.6
|
301.3
|
9.
Property, plant and equipment
|
Land and
buildings
|
Fittings and equipment
|
Total
|
|
£m
|
£m
|
£m
|
Net book value
|
|
|
|
At 29 April 2024
|
0.6
|
190.8
|
191.4
|
Additions
|
-
|
42.1
|
42.1
|
Acquired on business combinations
(note 15)
|
-
|
1.0
|
1.0
|
Disposals
|
-
|
(2.8)
|
(2.8)
|
Depreciation
|
-
|
(19.5)
|
(19.5)
|
Exceptional impairment (note
4)
|
-
|
(6.2)
|
(6.2)
|
Foreign exchange
differences
|
-
|
(2.5)
|
(2.5)
|
At
27 October 2024
|
0.6
|
202.9
|
203.5
|
Disposals of property, plant and equipment
In the period, the Group disposed of
property, plant and equipment with a total net carrying amount of
£2.8 million for a cash consideration of £2.7 million.
10. Leases
Right-of-use assets
|
|
|
Properties
|
Other
|
Total
|
|
£m
|
£m
|
£m
|
|
|
|
|
At 29 April 2024
|
380.6
|
1.2
|
381.8
|
Additions
|
25.9
|
-
|
25.9
|
Acquired on business combinations
(note 15)
|
1.9
|
-
|
1.9
|
Depreciation
|
(27.4)
|
(0.3)
|
(27.7)
|
Exceptional depreciation (note
4)
|
(1.1)
|
-
|
(1.1)
|
Lease breaks
|
(0.8)
|
-
|
(0.8)
|
Lease surrender
|
(2.2)
|
-
|
(2.2)
|
Exceptional impairment (note
4)
|
(7.2)
|
-
|
(7.2)
|
Lease extensions
|
3.0
|
-
|
3.0
|
Lease modification
|
0.4
|
-
|
0.4
|
Foreign exchange
differences
|
(5.0)
|
-
|
(5.0)
|
At
27 October 2024
|
368.1
|
0.9
|
369.0
|
Lease liabilities
|
|
|
Properties
|
Other
|
Total
|
|
£m
|
£m
|
£m
|
|
|
|
|
At 29 April 2024
|
(459.3)
|
(1.1)
|
(460.4)
|
Additions
|
(25.1)
|
-
|
(25.1)
|
Acquired on business combinations
(note 15)
|
(1.9)
|
-
|
(1.9)
|
Payments
|
38.3
|
0.3
|
38.6
|
Interest
|
(11.1)
|
-
|
(11.1)
|
Exceptional interest (note
4)
|
(1.3)
|
-
|
(1.3)
|
Lease breaks
|
1.0
|
-
|
1.0
|
Lease surrender
|
3.2
|
-
|
3.2
|
Lease extensions
|
(2.8)
|
-
|
(2.8)
|
Lease modification
|
(0.4)
|
-
|
(0.4)
|
Foreign exchange
differences
|
5.9
|
-
|
5.9
|
At
27 October 2024
|
(453.5)
|
(0.8)
|
(454.3)
|
Impairment considerations
Property, plant and equipment and
other non-current assets are reviewed for impairment if events or
changes in circumstances indicate that the carrying amount of an
asset or a cash-generating unit (CGU) is not recoverable. A CGU is
the smallest identifiable group of assets that generate independent
cash flows which are monitored by management and the CODMs. Refer
to note 4 for details of the impairment booked in the
period.
During the period, the Group
recognised an exceptional impairment charge of £13.4 million, £6.2
million relating to property, plant and equipment and £7.2 million
relating to right-of-use assets. The Group reviewed the
profitability of its showroom network, taking into account the
potential future impact on customer demand and increased costs. At
27 October 2024, following the impairment having been booked, all
showroom asset values are supported by their value-in-use
recoverable amount.
The cash flows used within the
impairment model are based on assumptions which are sources of
estimation uncertainty and movements in these assumptions could
lead to further impairments. Management has performed sensitivity
analysis on the key assumptions in the impairment model using
reasonably possible changes in these key assumptions across the
showroom portfolio.
Revenue growth rates are in line
with the Guidance as given in our H1 FY25 Results. Reducing the
FY25 revenue guidance by 10.0% and modelling this lower performance
through the outer periods, would result in an increased impairment
charge of £6.2 million. A 2.0% increase in the discount rate would
increase the impairment charge by £1.6 million. In combination, a
10.0% revenue reduction and a 2.0% increase in discount rate would
increase the impairment charge by £8.0 million. This analysis does
not assume any improvement in macroeconomic conditions or interest
rates. Reasonably possible changes of the other assumptions would
have no further significant impact on the impairment
charge.
