Crawshaw Group Regulatory News (CRAW)

29 September 2016

Crawshaw Group Plc

Interim Results

Crawshaw Group Plc ("Crawshaw", the "Company" or the "Group"), the fresh meat and food-to-go retailer, announces results for the 26 weeks ended 31 July 2016.

Financial Highlights

· 29% increase in group turnover to £21.6m (2015: £16.7m)

· 31% increase in gross profit to £9.8m (2015: £7.5m)

· Like-for-like sales -4.4% (2015: +1.0%)

· Adjusted EBITDA1 £1.1m (2015: £1.2m)

· EBITDA2 £0.3m (2015: £0.5m)

· Loss Before tax of -£0.4m (2015: -£0.1m)

· Cash of £4.0m at 31 July 2016 (31 July 2015: £6.0m)

· £4m, 5 year revolving credit facility ("RCF") secured

· No interim dividend proposed (2015: 0.10 pence per share)

1. Adjusted EBITDA is defined by the Group as profit/loss before tax, exceptional items, depreciation, amortisation, Profit/(loss) on disposal of assets, net finance costs, "Accelerated opening costs" and share based payment charges attributable to the LTIP Growth Share scheme. Accelerated opening costs are defined by the Group as the investments in people, processes and systems in the year to provide direct support for our accelerated store opening program - in the period these costs amounted to £0.7m (2015: £0.7m) resulting in Adjusted EBITDA of £1.1m (2015: £1.2m).

2. EBITDA is defined by the Group as profit/loss before tax, exceptional items, amortization, profit/(loss) on disposal of assets, net finance costs and share based payment charges attributable to the LTIP Growth Share Scheme.

Strategy Highlights

· Sales growth restoration plans in place across the store estate

· Investment in the core business infrastructure now complete

· Capex in the central production capability complete for future growth

· 9 new stores opened in the period ended 31 July 2016

· 1 new store opened in H2 bringing total to 49 trading stores as at 29 September 2016

· New standalone factory outlet store performing significantly above expectations

Chief Executive Officer, Noel Collett, comments;

"We have made considerable progress with our store expansion program over the last 18 months but are very disappointed by the recent like-for-like sales performance as some of the price and range initiatives didn't resonate with customers as we had expected. We are acting quickly to restore sales momentum by returning our focus to the local value-led proposition that has proved successful in the past. We have already re-introduced a locally driven, value-led promotion strategy which is bringing more customers in store, although these activities require short term margin investment and will therefore impact full year profit expectations".

Enquiries:

Crawshaw Group plc Peel Hunt LLP

Noel Collett, Alan Richardson Dan Webster, Adrian Trimmings, George Sellar

01709 369 600 020 7418 8900

Chief Executive's Report

In the 26 weeks ended 31 July 2016, total revenue for the Group increased by 29% to £21.6m (2015: £16.7m) with like-for-like sales at -4.4%. Gross profit increased by 31% to £9.8m (2015: £7.5m). EBITDA for the period was £0.3m (2015: £0.5m) with increased operating costs offsetting sales and margin growth.

Operational review:

We have largely completed phase one of the rollout programme with the delivery of nine new trading stores across the period. In order to consistently deliver the rollout of new stores at this pace, we had embarked on a period of standardisation and built a strong platform of discipline and central control. Whilst this was done to aid rapid store rollout, we had also applied facets of this approach to our legacy stores in order to drive sales and margin, changing both the price and range architecture to those adopted in the new stores.

Initial results were encouraging, with strong like-for-like sales and margin through the middle of last financial year as these initiatives were gradually rolled out. With the benefit of hindsight, it is clear that these changes didn't resonate as well with customers as we thought. Customer loyalty initially translated into additional sales through bigger, better value packs at higher price points in the first instance before giving way to waning loyalty and lower sales as we traded through H1 this year. This is evident in the shape of our -4.4% like-for-like sales performance across the half with -0.8% growth in Q1 widening to -7.8% in Q2. This trend was amplified in the first 7 weeks of our H2 performance with like-for-like sales tracking at -15.8%, which in hindsight was not wholly unexpected given the impact of the changes noted to the price and range architecture coinciding with the business trading over the strongest growth from last year (2015: +6.7%).

We have now identified the cause of this sales underperformance by spending a great deal of time in stores with our customers and colleagues. The feedback from these visits was relatively straightforward. Our customers want to see some of the old fresh meat pack sizes, price points and offers that were previously on sale in their specific store.

As a result, we have made immediate changes to give store managers flexibility to re-introduce local ranging products which has been positively received. We have also significantly increased the number and depth of price-led promotions on fresh meat with managers being given the flexibility to choose the promotions that resonate most with their customers. Within the food-to-go category, the same flexible principles have been applied and a number of store specific favourite dishes have been re-introduced to the menu and some of the prices have been rolled back - these are already leading to an increase in customer numbers and sales. Furthermore, given that the current climate has made customers more price-focussed than ever, seeking smaller packs with great value, we have launched a store trial where the fixed price points in the multibuy range are even lower to test customer reaction. We are confident that these actions will restore sales momentum and we have already seen some positive signs with customer numbers improving week to week on both fresh and food-to-go.

