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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Glanbia Plc | LSE:GLB | London | Ordinary Share | IE0000669501 | ORD EUR0.06 (CDI) |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 17.65 | 16.86 | 18.44 | 198 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Pharmaceutical Preparations | 5.43B | 344.5M | 1.2652 | 13.95 | 4.81B |
TIDMGLB
RNS Number : 5896N
Glanbia PLC
10 August 2017
Hot Features
Premium
Good performance in first half driven by Glanbia Nutritionals
FY guidance reiterated of 7% to 10% constant currency pro forma
EPS growth(1)
10 August 2017 - Glanbia plc ("Glanbia", the "Group", the "plc"), the global nutrition group, announces its results for the six months ended 1 July 2017.
Results highlights for the half year 2017
-- Sale of 60% of Dairy Ireland and related assets completed on 2 July 2017 and a new joint venture, "Glanbia Ireland", established encompassing the businesses of Glanbia Ingredients Ireland DAC and Dairy Ireland;
-- On a pro forma basis Adjusted Earnings Per Share(1) grew 13.2% reported (10.1% constant currency);
-- Wholly owned revenues from continuing operations of EUR1,185.7 million (2016: EUR1,077.9 million) up 10.0% on prior half year (7.3% constant currency);
-- Wholly owned EBITA from continuing operations of EUR148.3 million (2016:EUR139.1 million) up 6.6% on prior half year (3.5% constant currency);
-- Glanbia Performance Nutrition delivered reported revenue growth of 7.6% (5.4% constant currency) and reported EBITA growth of 3.1% (0.2% constant currency);
-- Glanbia Nutritionals delivered reported revenue growth of 12.2% (9.0% constant currency) and reported EBITA growth of 11.6% (8.1% constant currency); and
-- Joint Ventures and Associates delivered strong revenue and EBITA growth of 23.1% (23.2% constant currency) and 84.8% (83.8% constant currency) respectively.
Commenting today Siobhán Talbot, Group Managing Director, said:
"Glanbia delivered a good performance in the first six months of 2017 with wholly owned revenues from continuing operations growing 7.3%, constant currency, when compared to the same period in 2016. Pro-forma Adjusted Earnings Per Share(1) was up 10.1%, constant currency. The sale of 60% of Dairy Ireland and related assets was completed on 2 July 2017 and this business together with Glanbia Ingredients Ireland have formed a new Joint Venture named Glanbia Ireland. Glanbia Nutritionals and Joint Ventures were the main drivers of growth in the first half and we believe second half earnings progression will also be driven by Glanbia Performance Nutrition where good organic growth is expected for the remainder of the year. Overall, we reiterate guidance for the full year of pro-forma Adjusted Earnings Per Share(1) growth of 7% to 10% on a constant currency basis."
2017 half year results Reported Constant
Currency
EURm HY 2017 HY 2016 Change Change(2)
=================================== ======== ========= ========= ===========
Wholly-owned business (Continuing
operations)
Revenue 1,185.7 1,077.9 +10.0% +7.3%
EBITA(3) 148.3 139.1 +6.6% +3.5%
EBITA margin 12.5% 12.9% - 40 bps - 50 bps
JVs and Associates (Continuing
operations)
Revenue 475.7 386.3 +23.1% +23.2%
EBITA 32.9 17.8 + 84.8% + 83.8%
EBITA margin 6.9% 4.6% + 230bps + 230bps
Discontinued ops (Dairy Ireland
& related investments)
Revenue 386.5 372.9 + 3.6%
EBITA 11.6 19.6 - 40.8%
EBITA margin 3.0% 5.3% - 230bps
Total Group(4)
Revenue 2,047.9 1,837.1 + 11.5% + 9.9%
EBITA 192.8 176.5 +9.2% + 6.6%
EBITA margin 9.4% 9.6% - 20bps - 30bps
Total Group profit for the
period 114.9 109.8 +4.6% -
Reported basic Earnings Per
Share 38.96c 37.06c +5.1%
Adjusted Earnings Per Share
(Reported)(5) 48.04c 43.96c +9.3% +6.5%
----------------------------------- -------- --------- --------- -----------
Pro -
Forma
=================================== ======== ========= ========= ===========
Pro-forma Adjusted Earnings
Per Share(1) 46.09c 40.71c + 13.2% + 10.1%
=================================== ======== ========= ========= ===========
1. Pro-forma Adjusted Earnings Per Share from continuing operations calculation assumes the Dairy Ireland segment and related assets were disposed of at the beginning of the 2016 financial year. A reconciliation is set out on pages 47 and 48 of the glossary to the financial statements
2. To arrive at the Constant Currency Change, the average FX rate for the current period is applied to the relevant reported result from the same period in the prior year. The average Euro US Dollar FX rate for the first half of 2017 was EUR1 = $1.083 (HY 2016: EUR1 = $1.116).
3. EBITA is defined as earnings before interest, tax and amortisation and is stated before exceptional items.
4. Total Group includes Wholly Owned business and Glanbia's share of Joint Ventures & Associates from both continuing and discontinued operations.
5. Adjusted Earnings Per Share has been amended to exclude the cost of software amortisation within the earnings calculation and also includes the contribution from the Dairy Ireland segment and related assets.
This release contains certain alternative performance measures. A detailed glossary of the key performance indicators and non-IFRS performance measures can be found on pages 42 to 51.
2017 half year overview and outlook
Glanbia delivered a good performance in the first half of 2017. As a result of the sale of 60% of Dairy Ireland and related assets subsequent to the period end, the results of Dairy Ireland and related assets have been classified as discontinued operations for these first half results, with prior year comparatives amended accordingly. Wholly owned revenue from continuing operations was EUR1,185.7 million, an increase of 10% reported (up 7.3% constant currency). The drivers of wholly owned continuing operations revenue growth on a constant currency basis were a 3.1% increase in price, a 1.3% volume improvement and a 2.9% contribution from acquisitions. Wholly owned EBITA from continuing operations was EUR148.3 million, up 6.6% reported (up 3.5% constant currency). Wholly owned EBITA margins from continuing operations were 12.5%, down 40 basis points reported (down 50bps constant currency). Total profit for the period was EUR114.9 million, up 4.6% on a reported basis compared to prior year.
Total Group revenue for the period for continuing and discontinued operations and including the Group's share of Joint Ventures and Associates was EUR2,047.9 million an increase of 11.5% reported (up 9.9% constant currency). Total Group EBITA on the same basis was EUR192.8 million an increase of 9.2% on a reported basis (up 6.6% constant currency). Total Group EBITA margin was 9.4% down 20bps reported (down 30bps constant currency).
Adjusted Earnings Per Share for the half year was 48.04c representing a reported increase of 9.3% (up 6.5% constant currency). On a pro-forma basis assuming the Dairy Ireland transaction had occurred at the beginning of FY 2016 Adjusted Earnings Per Share growth was 13.2% on a reported basis (up 10.1% constant currency).
Sale of Dairy Ireland and creation of Glanbia Ireland
The sale of 60% of Dairy Ireland and related assets was completed on 2 July 2017. Total net cash proceeds from the transaction is expected to be in excess of EUR200 million. Of the total net cash proceeds, EUR112 million representing the sale of the 60% equity stake in Dairy Ireland and related assets, was received by Glanbia immediately prior to the end of the first half of 2017 and is included in the financial statements for HY 2017. The balance of the cash proceeds to be received are dependent on the value of working capital in Dairy Ireland at 1 July 2017 and are subject to the final agreement of completion accounts. All proceeds are expected to be received in full by 31 October 2017.
The operations of Dairy Ireland are being integrated with Glanbia Ingredients Ireland DAC, and the combined business has been renamed Glanbia Ireland DAC ("Glanbia Ireland"). Glanbia Ireland is a joint venture which is 60% owned by Glanbia Co-operative Society Limited and 40% owned by Glanbia plc. Glanbia Ireland is the largest dairy and agri business in Ireland with 2016 pro-forma revenues in excess of EUR1.5 billion. Glanbia Ireland is well positioned to support the growth ambitions of its suppliers in the coming years producing a diverse range of value added dairy ingredients and consumer products.
Capital investment and corporate development
Glanbia's total investment in capital expenditure was EUR33.3 million in the first half of 2017, of which EUR19.1 million was strategic investment. The key strategic project completed in the period was a new innovation centre in Glanbia Performance Nutrition in Illinois, USA. Glanbia also completed two acquisitions in the period, Grass Advantage LLC ("Amazing Grass") a plant based nutrition brand in the US and B&F Vastgoed B.V. ("Body & Fit") in the Netherlands, a leading direct to consumer ("DTC") online branded business focused on performance nutrition. The combined cost of both businesses was approximately EUR168 million.
2017 outlook
Glanbia reiterates its full year 2017 guidance of 7% to 10% growth in pro-forma Adjusted Earnings Per Share from continuing operations, constant currency. If the average Euro US dollar exchange rate remains at similar levels to the average over the past month for the remainder of 2017, Glanbia expects the FY 2017 reported pro-forma Adjusted Earnings Per Share growth from continuing operations to be marginally lower than the constant currency result.
Glanbia expects growth to be more evenly balanced in FY 2017 between Glanbia Nutritionals ("GN") and Glanbia Performance Nutrition ('GPN'). GN expects growth to continue to be driven by sales of value-added products from Nutritional Solutions to existing customers. GPN expects to have a strong second half of 2017 with full year like-for-like branded revenue growth in the mid-single-digit range. Full year margins in GPN are expected to be broadly in line with the first half of 2017. Joint Ventures & Associates are expected to deliver an improved performance versus prior year as a result of improved dairy markets with growth first half weighted.