11. Borrowings
|
27 October 2024
|
28 April 2024
|
29 October 2023
|
|
£m
|
£m
|
£m
|
Non-current
|
|
|
|
Multicurrency revolving loan
facility
|
(141.3)
|
(115.0)
|
(70.0)
|
$115.0m term loan
|
(88.7)
|
-
|
-
|
Associated capitalised transaction
costs
|
1.5
|
1.7
|
2.0
|
Total borrowings
|
(228.5)
|
(113.3)
|
(68.0)
|
On 23 February 2024 of the prior
year, the Group agreed a new $115.0 million term facility agreement
for use in relation to the Roberto Coin Inc. acquisition. This
facility was drawn down in the period to allow cash settlement of
the acquisition consideration on 8 May 2024.
The key covenant tests attached to
the Group's facilities are a measure of net debt to EBITDA, and the
Fixed Charge Cover Ratio (FCCR) at each April and October. The
facility covenants are on a pre-IFRS 16 basis and exclude
share-based payment costs. Net debt to EBITDA is defined as the
ratio of total net debt at the reporting date to the last 12 month
Adjusted EBITDA. This ratio must not exceed 3. The FCCR is the
ratio of Adjusted EBITDA plus rent to the total finance charge and
rent for the 12 months to the reporting date. This ratio must
exceed 1.6. At 27 October 2024 the Group comfortably satisfied the
covenant tests with net debt to EBITDA being less than 3 and the
FCCR exceeding 1.6.
At the balance sheet date, the Group
had a total of £313.7 million in available committed facilities, of
which £230.0 million was drawn down. Net debt at this date was
£119.5 million with liquidity headroom (defined as unrestricted
cash plus undrawn available facilities) of £177.3 million. The UK
bank facility of £225.0 million is due to expire in May 2028. The
new $115.0 million term facility is a 12-month facility with two
six-month extension options within the Group's control to bring the
expiry date to February 2026.
Analysis of net debt
|
28 April 2024
|
Cash flow
|
Non-cash charges^
|
Foreign exchange
|
27
October 2024
|
|
£m
|
£m
|
£m
|
£m
|
£m
|
Cash and cash equivalents
|
115.7
|
(4.5)
|
-
|
(0.7)
|
110.5
|
$115.0m term loan
|
-
|
(91.6)
|
-
|
2.9
|
(88.7)
|
Multicurrency revolving loan
facility
|
(115.0)
|
(26.4)
|
-
|
0.1
|
(141.3)
|
Net
debt excluding capitalised transaction costs (Pre-IFRS
16)
|
0.7
|
(122.5)
|
-
|
2.3
|
(119.5)
|
|
|
|
|
|
|
Capitalised transaction
costs
|
1.7
|
0.3
|
(0.5)
|
-
|
1.5
|
|
|
|
|
|
|
Net
debt
(Pre-IFRS 16)
|
2.4
|
(122.2)
|
(0.5)
|
2.3
|
(118.0)
|
|
|
|
|
|
|
Lease liability
|
(460.4)
|
38.6
|
(38.4)
|
5.9
|
(454.3)
|
|
|
|
|
|
|
Total net debt
|
(458.0)
|
(83.6)
|
(38.9)
|
8.2
|
(572.3)
|
^ Non-cash charges are principally
lease liability interest charges, additions and
revisions.
Included in cash and cash
equivalents is restricted cash of £16.9 million (29 October 2023:
£16.5 million). Restricted cash is defined as cash controlled by
the Group but which is not freely useable by the Group in
day-to-day operations.
12. Post-employment benefit obligations
During the 26 weeks to 27 October 2024 (prior period: 26 weeks to 29
October 2023), the Group operated four (prior period: four) defined
contribution pension schemes and two defined benefit schemes (prior
period: two).
The movement in the defined benefit
asset/(liability) in the period is as follows:
|
26 weeks to 27 October
2024
|
52 weeks to 28 April 2024
|
26 weeks to 29 October
2023
|
|
£m
|
£m
|
£m
|
Net pension (liability)/asset at the
beginning of the period
|
(0.2)
|
0.1
|
0.1
|
Administration costs
|
-
|
(0.1)
|
-
|
Employer contributions
|
0.3
|
0.7
|
0.3
|
Actuarial gain/(loss)
|
0.6
|
(0.9)
|
(1.0)
|
Net
pension asset/(liability) at the end of the
period
|
0.7
|
(0.2)
|
(0.6)
|
During the period the Trustees and
the Group implemented a new bond based investment
strategy.
The IAS 19 (accounting) valuation
of the defined benefit obligation was undertaken by an external
qualified actuary at 27 October 2024 using the projected unit
credit method.
