5 Mar 2009 07:00
๏ปฟ
TOTAL PRODUCE ANNOUNCES 6.3% INCREASE IN 2008 EARNINGSย
Revenue for theย yearย (including share of joint venturesย and associate) was โฌ2.5 billion - an increase of 3.5% (7.8% on a constant currency basis)
Adjusted EBITAย (i)ย upย โฌ2.9m, 6.6% to โฌ46.5 million
Adjusted profit before taxย (i)ย ย upย 4.9% toย โฌ40.8ย million
Adjusted earnings per shareย (ii)ย upย 6.3% to โฌ6.75ย cent
Final dividend per share of 1.15 centย resulting in a total dividend for the year of 1.69 cent (2007: 1.65 cent)
(i)ย ย excludes fair value movements on investment property,ย exceptional itemsย andย amortisation of intangibleย assets.
(ii)ย ย excludes fair value movements on investment property, exceptional items, amortisation of intangible assets and related tax.
Commenting on the results, Carl McCann, Chairman, said:
ย "We are pleased that Total Produce achieved satisfactory earnings growth in 2008. Whileย the Groupย may not match those earnings in a tougher economic environment in 2009,ย Total Produce is targeting a very solid earnings performance for the year. The Group is focused on expanding the business, both organically and by acquisition."
5 March 2009
For further information, please contact: Brian Bell, Wilson Hartnell PR - Tel: +353-1-669-0030
TOTAL PRODUCEย PLC PRELIMINARYย RESULTS FORย
YEAR ENDED 31ย DECEMBER 2008
|
2008 โฌ million |
2007 โฌ million |
% Change |
|
|
Revenue, includingย share of joint ventures and associates |
2,516 |
2,431 |
+ 3.5% |
|
Group Revenue |
2,251 |
2,151 |
+ 4.7% |
|
Adjusted EBITAย (i) |
46.5 |
43.7 |
+ 6.6% |
|
Adjusted profit before taxย (i) |
40.8 |
38.9 |
+ 4.9%ย |
|
Operating profit (afterย exceptional items) |
35.3 |
37.6 |
-6.2% |
|
Profit before tax (after exceptional items) |
29.8 |
33.2 |
-10.1% |
|
Euro cent |
Euro cent |
||
|
Adjustedย earnings per shareย (ii) |
6.75 |
6.35 |
+ 6.3% |
|
Basicย and dilutedย earnings per share |
4.36 |
5.43 |
-19.7% |
|
Dividend per share |
1.69 |
1.65 |
+ 2.4% |
ย
(i) ย excludes fair value movements on investment property, exceptional itemsย andย amortisation of intangibleย assets.ย
(ii)ย excludes fair value movements on investment property, exceptional items, amortisation of intangible assets and related tax.
ย ย Financial results and operating review
Income Statement
Revenue
Total revenue for 2008ย grew toย โฌ2.52ย billion, an increase year-on-year of 3.5%ย due primarily to contributions from the acquisitions in theย Netherlandsย completed on 31 August 2008,ย and contributions from bolt-on acquisitions made duringย theย second half of 2007 andย inย 2008. These increases were offset by the lower translationย valueย of non-euro revenues dueย toย the strengthening of the euroย duringย 2008. On a constant currency basisย (1),ย revenues for the period have grown by 7.8% year-on-year. Onย a divisionalย basis,ย revenueย inย the Group'sย Produceย Division grewย by 3.5%ย and by 2.5% in itsย Consumerย and Healthfoodย Division.ย
Adjusted EBITA and operating profit
Adjustedย EBITAย (2)ย increased byย โฌ2.9 million or 6.6% year on year to โฌ46.5 million. The full-year outcome for the Group was satisfactory given theย less favourable tradingย conditions experienced in the second half of the year and theย relative strengtheningย of the euro which had an impactย on the translation ofย theย non-euro results.ย Excluding the impact of the translation of profits from non-euro currencies at the average exchange rates for 2008 compared to 2007, the growth in adjusted EBITA was 10.7%.ย The Group benefited from the restructuring programmeย implemented in theย UKย in 2007 and the continued focus on costs and efficienciesย during 2008. Net adjusted EBITA margins were 1.85% compared to 1.80% last year.
On a divisional basis,ย adjusted EBITA in the Produceย Division grew 4.3% to โฌ42.4 million and in theย Consumerย and Healthfoodย Divisionย the full year contribution from 2007 acquisitionsย contributedย toย a 36.6%ย increase inย theย adjusted EBITA to โฌ4.1 million.
