APGN.L Regulatory News (APGN)

Applegreen plc

Preliminary Statement of Results for the year ended 31 December 2017

Dublin, London, 13 March 2018: Applegreen plc ('Applegreen' or 'the Group'), a major petrol forecourt retailer with operations in the Republic of Ireland, the United Kingdom and the United States announces its preliminary results for the year ended 31 December 2017.

Financial highlights:

· Adjusted EBITDA increased by 24% to €39.8m in FY 2017 from €32.0m in FY 2016 (26% on a constant currency basis)

· 25% increase in gross profit on FY 2016 (27% at constant currency)

· Like for like growth of 7.4% in non-fuel gross profit (food and store) at constant currency

· Revenue up 21% to €1,428.1m.

· Continued investment in the development of the network with capex for the year of €113.0m

· Net debt position at 31 December 2017 of €10.2m (31 December 2016: €19.4m)

· Final dividend of 0.80 cent per share (€0.7m) giving a total dividend for the year of 1.40c (€1.2m)

Operational highlights:

· Grew estate by 99 sites to 342 sites as at 31 December 2017 (31 December 2016: 243)

· Opened 77 new food outlets in the year

· Brandi and Carsley site acquisitions contributing significantly to estate growth with 42 sites and 7 sites added, respectively. Both acquisitions completed in October 2017

· In July 2017, we completed the acquisition of 50% of the Joint Fuels Terminal ("JFT") in Dublin port

Key figures:

*Adjusted for share based payments and non-recurring charges

Commenting on the results, Bob Etchingham, CEO said: "We are very pleased to report another strong set of results for the business as we continue to deliver on our growth strategy. This performance was underpinned by positive like for like growth, particularly in the Republic of Ireland, ongoing expansion of our estate and an enhanced fuel margin resulting from our acquisition of a 50% stake in the Joint Fuels Terminal in Dublin Port."

"The business saw significant expansion during the year as we increased our estate by 99 sites to a total of 342 locations. We opened 22 new sites in the Republic of Ireland, 20 in the UK and 57 in the US in 2017."

"We are confident in the prospects for the company in 2018 as our underlying business continues to perform well and we further evolve our growth strategy. The significant acquisitions completed in 2017 are performing as expected and we are well placed to progress both our organic and acquisition led development plans in the coming year."

About Applegreen

Established in 1992, Applegreen is a major petrol forecourt retailer with operations in the Republic of Ireland, the United Kingdom and the USA. The Group is pursuing a growth strategy focused on acquiring and developing new sites in each of the three markets in which it operates. As at 31 December 2017, the business operated 342 forecourt sites and employed c 4,900 people.

The Group offers a distinctive convenience retail offering in the forecourt space with three key elements:

· A "low fuel prices, always" price promise to drive footfall to the stores;

· A "Better Value Always" tailored retail offer; and

· A strong food and beverage focus aiming to offer premium products and service to the customer.

Applegreen has a number of strategic partnerships with international brands including Burger King, Subway, Costa Coffee, Greggs, Lavazza, Chopstix, Freshii and 7-Eleven. The business also has its own food offer through the Bakewell café brand.

Applegreen is the number one Motorway Service Area operator in the Republic of Ireland.

Conference call details - analysts and institutional investors

Applegreen plc will host a conference call for analysts and institutional investors today, 13 March, 2018 at 08.30 BST. Presentation will be available on www.applegreenstores.com. Dial in details are as follows:

Ireland Telephone Number: +353 (0)1 2465621

UK Telephone Number: +44 (0)330 336 9411

Passcode: 1335725

For further enquiries, please contact:

Applegreen

Bob Etchingham (CEO) +353 (0) 1 512 4800

Niall Dolan (CFO)

Drury Porter Novelli:

Paddy Hughes +353 (0) 1 260 5000

Shore Capital

Stephane Auton +44 (0) 20 7408 4090

Patrick Castle

Goodbody

Joe Gill +353 (0) 1 667 0420

Siobhan Wall

 Applegreen FY 2017 Performance Overview and Outlook

The performance for 2017 was driven by strong fuel margin in both the Republic of Ireland and the UK in the early part of the year, positive performance of recent acquisitions and good like for like growth in food and store.