The scheme valuation moved from a
deficit of £0.2 million at 28 April 2024 to a surplus of £0.7
million at 27 October 2024. The movement results from changes in
the principal actuarial assumptions used in the valuation as
follows:
|
27 October 2024
|
28 April 2024
|
29 October 2023
|
Discount rate
|
5.15%
|
5.10%
|
5.55%
|
Rate of increase in
salary
|
n/a
|
n/a
|
n/a
|
Rate of future inflation -
RPI
|
3.35%
|
3.45%
|
3.35%
|
Rate of future inflation -
CPI
|
2.75%
|
2.85%
|
2.75%
|
Rate of increase in pensions in
payment
|
3.10%
|
3.20%
|
3.30%
|
Proportion of employees opting for a
cash commutation
|
100.0%
|
100.0%
|
100.0%
|
Virgin Media Limited v NTL Pension Trustees II Limited legal
case
Following the High Court ruling in
the case of Virgin Media Limited v NTL Pension Trustees II Limited
and others in June 2023, it was held that section 37 of the Pension
Schemes Act 1993 operates to make void any amendment to the rules
of a contracted out pension scheme without written actuarial
confirmation under Regulation 42(2) of the Occupational Pension
Schemes (Contracting Out) Regulations 1996, insofar that the
amendment relates to members' section 9(2B) rights. On 25 July
2024, the court dismissed an appeal and confirmed section 9(2B)
rights included both past service rights and future service
rights.
The Trustees of the Scheme have
confirmed that:
-
The Scheme was contracted out of the additional state pension
between 1997 and 2016; and
- It
was possible that amendments were made to the Pension Schemes that
may have impacted on the members' section 9(2B) rights.
The Trustees of the Scheme and the
Directors work closely together and take appropriate legal and
professional advice when making amendments to the Pension Schemes.
However, at 27 October 2024, it is not currently possible to
determine whether any amendments to section 9(2B) rights were made
to the Pension Schemes that were not in accordance with section 37
of the Pension Schemes Act 1993 requirements.
Further, it is not currently
possible to reliably estimate any potential impact to the defined
benefit obligations of the Pension Schemes if these amendments were
not in accordance with section 37 of the Pension Schemes Act 1993
requirements. The Directors continue to assess the extent of
procedures required to confirm if there is any indication of
historic non-compliance.
13.
Related party transactions
Transactions with related
undertakings
Transactions between the Company and
its subsidiaries, which are related parties, have been eliminated
on consolidation.
14.
Financial instruments
Categories
|
27 October 2024
|
28 April 2024
|
29 October 2023
|
|
£m
|
£m
|
£m
|
Financial assets - held at amortised cost
|
|
|
|
Trade and other
receivables*
|
52.4
|
17.4
|
17.3
|
Cash and cash equivalents
|
110.5
|
115.7
|
86.1
|
Total financial assets
|
162.9
|
133.1
|
103.4
|
|
|
|
|
Financial liabilities - held at amortised
cost
|
|
|
|
Interest-bearing loans and
borrowings:
|
|
|
|
$115.0m term loan***
|
(88.7)
|
-
|
-
|
$115.0m term loan interest
payable
|
(1.5)
|
-
|
-
|
Multicurrency revolving loan
facility***
|
(139.8)
|
(113.3)
|
(68.0)
|
Multicurrency revolving loan
facility interest payable
|
(1.4)
|
(1.4)
|
-
|
Trade and other
payables**
|
(235.3)
|
(188.4)
|
(225.0)
|
Net
financial liabilities (pre-IFRS 16)
|
(466.7)
|
(303.1)
|
(293.0)
|
|
|
|
|
Lease liability (IFRS 16) (note
10)
|
(454.3)
|
(460.4)
|
(459.6)
|
Total financial liabilities
|
(921.0)
|
(763.5)
|
(752.6)
|
* Excludes prepayments of £6.7
million (29 October 2023: £5.0 million, 28 April 2024: £7.2
million) that do not meet the definition of a financial
instrument.
** Excludes customer deposits of
£11.5 million (29 October 2023: £5.9 million, 28 April 2024: £6.0
million) and deferred income of £20.6 million (29 October 2023:
£19.8 million, 28 April 2024: £20.7 million) that do not meet the
definition of a financial instrument.
*** Net of capitalised transaction
costs
Contingent
consideration
As part of the purchase agreement
with the previous owners of Roberto Coin Inc., dated 8 May 2024
(see note 15), $10.0 million of consideration is contingent, based
on future profitability of the acquired entity.
As at 27 October 2024, the key
performance indicators of Roberto Coin Inc. showed that it is
probable that the target would be achieved.
Fair
values
The fair values of each category of
the Group's financial instruments are materially the same as their
carrying values in the Group's Interim Condensed Consolidated
Balance Sheet. The fair value of trade and other receivables, trade
and other payables, cash and cash equivalents and loan facilities
all approximate their carrying amount because of the limited
movement in the short maturity of these instruments and limited
change in prevailing interest rates since recognition.
15.
Business combinations
Roberto Coin Inc.
On 8 May 2024, the Group signed and
completed the acquisition of the entire share capital of Roberto
Coin Inc., an associate company of Roberto Coin S.p.A. from Roberto
Coin S.p.A., Peter Webster, Co-Founder and President of Roberto
Coin Inc., and Pilar Coin. The acquisition completed for a total
cash consideration of $130.0 million (£104.0 million), of which
$10.0 million (£7.9 million) is deferred for one year and
contingent on the future profitability of the acquired business,
subject to working capital adjustments. It is probable that the
contingent consideration will be paid in full.
Luxury branded jewellery is a core
pillar of the Group's growth strategy and the acquisition will
significantly enhance our strategic positioning in the luxury
branded jewellery market on a per capital basis.