As noted, our store opening programme across H1 has been proceeding at pace, with nine additional stores opened in the period and a further store opening at the start of H2, taking the current estate to 49 stores. All stores have successfully opened on time and on budget. As would be expected as we have opened more stores, there is a wider spread of performance against our base case targets. We have a good number of stores that have opened well and are trading in line with our expectations, we have a number of stores which have traded ahead of expectations from opening day and equally a number of stores which are not trading as strongly as anticipated. Overall we remain encouraged by the potential opportunity of our store rollout programme. Of particular interest and significance is the performance of our standalone fresh meat factory shop in West Bromwich. Our 4 factory shops sell predominantly fresh meat (no hot food-to-go offer) and have higher sales, lower operating costs and lower fit out costs than our units on the high street and in shopping centres. Our location and format strategy has always been one of operating a diverse portfolio across high streets, shopping centres and factory shop locations, and in the current trading environment, the performance of our West Bromwich factory shop has encouraged us to plan the trial of up to 2 further factory shops this year to test the predictability of the concept and inform the shape of the rollout programme for next year.

We will maintain a disciplined approach to our growth strategy, which means it is imperative that the pace and timings of the store openings are managed correctly. Whilst we have a strong pipeline of each store format and have proven our ability to open stores in each location, we have taken the decision to open up to 12 stores this year versus the 15 previously communicated to enable us to fully appraise the factory shop opportunity and allow management to focus on restoring sales momentum. An update on the growth strategy for 2017 will be provided with the full year results announcement in April 2017.

Financial review:

Gross profit:

Margin has been well managed across the half with the 29% growth in sales being converted to a 31% increase in gross margin to £9.8m (2015: £7.5m). The margin rate improved to 45.2% (2015 44.8%) which moderated the impact of the -4.4% drop in like-for-like sales to a -1.5% fall in the margin achieved in those stores. I am pleased to report that the exchange rate impact on our input prices post BREXIT vote has been largely mitigated in the first half through our flexible sourcing and specification model.

EBITDA and profit before tax "PBT":

Group EBITDA for H1 was £0.3m (2015: £0.5m). Group sales and margin increases were offset by increased operating costs as a result of; 1) additional ongoing central costs being incurred as the business scaled up; 2) higher operating costs experienced in the new stores as they trade through their maturity curves and; 3) lower profitability in like-for-like estate as a result of lower sales.

Adjusted EBITDA at £1.1m was £0.1m lower than the prior year (2015: £1.2m). Accelerated opening costs were in line with last year at £0.7m (2015: £0.7m) as detailed in the table below. Salaries and new store pre-opening cost increased in line with the pace of new store rollout. This increase was offset by a reduction in consultancy costs which were incurred last year prior to internal capability being in place.

The Group delivered a loss before tax of £0.4m (2015: loss £0.1m) as we continue to incur additional central costs to support our store opening plan and as the impact of the softer sales performance flowed through to the bottom line.

Control environment and management information:

We have successfully landed the first phase of our Enterprise Resource Planning ("ERP") system which has delivered a common warehouse management and financial accounting/control platform. All new stores continue to benefit from EPOS tills which are providing the management information to help stores identify the lines customers want to buy most regularly and make sure they are available.

Cash flow:

Cash flow continued to be well managed although the closing cash figure at the end of H1 of £4.0m (2015: £4.9m) includes £1.4m of timing benefits. The underlying £2.3m reduction in cash is a function of our growth plan with nine new stores opening in the period. In addition, the Group entered into a 5 year, £4m revolving credit facility ("RCF") which is expected to be drawn in H1 2018 to fund further expansion. The maximum drawdown of the facility is capped at 3 times the last 12 months EBITDA (assessed on a quarterly basis).

Dividend:

The Board are committed to ensuring cash is available to fund the growth strategy and maintaining a strong balance sheet. In line with this, the Board has decided that no dividend payment will be made at this time.

Outlook:

We are acting quickly to restore sales momentum and feel that this can be achieved in readiness for the important winter and festive season.

Management focus over the next months will be on supporting stores to deliver for our customers and restore sales momentum in like-for-like and newly opened stores. Further new stores will be limited to up to 2 factory shops this year with an expectation of resuming the rollout programme in 2017 when the core business sales momentum is restored. In addition, we will remain alert to any changes in consumer behaviour that may result from the current economic environment.

We believe our actions can restore sales momentum, and we will invest in margin to sharpen our value proposition to win back customers and drive sales. We are disappointed with current trading and clearly the outlook for the full year will depend on the result of our actions, upon trading during the important winter and festive season, and upon the timing of our store openings. At this stage, however, we expect our full year profit to be materially lower than our previous expectations. Further details on our growth plan outlook will be provided with our full year results announcement in April 2017.

Notes to the condensed consolidated financial statements

1. BASIS OF PREPARATION

Reporting Entity

Crawshaw Group Plc (the "Company") is a company incorporated and domiciled in the UK.

The condensed consolidated interim financial statements of the Company as at and for the 26 weeks ended 31 July 2016 comprise the Company and its subsidiaries (together referred to as the "Group") and equity account the Group's interest in jointly controlled entities.

Basis of Preparation

These condensed consolidated interim financial statements have been prepared in accordance with IAS 34 'Interim Financial Reporting', as adopted by the EU and do not include all of the information required for full annual financial statements and should be read in conjunction with the consolidated financial statements of the Group as at and for the year ended 31 January 2016. The annual financial statements of the Group are available upon request from the Company's registered office.

The comparative figures for the financial year ended 31 January 2016 are not the Company's statutory accounts for that financial year. Those accounts have been reported on by the Company's auditors and delivered to the registrar of companies. The report of the auditors was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498(2) or (3) of the Companies Act 2006.

The condensed consolidated interim financial statements have not been audited but have been reviewed by the Company's auditors. Their review report for the 6 month period ended 31 July 2016 is set out on page 14.

These condensed consolidated interim financial statements were approved by the Board of Directors on 28 September, 2016.

Significant Accounting Policies

The accounting policies applied are consistent with those of the annual financial statements for the 52 weeks ended 31 January 2016, as described in those annual financial statements, which were prepared in accordance with IFRS as adopted by the EU.

Significant Judgements, Key Assumptions and Estimation Uncertainty

The preparation of the condensed consolidated interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and other factors that are believed to be reasonable at the time the estimate is made. Actual results may differ from these estimates.

In preparing these condensed consolidated interim financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those applied to the consolidated financial statements as at and for the 52 weeks ended 31 January 2016.

Going Concern

The Group meets its day to day working capital requirements through cash generated from operations. In addition, the Group entered into a 5 year, £4m revolving credit facility ("RCF") in the period to provide funding for expansion. Current cash balance is £4.0m with HP commitments of £0.1m.

The Directors have reviewed the profit and cash forecasts of the Group with appropriate sensitivities around operational performance. The Directors have concluded that the Group will have sufficient cash to meet its obligations and to pursue its existing strategy. Accordingly, the Directors consider that these statements should be prepared on a going concern basis.

Basis of Consolidation

The consolidated financial information includes the financial information of the Company and its subsidiary undertakings made up to 31 July 2016 (together referred to as the 'Group').

 2. REVENUE

 The Directors have undertaken a review of the Group's continuing operations and their associated

 business risks. The Directors consider that the continuing operations represent one product offering

 with similar risks and rewards and should be reported as a single business segment in line with the

 Group's internal reporting framework. All revenue received during the period was received from

 customers within the United Kingdom.

Unaudited Audited Unaudited

26 Weeks 52 Weeks 26 Weeks

3. EXCEPTIONAL ITEMS 31.7.16 31.1.16 02.08.15

£ £ £

Exceptional costs in the period relate to:

Acquisition costs - Gabbotts Farm Ltd - 105,367 97,300

5. EARNINGS PER ORDINARY SHARE

Basic earnings per ordinary share is calculated by dividing the earnings attributable to the ordinary shareholders by the weighted average number of ordinary shares outstanding during the period of 79,043,100 (31/01/16: 78,845,870) (31/07/15: 78,818,795). There were no dilutive potential ordinary shares.

7. RELATED PARTY TRANSACTIONS

Crawshaw Butchers Limited, a subsidiary of Crawshaw Group Plc, holds a 50% share in a partnership which trades under the name of RGV Refrigeration. The operations of the partnership comprise of the maintenance and repair of refrigeration machinery for a variety of customers.

8. SHARE BASED PAYMENTS

Shares were granted under the Crawshaw Group plc Long-Term Incentive Plan on 24th April, 2015. The shares are 'growth shares' in a subsidiary, Crawshaw Butchers Ltd, but have value linked to the market capitalisation of Crawshaw Group plc. Shareholders are entitled to a maximum pool of 10% of the growth in value of the market capitalisation of Crawshaw Group plc over the hurdle rate, where the hurdle rate is set as a premium of 15% to market capitalisation immediately prior to the award of the shares.

Shareholders have the option to "put" their Eligible Put Shares on the occurrence of the following events:

· The First and Second Put Dates: Shareholders can put 1/6th of their Shares from the first anniversary of the date of grant and a further 1/6th of their Shares from the second anniversary of the date of grant.

· The achievement of the Performance Conditions: Shareholders can put 1/3rd of their Shares once the market capitalisation of Crawshaw Butchers has increased by 50% since the date of grant. In addition, shareholders can put a further 1/3rd of their Shares once the market capitalisation of Crawshaw Butchers has increased by 100% since the date of grant.

· On a voluntary winding up or change of control of Crawshaw Group plc.

The fair value of the awards is determined by using the Monte Carlo model and allowance has been made for the following assumptions: Expected exercise date, expected volatility of total shareholder return, expected future dividends and the risk free rate of interest. 100,000 simulations were used in the Monte Carlo model and set out below is a summary of the key data.

The expected Volatility is wholly based on the historic volatility simulated over differing time periods to the date of grant.

The fair value of the liability is re-measured at each balance sheet date to take into account non-market related changes. The total expense for the period between 1 February and 31 July, 2016 is £168,000.