Last checked at 
(Adds dropped fourth paragraph)
* Jim McCarthy still plans to step down as CEO on July 1
* Deadline for Steinhoff to make takeover offer July 13
* Steinhoff revealed 23 pct Poundland stake on Wednesday
* Poundland underlying profit down 13.5 pct in 2015-16
* Shares up 3 pct
By James Davey
LONDON, June 16 (Reuters) - The boss of Poundland is not planning to delay his retirement next month even thoughthe British discount retailer faces a possible takeover bid fromSouth African group Steinhoff.
Steinhoff has bought 23 percent of Poundland and isconsidering a full cash bid for Europe's biggest single pricediscounter, which on Thursday reported a 13.5 percent fall infull-year profit.
"I don't see, as I sit here this morning, any change that isnecessary to that plan," Jim McCarthy told reporters afterPoundland published its results. McCarthy, Poundland's chiefexecutive for the last decade, is due to step down on July 1.
He will be succeeded as CEO by Kevin O'Byrne, a formerKingfisher and Dixons Retail executive. O'Byrnejoined Poundland in April as CEO designate. McCarthy willformally leave the business after the annual shareholders'meeting in September.
McCarthy, who has a 3.5 percent stake in Poundland, declinedto comment on Steinhoff's move, saying takeover rules preventedhim from doing so.
Steinhoff, a $22 billion furniture conglomerate, onWednesday confirmed it was considering a full cash bid forPoundland in its latest attempt to expand in Europe.
The South African group, which owns Bensons Beds and theHarvey's furniture chains in Britain, has lost out in two othertakeovers in Europe this year. It failed to win Britain's HomeRetail, which owns Argos, and was unsuccessful in a bidfor Darty in France.
With no firm offer on the table Poundland has toldshareholders to take no action.
Under British takeover rules, Steinhoff has until July 13 toannounce a firm intention to bid for all of Poundland.
Poundland, which in the UK sells everything for a pound,made an underlying pretax profit of 37.8 million pounds ($53.5million) in the year to March 27.
That was below analysts' forecasts which ranged from 39.9million pounds to 51.8 million pounds and was down from 43.7million pounds in 2014-15.
Poundland said it was hurt by subdued trading, adversecurrency moves and the distraction of integrating the 99p Storeschain it bought for 55 million pounds last year.
"We see the current time as one of trough earnings for agroup that, if it sees through its potential in the UK, Irelandand Spain, has the capability to be materially more profitable,"Shore Capital analyst Clive Black said.
"No doubt shareholders will have this in mind shouldSteinhoff's interest progress."
Poundland's shares were up 3 percent at 205.8 pence by 0850GMT, valuing the business at 550 million pounds.
Though the stock is up 16 percent over the last week it isstill down 34 percent year-on-year. Poundland listed at 300pence in 2014.
Underlying sales in 2015-16 increased 9.3 percent to 1.21billion pounds, while, sales at stores open over a year fell 3.9percent. Underlying sales in the 11 weeks to June 11 increased28.6 percent. The dividend was down 19 percent to 3.65 pence.
"I would have loved to have left the business on top offrothy numbers, that's what I'm used to," McCarthy said.
But he also said after a challenging year the company wouldbenefit from the 99p Stores chain purchase, which increasesPoundland's UK and Ireland store numbers to about 900 andprovides it with significant opportunities for growth.
"To have this extra firepower at a time when the market iscompetitive and consumers are becoming increasingly demanding Ithink is a good place to be," he said.($1 = 0.7060 pounds)
(Editing by Jane Merriman)