Half year 2017 operations review
Segmental analysis (as reported)
Re-presented*
HY 2017 HY 2016
EBITA EBITA
EURm Revenue EBITA % Revenue EBITA* %
============================= ======== ======== ====== ======== ======== ======
Glanbia Performance
Nutrition 543.5 83.9 15.4% 505.3 81.4 16.1%
Glanbia Nutritionals 642.2 64.4 10.0% 572.6 57.7 10.1%
Total wholly-owned
businesses 1,185.7 148.3 12.5% 1,077.9 139.1 12.9%
Joint Ventures & Associates 475.7 32.9 6.9% 386.3 17.8 4.6%
============================= ======== ======== ====== ======== ======== ======
Total continuing Group 1,661.4 181.2 10.9% 1,464.2 156.9 10.7%
============================= ======== ======== ====== ======== ======== ======
Total discontinued
operations 386.5 11.6 3.0% 372.9 19.6 5.3%
============================= ======== ======== ====== ======== ======== ======
Total Group reported 2,047.9 192.8 9.4% 1,837.1 176.5 9.6%
============================= ======== ======== ====== ======== ======== ======
* 2016 EBITA numbers for the segments have been re-presented due to a reallocation of certain central overheads following the reclassification of Dairy Ireland and related investments in Associated Companies as discontinued operations to ensure a like for like comparison with current year. Overall EBITA for the Group is unchanged.
Glanbia Performance Nutrition
Re-presented Constant Currency
EURm HY 2017 HY 2016 Change Change
============== ======== ======== ======== ==================
Revenue 543.5 505.3 +7.6% +5.4%
EBITA 83.9 81.4 +3.1% +0.2%
EBITA margin 15.4% 16.1% - 70bps - 80bps
============== ======== ======== ======== ==================
Commentary is on a constant currency basis throughout
Glanbia Performance Nutrition ('GPN') delivered a satisfactory result in the first half of 2017 in the context of challenging comparatives for the same period in 2016. Revenues increased 5.4% to EUR543.5 million. The key drivers of revenue growth was a 6.2% contribution from the combined acquisitions of Amazing Grass and Body & Fit offset by a 0.8% volume decrease as a result of contract revenue declines. Overall, year on year pricing was neutral on a comparative basis.
Like-for-like branded revenue growth in the period was 0.7% primarily driven by a good performance in EMEA and LAPAC markets and improved momentum in the US market during the second quarter, a dynamic which is anticipated to continue into the second half of 2017. GPN remains focused on innovation as a core element of sustainable branded growth with the launches of ON Cake Bites and thinkThin plant based bars performing well in the period. GPN also completed development of a new innovation facility in Illinois, USA to further support new product development across the portfolio.
The integration of the Amazing Grass and Body & Fit acquisitions completed in the period is on track with targeted investment plans being developed to fuel growth. Amazing Grass via its portfolio of plant based, organic and GMO free nutrition products participates in a high growth category and further expands GPN's reach with lifestyle consumers in the natural, online and specialty channels in North America. Body & Fit provides GPN with a presence in the European direct to consumer online channel.
EBITA grew by 0.2% in the period as revenue growth was offset by EBITA margin compression of 80 basis points to 15.4%. The margin decrease was primarily as a result of a year on year increase in input costs. GPN expects EBITA growth to be weighted to the second half of 2017 with full year like-for-like branded revenue growth in the mid-single-digit range and margins in line with the half year.
Glanbia Nutritionals
Re-presented Constant Currency
EURm HY 2017 HY 2016 Change Change
============== ======== ======== ======= ==================
Revenue 642.2 572.6 +12.2% +9.0%
EBITA 64.4 57.7 +11.6% +8.1%
EBITA margin 10.0% 10.1% -10bps -10bps
============== ======== ======== ======= ==================
Commentary is on a constant currency basis throughout
Glanbia Nutritionals ('GN') delivered a good performance in the first half of 2017 versus the same period in 2016. Revenues increased by 9.0% to EUR642.2 million and this was driven by positive pricing of 5.9% and a volume increase of 3.1%. Price improvement was primarily related to higher dairy markets. The main driver of volume growth was increased sales of dairy and non-dairy value added systems by Nutritional Solutions. Margins were 10.0% which was a 10 basis point reduction versus the same period in the prior year.
GN expects the current momentum in the Nutritional Solutions business to continue into the second half of 2017 which is expected to be the primary driver of EBITA growth in FY 2017.
Nutritional Solutions
Nutritional Solutions is a leading marketer of advanced--technology whey protein, specialist vitamin &
mineral blends, plant based ingredients and functional beverages. Nutritional Solutions delivered a strong
performance in H1 2017 with revenue of EUR285.6 million, an 18.6% increase on H1 2016. This was mainly driven by volume growth of value-added dairy and non-dairy ingredients, including bar systems, ready to mix and ready to drink solutions in addition to vitamin & mineral blends across a range of customers, categories and geographies. Higher dairy markets drove additional price improvement within Nutritional Solutions.
US Cheese
US Cheese is a leading producer of American--style cheddar cheese in the US supplying a range of customers. US Cheese customers predominantly participate in the food service, retail, consumer branded and private label end markets. US Cheese had revenue of EUR356.7 million in H1 2017. Revenue increased by 2.4% versus the same period in 2016 as higher cheese pricing was offset by some volume declines.
Dairy Ireland - Discontinued operations
Re-presented
EURm HY 2017 HY 2016 Change
============== ======== ======== =========
Revenue 357.9 356.9 +0.3%
EBITA 11.1 18.3 - 39.3%
EBITA margin 3.1% 5.1% - 200bps
============== ======== ======== =========
The sale of 60% of Dairy Ireland and related assets was completed on 2 July 2017 and the segment has been classified as discontinued operations.
In the first half of 2017, Dairy Ireland revenues increased by 0.3% reflecting a 2.5% increase in volumes, a 3.7% decline in price and a 1.5% revenue contribution resulting from the consolidation of a subsidiary previously included in Joint Ventures. A 200 bps reduction in margin drove an EBITA decline of 39.3% versus the prior half year.
Consumer Products delivered continued growth in sales of value added milk in the period. However margins were reduced due to increased milk and dairy product costs which resulted in a reduced performance.
Agribusiness delivered a reduced performance in the period. Increased animal feed and fertiliser volume was more than offset by lower pricing which led to a decline in margin.
Joint Ventures & Associates (Glanbia Share)
Re-presented* Constant Currency
EURm HY 2017 HY 2016 Change Change
============== ======== ======== ======== ==================
Revenue* 475.7 386.3 +23.1% +23.2%
EBITA* 32.9 17.8 +84.8% +83.8%
EBITA margin 6.9% 4.6% +230bps +230bps
============== ======== ======== ======== ==================
* 2016 Joint Ventures and Associates results have been represented to reflect the removal of discontinued operations related to investments in Associated Companies which were sold as part of the Dairy Ireland transaction.
Commentary is on a constant currency basis throughout
Joint Ventures & Associates delivered a strong performance in the first half of 2017 with revenue increasing by 23.2% in the period. The driver of the revenue growth was a 21.8% improvement in pricing as a result of improved global dairy markets and a 1.4% increase in volumes primarily driven by Glanbia Ingredients Ireland DAC. Margin improved by 230 basis points to 6.9% and this coupled with revenue growth drove an 83.8% increase in EBITA in the first half of 2017. Due to the timing of dairy market movements the result for Joint Ventures and Associates in FY 2017 will be ahead of FY 2016 with growth weighted towards H1 2017.
Joint Ventures and Associates (Glanbia Share) - Discontinued operations
A number of investments in certain Associated Companies were included in the Dairy Ireland disposal. A list of the main Associated Companies included in the disposal was set out in the Circular published on 28 April 2017 ahead of the Extraordinary Shareholders Meeting to approve the transaction. These Associated Companies are mainly involved in agribusiness related activities in Ireland. These investments were previously reported under Joint Ventures and Associates. They are now classified as discontinued operations. The table below summarises Glanbia's share of the revenue and EBITA from these Associated Companies which was previously reported within Joint Ventures and Associates.
Reported
EURm HY 2017 HY 2016 Change
========= ======== ======== ========
Revenue 28.6 16.0 +78.8%
EBITA 0.5 1.3 - 61.5%
========= ======== ======== ========
Half year 2017 finance review
Constant
HY 2017 results summary pre-exceptional Re-presented* Currency
EURm HY 2017 HY 2016 Change Change
======================================== ======== ======== ======= =========
Continuing operations:
Revenue 1,185.7 1,077.9 +10.0% +7.3%
EBITA 148.3 139.1 +6.6% +3.5%
EBITA margin 12.5% 12.9% -40bps -50bps
- Amortisation of intangible
assets (21.8) (18.2)
- Net finance costs (11.8) (11.6)
- Share of results of Joint
Ventures Associates 22.3 11.1
- Income tax (20.5) (19.4)
======================================== ======== ======== ======= =========
Profit for the half year - continuing
operations 116.5 101.0
======================================== ======== ======== ======= =========
Discontinued operations:
======================================== ======== ======== ======= =========
Profit after tax from discontinued
operations 9.3 16.0 -41.9% -41.9%
======================================== ======== ======== ======= =========
Profit for the half year - Group 125.8 117.0
======================================== ======== ======== ======= =========
* 2016 results have been re-presented to reflect the impact of discontinued operations resulting from the Dairy Ireland transaction.
Dairy Ireland transaction
The disposal of 60% of Dairy Ireland and related assets was completed on 2 July 2017. As a result, Dairy Ireland reported numbers for the first half of 2017 are classified as discontinued operations (with 2016 comparatives changed accordingly) and all related Dairy Ireland Assets and Liabilities have been reclassified on the Group balance sheet as held for sale. Continuing activities referred to above exclude Dairy Ireland results. Costs incurred in respect of the transaction have been treated as exceptional items in the period and are described further below.
