14 November 2024
FY25 Interim Results
Disciplined execution: volumes growing and well set up for the Golden Quarter
B&M European Value Retail S.A. ("the Group"), the
Highlights
Fascia performance1 |
Revenue £'m |
Revenue growth % |
Adjusted EBITDA2 (pre-IFRS 16) margin % |
|
||||
|
||||||||
|
||||||||
H1 FY25 |
H1 FY24 |
H1 FY25 |
H1 FY24 |
H1 FY25 |
H1 FY24 |
|
||
B&M |
|
|
|
|
|
|
|
|
2,121 |
2,045 |
3.7% |
8.1% |
11.3% |
11.5% |
|
||
B&M France |
|
|
|
|
|
|
|
|
247 |
232 |
6.8% |
26.1% |
6.9% |
7.8% |
|
||
Heron Foods |
|
|
|
|
|
|
|
|
276 |
272 |
1.1% |
17.0% |
6.7% |
6.6% |
|
· |
Group revenues increased by 3.7% to
|
· |
Opened 39 gross new stores across the Group in H1 (30 in B&M
|
· |
Group adjusted EBITDA2 (pre-IFRS 16) of
|
· |
Group adjusted operating profit2 of
|
· |
Post-tax free cash flow5 of
|
· |
To futureproof volume growth, a new
|
· |
Net debt7 to adjusted EBITDA2 (pre-IFRS 16) leverage ratio of 1.2x (H1 FY24: 1.1x). Net debt including leases was 2.5x (H1 FY24: 2.4x)
|
· |
Interim dividend6 of 5.3p per Ordinary Share will be paid on 13 December 2024 (H1 FY24: 5.1p)
|
· |
FY25 Group adjusted EBITDA2 (pre-IFRS 16) expected to be in the range of
|
· |
Smooth transition of executive team; succession plan in place for the retirement of the Group Trading Director in March 2025
|
· |
Formal review of the parent company's corporate domicile underway to simplify administrative processes and enable greater flexibility in returning capital to shareholders, including through share buybacks |
Alex Russo, Chief Executive, said:
In the first six months, we delivered Group adjusted EBITDA2 (pre-IFRS 16) up 2.0% to
Our product ranges across both grocery and general merchandise resonate very well with customers at a time when disposable incomes remain under pressure and the tax burden continues to increase. We have made significant progress over the last three months in general merchandise, particularly in Home, with the range strengthened and prices lowered further to drive volume market share.
Our new store opening programme is on track and performing exceptionally well. To futureproof this volume growth, I am pleased to announce that next year we will open a new imports centre in Ellesmere Port. This facility will manage inbound container flow and optimise the capacity of our five existing B&M
Our long-term ambition for the Group remains unchanged, in supporting customers with exceptional value. As we trade through the Golden Quarter, we are encouraged by recent volume momentum and remain focussed on delivering profitable, cash-generating growth for all of our shareholders.
Outlook and guidance
The business is well positioned for the Golden Quarter with its continued focus on price, product and standards. While the consumer environment remains uncertain, the Group has demonstrated it executes well in all trading environments.
With growing volume momentum, and with broadening strength in general merchandise, we are confident in our outlook for the second half and the full year. We anticipate full-year Group adjusted EBITDA2 (pre-IFRS 16) to be in the range of
Financial results (unaudited)
|
H1 FY25 |
H1 FY24 |
Change |
Group revenue |
|
|
3.7% |
Group adjusted EBITDA2 (pre-IFRS 16) |
|
|
2.0% |
Group adjusted EBITDA2 (pre-IFRS 16) margin % |
10.4% |
10.5% |
(18) bps |
Group adjusted operating profit2 |
|
|
(1.8)% |
Group statutory operating profit |
|
|
(14.6)% |
Group statutory operating profit margin % |
8.9% |
10.8% |
(190) bps |
Post-tax free cash flow5 |
|
|
(49.2)% |
Group cash generated from operations |
|
|
(14.1)% |
Group statutory profit before tax |
|
|
(23.8)% |
Adjusted (pre-IFRS 16) diluted EPS2 |
14.7p |
15.4p |
(4.8)% |
Statutory diluted EPS |
12.3p |
16.3p |
(24.9)% |
Ordinary dividends6 |
5.3p |
5.1p |
3.9% |
Notes:
1. References in this announcement to the B&M
2. Adjusted values are considered to be appropriate to exclude unusual, non-trading and/or non-recurring impacts on performance which therefore provides the user of the accounts with additional metrics to compare periods of account. See notes 3 and 4 of the financial information for further details.
3. Constant currency comparison involves restating the prior year Euro revenues using the same exchange rate as that used to translate the current year Euro revenues.
4. One-year like-for-like revenues relate to the B&M
5. Please see note 3 of the financial statements for more details and reconciliation to the Consolidated statement of cash flows. Statutory Group cash generated from operations was
6. Dividends are stated as gross amounts before deduction of Luxembourg withholding tax which is currently 15%.
7. Net debt comprises interest bearing loans and borrowings, overdrafts and cash and cash equivalents. Net debt was
Results Presentation
An in-person presentation for analysts in relation to these FY25 Interim Results will be held today at 09:30 am (
A simultaneous live audio webcast and presentation will be available via the B&M corporate website at:
Reports & Presentations l B&M Stores (bandmretail.com) for analysts and investors only.
A further call for North American investors only is scheduled today at 16:00 (GMT). To register please contact Dave McCarthy via email at dave.mccarthy@bmstores.co.uk
Enquiries
B&M European Value Retail S.A.
For further information please contact: +44 (0) 151 728 5400 Ext 6363
Alex Russo, Chief Executive Officer
Mike Schmidt, Chief Financial Officer
Dave McCarthy, Head of Investor Relations
Investor.relations@bandmretail.com
Media
For media please contact:
Sam Cartwright, H-advisors, sam.cartwright@h-advisors.global +44 (0) 7827 254 561
Jonathan Cook, H-advisors, jonathan.cook@h-advisors.global +44 (0) 7730 777 865
Disclaimer
This announcement contains statements which are or may be deemed to be 'forward-looking statements'. Forward-looking statements involve risks and uncertainties because they relate to events and depend on events or circumstances that may or may not occur in the future. All forward-looking statements in this announcement reflect the Company's present view with respect to future events as at the date of this announcement. Forward-looking statements are not guarantees of future performance and actual results in future periods may and often do differ materially from those expressed in forward-looking statements. Except where required by law or the Listing Rules of the
About B&M European Value Retail S.A.
B&M European Value Retail S.A. is a variety retailer with 764 stores in the
The B&M Group was founded in 1978 and listed on the London Stock Exchange in June 2014. For more information, please visit www.bandmretail.com
Chief Executive's review
I am pleased to report another period of good performance following a record-setting prior year that featured a particularly strong first half. This is a good position to reflect on the journey that the Group has been on over the last five years and assess the significant opportunity for profitable growth in the years ahead. Today the Group is structurally bigger and stronger compared to FY20, with revenues over 40% higher than the last pre-pandemic year. We will continue to deliver profitable, cash-generating growth across the
We will remain disciplined and focused on our key fundamentals - price, product and standards. Momentum has built through the first six months and we exited with a clean stock position and a business well set up for the Golden Quarter. In the first half, despite the unseasonal weather and timing of Easter, we delivered volume-led Group sales growth of 3.7% overall, with second quarter sales growth increasing to 5.8%. The store rollout programme is on track across the Group as we opened 39 gross new stores. Group adjusted EBITDA2 (pre-IFRS 16) rose 2.0% to
The Group's long-term outlook is strong. Our balanced operations in buying, logistics, and retail drive efficiency, ensure excellent customer availability, and yield best-in-class returns on investment. In the
Growth strategy update
The growth fundamentals of the Group are strong and the business is run in a highly disciplined manner focused on pricing integrity, product and operational standards which will continue to generate a high quality of earnings in the short and long-term.
We pride ourselves on our EDLP approach that avoids the cost and complexities of high-low pricing and loyalty schemes. We are very confident in our absolute and relative price position, which for B&M
We maintain discipline on our SKU count across both FMCG and general merchandise. In FMCG, B&M stocks 4,500 lines of best-selling branded products, which are largely ambient grocery items. Our 5,500 general merchandise products are trend-led and change seasonally as we drive the return on space in our stores. The quality of our ranges has improved significantly over the last five years which has helped broaden the appeal, particularly in Home categories. This strengthening of our product offer over the last three months coupled with low, sharp prices provides our customers with outstanding value. Our selection has never looked better which is translating into momentum in general merchandise, particularly in Q2.