Operating profit for the Group (before exceptional items) amounted to โฌ39.9ย millionย compared to โฌ37.6 million in 2007.ย Operating profit for the Groupย amounted to โฌ35.3ย million in 2008ย compared to โฌ37.6 million in 2007ย due toย exceptional items of โฌ4.6ย millionย which areย analysed in further detail below.ย
Financialย expense
Netย financial expenseย for the yearย isย โฌ5.5ย million compared to โฌ4.5ย millionย for the prior year.ย The increaseย arises from theย full year interest charge onย borrowings to financeย 2007 acquisitions and deferred consideration paymentsย togetherย with borrowings to financeย acquisitionsย inย 2008.ย The net interestย cover for 2008 was 8.2ย times (2007: 9.2ย times).ย
Profit before taxย
Adjusted profit before taxย (3)ย amounted to โฌ40.8 millionย which is a 4.9% increase on the 2007 figure ofย โฌ38.9 million.ย Excluding the impact of the translation of profits from non-euro currencies at the average exchange rates for 2008 compared to 2007, the growth in adjusted profit before tax was 9%.ย Profit before tax amounted to โฌ29.8ย million compared to โฌ33.2 million in 2007ย due to exceptional items of โฌ4.6ย million incurred in 2008.ย
ย ย Taxation
The underlying tax chargeย isย set out inย noteย 4ย of the accompanyingย preliminary financial information. The charge, includingย the Group's share of the tax charge of its joint ventures and associates, was โฌ10.7ย million (26.3%) compared to a charge of โฌ11.5ย millionย (29.4%) for the previous year.ย
Exceptional items
Exceptional items include the closure costs of aย manufacturingย facility inย Ireland, the closure of a number ofย produceย locationsย in theย UK,ย the net loss incurred on revaluation of property and the impairment ofย anย equity investmentย due to currency.ย ย Details on these exceptional items are outlined in note 3 to the accompanying preliminary financial informationย andย are excluded from the Group's adjusted profit before tax and adjusted earnings per share calculations.
Minorityย interest
The minority share of profits was โฌ6.0ย millionย for 2008, an increase ofย โฌ0.9ย millionย on 2007. This increase isย due primarily to the 40% minority interest share of profitsย onย the 2008ย acquisitions in theย Netherlandsย and the full year effect ofย bolt-onย acquisitions made in 2007ย with minority interests.
Adjusted and basicย earnings per share
Adjusted earnings per shareย (4)ย amounted toย 6.75ย centย forย 2008, a 6.3% increaseย year on yearย inย line with expectation.ย Excluding the impact of the translation of profits from non-euro currencies at the average exchange rates for 2008 compared to 2007, the growth in adjusted EPS was 12%.ย Basic earnings per shareย amounted toย 4.36ย centย compared toย 5.43ย centย in 2007.
Balance Sheet and Cashflow
Shareholders' funds
Shareholders'ย fundsย amounted to โฌ144.6ย millionย at 31 December 2008 (2007:ย โฌ163.7ย million). Profits attributable toย equityย shareholders of โฌ15.4ย millionย were offset byย the increase inย theย netย liabilityย on theย Group'sย defined benefit pension schemes and aย lower value onย translation ofย theย netย assetsย ofย foreign currencyย denominatedย operations.ย During the year the Group paid dividends of โฌ5.9ย millionย to equity shareholders.ย
Defined benefit pensionย schemes
Theย netย liabilityย in the Group's defined benefit pensionย schemesย (net of deferred tax)ย at 31 December 2008ย wasย โฌ14.5ย millionย (2007: โฌ0.6ย million).ย Thisย primarilyย reflects the decrease in pension scheme assets as a result of poor stock market returns experienced onย globalย equity markets during 2008.
ย ย Net debt and cashflow
Total Produceย generatedย satisfactoryย operating cashflow during the yearย before working capital movementsย of โฌ40.4 millionย and fundedย capital expenditure,ย bolt-on acquisitions and dividend paymentsย leaving a significant surplus.
Netย debtย at the end of the year was โฌ60.2ย millionย (2007: โฌ72.0 million) partly reflectingย the positive foreign exchange translation adjustment of โฌ6.3ย million.ย The cashย outflow onย acquisitions during the year was โฌ23.3 million which comprised of โฌ17.9 million on acquisition of subsidiaries, โฌ3.7 million for investments in joint ventures and deferred consideration payments of โฌ1.7 million.ย Cash outflowย onย capital expenditure,ย net of disposals,ย was โฌ14.7 million.ย Dividend payments to ordinary shareholders amounted to โฌ5.9ย millionย during year. Dividendsย of โฌ5.3ย millionย were alsoย paidย during 2008 toย minority shareholders withinย a numberย of the Group's non-wholly owned subsidiaries.