Income statement
For the first half of 2017, wholly owned revenue from continuing operations increased 7.3%, constant currency (up 10% reported) to EUR1,185.7 million (HY 2016: EUR1,077.9 million). EBITA from continuing operations grew by 3.5%, constant currency (up 6.6% reported) to EUR148.3 million (HY 2016: EUR139.1 million). EBITA margin decreased by 50 bps, constant currency (decreased 40bps reported) to 12.5%.
Net financing costs of EUR11.8 million increased versus prior year (HY 2016: EUR11.6 million) due to an increase in average net debt arising from the acquisitions of Body & Fit and Amazing Grass and a seasonal increase in working capital. The Group's average interest rate for the period was 3.5% (HY 2016: 3.6%). Glanbia operates a policy of fixing a significant amount of its interest exposure, with 85% of projected 2017 debt currently contracted at fixed rates.
The Group's share of results of Joint Ventures & Associates increased by EUR11.2 million to EUR22.3 million (HY 2016: EUR11.1million) driven by strong performances from Glanbia Cheese and Glanbia Ingredients Ireland. Share of results of Joint Ventures & Associates is stated after tax and interest.
The HY 2017 pre-exceptional tax charge increased by EUR1.1 million to EUR20.5 million (HY 2016: EUR19.4 million). This represents an effective tax rate, excluding Joint Ventures & Associates, of 17.9% (HY 2016: 17.7%).
Profit after tax from discontinued operations relates to the results of Dairy Ireland and related assets after tax and pre-exceptional costs. Profit for the period decreased by EUR6.7 million to EUR9.3 million on a reported currency basis.
Reported basic Earnings Per Share
HY 2017 HY 2016 Change
========================== ======== ======== =======
Basic Earnings Per Share 38.96c 37.06c +5.1%
========================== ======== ======== =======
Basic Earnings Per Share grew by 5.1% on prior year driven by higher Group profit for the period.
Adjusted Earnings Per Share
Constant Currency
HY 2017 HY 2016 Change Change
======================= ======== ======== ======= ==================
Adjusted Earnings Per
Share 48.04c 43.96c +9.3% +6.5%
======================= ======== ======== ======= ==================
During the current year the calculation of Adjusted Earnings Per Share was amended to exclude the cost of software amortisation within the earnings calculation. Prior year numbers have been amended accordingly. Full reconciliation is included in Note 13 to the financial statements and the glossary on page 46. Full year 2016 Adjusted Earnings Per Share is 86.02 cent when calculated on this basis.
Adjusted Earnings Per Share has been provided as it is more reflective of the Group's underlying performance than basic Earnings Per Share and is calculated based on the net profit attributable to equity holders of the parent before exceptional items and amortisation of intangible assets (excluding software amortisation), net of related tax. Total Adjusted Earnings Per Share grew 6.5% (up 9.3% reported), driven by growth in EBITA.
Pro-forma Adjusted Earnings Per Share from continuing operations
Constant Currency
HY 2017 HY 2016 Change Change
============================= ======== ======== ======= ==================
Pro-forma Adjusted Earnings
Per Share(*) 46.09c 40.71c +13.2% +10.1%
============================= ======== ======== ======= ==================
* Pro-forma Adjusted Earnings Per Share from continuing operations calculation, including reconciliation of the comparatives, is set out on pages 47 and 48 of the glossary to the financial statements.
Pro-Forma calculation of Adjusted Earnings Per Share from continuing operations has been provided as it represents the revised and on-going structure of the Group following the disposal of 60% of Dairy Ireland and related assets. Pro-forma Adjusted Earnings Per Share assumes the Dairy Ireland disposal was completed at the beginning of the 2016 financial year and is calculated based on the net profit attributable to equity holders of the parent from continuing activities plus 40% of the share of profits after tax for Dairy Ireland and related assets, before exceptional items and amortisation of intangible assets, net of related tax. In HY 2017, total pro-forma Adjusted Earnings Per Share grew 10.1% (up 13.2% reported), driven by growth in EBITA.
Full year 2016 pro-forma Adjusted Earnings Per Share is 80.40 cent when calculated on the same basis as described above.
Dividend per share
The Board is recommending an interim dividend of 5.91 cent per share (HY 2016: interim dividend of 5.37 cent per share). This represents an increase of 10% on the prior year interim dividend. The dividend will be paid on 6 October 2017 to shareholders on the register of members as at 25 August 2017. Irish withholding tax will be deducted at the standard rate where appropriate.
Exceptional items
EURm HY 2017 HY 2016 Organisation redesign costs (note 2) - (6.2) Acquisition integration costs (note 3) - (1.9) Exceptional (charge) pre-tax - continuing operations - (8.1) Taxation credit - continuing operations - 1.5 ====================================================== ======== ======== Total exceptional (charge) - continuing operations - (6.6) ====================================================== ======== ======== Dairy Ireland - transaction related costs (note 1) (13.0) - Rationalisation costs (note 4) - (0.8) ====================================================== ======== ======== Exceptional (charge) pre-tax - discontinued operations (13.0) (0.8) Taxation credit - discontinued operations 2.1 0.1 ====================================================== ======== ======== Total exceptional (charge) - discontinued operations (10.9) (0.7) ====================================================== ======== ======== Total exceptional (charge) (10.9) (7.3) ====================================================== ======== ========
Exceptional items incurred in the first half of 2017 resulted in a post-tax exceptional charge of EUR10.9 million compared to a charge of EUR7.3 million for the same period in 2016. Details of the exceptional items incurred in the period are as follows:
1. Dairy Ireland - transaction related costs relates to the costs in respect of the sale of 60% of Dairy Ireland and related assets to Glanbia Co-operative Society Limited, completed on 02 July 2017 and amounted to EUR10.9 million net after tax. These costs include impairment of tangible fixed assets, professional fees, EGM meeting costs, employee benefit expenses and other related costs. As the transaction completed after the period end, the gain arising on the disposal has not been reflected in the H1 results. This will be reported in the 2017 full year financial statements.
2. The organisation redesign costs relate to the programme announced in 2015 in Glanbia Nutritionals to fundamentally reorganise the business to leverage future market opportunities.
3. Acquisition integration costs comprise of costs relating to the integration, restructuring and redesign of route to market capabilities within acquired businesses in the Glanbia Performance Nutrition segment.
4. Rationalisation costs primarily relate to the redundancy and rationalisation programme in the Dairy Ireland segment.
Group financing and cash flow
Financing key performance indicators HY 2017 HY 2016 FY 2016 ====================================== =========== =========== =========== Net debt EURm 608 644 438 Net debt : adjusted EBITDA(1) 1.63 times 1.83 times 1.19 times Adjusted EBIT(1) : net finance cost 11.4 times 11.4 times 11.5 times ====================================== =========== =========== ===========
1. Definition of net debt, adjusted EBITDA and adjusted EBIT are as per financing agreements which include dividends from Joint Ventures & Associates and the pro forma effect of acquisitions. A detailed glossary of the key performance indicators and non-IFRS performance measures can be found on pages 42 to 51 of the financial statements.
The Group's financial position continues to be strong. Net debt at the end of HY 2017 was EUR608 million. This is a decrease of EUR36 million relative to the end of HY 2016. Net debt to adjusted EBITDA was 1.63 times and interest cover was 11.4 times, both metrics remaining well within financing covenants. Relative to the year end of 2016, net debt has increased by EUR170 million. The key drivers of the net debt increase from year end 2016 have been the acquisition of Body & Fit and Amazing Grass, increase in working capital, particularly investment in inventory, and capital expenditure. The Group expects to receive in excess of EUR200 million total net cash proceeds from the disposal of 60% of Dairy Ireland and related assets. Of the total expected net cash proceeds, EUR112 million representing the 60% equity stake in Dairy Ireland and related assets, was received by Glanbia immediately prior to the end of H1 2017 and contributed to the reduction in net debt since prior half year. The remaining proceeds are subject to agreement of completion accounts and are expected to be received in full by 31 October 2017.
Pension
On 1 July 2017, the Group's net pension liability under IAS 19 (revised) 'Employee Benefits', before deferred tax, decreased by EUR64.9 million to EUR45.6 million versus year end 2016 (FY 2016 pension liability EUR110.5 million). A significant driver of this was the transfer of EUR44.2 million to liabilities held for sale which reflects the portion of the pension liabilities relating to Dairy Ireland which has been disposed. See note 8 for further details on the retirement benefit obligation at the reporting date.
Principal risks and uncertainties
The Board of Glanbia plc has the ultimate responsibility for the Group's systems of risk management and internal control. The Group's risk management framework outlines the key stakeholder risk management responsibilities. It is designed to ensure that there is input across all levels of the business to the management of risk and to enable the Group to remain responsive to the ever changing environment in which it operates. This framework, together with the processes to identify, manage and mitigate potential material risks to the achievement of the Group's strategic objectives are set out in detail on pages 12-16 of the plc's 2016 Annual Report.
The Group's principal risks and uncertainties are summarised in the risk profile table below, together with the strategic objective to which they relate, and an overview of the risk trend identified for the year ended 31 December 2016, issued on 22 February 2017 which the plc Board believes to still remain applicable. There may be other risks and uncertainties that are not yet considered material or not yet known to the Group and this list will change if these risks assume greater importance in the future.
Glanbia risk profile
Group Grow Performance Organic Develop talent, Other risks
Strategic Nutrition and and acquisition culture and
Priorities Sustain and derived values
drive nutritional growth
solutions
============ ======================== ================= ================== =========================
Risk where Economic, industry IT and cyber security
trend is and political risks
increasing risk
Tax risk
============ ======================== ================= ================== =========================
Risks which Strategy risk Acquisition Talent management Site compliance
are stable risk risk risk and environmental,
Market risk health & safety
regulation risk.