A strong economic backdrop, together with our upgrade and rebranding activity, saw like for like food and store sales grow by 3.9% on a constant currency basis, with related gross profit up by 7.4% (constant currency).

During the period, we expanded our portfolio with 99 new sites, including 22 in the ROI, 20 in the UK and 57 in the USA. Of the total, 12 of these were dealer sites and 87 were company owned sites.

There were two significant group acquisitions in 2017, Brandi and Carsley, both of which completed in October 2017. The Brandi acquisition involved the takeover of a forecourt retail operation based in Columbia, South Carolina with 34 Petrol Filling Station sites and eight standalone Burger King restaurants. The Carsley acquisition involved the takeover of seven Petrol Filling Station sites in the UK, a number of which offer potential to develop into larger Service Area facilities.

In addition, 18 sites were rebranded or upgraded in 2017, which involved adding one or more new food outlets at each site. This included four sites which were upgraded from Petrol Filling Stations to Service Areas.

This development activity has resulted in 77 additional branded food offers being added to our estate in the period, 35 of which were added as part of the Brandi acquisition.

Republic of Ireland

In the year ended 31 December 2017, revenue in the Republic of Ireland increased by 12.3% and gross profit increased by 16.5%. Total fuel gross profit increased by 21.1% compared to 2016 and increased by 13.5% on a like for like basis. This reflected the impact of a strong fuel margin environment in the first part of the year as well as the impact of the JFT acquisition in the latter part of the year. We completed the acquisition of 50% interest in the JFT in July 2017 for a purchase price of €15.7m. The terminal comprises a 20 acre site with storage capacity of 60,000 tonnes and is operated under a joint agreement with Valero.

Like for like food and store sales increased year on year by 4.6% and related gross profit grew by 7.8%.

During the period, we expanded our Republic of Ireland estate by 22 sites which included three Service Area sites, seven Petrol Filling Station sites and 12 dealer sites.

During the period, eight sites were rebranded or upgraded incorporating at least one new food offer in all cases. 88% of the ROI estate is now branded Applegreen (2016: 85%).

Our dealer and fuel card volumes have shown significant growth and now account for 28% of ROI fuel volumes on a combined basis.

United Kingdom

In the year ended 31 December 2017, revenue in the UK increased by 22.4% and gross profit by 19.7% largely due to the continued expansion of the estate (30.9% and 28.0%, respectively, on a constant currency basis).

Combined food and store sales and gross profit rose year on year by 15.2% and 20.6% respectively. On a like for like constant currency basis, these sales were 0.3% ahead of the same period last year while related gross profit grew by 4.2% reflecting good growth in food.

Total fuel gross profit in the UK increased by 18.6% compared to 2016 and increased by 4.1% on a like for like constant currency basis driven, primarily, by a stronger fuel margin environment in the early part of the year.

The Group opened five new Service Areas in the UK including one new Motorway Service Area in Lisburn, Northern Ireland, one new build Trunk Road Service Area in Spalding (A14) and also converted three Petrol Filling Stations sites to Trunk Road Service Areas during the year.

15 new Petrol Filling Stations were added in the UK in the period and seven existing stations were rebranded and expanded through the addition of new food offers. 51% of our UK estate is now branded Applegreen.

We are building a good pipeline of Service Area opportunities in the UK, which are at various stages of the planning process.

We have continued to develop our relationship with Costa Coffee in the UK and opened six additional Costa Coffee cafés during 2017, one in our new site in Spalding and five as part of existing site upgrade and rebranding activities.

In October 2017, we completed the acquisition of a network of seven Petrol Filling Station sites from the Carsley Group for a consideration of €23.5m. The sites are well located on very busy roads with a number situated on the A1 which is a major arterial route. The transaction further expands our service area potential in the UK.

USA

During the period, the Group added 57 new sites in the USA, 42 in South Carolina and 15 in the North East.

In October 2017, we completed the acquisition of the Brandi Group sites which involved a leasehold arrangement with Getty Realty. The consideration paid by Applegreen was US$5.7m (excluding inventory acquired) (€5.0m) with Getty Realty acquiring certain property assets for US$68.3m. As part of the transaction, we acquired 42 sites located in Columbia, South Carolina, comprising 34 Petrol Filling Station sites and eight stand-alone Burger King restaurants. There are a further 11 Burger King restaurants in the Petrol Filling Station estate, which also incorporates other food-to-go offers such as Subway.