Store standards remains a constant focus of the business with the B&M
Our new stores are performing exceptionally well. We plan to open 45 B&M
Our long-term goal is to reach not less than 1,200 B&M
In
We are now well into the third year of demonstrating sustained higher post-pandemic financial performance. Structural factors have improved our revenue and gross margin, sustainably supporting our long-term B&M
In summary, gross margin depends on three factors: purchase price, selling price and mix. We buy more, we sell more, and we serve a higher number of customers than ever before. It is this sales growth in B&M
Competitive position
The growth of discounting remains strong across the
People
Our colleagues remain as committed as ever and are critical to the future success of the Group and I thank them all for their contributions and hard work. Many of our colleagues, particularly store colleagues, grow with the company - from customer service assistant to store manager and beyond. We develop our teams within the business and promote hard working and ambitious people across all functions. This is key to the long-term success of B&M and is something that I am passionate about.
Succession plans are in place for the leadership of the trading function at B&M
Bobby will be succeeded by Gareth Bilton and this handover is already well progressed. Gareth has over 25 years experience at B&M and he leads a strong and experienced buying and merchandising team. James Kew has been appointed Retail Director at B&M
I believe in internal talent progression, and both Gareth and James are great examples of leaders who understand the B&M culture. I wish them both well for the future.
Redomicile
The Group has commenced a formal review of options to relocate the parent company's corporate domicile, to simplify administrative processes and enable greater flexibility in returning capital to shareholders, including through share buybacks. The project, which is being undertaken in conjunction with external advisers, is at an early stage and there can be no certainty that any change will ultimately be implemented. The Group intends to retain its
Alex Russo
Chief Executive Officer
13 November 2024
Financial review
Group
£'m |
H1 FY25 |
H1 FY24 |
YoY Change |
Revenue |
2,644 |
2,549 |
3.7% |
Gross profit |
996 |
941 |
5.9% |
% |
37.7% |
36.9% |
78 bps |
Adjusted operating costs |
(721) |
(672) |
7.4% |
Adjusted EBITDA1 (pre-IFRS 16) |
274 |
269 |
2.0% |
% |
10.4% |
10.5% |
(18) bps |
Depreciation and amortisation (pre-IFRS 16) |
(44) |
(40) |
10.1% |
Operating impact of IFRS 16* |
28 |
34 |
(17.6)% |
Adjusted operating profit1 |
258 |
263 |
(1.8)% |
Adjusting items1 |
(23) |
12 |
(298.8)% |
Statutory operating profit |
235 |
275 |
(14.6)% |
Finance costs relating to right-of-use assets |
(38) |
(32) |
17.3% |
Other net finance costs |
(28) |
(21) |
35.6% |
Statutory profit before tax |
169 |
222 |
(23.8)% |
*includes depreciation on right-of-use assets of
Group revenues for the 26 weeks ended 28 September 2024 increased by 3.7%, (3.9% on a constant currency basis2), with growth across all fascias. Q1 delivered 2.9% total sales growth and momentum built into Q2 with 5.8% total sales growth. In B&M
Group gross profit increased by 5.9% year-on-year (YoY) with a particularly strong trading margin performance in B&M
Group adjusted operating costs on an underlying basis4 grew by 7.0% to
Group adjusted EBITDA2 (pre-IFRS 16) increased by 2.0% to
Group adjusted operating profit2 decreased by 1.8%. Total depreciation and amortisation grew by 7.3% to
Adjusting items2 were a net charge of
Statutory operating profit decreased by 14.6%, primarily reflecting the impact of adjusting items mentioned above.
Excluding IFRS 16, net finance costs increased by
B&M
In B&M
Our trading gross margin rose 66 bps year-on-year to 36.7% from 36.0%. This reflected favourable freight rates, mix effects, and from strong sell-through in general merchandise which generated minimal markdown activity. Statutory gross margin increased 82 bps to 37.6% from 36.8%, with the difference to trading gross margin reflecting principally foreign exchange derivative accounting.
There were 30 gross (23 net) new stores openings in H1, representing significant progress to the full financial year target of at least 45 new stores. These new stores are trading well across a diverse range of locations.
Return on investment for our store opening programme remains in-line with our expectations of an average payback of 1 year - inclusive of net working capital and all operating expenses. Analysing the most recent openings that have had a full financial year of trading, specifically a cohort of 35 stores that opened between April 2022 and September 2023, we invested
In addition to revenue generated in-store, B&M
Adjusted operating costs on an underlying basis4 increased by 7.3% to
Adjusted EBITDA1 (pre-IFRS 16) increased by 2.4% to
Statutory profit before interest and tax for the period was
B&M France
In
The business is on track to open 11 new stores by the end of the financial year, with 5 opened in H1 FY25.
Adjusted operating costs on an underlying basis4 increased by
Adjusted EBITDA1 (pre-IFRS 16) decreased to
Statutory profit before interest and tax for the period was
Heron Foods
Our discount convenience offering, Heron Foods, performed resiliently generating revenues of
Adjusted operating costs on an underlying basis4 remained flat at
Heron opened 4 gross (3 net) new stores in the period and remains on track to open between 18 and 20 in total for the full year.
Adjusted (pre-IFRS 16) EBITDA1 increased by 2.4% to
Statutory profit before interest and tax for the period was
Post-tax free cash flow6, capital expenditure and leverage
Post-tax free cash flow6 of
Group net capital expenditure, excluding IFRS 16 right-of-use asset additions, was
Net debt7 to last-twelve-months adjusted EBITDA1 (pre-IFRS 16) is at 1.2x at the end of H1 FY24 (H1 FY24: 1.1x), maintaining the ratio within the lower half of our target range, despite additional stock build up. Incorporating IFRS 16, net debt to last twelve-months adjusted EBITDA was 2.5x (H1 FY24: 2.4x).
Dividend
The Group has previously paid ordinary dividends at 30-40% of adjusted (pre-IFRS 16) retained profit per annum, in-line with our capital allocation policy which has remained unchanged since our IPO in 2014.
In recent years, the Group has consistently paid at the top end of this range, reflecting our robust financial position and strong cash generation that is underpinned by our disciplined approach to capital investment and working capital. These ordinary dividends have been also supplemented by additional special dividends typically announced following the end of Christmas peak trading.
In total, the Group has returned over
An interim dividend of 5.3p8 per Ordinary Share will therefore be paid on 13 December 2024 to shareholders on the register at 22 November 2024. The ex-dividend date will be 21 November 2024. The dividend payment will be subject to a deduction of Luxembourg withholding tax of 15%.
Shareholders and Depository Interest holders can obtain further information on the methods of receiving their dividends on our website or by visiting the website of our Registrar, Capita Asset Services at www.capitashareportal.com.
Financial Guidance
As previously communicated in FY24, we have adopted a revised approach to guidance and current trading disclosures across our financial calendar. At our preliminary annual results we provide broad guidance for the upcoming financial year. Alongside our interim results in November, we provide a narrow guidance range for Group adjusted EBITDA1 (pre-IFRS 16) and also Group adjusted operating profit1. We feel that Group trading performance is best assessed over meaningful periods of at least 13 weeks, so we will not provide current trading updates in either the preliminary results or interim results. Instead, trading updates are given in scheduled Q1, Q3 (Golden Quarter) and Q4 pre-close statements. This approach is unchanged from that shared in November 2023.
As outlined in the CEO review, the Directors expect Group adjusted EBITDA1 (pre IFRS-16) of between
We have consciously built our Autumn/Winter stock-holding early to remove the risk of supply chain disruption. This will normalise by the end of the financial year, with inventory growth reflecting the Group's additional stores, Easter timing differences and the current two-week longer container shipping times. Partially mitigating this growth, our working capital will benefit from a normalisation of the timing of VAT payments, meaning that we expect growth in working capital for the full financial year to be no more than
We also have announced plans for B&M
Principal risks and uncertainties
The principal risks and uncertainties faced by the Group remain those as set out on page 23 to 29 of our Annual Report and Financial Statement 2024: supply chain; competition; economic environment; regulation and compliance; international expansion; political uncertainty; IT systems, cyber security and business continuity; key management reliance and store expansion. During the period the Group's Directors considered whether the risk exposure had changed in any of the identified areas, and whether the Group was exposed to new risks. The Directors noted an increase in risks on supply chain given escalating global political tension and continued Red Sea disruption, and also from regulation and compliance however felt that neither of these increases materially changed the Group's risk profile.