Customer concentration
risk Product safety
and compliance
Supplier risk risk
============ ======================== ================= ================== =========================
Key risk factors and uncertainties with the potential to impact on the Group's financial performance in the second half of the year include:
-- Economic, industry, political and tax risk. Macroeconomic and global trade uncertainty continues to increase, partly as a result of Brexit (the United Kingdom (UK) electorate voting to leave the European Union). While the immediate direct impacts of this decision are limited, currency volatility, further movement in discount rates and other economic uncertainties will require on-going monitoring by the Group;
-- Market risk. The overall impact on margins of movements in dairy pricing particularly in whey markets.
The Group actively manages these and all other risks through its risk management and internal control processes. Full details of the principal risk exposures and the related mitigation actions are outlined on pages 12-16 of the plc 2016 Annual Report.
Cautionary statement
This announcement contains forward-looking statements. These statements have been made by the Directors in good faith based on the information available to them up to the time of their approval of this report. Due to the inherent uncertainties, including both economic and business risk factors underlying such forward looking information, actual results may differ materially from those expressed or implied by these forward-looking statements. The Directors undertake no obligation to update any forward-looking statements contained in this announcement, whether as a result of new information, future events, or otherwise.
Results webcast and dial-in details
There will be a webcast and presentation to accompany this results announcement at 9.00 a.m. BST today. Please access the webcast from the Glanbia website at http://www.glanbia.com/investors/results-centre, where the presentation can also be viewed or downloaded. In addition, a dial-in facility is available using the following numbers:
Ireland: +353 (0)1 2465621 UK / International: +44 (0) 330 336 9411 USA: +1 719 457 1036
The access code for all participants is: 3416969
A replay of the call will be available for 30 days approximately two hours after the call ends.
For further information contact
Glanbia plc +353 56 777 2200
Siobhán Talbot, Group Managing Director
Mark Garvey, Group Finance Director
Liam Hennigan, Head of Investor Relations +353 86 046 8375 Mark Garrett, Director of Communications & Public Affairs: +353 86 601 9655
Responsibility statement
The Directors are responsible for preparing the half yearly financial report in accordance with the Transparency (Directive 2004/109/EC) Regulations 2007 as amended, the related Transparency Rules of the Central Bank of Ireland and with IAS 34 'Interim Financial Reporting', as adopted by the European Union.
The Directors of Glanbia plc confirm that, to the best of their knowledge:
-- The condensed Group interim financial statements for the half year ended 1 July 2017 have been prepared in accordance with the international accounting standard applicable to interim financial reporting (IAS 34) adopted pursuant to the procedure provided for under Article 6 of the Regulation (EC) No. 1606/2002 of the European Parliament and of the Council of 19 July 2002;
-- The half yearly financial report includes a true and fair review of the development and performance of the business and the position of the Group;
-- The half yearly financial report includes a true and fair review of the important events that have occurred during the first six months of the financial year, their impact on the condensed Group financial statements for the half year ended 1 July 2017, and a description of the principal risks and uncertainties for the remaining six months; and
-- The half yearly financial report includes a true and fair review of related party transactions that have occurred during the first six months of the current financial year that have materially affected the financial position or the performance of the Group during that period and any changes in the related party transactions described in the last Annual Report that could have a material effect on the financial position or the performance of the Group in the first six months of the current financial year.
The Directors of Glanbia plc are as listed in the Glanbia plc 2016 Annual Report, with the exception of the following changes in the period:
-- James Gilsenan and Mathew Merrick retired on 26 April 2017 -- Jeremiah Doheny retired on 2 June 2017 -- Brendan Hayes, Eamon Power and Tom Grant were appointed on 2 June 2017.
-- Following a review of the membership of the Audit, Remuneration and Nomination & Governance Committees of the Board, it has been decided that in line with best practice the Group Chairman and Group Vice-Chairmen will retire as Committee members, as appropriate, effective immediately. Paul Haran has been appointed as Chairman of the Nomination & Governance Committee.
A list of current Directors is maintained on the Glanbia plc website: www.glanbia.com.
On behalf of the Board
Siobhán Talbot Mark Garvey Group Managing Director Group Finance Director
10 August 2017
Condensed Group Income statement
for the half year ended 1 july 2017
Re-presented*
Half year 2017 Half year 2016 Year 2016
---------------------------------------- ------------------------------------ ----------------------------------------
Pre- Exceptional Pre- Exceptional
Exceptional
EUR'000 Total exceptional EUR'000 Total exceptional EUR'000 Total
Pre-exceptional (note (note (note
Notes EUR'000 7) EUR'000 EUR'000 7) EUR'000 EUR'000 7) EUR'000
-------------- ----- --------------- ------------ --------- ------------ ----------- --------- ------------ ----------- ---------
Continuing
operations
--------------
Revenue 4 1,185,706 - 1,185,706 1,077,812 - 1,077,812 2,231,685 - 2,231,685
-------------- ----- --------------- ------------ --------- ------------ ----------- --------- ------------ ----------- ---------
Earnings
before
interest,
tax and
amortisation
(EBITA) 4 148,308 - 148,308 139,132 (8,057) 131,075 273,285 (14,412) 258,873
Intangible
asset
amortisation (21,835) - (21,835) (18,233) - (18,233) (37,410) - (37,410)
-------------- ----- --------------- ------------ --------- ------------ ----------- --------- ------------ ----------- ---------
Operating
profit 6 126,473 - 126,473 120,899 (8,057) 112,842 235,875 (14,412) 221,463
Finance income 10 1,545 - 1,545 1,160 - 1,160 2,377 - 2,377
Finance costs 10 (13,296) - (13,296) (12,732) - (12,732) (25,172) - (25,172)
Share of
results of
Equity
accounted
investees 22,312 - 22,312 11,083 - 11,083 26,032 - 26,032
-------------- ----- --------------- ------------ --------- ------------ ----------- --------- ------------ ----------- ---------
Profit before
taxation 137,034 - 137,034 120,410 (8,057) 112,353 239,112 (14,412) 224,700
Income taxes 11 (20,489) - (20,489) (19,352) 1,525 (17,827) (39,297) 2,277 (37,020)
-------------- ----- --------------- ------------ --------- ------------ ----------- --------- ------------ ----------- ---------
Profit from
continuing
operations 116,545 - 116,545 101,058 (6,532) 94,526 199,815 (12,135) 187,680
-------------- ----- --------------- ------------ --------- ------------ ----------- --------- ------------ ----------- ---------
Discontinued
operations
--------------
Profit/(loss)
from
discontinued
operations 9 9,268 (10,879) (1,611) 15,999 (724) 15,275 27,132 (2,657) 24,475
-------------- ----- --------------- ------------ --------- ------------ ----------- --------- ------------ ----------- ---------
Profit for the
period 125,813 (10,879) 114,934 117,057 (7,256) 109,801 226,947 (14,792) 212,155
-------------- ----- --------------- ------------ --------- ------------ ----------- --------- ------------ ----------- ---------
Attributable to:
Equity holders of the Company -
Continuing operations 116,545 94,526 187,680
Equity holders of the Company -
Discontinued operations (1,613) 14,838 24,144
Non-controlling interests - Discontinued
operations 2 437 331
---------------------------------------------------- --------- ------------ -----------
114,934 109,801 212,155
---------------------------------------------------- --------- ------------ -----------
Earnings Per Share from continuing
and discontinued operations
attributable to the equity holders
of the Company
Basic Earnings
Per
Share (cent) 13
Continuing
operations 39.50 32.03 63.59
Discontinued
operations (0.54) 5.03 8.18
--------- --------- ---------
38.96 37.06 71.77
--------- --------- ---------
Diluted
Earnings Per
Share (cent) 13
Continuing
operations 39.39 31.91 63.38
Discontinued
operations (0.54) 5.01 8.15
--------- --------- ---------
38.85 36.92 71.53
--------- --------- ---------
* As re-presented to reflect the impact of discontinued operations. See note 9 for further information.