In the North East, 12 of the sites were added under our master agreements with CrossAmerica Partners. This now brings the total number of trading forecourts in the North East USA to 26 at 31 December 2017.

Costs

Selling and distribution expenses, excluding rent and depreciation rose by 24.5% year on year which is broadly in line with the increase in gross profit. Rent costs now incorporate lease rental for the South Carolina sites. Administrative expenses, excluding share based payment expense, non-recurring costs and depreciation grew by 24.0% driven by business growth and further investment in management capacity.

Dividend

The Board has proposed a final dividend of 0.80 cent per share (€0.7m) which will be paid on 5 July 2018 to shareholders on the register as at 15 June 2018.

Outlook

We continue to develop our network in 2018 adding 11 sites in the year to date. In the Republic of Ireland, we have opened a new Service Area in Meath. We also opened seven Petrol Filling Stations in the UK and three in the US.

We have a strong pipeline of further developments of both Service Area sites and Petrol Filling Stations across our markets.

UNAUDITED CONSOLIDATED INCOME STATEMENT

YEAR ENDED 31 DECEMBER 2017

Earnings per share from continuing operations attributable to the owners of the parent company during the year

UNAUDITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

YEAR ENDED 31 DECEMBER 2017

UNAUDITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2017

UNAUDITED Consolidated statement of changes in equity

AS AT 31 DECEMBER 2017

UNAUDITED Consolidated statement of cash flows

YEAR ENDED 31 DECEMBER 2017

Notes to the unaudited consolidated financial information

1. General information and basis of preparation

Applegreen plc ('the Company') is a company incorporated in the Republic of Ireland. The Unaudited Consolidated Financial Information of the Company for the year ended 31 December 2017 (the 'Financial Information') include the Company and its subsidiaries (together referred to as the 'Group'). The Company is incorporated and tax resident in Ireland. The address of its registered office is Block 17, Joyce Way, Parkwest, Dublin 12.

The Consolidated Financial Statements of the Group are prepared in accordance with Irish law and International Financial Reporting Standards ('IFRS') and their interpretations issued by the International Accounting Standards Board ('IASB') and adopted by the European Union ('EU'). The financial information in this report has been prepared in accordance with the Group's accounting policies. Full details of the accounting policies adopted by the Group are contained in the Consolidated Financial Statements included in the Group's annual report for the year ended 31 December 2016 which is available on the Group's website; http://applegreenstores.com.

The accounting policies and methods of computation and presentation adopted in the preparation of the Financial Information are consistent with those described and applied in the annual report for the year ended 31 December 2016 except as explained in Note 2 below. There are no new IFRSs or interpretations effective from 01 January 2017 which have had a material effect on the financial information included in this report.

The financial information presented in this report does not represent full statutory accounts. The preliminary release was approved by the Board of Directors. The annual report and accounts will be approved by the Board of Directors and reported on by the auditors in due course. Accordingly, the financial information is unaudited. Full statutory accounts for the year ended 31 December 2016 have been filed with the Irish Registrar of Companies. The audit report on those statutory accounts was unqualified.

The Financial Information is presented in Euro, rounded to the nearest thousand, which is the functional currency of the parent company and also the presentation currency of the Group.

The preparation of the Financial Information requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. Actual results could differ materially from these estimates. In preparing the Financial Information, the critical judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended 31 December 2016 as set out on pages 65 to 74 in those financial statements.

Notes to the unaudited consolidated financial information

2. Significant accounting policies

The accounting policies applied in the Financial Information are consistent with those applied in the consolidated financial statements as at and for the year ended 31 December 2016, and are described in those financial statements on pages 65 to 73, except for the addition of the standards described below:

Business Combinations

Business combinations are accounted for using the acquisition method as at the date of acquisition.

In accordance with IFRS 3 Business Combinations, the fair value of consideration paid for a business combination is measured as the aggregate of the fair values at the date of exchange of assets given and liabilities incurred or assumed in exchange for control. Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration will be recognised in accordance with IAS 39 'Financial Instruments: Recognition and Measurement' in the income statement.

Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date except for deferred tax assets or liabilities and assets or liabilities related to employee benefit arrangements which are recognised and measured in accordance with IAS 12 'Income Taxes' and IAS 19 'Employee Benefits' respectively. The fair value of the assets and liabilities are based on valuations using assumptions deemed by management to be appropriate. Professional valuers are engaged when it is deemed appropriate to do so.

If the business combination is achieved in stages, the acquisition date fair value of the Group's previously held investment in the acquiree is remeasured to fair value at the acquisition date through profit or loss. For each business combination, the Group elects whether to measure the non-controlling interests in the acquiree at fair value or at the proportionate share of the acquiree's identifiable net assets. Acquisition-related costs are expensed as incurred and included in administrative expenses.

Goodwill

Goodwill arises on business combinations and represents the difference between the fair value of the consideration and the fair value of the Group's share of the identifiable net assets of a subsidiary at the date of acquisition.

Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interests, and any previous interest held, over the net identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the Group re-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognised at the acquisition date. If the reassessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, then the gain is recognised in profit or loss.

Notes to the unaudited consolidated financial information

2. Significant accounting policies (continued)

Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. On acquisition, goodwill is allocated to cash-generating units expected to benefit from the combination's synergies. Goodwill is tested annually for impairment or more frequently if events or changes in circumstances indicate that the carrying value may be impaired. Any impairment is recognised immediately in profit or loss.

Goodwill arising on investments in joint ventures is included in the carrying amount of the investment and any impairment of the goodwill is included in income from joint ventures. On disposal of a subsidiary, the attributable amount of goodwill, not previously written off to reserves, is included in the calculation of the profit or loss on disposal.

Investment in joint operations

Joint operations are arrangements where the parties that have joint control of the arrangement have rights to the assets and obligations for the liabilities relating to the arrangement. The activities are undertaken by the Group in conjunction with other joint operators that involve the use of the assets and resources of those joint operators.

3. Segmental analysis

Applegreen plc is a forecourt retail business headquartered in Dublin, Ireland. Operating segments are reported in a manner consistent with internal reporting provided to the Chief Operating Decision Maker (CODM). The CODM has been identified as the Board of Executive Directors.

The board considers the business from both a geographic and product perspective. Geographically, management considers the performance in Ireland, the UK and the USA. From a product perspective, management separately considers retail activities in respect of the sale of fuel, food and other groceries within Ireland, the UK and in the USA.

The Group is organised into the following operating segments:

Retail Ireland - Involves the sale of fuel, food and store within the Republic of Ireland.

Retail UK - Involves the sale of fuel, food and store within the United Kingdom.

Retail USA - Involves the sale of fuel, food and store within the United States of America.

The CODM monitors Revenue and Gross Profit of segments separately in order to allocate resources between segments and to assess performance.

Information regarding the results of each reportable segment is included within this note. Segment performance measures are revenue and gross profit as included in the internal management reports that are reviewed by the executive directors. These measures are used to monitor performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries. The CODM also reviews adjusted EBITDA on a consolidated basis. Assets and liabilities are reviewed by the CODM for the Group in its entirety and as such segment information is not provided for these items.

Notes to the unaudited consolidated financial information

3. Segmental analysis (continued)

Reconciliation of profit before income tax to earnings before interest, tax, depreciation and amortisation (EBITDA), share based payments and other non-recurring charges (Adjusted EBITDA):

Notes to the unaudited consolidated financial information

4. Earnings per share

Basic earnings per share is calculated by dividing the profit attributable to equity holders of the company by the weighted average number of ordinary shares in issue during the year.

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares which comprise share options issued under the share incentive plan.

Notes to the unaudited consolidated financial information

5. Expenses

Profit before tax is stated after charging/(crediting):

(1) Included in the charge of €1.6m (2016: €1.4m) for share based payments is a charge of €0.3m (2016: €0.5m) in respect of share options granted during the year under a new share option scheme.

(2) Non recurring charges relates to acquisition costs of €1.9m incurred during 2017 offset by a gain of €0.9m in respect of the fair value of net assets acquired over the aggregate consideration transferred arising from the Brandi Group acquisition.

6. Finance costs and income

* The foreign exchange gains arises primarily in respect of non-Euro denominated debt.