Mike Schmidt
Chief Financial Officer
13 November 2024
Notes:
1. Adjusted values are considered to be appropriate to exclude unusual, non-trading and/or non-recurring impacts on performance which therefore provides the user of the accounts with additional metrics to compare periods of account. See notes 3 and 4 of the financial information for further details.
2. Constant currency comparison involves restating the prior year Euro revenues using the same exchange rate as that used to translate the current year Euro revenues.
3. One-year like-for-like revenues relate to the B&M
4. Adjusted operating expenses on an underlying basis excludes foreign exchange, one-off income, depreciation and amortisation. This adjusted measure is considered a more meaningful metric to the users of the accounts as this is the cost base used by management to commercially monitor performance. Group non-underlying items include B&M
5. References in this announcement to the B&M
6. Please see note 3 of the financial statements for more details and reconciliation to the Consolidated statement of cash flows. Statutory Group cash generated from operations was
7. Net debt comprises interest bearing loans and borrowings, overdrafts and cash and cash equivalents. Net debt was
8. Dividends are stated as gross amounts before deduction of Luxembourg withholding tax which is currently 15%.
Condensed Consolidated Statement of Comprehensive Income
|
|
26 weeks ended 28 September 2024 |
26 weeks ended 23 September 2023 |
53 weeks ended 30 March 2024 |
|
Note |
£'m |
£'m |
£'m |
|
|
|
|
|
Revenue |
2 |
2,644 |
2,549 |
5,484 |
|
|
|
|
|
Cost of sales |
|
(1,648) |
(1,608) |
(3,449) |
|
|
|
|
|
Gross profit |
|
996 |
941 |
2,035 |
|
|
|
|
|
Administrative expenses |
|
(761) |
(666) |
(1,427) |
|
|
|
|
|
Operating profit |
3 |
235 |
275 |
608 |
|
|
|
|
|
Share of losses in associates |
|
- |
- |
(1) |
|
|
|
|
|
Profit on ordinary activities before interest and tax |
|
235 |
275 |
607 |
|
|
|
|
|
Finance costs on lease liabilities |
|
(38) |
(32) |
(69) |
Other finance costs |
|
(30) |
(22) |
(50) |
Finance income |
|
2 |
1 |
10 |
|
|
|
|
|
Profit on ordinary activities before tax |
|
169 |
222 |
498 |
|
|
|
|
|
Income tax expense |
5 |
(46) |
(58) |
(131) |
|
|
|
|
|
Profit for the period |
|
123 |
164 |
367 |
|
|
|
|
|
Other comprehensive income for the period |
|
|
|
|
Items that may be subsequently reclassified to profit or loss: |
|
|
|
|
Exchange differences on retranslation of subsidiaries and associates |
|
(2) |
(1) |
(3) |
Fair value movements recorded in the hedging reserve |
|
(28) |
1 |
(22) |
Tax effect of other comprehensive income |
|
6 |
(2) |
1 |
Total other comprehensive income |
|
(24) |
(2) |
(24) |
|
|
|
|
|
Total comprehensive income for the period |
|
99 |
162 |
343 |
|
|
|
|
|
Earnings per share |
|
|
|
|
Basic earnings attributable to ordinary equity holders (pence) |
4 |
12.3 |
16.4 |
36.6 |
Diluted earnings attributable to ordinary equity holders (pence) |
4 |
12.3 |
16.3 |
36.5 |
|
|
|
|
|
All profit and other comprehensive income is attributable to the owners of the parent.
The accompanying accounting policies and notes form an integral part of these condensed consolidated financial statements.
Condensed Consolidated Statement of Financial Position
Assets |
Note |
28 September 2024 £'m |
Restated* 23 September 2023 £'m |
30 March 2024 £'m |
Non-current |
|
|
|
|
Goodwill |
|
920 |
921 |
921 |
Intangible assets |
|
121 |
124 |
121 |
Property, plant and equipment |
|
439 |
383 |
421 |
Right-of-use assets |
|
1,103 |
1,052 |
1,101 |
Investments in associates |
|
5 |
8 |
5 |
Other receivables |
|
8 |
5 |
5 |
Other financial assets |
|
- |
- |
1 |
Deferred tax asset |
|
5 |
3 |
4 |
|
|
2,601 |
2,496 |
2,579 |
Current |
|
|
|
|
Cash and cash equivalents |
|
185 |
224 |
182 |
Inventories |
|
1,007 |
856 |
776 |
Trade and other receivables |
|
79 |
103 |
76 |
Other current financial assets |
|
- |
12 |
4 |
Income tax receivable |
|
14 |
15 |
8 |
|
|
1,285 |
1,210 |
1,046 |
|
|
|
|
|
Total assets |
|
3,886 |
3,706 |
3,625 |
|
|
|
|
|
Equity |
|
|
|
|
Share capital |
6 |
(100) |
(100) |
(100) |
Share premium |
|
(2,484) |
(2,480) |
(2,481) |
Retained earnings |
|
(151) |
(171) |
(125) |
Hedging reserve |
|
29 |
(4) |
10 |
Legal reserve |
|
(10) |
(10) |
(10) |
Merger reserve |
|
1,979 |
1,979 |
1,979 |
Foreign exchange reserve |
|
(5) |
(9) |
(7) |
|
|
(742) |
(795) |
(734) |
Non-current liabilities |
|
|
|
|
Interest-bearing loans and borrowings |
7 |
(728) |
(873) |
(881) |
Lease liabilities |
|
(1,184) |
(1,128) |
(1,187) |
Deferred tax liabilities |
|
(12) |
(20) |
(25) |
Other financial liabilities |
|
(3) |
- |
(0) |
Provisions |
|
(4) |
(4) |
(4) |
|
|
(1,931) |
(2,025) |
(2,097) |
Current liabilities |
|
|
|
|
Interest-bearing loans and borrowings |
7 |
(236) |
(43) |
(29) |
Trade and other payables |
|
(724) |
(644) |
(572) |
Lease liabilities |
|
(195) |
(182) |
(170) |
Other financial liabilities |
|
(46) |
(3) |
(10) |
Income tax payable |
|
(6) |
(7) |
(7) |
Provisions |
|
(6) |
(7) |
(6) |
|
|
(1,213) |
(886) |
(794) |
|
|
|
|
|
Total liabilities |
|
(3,144) |
(2,911) |
(2,891) |
|
|
|
|
|
Total equity and liabilities |
|
(3,886) |
(3,706) |
(3,625) |
|
|
|
|
|
* The statement of financial position has been restated for September 2023 to reflect a change in the presentation of deferred tax, see note 1 for further details.