Condensed Group Statement of comprehensive Income
for the half year ended 1 july 2017
Half year Half year Year
2017 2016 2016
Notes EUR'000 EUR'000 EUR'000
---------------------------------------------------- ----- --------- --------- --------
Profit for the period 114,934 109,801 212,155
Other comprehensive income/(expense)
Items that will not be reclassified subsequently
to the Group income statement:
Remeasurements - defined benefit schemes
- Continuing operations 8 4,397 (26,086) (22,793)
- Discontinued operations 8 12,055 (25,293) (9,007)
Deferred tax on remeasurements
- Continuing operations (614) 1,704 713
- Discontinued operations (1,507) 3,162 1,126
Share of remeasurements - defined benefit plans
- Equity accounted investees
- Continuing operations 3,490 (10,480) (7,093)
Deferred tax on remeasurements - defined benefit
plans- Equity accounted investees
- Continuing operations (194) 1,310 1,087
Items that may be reclassified subsequently
to the Group income statement:
Currency translation differences
- Continuing operations (93,520) (32,788) 27,323
- Discontinued operations (45) (248) (284)
Net investment hedge 7,132 2,015 (2,970)
Revaluation of available for sale financial
assets 2,820 (617) (1,310)
Deferred tax on revaluation of available for
sale financial assets (1,097) 204 432
Net fair value movements on cash flow hedges (438) (100) 834
Deferred tax on cash flow hedges 100 (141) (222)
Net fair value movements on cash flow hedges
- Equity accounted investees 118 (406) 2,343
Deferred tax on cash flow hedges - Equity accounted
investees 388 - (1,261)
Other comprehensive expense for the period,
net of tax (66,915) (87,764) (11,082)
---------------------------------------------------- ----- --------- --------- --------
Total comprehensive income for the period 48,019 22,037 201,073
---------------------------------------------------- ----- --------- --------- --------
Total comprehensive income attributable to:
Equity holders of the Company - Continuing
operations 39,195 29,141 184,763
Equity holders of the Company - Discontinued
operations 8,890 (7,541) 15,979
Non-controlling interests - Discontinued operations (66) 437 331
---------------------------------------------------- ----- --------- --------- --------
Total comprehensive income for the period 48,019 22,037 201,073
---------------------------------------------------- ----- --------- --------- --------
Condensed Group Balance sheet
as at 1 july 2017
1 July 2 July 31 December
2017 2016 2016
Notes EUR'000 EUR'000 EUR'000
----------------------------------------- ----- --------- --------- -----------
ASSETS
Non-current assets
Property, plant and equipment 14 471,942 579,258 628,245
Intangible assets 14 1,019,711 921,721 966,203
Equity accounted investees 173,940 155,237 166,298
Available for sale financial assets 11,945 10,105 9,935
Trade and other receivables 13,123 14,654 14,650
Deferred tax assets 1,627 1,528 1,818
Derivative financial instruments 17 - 15 -
Retirement benefit assets 8 2,530 2,085 2,578
----------------------------------------- ----- --------- --------- -----------
Non-current assets 1,694,818 1,684,603 1,789,727
----------------------------------------- ----- --------- --------- -----------
Current assets
Current tax assets 161 8,969 5,234
Inventories 15 411,114 331,435 366,532
Trade and other receivables 320,341 399,259 327,132
Derivative financial instruments 17 1,459 997 1,182
Cash and cash equivalents 16 129,314 94,909 218,855
----------------------------------------- ----- --------- --------- -----------
862,389 835,569 918,935
Assets held for sale 9 525,256 - -
----------------------------------------- ----- --------- --------- -----------
Current assets 1,387,645 835,569 918,935
----------------------------------------- ----- --------- --------- -----------
Total assets 3,082,463 2,520,172 2,708,662
----------------------------------------- ----- --------- --------- -----------
EQUITY
Issued capital and reserves attributable
to equity holders of the Company:
Share capital and share premium 19 105,404 105,393 105,393
Other reserves 20 245,849 272,400 331,617
Retained earnings 887,295 673,900 778,986
----------------------------------------- ----- --------- --------- -----------
1,238,548 1,051,693 1,215,996
Non-controlling interests 11,007 8,952 11,073
----------------------------------------- ----- --------- --------- -----------
Total equity 1,249,555 1,060,645 1,227,069
----------------------------------------- ----- --------- --------- -----------
LIABILITIES
Non-current liabilities
Financial liabilities 16 842,096 672,408 624,173
Deferred tax liabilities 155,136 160,677 158,206
Retirement benefit obligations 8 48,150 134,160 113,026
Provisions 18 17,368 16,578 15,558
Capital grants 162 2,697 3,006
----------------------------------------- ----- --------- --------- -----------
Non-current liabilities 1,062,912 986,520 913,969
----------------------------------------- ----- --------- --------- -----------
Current liabilities
Trade and other payables 325,826 351,026 460,349
Current tax liabilities 59,025 33,152 54,083
Financial liabilities 16 60,637 66,841 32,240
Derivative financial instruments 17 245 3,896 1,180
Provisions 18 9,826 17,850 19,520
Capital grants 34 242 252
----------------------------------------- ----- --------- --------- -----------
455,593 473,007 567,624
Liabilities directly associated with the
assets held for sale 9 314,403 - -
Current liabilities 769,996 473,007 567,624
----------------------------------------- ----- --------- --------- -----------
Total liabilities 1,832,908 1,459,527 1,481,593
----------------------------------------- ----- --------- --------- -----------
Total equity and liabilities 3,082,463 2,520,172 2,708,662
----------------------------------------- ----- --------- --------- -----------
Condensed Group Statement of changes in equity
For the half year ended 1 july 2017
Attributable to equity holders
of the Parent
-------------------------------------------
Share
capital Non-
and share Other Retained controlling
premium reserves earnings Total interests Total
Half year 2017 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
-------------------------------------- ---------- --------- --------- --------- ------------ ---------
Balance at 31 December 2016 105,393 331,617 778,986 1,215,996 11,073 1,227,069
Profit for the period - - 114,932 114,932 2 114,934
Other comprehensive income/(expense):
Remeasurements - defined benefit
plans - - 16,520 16,520 (68) 16,452
Deferred tax on remeasurements
- defined benefit plans - - (2,121) (2,121) - (2,121)
Share of remeasurements - defined
benefit plans - Equity accounted
investees - - 3,490 3,490 - 3,490
Deferred tax on remeasurements
- defined benefit plans - Equity
accounted investees - - (194) (194) - (194)
Currency translation differences - (93,565) - (93,565) - (93,565)
Net investment hedge - 7,132 - 7,132 - 7,132
Fair value movements - 2,500 - 2,500 - 2,500
Deferred tax on fair value movements - (609) - (609) - (609)
Total comprehensive income for
the period - (84,542) 132,627 48,085 (66) 48,019
-------------------------------------- ---------- --------- --------- --------- ------------ ---------
Transactions with equity holders
of the Company
Contributions and distributions:
Dividends - - (23,506) (23,506) - (23,506)
Cost of share based payments - 5,156 - 5,156 - 5,156
Transfer on exercise, vesting
or expiry of share based payments - 1,054 (1,054) - - -
Deferred tax on share based payments - - 242 242 - 242
Shares issued and premium on
shares issued 11 - - 11 - 11
Purchase of own shares - (7,436) - (7,436) - (7,436)
-------------------------------------- ---------- --------- --------- --------- ------------ ---------
Total contributions and distributions 11 (1,226) (24,318) (25,533) - (25,533)
-------------------------------------- ---------- --------- --------- --------- ------------ ---------
Balance at 1 July 2017 105,404 245,849 887,295 1,238,548 11,007 1,249,555
-------------------------------------- ---------- --------- --------- --------- ------------ ---------
Condensed Group Statement of changes in equity Continued
For the half year ended 1 july 2017
Attributable to equity holders
of the Parent
-------------------------------------------
Share
capital Non-
and share Other Retained controlling
premium reserves earnings Total interests Total
Half year 2016 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
-------------------------------------- ---------- --------- --------- --------- ------------ ---------
Balance at 2 January 2016 105,370 306,425 642,763 1,054,558 8,515 1,063,073
Profit for the period - - 109,364 109,364 437 109,801
Other comprehensive income/(expense):
Remeasurements - defined benefit
plans - - (51,379) (51,379) - (51,379)
Deferred tax on remeasurements
- defined benefit plans - - 4,866 4,866 - 4,866
Share of remeasurements - defined
benefit plans - Equity accounted
investees - - (10,480) (10,480) - (10,480)
Deferred tax on remeasurements
- defined benefit plans- Equity
accounted investees - - 1,310 1,310 - 1,310
Currency translation differences - (33,036) - (33,036) - (33,036)
Net investment hedge - 2,015 - 2,015 - 2,015
Fair value movements - (1,123) - (1,123) - (1,123)
Deferred tax on fair value movements - 63 - 63 - 63
-------------------------------------- ---------- --------- --------- --------- ------------ ---------
Total comprehensive income for
the period - (32,081) 53,681 21,600 437 22,037
-------------------------------------- ---------- --------- --------- --------- ------------ ---------
Transactions with equity holders
of the Company
Contributions and distributions:
Dividends - - (21,374) (21,374) - (21,374)
Cost of share based payments - 5,693 - 5,693 - 5,693
Transfer on exercise, vesting
or expiry of share based payments - 2,681 (2,681) - - -
Deferred tax on share based payments - - 1,511 1,511 - 1,511
Shares issued and premium on
shares issued 23 - - 23 - 23
Purchase of own shares - (10,318) - (10,318) - (10,318)
-------------------------------------- ---------- --------- --------- --------- ------------ ---------
Total contributions and distributions 23 (1,944) (22,544) (24,465) - (24,465)
-------------------------------------- ---------- --------- --------- --------- ------------ ---------
Balance at 2 July 2016 105,393 272,400 673,900 1,051,693 8,952 1,060,645
-------------------------------------- ---------- --------- --------- --------- ------------ ---------
Condensed Group Statement of changes in equity Continued
For the half year ended 1 july 2017
Attributable to equity holders
of the Parent
-------------------------------------------
Share
capital Non-
and share Other Retained controlling
premium reserves earnings Total interests Total
Year 2016 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
-------------------------------------- ---------- --------- --------- --------- ------------ ---------
Balance at 2 January 2016 105,370 306,425 642,763 1,054,558 8,515 1,063,073
Profit for the period - - 211,824 211,824 331 212,155
Other comprehensive income/(expense):
Remeasurements - defined benefit
plans - - (31,800) (31,800) - (31,800)
Deferred tax on remeasurements
- defined benefit plans - - 1,839 1,839 - 1,839
Share of remeasurements - defined
benefit plans - Equity accounted
investees - - (7,093) (7,093) - (7,093)
Deferred tax on remeasurements
- defined benefit plans - Equity
accounted investees - - 1,087 1,087 - 1,087
Currency translation differences - 27,039 - 27,039 - 27,039
Net investment hedge - (2,970) - (2,970) - (2,970)
Fair value movements - 1,867 - 1,867 - 1,867
