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Half Yearly Report

15 Oct 2014 07:00

RNS Number : 3183U
Vertu Motors PLC
15 October 2014
 



15 October 2014

Vertu Motors plc ("Vertu", "Company" or "Group")

Unaudited interim results for the six months ended 31 August 2014

Record results: recently acquired businesses improving - acquisition pipeline strong

Vertu Motors plc, the automotive retailer with a network of 111 sales and aftersales outlets across the UK, announces its interim results for the six months ended 31 August 2014.

 

Financial Highlights

· Revenues increased by 29.5% to £1,083.9m (2013 H1 : £837.2m)

· Profit before tax up 48.8% to £12.8m (2013 H1 : £8.6m)

· Adjusted(1) profit before tax up 51.1% to £13.3m (2013 H1 : £8.8m)

· Period end net cash of £34.4m (2013 H1 : £25.7m)

· Balance sheet underpinned by freehold and long leasehold property portfolio of £109.1m (31 August 2013: £104.5m)

· Healthy operating cash inflow of £15.9m (2013 H1 : £30.4m)

· Earnings per share up 16.8% to 2.99p (2013 H1 : 2.56p)

· Adjusted(1) earnings per share up 18.7% to 3.11p (2013 H1 : 2.62p)

· Interim dividend up 16.7% to 0.35p per share (2013: 0.3p per share) to be paid in January 2015

(1) adjusted for exceptional charges, amortisation of intangible assets and share based payments charge

 

Operational Highlights

· Record trading performance driven by recently acquired businesses and favourable market conditions particularly in used cars and service areas

· Growth strategy progressed with addition of six further sales outlets since 1 March 2014

· Like-for-like new retail volume increase 11.8% and ahead of the market

· Like-for-like volumes of fleet cars rose 12.4% and commercial vehicles rose 28.6%, both with market share gains

· Like-for-like used vehicle volumes increased 11.6%

· Lower overall Group gross margin due to higher proportion of vehicle sales

· Lower core Group (2) gross margins in new retail, fleet and commercial vehicle sales as Manufacturer supply push into the UK increases volumes

· Increase in core Group used car gross profit per unit of 6.8% as pricing disciplines are maintained

· Service revenues up 4.4% in the core Group, reflecting ongoing success of customer retention strategy

· Service margins strengthened due to strong core Group margins, up to 76.4% from 75.7% 

(2) Core : Dealerships that have traded for two full consecutive financial years.

 

Outlook Highlights

 

· The Board anticipates full year results will be in line with market expectations

· Continued strong trading performance in September, with a 9.3% like-for-like new retail volume increase against an increase in UK private registrations of 5.9% - market share gains continue

· September service revenues grew 8.6% in the core Group

· Peter Jones starts as Chairman on 1 January 2015

· Strong pipeline of acquisition opportunities

 

Commenting on the results, Robert Forrester, Chief Executive, said:

 

"The Board is delighted with this record first half performance. Recent acquisitions, the Farnell Land Rover business particularly, have made a strong contribution and the core business continues to benefit from management success in improving returns in the used car and servicing areas. We continue to deliver on the Group's strategy to recruit and retain motivated and talented people in every dealership to ensure the business is management driven not market driven." 

 

"With the team we have in place, with the recently acquired businesses which should improve as our operating model is implemented, with a strong balance sheet and a healthy pipeline of acquisition opportunities, your Board looks to the future with confidence".

 

For further information please contact:

 

Vertu Motors plc

 

Robert Forrester, CEO

Tel: 0191 491 2111

Michael Sherwin, FD

Tel: 0191 491 2114

 

 

Liberum

 

Peter Tracey

Richard Crawley

Jamie Richards

Tel: 020 3100 2000

 

 

Zeus Capital Limited

 

Dominic King

Tel: 020 7533 7727

Adam Pollock

 

 

 

Camarco

 

Billy Clegg

Georgia Mann

Tel: 020 3757 4980

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

INTRODUCTION

During the six months ended 31 August 2014, the UK automotive retail sector has continued to experience favourable market conditions. The new car market saw further growth, the used car market maintained stable pricing with more modest growth, and the total vehicle parc, which drives aftersales activities in dealerships, has also started to grow again.

Against this backdrop, the Group has performed strongly. As a result of the Group's acquisition based buy and build strategy, those previously underperforming dealerships acquired over the last four years are benefiting from the turnaround in their operational performance. Consequently, the Group's performance in both used cars and aftersales has seen growth in volumes, revenues and gross profits ahead of what could be attributed purely to the market conditions. This element of self-help is a positive feature of the Group's business model as acquisitions are integrated into the core business. In addition, the strong performing Farnell Land Rover business acquired in June 2013 has, as anticipated, made a substantial contribution to the Group's growth in profit. 

Since 1 March 2014, the Group has continued its buy and build strategy, acquiring or opening six sales outlets and closing one.

The Board is therefore pleased to announce record profits for the period. Profit before tax rose 48.8% to £12.8m (2013 H1 : £8.6m ).

The Board continues to identify, review and execute acquisition opportunities which will enhance shareholder returns and create a scaled automotive retail group with a balanced portfolio across franchises and UK regions.

FINANCIAL REVIEW

Revenues in the period grew by 29.5% (£246.7m) to £1,083.9m (2013 H1 : £837.2m). Acquisitions in the period accounted for £11.9m of revenue growth and those businesses acquired in the prior year contributed revenue growth of £125.3m. Core Group revenues grew by 14.9% (£118.6m), reflecting increases in both vehicle sales and aftersales revenues. Overall gross margins declined from 11.1% to 10.6% due primarily to the increase in the mix of lower margin vehicle sales and despite continued growth in aftersales operations.