Acquisitionsย and disposals
The Group completed the acquisition ofย a 60% interest in Haluco and Nedalpac on 31 August 2008, two companies based in theย Netherlandsย andย specialising in Dutch produce. It is expected that these companies will add c.ย โฌ275ย millionย per annum to Group revenue.ย
Also during the year, the Group completed a number of bolt-on acquisitions in the Fresh Produce sector,ย primarily in theย UK. The Group's investment of โฌ3.7ย millionย in joint ventures was in existing operations and primarily related to increased investment in the Group's South African farmingย activities andย one ofย the Group's Indian joint ventures.
Post year-end,ย Total Produce increased itsย effectiveย shareholding inย itsย South African investment in Capespan Group Limitedย toย overย 15%.ย Thisย group is one ofย the world's leadingย marketers and exporters ofย freshย produce.
Buy-back
The Groupย isย consideringย exercising its authority to buy its own shares in the market if the appropriate opportunities arise. This authority permits the Group to buy up to 10% of the issued share capital at a price which may not exceed 105% of the average price over the previous 5 trading days. Any shares which may be purchased will be acquired through a subsidiary of the Company and will be held asย treasury shares and will not be cancelled. Any purchases should have a positive effect on earnings per share.
Dividend
The Boardย is proposing a final dividend of 1.15 cent per share,ย subject to approval at the forthcoming AGM. This dividendย will be paid onย theย 3ย Juneย 2009ย to shareholders on the register onย 29ย April 2009 subject to dividend withholding tax. ย In accordance with company lawย and IFRS, this dividend has not been provided for in the balance sheet at 31 December 2008. Total dividends for 2008 will amount to 1.69 cent per shareย and representsย an increase of 2.4% on theย totalย 2007 dividend.
ย ย Outlook
Following the trendย notedย in the second half of 2008,ย consumer demandย isย less certain and in view of the tougher economic climate, itย isย prudent to take a more cautious view of the prospects for 2009.ย The results may also be affected by movements in non-euro currencies against the euro,ย our reporting currency.ย
However,ย Total Produce remains positiveย regardingย the fundamentals in its markets and its position as one of the leading fresh produce companies inย Europe.ย The Group'sย activities andย incomeย are geographically spread acrossย Europe. Total Produce is cash-generative and its strong balance sheet supports its strategy of growing the business, both organically and by acquisition.
The Group is targeting a very solid earnings performance for 2009 with adjusted earnings per share in the range of 5.5 to 6.5 cent per share onย 2009ย targetย revenues of โฌ2.6ย billion.
Carl McCann, Chairman
on behalf of the Board
5 March 2009
(1)ย Percentage changes in constant currency reflect the foreign currencyย revenueย in 2008 retranslated at 2007ย exchange rates.
(2)ย Adjustedย EBITAย is operating profit excluding fair value movements on investment property, exceptional items,ย amortisationย of intangible assets and beforeย interest and taxย (including the equivalent share of joint ventures). This calculationย is set out in note 2 of the accompanying preliminary financial information.
(3)ย Adjusted profit before tax excludes fair value movements on investment property, exceptional items, amortisation of intangible assets and Group's share of joint ventures tax which under IFRS rules is reflected in profit before tax. This calculation is set out in note 2 of the accompanying preliminary financial information.
(4)ย Adjusted earnings per share excludes fair value movements on investment property, exceptional items, amortisation of intangible assets and relatedย tax. This calculation is set out in note 5 of the accompanying preliminary financial information.ย
Copies of this announcement will be available from theย Company's registered officeย atย Charles McCann Building, Rampart Road, Dundalk, Coย Louth,ย Irelandย and on our website atย www.totalproduce.com.