After Group eliminations, the
business contributed revenue of £51.2 million and profit before tax
of £12.1 million from the 8 May 2024 acquisition date to 27 October
2024.
The following table summarises the
consideration paid for the acquisition net of £4.0 million of cash
acquired, and the provisional fair value of assets acquired at the
acquisition date:
|
£m
|
Total cash consideration net of cash
acquired
|
104.0
|
|
Initial assessment of values on acquisition
|
|
£m
|
Inventories
|
49.7
|
Trade and other
receivables
|
11.8
|
Intangibles - licenses with
indefinite useful life
|
57.2
|
Intangibles - brand
|
0.5
|
Property, plant and
equipment
|
1.0
|
Trade and other payables
|
(24.0)
|
Provisions
|
(0.4)
|
Right-of-use asset
|
1.9
|
Lease liabilities
|
(1.9)
|
Deferred tax liability
|
(13.9)
|
Total identifiable net assets
|
81.9
|
|
|
Goodwill
|
22.1
|
Total assets acquired
|
104.0
|
An amount of £8.2 million, from the
initial consideration paid, is held with a third-party on retention
and is reported within debtors in these accounts. This will be paid
by the Group within 12 months of the acquisition
date.
The goodwill recognised is
attributable to the profitability of the acquired business and is
expected to be deductible for tax purposes as amortised or where
not amortised, upon a future
disposal.
Intangible assets have been
recognised in relation to the license with an indefinite useful
life and the brand name CENTO was acquired. The license is non
amortising as the supply agreement with Roberto Coin S.p.A. extends
into perpetuity. The CENTO brand has been assigned a five year
life.
The non-current asset balances
as at 27 October 2024 have been included in note 2 as part of the
US operating segment.
The Group measured the acquired
lease liabilities using the present value of the remaining lease
payments at the date of acquisition. The right-of-use assets were
measured at an amount equal to the lease
liabilities.
Given the proximity of the
acquisition to the beginning of FY25, the Group's revenue and
profit before tax had the acquisition been made on the first day of
the would not be materially different to the result reported and
therefore has not been disclosed
separately.
Acquisition-related costs have been
charged to exceptional items in the Condensed Consolidated Income
Statement for the 26-week period ended 27 October 2024, as
disclosed in note 4 to these Condensed Consolidated Financial
Statements.
The values stated above are the
initial assessment of the fair values of assets and liabilities on
acquisition. The finalisation of the fair values, particularly of
intangibles, requires judgement and will be disclosed in the next
annual report if significant. The assessment will be finalised
within 12 months of the acquisition date.
Hodinkee, Inc.
On 3 October 2024, the Group signed
and completed the acquisition of the trade and assets of Hodinkee,
Inc., a digital editorial content provider for luxury watch
enthusiasts. As part of the transaction the entire share capital of
Hodinkee Insurance Holdings Inc. was acquired to retain the licence
to sell insurance. The acquisition completed for a total cash
consideration of $14.4 million (£10.9 million). The acquisition
allows the Group to leverage existing growth opportunities by
growing sector leadership online, and also further enhances the
Group's ability to capture market share, particularly in the fast
growing US market.
The revenue and profit before tax
from the 3 October 2024 acquisition date to the 27 October 2024
would not have been material to the Group
result.
The following table summarises the
consideration paid for the acquisition, and the provisional fair
value of assets acquired at the acquisition date:
|
£m
|
Total cash consideration net of cash
acquired
|
10.9
|
|
Initial assessment of values on acquisition
|
|
£m
|
Inventories
|
0.2
|
Trade and other
receivables
|
0.1
|
Trade and other payables
|
(0.4)
|
Total identifiable net assets
|
(0.1)
|
|
|
Goodwill
|
11.0
|
Total assets acquired
|
10.9
|
An amount of £0.8 million, from the
initial consideration paid, is held with a third-party on retention
and is reported within debtors in these accounts. This will be paid
by the Group within 12 months of the acquisition
date.
The goodwill recognised is
attributable to the profitability of the acquired business and is
expected to be deductible for tax purposes as amortised or where
not amortised, upon a future
disposal.
If the business combination had
taken place at the beginning of FY25, the contribution to revenue
and profit before tax is not material to the results of the Group
and therefore has not been disclosed
separately.
Acquisition-related costs have been
charged to exceptional items in the Condensed Consolidated Income
Statement for the 26-week period ended 27 October 2024, as
disclosed in note 4 to these Condensed Consolidated Financial
Statements.
Given the proximity of the
acquisition to the half year end date, an assessment to value any
acquired intangible assets has not been performed, with the value
recorded only as goodwill. This assessment will be performed after
half year and recorded in the FY25 Annual Report and
Accounts.
The values stated above are the
initial assessment of the fair values of assets and liabilities on
acquisition. These will be finalised within 12 months of the
acquisition date.
16.