The accompanying accounting policies and notes form an integral part of this financial information. The condensed financial statements were approved by the Board of Directors on 13 November 2024 and signed on their behalf by:
A. Russo, Chief Executive Officer.
Condensed Consolidated Statement of Changes in Shareholders' Equity
|
Share capital |
Share premium |
Retained earnings |
Hedging reserve |
Legal reserve |
Merger reserve |
Foreign exchange reserve |
Total equity |
|
£'m |
£'m |
£'m |
£'m |
£'m |
£'m |
£'m |
£'m |
|
|
|
|
|
|
|
|
|
Balance at 25 March 2023 |
100 |
2,478 |
104 |
(3) |
10 |
(1,979) |
10 |
720 |
|
|
|
|
|
|
|
|
|
Ordinary dividend payments to owners |
- |
- |
(96) |
- |
- |
- |
- |
(96) |
Effect of share options |
0 |
2 |
(1) |
- |
- |
- |
- |
1 |
Total for transactions with owners |
0 |
2 |
(97) |
- |
- |
- |
- |
(95) |
|
|
|
|
|
|
|
|
|
Profit for the period |
- |
- |
164 |
- |
- |
- |
- |
164 |
Other comprehensive income |
- |
- |
- |
(1) |
- |
- |
(1) |
(2) |
Total comprehensive income for the period |
- |
- |
164 |
(1) |
- |
- |
(1) |
162 |
|
|
|
|
|
|
|
|
|
Hedging gains & losses reclassified as inventory |
- |
- |
- |
8 |
- |
- |
- |
8 |
|
|
|
|
|
|
|
|
|
Balance at 23 September 2023 |
100 |
2,480 |
171 |
4 |
10 |
(1,979) |
9 |
795 |
|
|
|
|
|
|
|
|
|
Ordinary dividends declared |
- |
- |
(51) |
- |
- |
- |
- |
(51) |
Special dividend payments to owners |
- |
- |
(201) |
- |
- |
- |
- |
(201) |
Effect of share options |
- |
1 |
2 |
- |
- |
- |
- |
3 |
Total for transactions with owners |
- |
1 |
(250) |
- |
- |
- |
- |
(249) |
|
|
|
|
|
|
|
|
|
Profit for the period |
- |
- |
203 |
- |
- |
- |
- |
203 |
Other comprehensive income |
- |
- |
1 |
(21) |
- |
- |
(2) |
(22) |
Total comprehensive income for the period |
- |
- |
204 |
(21) |
- |
- |
(2) |
181 |
|
|
|
|
|
|
|
|
|
Hedging gains & losses reclassified as inventory |
- |
- |
- |
7 |
- |
- |
- |
7 |
Hedging gains & losses reclassified as finance costs |
- |
- |
- |
0 |
- |
- |
- |
0 |
|
|
|
|
|
|
|
|
|
Balance at 30 March 2024 |
100 |
2,481 |
125 |
(10) |
10 |
(1,979) |
7 |
734 |
|
|
|
|
|
|
|
|
|
Ordinary dividend payments to owners |
- |
- |
(96) |
- |
- |
- |
- |
(96) |
Effect of share options |
0 |
3 |
(1) |
- |
- |
- |
- |
2 |
Total for transactions with owners |
0 |
3 |
(97) |
- |
- |
- |
- |
(94) |
|
|
|
|
|
|
|
|
|
Profit for the period |
- |
- |
123 |
- |
- |
- |
- |
123 |
Other comprehensive income |
- |
- |
- |
(22) |
- |
- |
(2) |
(24) |
Total comprehensive income for the period |
- |
- |
123 |
(22) |
- |
- |
(2) |
99 |
|
|
|
|
|
|
|
|
|
Hedging gains & losses reclassified as inventory |
- |
- |
- |
3 |
- |
- |
- |
3 |
Hedging gains & losses reclassified as finance costs |
- |
- |
- |
0 |
- |
- |
- |
0 |
|
|
|
|
|
|
|
|
|
Balance at 28 September 2024 |
100 |
2,484 |
151 |
(29) |
10 |
(1,979) |
5 |
742 |
The accompanying accounting policies and notes form an integral part of these consolidated financial statements.
Condensed Consolidated Statement of Cash Flows
|
|
28 September |
26 weeks 23 September 2023 |
53 weeks ended 30 March 2024 |
|
Note |
£'m |
£'m |
£'m |
Cash flows from operating activities |
|
|
|
|
Cash generated from operations |
8 |
303 |
352 |
862 |
Income tax paid |
|
(61) |
(58) |
(116) |
Net cash flows from operating activities |
|
242 |
294 |
746 |
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
Purchase of property, plant and equipment |
|
(74) |
(43) |
(123) |
Purchase of intangible assets |
|
(1) |
(6) |
(3) |
Proceeds from the sale of property, plant and equipment |
|
16 |
1 |
2 |
Finance income received |
|
2 |
1 |
5 |
Dividend income from associates |
|
- |
- |
1 |
Net cash flows from investing activities |
|
(57) |
(47) |
(118) |
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
Net receipt of Group revolving credit facilities |
7 |
45 |
40 |
25 |
Repayment of old bank loan facilities |
7 |
- |
(300) |
(300) |
Receipt of new bank loan facilities |
7 |
- |
225 |
225 |
Repayment of corporate bonds |
7 |
- |
- |
(239) |
Receipt due to newly issued corporate bonds |
7 |
- |
- |
250 |
Net receipt/(repayment) of French facilities |
7 |
9 |
(2) |
3 |
Repayment of the principal in relation to right-of-use assets |
|
(72) |
(71) |
(171) |
Payment of interest in relation to right-of-use assets |
|
(38) |
(32) |
(69) |
Fees on refinancing |
7 |
- |
(3) |
(15) |
Other finance costs paid |
|
(28) |
(21) |
(41) |
Dividends paid to owners of the parent |
|
(96) |
(96) |
(348) |
Net cash flows from financing activities |
|
(180) |
(260) |
(680) |
|
|
|
|
|
Effects of exchange rate changes on cash and cash equivalents |
|
(2) |
(0) |
(3) |
|
|
|
|
|
Net increase/(decrease) in cash and cash equivalents |
|
3 |
(13) |
(55) |
Cash and cash equivalents at the beginning of the period |
|
182 |
237 |
237 |
Cash and cash equivalents at the end of the period |
|
185 |
224 |
182 |
|
|
|
|
|
Cash and cash equivalents comprise: |
|
|
|
|
Cash at bank and in hand |
|
185 |
224 |
182 |
Overdrafts |
|
- |
- |
- |
|
|
185 |
224 |
182 |
The accompanying accounting policies and notes form an integral part of these consolidated financial statements.
Notes to the financial information
1 General information and basis of preparation
The results for the first half of the financial year have not been audited and are prepared on the basis of the accounting policies set out in the Group's last set of consolidated accounts released by the ultimate controlling party, B&M European Value Retail S.A. (the "company"), a company listed on the London Stock Exchange and incorporated in Luxembourg.
The financial information has been prepared in accordance with the Disclosure and Transparency Rules of the Financial Conduct Authority (DTR) and with International Accounting Standard (IAS) 34 'Interim Financial Reporting' as endorsed by the European Union.
The Group's trade is general retail, with trading taking place in the
The principal accounting policies have remained unchanged from the prior financial information for the Group for the period to 30 March 2024.
The financial statements for B&M European Value Retail S.A. for the 53 weeks to 30 March 2024 have been reported on by the Group auditor and filed with the Luxembourg Registrar of Companies. The audit report was unqualified.
The consolidated interim financial statements are presented in pounds sterling and all values are rounded to the nearest million (£'m), except when otherwise indicated.
This consolidated financial information does not constitute statutory financial statements.
Restatement of the Consolidated statement of financial position
Following the amendments made to IAS 12 'Income Taxes' by the IASB in the paper 'Deferred Tax related to Assets and Liabilities arising from a Single Transaction - Amendments to IAS 12', the Group has restated it's deferred tax balances which arise from the differences between our statutory reporting and local tax treatment of leases.
Under the amendments the Group is required to separately record deferred tax assets and deferred tax liabilities on each component of the overall balance sheet difference, where previously the Group had reported a net position. So, for any one lease there will be a separate deferred tax asset relating to the difference arising from the lease liability, and a separate deferred tax liability relating to the difference arising from the right-of-use asset.
In carrying out this review it was also noted that under IAS 12 the Group should net deferred tax assets and liabilities where we have a legally enforceable right to do so and where they relate to income taxes levied by the same tax authority. This has resulted in a restatement to our Consolidated statement of financial position as follows;
|
As previously reported |
As restated |
|
£'m |
£'m |
|
|
|
Deferred tax asset |
27 |
3 |
Deferred tax liability |
(44) |
(20) |
As the restatement is a net-off of the deferred tax asset and deferred tax liability position, the net position remains unchanged. As such, there is no impact on the Consolidated statement of comprehensive income, Consolidated statement of changes in shareholders' equity or the Consolidated statement of cash flows.
Basis of consolidation
This Group financial information consolidates the financial information of the company and its subsidiary undertakings, together with the Group's share of the net assets and results of associated undertakings, for the period from 31 March 2024 to 28 September 2024. Acquisitions of subsidiaries are dealt with by the acquisition method of accounting. The results of companies acquired are included in the consolidated statement of comprehensive income from the acquisition date.
Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.