ย ย Total Produce plc
Summary Group Income Statement for the year ended 31ย December 2008
|
Before exceptional items 2008 โฌ'000 |
Exceptional items (Note 3) 2008 โฌ'000 |
Total 2008 โฌ'000 |
Total 2007 โฌ'000 |
|
|
Revenue, including Group share of joint ventures and associate |
2,515,694 |
- |
2,515,694 |
2,431,147 |
|
Group revenue |
2,250,964 |
- |
2,250,964 |
2,150,621 |
|
Cost of sales |
(1,951,218) |
- |
(1,951,218) |
(1,859,871) |
|
Gross profit |
299,746 |
- |
299,746 |
290,750 |
|
Operating costs, net |
(262,412) |
(2,996) |
(265,408) |
(255,097) |
|
Share of profit of joint ventures |
2,616 |
(1,593) |
1,023 |
2,158 |
|
Share of loss of associate |
(41) |
- |
(41) |
(172) |
|
Operating profit |
39,909 |
(4,589) |
35,320 |
37,639 |
|
Net financial expense |
(5,509) |
- |
(5,509) |
(4,481) |
|
Profit before tax |
34,400 |
(4,589) |
29,811 |
33,158 |
|
Income tax expense |
(8,285) |
(185) |
(8,470) |
(8,979) |
|
Profit for the financial year |
26,115 |
(4,774) |
21,341 |
24,179 |
|
Attributable as follows: |
||||
|
Equity shareholders of the Company |
15,357 |
19,055 |
||
|
Minority interests |
5,984 |
5,124 |
||
|
21,341 |
24,179 |
|||
|
Earnings per ordinary share |
||||
|
Basicย |
โฌ4.36 cent |
โฌ5.43 cent |
||
|
Fully diluted |
โฌ4.36 cent |
โฌ5.43 cent |
ย ย Total Produceย plc
Summary Group Statement of Recognised Income and Expense
for the year ended 31ย December 2008
|
2008 โฌ'000 |
2007 โฌ'000 |
|
|
Movement on translation of net equity investments |
(15,966) |
(5,260) |
|
Revaluation gain on property, plant and equipment |
3,929 |
1,706 |
|
Fair valueย adjustmentย on available for sale financial assets |
62 |
(62) |
|
Actuarial (loss)/gain on defined benefit pension schemes |
(18,403) |
3,401 |
|
Effective portion of cashflow hedges |
668 |
- |
|
Deferred tax on items taken directly to equity |
1,389 |
(1,209) |
|
Share of joint ventures' revaluation (loss)/gain on property, plant and equipmentย |
(660) |
294 |
|
Share of joint ventures' actuarial (loss)/gain on definedย benefit pension schemesย |
(105) |
189 |
|
Share of joint ventures' fair value (loss)/gain on available for saleย financial assetsย |
(3) |
25 |
| ย Share of joint ventures' effective portion of cashflow hedges |
(9) |
- |
|
Share of joint ventures' deferred tax on items taken directly to equity |
262 |
(107) |
|
Total income and expense recognised directly in equity |
(28,836) |
(1,023) |
|
Profit for the financial year |
21,341 |
24,179 |
|
Total recognised income and expense |
(7,495) |
23,156 |
|
Attributable as follows: |
||
|
Equity shareholders of the Company |
(13,923) |
17,354 |
|
Minority interests |
6,428 |
5,802 |
|
Total recognised income and expense |
(7,495) |
23,156 |
ย ย Total Produce plc
Summary Group Balance Sheet as at 31 December 2008
|
2008 โฌ'000 |
2007 โฌ'000 |
|
|
ย Non-current assets |
||
|
Property, plant and equipment |
121,679 |
124,226 |
|
Investment property |
12,339 |
12,194 |
|
Goodwill and intangible assets |
119,096 |
123,586 |
|
Investments in joint ventures and associates |
35,913 |
41,453 |
|
Equity investments |
8,180 |
9,462 |
|
Other receivables |
3,286 |
1,609 |
|
Deferred tax assets |
6,168 |
5,231 |
|
Employee benefits |
3,237 |
7,235 |
|
Total non-current assets |
309,898 |
324,996 |
|
ย Currentย assets |
||
|
Inventoriesย |
39,628 |
37,351 |
|
Trade and other receivables |
271,327 |
267,177 |
|
Corporation tax receivable |
1,577 |
1,803 |
|
Derivative financial instruments |
1,370 |
171 |
|
Cash and cash equivalents |
85,293 |
87,104 |
|
Total current assets |
399,195 |
393,606 |
|
Total assets |
709,093 |
718,602 |
|
ย Equity |
||
|
Called-up share capital |
3,519 |
3,519 |
|
Share premium |
252,574 |
252,574 |
|
Other reserves |
(124,491) |
(111,745) |
|
Retained earnings |
13,005 |
19,366 |
|
Total equity attributable to equity holders of the Parent |
144,607 |
163,714 |
|
Minority interests |
53,528 |
45,997 |
|
Total equity |
198,135 |
209,711 |
|
ย Non-currentย liabilities |
||
|
Interest-bearing loans and borrowings |
79,512 |
109,946 |
|
Deferred government grants |
1,932 |
2,385 |
|
Other payables |
3,118 |
2,612 |
|
Provisions |
8,366 |
8,380 |
|
Corporation tax payable |
8,185 |
7,772 |
|
Deferred tax liabilities |
20,820 |
20,151 |
|
Employee benefits |
19,915 |
8,675 |
|
Total non-current liabilities |
141,848 |
159,921 |
|
ย Currentย liabilities |
||
|
Interest-bearing loans and borrowings |
65,981 |
49,171 |
|
Trade and other payables |
298,496 |
296,282 |
|
Provisions |
3,024 |
3,226 |
|
Derivative financial instruments |
174 |
291 |
|
Corporation tax payable |
1,435 |
- |
|
Total current liabilities |
369,110 |
348,970 |
|
Total liabilities |
510,958 |
508,891 |
|
Total equity and liabilitiesย |
709,093 |
718,602 |
ย ย Total Produce plc
Summary Group Cash Flow Statement forย the year ended 31 December 2008
|
2008 โฌ'000 |
2007 โฌ'000 |
|
|
ย Operating activitiesย |
||
|
Profit for the financial year |
21,341 |
24,179 |
|
Income tax expense |
8,470 |
8,979 |
|
Depreciation of property, plant and equipment |
13,911 |
13,687 |
|
Impairment of property, plant and equipment |
2,176 |
113 |
|
Fair value movement on investment property |
(2,497) |
(360) |
|
Amortisation of intangible assets |
4,776 |
5,024 |
|
Impairment of available for sale financial assets |
1,169 |
- |
|
Goodwill written off onย termination of a businessย |
396 |
- |
|
Amortisation of research and development |
382 |
518 |
|
Amortisation of grants |
(508) |
(521) |
|
Movement on provisions |
1,943 |
- |
|
Pension contributions paid less amount charged to income statement |
(2,762) |
(2,320) |
|
Equity settled share-based compensation expense |
281 |
93 |
|
Net gain on disposal of property, plant and equipment |
109 |
69 |
|
Net financial expense |
5,779 |
4,777 |
|
Net (gain)/loss on fair value of derivative financial instruments |
(442) |
94 |
|
Share of profits of joint venturesย and associates |
(982) |
(1,986) |
|
Income tax paid |
(7,071) |
(11,627) |
|
Net financial expense paid |
(6,032) |
(3,145) |
|
Cashflowsย from operations before working capitalย movementsย |
40,439 |
37,574 |
|
Decrease in working capital |
12,043 |
12,598 |
|
ย Cashflows from operating activities |
52,482 |
50,172 |
|
ย Investing activities |
||
|
Acquisition of subsidiaries, net of cash acquired |
(17,922) |
(32,994) |
|
Acquisition of and investment in joint venturesย including loans |
(3,679) |
(7,300) |
|
Dividends received from joint ventures |
2,017 |
2,152 |
|
Payments of deferred consideration |
(1,677) |
(43,556) |
|
Acquisition of property, plant and equipmentย and investment property |
(16,380) |
(15,631) |
|
Proceeds from disposal of property, plant and equipment |
1,704 |
1,128 |
|
Acquisition of trade investment |
(47) |
(40) |
|
Cash derecognised on subsidiary becoming a joint venture |
- |
(8,589) |
|
Research and development expenditure capitalised |
(347) |
(303) |
|
Government grants received |
55 |
746 |
|
Cash flows from investing activities |
(36,276) |
(104,387) |
|
ย Financing activities |
||
|
Proceeds from the issue of share capital |
- |
585 |
|
Net increase in borrowings |
3,577 |
68,026 |
|
Net cash movement in balance with Fyffes plc |
- |
(15,665) |
|
Capital element of lease repayments |
(679) |
(1,270) |
|
Capital contribution from minority interest |
750 |
- |
|
ย Dividends paid to minority interests |
(5,347) |
(4,543) |
|
Dividends paid to equity shareholders |
(5,947) |
(1,755) |
|
Cashflows from Financing activities |
(7,646) |
45,378 |
|
Net increase / (decrease) in cash and cash equivalents |
8,560 |
(8,837) |
|
Cash and cash equivalents, including bank overdrafts at 1 January |
74,111 |
85,042 |
|
Effect of exchange rate fluctuations on cash and cash equivalents |
(5,450) |
(2,094) |
|
Cash and cash equivalents, including bank overdrafts at 31 Decemberย |
77,221 |
74,111 |
ย ย Total Produceย plc
Notes to Preliminary Resultsย for the year ended 31 December 2008
1. Basis of preparation
The financial information includedย inย thisย preliminary resultย statementย hasย been extracted from the Group'sย financial statements for the year ended 31 December 2008ย and is prepared based onย the accounting policies set out therein which are consistent with those applied in the prior year. As permitted by European Union (EU) law and in accordance with AIM/IEX rules, the Group financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs) and their interpretations issued by the International Accounting Standards Board (IASB) as adopted by the EU.ย The Group Financial Statementsย have been approved by the Board of Directors on 4 March 2009ย andย will be filed with the Irish Registrar of Companies and circulatedย to shareholders in due course.