Deferred tax on fair value movements - (1,051) - (1,051) - (1,051)
-------------------------------------- ---------- --------- --------- --------- ------------ ---------
Total comprehensive income for the period - 24,885 175,857 200,742 331 201,073 -------------------------------------- ---------- --------- --------- --------- ------------ --------- Transactions with equity holders of the Company Contributions and distributions: Dividends - - (36,780) (36,780) (933) (37,713) Cost of share based payments - 7,712 - 7,712 - 7,712 Transfer on exercise, vesting or expiry of share based payments - 3,008 (3,008) - - - Deferred tax on share based payments - - 154 154 - 154 Shares issued and premium on shares issued 23 - - 23 - 23 Purchase of own shares - (10,413) - (10,413) - (10,413) -------------------------------------- ---------- --------- --------- --------- ------------ --------- Total contributions and distributions 23 307 (39,634) (39,304) (933) (40,237) -------------------------------------- ---------- --------- --------- --------- ------------ --------- Changes in ownership interests Non-controlling interests arising on gain in control - Continuing operations - - - - - - - Discontinued operations - - - - 3,160 3,160 -------------------------------------- ---------- --------- --------- --------- ------------ --------- Balance at 31 December 2016 105,393 331,617 778,986 1,215,996 11,073 1,227,069 -------------------------------------- ---------- --------- --------- --------- ------------ ---------
Condensed Statement of cashflows
For the half year ended 1 july 2017
Half year Half year Year
2017 2016 2016
Notes EUR'000 EUR'000 EUR'000
----------------------------------------------------- ----- --------- --------- ---------
Cash flows from operating activities:
Cash (absorbed by)/generated from operating
activities 23 (61,161) 53,616 374,303
Interest received 1,662 615 2,367
Interest paid (13,414) (11,710) (24,772)
Tax paid (13,722) (11,762) (28,989)
Net cash (outflow)/inflow from operating activities (86,635) 30,759 322,909
----------------------------------------------------- ----- --------- --------- ---------
Cash flows from investing activities:
Acquisition of subsidiaries - purchase consideration 24 (162,440) (15,666) (15,725)
Acquisition of subsidiaries - liabilities
settled at completion 24 (7,358) - -
Acquisition of subsidiaries - cash and cash
equivalents acquired 24 1,646 - 1,065
Capital grants received - - 578
Purchase of property, plant and equipment 14 (23,902) (34,471) (65,398)
Purchase of intangible assets 14 (9,406) (7,223) (24,084)
Interest paid in relation to property, plant
and equipment 10 (500) (500) (1,479)
Dividends received from Equity accounted investees 2,732 2,248 13,825
Loans advanced to Equity accounted investees 21 - (12,800) (12,800)
Amounts received in connection with the Dairy
Ireland transaction 9 112,000 - -
Net redemption and additions in available
for sale financial assets 1,028 32 (491)
Proceeds from property, plant and equipment 150 98 358
Net cash outflow from investing activities (86,050) (68,282) (104,151)
----------------------------------------------------- ----- --------- --------- ---------
Cash flows from financing activities:
Proceeds from issue of ordinary shares 19 11 23 23
Purchase of own shares 20 (7,436) (10,318) (10,413)
Increase/(decrease) in borrowings 257,376 (69,012) (154,501)
Finance lease payments (115) (169) (315)
Dividends paid to Company shareholders 12 (23,506) (21,374) (37,163)
Dividends paid to non-controlling interests - - (933)
Net cash inflow/(outflow) from financing activities 226,330 (100,850) (203,302)
----------------------------------------------------- ----- --------- --------- ---------
Net (decrease)/increase in cash and cash equivalents 53,645 (138,373) 15,456
Cash and cash equivalents at the beginning
of the period 187,217 169,125 169,125
Effects of exchange rate changes on cash and
cash equivalents (4,081) (2,333) 2,636
----------------------------------------------------- ----- --------- --------- ---------
Cash and cash equivalents at the end of the
period 16 236,781 28,419 187,217
----------------------------------------------------- ----- --------- --------- ---------
* See note 9 for further information on the cashflows arising within the discontinued operations.
Condensed Statement of cashflows Continued
For the half year ended 1 july 2017
Half year Half year Year
Reconciliation of net cash flow to movement 2017 2016 2016
in net debt Notes EUR'000 EUR'000 EUR'000
----------------------------------------------------- ----- --------- --------- ---------
Net increase/(decrease) in cash and cash equivalents 53,645 (138,373) 15,456
Cash movements from debt financing (257,261) 69,181 154,816
New finance leases - - (1,902)
Debt acquired on acquisition - - (848)
----------------------------------------------------- ----- --------- --------- ---------
(203,616) (69,192) 167,522
Exchange translation adjustment on net debt 32,811 9,095 (20,837)
----------------------------------------------------- ----- --------- --------- ---------
Movement in net debt in the period (170,805) (60,097) 146,685
Net debt at the beginning of the period 16 (437,558) (584,243) (584,243)
----------------------------------------------------- ----- --------- --------- ---------
Net debt at the end of the period 16 (608,363) (644,340) (437,558)
----------------------------------------------------- ----- --------- --------- ---------
Net debt comprises:
Borrowings 16 (845,144) (672,759) (624,775)
Cash and cash equivalents net of bank overdrafts 16 236,781 28,419 187,217
----------------------------------------------------- ----- --------- --------- ---------
(608,363) (644,340) (437,558)
----------------------------------------------------- ----- --------- --------- ---------
Notes to the financial statements
For the half year ended 1 july 2017
1. General information
Glanbia plc (the Company) and its subsidiaries (together the Group) is a leading global nutrition group with its main operations in Europe, USA, Middle East, Asia Pacific and Latin America.
The Company is a public limited company incorporated and domiciled in Ireland. The address of its registered office is Glanbia House, Kilkenny, Ireland. Glanbia Co-operative Society Limited (the Society), together with its subsidiaries, holds 33.5% of the issued share capital of the Company. The Board of Directors as at 1 July 2017 is comprised of 18 members, of which up to 10 are nominated by the Society. In accordance with IFRS 10 'Consolidated Financial Statements', the Society controls the Group and is the ultimate parent of the Group.
The Company's shares are quoted on the Irish and London Stock Exchanges.
These condensed consolidated interim financial statements (interim financial statements) as at and for the 26 week period ended 1 July 2017 were approved for issue by the Board of Directors on 9 August 2017.
2. Summary of significant accounting policies (a) Basis of preparation
The interim financial statements as at and for the six months ended 1 July 2017 have been prepared in accordance with the Transparency (Directive 2004/109/EC) Regulations 2007 as amended, the related Transparency Rules of the Central Bank of Ireland and with IAS 34 'Interim Financial Reporting', as adopted by the European Union. The interim financial statements should be read in conjunction with the financial statements as at and for the year ended 31 December 2016 (2016 Annual Report), which have been prepared in accordance with International Financial Reporting Standards (IFRS). The interim financial statements do not include all of the information required for a complete set of IFRS financial statements. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group's financial position and performance since the last annual report.
The interim financial statements as at and for the six months ended 1 July 2017 and, as at and for the six months ended 2 July 2016, have neither been audited nor reviewed by the Group's auditors.
Re-presentation
Certain comparative amounts in the balance sheet as at 2 July 2016 have been reclassified or re-presented, to be consistent with the presentation in the 2016 Annual Report. These include the reclassification of retirement benefit assets (note 8); the presentation of current and deferred tax assets and liabilities where the offset criteria in IAS 12 'Income Taxes' are met; and the offset of certain trade payables and receivables where the Group is acting as agent in the collection of receivables.
(b) Statutory information
The interim financial statements are considered non-statutory financial statements for the purposes of the Companies Act 2014 and in compliance with section 340(4) of that Act the Group states that:
-- the interim financial statements for the half year to 1 July 2017 have been prepared to meet our obligation to do so under the Transparency Directive (2004/109/EC) Regulations 2007 as amended (Statutory Instrument No. 277);
-- the interim financial statements as at and for the half year to 1 July 2017 do not constitute the statutory financial statements of the Group and are unaudited;
-- the statutory financial statements as at and for the financial year ended 31 December 2016 have been annexed to the annual return and filed with the Companies Registration Office;
-- the statutory auditors of the Group have made a report under section 391 in the form required by section 336 Companies Act 2014 in respect of the statutory financial statements of the Group; and
-- the matters referred to in the statutory auditors' report were unqualified, and did not include a reference to any matters to which the statutory auditors drew attention by way of emphasis without qualifying the report.
(c) Going Concern
The Group's business activities, together with the main factors likely to affect its future development and performance, are described in the Strategic Report on pages 1 to 40 of the 2016 Annual Report. As outlined in note 9, on 2 July 2017 the Group disposed of 60% of its shareholding in Dairy Ireland and related assets to the Society. There has been no other significant change to the activities and factors as outlined in the 2016 Annual Report.
After making enquiries, the Directors have reasonable expectation that the Group has adequate resources to continue in operational existence for a period of at least 12 months from the date of approval of the interim financial statements. The Group therefore continue to adopt the going concern basis in preparing its interim financial statements.
In reaching this conclusion the Directors have given due regard to:
-- Available cash resources, cash generated from operations, committed bank facilities and their maturities which taken together provide confidence that Glanbia will be able to meet its obligations as they fall due; and
-- The Group's financial risk management policies which are described in the 2016 Annual Report, the nature of business activities and the factors likely to impact operating performance and future growth.
(d) Discontinued operations and non-current assets held for sale
Discontinued operations and non-current assets held for sale are defined as follows: a component of an entity that either has been disposed of, abandoned or is classified as held for sale and:
-- represents a separate major line of business or geographical area of operation; or
-- is part of a single coordinated plan to dispose of a separate major line of business or geographical area of operation; or
-- is a subsidiary acquired exclusively with a view to resale.