Contingent liabilities
From time to time, the Group may be
subject to complaints and litigation from its clients, employees,
suppliers and other third parties. Such complaints and litigation
may result in damages or other losses, which may not be covered by
the Group's insurance policies or which may exceed any existing
coverage. These are not expected to result in a material liability
to the Group.
17.
Post-balance sheet events
No post balance sheet events have
been identified.
WATCHES OF SWITZERLAND GROUP PLC
STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors confirm that, to the
best of their knowledge, this condensed consolidated interim
financial information has been prepared in accordance with UK
adopted International Accounting Standard 34 and that the interim
report includes a fair review of the information required by DTR
4.2.4R, DTR 4.2.7R and DTR 4.2.8R, namely:
· an
indication of important events that have occurred during the first
26 weeks to 27 October 2024 and their impact on the condensed set
of financial statements, and a description of the principal risks
and uncertainties for the remaining 26 weeks of the financial year;
and
· material related party transactions in the first 26 weeks to
27 October 2024 and any material changes in the related party
transactions described in the last annual report.
There have been no changes to the
directors of Watches of Switzerland Group PLC to those listed in
the Group's Annual Report and Accounts for the 52 weeks to 28 April
2024.
A list of current directors is
maintained on the Group's website: www.thewosgroupplc.com.
For and by order of the
Board
Brian
Duffy
Anders Romberg
Chief Executive
Officer
Chief Financial Officer
4 December 2024
INDEPENDENT REVIEW REPORT TO WATCHES OF SWITZERLAND GROUP
PLC
Conclusion
We have been engaged by the Company
to review the condensed set of financial statements in the
half-yearly financial report for the 26 weeks ended 27 October 2024
which comprises the Unaudited Interim Condensed Consolidated Income
Statement, Unaudited Interim Condensed Consolidated Statement of
Comprehensive Income, Unaudited Interim Condensed Consolidated
Balance Sheet, Unaudited Interim Condensed Consolidated Statement
of Changes in Equity, Unaudited Interim Condensed Consolidated
Statement of Cash Flows and notes 1 to 17. We have read the
other information contained in the half yearly financial report and
considered whether it contains any apparent misstatements or
material inconsistencies with the information in the condensed set
of financial statements.
Based on our review, nothing has
come to our attention that causes us to believe that the condensed
set of financial statements in the half-yearly financial report for
the 26 weeks ended 27 October 2024 is not prepared, in all material
respects, in accordance with UK adopted International Accounting
Standard 34 and the Disclosure Guidance and Transparency Rules of
the United Kingdom's Financial Conduct Authority.
Basis for Conclusion
We conducted our review in
accordance with International Standard on Review Engagements 2410
(UK) "Review of Interim Financial Information Performed by the
Independent Auditor of the Entity" (ISRE) issued by the Financial
Reporting Council. A review of interim financial information
consists of making enquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other
review procedures. A review is substantially less in scope than an
audit conducted in accordance with International Standards on
Auditing (UK) and consequently does not enable us to obtain
assurance that we would become aware of all significant matters
that might be identified in an audit. Accordingly, we do not
express an audit opinion.
As disclosed in note 1, the annual
financial statements of the group are prepared in accordance with
UK adopted international accounting standards. The condensed set of
financial statements included in this half-yearly financial report
has been prepared in accordance with UK adopted International
Accounting Standard 34, "Interim Financial Reporting".
Conclusions Relating to Going Concern
Based on our review procedures,
which are less extensive than those performed in an audit as
described in the Basis for Conclusion section of this report,
nothing has come to our attention to suggest that management have
inappropriately adopted the going concern basis of accounting or
that management have identified material uncertainties relating to
going concern that are not appropriately disclosed.
This conclusion is based on the
review procedures performed in accordance with this ISRE, however
future events or conditions may cause the entity to cease to
continue as a going concern.
Responsibilities of the directors
The directors are responsible for
preparing the half-yearly financial report in accordance with the
Disclosure Guidance and Transparency Rules of the United Kingdom's
Financial Conduct Authority.
In preparing the half-yearly
financial report, the directors are responsible for assessing the
company's ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going
concern basis of accounting unless the directors either intend to
liquidate the company or to cease operations, or have no realistic
alternative but to do so.
Auditor's Responsibilities for the review of the financial
information
In reviewing the half-yearly report,
we are responsible for expressing to the Company a conclusion on
the condensed set of financial statements in the half-yearly
financial report. Our conclusion, including our Conclusions
Relating to Going Concern, are based on procedures that are less
extensive than audit procedures, as described in the Basis for
Conclusion paragraph of this report.
Use
of our report
This report is made solely to the
company in accordance with guidance contained in International
Standard on Review Engagements 2410 (UK) "Review of Interim
Financial Information Performed by the Independent Auditor of the
Entity" issued by the Financial Reporting Council. To the fullest
extent permitted by law, we do not accept or assume responsibility
to anyone other than the company, for our work, for this report, or
for the conclusions we have formed.