The financial information is presented inย euro, rounded to the nearest thousand.
2. Adjusted profit before taxย and adjustedย EBITAย
|
2008 โฌ'000 |
2007 โฌ'000 |
|
|
Profit before tax per income statement |
29,811 |
33,158 |
|
ย Adjustments |
||
|
Exceptional itemsย before share of joint venture taxย (note 3) |
4,454 |
- |
|
Fair value gains in investment property* |
- |
(360) |
|
Share of joint ventures fair value gains on investment property (before tax)* |
- |
(271) |
|
Group share of tax charge of joint ventures and associates |
1,495 |
1,305 |
|
Amortisation of intangibles including share of joint ventures |
5,082 |
5,096 |
|
Adjusted profit before tax |
40,842 |
38,928 |
|
ย Exclude |
||
|
Net financial expense - Group |
5,509 |
4,481 |
|
Net financial expense - share of joint ventures and associates |
172 |
251 |
|
Adjusted EBITA |
46,523 |
43,660 |
* on materiality grounds, these items were not classified as exceptional in 2007. In 2008, the comparable items are included within exceptional items, as analysed in note 3.
For the purpose of assessing the Group's performance,ย Total Produceย managementย believe that adjusted profit before tax,ย and adjusted earnings per share (note 5 below) are theย mostย appropriate measures of the underlying performance of the Group, excluding fair value gains on investment properties, exceptional items and amortisation charges. Similarly, adjusted earnings before interest, tax, fair value gains on investment properties, exceptional items and amortisation (adjusted EBITA) are a more indicative reflection of the underlying operations of the Group.ย
ย ย
3. Exceptional items
During the year,ย the Group incurred a number of one off exceptional credits and charges. In aggregate these exceptional items amount to โฌ4,589,000 as outlined below. These items have been classified in the Group income statement as exceptionalย given their materiality and in order to distinguish them from income in the Group's core activities.
|
2008 โฌ'000 |
|
|
|
|
|
Costs associated with termination of activities (note a) |
(2,148) |
|
Impact of revaluation of investment property andย impairment ofย ย property, plantย andย equipment within subsidiaries (note b) |
321 |
|
Share of joint ventures'ย impairmentย ofย investment property (note b) |
(1,458) |
|
Impairment of available for sale equity investments (note c) |
(1,169) |
|
Total exceptional items (beforeย joint ventures tax) |
(4,454) |
|
Share ofย movement inย joint venture'sย deferred taxย onย investment property |
(135) |
|
Total exceptional itemsย (after joint venture tax) |
(4,589) |
|
Tax onย exceptional items - subsidiaries |
(185) |
|
Total exceptional items (net of tax) |
(4,774) |
(a) Costs associated with termination of activities
During the year the Group terminated an operation in theย Consumerย andย Healthfoodย Division and also closed a number of smaller operations in its Produce Division in theย UK. The total cost of theseย closuresย amounted to โฌ2,148,000.