Classification as a discontinued operation occurs upon disposal, abandonment or when the operations meet the criteria to be classified as held for sale.
Non-current assets and disposal groups classified as held for sale are measured at the lower of the carrying value and the fair value less costs to sell.
Non-current assets and disposal groups are classified as held for sale if their carrying amounts will be recovered through a sale transaction rather than continued use. This condition is regarded as satisfied only when the sale is highly probable and the asset or disposal group is available for immediate sale in its present condition.
Management must be committed to the sale, which should be expected to qualify for recognition as a completed sale within one year of the date of classification. Property, plant and equipment and intangible assets, once classified as held for sale, are not depreciated or amortised.
When the Group ceases to have control, any retained interest in the entity is re-measured to its fair value at the date when control is lost with the change in carrying amount recognised in profit or loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an Associate, Joint Venture or financial asset.
In addition, any movements previously recognised in other comprehensive income in respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in other comprehensive income are reclassified to profit or loss.
In determining the amount to be presented as discontinued operations, all intercompany items are eliminated on consolidation. These items are eliminated against continuing operations when an arrangement will not continue and are eliminated against discontinued operations where an arrangement will continue.
(e) Foreign currency translation
The interim financial statements are presented in euro, which is the Group's presentation currency.
The principal exchange rates used for the translation of results and balance sheets into euro are as follows:
Average
Half Half
year year Year
Euro 1= 2017 2016 2016
--------------- ------ ------ ------
US dollar 1.0827 1.1161 1.1068
Pound sterling 0.8603 0.7795 0.8194
Danish krone 7.4368 7.4497 7.4452
--------------- ------ ------ ------
Period end
Half Half
year year Year
Euro 1= 2017 2016 2016
--------------- ------ ------ ------
US dollar 1.1412 1.1135 1.0541
Pound sterling 0.8793 0.8383 0.8562
Danish krone 7.4366 7.4380 7.4344
--------------- ------ ------ ------
(f) Changes in accounting policies
The methods of computation, presentation and accounting policies adopted in the preparation of the interim financial statements are consistent with those applied in the 2016 Annual Report. The Group's accounting policies are set out in note 2 to the financial statements in the 2016 Annual Report.
There were no new standards effective for the Group for the first time in the 26 week period ended 1 July 2017.
The following standards, amendments and interpretations have been published. The Group will apply the relevant standards from their effective dates and is currently assessing their impact on the Group's financial statements. The standards are mandatory for future accounting periods but are not yet effective and have not been early adopted by the Group.
Annual improvements to IFRSs 2014-2016 cycle (IASB effective date: on or after 1 January 2017 and 1 January 2018 - not yet endorsed).
A number of small amendments to IFRS 12 'Disclosure of Interests in Other entities' (effective 1 January 2017) and IAS 28 'Investments in Associates and Joint Ventures' (effective 1 January 2018).
Amendments to IAS 12 'Income Taxes' on the recognition of deferred tax assets for unrealised losses (IASB effective date: on or after 1 January 2017 - not yet endorsed).
These amendments clarify the recognition of deferred tax assets for unrealised losses on debt instruments.
Amendments to IAS 7 'Statement of Cash Flows' under its disclosure initiative (IASB effective date: on or after 1 January 2017 - not yet endorsed).
These amendments are intended to improve the information provided to users of financial statements about an entity's financing activities.
IFRS 17 Insurance Contracts (IASB effective date: on or after 1 January 2021 - not yet endorsed)
This standard replaces IFRS 4 and establishes the principles for the recognition, measurement, presentation and disclosure of insurance contracts within the scope of the standard. The objective of IFRS 17 is to ensure that an entity provides relevant information that faithfully represents those contracts.
IFRS 15 'Revenue from Contracts with Customers' (EU effective date: on or after 1 January 2018, clarifications to the standard not yet endorsed).
IFRS 15 is a converged standard from the IASB and the Financial Accounting Standards Board ('FASB') on revenue recognition. The standard will improve the financial reporting of revenue and improve comparability of the top line in Financial Statements globally.
The Group is currently performing a detailed assessment of the impact of the application of IFRS 15 and expects to disclose additional quantitative information in the annual report for the year ended 30 December 2017 (2017 Annual Report) before it adopts IFRS 15.
IFRS 9 'Financial Instruments' (EU effective date: on or after 1 January 2018).
This standard replaces the guidance in IAS 39 'Financial Instruments: Recognition and Measurement'. It includes requirements on the classification and measurement of financial assets and liabilities; it also includes an expected credit losses model that replaces the current incurred loss impairment model.
The Group is currently performing a detailed assessment of the impact of the application of IFRS 9 and expects to disclose additional quantitative information in the 2017 Annual Report before it adopts IFRS 9.
IFRS 16 'Leases' (IASB effective date: on or after 1 January 2019 - not yet endorsed).
IFRS 16 supersedes IAS 17 'Leases'. The new standard provides a single lessee accounting model, requiring lessees to recognise assets and liabilities for all leases unless the lease term is 12 months or less or the underlying asset has a low value. Lessors continue to classify leases as operating or finance, with IFRS 16's approach to lessor accounting substantially unchanged from IAS 17.
The Group is currently performing a detailed assessment of the impact of adoption of IFRS 16 however the Group has not yet quantified the impact on its reported assets and liabilities of the adoption of IFRS 16. The Group expects to disclose its transition approach and quantitative information before adoption.
Amendments to IFRS 2 'Classification and Measurement of Share-based payment Transactions' (IASB effective date: on or after 1 January 2018 - not yet endorsed).
These amendments clarify that only market and non-vesting conditions are taken into account in the measurement of the fair value of the liability in a cash-settled share-based payment transaction. Vesting conditions (other than market conditions) are considered when estimating the number of awards expected to vest.
IFRIC Interpretation 22 'Foreign Currency Transactions and Advance Consideration' (IASB effective date: on or after 1 January 2018 - not yet endorsed).
IFRIC 22 clarifies the accounting for transactions that include the receipt or payment of advance consideration in a foreign currency.
IFRIC Interpretation 23 'Uncertainty over Income Tax Treatments' (IASB effective date: on or after 1 January 2019 - not yet endorsed).
IFRIC 23 clarifies the accounting for uncertainties in income taxes.
Amendments to IAS 40 'Transfers of Investment Property' (IASB effective date: on or after 1 January 2018 - not yet endorsed).
This amendment provides guidance on transfers to, or from, investment properties.
3. Changes in critical accounting estimates and judgements
In preparing these interim financial statements, management has made judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results.
The significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended 31 December 2016.
4. Segment information
In accordance with IFRS 8 'Operating Segments', the Group has four segments, as follows: Glanbia Performance Nutrition, Glanbia Nutritionals, Dairy Ireland and Equity accounted investees (Joint Ventures & Associates). These segments align with the Group's internal financial reporting system and the way in which the Chief Operating Decision Maker assesses performance and allocates the Group's resources. As a result of the disposal of 60% of Dairy Ireland and related assets (note 9), the structure of the internal reporting to the Chief Operating Decision Maker will be reviewed in the second half of the year. Any changes to segment reporting will be reflected in the 2017 Annual Report with details of any changes, if applicable.
Each segment derives its revenues as follows: Glanbia Performance Nutrition earns its revenue from the manufacture and sale of performance nutrition products; Glanbia Nutritionals earns its revenue from the manufacture and sale of cheese, dairy and non-dairy nutritional ingredients; Dairy Ireland earns its revenue from the manufacture and sale of a range of consumer products and farm inputs; and Joint Ventures & Associates revenue arises from the manufacture and sale of cheese and dairy ingredients.
Each segment is reviewed in its totality by the Chief Operating Decision Maker. The Glanbia Operating Executive assesses the trading performance of operating segments based on a measure of earnings before interest, tax, amortisation and exceptional items.
Amounts stated for Joint Ventures & Associates represents the Group's share.
4.1 The segment results for the period ended 1 July 2017 are as follows:
Glanbia Total *Joint
Performance Glanbia -Continuing *Dairy Ventures
Nutrition Nutritionals operations Ireland & Associates Group
Half Year 2017 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
--------------------------------- ---- ------------ ------------- ------------ -------- ------------- ---------
Total gross segment revenue 543,547 663,814 1,207,361 358,429 1,565,790
Inter-segment revenue - (21,655) (21,655) (484) (22,139)
--------------------------------------- ------------ ------------- ------------ -------- ---------
Revenue 543,547 642,159 1,185,706 357,945 1,543,651
--------------------------------------- ------------ ------------- ------------ -------- ---------
Total Group earnings before
interest,
tax, amortisation and
exceptional
items (EBITA) (a) 83,869 64,439 148,308 11,076 33,387 192,771
--------------------------------- ---- ------------ ------------- ------------ -------- ------------- ---------
Glanbia Total *Joint
Performance Glanbia - Continuing *Dairy Ventures
Nutrition Nutritionals operations Ireland & Associates Group
Half Year 2016 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
-------------------------------- ---- ------------ ------------- ------------- -------- ------------- ---------
Total gross segment revenue 505,370 586,413 1,091,783 357,383 1,449,166
Inter-segment revenue (115) (13,856) (13,971) (431) (14,402)
-------------------------------------- ------------ ------------- ------------- -------- ---------
Revenue 505,255 572,557 1,077,812 356,952 1,434,764
-------------------------------------- ------------ ------------- ------------- -------- ---------
Total Group earnings before
interest,
tax, amortisation and
exceptional
items (EBITA) (a) 81,411 57,721 139,132 18,257 19,135 176,524
-------------------------------- ---- ------------ ------------- ------------- -------- ------------- ---------
Glanbia Total *Joint
Performance Glanbia - Continuing *Dairy Ventures
Nutrition Nutritionals operations Ireland & Associates Group
Year 2016 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
-------------------------------- ---- ------------ ------------- ------------- -------- ------------- ---------
Total gross segment revenue 1,007,499 1,250,368 2,257,867 616,843 2,874,710
Inter-segment revenue - (26,182) (26,182) (636) (26,818)
-------------------------------------- ------------ ------------- ------------- -------- ---------
Revenue 1,007,499 1,224,186 2,231,685 616,207 2,847,892
-------------------------------------- ------------ ------------- ------------- -------- ---------
Total Group earnings before
interest,
tax, amortisation and
exceptional
items (EBITA) (a) 162,028 111,257 273,285 31,800 44,673 349,758
-------------------------------- ---- ------------ ------------- ------------- -------- ------------- ---------
Included in external revenue are related party sales between Glanbia Nutritionals and Joint Ventures of EUR7.0 million (HY 2016: EUR6.8 million, FY 2016: EUR13.5 million) and related party sales between Dairy Ireland and Joint Ventures & Associates of EUR6.9 million (HY 2016: EUR4.4 million, FY 2016 EUR11.3 million). Inter-segment transfers or transactions are entered into under the commercial terms and conditions that would also be available to unrelated third parties.