 

Revenue Mix

 

 

 

 

 

2014 H1

2013 H1

2014 H1

2013 H1

 

£'m

£'m

Mix

Mix

Vehicle sales

1,001.7

764.9

92.4%

91.4%

Aftersales

82.2

72.3

7.6%

8.6%

Total revenue

1,083.9

837.2

100.0%

100.0%

 

The higher levels of dealership revenues and improved operational performance resulted in a reduction in operating expenses as a percentage of revenues to 9.4% (2013 H1 : 10.0%). This measure has reduced consistently over the last few years from 10.7% in H1 2011. This reflects operational gearing as the Group grows both organically and through acquisitions while leveraging a central cost base which is growing more slowly. Operating profit has grown by 44.4% to £13.0m (2013 H1 : £9.0m).

Following the reduction in the UK Corporation Tax rate the Group's effective tax rate is 21% (2013 H1 : 22%). Profit after tax has increased by 50.7% to £10.1m (2013 H1 : £6.7m).

During the period, the Group's conversion of profits to cash was healthy generating £15.8m of operating cash inflow. The Group's net cash at 31 August 2014 stood at £34.4m (2013: £25.7m). 

The Group has continued to grow adjusted earnings per share to 3.11p (2013 H1: 2.62p).

Dividend

The Board intends to maintain a progressive dividend policy. The interim dividend which will be payable on 23 January 2015 will be increased by 16.7% to 0.35p per share (2013: 0.3p per share). The ex-dividend date will be 29 December 2014 and the associated record date 30 December 2014. 

CURRENT TRADING AND OUTLOOK

 

The UK economy is growing strongly and is enjoying growth rates significantly ahead of those prevalent in Continental Europe. This is likely to continue to lead Manufacturers to direct high volumes of new vehicles to the UK as they seek to manage European factory overcapacity. This trend is further encouraged by the strength of Sterling since it enhances Manufacturers' margins on sales to the UK for many European based Manufacturers. This trend, now well established, is likely to create further pressure on new vehicle margins as such margins are sacrificed to generate volume to achieve higher Manufacturer volume targets. The latest SMMT forecast for the total UK new car market for 2014 has been increased to 2.45m and the forecast for 2015 is set at 2.47m. The 2014 market now represents a 26.2% increase since 2011.

September is a key month for Group profitability in the second half of the financial year, being a new vehicle plate change month. The Group has continued to trade ahead of prior year levels in the month, driven by growth in used car and aftersales profits and contribution from newly acquired businesses. 

New retail sales volumes rose on a like-for-like basis in September 2014 by 9.3% against an increase in UK private registrations of 5.9%. Margins continued to be under pressure as volumes increased and core Group new car gross profit generation grew modestly.

Used car demand continues to be robust as higher employment levels lead to an expansion in the number of cars required by families. This is reversing the trend seen in the 2007-2009 period and offsets the impact of highly favourable new car offers leading to migration out of the used car market into new cars for some customers. Used car pricing remains stable. Used car sales volumes continued to be strong in September with like-for-like growth of 11.3%.

Servicing demand is increasing as the recent years' resurgence in new car sales flow back into service departments for regular service and warranty work. More and more used car customers are being retained for servicing due to the sales of increasing numbers of service plans where customers pay for services either upfront or on a monthly basis so significantly increasing retention. Higher used car sales also increase demand in service as used cars are serviced and prepared for sale. Service revenues in September grew 8.6% in the core Group.

The Group continues to have a strong pipeline of acquisition opportunities across a number of Manufacturer partners and further acquisitions are anticipated to be undertaken in the coming months.

The Board anticipates that, given the current performance of the Group and market trends, the full year results will be in line with current market expectations.

OPERATING REVIEW

Growth strategy and portfolio development

The Group has continued both to review its portfolio and grow the business with the addition of six new sales outlets and the closure of one non-franchised operation since 1 March 2014. The Group now operates 111 sales outlets at 89 locations across the United Kingdom. By revenue, the Group is the sixth largest automotive retailer in the UK and the eleventh in Europe.

During the period, the Group has continued to invest both in acquiring new businesses, most notably the Hillendale Land Rover and Jaguar Bolton business, but also in the property assets of the ongoing business. For example, an adjacent freehold dealership and additional land was acquired to expand dealership activities in Waltham Cross for Vauxhall and a substantial freehold vehicle compound was acquired in Gloucester to grow the capacity of Group's fleet operations.

In addition, the Group disposed of a disused former dealership property in Nottingham for cash proceeds of £0.6m, equating to the net book value of that property.

Significant capital investments continue to be made across the Group to ensure the Group's dealerships are developed to a high standard to reflect the brand aspirations of our Manufacturer partners and provide an outstanding customer retail experience. For example, the first of the Group's Volkswagen dealerships at Boston has now undergone a complete refurbishment to latest standards and the remaining four will be completed over the next twelve months. Durham Ford is currently undergoing a major rebuild and several Vauxhall dealerships have also been refurbished in the period. Such spend will be a continuing feature in the business in the coming periods as Manufacturers seek investment by partners.

On 6 May 2014, the Group acquired the entire issued share capital of Hillendale Group Limited, comprising a Land Rover dealership in Nelson, Lancashire and a Jaguar dealership, the Group's first, in Bolton. The purchase consideration of £7.9m included £2.0m of shares in the Company. This high performing business has been successfully integrated into the Group's Farnell business.