Specifically, the Group controls an investee if and only if the Group has:
· Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee)
· Exposure, or rights, to variable returns from its involvement with the investee, and
· The ability to use its power over the investee to affect its returns
When the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:
· The contractual arrangement with the other vote holders of the investee
· Rights arising from other contractual arrangements
· The Group's voting rights and potential voting rights
The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the statement of comprehensive income from the date the Group gains control until the date the Group ceases to control the subsidiary, excluding the situations as outlined in the basis of preparation.
Going concern
As a value retailer, the Group is well placed to withstand volatility within the economic environment. The Group's forecasts and projections, taking into account reasonably possible changes in trading performance, show that the Group will trade within its current banking facilities.
In assessing the Group's going concern at the half year, scenarios in relation to the Group's principal risks, as disclosed in the FY24 annual report, have still been considered appropriate and relevant. The Directors have also considered the Group's current cash position, the repayment profile of its obligations, its financial covenants and the resilience of its 12-month cash flow forecast to a series of severe but plausible downside scenarios. Having considered these factors the Board is satisfied the Group has adequate resources to continue its successful growth.
Consequently, the Directors are confident that the Group and Company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.
Critical judgments and key sources of estimation uncertainty
There are no significant changes to the items listed in the 2024 Annual Report.
2 Segmental information
IFRS 8 ('Operating segments') requires the Group's segments to be identified on the basis of internal reports about the components of the Group that are regularly reviewed by the chief operating decision maker to assess performance and allocate resources across each reporting segment.
The chief operating decision maker has been identified as the executive directors who monitor the operating results of the retail segments for the purpose of making decisions about resource allocation and performance assessment.
For management purposes, the Group is organised into three operating segments,
Items that fall into the corporate category, which is not a separate segment but is presented to reconcile the balances to those presented in the main statements, include those related to the Luxembourg or associate entities, Group financing, corporate transactions, any tax adjustments and items we consider to be adjusting (see note 3).
The average euro rate for translation purposes was
26 week period to 28 September 2024 |
B&M |
Heron |
B&M |
Corporate |
Total |
|
£'m |
£'m |
£'m |
£'m |
£'m |
|
|
|
|
|
|
Revenue |
2,121 |
276 |
247 |
- |
2,644 |
|
|
|
|
|
|
EBITDA (note 3) |
330 |
24 |
39 |
(24) |
369 |
Depreciation and amortisation |
(102) |
(11) |
(21) |
- |
(134) |
Profit/(loss) before interest and tax |
228 |
13 |
18 |
(24) |
235 |
Net finance expense |
(26) |
(1) |
(8) |
(31) |
(66) |
Income tax (charge)/credit |
(53) |
(3) |
(3) |
13 |
(46) |
Segment profit/(loss) |
149 |
9 |
7 |
(42) |
123 |
|
|
|
|
|
|
Total assets |
3,158 |
293 |
410 |
25 |
3,886 |
Total liabilities |
(1,673) |
(118) |
(306) |
(1,047) |
(3,144) |
Capital expenditure* |
(62) |
(6) |
(7) |
- |
(75) |
26 week period to 23 September 2023 |
B&M |
Heron |
B&M |
Corporate |
Total |
|
£'m |
£'m |
£'m |
£'m |
£'m |
|
|
|
|
|
|
Revenue |
2,045 |
272 |
232 |
- |
2,549 |
|
|
|
|
|
|
EBITDA (note 3) |
324 |
26 |
39 |
10 |
399 |
Depreciation and amortisation |
(94) |
(11) |
(19) |
- |
(124) |
Profit before interest and tax |
230 |
15 |
20 |
10 |
275 |
Net finance expense |
(23) |
(1) |
(7) |
(22) |
(53) |
Income tax (charge)/credit |
(53) |
(4) |
(3) |
2 |
(58) |
Segment profit/(loss) |
154 |
10 |
10 |
(10) |
164 |
|
|
|
|
|
|
Total assets |
3,001 |
281 |
386 |
38 |
3,706 |
Total liabilities |
(1,543) |
(122) |
(287) |
(959) |
(2,911) |
Capital expenditure* |
(37) |
(6) |
(6) |
- |
(49) |
53 week period to 30 March 2024 |
B&M |
Heron |
B&M |
Corporate |
Total |
|
£'m |
£'m |
£'m |
£'m |
£'m |
|
|
|
|
|
|
Revenue |
4,410 |
560 |
514 |
- |
5,484 |
|
|
|
|
|
|
EBITDA (note 3) |
743 |
50 |
89 |
(17) |
865 |
Depreciation and amortisation |
(195) |
(23) |
(40) |
- |
(258) |
Profit/(loss) before interest and tax |
548 |
27 |
49 |
(17) |
607 |
Net finance expense |
(48) |
(1) |
(14) |
(46) |
(109) |
Income tax (charge)/credit |
(127) |
(6) |
(9) |
11 |
(131) |
Segment profit/(loss) |
373 |
20 |
26 |
(52) |
367 |
|
|
|
|
|
|
Total assets |
2,905 |
284 |
413 |
23 |
3,625 |
Total liabilities |
(1,491) |
(119) |
(307) |
(974) |
(2,891) |
Capital expenditure* |
(97) |
(15) |
(14) |
- |
(126) |
* Capital expenditure includes both tangible and intangible capital
Revenue is disaggregated geographically as follows:
Period to |
26 weeks ended 28 September 2024 |
26 weeks ended 23 September 2023 |
53 weeks ended 30 March 2024 |
|
£'m |
£'m |
£'m |
|
|
|
|
Revenue due to |
2,397 |
2,317 |
4,970 |
Revenue due to French operations |
247 |
232 |
514 |
Overall revenue |
2,644 |
2,549 |
5,484 |
Non-current assets (excluding deferred tax) are disaggregated geographically as follows:
As at |
28 September 2024 |
23 September 2023 |
30 March 2024 |
|
£'m |
£'m |
£'m |
|
|
|
|
|
2,341 |
2,246 |
2,315 |
French operations |
250 |
239 |
254 |
Luxembourg operations |
5 |
8 |
5 |
Overall |
2,596 |
2,493 |
2,574 |
The Group operates small wholesale operations, with the relevant disaggregation of revenue as follows:
Period to |
26 weeks ended 28 September 2024 |
26 weeks ended 23 September 2023 |
53 weeks ended 30 March 2024 |
|
£'m |
£'m |
£'m |
|
|
|
|
Revenue due to sales made in stores |
2,630 |
2,534 |
5,454 |
Revenue due to wholesale activities |
14 |
15 |
30 |
Overall revenue |
2,644 |
2,549 |
5,484 |
3 Reconciliation of non-IFRS measures from the statement of comprehensive income
The Group reports a selection of alternative performance measures as detailed below. The Directors believe that these measures provide additional information that is useful to the users of the accounts.
EBITDA, adjusted EBITDA, adjusted operating profit and adjusted profit are non-IFRS measures and therefore we provide a reconciliation of these amounts to the statement of comprehensive income below.
Period to |
26 weeks ended 28 September 2024 |
26 weeks ended 23 September 2023 |
53 weeks ended 30 March 2024 |
|
£'m |
£'m |
£'m |
|
|
|
|
Profit on ordinary activities before interest and tax |
235 |
275 |
607 |
Add back depreciation and amortisation |
134 |
124 |
258 |
EBITDA |
369 |
399 |
865 |
Costs in relation to the acquisition of Wilko stores |
2 |
- |
9 |
Group Trading Director accrual |
2 |
- |
- |
Reverse the fair value and foreign exchange impact of derivatives yet to mature |
19 |
(12) |
(2) |
Foreign exchange on intercompany balances |
(0) |
0 |
0 |
Adjusted EBITDA |
392 |
387 |
872 |
Depreciation and amortisation |
(134) |
(124) |
(258) |
Adjusted operating profit |
258 |
263 |
614 |
Interest costs related to lease liabilities |
(38) |
(32) |
(69) |
Net other finance costs |
(28) |
(21) |
(44) |
Adjusted profit before tax |
192 |
210 |
501 |
Adjusted tax |
(54) |
(55) |
(132) |
Adjusted profit for the period |
138 |
155 |
369 |
Adjusted EBITDA (pre-IFRS 16), adjusted operating profit (pre-IFRS 16) and adjusted profit (pre-IFRS 16) are calculated as follows. These are the statements of adjusted profit that excludes the effects of IFRS 16.