(b)ย Revaluation of property
Duringย the year,ย theย Group revalued land and buildings,ย includingย investment property,ย resultingย in a net creditย of โฌ321,000ย in the Group income statement. This net creditย consists of a โฌ2,176,000ย impairment chargeย arisingย on property, plant and equipment,ย andย fair value gains on investment property in the amount of โฌ2,497,000.ย
Also, during the yearย the Group revaluedย investment properties held within the Group's joint venturesย resulting in an impairment charge of โฌ1,458,000 in theย Groupย income statement.ย
(c) Impairment of available for sale equity investments
This represents a โฌ1,107,000 reduction in the carrying value of an equity investment together with the elimination of a โฌ62,000 fair value deficit recognised in equity in the prior year. The fair value of the investment was measured in the foreign currency in which it is denominated. On translation to euro using the closing rate, a foreign exchange loss resulted in an overall fair value decline.ย ย 4. Income Tax
|
2008 โฌ'000 |
2007 โฌ'000 |
|
|
Tax charge perย incomeย statement |
8,470 |
8,979 |
|
Group share of tax charge of its joint ventures/associates netted in profit before tax |
1,495 |
1,305 |
|
Total tax chargeย |
9,965 |
10,284 |
|
ย Adjustments |
||
|
Deferred tax on amortisation of intangibles (including share of joint ventures/associates) |
1,092 |
1,112 |
|
Net deferred tax on fair value gains/lossesย on investment propertiesย -ย subsidiaries |
(668) |
79 |
|
Share ofย netย deferred tax on fair value gains/lossesย on investment properties within joint ventures |
(135) |
(16) |
|
Tax impact of other exceptional items |
483 |
- |
|
Tax charge on underlying activities |
10,737 |
11,459 |
Including the Group's share of the tax charge of its joint ventures and associates amounting to โฌ1.5ย millionย (2007: โฌ1.3ย million),ย which is netted in operating profit in accordance with IFRS, the total tax charge for the year amounted to โฌ10.0ย millionย (2007: โฌ10.3ย million).ย
Excluding the impact of once-off tax credits, deferred tax credits related to the amortisation of intangibles and the tax effect of exceptional items and fair value gains on investment properties, the underlying tax charge for the year was โฌ10.7ย millionย (2007: โฌ11.5ย million), equivalent to a rate of 26.3%ย (2007: 29.4%) when applied to the Group's adjusted profit before tax.
ย ย 5. Earnings per share
|
2008 โฌ'000 |
2007 โฌ'000 |
|
|
Profit for financial year attributable to equity shareholders |
15,357 |
19,055 |
|
'000 |
'000 |
|
|
Weighted average number of ordinary shares for the financial year |
351,887 |
351,003 |
|
Basic earnings per share - โฌ cent |
4.36 |
5.43 |
|
Adjusted fully diluted earnings per share |
2008 โฌ'000 |
2008 โฌ centย perย share |
|
Profit for financial year attributable to equity shareholders |
15,357 |
4.36 |
|
ย Adjustments: |
||
|
Amortisation of intangible assets |
5,082 |
1.45 |
|
Exceptional itemsย |
4,589 |
1.30 |
|
Tax effect ofย exceptional itemsย and amortisation charges |
(907) |
(0.26) |
|
Minority impact of intangible amortisation charges and related tax |
(368) |
(0.10) |
|
Adjusted fully diluted earnings - 2008 |
23,753 |
6.75 |
|
2007 โฌ'000 |
2007 โฌ centย per share |
|
|
Profit for financial year attributable to equity shareholders |
19,055 |
5.43 |
|
ย Adjustments: |
||
|
Fair value movement on investment propertiesย |
(360) |
(0.10) |
|
Share of joint ventures fair value movement on investment properties |
(255) |
(0.07) |
|
Amortisation of intangible assets |
5,096 |
1.45 |
|
Tax effect of fair value movement on investment properties and amortisation charges |
(1,191) |
(0.34) |
|
Minority impact of intangible amortisation charges and related tax |
(63) |
(0.02) |
|
Adjusted fully diluted earnings - 2007 |
22,282 |
6.35 |
Adjusted fully diluted earnings perย share is calculated to adjust forย fair value movement in investment property, exceptional items, intangible amortisation, related tax charges/credits and the impact of share options with a dilutive effect.
Share options outstanding at the end of 2007 and 2008 of 5,085,000 and 7,485,000 respectively, are anti-dilutive in both years and therefore the weighted average number of shares outstanding applied inย theย calculation of basicย and adjusted earnings per share is the same.ย
ย ย 6. Employee benefits
|
2008 โฌ'000 |
2007 โฌ'000 |
|
|
Net liabilityย at beginning of year |
(1,440) |
(190) |
|
Employee benefit liability acquired as part of acquisition of subsidiary |
- |
(7,467) |
|
Current/past service cost less net finance income recognised in income statement |
(1,677) |
(2,242) |
|
Contributions to schemes |
4,439 |
4,563 |
|
Actuarialย (loss)/gainย recognised in statement of recognisedย income and expense |
(18,403) |
3,401 |
|
Foreign exchange movement |
404 |
495 |
|
Net liabilityย at end of year |
(16,677) |
(1,440) |
|
Related deferred tax asset |
2,207 |
833 |
|
Netย liability |
(14,470) |
(607) |
The table summarises the movements in the netย liabilityย on the Group's various defined benefit pension schemes inย Ireland, theย UKย and Continental Europe.ย The Group's balance sheet at 31 December 2008ย reflects pension assets of โฌ3.2ย millionย in respect of schemes in surplus and pension liabilities of โฌ19.9ย millionย in respect of schemes in deficit.ย
The current/past service cost is charged in the incomeย statement, net of the finance income on scheme assetsย and liabilities.ย Actuarial gains/(losses) areย recognised in theย statement ofย recognisedย income andย expense.