On 1 July 2014, the Group acquired a leasehold property in Newcastle which it opened on 26 August 2014 as a Fiat Brand Centre, representing Fiat, Alfa Romeo and Jeep, having acquired the business and certain assets of these franchises for a consideration of £0.4m. The Group now has three significant dealerships in the Scotswood Road area of Newcastle.

On 9 July 2014, the Group acquired a leasehold property in Silverlink, Newcastle which it opened on 18 September 2014 as the Group's first Infiniti dealership. This dealership is located 10 miles from the Nissan factory in Sunderland where the Infiniti Q30 model range is to be manufactured from next year. This dealership is the sole Infiniti sales outlet in the North East of England.

In July 2014, the Group closed the operations of an accident repair centre in Birmingham to allow capacity to be increased for retail vehicle sales operations at the central Birmingham location. The Group continues to operate 10 accident repair centres.

Since the end of the period

On 12 September 2014, the Group acquired a significant freehold dealership property in Leeds for £5.0m. The dealership is currently leased to another automotive retailer and at the end of this lease in 2015, the dealership will be refurbished as the Group's premier Land Rover dealership allowing the existing, highly successful operation to be relocated.

On 28 September 2014, the Group closed its Bristol Street Motor Nation Used Car operation in Birmingham. The closure of this dealership has freed up the premises to be used as an additional vehicle compound for the Group's growing Ford commercial fleet activities which are adjacent. This closure brings to an end the operation by the Group of non-franchised used car operations under the Motor Nation brand and allows the Group to concentrate on its core activity of operating franchised dealerships.

Dealership Operations

Vehicle Sales Analysis

Six months ended 31 August 2014

 

 

HY2015

HY2015

HY2015

HY2014

 

Like-for-like*

Number of vehicles sold 

Core

 

Acq**

Total

Total

% Increase

New retail cars

17,116

2,297

19,413

15,521

11.8

Motability cars

4,835

465

5,300

4,584

5.7

Fleet and commercial vehicles

15,643

478

16,121

13,704

17.9

Used retail vehicles

30,111

3,053

33,164

27,272

11.6

67,705

6,293

73,998

61,081

12.6

 

* Dealerships are included in like-for-like comparisons in the first month anniversary following acquisition into the Group

** Dealerships acquired since 1 March 2014

 

Revenue and margins

New car retail

and Motability

New Fleet and Commercial

 

Used cars

 

Aftersales***

 

Total

Six months ended 31 August 2014

Revenue (£'m)

356.4

267.1

378.2

82.2

1,083.9m

Revenue mix (%)

33%

25%

35%

7%

100.0%

Gross Margin %

7.3%

2.1%

10.4%

44.0%

10.6%

Six months ended 31 August 2013

Revenue (£'m)

263.9

218.3

282.7

72.3

837.2

Revenue mix (%)

31%

26%

34%

9%

100.0%

Gross Margin %

7.5%

2.2%

10.8%

42.4%

11.1%

Year ended 28 February 2014

Revenue (£'m)

534.4

420.4

582.6

147.1

1,684.5

Revenue mix (%)

32%

25%

34%

9%

100%

Gross Margin %

7.6%

2.4%

10.8%

43.1%

11.4%

***margin in aftersales expressed on internal and external turnover

Aftersales

Aftersales activities, including servicing, supply of parts and accident repairs, are a vital part of the Group's business model and generate significantly higher returns than those earned in vehicle sales. During the period the core Group's gross margin on aftersales rose to 43.1% (2013 H1 : 42.5%). The margin increase in aftersales was predominantly in the service arena as volume increases again led to higher technician utilisation and efficiency. Core Group service revenues grew by 4.4% reflecting the impact of higher volumes of preparation work as used car volumes grow and the continued success in enhancing customer retention. In addition, further growth came from increasing customer spend per visit through the improved sale conversion of identified and required repair work. New technologies, such as video, are increasingly being utilised across the Group to help customers understand visually the repair and maintenance work required to be undertaken on their vehicles. It is envisaged that further roll out of this technology will aid the growth of repair work and customer spend per visit. Recent higher volumes of car sales should also boost future aftersales growth as Group customer retention strategies are applied to increased customer databases, growing further this resilient area of the Group's operations.

 A key element of the improvement in service customer retention is the increasing sales of service plans to new and used car customers to provide competitive, monthly payments to consumers so that they can budget their annual service costs. The Group had 64,321 live own-branded Motor Assured service plans as at 31 August 2014 (31 August 2013 : 39,040), in addition to those customers who have purchased Manufacturer branded service plans from the Group. Increasing service plan penetration is a key objective of the Group as a means to secure future service revenue growth and to take market share from the non-franchised service sector. This strategy is increasing the resilience of aftersales revenue and profit streams.

The Group also achieved growth in core Group revenues in accident repair centres (up 7.0%) and its parts operations (up 1.9%) during the period. Core Group profits rose in both these channels in the period and margins increased again in the accident repair centres. The latter reflects the higher quality of the Group's remaining accident repair centre operations following a series of closures together with enhanced operational processes and systems now in place.

New retail

The Group's new car retail sales volumes, excluding Motability sales, increased by 11.8% on a like-for-like basis in the period. UK new car private registrations rose by 11.3% in comparison. The Group has continued to gain market share in the period and overall the Group accounted for 3.1% of UK private registrations (2013 H1 : 2.7%). This low market share reflects the fragmented nature of UK franchise dealership ownership.

The main driver of the UK new vehicle market during the period continued to be the supply push of volume from Manufacturers who are facing sustained low levels of sales in Continental European markets. In addition, the increasing strength of Sterling has made supply push into the UK more profitable for Manufacturers. UK consumers continue to react positively to the attractive offers with which the Manufacturers are stimulating the UK new vehicle market. These offers are typically finance led, and consumers are taking up increasing numbers of finance products such as personal contract purchase (PCP) which provide competitive monthly payments. Affordability of new cars has improved, with monthly payments at similar levels to 2008 despite enhanced specification, fuel efficiency and design. Changing to a new car with enhanced fuel efficiency can reduce household monthly motoring expenditure with all the benefits of having a better, newer car.

Core Group new car margins fell both on a per unit basis (2014 H1 : £938; 2013 H1 : £978) and on a percentage basis (2014 H1 : 7.0%; 2013 H1 : 7.5%) as anticipated at the start of the financial period. This is a consequence of sacrificing margin as vehicle sales volumes have risen in a highly competitive marketplace. The Group has continued to meet high levels of achievement of Manufacturer volume targets, and higher volumes have resulted in higher absolute levels of gross profit.

Group Motability volumes in the period returned to growth with like-for-like volumes rising by 5.7%. Motability represents 15.1% of all Group new car sales and is a vital market due to its positive impact on aftersales demand for three years following purchase.

Fleet and Commercial Vehicles

New fleet car like-for-like volumes grew by 12.4% compared to market growth of 9.4% (source: SMMT) as the Group's supply to rental fleets increased during the period. New commercial van volumes grew by 28.6% compared to market growth of 13.6% (source: SMMT) as the growth in UK economic activity continues to improve demand for vans. Overall margins slipped marginally to 2.1% (2013 H1 : 2.2%), however, this remains an attractive area of business and one where the Group has scale and expertise. As Manufacturers have refined their approach to this low margin segment, the Group has maximised its ability to generate profitability and grow business in this area. Substantial market share has been gained in recent periods and the Group remains committed to fleet supply and continues to invest in capacity. Dealerships are increasingly employing dedicated local business specialists to provide additional sales and aftersales opportunities to dealerships.

Used Cars

The used car market has remained stable during the period, and the latest market data suggests that demand has increased for used cars despite the twin effects of constraints on supply and highly competitive new car offers, which has certainly led to a substitution effect. During the period, Group like-for-like used car volumes rose 11.6% which the Board believes is considerably ahead of the market.

Market share gains have been driven by the Group's marketing strategy, including TV, Radio, press and internet. The Group's websites, when measured by Hitwise for the monthly number of sales and aftersales visits, rank regularly in the top three in the UK and in certain months have led the franchised sector. This web traffic is driven by both pay for clicks campaigns and a sophisticated search engine optimisation methodology which seeks to maximise the return on investment for this channel of marketing spend. In addition, the Group measures on an ongoing basis the return on investment for each advertising channel to ensure that the mix of spend is optimised and this innovative approach has led to changes in Group marketing spend allocation and aided strategic consideration of this important area.

Used car pricing has continued to be affected by the reduced levels of new vehicle sales in the period of 2008-2010. With supply constrained, average used car prices have increased. The core Group saw average used car selling prices rise 4.2% to £10,371. The introduction of franchises such as Land Rover and Volkswagen further increased the average total Group selling price to £11,404 and this trend is likely to continue as the year on year impact of franchise mix comes through.

Used vehicle gross profit per unit strengthened in the period from £1,120 to £1,187 being an increase of 6.0%. Despite this, the increase in selling prices reduced the gross margin percentages from 10.8% to 10.4% due principally to the change in franchise mix. The core Group's gross margin strengthened to 11.4% (2013 H1 : 11.1%) and core used vehicle gross profit per unit increased to £1,184 (2013 H1 : £1,109). Gross profit was augmented by profits on trade disposal of part exchange vehicles and the benefit of continued improvements in stock management and sales process. As a consequence, return on investment in used cars in those businesses owned for more than four years has remained at a very high level of 153% (2013 H1 : 154%). This critical industry KPI, which measures both profitability and inventory management, enables the Group to track the very important improvements in the operational performance of newly acquired businesses. Operations acquired in the 2013 financial year, for example, saw used car return on investment rise from 105%, at 31 August 2013, to 111%. This is still significantly below long term Group levels and used cars continue to represent a major opportunity to drive the future profit growth of the Group.

 

 

CONSOLIDATED INCOME STATEMENT (UNAUDITED)

For the six months ended 31 August 2014

 

Six months

ended

Six months

ended

 

Year ended

31 August

2014

31 August

2013

28 February

2014

Note

£'000

£'000

£'000

Revenue

Continuing operations

1,071,959

837,169

1,684,532

Acquisitions

11,892

-

-

1,083,851

837,169

1,684,532

Cost of sales

Continuing operations

(957,929)

(744,088)

(1,492,335)

Acquisitions

(10,543)

-

-

(968,472)

(744,088)

(1,492,335)

Gross profit

Continuing operations

114,030

93,081

192,197

Acquisitions

1,349

-

-

115,379

93,081

192,197

Operating expenses

Continuing operations

(100,609)

(83,862)

(174,293)

Acquisitions

(1,339)

-

-

(101,948)

(83,862)

(174,293)

Operating profit before amortisation, share based payments charge and exceptional charges

Continuing operations

13,421

9,219

17,904

Acquisitions

10

-

-

13,431

9,219

17,904

Amortisation of intangible assets

(173)

(170)

(293)

Share based payments charge

(287)

(40)

(195)

Exceptional charges

5

-

-

(1,180)

Operating profit

12,971

9,009

16,236

Finance income

4

177

131

331

Finance costs

4

(330)

(526)

(725)

Profit before tax, amortisation, share based payments

charge and exceptional charges

13,278

8,824

17,510

Amortisation of intangible assets

(173)

(170)

(293)

Share based payments charge

(287)

(40)

(195)

Exceptional charges

5

-

-

(1,180)

Profit before tax

12,818

8,614

15,842

Taxation

6

(2,695)

(1,873)

(3,414)

Profit for the period attributable to equity holders

10,123

6,741

12,428

Basic earnings per share (p)

7

2.99

2.56

4.15

Diluted earnings per share (p)

7

2.94

2.54

4.11

Adjusted earnings per share (p)

7

3.11

2.62

4.69

 

 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)

For the six months ended 31 August 2014

Six months

ended

Six months

ended

 

Year ended

31 August

2014

31 August

2013

28 February

2014

Note

£'000

£'000

£'000

Profit for the period

10,123

6,741

12,428

Other comprehensive income/(expense)

Items that will not be reclassified to profit or loss:

Actuarial gain/(loss) on retirement benefit obligations

11

63

(265)

(1,558)

Deferred tax relating to actuarial gain/(loss) on retirement benefit obligations

(10)

53

450

Items that may be reclassified subsequently to profit or loss:

Cash flow hedges

8

30

66

102

Deferred tax relating to cash flow hedges

8

(6)

(19)

(25)

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

77

(165)

(1,031)

Total comprehensive income for the period attributable to equity holders

10,200

6,576

11,397

CONSOLIDATED BALANCE SHEET (UNAUDITED)

As at 31 August 2014

31 August

28 February

31 August 2014

2013

(As restated (Note 13))

2014

(As restated (Note 13))

Note

£'000

£'000

£'000

Non-current assets

Goodwill and other indefinite life assets

10, 14

50,011

41,198

43,152

Other intangible assets

1,190

1,250

1,209

Retirement benefit asset

11

3,339

4,149

3,069

Property, plant and equipment

119,130

114,800

116,188

Trade and other receivables

192

-

192

173,862

161,397

163,810

Current assets

Inventories

319,833

238,269

334,452

Trade and other receivables

39,868

35,384

42,971

Cash and cash equivalents

38,960

32,184

36,948

Total current assets

398,661

305,837

414,371

Total assets

572,523

467,234

578,181

Current liabilities

Trade and other payables

(374,834)

(281,128)

(391,772)

Deferred consideration

(1,300)

(1,300)

(1,300)

Current tax liabilities

(6,287)

(4,735)

(5,161)

Borrowings

(2,000)

(2,000)

(2,000)

Total current liabilities

(384,421)

(289,163)

(400,233)

Non-current liabilities

Borrowings

(2,554)

(4,470)

(3,512)

Derivative financial instruments

(43)

(110)

(74)

Deferred consideration

(1,300)

(2,600)

(1,300)

Deferred income tax liabilities

(4,246)

(5,403)

(4,049)

Deferred income

(5,738)

(6,075)

(5,634)

(13,881)

(18,658)

(14,569)

Total liabilities

(398,302)

(307,821)

(414,802)

Net assets

174,221

159,413

163,379

Capital and reserves attributable to equity holders of the Group

Ordinary shares

34,033

33,678

33,678

Share premium

96,778

96,729

96,729

Shares to be issued

-

-

-

Other reserve

10,479

8,820

8,820

Hedging reserve

8

(32)

(86)

(56)

Retained earnings

32,963

20,272

24,208

Shareholders' equity

174,221

159,413

163,379

CASH FLOW STATEMENT (UNAUDITED)

For the six months ended 31 August 2014

Six months

ended

31 August

Six months

ended

31 August

 

Year ended

28 February

2014

2013

2014

Note

£'000

£'000

£'000

Operating profit

12,971

9,009

16,236

Loss on sale of tangible fixed assets

5

-

40

Amortisation of intangible assets

173

170

293

Depreciation of property, plant and equipment

2,701

2,557

5,670

Impairment of freehold property

-

-

1,180

Movement in working capital

12

(283)

18,636

23,778

Share based payments charge

287

40

195

Cash generated from operations

15,854

30,412

47,392

Tax received

-

35

35

Tax paid

(1,942)

(185)

(2,385)

Finance income received

110

36

137

Finance costs paid

(302)

(527)

(658)

Net cash generated from operating activities

13,720

29,771

44,521

Cash flows from investing activities

Acquisition of businesses, net of cash, overdrafts and borrowings acquired

(5,588)

(34,261)

(39,438)

Acquisition of freehold land and buildings

(2,049)

(4,509)

(4,509)

Proceeds from disposal of business (net of cash, overdrafts and borrowings)

-

1,868

1,926

Purchases of intangible assets

(154)

(169)

(443)

Purchases of property, plant and equipment

(1,874)

(6,913)

(9,577)

Proceeds from disposal of property, plant and equipment

602

-

82

Net cash outflow from investing activities

(9,063)

(43,984)

(51,959)

Cash flows from financing activities

Proceeds from issuance of ordinary shares

57

47,673

47,672

Repayment of borrowings

9

(1,000)

(7,000)

(8,000)

Dividends paid to equity shareholders

(1,702)

(1,516)

(2,526)

Net cash (outflow)/inflow from financing activities

(2,645)

39,157

37,146

 

Net increase in cash and cash equivalents

9

2,012

24,944

29,708

Cash and cash equivalents at beginning of period

36,948

7,240

7,240

Cash and cash equivalents at end of period

38,960

32,184

36,948

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)For the six months ended 31 August 2014

Ordinary

share capital

Share

premium

Other

reserve

Hedging

reserve

Retained

earnings

Total

Equity

£'000

£'000

£'000

£'000

£'000

£'000

As at 1 March 2014

33,678

96,729

8,820

(56)

24,208

163,379

Profit for the period

-

-

-

-

10,123

10,123

Actuarial gain on retirement benefit obligations

-

-

-

-

63

63

Tax on items taken directly to equity

-

-

-

(6)

(10)

(16)

Fair value gains

-

-

-

30

-

30

Total comprehensive income for the period

-

-

-

24

10,176

10,200

New ordinary shares issued

355

49

1,659

-

(6)*

2,057

Dividend paid

-

-

-

-

(1,702)

(1,702)

Share based payments charge

-

-

-

-

287

287

As at 31 August 2014

34,033

96,778

10,479

(32)

32,963

174,221

* Represents the reversal of a reserve created in respect of share options exercised in the period.

The other reserve is a merger reserve, arising from shares issued for shares as consideration, to the former shareholders of acquired companies. The addition to this reserve during the year reflects the excess over nominal value of the shares issued as part consideration for the acquisition of Hillendale Group Limited (note 10).

For the six months ended 31 August 2013

Ordinary share capital

Share premium

Shares to be issued

Other reserve

Hedging reserve

Retained earnings

Total equity

£'000

£'000

£'000

£'000

£'000

£'000

£'000

As at 1 March 2013

20,008

60,727

2,000

8,820

(133)

15,219

106,641

Profit for the period

-

-

-

-

-

6,741

6,741

Actuarial losses on retirement benefit obligations

-

-

-

-

-

(265)

(265)

Tax on items taken directly to equity

-

-

-

-

(19)

53

34

Fair value gains

-

-

-

-

66

-

66

Total comprehensive income for the period

-

-

-

-

47

6,529

6,576

New ordinary shares issued

13,670

38,330

(2,000)

-

-

-

50,000

Costs associated with issuance of ordinary shares

-

(2,328)

-

-

-

-

(2,328)

Dividend paid

-

-

-

-

-

(1,516)

(1,516)

Share based payments charge

-

-

-

-

-

40

40

As at 31 August 2013

33,678

96,729

-

8,820

(86)

20,272

159,413

 

For the year ended 28 February 2014

Ordinary

share capital

Share

premium

Shares to be issued

Other

reserve

Hedging

reserve

Retained

earnings

Total equity

£'000

£'000

£'000

£'000

£'000

£'000

£'000

As at 1 March 2013

20,008

60,727

2,000

8,820

(133)

15,219

106,641

Profit for the year

-

-

-

-

-

12,428

12,428

Actuarial gains on retirement benefit obligations

-

-

-

-

-

(1,558)

(1,558)

Tax on items taken directly to equity

-

-

-

-

(25)

450

425

Fair value gains

-

-

-

-

102

-

102

Total comprehensive income for the year

-

-

-

-

77

11,320

11,397

New ordinary shares issued

13,670

38,330

(2,000)

-

-

-

50,000

Costs associated with issuance of ordinary shares

-

(2,328)

-

-

-

-

(2,328)

Dividend paid

-

-

-

-

-

(2,526)

(2,526)

Share based payments charge

-

-

-

-

-

195

195

As at 28 February 2014

33,678

96,729

-

8,820

(56)

24,208

163,379

 

NOTES

For the six months ended 31 August 2014

 

1. Basis of Preparation

Vertu Motors plc is a Public Limited Company which is quoted on the AiM Market and is incorporated and domiciled in the United Kingdom. The address of the registered office is Vertu House, Kingsway North, Team Valley, Gateshead, Tyne and Wear, NE11 0JH. The registered number of the Company is 05984855.

The financial information for the period ended 31 August 2014 and similarly the period ended 31 August 2013 has neither been audited nor reviewed by the auditors. The financial information for the year ended 28 February 2014 has been based on information in the audited financial statements for that period.

The information for the year ended 28 February 2014 does not constitute statutory accounts as defined in section 434 of the Companies Act 2006. A copy of the statutory accounts for that period has been delivered to the Registrar of Companies. The Auditors' Report on those accounts was not qualified and did not contain an emphasis of matter statement under section 498 of the Companies Act 2006.

2. Accounting policies

The annual consolidated financial statements of Vertu Motors plc are prepared in accordance with IFRSs as adopted by the European Union. The annual report has been prepared under the historical cost convention, as modified by the revaluation of available-for-sale financial assets, share based payments and financial assets and liabilities (including derivative financial instruments) at fair value through profit or loss.

The accounting policies adopted in this interim financial report are consistent with those of the Group's financial statements for the year ended 28 February 2014 and can be found on the Group's website, www.vertumotors.com.

In addition, this unaudited interim financial report does not comply with IAS 34 Interim Financial Reporting, which is not required to be applied under the AiM Rules.

3. Segmental information

The Group complies with IFRS 8 "Operating Segments", which determines and presents operating segments based on information provided to the Group's Chief Operating Decision Maker ("CODM"), Robert Forrester, Chief Executive. As such, the Group has only one reportable business segment, since the Group is operated and is managed on a dealership by dealership basis. Dealerships operate a number of different business streams such as new vehicle sales, used vehicle sales and aftersales operations. Management is organised based on the dealership operations as a whole rather than the specific business streams.

These dealerships are considered to have similar economic characteristics and offer similar products and services which appeal to a similar customer base. As such, the results of each dealership have been aggregated to form one reportable business segment.

The CODM assesses the performance of the operating segment based on a measure of both revenue and gross profit. Therefore, to increase transparency, the Group has decided to include additional voluntary disclosure analysing revenue and gross profit within the reportable segment. 

 

New car retail

and Motability

New fleet and commercial

 

Used vehicles

 

Aftersales*

 

Total

Six months ended 31 August 2014

Revenue (£'m)

356.4

267.1

378.2

82.2

1,083.9

Revenue (%)

33

25

35

7

100

Gross Margin %

7.3

2.1

10.4

44.0

10.6

Six months ended 31 August 2013

Revenue (£'m)

263.9

218.3

282.7

72.3

837.2

Revenue (%)

31

26

34

9

100

Gross Margin %

7.5

2.2

10.8

42.4

11.1

Year ended 28 February 2014

Revenue (£'m)

534.4

420.4

582.6

147.1

1,684.5

Revenue (%)

32

25

34

9

100

Gross Margin %

7.6

2.4

10.8

43.1

11.4

*margin in aftersales expressed on internal and external turnover

4. Net finance costs

Six months

ended

31 August

Six months

 ended

31 August

 

Year ended

28 February

2014

2013

2014

£'000

£'000

£'000

Interest on short term bank deposits

47

36

55

Vehicle stocking interest

63

-

82

Net finance income relating to Group pension scheme

67

95

194

Finance income

177

131

331

Bank loans and overdrafts

(319)

(391)

(703)

Vehicle stocking interest

-

(125)

-

Other finance costs

(11)

(10)

(22)

Finance costs

(330)

(526)

(725)

 

5. Exceptional charges

Six months

ended

31 August

Six months

 ended

31 August

 

Year ended

29 February

2014

2013

2014

£'000

£'000

£'000

Impairment of fixed assets

-

-

1,180

-

-

1,180

6. Taxation

The tax charge for the six months ended 31 August 2014 has been provided at the effective rate of 21% (Six months ended 31 August 2013: 22%).

From 1 April 2014 the main rate of Corporation tax was 21%.

7. Earnings per share

Basic and diluted earnings per share are calculated by dividing the earnings attributable to equity shareholders by the weighted average number of ordinary shares during the period or the diluted weighted average number of ordinary shares in issue in the period.

The Group only has one category of potentially dilutive ordinary shares, which are share options. A calculation has been undertaken to determine the number of shares that could have been acquired at fair value (determined as the average annual market price of the Group's shares) based on the monetary value of the subscription rights attached to the outstanding share options. The number of shares calculated as above is compared with the number of shares that would have been issued assuming the exercise of the share options.

Adjusted earnings per share is calculated by dividing the adjusted earnings attributable to equity shareholders by the weighted average number of ordinary shares in issue during the period.

Six months

ended

31 August

Six months

 ended

31 August

 

Year ended

28 February

2014

2013

2014

£'000

£'000

£'000

Profit attributable to equity shareholders

10,123

6,741

12,428

Amortisation of intangible assets

173

170

293

Share based payments charge

287

40

195

Exceptional charge

-

-

1,180

Tax effect of adjustments

(37)

(37)

(68)

Adjusted earnings attributable to equity shareholders

10,546

6,914

14,028

Weighted average number of shares in issue ('000s)

338,973

263,760

299,367

Potentially dilutive shares ('000s)

5,872

1,679

3,263

Diluted weighted average number of shares in issue ('000s)

344,845

265,439

302,630

Basic earnings per share

2.99p

2.56p

4.15p

Diluted earnings per share

2.94p

2.54p

4.11p

Adjusted earnings per share

3.11p

2.62p

4.69p

Diluted adjusted earnings per share

3.06p

2.60p

4.64p

 

8. Hedging reserve

31 August

31 August

28 February

2014

2013

2014

£'000

£'000

£'000

Cash flow hedge:

At beginning of period

(56)

(133)

(133)

Fair value gains on derivative financial instruments during the period

30

66

102

Deferred taxation on fair value gains during period

(6)

(19)

(25)

At end of period

(32)

(86)

(56)

9. Reconciliation of net cash flow to movement in net cash

31 August

2014

31 August

2013

28 February

2014

£'000

£'000

£'000

Net increase in cash and cash equivalents

2,012

24,944

29,708

Cash outflow from repayment of borrowings

1,000

7,000

8,000

Cash movement in net cash

3,012

31,944

37,708

Capitalisation of loan arrangement fees

38

30

30

Amortisation of loan arrangement fee

(79)

(46)

(88)

Non cash movement in net cash

(41)

(16)

(58)

Movement in net cash

2,971

31,928

37,650

Opening net cash/(debt)

31,436

(6,214)

(6,214)

Closing net cash

34,407

25,714

31,436

10. Acquisitions

On 6 May 2014 the Group acquired the entire issued share capital of Hillendale Group Limited, representing a Land Rover dealership in Nelson, Lancashire and a Jaguar dealership in Bolton, Lancashire for total consideration of £7,921,000 including £2,000,000 of shares in Vertu Motors plc issued at 58.64p per share (3,410,475 shares) with the remainder met from the Group's existing cash resources. The excess over the provisional fair value of net assets acquired is £6,859,000, of which £1,749,000 has been allocated to franchise relationships.

On 26 August 2014 the Group acquired part of the business and certain assets of Addison Motors Limited trading as Benfield Alfa Romeo, Benfield Chrysler, Benfield Jeep and Benfield Fiat Service Centre in Newcastle for total consideration of £398,000 met from the Group's existing cash resources.

11. Retirement benefits

During the six month period ended 31 August 2014, there was a gain on assets of £1,594,000. There have also been changes in the financial assumptions underlying the calculation of the liabilities in the same period. In particular, the discount rate has decreased in line with a fall in corporate bond yields over the six month period. The effect of these changes in financial assumptions was an increase in liabilities of £1,686,000 and further a change in demographic assumptions decreased liabilities by £155,000, therefore the net increase in liabilities was £1,531,000. In total, there was an actuarial gain in the period of £63,000 before deferred taxation, recognised in the Consolidated Statement of Comprehensive Income. 

12. Cash flow from movement in working capital

The following adjustments have been made to reconcile from the movement in working capital balance sheet headings to the amount presented in the cash flow from the movement in working capital. This is in order to more appropriately reflect the cash impact of the underlying transactions.

For the six months ended 31 August 2014

 

 

Inventories

Trade and other receivables

Trade and other payables

Total working capital movement

£'000

£'000

£'000

£'000

Trade and other payables

(374,834)

Deferred consideration

(2,600)

Deferred income

(5,738)

At 31 August 2014

319,833

39,868

(383,172)

At 28 February 2014

334,452

42,971

(400,006)

Balance sheet movement

14,619

3,103

(16,834)

Acquisitions

4,559

1,263

(6,614)

Movement excluding business combinations

19,178

4,366

(23,448)

96

Pension related balances

(140)

Increase in capital creditor

(254)

Decrease in interest accrual

15

Movement in working capital

(283)

 

For the six months ended 31 August 2013

 

 

Inventories

Trade and other receivables

Trade and other payables

Total working capital movement

£'000

£'000

£'000

£'000

Trade and other payables

(281,128)

Deferred consideration

(3,900)

Deferred income

(6,075)

At 31 August 2013

238,269

35,384

(291,103)

At 28 February 2013

250,443

43,939

(304,355)

Balance sheet movement

12,174

8,555

(13,252)

Acquisitions

11,738

469

(642)

Disposals

(2,765)

-

679

Deferred consideration for disposal

-

150

-

Movement excluding business combinations

21,147

9,174

(13,215)

17,106

Pension related balances

(141)

Decrease in capital creditor

1,658

Decrease in interest accrual

13

Movement in working capital

18,636

 

For the year ended 28 February 2014

 

 

Inventories

Trade and other receivables

Trade and other payables

Total working capital movement

£'000

£'000

£'000

£'000

Trade and other payables

(391,772)

Deferred consideration

(2,600)

Deferred income

(5,634)

At 28 February 2014

334,452

42,971

(400,006)

At 28 February 2013

250,443

43,939

(304,355)

Balance sheet movement

(84,009)

968

95,651

Acquisitions

15,517

1,648

(5,965)

Disposals

(2,765)

-

619

Deferred consideration for disposal

-

150

-

Movement excluding business combinations

(71,257)

2,766

90,305

21,814

Pension related balances

(255)

Decrease in capital creditor

2,228

Increase in interest accrual

(9)

Movement in working capital

23,778

13. Measurement period adjustment

On 12 June 2013 the Group acquired the entire issued share capital of Albert Farnell Limited. The Group recognised in the 2014 financial statements a provisional fair value for net assets acquired of £13,737,000 and a provisional value for goodwill of £17,439,000.

Within the measurement period following acquisition and in accordance with IFRS3, the purchase price allocation has been finalised. This included an exercise to search for other material separately identifiable intangible assets such as brand value, supplier agreements, franchise relationships and customer relationships. As a result of this, a value of £7,373,000 has been ascribed to franchise relationships reflecting the ability to sell manufacturer vehicles and to offer manufacturer standard aftersales services in a particular geographic area. This amount has been reclassified from goodwill to other indefinite life assets, and a corresponding deferred tax liability of £1,475,000 has been recognised. The directors' judgement is that this intangible asset has an indefinite useful life and therefore will be reviewed for impairment on an annual basis.

The finalisation of the purchase price allocation also resulted in a reduction in the fair value of tangible fixed assets acquired of £488,000.

In accordance with IFRS3, this measurement period adjustment has been reflected in these interim financial statements as if accounting for the business combination had been completed at the acquisition date. The impact of this has been to increase the value of 'Goodwill and indefinite life assets' by £1,963,000, decrease the value of 'Property, plant and equipment' by £488,000 and increase the value of 'Deferred income tax liabilities' by £1,475,000 as at 28 February 2014 and 31 August 2013.

14. Goodwill and other indefinite life assets

31 August

31 August

28 February

2014

2013

(Note 13)

2014

(Note 13)

£'000

£'000

£'000

Goodwill

40,889

33,825

35,779

Other indefinite life assets - Franchise relationships (Note 13)

9,122

7,373

7,373

At end of period

50,011

41,198

43,152

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
IR LLFIDIDLSLIS
Date   Source Headline
15th May 20247:01 amRNSTransaction in Own Shares
15th May 20247:00 amRNSFull Year Results
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