Period to |
26 weeks ended 28 September 2024 |
26 weeks ended 23 September 2023 |
53 weeks ended 30 March 2024 |
|
£'m |
£'m |
£'m |
|
|
|
|
EBITDA (above) |
369 |
399 |
865 |
Remove effects of IFRS 16 on EBITDA |
(118) |
(118) |
(243) |
EBITDA (pre-IFRS 16) |
251 |
281 |
622 |
Adjusting items (above) |
23 |
(12) |
7 |
Adjusted EBITDA (pre-IFRS 16) |
274 |
269 |
629 |
Pre-IFRS 16 depreciation and amortisation |
(44) |
(40) |
(82) |
Adjusted operating profit (pre-IFRS 16) |
230 |
229 |
547 |
Net other finance costs |
(28) |
(21) |
(44) |
Adjusted profit before tax (pre-IFRS 16) |
202 |
208 |
503 |
Adjusted tax |
(54) |
(53) |
(133) |
Adjusted profit for the period (pre-IFRS 16) |
148 |
155 |
370 |
The effects of IFRS 16 on EBITDA caption reflects the difference between IAS 17 and IFRS 16 accounting and largely consists of the additional rent expense the Group would have incurred under the IAS 17 standard.
Adjusting items are the fair value and foreign exchange impact of derivatives yet to mature, the foreign exchange impact of the retranslation of intercompany balances and significant project gains or losses which may be included if incurred, as they have been this half year in relation to the acquisition of several Wilko store leases, and the Group Trading Director accrual.
The Group Trading Director accrual represents the portion of the previously announced retention agreement that relates to the period following the commencement of the Group Trading Director succession plan and that is required to be accounted for in the current reporting period. It is considered by management to be an adjusting item as it is material and one-off in nature and does not relate to the ongoing trade of the Group.
Adjusted tax represents the tax charge per the statement of comprehensive income as adjusted only for the effects of the adjusting items detailed above.
Net other finance costs reconcile to finance costs in the statement of comprehensive income as follows:
Period to |
26 weeks ended 28 September 2024 |
26 weeks ended 23 September 2023 |
53 weeks ended 30 March 2024 |
|
£'m |
£'m |
£'m |
|
|
|
|
Other finance costs from the statement of comprehensive income |
(30) |
(22) |
(50) |
Finance income from the statement of comprehensive income |
2 |
1 |
10 |
Remove adjusted finance costs |
- |
- |
(4) |
Net other finance costs |
(28) |
(21) |
(44) |
In the prior year, on 23 November 2023, the Group refinanced part of its previous
The tables below give the reconciliation between the profit/(loss) before interest and tax and adjusted EBITDA (pre-IFRS 16) by segment:
26-week period to 28 September 2024 |
B&M |
Heron |
B&M |
Corporate |
Total |
|
£'m |
£'m |
£'m |
£'m |
£'m |
|
|
|
|
|
|
Profit/(loss) before interest and tax |
228 |
13 |
18 |
(24) |
235 |
Adjusting items (above) |
- |
- |
- |
23 |
23 |
Adjusted operating profit/(loss) |
228 |
13 |
18 |
(1) |
258 |
Depreciation and amortisation (pre-IFRS 16) |
33 |
6 |
5 |
- |
44 |
Impact of IFRS 16 |
(21) |
(1) |
(6) |
- |
(28) |
Adjusted EBITDA (pre-IFRS 16) |
240 |
18 |
17 |
(1) |
274 |
|
|
|
|
|
|
26-week period to 23 September 2023 |
B&M |
Heron |
B&M |
Corporate |
Total |
|
£'m |
£'m |
£'m |
£'m |
£'m |
|
|
|
|
|
|
Profit before interest and tax |
230 |
15 |
20 |
10 |
275 |
Adjusting items (above) |
- |
- |
- |
(12) |
(12) |
Adjusted operating profit/(loss) |
230 |
15 |
20 |
(2) |
263 |
Depreciation and amortisation (pre-IFRS 16) |
29 |
6 |
5 |
- |
40 |
Impact of IFRS 16 |
(24) |
(3) |
(7) |
- |
(34) |
Adjusted EBITDA (pre-IFRS 16) |
235 |
18 |
18 |
(2) |
269 |
|
|
|
|
|
|
53-week period to 30 March 2024 |
B&M |
Heron |
B&M |
Corporate |
Total |
|
£'m |
£'m |
£'m |
£'m |
£'m |
|
|
|
|
|
|
Profit/(loss) before interest and tax |
548 |
27 |
49 |
(17) |
607 |
Adjusting items (above) |
- |
- |
- |
7 |
7 |
Adjusted operating profit/(loss) |
548 |
27 |
49 |
(10) |
614 |
Depreciation and amortisation (pre-IFRS 16) |
59 |
13 |
10 |
- |
82 |
Impact of IFRS 16 |
(51) |
(4) |
(12) |
- |
(67) |
Adjusted EBITDA (pre-IFRS 16) |
556 |
36 |
47 |
(10) |
629 |
Post-tax free cash flow is reconciled to the Consolidated statement of cash flows as follows:
Period ended |
26 weeks ended 28 September 2024 |
26 weeks ended 23 September 2023 |
53 weeks ended 30 March 2024 |
|
£'m |
£'m |
£'m |
|
|
|
|
Cash flows from operating activities |
303 |
352 |
862 |
Income tax paid |
(61) |
(58) |
(116) |
Purchase of property, plant and equipment |
(74) |
(43) |
(123) |
Purchase of intangible assets |
(1) |
(6) |
(3) |
Proceeds from sale of property, plant and equipment |
16 |
1 |
2 |
Repayment of the principal in relation to lease liabilities |
(72) |
(71) |
(171) |
Payment of interest in relation to right-of-use assets |
(38) |
(32) |
(69) |
Post-tax free cash flow |
73 |
143 |
382 |
Adjusted EBITDA and related measures are not measures of performance or liquidity under IFRS and should not be considered in isolation or as a substitute for measures of profit, or as an indicator of the Group's operating performance or cash flows from operating activities as determined in accordance with IFRS.
4 Earnings per share
Basic earnings per share amounts are calculated by dividing the net profit for the financial period attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding at each period end.
Diluted earnings per share amounts are calculated by dividing the net profit attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during each year plus the weighted average number of ordinary shares that would be issued on conversion of any dilutive potential ordinary shares into ordinary shares.
Adjusted (and adjusted (pre-IFRS 16)) basic and diluted earnings per share are calculated in the same way as above, except using adjusted profit attributable to ordinary equity holders of the parent, as defined in note 3.
There are share option schemes in place which have a dilutive effect on all periods presented. The increase in the number of shares used in the calculation of the basic earnings per share is due to the exercise of some of these options.
The following reflects the income and share data used in the earnings per share computations:
Period to |
28 September 2024 |
23 September 2023 |
30 March 2024 |
|
£'m |
£'m |
£'m |
|
|
|
|
Profit for the period attributable to owners of the parent |
123 |
164 |
367 |
Adjusted profit for the period attributable to owners of the parent |
138 |
155 |
369 |
Adjusted (pre-IFRS 16) profit for the period attributable to owners of the parent |
148 |
155 |
370 |
|
|
|
|
|
Thousands |
Thousands |
Thousands |
Weighted average number of ordinary shares for basic earnings per share |
1,002,956 |
1,002,004 |
1,002,392 |
Dilutive effect of employee share options |
2,104 |
2,554 |
2,282 |
Weighted average number of ordinary shares adjusted for the effect of dilution |
1,005,060 |
1,004,558 |
1,004,674 |
|
Pence |
Pence |
Pence |
Basic earnings per share |
12.3 |
16.4 |
36.6 |
Diluted earnings per share |
12.3 |
16.3 |
36.5 |
Adjusted basic earnings per share |
13.8 |
15.5 |
36.8 |
Adjusted diluted earnings per share |
13.7 |
15.4 |
36.7 |
Adjusted (pre-IFRS 16) basic earnings per share |
14.7 |
15.5 |
36.9 |
Adjusted (pre-IFRS 16) diluted earnings per share |
14.7 |
15.4 |
36.8 |
5 Taxation
The continuing tax charge for the interim period has been calculated on the basis of the corporation tax rate for the full year of 25% in the
6 Share capital
|
Nominal value |
Number of shares |
Allotted, called up and fully paid |
£'m |
|
B&M European Value Retail S.A. Ordinary shares of 10p each; |
|
|
At 25 March 2023 |
100 |
1,001,853,735 |
Shares issued due to exercise of employee share options |
0 |
901,904 |
At 23 September 2023 |
100 |
1,002,755,639 |
Shares issued due to exercise of employee share options |
0 |
35,257 |
At 30 March 2024 |
100 |
1,002,790,896 |
Shares issued due to exercise of employee share options |
0 |
993,033 |
At 28 September 2024 |
100 |
1,003,783,929 |
Ordinary Shares
Each ordinary share ranks pari passu with each other ordinary share and each share carries one vote.