ย
Theย increaseย in the scheme's deficit during the year aroseย primarily because of theย diminution in theย pensions'ย schemes assets due toย negativeย stock market returnsย as equity markets fell largely as a result of the ongoing financial crisis.ย The fall in the value of the assets was partly offset by the effect of increased discount rates which reducedย the present value of the schemes obligations.
ย
7. Dividends
ย
|
2008 โฌ'000 |
2007 โฌ'000 |
|
|
ย Dividends paid on Ordinary โฌ1 cent shares |
||
|
Interim dividend for 2007 of 0.50 cent |
- |
1,755 |
|
Final dividend for 2007ย of 1.15 cent |
4,047 |
- |
|
Interim dividend for 2008ย of 0.54ย cent |
1,900 |
- |
|
5,947 |
1,755 |
The directors have proposed a final dividend for 2008, subject to shareholder approval at the AGM ofย 1.15ย cent per share.ย This brings the total dividend for the 2008 financial year to 1.69ย cent per share an increase ofย 2.4% on 2008.ย This dividend has not been provided for in the balance sheet at 31 December 2008.ย
ย ย 8. Summaryย statement ofย movement inย shareholders'ย equity
|
2008 โฌ'000 |
2007 โฌ'000 |
|
|
Total shareholders' equity at beginning of yearย |
163,714 |
147,437 |
|
Total recognised income and expense |
(13,923) |
17,354 |
|
Shares issued |
- |
585 |
|
Share based payment expense |
281 |
93 |
|
Dividends paid to equity shareholders |
(5,947) |
(1,755) |
|
Gain arising on buy-out of minority shareholders recognised directly inย equity |
ย 482 |
ย - |
|
Total shareholders' equity at end of year |
144,607 |
163,714 |
The decrease in total recognised income and expense is due primarily to the actuarial loss of โฌ17.0ย millionย (net of deferred tax) during the year on the Group's defined benefit pension schemes and the currency loss of โฌ15.9ย millionย on translation of theย assets and liabilitiesย of the Group's foreign currency operations.ย
During the year, dividends ofย โฌ5.9ย millionย (2007:ย โฌ1.8ย million)ย were paid to the equity shareholders of the Company (note 7).ย
9. Businessesย acquired during theย year
During the year, the Group completed the acquisition of a number of businesses as describedย earlier inย this announcement. The total consideration for acquisitions of subsidiaries amounted to โฌ14.2ย millionย (excluding cash and bank overdrafts acquired). Including cash and bank overdrafts acquired, the net cash outflow forย theseย acquisitions amounted to โฌ17.9ย million.ย Intangible assets of โฌ9.1 million were recognised on acquisition together with goodwill of โฌ5.2ย million.ย
The net spend on investment inย existingย joint ventures during the year was โฌ3.7ย million.
The acquisition method of accounting has been used to consolidate the businesses acquired. The accounting for some of the business acquisitions is provisional. Other than the valuation of intangible assets,ย thereย wereย no material differences arising between the fair value of assets and liabilities acquired and the acquirees carrying value at acquisition date.ย Shouldย any fair values need to be adjusted, they will be reflected in the acquisition accounting within one year of acquisition date.ย
ย ย 10. Analysisย of movement in netย debtย in the year
|
ย 1 Jan 2008 โฌ'000 |
ย Cash Flow โฌ'000 |
Non-cash โฌ'000 |
Translation โฌ'000 |
31 Dec 2008 โฌ'000 |
|
|
Bank balances and deposits |
87,104 |
5,205 |
- |
(7,016) |
85,293 |
|
Overdrafts |
(12,993) |
3,355 |
- |
1,566 |
(8,072) |
|
Cash and cash equivalents per cash flow statement |
74,111 |
8,560 |
- |
(5,450) |
77,221 |
|
Bank loans - non current |
(109,153) |
2,953 |
19,109 |
7,979 |
(79,112) |
|
Bank loans - current |
(35,478) |
(6,530) |
(19,109) |
3,553 |
(57,564) |
|
Finance leases |
(1,493) |
679 |
(107) |
176 |
(745) |
|
Total interest bearing borrowings |
(146,124) |
(2,898) |
(107) |
11,708 |
(137,421) |
|
Net debt |
(72,013) |
5,662 |
(107) |
6,258 |
(60,200) |
11. Reclassification
Certain comparative amounts have been reclassified to conform to the current presentation.
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