Notes to the unaudited consolidated financial information

7. Taxation

The total tax expense can be reconciled to accounting profit as follows:

Notes to the unaudited consolidated financial information

8. Intangible assets

Notes to the unaudited consolidated financial information

9. Property, plant and equipment

Assets under construction as at 31 December 2017 includes the following significant projects; eight service stations in the Republic of Ireland (€13.5m), one motorway services area in Northern Ireland (€0.7m) and one service station in the US (€1.1m). The remaining amounts relate to several other developments across all regions.

Notes to the unaudited consolidated financial information

10. Inventories

The cost of inventories recognised as an expense and included in 'cost of sales' amounted to €1,220m (2016: €1,011m).

11. Trade and other receivables

Current trade and other receivables are non-interest bearing and are generally less than 30 day credit terms. Non-current debtors relates to loans advanced to our dealer network. The fair values of non-current trade and other receivables is equivalent to their carrying value. The fair value has been determined on the basis of discounted cash flows.

Notes to the unaudited consolidated financial information

12. Cash and cash equivalents

Cash and cash equivalents included in the Consolidated Statement of Financial Position and Consolidated Statement of Cash Flows are analysed as follows:

Cash and cash equivalents include the following for the purposes of the statement of cash flows:

13. Borrowings

During the year, the Group drew down loans of €45m and repaid €24m. The funds received were used to further expand the operations of the Group.

The Group also extended its banking arrangements with its senior lenders, Ulster Bank Ireland and Allied Irish Bank plc. These new arrangements increased the facilities available to the Company by €20m.

Notes to the unaudited consolidated financial information

14. Trade and other payables

15. Share capital

During 2017, the Company issued 8,082,105 ordinary shares of €0.01 at an issue price of €5.80/£5.09 per share, resulting in gross proceeds of €46.3 million. Share premium of €46.2m was recorded on these shares. Directly attributable issue costs of €1.2m have been deducted from retained earnings.

3,005,000 share options were exercised during 2017. Share premium of €4m was recorded on these shares.

These funds have been used and will be used to further expand the Group.

Notes to the unaudited consolidated financial information

16. Business combinations

In October 2017, the Group acquired both the Brandi Group, a 42-site retail operation based in South Carolina, USA and the Carsley Group, a seven-site forecourt retail operation based in the UK.

The Group acquired the trade and assets of the Brandi Group for a consideration of €8.2m. In accordance with IFRS 3 Business Combinations, this transaction constituted an acquisition of a business and therefore, was accounted for under this standard.

The Group also acquired the Carsley Group for a consideration of €23.5m. The Group purchased 100% of the share capital of the following entities:

· BMC Petroleum Limited

· MCM Forecourts Limited

· Wyboston Service Station Limited

· Cromwell Service Station Limited

· Muskham Services Limited

· Casterton Hill Service Station Limited

· MCM Sandwiches Limited

The provisional fair values of the acquired assets and liabilities at acquisition are set out below:

Notes to the unaudited consolidated financial information

16. Business combinations (continued)

The fair value gain of €0.9m is shown within non recurring charges offset against acquisition-related costs of €1.9m. These are included within administrative expenses in the Consolidated Income Statement.

The initial assignment of fair values to identifiable net assets acquired has been performed on a provisional basis in respect of a number of the business combinations above given their proximity to year-end. Any amendments to these fair values within the twelve month timeframe from the date of acquisition will be disclosable in the 2018 Annual Report, as stipulated by IFRS 3.

The deferred consideration reflects the final consideration made in respect of preacquisition working capital which was outstanding at the year end. This has now been agreed with the sellers and was paid in Q1 2018.

No contingent liabilities were recognised on the acquisitions completed during the year.

17. Post period end events

Since the year end, the Group has added one new service area in the Republic of Ireland, seven petrol filling stations in the UK and three petrol filling stations in the USA. The Group will continue to pursue new developments to enhance shareholder value, through a combination of organic growth, acquisitions and development opportunities.

The Directors have proposed a final dividend in respect of the 2017 financial year of 0.80 cent per ordinary share, €0.7m in total. This dividend has not been provided for in the Group balance sheet as there was no present obligation to pay the dividend at the year end. The final dividend is subject to approval by the Company's shareholders at the Annual General Meeting.

Glossary of financial terms

The key financial terms used by the Group in this report are as follows: