The next focusIR Investor Webinar takes places on 14th May with guest speakers from Blue Whale Growth Fund, Taseko Mines, Kavango Resources and CQS Natural Resources fund. Please register here.

Less Ads, More Data, More Tools Register for FREE

Pin to quick picksFIF.L Regulatory News (FIF)

  • There is currently no data for FIF

Watchlists are a member only feature

Login to your account

Alerts are a premium feature

Login to your account

Final Results

26 Sep 2011 07:00

RNS Number : 8609O
Finsbury Food Group PLC
26 September 2011
 



 

Date:

26 September 2011

On behalf of:

Finsbury Food Group plc ('Finsbury' or the 'Group')

Embargoed for 0700hrs

 

 

Finsbury Food Group plc

Preliminary Results 2011Finsbury Food Group plc (AIM: FIF), a leading manufacturer of cake, bread and morning goods, today announces its preliminary results for the year ended 2 July 2011.

 

Highlights

 

§ Group revenue up 12.6% to £189.6 million (2010: £168.3m)

§ Adjusted* profit before tax up 8.3% to £5.8 million (2010: £5.4m)

§ Cake division returns to growth with sales increasing by 12.1% to £139.6 million (2010: £124.6m)

§ Bread & Free From sales growth of 14.2% to £50.0 million (2010: £43.7m) from investment behind Vogels and ongoing growth in the fresh Free From product range with Genius and own label

§ Adjusted* diluted earnings per share 7.1p (2010: 7.0p)

§ Total net bank debt reduced by 10.4% to £32.7 million at the year end (2010: £36.5m)

§ Banking facilities with HSBC extended to 2017

§ Discounted deferred consideration reduced by 28.3% to £4.3 million at year end (2010: £6.0m)

§ Strong organic growth across all divisions, despite the exceptional impact of commodity and cost inflation

 

Operational Highlights:

§ Licensed brand growth across all divisions

§ Working with Genius Foods Limited to expand the Free From product portfolio

§ Re-launch of Vogel's speciality bread brand

§ Adding Disney small cakes to our licensed portfolio

 

\* These figures have been adjusted to eliminate the impact of significant non-recurring items and certain charges required by IFRS for the 52 weeks ended 2 July 2011 and ended 3 July 2010. Refer to the analysis in the Business review for further details:

 

Commenting on the results, John Duffy, Chief Executive of Finsbury Food Group plc, said:""We are pleased to have returned to organic growth, an important milestone for the group. We are emerging from a complex and exhaustive programme of reorganisation and despite the macro economic factors continuing to buffet the business and our customers, our structured approach has clearly started to bear fruit. The difficulties we face should not be underestimated, the global commodities bubble has exerted unprecedented pressure on margins. Prices for butter, sugar and wheat have soared over the last 18 months. Keeping things affordable for customers is essential.

 

"I am delighted that we have succeeded in steering the Group through another demanding year. The reality is that testing times still lie in wait. However, our distinctive range of products, commitment to value and robust performance in a testing climate bode well for the challenge ahead."

 

 

 

For further information:

Finsbury Food Group plc

www.finsburyfoods.co.uk

John Duffy (Chief Executive)

07901 514 390

Stephen Boyd (Finance Director)

07768 600 842

Panmure Gordon

020 7459 3600

Katherine Roe/Callum Stewart

Redleaf Polhill

finsbury@redleafpr.com

Rebecca Sanders-Hewett/Jenny Bahr

020 7566 6720

Publication quality photographs are available via Redleaf Polhill on the numbers shown above

 

 

Notes to Editors:

 

 

§ Finsbury Food Group plc (AIM: FIF), a leading manufacturer of premium and celebration cakes, low fat cake slices and artisan, organic and gluten free bread and morning goods

 

§ Finsbury Food Group is the second largest manufacturer of Ambient Packaged Cake (excluding ISB) in the UK, a market valued at £886m (Source: Kantar Worldpanel Total UK Coverage, 52 we 10th July 2011).

 

§ The Group is also the market leader in the supply of gluten free baked goods to the UK's multiple grocers

 

§ The Group's strategy is to generate returns for shareholders by building a crafted bakery group focused on premium, celebration and well being that delivers for customers and consumers. Finsbury continues to develop its licensed brand portfolio to complement its core retailer brand relationships and improve its understanding of and response to changing consumer needs

 

§ Whilst the Company sees exciting organic growth opportunities in all its businesses and its short-term focus is on integrating and growing its existing businesses, the aim is to take advantage of the appropriate bolt on acquisitions to drive longer term value as opportunities and circumstance allow

Chairman's Statement

 

Tough times demand a resilient mindset. Toughness combined with appetite for the challenge, commitment to hard work and uncompromising dedication to the task.

 

All these qualities, and a good deal more, have been widely in evidence at Finsbury Food Group over the past year. Together, the combination has generated a trading performance that provides quiet cause for satisfaction and real grounds for encouragement going forward.

 

I am delighted to report a 12.6% rise in group revenues over the current year and an 8% increase in underlying profit before tax. In a value-focused recessionary environment, growth has returned to our cake business. Double-digit growth in our speciality bread and free from businesses confirm that even in a recessionary period, consumers are prepared to pay for quality.

 

Investment in people has provided the lynchpin. Over the last few years, Finsbury Food Group has invested heavily in category management, new product development personnel and marketing skills. That investment has helped to create a far-reaching insight into our customers and an increasingly compelling series of offers in the marketplace.

 

It is our stated intention to help consumers through the recession. Doing so demands continual focus on options and choice, whether in the form of optional treats, celebration birthday cakes or lower cost items for lunch boxes. Innovation and adaptability are paramount.

 

Input price inflation is clearly a matter of concern, particularly in such a low margin industry. Commodity prices for sugar, flour and butter have reached record levels and have inevitably impacted on our operating margins. Rising sales together with savings from efficiency projects have largely offset the impact of commodity price inflation but recouping costs has become an imperative.

 

After a period of far-reaching change in the boardroom, a stable year has enabled individuals to get on with the jobs they were brought in to do. I firmly believe the results we are seeing reflect not only that degree of stability but also the completion of the integration programme that has occupied so much time and resource over the last three years.

 

Progress extends beyond statistical growth. I am also pleased to report that we are continuing to pay down debt, cash flow remains healthy and EBITDA figures bear out our operational durability.

 

The group recently renegotiated our banking facilities with HSBC. This enables us to adjust for growth and provides cash to cover deferred consideration due throughout the year. HSBC have effectively broadened their debt profile with Finsbury Food Group, underlining their continued confidence in the business. HSBC's support is greatly appreciated.

 

Further obstacles must be overcome. Consumer confidence remains fragile, disposable incomes are under threat, public sector cuts have yet to be fully implemented - all factors potentially suppressing demand still further. The reality is that the next 12 months are likely to prove testing but our track record in resisting recessionary influences has been exemplary thus far.

 

I would like to take this opportunity to express my thanks to my fellow Directors as well as members of staff across the Group. Our trading results bear witness to the collective pride of performance and sense of ownership that drives our business. Scale benefits from the Group we've constructed are founded upon a philosophy of continuous improvement. Getting better in what we do every single day is the focus of conversation.

 

Another challenging year lies ahead. However, Finsbury Food Group has already demonstrated a level of resilience greater than many would have anticipated. Our course is set. We shall continue to strive to improve profitability, pay down debt, reinstate the dividend and nurture the growth of our businesses.

 

When the time is right and economic circumstances permit, your board will seek out the acquisitions aimed at furthering the pace of growth. Until such times, we will continue to pursue the growth and efficiency model of recent years, building upon the foundations already secured.

 

 

Martin Lightbody

Non-Executive Chairman

Chief Executive's Report

 

Light at the end of the tunnel is always welcome. Even when the road ahead is still clearly a long one, signifiers of success provide not only fresh impetus but redouble the efforts of all those involved.

 

Finsbury Foods is emerging from a complex and exhaustive programme of reorganisation. Despite the macro economic factors continuing to buffet the business and our customers, our structured approach has clearly started to bear fruit.

 

We are pleased to have returned to organic growth, an important milestone for the Group. Following an encouraging performance in the first half of the year, I am delighted to report that the underlying trends strengthened measurably during the second period.

 

Trading Performance

 

Results for the full 52-week period ending 2 July 2011 are detailed in full in the Business Review Section but a number of highlights merit specific attention:

 

§ Group revenue up 12.6% to £189.6 million

§ Underlying profit before tax up 8.3% to £5.8 million

§ Sales in the Cake division up 12.1% to £139.6 million

§ Sales in the Bread and Free From division up 14.2% to £50.0 million

§ Net debt down 10.4% to £32.7 million

§ Strong organic growth across all divisions, despite the exceptional impact of commodity and cost inflation

§ Licensed brand growth across all divisions

§ Working with Genius Foods Limited to expand the Free From product portfolio

§ Re-launch of Vogel's speciality bread brand

§ Adding Disney small cakes to our licensed portfolio

§ Banking facilities with HSBC extended to 2017

 

Reflections

 

The source of cake growth is twofold. Approximately 50% was generated by our UK cake business with the balance originating from Lightbody Europe (LBE), a 50% owned subsidiary export operation. Domestic growth was driven by a combination of own-branded retailer offerings and increases in promotional deals and support. Opening fresh sales outlets and distribution opportunities in France stimulated LBE's expansion.

 

Other indicators are similarly encouraging. The current year delivered strong growth in the fresh gluten free market for our Genius brand and an equally favourable outcome for our Vogels and Cranks brands in the speciality bread sector. The establishment of an agreement in January 2011 with Genius Foods Limited ("Genius") is aimed at expanding our fresh bakery free from portfolio further still.

 

The difficulties we face should not be underestimated. The global commodities bubble has exerted unprecedented pressure on margins. Prices for butter, sugar and wheat have soared over the past 18 months. I foresee no respite in commodity or general cost inflation in the near term. Pressure, if anything, is likely to increase the impact of such factors, redoubling our efforts to alleviate price rises by focussing on internal efficiencies and productivity initiatives.

 

Keeping things affordable for consumers is essential. Where circumstances permit, we will modify our product range to meet the demands of a fragile marketplace, working with our major customers to do so. Our interests are mutual. They want good suppliers and we want to be a good supplier.

 

In the wake of a fresh egg dioxin scare, retailers briefly removed a small selection of Memory Lane branded cakes from their shelves in January. At all times, the products remained safe for consumption, no public health risk was involved and the matter has now been successfully resolved.

 

Looking ahead, the business environment is set to remain difficult for suppliers like ourselves contending with a global inflationary commodity environment on the one hand, and a concentrated customer base with the ability to control the market through volume on the other.

 

Although consumer confidence remains low and the inflationary environment is difficult to predict, I believe that fresh growth opportunities will continue to emerge.

 

Our approach remains pragmatic. The cost-out phase of internal activity is over; emphasis is on maximising the benefits of recent acquisitions to drive longer-term value and grow our existing businesses.

 

I am delighted that we have succeeded in steering the Group through another demanding year. The reality is that testing times still lie in wait. However, our distinctive range of products, commitment to value and robust performance in a testing climate augur well for the challenge ahead.

 

John Duffy

Chief Executive Officer

 

Business Review

 

Strategy

Our business strategy is to generate returns for shareholders by building a crafted bakery group within the cake and bread & free from markets which is focused on premium, celebration and well being that delivers for customers and consumers. We will continue to develop our licensed brand portfolio to complement our core retailer brand relationships.

 

We are still a modest manufacturer in the total Bakery markets in which we operate and see exciting organic growth opportunities in all our businesses.

 

Whilst our short term focus is on integrating and growing our existing businesses, we aim to take advantage of the right bolt on acquisitions to drive longer term value as opportunities, financing and circumstance allow.

Our Markets

We operate in large markets with combined sales in excess of £4 billion per annum. We continue to lead our core areas within those markets, where there remains significant opportunity for growth by converting consumers to our product range.

The total annual UK ambient cake market (including pre-packed cake and in-store bakery) is valued at £1.15 billion. The past 12 months has seen value growth of 1.1% (source: IRI/Kantar) due to price increases with a decline in volume of -0.2%. We continue to be the second largest supplier of cake to the UK's multiple grocers, with a 15.7% share of the total pre-packed cake market up from 14.3% and have maintained our leading position in the niche areas on which we focus.

Within the bread & free from segment, annual bread sales are in excess of £3 billion (source: Mintel). We are a smaller player in this market, with a focus on speciality and organic bread products and we have continued to benefit from the growth in demand for our products, despite the tough economic climate and a general decline in organic bread sales. Moving to the free from part of this segment, the total gluten free market is around £208 million (source: Kantar), with growth of c17% in the last year. The area of this market in which we operate i.e. bread, cake and other bakery products, accounts for c£39 million of these sales, with growth of 21% year on year. The bakery sector growth significantly outstrips the total gluten free market growth due to the continued growth of Genius fresh bread and our strategy of introducing 'fresh' bakery products through retailers' Own Labels.

Our Business

The Group consists of businesses acquired over a number of years that have been integrated to facilitate a focus on operational cost efficiency. Over the year we have significantly reduced our costs to manufacture enabling us to offset substantial increases in most commodity prices. At the same time our focus over the year has been to capitalise on the growth opportunities arising from the recent acquisitions of Goswells and from the growth in the fresh free from sector through the Genius brand and our own label fresh free from products.

Lightbody of Hamilton Ltd ('Lightbody'), based in Hamilton, employs around 1,050 people and is the UK's largest supplier of celebration cake with Disney and Thorntons product within its portfolio. It also produces a range of small cakes, a number of which are under our licensed brands including Thorntons, Nestlé and WeightWatchers.

Memory Lane Cakes Ltd ('Memory Lane'), based in Cardiff, employs around 900 people and is the leading manufacturer of the UK retailers' premium own label cake ranges. It also produces under a number of brands notably Nestlé, WeightWatchers and Thorntons. The last financial year has been one of double digit growth with the promotional support driving the growth primarily in premium own label cake. Gross margins were put under pressure by commodity price inflation, this will be the main issue in the next year. Management aims to recover cost inflation through both price increases and efficiency improvements.

Sales revenues within the integrated cake businesses were up 12.1% compared with the prior year. This growth comes from a combination of own-branded retailer offerings in domestic markets and fresh sales outlets and distribution opportunities in France through our 50% owned subsidiary Lightbody Europe.

 

United Central Bakeries Ltd ('UCB'), based in Bathgate near Edinburgh, employs around 200 people and manufactures a range of gluten free bakery products and morning goods. The year saw significant growth out of the Genius free from fresh bread brand including new lines to enhance the range.

Livwell Ltd ('Livwell'), based in Hull, employs around 110 people and is the UK's leading supplier of gluten free bread, cake and morning goods to the UK's grocery retailers. It continues to deliver new products into the free from market, focusing on fresh own label products and has started to contribute to the Genius range. This business operates under a combined commercial team with UCB.

Nicholas & Harris Ltd ('N&H'), based in Salisbury, employs around 250 people and produces a range of speciality bread products to the UK retailers. It has maintained its leadership position in the supply of 'clean-label' breads. This position has been strengthened following its acquisition of Goswell Enterprises Ltd ('Goswells') in June 2009 and with it a number of licensed brands including Vogels and Cranks. These were relaunched in October 2010 and sales on each have grown in excess of 30%.

Growth in sales revenues within the Bread & Free From business has continued to accelerate with a combined increase for the division of 14.2%.

Brands and Licences

The Group remains primarily a retailer branded business, with sales of retailer own label products accounting for around 56% of our total revenue compared to 65% a year ago. This reflects the strength of the licensed brands under our control and the fact that, in a number of cases, they have outperformed the rest of the market.

WeightWatchers

WeightWatchers is one of the largest food brands in the UK and we hold the licence to manufacture and distribute low fat cake to the UK and Ireland's multiple grocers under this brand. Since the acquisition of Anthony Alan in 2007, the brand has been developed through utilisation of the broad production capability within the Group and our skills in developing new products that adhere to brand guidelines. WeightWatchers now accounts for 72% of the low fat cake market in terms of value up from 69%. The brand continues to perform slightly better than the total Health category which declined by -6.9% in value terms compared to -2.8% on the WeightWatchers brand which is due to the Masterbrand launch of 'Pro-Points' which has attracted new dieters to the WeightWatchers brand.

Thorntons

The Group continues to develop its branded offering within the premium cake sector via its licensing arrangement with the Thorntons confectionery business. Through a combination of new product development, additional listings of existing products and targeted promotional activity, the Thorntons brand within Cake has seen fantastic growth of 17.4% value sales year on year (source: IRI/Kantar). This represents significant out-performance of the rest of the premium cake market. We have recently refreshed our celebration products and will look to launch some NPD in the new year in order to continue to invest in the brand to increase awareness and drive further profitable growth for both us and our customers.

Nestlé Confectionery

We continue to benefit from the rights to manufacture and distribute cake products under Nestlé confectionery brands such as Smarties, Jelly Tots, Toffee Crisp and Munchies. The range shows steady year on year growth of 2.2% (value sales IRI/Kantar) but the snacking products in some customers are heavily promoted.

Disney

We now have the license to produce Disney Small Cakes which gives us huge potential when adding to our already successful Disney Celebration range. Brands within the portfolio such as Toy Story, Disney Princess, Cars, Winnie The Pooh and Pirates of the Caribbean have been a success during the year. Sales value is up 16% year on year for the total brand.

Other Celebration Cake Licences

These four major brands are complemented by a range of 25 other licences which are particularly focused on driving celebration cake sales. Properties such as Ben 10, Peppa Pig, Hello Kitty and Spiderman have their own target market and offer excellent additions to the range. Little Venice Cake Company which joined the range last year has performed well and we are now working on how we can extend the range in this niche adult premium celebration.

Bread & Free From Licences

We are pleased to have branded offerings in our Bread & Free From businesses. The Village Bakery is an organic brand which N&H have been working with for a number of years, generating sales of around £800,000 per annum. The range is based primarily around clean label rye breads and lines are stocked by all our bread customers. The Vogels brand covers a range of natural sliced breads with added rye, grains and seeds to improve the health attributes of the product. The rights to manufacture products under this brand came along with the acquisition of Goswells in June 2009 and complements the mainly own label range of products within N&H's portfolio. This acquisition also brought with it the Cranks licence to manufacture a range of organic bread products.

The Genius brand has grown the retail sales to in excess of £15 million annually across the Retail and Foodservice channels. Genius remains the biggest brand in the free from Bakery market with a value market share of around 22% (Source: IRI) and is listed in all major multiples, co-ops and many independent and convenience stores. At the beginning of 2011 we introduced new 600g sliced seeded variant and fruited teacakes into the retail trade. We will continue to expand the range of fresh free from products in the next year.

Principal Operating Risks

The Group operates in an environment which is continually changing and as a result the risks it faces will also change over time. The assessment of risks and the development of strategies for dealing with these risks are achieved on an ongoing basis through the way in which the Group is controlled and managed internally. A formal review of these risks is carried out by the Group on an annual basis. The review process involves the identification of risks, assessment to determine the relative likelihood of them impacting the business and the potential severity of the impact, and determination of what needs to be done to manage them effectively.

 

The Directors have identified the following principal risks and uncertainties that could have the most significant impact on the Group's value generation:

 

Competitive Environment and Customer Requirements

There is strong competition between manufacturers in the Bakery sector. The monitoring of key performance indicators at customer level such as service levels and customer complaints is part of the risk management process associated with this specific risk. Strong customer service, quality products, low costs and innovative new product development are areas of focus to satisfy customer needs and remain strong in a competitive environment.

 

The Group has invested heavily in category management, new product development and marketing skills. This investment has helped create an insight into customers and consumer demands.

 

Continual monitoring of customer KPI's and production quality measures take place to ensure customer requirements are being met and issues are identified in a timely manner to limit their impact.

 

Product quality is a key strength of the Group and failure to maintain a high standard of food quality and safety would have a severe impact on service levels and customer relationships.

 

The Group's quality assurance procedures, managed at site level, are reviewed continuously with improvements made as appropriate. The Group's Technical Director helps provide focus to ensure there is continuous improvement across all sites to meet the increasingly high expectations of our customers. The operating subsidiaries are subject to regular internal and independent food safety and quality control audits including those carried out by, or on behalf of, their customers. The Group maintains product recall insurance cover to mitigate the potential impact of such an occurrence.

 

Raw Materials - Prices and Supply

Increases in the price of raw materials can adversely impact the core profitability of the business and any related shortage in supply will impact the business' ability to maintain its service levels to customers - another of its key performance indicators. The prices of certain key commodities (e.g. sugar) are tied to the Euro - the relative strength of sterling will, therefore, have an impact on the cost of these commodities.

 

Affordability for consumers is essential and the Group will focus on internal efficiencies and productivity initiatives to lessen the rising commodity price impact on consumers. The Group maintains a high level of expertise in its buying team and will consider long term contracts where appropriate to reduce uncertainty in input prices. The team also cultivates strong relationships with its major suppliers to ensure continuity of supply at competitive prices. Regular renovation and innovation in our product range can help to manage margin pressures in an effective manner as far as the competitive environment allows. The Group also purchases forward foreign currency in order to minimise the fluctuation of input costs linked to future currency conversion rates.

 

Economic Environment

Whilst the price sensitivity of our products is relatively low, there have been some particular trends in the premium and health sectors of the cake market that have impacted the demand for products within these sectors. The value-focused recessionary environment has resulted in demand from customers for increased levels of support via promotional activity as they compete with each other to offer consumers greater value for money. The Group will continue to focus on quality and value for money in periods of reduced spending.

 

Interest Rates

Group funding is linked to either base rate or LIBOR, any increase in interest rate will increase the funding costs. The Group has interest rate swap arrangements in place to hedge its risks associated with interest rate fluctuations.

 

Bank Covenants

There is potential for the bank to withdraw funding should there be a breach of covenants. Bank covenants are reviewed monthly for actual and forecast. There are regular and open communications with the bank to ensure they are fully aware of the Group's position.

 

Trading Results

 

Group revenue for the 52 week period to 2 July 2011 was £189.6 million (52 week period to 3 July 2010: £168.3 million), an increase of £21.3 million (12.6%) year on year.

 

Gross margin for the financial year was 27.0% representing a decrease of 1.0% year on year. Commodity prices for sugar, flour and butter have reached record levels and have inevitably impacted on operating margins.

 

Administrative expenses have increased year on year. There has been an ongoing investment in staff particularly across the Cake and Bread & Free From sector. Wage inflation, range and marketing support and new product development has increased year on year. The Group has invested heavily in category management, new product development personnel and marketing skills.

 

The following analysis is included to show what the Directors consider to be the underlying performance of the Group and eliminates the impact of significant non-recurring items and certain charges required by IFRS

 

 

52 week period ended 2 July 2011

Operating performance

Non-recurring significant items

Share options charge

Defined benefit pension scheme

Fair value of interest rate swaps/ foreign exchange contracts

Movement in the fair value of deferred consideration

As per Consolidated Statement of Comprehensive Income

£000

£000

£000

£000

£000

£000

£000

Revenue

189,575

-

-

-

-

-

189,575

Cost of sales

(138,478)

-

-

-

-

-

(138,478)

Gross profit

51,097

-

-

-

-

-

51,097

Other costs excluding depreciation & amortisation

(39,568)

-

(73)

11

(316)

-

(39,946)

Other income

-

-

-

-

-

-

EBITDA

11,529

(73)

11

(316)

-

11,151

Depreciation & amortisation

(3,013)

-

-

-

-

-

(3,013)

Results from operating activities

8,516

(73)

11

(316)

-

8,138

Financial income

-

-

-

1,356

564

-

1,920

Financial expenses

(2,677)

`

(42)

-

(1,134)

-

(252)

(4,105)

Profit before tax

5,839

(42)

(73)

233

248

(252)

5,953

Taxation

(1,465)

200

19

(133)

(111)

73

(1,417)

Profit after tax

4,374

158

(54)

100

137

(179)

4,536

 

 

The significant non-recurring items in 2011 referred to above relate to £42,000 interest on a prior year tax inquiry liability, £200,000 under taxation relates to the release of overprovision on the prior year tax inquiry.

 

The taxation on IFRS charges include an element of rate change on opening balances from 28% to 26%.

 

52 week period ended 3 July 2010

Operating performance

Non-recurring significant items

Share options charge

Defined benefit pension scheme

Fair value of interest rate swaps/ foreign exchange contracts

Movement in the fair value of deferred consideration

As per Consolidated Statement of Comprehensive Income

 

£000

£000

£000

£000

£000

£000

£000

 

 

Revenue

168,338

-

-

-

-

-

168,338

 

Cost of sales

(121,278)

-

-

-

-

-

(121,278)

 

Gross profit

47,060

-

-

-

-

-

47,060

 

Other costs excluding depreciation & amortisation

(36,089)

(399)

(131)

(14)

199

-

(36,434)

 

Other income

-

553

-

-

-

-

553

 

EBITDA

10,971

154

(131)

(14)

199

-

11,179

 

Depreciation & amortisation

(2,968)

-

-

-

-

-

(2,968)

 

Results from operating activities

8,003

154

(131)

(14)

199

-

8,211

 

Financial income

-

-

-

1,240

-

316

1,556

 

Financial expenses

(2,612)

-

-

(1,071)

(1,097)

(117)

(4,897)

 

Profit before tax

5,391

154

(131)

155

(898)

199

4,870

 

Taxation

(1,376)

(393)

37

(43)

251

(56)

(1,580)

 

Profit after tax

4,015

(239)

(94)

112

(647)

143

3,290

 

 

The significant non-recurring items in 2010 referred to above, totalling £154,000 profit before tax relate to:

 

·; reorganisation costs of £399,000 (including redundancies) associated with the restructuring of the Group

·; curtailment of defined benefit pension scheme liabilities shown in other income of £553,000

·; within taxation on significant non-recurring items is a potential prior year tax inquiry liability of £348,000

 

Earnings per Share

 

EPS comparatives to the prior year can be distorted by significant non-recurring items and IFRS adjustments. The Board is focused on growing adjusted diluted EPS, which is calculated by eliminating the impact of the items highlighted above and incorporates the dilutive effect of share options. Adjusted diluted EPS is 7.1p for the 52 week period (2010: 7.0p).

 

2011

2010

Basic EPS

7.6p

5.7p

Adjusted* basic EPS

7.3p

7.1p

Diluted** basic EPS

7.4p

5.7p

Adjusted* diluted** EPS

7.1p

7.0p

 

 

* Adjusted EPS measures are calculated by eliminating the impact of significant non-recurring items and IFRS adjustments. Further details can be found in Note 6

** Diluted EPS incorporates the dilution effect of share options.

 

Financial Key Performance Indicators

 

KPI

2011

2010

2009

2008

2007

Revenue

£189.6m

£168.3m

£178.9m

£165.1m

£107.6m

Adjusted EBITDA

£11.5m

£11.0m

£10.4m

£13.3m

£7.9m

Adjusted diluted EPS

7.1p

7.0p

6.9p

10.5p

9.5p

Net bank debt

£32.7m

£36.5m

£41.0m

£43.7m

£29.0m

Net debt including deferred consideration

 

£37.1m

 

£42.6m

 

£48.1m

 

£49.6m

 

£38.4m

 

EBITDA is calculated as earnings before interest, taxation, depreciation and amortisation

Net bank debt is calculated as overdrafts, bank loans, asset finance and mortgages less cash balances

 

Non-Financial Key Performance Indicators

 

A range of non-financial key performance indicators are monitored at site level covering, amongst others, customer service, quality and health and safety. The Group Board receives an overview of these on a regular basis.

 

Acquisitions

 

There were no acquisitions in the period.

 

During the year deferred consideration of £500,000 was paid in respect of the acquisition of Goswell Enterprises Ltd acquired in June 2009. At the year end there remained a further £1.2 million deferred consideration in respect of this acquisition, due to be paid over the next two years.

 

During the year deferred consideration of £840,000 was paid in respect of the acquisition of Yorkshire Farm Bakeries and A&P Foods, acquired in April 2008. At the year end there remained a further £1.6 million deferred consideration in respect of this acquisition, due to be paid over the next year. This deferred consideration attracts interest payments at 6%.

 

During the year deferred consideration of £620,000 was paid in respect of the acquisition of Anthony Alan Foods Ltd acquired in October 2007. At the year end there remained a further £1.6 million deferred consideration in respect of the Anthony Alan Foods Ltd acquisition, due to be paid over the next year. This deferred consideration attracts interest payments at 6%.

 

 

Cash Flow

 

The Group realised a net cash inflow from operating activities of £8.1 million during the financial year (2010: £8.8 million) representing a decrease of 8% on the previous financial year. There was an increase in our working capital requirement of £1.1 million compared to the last financial year reflecting the organic growth over the past 12 months. Corporation tax payments made in the financial year totalled £1.0 million (2010: £0.6 million), these payments took account of the research and development tax relief due to the Group and identified in the previous financial year. Capital expenditure in the year amounted to £2.2 million (2010: £3.5 million).

 

Debt & Bank Facilities

 

The Group's total net bank debt after deducting cash balances and including guaranteed loan notes as at 2 July 2011 was £32.7 million (3 July 2010: £36.5 million). Within this total net debt, £11.3 million is due within one year, including cash at bank, invoice finance and loan notes payable on demand (2010: £13.5 million). Net bank debt excludes deferred consideration payable in respect of acquisitions.

 

The Group's debt facility with HSBC Bank Plc totals £47.1m, the key features of the facility are as follows:

 

§ overdraft (£2.75m)

§ confidential invoice discounting facility (£17.5m flexible)

§ term loan repayable over six years (£14.2m)

§ mortgage facility (£8.2m)

§ rolling asset finance facility (£4.4m)

 

The Group re-negotiated its bank facility during the year, the renegotiated facility is a continuation of the old debt with a consolidation of four term loans into one term loan and an extension of the term loan from 2014 to 2017 with a smoothing of the repayments over this extended period.

 

Discounted deferred consideration of £4.3m is outstanding at the year end and is payable over the next two years (2010: £6.0m). Of this £3.1m (2010: £4.4m) attracts an interest of 6% pa and £1.2m (2010: £1.6m) is interest free.

 

The Group is able to offer strong asset backing to secure its borrowings. The Group owns freehold sites at Memory Lane in Cardiff, at Lightbody, UCB and Campbells in Scotland, and at Livwell in Hull. In addition, the Group has a strong trade debtor book to support the invoice discounting facility, made up primarily of UK's major multiple retailers. This debtor book stood at £25.5 million (2010: £21.4 million) at the period end date.

 

The Group recognises the inherent risk from interest rate rises. To mitigate these risks, the Group has four interest rate swaps in place with a total coverage of £24.3 million (equivalent to 74% of total net debt) at a weighted average rate of 4.9%.

 

The effective interest rate for the Group at the year end, taking account of the interest rate swaps in place and deferred consideration with base rate at 0.5% and LIBOR at 0.8%, was 5.61% (2010: 6.11%).

 

Financial Covenants

 

The Board reviews the Group's cash flow forecasts and key covenants on a regular basis to ensure that it has adequate facilities to cover its trading and banking requirements with an appropriate level of headroom. The forecasts are based on management's best estimates of future trading. There has been no breach of covenants during the year. The Group renegotiated its bank facility during the year extending the term loan facility to 2017, there was no covenant test date at the year end.

 

Interest cover (based on adjusted EBITDA) for the 52 weeks to 2 July 2011 was 4.3 (2010: 4.2). Net debt to EBITDA (based on adjusted EBITDA) for the year to 2 July 2011 was 2.8 (2010: 3.3).

It should be noted that current liabilities exceed current assets. Having reviewed the Group's plans and available financial facilities, the Board has reasonable expectations that the Group has adequate resources to continue in operational existence for the foreseeable future. The Group has stayed within its banking facilities during the year, meeting covenant requirements. The Group has the continued support from its bank with renegotiated facilities of

Financial Covenants (continued)

£47.1m extending term loans to 2017, In addition, the Group has a strong asset backing and strong trade debtor book. Accordingly, the Board continues to adopt the going concern basis in preparing the Financial Statements for both the Group and the parent company.

 

Taxation

 

The Group taxation charge for the year was £1.4 million (2010: £1.6 million). This represents an effective rate of 23.8% (2010: 32.4%), 27.2% after eliminating the prior year tax inquiry credit in 2011, charge in 2010 (2010: 25.3%).

 

Further details on the tax charge can be found in Note 5 to the Group's financial statements.

 

Environmental matters

 

As a result of significant capital investment and packaging innovation over the past year the Group has had major successes in reducing the amount of packaging used and have exceeded the previous target of 25% reduction. As an example the Cake Category transit packaging has reduced by 37% in some areas and projects are in place to reduce it further. Work in this area has been held up as best practice by several of our key customers and is now seen as the benchmark in the cake sector.

 

Employee Social and Community Issues

 

All manufacturing sites are active within their local community supporting local community initiatives provided they are economically viable considering the difficult trading conditions the Group has experienced over the last year. The Group also supports local and national government initiatives such as the New Work programme.

 

The Cake Category in particular have been working closely with local universities business projects and placements and plan to continue this partnership work further in several areas of training, development and project work.

 

Technical Matters

 

The Company continues to drive technical and quality standards across the business. All sites have achieved British Retail Consortium A grade standard. Key technical processes are being standardised across the business to ensure a consistent approach to working practices. The Group have plans in place to work with key industry partners to drive innovation in the areas of quality and healthy eating.Consolidated Statement of Comprehensive Income

for the 52 weeks ended 2 July 2011 and 3 July 2010

2011

2010

Note

Before

 significant

 items

Significant non-recurring

 items

 

 

Total

Before

 significant

 items

Significant non-recurring

 items

 

 

Total

£000

£000

£000

£000

£000

£000

Revenue

1

189,575

-

189,575

168,338

-

168,338

Cost of sales

(138,478)

-

(138,478)

(121,278)

-

(121,278)

Gross profit

51,097

-

51,097

47,060

-

47,060

Administrative expenses

2

(42,959)

-

(42,959)

(39,003)

(399)

(39,402)

Other income

3

-

-

-

-

553

553

Results from operating activities

8,138

-

8,138

8,057

154

8,211

Financial income

4

1,920

-

1,920

1,556

-

1,556

Financial expenses

4

(4,063)

(42)

(4,105)

(4,897)

-

(4,897)

Net financing expense

(2,143)

(42)

(2,185)

(3,341)

-

(3,341)

Profit before tax

5,995

(42)

5,953

4,716

154

4,870

Taxation

5

(1,617)

200

(1,417)

(1,187)

(393)

(1,580)

Profit for the financial year

4,378

158

4,536

3,529

(239)

3,290

Other comprehensive income

Actuarial gains/(losses) on defined benefit pension scheme

 

 

 

2,224

 

-

 

2,224

 

(3,046)

 

-

 

(3,046)

Movement in deferred taxation on pension scheme liability

 

 

 

(578)

 

-

 

(578)

 

853

 

-

 

853

Foreign exchange translation differences

 

207

 

-

 

207

 

(24)

 

-

 

(24)

Other comprehensive income/(expense) for the financial year, net of income tax

 

 

1,853

 

 

-

 

 

1,853

 

 

(2,217)

 

 

-

 

 

(2,217)

Total comprehensive income for the financial year

 

6,231

 

158

 

6,389

 

1,312

 

(239)

 

1,073

Consolidated Statement of Comprehensive Income (continued)

for the 52 weeks ended 2 July 2011 and 3 July 2010

 

 

2011

2010

 

 

 

 

Note

Before

 significant

 items

Significant non-recurring

 items

 

 

Total

Before

 significant

 items

Significant non-recurring

 items

 

 

Total

 

 

£000

£000

£000

£000

£000

£000

 

 

 

Profit attributable to:

 

 

Equity holders of the parent

3,843

158

4,001

3,214

(239)

2,975

 

 

Non-controlling interest

535

-

535

315

-

315

 

 

 

 

Profit for the financial year

4,378

158

4,536

3,529

(239)

3,290

 

 

 

 

Total comprehensive income attributable to:

 

 

Equity holders of the parent

5,696

158

5,854

997

(239)

758

 

 

Non-controlling interest

535

-

535

315

-

315

 

 

 

 

Total comprehensive income for the financial year

 

6,231

 

158

 

6,389

 

1,312

 

(239)

 

1,073

 

 

 

 

 

Earnings per ordinary share (pence)

 

 

Basic

6

7.6

5.7

 

Diluted

6

7.4

5.7

 

Consolidated Statement of Financial Position

 at 2 July 2011 and 3 July 2010

Note

2011

2010

£000

£000

Non-current assets

Intangibles

61,892

62,057

Property, plant and equipment

25,349

25,978

Other financial assets - investments

28

25

Deferred tax assets

874

1,752

88,143

89,812

Current assets

Inventories

5,844

4,531

Trade and other receivables

29,929

23,881

Cash and cash equivalents

4,545

2,803

Other financial assets - fair value of foreign exchange contracts

-

199

40,318

31,414

Total assets

128,461

121,226

Current liabilities

Other interest-bearing loans and borrowings

(15,627)

(16,089)

Trade and other payables

(35,163)

(27,600)

Provisions

(532)

(424)

Deferred purchase consideration

(4,117)

(2,418)

Other financial liabilities-fair value of interest rate swaps/foreign exchange

(2,151)

(2,598)

Current tax liabilities

(1,287)

(1,069)

(58,877)

(50,198)

Non-current liabilities

Other interest-bearing loans and borrowings

(21,064)

(22,454)

Provisions and other liabilities

(242)

(553)

Deferred purchase consideration

(204)

(3,611)

Deferred tax liabilities

(1,550)

(1,676)

Pension fund liability

(1,172)

(3,629)

(24,232)

(31,923)

Total liabilities

(83,109)

(82,121)

Net assets

45,352

39,105

Equity attributable to equity holders of the parent

Share capital

528

527

Share premium account

26,918

26,918

Capital redemption reserve

578

578

Retained earnings

16,517

10,590

44,541

38,613

Non-controlling interest

811

492

Total equity

45,352

39,105

These financial statements were approved by the Board of Directors on 23 September 2011 and were signed on its behalf by:

 

Stephen Boyd (Director)

 

Consolidated Statement of Changes in Equity

for the 52 weeks ended 2 July 2011 and 3 July 2010

Share

Capital

Share

premium

Capital redemption reserve

Retained

Earnings

Non-controlling

interest

Total

equity

£000

£000

£000

£000

£000

£000

Balance at 5 July 2009

514

26,680

578

9,701

329

37,802

Profit for the financial year

-

-

-

2,975

315

3,290

Other comprehensive income/(expense):

Actuarial loss on defined benefit pension plan

-

-

-

(3,046)

-

(3,046)

Deferred tax movement on pension scheme actuarial loss

 

-

 

-

 

-

 

853

 

-

 

853

Foreign exchange translation differences

-

-

-

(24)

-

(24)

Total other comprehensive expense

-

-

-

(2,217)

-

(2,217)

Total comprehensive income for the period

-

-

-

758

315

1,073

Transactions with owners, recorded directly in equity:

Shares issued during the year

13

238

-

-

-

251

Impact of share based payments

-

-

-

131

-

131

Dividend paid

-

-

-

-

(152)

(152)

Balance at 3 July 2010

527

26,918

578

10,590

492

39,105

Balance at 4 July 2010

527

26,918

578

10,590

492

39,105

Profit for the financial year

-

-

-

4,001

535

4,536

Other comprehensive income/(expense):

Actuarial gain on defined benefit pension plan

-

-

-

2,224

-

2,224

Deferred tax movement on pension scheme actuarial loss

 

-

 

-

 

-

 

(578)

 

-

 

(578)

Foreign exchange translation differences

-

-

-

207

-

207

Total other comprehensive expense

-

-

-

1,853

-

1,853

Total comprehensive income for the period

-

-

-

5,854

535

6,389

Transactions with owners, recorded directly in equity:

Shares issued during the year

1

-

-

-

-

1

Impact of share based payments

-

-

-

73

-

73

Dividend paid

-

-

-

-

(216)

(216)

Balance at 2 July 2011

528

26,918

578

16,517

811

45,352

 

Consolidated Cash Flow Statement

for the 52 weeks ended 2 July 2011 and 3 July 2010

Note

2011

2010

£000

£000

Cash flows from operating activities

Profit for the financial year

4,536

3,290

Adjustments for:

Taxation

1,417

1,580

Net finance expenses

2,185

3,341

Depreciation

2,848

2,804

Amortisation of intangibles

165

164

Loss on disposal of plant, equipment and trademark

8

-

Share options charge

73

131

Current service cost element of pension scheme

-

286

Contributions by employer to pension scheme

(11)

(272)

Curtailment of defined benefit pension scheme liabilities

-

(553)

Fair value charge / (credit) for foreign exchange contracts

316

(199)

Operating profit before changes in working capital

11,537

10,572

Changes in working capital:

Increase in inventories

(1,232)

(145)

(Increase) / decrease in trade and other receivables

(5,648)

987

Increase in trade and other payables

7,030

382

Cash generated from operations

11,687

11,796

Interest paid

(2,505)

(2,365)

Tax paid

(1,043)

(614)

Net cash from operating activities

8,139

8,817

Cash flows from investing activities

Purchase of property, plant and equipment

(2,224)

(3,546)

Purchase of subsidiary companies

(1,960)

(850)

Increase in investment

(3)

-

Net cash used in investing activities

(4,187)

(4,396)

Cash flows from financing activities

Drawdown / (Repayment) of invoice discounting

1,490

(1,065)

Repayment of bank loans

(3,065)

(2,366)

Repayment of loan notes

(33)

(49)

Drawdown of asset finance facilities

882

1,653

Repayment of asset finance liabilities

(1,341)

(1,139)

Issue of ordinary share capital

1

251

Non-controlling interest dividend paid

8

(216)

(152)

Net cash used in financing activities

(2,282)

(2,867)

Net increase in cash and cash equivalents

1,670

1,554

Opening cash and cash equivalents

2,803

1,273

Effect of exchange rate fluctuations on cash held

72

(24)

Cash and cash equivalents at end of period

4,545

2,803

Notes

(forming part of the Financial Statements)

 

Accounting Policies

The financial information set out in this preliminary announcement does not constitute Finsbury Food Group Plc's statutory accounts for the 52 week periods ended 2 July 2011 and 3 July 2010. Statutory accounts for the 52 week period ended 2 July 2011 will be delivered to the Registrar of Companies following the Company's Annual General Meeting. Statutory accounts for the 52 week period ended 3 July 2010 have been delivered to the Registrar of Companies. The Auditors have reported on those accounts; their reports were unqualified and did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.

This preliminary announcement has been prepared and approved by the Directors in accordance with International Financial Reporting Standards (IFRS) and its interpretations as adopted by the International Accounting Standards Board (IASB) and by the EU (Adopted IFRS).

1. Revenue and segment information

Operating segments are identified on the basis of internal reporting and decision making. The Group's Chief Operating Decision Maker is considered to be the CEO and the Board of Directors as they are primarily responsible for the allocation of resources to segments and the assessment of performance by segment.

 

The Board uses operating profit, reviewed on a regular basis, as the key measure of the segments' performance. Operating profit in this instance is defined as profit before the following:

 

Ø net financing expense

Ø share option charges

Ø non-recurring significant items

Ø fair value adjustments relating to acquisitions

Ø pension charges or credits in relation to the difference between the expected return on pension assets and interest cost on pension liabilities and

Ø revaluation of interest rate swaps and forward foreign currency contracts.

 

The Group's operating segments are "cake" and "bread & free from". The primary driver of this segmental structure is the commonality of the product categories operated in.

 

The Cake segment sells ambient cakes to the UK's multiple grocers. This segment primarily comprises the operations of Memory Lane Cakes Ltd, Lightbody Group Ltd and Campbells Cake Company Ltd, and also includes Yum Yum's which are produced at United Central Bakeries.

 

The Bread & Free From segment sells speciality bread & morning goods into the bakery sectors of the UK's multiple grocers. This segment is primarily made up of the operations of United Central Bakeries Ltd, Livwell Ltd and Nicholas & Harris Ltd. In addition to these operations, the 'In Store Bakery' range manufactured at Lightbody of Hamilton and Memory Lane Cakes Ltd is also included in the bread & free from segment as the nature of the product and their location in the multiple grocers product range is similar.

 

Costs of Group operations plus a 10% premium have been allocated across the segments on the basis of their operating profit. The premium has been charged to reflect the synergies achieved from obtaining resources centrally giving benefits across the operating segments. Operating profit levels have been chosen as the basis, as this reflects the underlying performance of the segment and is also the return the Group expects from those segments.

 

A purchasing premium of 2% is charged from Group operations, and is calculated on materials and packaging spend at segmental level. This charge is based on the rationale that Group operations, through its Group buyers, optimises the Group's procurement spend through leveraging its purchasing power.

 

This has resulted in a profit of £1.9m (2010: £1.4m) being presented within the Group operations segment.

 

The Group's finance income and expenses cannot be meaningfully allocated to the individual operating segments.

 

 

Notes (continued)

1 Revenue and segment information (continued) 

 

 

 

 

52 week period ended 2 July 2011

Cake

 

£000

Bread & Free From

£000

Group Operations

£000

Total Group

 

£000

Revenue

External

139,620

49,955

-

189,575

Underlying operating profit

4,278

2,384

1,854

8,516

Non-recurring significant items

-

Fair value foreign exchange contracts

(316)

Share options charge

(73)

Defined benefit pension scheme

11

Results from operating activities

8,138

Financial income

1,920

Financial expenses

(4,105)

Profit before taxation

5,953

Taxation

(1,417)

Profit after taxation

4,536

At 2 July 2011

Segment assets

91,500

31,707

121

123,328

Unallocated assets

5,133

Consolidated total assets

128,461

Segment liabilities

(33,383)

(9,656)

(1,228)

(44,267)

Unallocated liabilities

(38,842)

Consolidated total liabilities

(83,109)

Other segment information

Capital expenditure

1,519

705

-

2,224

Depreciation included in segment profit

1,791

1,057

-

2,848

Amortisation

-

165

-

165

 

Analysis of unallocated assets and liabilities:

Assets

Liabilities

£'000

£'000

Investments

28

Loans and borrowings

(36,691)

Financial instruments

-

Financial instruments

(2,151)

Cash and cash equivalents

4,545

Cash and cash equivalents

-

Taxation balances

560

Taxation balances

-

Unallocated assets

5,133

Unallocated liabilities

(38,842)

 

There are no inter-segmental sales. Certain operating costs have been incurred centrally, these costs have been allocated to the reporting segments on an appropriate basis.

Five customers with sales of £43m, £41m, £25m, £20m and £20m account for 79% of revenue, which is attributable to the cake and bread & free from segments above.

Group Operations profit comprises the central costs premium and a purchasing premium charged to the manufacturing operations.

Notes (continued)

1 Revenue and segment information (continued) 

 

 

 

 

52 week period ended 3 July 2010

Cake

 

£000

Bread & Free From

£000

Group Operations

£000

Total Group

 

£000

Revenue

External

124,600

43,738

-

168,338

Underlying operating profit

3,897

2,697

1,409

8,003

Non-recurring significant items

154

Fair value foreign exchange contracts

199

Share options charge

(131)

Defined benefit pension scheme

(14)

Results from operating activities

8,211

Financial income

1,556

Financial expenses

(4,897)

Profit before taxation

4,870

Taxation

(1,580)

Profit after taxation

3,290

At 3 July 2010

Segment assets

86,435

30,986

52

117,473

Unallocated assets

3,753

Consolidated total assets

121,226

Segment liabilities

(30,009)

(10,267)

(541)

(40,817)

Unallocated liabilities

(41,304)

Consolidated total liabilities

(82,121)

Other segment information

Capital expenditure

1,026

2,520

-

3,546

Depreciation included in segment profit

1,827

977

-

2,804

Amortisation

-

164

-

164

 

Analysis of unallocated assets and liabilities:

Assets

Liabilities

£'000

£'000

Investments

25

Loans and borrowings

(38,543)

 

Financial instruments

199

Financial instruments

(2,598)

 

Cash and cash equivalents

2,803

Cash and cash equivalents

-

 

Taxation balances

726

Taxation balances

(163)

 

Unallocated assets

3,753

Unallocated liabilities

(41,304)

 

 

There are no inter-segmental sales. Certain operating costs have been incurred centrally, these costs have been allocated to the reporting segments on an appropriate basis.

Four customers with sales of £37m, £36m, £26m and £18m account for 70% of revenue, which is attributable to the cake and bread & free from segments above.

Group Operations profit comprises the central costs premium and a purchasing premium charged to the manufacturing operations.

Notes (continued)

 

1 Revenue and segment information (continued) 

 

An analysis by geographical segment is shown below:

 

Geographical split of turnover by destination

2011

2010

£000

£000

United Kingdom

170,149

156,280

Europe

19,036

11,585

Rest of World

390

473

Total

189,575

168,338

Net asset and margin geographical split would not provide meaningful information owing to the necessity to allocate costs, assets and liabilities. Capital expenditure on segment assets, on a cash basis, in the year is in relation to the UK segment.

Geographical split of turnover by country of origin

 

United Kingdom

 

Europe

 

Total

£000

£000

£000

2011

Turnover

172,837

16,738

189,575

Gross Profit

47,390

3,707

51,097

Total assets

121,803

6,658

128,461

Total liabilities

(78,209)

(4,900)

(83,109)

Net assets

43,594

1,758

45,352

2010

United Kingdom

Europe

Total

£000

£000

£000

Turnover

159,189

9,149

168,338

Gross Profit

44,480

2,580

47,060

Total assets

118,372

2,854

121,226

Total liabilities

(79,824)

(2,297)

(82,121)

Net assets

38,548

557

39,105

 

Notes (continued)

 

2 Expenses and auditors' remuneration

Included in profit are the following:

 

2011

2010

 

£000

£000

 

 

Depreciation of owned tangible assets

2,174

2,282

 

Depreciation on assets under finance leases and hire purchase contracts

674

522

 

Difference on foreign exchange

207

356

 

Hire of plant and machinery - operating leases

419

285

 

Hire of other assets - operating leases

527

432

 

Share option charges

73

131

 

Movement on fair value of interest rate swaps

(564)

1,097

 

Movement on fair value of foreign exchange contracts

316

(199)

 

Research and development

2,022

1,497

 

Amortisation of intangibles

165

164

Amortisation of intangibles for the year was £165,000 (2010: £164,000) relating to the Goswell Enterprises Ltd acquisition during June 2009.

Auditors' remuneration:

2011

2010

£000

£000

Audit of these financial statements

99

93

Amounts receivable by auditors and their associates in respect of:

Other services

21

11

Other services in relation to taxation

12

15

 

The auditor's remuneration is in respect of KPMG Audit Plc. The fee for other services relate to pension advisory services in 2011 and in 2010 for other services relating to advisory work on reporting matters.

3 Significant non-recurring items

The Group presents certain items as significant and non-recurring. These relate to items which, in management's judgement, need to be disclosed by virtue of their size or incidence in order to obtain a more meaningful understanding of the financial information.

a) Reorganisation costs

The reorganisation costs in the year ended 3 July 2010 comprise £253,000 reorganisation costs associated with the restructuring of the cake business and £146,000 exit costs relating to outgoing senior personnel.

b) Defined benefit pension scheme liability curtailment

Following a consultation period, the Memory Lane Cakes defined benefit scheme closed to future accrual on 31 May 2010. This closure resulted in a curtailment of pension scheme liabilities in the comparative period, the credit of £553,000 being treated as a significant non-recurring item and is shown as other income on the face of the Consolidated Statement of Comprehensive Income.

c) Financial expenses

Within financial expenses is an amount of £42,000 relating to interest charged on a prior year tax inquiry which has been agreed and settled since the year end.

Notes (continued)

4 Finance income and expense

Recognised in the consolidated statement of comprehensive income

2011

2010

£000

£000

Finance income

Expected return on defined benefit pension plan obligation

1,356

1,240

Reduction in NPV of deferred consideration - Yorkshire Farm Bakeries and A&P Foods

-

153

Reduction in NPV of deferred consideration - Anthony Alan Foods Ltd

-

163

Change in fair value of interest rate swaps

564

-

Total finance income

1,920

1,556

Finance expense

Interest on defined benefit pension plan obligations

(1,134)

(1,071)

Bank interest payable

(1,653)

(1,752)

Interest on tax inquiry settlement

(42)

-

Interest on interest rate swap agreements

(1,024)

(860)

Change in fair value of interest rate swaps

-

(1,097)

Unwinding of discount on deferred consideration - Goswell Enterprises Ltd

(40)

(58)

Unwinding of discount on deferred consideration - Yorkshire Farm Bakeries and A&P Foods

 

(112)

 

(45)

Unwinding of discount on deferred consideration - Anthony Alan Foods Ltd

(100)

(14)

Total finance expense

(4,105)

(4,897)

 

Notes (continued)

 

5 Taxation

Recognised in the consolidated statement of comprehensive income

2011

2010

£000

£000

Current tax expense

Current year

1,766

1,301

Adjustments for prior years

(523)

10

Current tax expense

1,243

1,311

Deferred tax expense

Origination and reversal of timing differences

(28)

52

Retirement benefit deferred tax charge

133

198

Adjustments for prior years

69

19

Deferred tax expense

174

269

Tax expense in consolidated statement of comprehensive income

1,417

1,580

Reconciliation of effective tax rate

The tax assessed for the period is lower (2010: higher) than the standard rate of corporation tax in the UK of 28% (26% from 6 April 2011). The differences are explained below:

 

2011

2010

£000

£000

Profit per accounts before taxation

5,953

4,870

Tax using the UK corporation tax rate of 27.5%, (2010: 28%)

1,637

1,364

Non-deductible expenses

12

22

Amortisation of intangible asset

45

46

Timing differences on share options

26

25

Unrelieved tax losses

-

2

Adjustment to restate opening deferred tax at 26%

4

-

Differences on depreciation on IBA's and allowances claimed

47

76

Adjustments to tax charge in respect of prior periods

(454)

29

Overseas profits charged at different taxation rate

100

22

Subsidiaries profits charged at different tax rates

-

(6)

Total tax expense

1,417

1,580

The parent company has a deferred tax asset of £248,690 (2010: £672,105). This asset has not been recognised in these Financial Statements as suitable profits are not expected to arise in the future.

The impact of the reduction in tax rate from 28% to 26% from April 2011 amounts to £30,000 lower charge in the financial year to 2 July 2011.

The adjustment in respect of prior year relates to the release of accrual of £200,000 for a prior year tax inquiry which has been shown as a significant non-recurring item in the consolidated statement of comprehensive income and £254,000 relates to additional tax relief on qualifying R&D expenditure for the financial year to 3 July 2010 and to 4 July 2009. Claim for tax relief on qualifying R&D expenditure is deemed to be a recurring item.

Notes (continued)

6 Earnings per ordinary share

Basic earnings per share for the period is calculated on the basis of profit for the year after tax, divided by the weighted average number of shares in issue 52,746,000 (2010: 52,378,466).

 

Basic diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all potential dilutive ordinary shares; which for 2 July 2011 the diluted weighted average number is 54,283,816 shares, (2010: 52,578,967).

 

An adjusted earnings per share and a adjusted diluted earnings per share have also been calculated as in the opinion of the Board this will allow shareholders to gain a clearer understanding of the trading performance of the Group. These adjusted earnings per share exclude:

·; reorganisation and other significant non-recurring costs,

·; IAS 39 'Financial Instruments: Recognition and Measurement' fair value adjustment relating to the Group's interest rate swaps and foreign exchange contracts.

·; IAS 19 'Accounting for retirement benefits' relating to the net income

·; IFRS 3 'Business Combinations' discount charge relating to the deferred consideration payable for Anthony Alan Foods Limited, Yorkshire Farm Bakery and A&P Foods acquisition and Goswell Enterprises Ltd.

·; The taxation effect at the appropriate rate on the adjustments and potential prior year taxation inquiry charge.

 

Year ending

2 July 2011

Year ending

3 July 2010

 

 

 

Earnings

Weighted average number of shares

 

 

Per share amount

 

 

 

Earnings

Weighted average number of shares

 

 

Per share amount

£000

000's

Pence

£000

000's

Pence

Basic earnings per share

Basic earnings

4,001

52,746

7.6

2,975

52,378

5.7

Share option charge

73

0.1

131

0.3

Movement in the fair value of interest rate swaps/foreign exchange contracts

 

 

(248)

 

 

(0.5)

 

 

898

 

 

1.7

Defined benefit pension scheme

 

(233)

 

(0.4)

 

(155)

 

(0.3)

Fair value adjustments relating to acquisitions

 

252

 

0.5

 

(199)

 

(0.4)

Significant non-recurring items

 

42

 

0.1

 

(154)

 

(0.3)

Prior year tax inquiry

(200)

(0.4)

348

0.7

Taxation on adjustments

152

0.3

(144)

(0.3)

Adjusted earnings per share

3,839

52,746

7.3

3,700

52,378

7.1

Dilutive effect of options

1,538

201

Basic diluted earnings per share

Basic earnings

4,001

54,284

7.4

2,975

52,579

5.7

Adjusted diluted earnings per share

 

3,839

 

54,284

 

7.1

 

3,700

 

52,579

 

7.0

The dilutive effect of share options has increased during the year as a result of the issue of 1,721,700 replacement Long Term Incentive Plan options.

 

Notes (continued)

 

7 Analysis of net bank debt

 

 

 

At

year ended

3 July

2010

£000

 

 

 

Cash flow £000

At

year ended

2 July

2011

£000

 

 

Cash at bank

2,803

1,742

4,545

 

Loan notes

(36)

33

(3)

 

Debt

2,767

1,775

4,542

 

Debt due within one year

(3,599)

1,974

(1,625)

 

Debt due after one year

(20,525)

1,091

(19,434)

 

Invoice discounting due within one year

(11,389)

(1,490)

(12,879)

 

Hire purchase obligations due within one year

(1,280)

(55)

(1,335)

 

Hire purchase obligations due after one year

(2,520)

514

(2,006)

 

Total net bank debt

(36,546)

3,809

(32,737)

 

 

Debt before cash at bank

(38,543)

(36,691)

 

Cash at bank

2,803

4,545

 

Unamortised transaction costs

(806)

(591)

 

Total net bank debt

(36,546)

(32,737)

 

 

 

Net debt as detailed above excludes discounted deferred consideration of £3.1 million (2010: £4.4 million) relating to the Anthony Alan Foods Ltd and Yorkshire Farm and A&P Trading acquisitions payable within one year and loan notes with a discounted value of £1.2m (2010: £1.6m). The loan notes were issued as part of the consideration of the purchase of the entire share capital of Goswell Enterprises Ltd. These are repayable over the next two years with the final payment due in June 2013.

 

8 Dividends

There were no dividends paid during the period (2010: £nil).

During the year a dividend of £216,000 (2010: £152,000) was paid to the non-controlling interest in Lightbody Stretz Ltd.

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
FR DKNDPQBKDDCB
Date   Source Headline
17th Nov 20237:36 amGNWForm 8.5 (EPT/RI) - Finsbury Food Group plc
17th Nov 20237:00 amRNSCancellation - Finsbury Food Group Plc
16th Nov 20234:12 pmRNSScheme of Arrangement Becomes Effective
16th Nov 20232:35 pmRNSForm 8 (DD) - Finsbury Food Group plc
16th Nov 20232:28 pmRNSForm 8 (DD) - Finsbury Food Group plc
16th Nov 20237:30 amRNSSuspension - Finsbury Food Group plc
16th Nov 20237:00 amRNSPDMR Dealings
16th Nov 20237:00 amRNSForm 8.3 - Finsbury Food Group Plc
16th Nov 20237:00 amRNSForm 8.3 - Finsbury Food Group Plc
16th Nov 20237:00 amRNSForm 8.3 - Finsbury Food Group Plc
15th Nov 202310:02 amRNSForm 8.5 (EPT/RI)
14th Nov 20234:17 pmRNSCourt Sanction of Scheme of Arrangement
14th Nov 20236:45 amGNWForm 8.5 (EPT/RI) - Finsbury Food Group Plc
13th Nov 20233:00 pmRNSForm 8.3 - FINSBURY FOOD GROUP PLC
13th Nov 20238:31 amRNSForm 8.3 - Finsbury Food Group Plc
13th Nov 20237:33 amGNWForm 8.5 (EPT/RI) - Finsbury Food Group plc
9th Nov 20235:30 pmRNSFinsbury Food Group
9th Nov 20231:39 pmRNSForm 8.3 - Finsbury Food Group Plc
9th Nov 20239:27 amRNSForm 8.5 (EPT/RI)
9th Nov 20238:13 amGNWForm 8.5 (EPT/RI) - Finsbury Food Group plc
8th Nov 20233:03 pmRNSForm 8.3 - FINSBURY FOOD GROUP PLC
8th Nov 20231:21 pmRNSForm 8.3 - Finsbury Food Group Plc
8th Nov 20231:20 pmRNSForm 8.3 - Finsbury Food Group Plc Amended
8th Nov 20238:21 amGNWForm 8.5 (EPT/RI) - Finsbury Food Group plc
7th Nov 202312:00 pmRNSForm 8.3 - Finsbury Food Group Plc
7th Nov 202311:17 amRNSForm 8.5 (EPT/RI)
7th Nov 20238:18 amGNWForm 8.5 (EPT/RI) - Finsbury Food Group plc
6th Nov 20239:30 amRNSForm 8.5 (EPT/RI)
3rd Nov 20231:17 pmRNSResults Of Court Meeting and General Meeting
3rd Nov 202312:35 pmRNSHolding(s) in Company
3rd Nov 20239:30 amRNSForm 8.5 (EPT/RI)
2nd Nov 20237:52 amGNWForm 8.5 (EPT/RI) - Finsbury Food Group Plc
1st Nov 20237:30 amGNWForm 8.5 (EPT/RI) - Finsbury Food Group plc
31st Oct 20237:12 amGNWForm 8.5 (EPT/RI) - Finsbury Food Group Plc
30th Oct 20233:00 pmBUSForm 8.3 - FIF LN
30th Oct 202310:04 amRNSForm 8.5 (EPT/RI)
27th Oct 20233:00 pmBUSForm 8.3 - FIF LN
27th Oct 202312:04 pmRNSForm 8.3 - Finsbury Food Group PLC
26th Oct 202310:15 amRNSForm 8.5 (EPT/RI)
25th Oct 202310:31 amRNSForm 8.3 - Finsbury Food Group
25th Oct 20238:39 amRNSForm 8.5 (EPT/RI)
24th Oct 202312:52 pmRNSForm 8.3 - Finsbury Food Group Plc
24th Oct 202310:08 amRNSForm 8.3 - Finsbury Food Group Plc
23rd Oct 20238:20 amRNSForm 8.5 (EPT/RI)
20th Oct 20233:36 pmRNSAdjournment of Court Meeting and General Meeting
20th Oct 20236:45 amGNWForm 8.5 (EPT/RI) - Finsbury Food Group Plc
19th Oct 202311:45 amRNSForm 8.3 - Finsbury Food Group Plc
19th Oct 20238:34 amRNSForm 8.5 (EPT/RI)
18th Oct 20231:59 pmRNSForm 8.5 (EPT/RI) - Replacement
18th Oct 20231:18 pmPRNForm 8.3 - Finsbury Food Group Plc

Due to London Stock Exchange licensing terms, we stipulate that you must be a private investor. We apologise for the inconvenience.

To access our Live RNS you must confirm you are a private investor by using the button below.

Login to your account

Don't have an account? Click here to register.

Quickpicks are a member only feature

Login to your account

Don't have an account? Click here to register.