Ernst & Young LLP
Birmingham
04 December 2024
GLossary
Alternative performance measures
The Directors use
Alternative Performance Measures (APMs) as they believe these
measures provide additional useful information on the underlying
trends, performance and position of the Group. These measures are
used for performance analysis. The APMs are not defined by IFRS and
therefore may not be directly comparable with other companies'
APMs. These measures are not intended to be a substitute for, or
superior to, IFRS measures.
The majority of the
Group's APMs are on a pre-IFRS 16 basis. This aligns with the
management reporting used to inform business decisions, investment
appraisals, incentive schemes and banking covenants.
Net margin less
showroom costs.
Why used
4-Wall EBITDA is a
direct measure of profitability of the showroom
operations.
Reconciliation to IFRS
measures
£million
|
H1 FY25
|
H1 FY24
|
Revenue
|
784.8
|
761.4
|
Cost of inventory expensed
|
(507.1)
|
(485.3)
|
Other inc. supplier incentives
|
6.6
|
4.0
|
Net margin
|
284.3
|
280.1
|
Showroom costs
|
(141.6)
|
(137.2)
|
4-Wall EBITDA
|
142.7
|
142.9
|
Showroom costs
includes rental costs on a pre-IFRS 16 basis (i.e. under IAS 17).
Refer to the IFRS 16 reconciliations below for further
details.
4-Wall EBITDA, EBITDA, Adjusted
EBITDA and Adjusted EBIT Margin
For each of these
areas as defined in this Glossary, the Group shows the measures as
a percentage of Group revenue.
Why used
Profitability as a
percentage of Group revenue is shown to understand how effectively
the Group is managing its cost base.
Reconciliation to IFRS
measures
£million
|
H1 FY25
|
H1 FY24
|
Revenue
|
784.8
|
761.4
|
|
|
|
4-Wall EBITDA
|
142.7
|
142.9
|
4-Wall EBITDA margin
|
18.2%
|
18.8%
|
EBITDA (unadjusted)
|
92.1
|
99.5
|
EBITDA (unadjusted)
margin
|
11.7%
|
13.1%
|
Adjusted
EBITDA
|
87.3
|
94.0
|
Adjusted
EBITDA margin
|
11.1%
|
12.3%
|
Adjusted
EBIT
|
66.2
|
73.4
|
Adjusted EBIT
margin
|
8.4%
|
9.6%
|
Adjusted Earnings Before Interest
and Tax (Adjusted EBIT)
Operating profit
before exceptional items and IFRS 16 impact.
Why used
Measure of
profitability that excludes one-off exceptional costs and IFRS 16
adjustments to allow for comparability between years. This measure
was linked to management incentives in the financial
year.
Reconciliation to IFRS
measures
Reconciled in note 2
to the Condensed Consolidated Financial Statements.
Adjusted Earnings Before Interest,
Tax, Depreciation and Amortisation (Adjusted EBITDA)
EBITDA before
exceptional items presented in the Group's Condensed Consolidated
Income Statement. Shown on a continuing basis and before the impact
of IFRS 16.
Why used
Measure of
profitability that excludes one-off exceptional and non-underlying
items and IFRS 16 adjustments to allow for comparability between
years.
Reconciliation to IFRS
measures
Reconciled in note 2 of the
Condensed Consolidated Financial
Statements.
Adjusted Earnings Per Share
(Adjusted EPS)
Basic Earnings Per
Share before exceptional items and IFRS 16 impact.
Why used
Measure of
profitability that excludes one-off exceptional items and IFRS 16
adjustments to provide comparability between years. This measure
was linked to management incentives in the financial
year.
Reconciliation to IFRS
measures
Reconciled within
note 7 of the Condensed Consolidated Financial
Statements.
Adjusted profit before tax
(Adjusted PBT)
Profit before tax
before exceptional items and IFRS 16 impact.
Why used
Measure of
profitability that excludes one-off exceptional items and IFRS 16
adjustments to provide comparability between years.
Reconciliation to IFRS
measure
£million
|
H1 FY25
|
H1 FY24
|
Segment profit (as reconciled in note 2 of the
Condensed Consolidated Financial Statements)
|
66.2
|
73.4
|
Net finance costs excluding exceptional items
(note 5)
|
(18.4)
|
(11.5)
|
IFRS 16 lease interest (note 5)
|
11.1
|
10.0
|
Adjusted profit before
tax
|
58.9
|
71.9
|
Results for the
period had the exchange rates remained constant from the
comparative period.
Why used
Measure of revenue
growth that excludes the impact of foreign exchange.
Reconciliation to IFRS
measures
|
(£/US$
million)
|
H1 FY25 Group revenue (£)
|
784.8
|
H1 FY25 US revenue ($)
|
458.1
|
H1 FY25 revenue (£) @ HY25 exchange
rate
|
354.9
|
H1 FY25 revenue (£) @ HY24 exchange
rate
|
365.3
|
|
|
H1 FY25 Group revenue (£) at
constant currency
|
795.2*
|
H1 FY25 exchange rate
|
1.291
|
H1 FY24 exchange rate
|
1.254
|
* Excluding Roberto Coin Inc.
revenue from the retranslation (as the acquisition took place on 8
May 2024), the H1 FY25 Group revenue (£) at constant currency is
£794 million
Earnings Before Interest, Tax,
Depreciation and Amortisation (EBITDA)
EBITDA before
exceptional items presented in the Group's Condensed Consolidated
Income Statement. Shown on a continuing basis before the impact of
IFRS 16 and showroom opening and closing costs. These costs include
rent (pre-IFRS 16), rates, payroll and other costs associated with
the opening or closing of showrooms, or during closures when
refurbishments are taking place.