In addition to the issued share capital, the company has an authorised but unissued share capital of 2,968,438,293 ordinary shares.
The outstanding share options can be summarised as follows:
|
28 September 2024 |
23 September 2023 |
30 March 2024 |
|
|
|
|
Vested, available to exercise |
5,569 |
- |
- |
Not vested, not subject to conditions (in holding) |
1,457,454 |
1,610,253 |
1,651,021 |
Not vested, subject to conditions |
3,197,435 |
2,487,416 |
2,576,597 |
Total outstanding share options |
4,660,458 |
4,097,669 |
4,227,618 |
For the dilutive effect of these see note 4.
7 Financial liabilities - borrowings
|
28 September 2024 |
23 September 2023 |
30 March 2024 |
|
£'m |
£'m |
£'m |
Current |
|
|
|
High yield bond notes |
155 |
- |
- |
Revolving facility bank loan |
70 |
40 |
25 |
B&M France loan facilities |
11 |
3 |
4 |
|
236 |
43 |
29 |
Non-current |
|
|
|
High yield bond notes |
495 |
647 |
650 |
Term facility bank loan |
222 |
220 |
221 |
B&M France loan facilities |
11 |
6 |
10 |
|
728 |
873 |
881 |
Bond refinancing
In the prior period, on 23 November 2023, the Group refinanced part of its existing
On the same date, the Group issued
Transaction fees of
The 2020 bonds which were redeemed carried
Extension of senior loan facilities
In the prior year, in March 2024, the Group and the banking syndicate confirmed the activation of the first of two available 1-year extensions on its senior loan facilities. As such, the facilities now have a maturity date of March 2029.
Loan details
The French loan facilities are held in Euros. All other borrowings are held in sterling.
The term facility bank loan and high yield bonds have a book value lower than the cash amount that is outstanding due to the allocation of fees to these facilities on their inception.
The current applicable interest rates, gross cash debt and maturities on the Group's loans are as follows:
|
Interest rate |
Maturity |
28 September 2024 |
23 September 2023 |
30 March 2024 |
|
% |
|
£'m |
£'m |
£'m |
Revolving credit facility |
1.75% + SONIA |
Oct-24 |
70 |
40 |
25 |
Term facility bank loan A |
2.00% + SONIA |
Mar-29 |
225 |
225 |
225 |
High yield bond notes (2020) |
3.625% |
Jul-25 |
156 |
400 |
156 |
High yield bond notes (2021) |
4.000% |
Nov-28 |
250 |
250 |
250 |
High yield bond notes (2023) |
8.125% |
Nov-30 |
250 |
- |
250 |
B&M France - BNP Paribas |
3.30 - 3.97% |
Feb 28 - Aug 29 |
9 |
3 |
5 |
B&M France - Caisse d'Épargne |
0.75 - 4.97% |
Oct 24 - Nov 29 |
5 |
2 |
1 |
B&M France - CIC |
0.71 - 0.75% |
Sep 24 - Jan 27 |
1 |
1 |
1 |
B&M France - Crédit Agricole |
0.39 - 4.31% |
Oct 24 - Jan 28 |
3 |
1 |
1 |
B&M France - Crédit Lyonnais |
0.68 - 3.65% |
Nov 24 - Mar 29 |
4 |
2 |
5 |
|
|
|
973 |
924 |
919 |
The revolving facility of
The term loan A and the high yield bond notes have carrying values which include transaction fees allocated on inception.
All B&M France facilities have gross values in Euros, and the values above have been translated at the period-end rates of €1.1994/£ (September 2023:
The Group measures net debt as the total of the gross cash borrowed less the cash held on the statement of financial position:
|
28 September 2024 |
23 September 2023 |
30 March 2024 |
|
£'m |
£'m |
£'m |
Interest bearing loans and borrowings |
973 |
924 |
919 |
Less: Cash and short-term deposits - overdrafts |
(185) |
(224) |
(182) |
Net debt |
788 |
700 |
737 |
8 Reconciliation of profit before tax to cash generated from operations
|
26 weeks ended 28 September 2024 |
26 weeks ended 23 September 2023 |
53 weeks ended 30 March 2024 |
|
£'m |
£'m |
£'m |
|
|
|
|
Profit before tax |
169 |
222 |
498 |
Adjustments for: |
|
|
|
Net interest expense |
66 |
53 |
109 |
Depreciation of property, plant and equipment |
43 |
39 |
79 |
Depreciation of right-of-use assets |
90 |
84 |
177 |
Impairment of right-of-use assets |
0 |
0 |
5 |
Amortisation of intangible assets |
1 |
1 |
2 |
Gain on sale and leaseback |
(1) |
- |
- |
(Profit)/loss on disposal of property, plant and equipment |
(0) |
0 |
1 |
Charge on share options |
2 |
2 |
3 |
Change in inventories |
(234) |
(84) |
(14) |
Change in trade and other receivables |
(9) |
(51) |
(23) |
Change in trade and other payables |
157 |
96 |
29 |
Change in provisions |
0 |
2 |
1 |
Share of losses from associates |
- |
- |
1 |
Loss/(gain) resulting from fair value of financial derivatives |
19 |
(12) |
(6) |
Cash generated from operations |
303 |
352 |
862 |
9 Financial instruments
Fair value
The fair value of our corporate bonds, which are financial liabilities held at amortised cost, has been determined by using the relevant quoted bid price for those bonds. These differ to the carrying values as shown below.
|
Fair Value (Level 1) |
Carrying Value |
||||
As at |
28 September 2024 £'m |
23 September 2023 £'m |
30 March 2024 £'m |
28 September 2024 £'m |
23 September 2023 £'m |
30 March 2024 £'m |
|
|
|
|
|
|
|
High yield bond notes (2020) |
152 |
386 |
152 |
155 |
399 |
155 |
High yield bond notes (2021) |
233 |
213 |
231 |
248 |
248 |
248 |
High yield bond notes (2023) |
267 |
N/A |
269 |
247 |
N/A |
247 |
The fair value of the other financial assets and liabilities of the Group are not materially different from their carrying value. Refer to the table below. These all represent financial assets and liabilities measured at amortised cost except where stated as measured at fair value through profit and loss or fair value through other comprehensive income.
As at |
28 September 2024 |
23 September 2023 |
30 March 2024 |
Financial assets: |
£'m |
£'m |
£'m |
Fair value through profit and loss |
|
|
|
Forward foreign exchange contracts |
- |
6 |
2 |
Fair value through other comprehensive income |
|
|
|
Forward foreign exchange contracts |
- |
6 |
3 |
Loans and receivables |
|
|
|
Cash and cash equivalents |
185 |
224 |
182 |
Trade receivables |
12 |
11 |
12 |
Other receivables |
21 |
27 |
22 |
As at |
28 September 2024 |
23 September 2023 |
30 March 2024 |
Financial liabilities: |
£'m |
£'m |
£'m |
Fair value through profit and loss |
|
|
|
Forward foreign exchange contracts |
21 |
1 |
4 |
Fair value through other comprehensive income |
|
|
|
Forward foreign exchange contracts |
28 |
2 |
6 |
Amortised cost |
|
|
|
Lease liabilities |
1,379 |
1,310 |
1,357 |
Interest-bearing loans and borrowings (excluding corporate bonds) |
314 |
269 |
260 |
Trade payables |
505 |
452 |
413 |
Other payables |
19 |
21 |
21 |
Financial instruments at fair value through profit and loss
The financial assets and liabilities through profit or loss reflect the fair value of those foreign exchange forward contracts that are intended to reduce the level of risk for expected sales and purchases.