Why used
Measure of
profitability that excludes one-off exceptional and non-underlying
items, IFRS 16 adjustments and showroom opening and closing costs
to allow for comparability between years.
Reconciliation to IFRS
measures
£million
|
H1 FY25
|
H1 FY24
|
Adjusted EBITDA
|
87.3
|
94.0
|
Showroom opening and closing costs
|
4.8
|
5.5
|
EBITDA
|
92.1
|
99.5
|
Items that in the
judgement of the Directors need to be disclosed by virtue of their
size, nature or incidence, in order to draw the attention of the
reader and to show the underlying business performance of the
Group.
Why used
Draws the attention
of the reader and to show the items that are significant by virtue
of their size, nature or incidence.
Reconciliation to IFRS
measures
Disclosed in note 4
of the Group's Condensed Consolidated Financial
Statements.
Cash flow shown on a
pre-IFRS 16 basis excluding expansionary capex, acquisitions of
subsidiaries, exceptional items, financing activities and the
purchase of own shares.
Why used
Represents the cash
generated from operations including maintenance of capital assets.
Demonstrates the amount of available cash flow for discretionary
activities such as expansionary capex, dividends or
acquisitions.
Reconciliation to IFRS
measures
£million
|
H1 FY25
|
H1 FY24
|
Net (decrease)/increase in cash and cash
equivalents
|
(4.5)
|
(51.1)
|
Net financing cash flow
|
(72.7)
|
97.3
|
Interest paid
|
(6.4)
|
(5.7)
|
Lease payments
|
(38.6)
|
(32.2)
|
Acquisitions
|
106.9
|
-
|
Cash outflow related to exceptional
costs
|
2.7
|
0.6
|
Expansionary capex
|
43.6
|
47.8
|
Disposal of property, plant and
equipment
|
(2.7)
|
-
|
Free cash flow
|
28.3
|
56.7
|
Free cash flow
conversion
Free cash flow
divided by Adjusted EBITDA.
Why used
Measurement of the
Group's ability to convert profit into free cash flow.
Reconciliation to IFRS
measures
Free cash flow of
£28.3 million divided by Adjusted EBITDA of £87.3 million shown as
a percentage.
Liquidity headroom is
unrestricted cash plus undrawn available facilities.
Why used
Liquidity headroom
shows the amount of unrestricted funds available to the
Group.
Reconciliation to IFRS
measures
£million
|
H1 FY25
|
H1 FY24
|
Multicurrency revolving loan
facility
|
225.0
|
225.0
|
$115.0m term loan
|
88.7
|
-
|
Total
facility
|
313.7
|
225.0
|
Facility drawn
|
(230.0)
|
(70.0)
|
Unrestricted cash
|
93.6
|
69.9
|
Total headroom
|
177.3
|
224.9
|
Total borrowings
(excluding capitalised transaction costs) less cash and cash
equivalents and excludes IFRS 16 lease liabilities.
Why used
Measures the Group's
indebtedness.
Reconciliation to IFRS
measures
Reconciled in note 11
of the Condensed Consolidated Financial Statements.
Revenue less
inventory recognised as an expense, commissions paid to the
providers of interest-free credit and inventory provision
movements.
Why used
Measures the profit
made from the sale of inventory before showroom or overhead
costs.
Reconciliation to IFRS
measures
Refer to 4-Wall
EBITDA.
Return on Capital Employed
(ROCE)
Return on Capital
Employed (ROCE) is defined as Adjusted EBIT divided by average
capital employed, calculated on a Last Twelve Months (LTM) basis.
Average capital employed is total assets less current liabilities
excluding IFRS 16 lease liabilities.
Why used
ROCE demonstrates the
efficiency with which the Group utilises capital. This measure was
linked to management incentives in the financial year.
Reconciliation to IFRS
measures
LTM adjusted EBIT of
£127.6 million divided by the average capital employed, which is
calculated as follows:
£million
|
LTM to 27 October
2024
|
LTM to 29 October
2023
|
Pre-IFRS 16 total assets
|
1,167.7
|
920.6
|
Pre-IFRS 16 current liabilities
|
(287.6)
|
(257.7)
|
Capital employed
|
880.1
|
662.9
|
Average capital employed
|
771.5
|
634.2
|
Other definitions
Ecommerce
Ecommerce revenue is
sales which are transacted online.
Expansionary capital
expenditure/capex
Expansionary capital
expenditure relates to new showrooms, offices, relocations or
refurbishments greater than £250,000.
Luxury watches
Watches that have a
Recommended Retail Price greater than £1,000.
Luxury jewellery
Jewellery that has a
Recommended Retail Price greater than £500.
Showroom maintenance capital
expenditure/capex
Capital expenditure
which is not considered expansionary.
IFRS 16 Adjustments
The following tables
reconcile from pre-IFRS 16 balances to statutory post-IFRS 16
balances.
H1 FY25 Consolidated Income
Statement
£million
|
Pre-IFRS 16 and
exceptional items
|
IFRS 16
adjustments
|
Exceptional
items
|
Statutory
|
Revenue
|
784.8
|
-
|
-
|
784.8
|
Net margin
|
284.3
|
-
|
-
|
284.3
|
Showroom costs
|
(141.6)
|
32.9
|
-
|
(108.7)
|
4-Wall EBITDA
|
142.7
|
32.9
|
-
|
175.6
|
Overheads
|
(50.6)
|
-
|
(0.7)
|
(51.3)
|
EBITDA
|
92.1
|
32.9
|
(0.7)
|
124.3
|
Showroom opening and closing costs
|
(4.8)
|
3.4
|
-
|
(1.4)
|
Adjusted EBITDA
|
87.3
|
36.3
|
(0.7)
|
122.9
|
Depreciation, amortisation, loss on disposal,
impairment of fixed assets and lease modifications
|
(21.1)
|
(27.1)
|
(14.5)
|
(62.7)
|
Adjusted EBIT (Segment/operating
profit)
|
66.2
|
9.2
|
(15.2)
|
60.2
|
Net finance costs
|
(7.3)
|
(11.1)
|
(1.3)
|
(19.7)
|
Adjusted profit before
tax
|
58.9
|
(1.9)
|
(16.5)
|
40.5
|
Adjusted basic Earnings Per
Share
|
18.1p
|
|
|
12.2p
|
H1 FY25 Balance Sheet
£million
|
Pre-IFRS
16
|
IFRS 16
adjustments
|
Post-IFRS
16
|
Goodwill and intangibles
|
301.3
|
-
|
301.3
|
Property, plant and equipment
|
202.1
|
1.4
|
203.5
|
IFRS 16 right-of-use assets
|
-
|
369.0
|
369.0
|
Inventories
|
477.1
|
-
|
477.1
|
Trade and other receivables
|
70.9
|
(11.8)
|
59.1
|
Trade and other payables
|
(320.2)
|
49.9
|
(270.3)
|
IFRS 16 lease liabilities
|
-
|
(454.3)
|
(454.3)
|
Net debt
|
(119.5)
|
-
|
(119.5)
|
Other
|
(38.6)
|
20.3
|
(18.3)
|
Net assets
|
573.1
|
(25.5)
|
547.6
|
H1 FY24 Consolidated Income
Statement
£million
|
Pre-IFRS 16 and
exceptional items
|
IFRS 16
adjustments
|
Exceptional
items
|
Statutory
|
Revenue
|
761.4
|
-
|
-
|
761.4
|
Net margin
|
280.1
|
-
|
-
|
280.1
|
Showroom costs
|
(137.2)
|
31.3
|
-
|
(105.9)
|
4-Wall EBITDA
|
142.9
|
31.3
|
-
|
174.2
|
Overheads
|
(43.4)
|
-
|
(0.6)
|
(44.0)
|
EBITDA
|
99.5
|
31.3
|
(0.6)
|
130.2
|
Showroom opening and closing costs
|
(5.5)
|
2.9
|
-
|
(2.6)
|
Adjusted EBITDA
|
94.0
|
34.2
|
(0.6)
|
127.6
|
Depreciation, amortisation, loss on disposal,
impairment of fixed assets and lease modifications
|
(20.6)
|
(25.9)
|
(3.1)
|
(49.6)
|
Adjusted EBIT (Segment/operating
profit)
|
73.4
|
8.3
|
(3.7)
|
78.0
|
Net finance costs
|
(1.5)
|
(10.0)
|
-
|
(11.5)
|
Adjusted profit before
tax
|
71.9
|
(1.7)
|
(3.7)
|
66.5
|
Adjusted basic Earnings Per
Share
|
21.5p
|
|
|
19.8p
|
H1 FY24 Balance Sheet
£million
|
Pre-IFRS
16
|
IFRS 16
adjustments
|
Post-IFRS
16
|
Goodwill and intangibles
|
202.8
|
-
|
202.8
|
Property, plant and equipment
|
193.3
|
(7.8)
|
185.5
|
IFRS 16 right-of-use assets
|
-
|
402.6
|
402.6
|
Inventories
|
399.7
|
-
|
399.7
|
Trade and other receivables
|
34.4
|
(12.1)
|
22.3
|
Trade and other payables
|
(295.9)
|
45.2
|
(250.7)
|
IFRS 16 lease liabilities
|
-
|
(459.6)
|
(459.6)
|
Net cash
|
16.1
|
-
|
16.1
|
Other
|
(12.2)
|
9.3
|
(2.9)
|
Net assets
|
538.2
|
(22.4)
|
515.8
|