The forward foreign exchange contracts have been valued by the issuing bank, using a mark to market method. The bank has used various inputs to compute the valuations, and these include inter alia the relevant maturity date strike rates and the current exchange rate.
10 Related party transactions
The Group has transacted with the following related parties over the periods:
Multi-lines International Company Limited, a supplier, and Centz Retail Holdings, a customer, are associates of the Group.
Ropley Properties Ltd, Triple Jersey Ltd, TJL
In the prior period, significant related party transactions occurred, with Simon Arora, SSA Investments, Rani 1 Investments and Rani 2 Investments each selling their full holdings of, respectively,
Purchases have been made in prior periods and the overall position is summarised in the table below with all related party bondholders being Arora related parties.
|
26 weeks ended 28 September 2024 £'m |
26 weeks ended 23 September 2023 £'m |
53 weeks ended 30 March 2024 £'m |
Simon Arora (3.625%, 2025 bonds) |
- |
35 |
- |
SSA Investments (3.625%, 2025 Bonds) |
- |
13 |
- |
SSA Investments (4.000%, 2028 Bonds) |
99 |
99 |
99 |
Rani 1 Investments (3.625%, 2025 Bonds) |
- |
50 |
- |
Rani 2 Investments (3.625%, 2025 Bonds) |
- |
50 |
- |
Total |
99 |
247 |
99 |
The interest expense recorded on these bonds was
The following tables set out the total amount of trading transactions with related parties included in the statement of comprehensive income:
|
26 weeks ended 28 September 2024 £'m |
26 weeks ended 23 September 2023 £'m |
53 weeks ended 30 March 2024 £'m |
Sales to associates of the Group |
|
|
|
Centz Retail Holdings Limited |
13 |
13 |
27 |
Total sales to related parties |
13 |
13 |
27 |
|
26 weeks ended 28 September 2024 £'m |
26 weeks ended 23 September 2023 £'m |
53 weeks ended 30 March 2024 £'m |
Purchases from associates of the Group |
|
|
|
Multi-lines International Company Ltd |
158.1 |
104.8 |
259.0 |
Purchases from parties related to key management personnel |
|
|
|
Fulland Investments Limited |
0.1 |
0.1 |
0.3 |
Golden Honest International Investments Limited |
0.1 |
0.1 |
0.2 |
Hammond Investments Limited |
0.1 |
0.1 |
0.3 |
Joint Sino Investments Limited |
0.1 |
0.1 |
0.2 |
Ocean Sense Investments Limited |
0.1 |
0.1 |
0.2 |
Total purchases from related parties |
158.6 |
105.3 |
260.2 |
The IFRS 16 Lease figures in relation to the following related parties, which are all related to key management personnel, are as follows:
|
Depreciation charge |
Interest charge |
Total charge |
Right-of-use asset |
Lease liability |
Net liability |
|
£'m |
£'m |
£'m |
£'m |
£'m |
£'m |
Period ended 28 September 2024 |
|
|
|
|
|
|
Rani Investments |
0 |
0 |
0 |
0 |
(1) |
(1) |
Ropley Properties |
1 |
0 |
1 |
7 |
(10) |
(3) |
TJL |
1 |
0 |
1 |
9 |
(11) |
(2) |
Triple Jersey Limited |
4 |
2 |
6 |
58 |
(70) |
(12) |
|
6 |
2 |
8 |
74 |
(92) |
(18) |
Period ended 23 September 2023 |
|
|
|
|
|
|
Rani Investments |
0 |
0 |
0 |
1 |
(1) |
(0) |
Ropley Properties |
1 |
0 |
1 |
7 |
(10) |
(3) |
TJL |
1 |
0 |
1 |
10 |
(12) |
(2) |
Triple Jersey Limited |
4 |
2 |
6 |
55 |
(67) |
(12) |
|
6 |
2 |
8 |
73 |
(90) |
(17) |
Period ended 30 March 2024 |
|
|
|
|
|
|
Rani Investments |
0 |
0 |
0 |
0 |
(0) |
(0) |
Ropley Properties |
2 |
1 |
3 |
7 |
(10) |
(3) |
TJL |
1 |
0 |
1 |
10 |
(12) |
(2) |
Triple Jersey Limited |
9 |
3 |
12 |
53 |
(64) |
(11) |
|
12 |
4 |
16 |
70 |
(86) |
(16) |
The following tables set out the total amount of trading balances with related parties outstanding at the period end.
Trade receivables |
28 September 2024 £'m |
23 September 2023 £'m |
30 March 2024 £'m |
With associates of the Group: |
|
|
|
Centz Retail Holdings Limited |
2 |
4 |
2 |
Total related party trade receivables |
2 |
4 |
2 |
Trade payables |
28 September 2024 £'m |
23 September 2023 £'m |
30 March 2024 £'m |
With associates of the Group: |
|
|
|
Multi-lines International Company Ltd |
56 |
19 |
32 |
With parties related to key management personnel: |
|
|
|
Rani Investments |
0 |
0 |
- |
Ropley Properties Ltd |
1 |
1 |
0 |
TJL |
0 |
0 |
1 |
Triple Jersey Ltd |
2 |
3 |
0 |
Total related party trade payables |
59 |
23 |
33 |
Outstanding trade balances at the balance sheet dates are unsecured and interest free and settlement occurs in cash. There have been no guarantees provided or received for any related party trade receivables or payables.
The balance with Multi-lines International Company Ltd includes
The purpose of the arrangement is to enable our participating suppliers, at their discretion, to draw down against their receivables from the Group prior to their usual due date.
There would be no impact on the Group if the facility became unavailable and there are no fees or charges payable by the Group in regards to this arrangement.
As these invoices continue to be part of the normal operating cycle of the Group, the scheme does not change the recognition of the invoices subject to the scheme, so they continue to be recognised as trade payables, with the associated cash flows presented within operating cash flows and without affecting the calculation of Group net debt.
The business has not recorded any impairment of trade receivables relating to amounts owed by related parties in any of the presented periods. This assessment is undertaken through examining the financial position of the related party and the market in which the related party operates.
The future lease commitments on the related party properties are:
|
26 weeks ended 28 September 2024 £'m |
26 weeks ended 23 September 2023 £'m |
53 weeks ended 30 March 2024 £'m |
|
|
|
|
Not later than one year |
18 |
16 |
16 |
Later than one year and not later than two years |
16 |
15 |
15 |
Later than two years and not later than five years |
43 |
41 |
39 |
Later than five years |
32 |
36 |
33 |
|
109 |
108 |
103 |
Further details regarding the Group's associates and transactions with key management personnel are disclosed in the annual report.
11 Commitments
At the period end the Group were committed to future capital expenditure of
12 Post balance sheet events
An interim dividend of 5.3p per Ordinary Share will be paid on 13 December 2024.
13 Directors
The directors that served during the period were:
Tiffany Hall (Chair)
Alex Russo (CEO)
Mike Schmidt (CFO)
Paula MacKenzie
Oliver Tant
Hounaїda Lasry
Nadia Shouraboura (appointed 29 May 2024)
Peter Bamford (retired 23 July 2024)
Ron McMillan (retired 23 July 2024)
As previously announced, Nadia Shouraboura was appointed as a Non-Executive Director, with effect from 29 May 2024.
On 5 June 2024, the Group announced the appointment of Tiffany Hall as the successor to Peter Bamford in the role as Chair of the Board of Directors, with effect from 23 July 2024. On the same date, Peter Bamford retired from the Board of Directors after six very successful years in the role.
At the AGM, Ron McMillan also announced his retirement, with effect from 23 July 2024.
All directors served for the whole period except where indicated above.
DIRECTORS' RESPONSIBILITIES STATEMENT
We confirm that to the best of our knowledge:
· The condensed set of financial statements has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted for use in the EU;
· The Interim Management Report includes a fair review of the information required by:
a. DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first 26 weeks of the financial period and their impact on the condensed set of interim financial statements; and a description of the principal risks and uncertainties for the remaining 26 weeks of the reporting period; and
b. DTR 4.2.8R of the Disclosure and Transparency Rules, being related party transactions that have taken place in the first 26 weeks of the current financial period and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so.
By order of the Board
Alex Russo
Chief Executive Officer
13 November 2024
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