*On 2 July 2017 the Group disposed of 60% of its shareholding in Dairy Ireland and related assets to the Society (note 9). The results of these discontinued operations are included within the Dairy Ireland segment and Joint Ventures & Associates segment. Other non-significant trading operations, not subject to the transaction, were previously included within the Dairy Ireland segment and have been re-presented .
4.1 (a) Segment earnings before interest, tax, amortisation and exceptional items are reconciled to reported profit before tax and profit after tax - Continuing operations as follows:
Half year Half year Year
2017 2016 2016
Notes EUR'000 EUR'000 EUR'000
--------------------------------------------------- ----- --------- ---------- --------
Total Group earnings before interest, tax,
amortisation and exceptional items 192,771 176,524 349,758
Joint Venture & Associates earnings before
interest, tax, amortisation and exceptional
items (33,387) (19,135) (44,673)
Discontinued operations earnings before interest,
tax, amortisation and exceptional items (11,076) (18,257) (31,800)
--------------------------------------------------- ----- --------- ---------- --------
Earnings before interest, tax and amortisation
- Continuing operations 148,308 139,132 273,285
Intangible asset amortisation 14 (21,835) (18,233) (37,410)
Exceptional items 7 - (8,057) (14,412)
Share of results of Equity accounted investees 22,312 11,083 26,032
Finance income 10 1,545 1,160 2,377
Finance costs 10 (13,296) (12,732) (25,172)
Reported profit before tax - Continuing operations 137,034 112,353 224,700
Income taxes - Continuing operations 11 (20,489) (17,827) (37,020)
Reported profit after tax - Continuing operations 116,545 94,526 187,680
--------------------------------------------------- ----- --------- ---------- --------
4.2 Balance sheet and other disclosures
The segments assets and liabilities are as follows:
Glanbia Dairy Ireland
Performance Glanbia Held for Joint Ventures
Nutrition Nutritionals sale & Associates Group
At 1 July 2017 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
-------------------- ---- ------------ ------------- ------------- -------------- ---------
Segment assets (a) 1,349,158 739,406 525,256 187,063 2,800,883
Segment liabilities (b) 231,595 165,089 314,403 - 711,087
-------------------- ---- ------------ ------------- ------------- -------------- ---------
Glanbia
Performance Glanbia Joint Ventures
Nutrition Nutritionals Dairy Ireland & Associates Group
At 2 July 2016 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
-------------------- ---- ------------ ------------- ------------- -------------- ---------
Segment assets (a) 1,128,231 755,543 362,541 169,891 2,416,206
Segment liabilities (b) 247,784 150,038 216,398 - 614,220
-------------------- ---- ------------ ------------- ------------- -------------- ---------
Glanbia
Performance Glanbia Joint Ventures
Nutrition Nutritionals Dairy Ireland & Associates Group
At 31 December 2016 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
-------------------- ---- ------------ ------------- ------------- -------------- ---------
Segment assets (a) 1,157,205 772,631 307,350 180,948 2,418,134
Segment liabilities (b) 264,585 212,446 179,821 - 656,852
-------------------- ---- ------------ ------------- ------------- -------------- ---------
4.2 (a) Segment assets are reconciled to reported assets as follows:
1 July 2 July 31 December
2017 2016 2016
EUR'000 EUR'000 EUR'000
------------------- --------- --------- -----------
Segment assets 2,800,883 2,416,206 2,418,134
Unallocated assets 281,580 103,966 290,528
---------------------- --------- --------- -----------
Reported assets 3,082,463 2,520,172 2,708,662
---------------------- --------- --------- -----------
Unallocated assets primarily include taxation, cash and cash equivalents, available for sale financial assets and derivatives.
4.2 (b) Segment liabilities are reconciled to reported liabilities as follows:
1 July 2 July 31 December
2017 2016 2016
EUR'000 EUR'000 EUR'000
------------------------ --------- --------- -----------
Segment liabilities 711,087 614,220 656,852
Unallocated liabilities 1,121,821 845,307 824,741
--------------------------- --------- --------- -----------
Reported liabilities 1,832,908 1,459,527 1,481,593
--------------------------- --------- --------- -----------
Unallocated liabilities primarily include items such as taxation, borrowings and derivatives.
5. Seasonality
Elements of the Dairy Ireland segment reflect the seasonal nature of the Irish agricultural industry. Following the disposal of 60% of Dairy Ireland and related assets (note 9) the Group will no longer be exposed to the seasonal nature of the Irish agricultural industry within its wholly owned subsidiaries.
6. Operating profit - Continuing operations
Re-presented *
--------------------------------------------------------------------------
Half year 2017 Half year 2016 Year 2016
Pre- Pre-
Pre-exceptional Exceptional Total exceptional Exceptional Total exceptional Exceptional Total
EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
(note (note (note
7) 7) 7)
--------------- --------------- ----------- --------- ----------- ----------- --------- ----------- ----------- -----------
Revenue 1,185,706 - 1,185,706 1,077,812 - 1,077,812 2,231,685 - 2,231,685
Cost of goods
sold (851,801) - (851,801) (757,642) - (757,642) (1,596,608) (1,005) (1,597,613)
--------------- --------------- ----------- --------- ----------- ----------- --------- ----------- ----------- -----------
Gross profit 333,905 - 333,905 320,170 - 320,170 635,077 (1,005) 634,072
Selling and
distribution
expenses (109,036) - (109,036) (100,084) - (100,084) (198,221) - (198,221)
Administration
expenses (76,561) - (76,561) (80,954) (8,057) (89,011) (163,571) (13,407) (176,978)
--------------- --------------- ----------- --------- ----------- ----------- --------- ----------- ----------- -----------
Earnings before
interest
tax and
amortisation
(EBITA) 148,308 - 148,308 139,132 (8,057) 131,075 273,285 (14,412) 258,873
Intangible
asset
amortisation (21,835) - (21,835) (18,233) - (18,233) (37,410) - (37,410)
Operating
profit 126,473 - 126,473 120,899 (8,057) 112,842 235,875 (14,412) 221,463
--------------- --------------- ----------- --------- ----------- ----------- --------- ----------- ----------- -----------
Re-presented *
--------------------------------------------------------------------------
Half year 2017 Half year 2016 Year 2016
--------------------------------------- ----------------------------------- -------------------------------------
Pre- Pre-
Pre-exceptional Exceptional Total exceptional Exceptional Total exceptional Exceptional Total
EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
----------------------
Operating profit -
Continuing operations
is stated after (note (note (note
(charging)/crediting: 7) 7) 7)
---------------------- --------------- ----------- --------- ----------- ----------- --------- ----------- ----------- -----------
Raw materials and
consumables
used (707,677) - (707,677) (629,096) - (629,096) (1,337,402) (1,005) (1,338,407)
Depreciation of
property,
plant and equipment (22,825) - (22,825) (20,005) - (20,005) (41,063) - (41,063)
Amortisation of
capital
grants received 17 - 17 18 - 18 182 - 182
Employee benefit
expense (156,421) - (156,421) (154,906) (2,572) (157,478) (301,226) (7,091) (308,317)
Research and
development
costs (5,094) - (5,094) (4,080) - (4,080) (7,730) - (7,730)
Net foreign exchange
(loss)/gain (299) - (299) 381 - 381 880 - 880
Intangible asset
amortisation (21,835) - (21,835) (18,233) - (18,233) (37,410) - (37,410)
Loss/(gain) on
disposal
of property, plant
and equipment (119) - (119) (87) - (87) 338 - 338
Impairment of
intangible
assets - - - - - - (479) (617) (1,096)
Impairment of
property,
plant and equipment - - - - - - (520) - (520)
---------------------- --------------- ----------- --------- ----------- ----------- --------- ----------- ----------- -----------
* As re-presented to reflect the impact of discontinued operations. See note 9 for further information.
7. Exceptional items
Re-presented *
-------------------
Half year Half year Year
2017 2016 2016
Notes EUR'000 EUR'000 EUR'000
--------------------------------------------------- ----- --------- --------- --------
Continuing operations
Organisation redesign costs (b) - (6,207) (11,342)
Acquisition integration costs (c) - (1,850) (3,070)
Total exceptional charge before tax - Continuing
operations - (8,057) (14,412)
Tax credit on exceptional items - Continuing
operations - 1,525 2,277
--------------------------------------------------- ----- --------- --------- --------
Total exceptional charge - Continuing operations - (6,532) (12,135)
--------------------------------------------------- ----- --------- --------- --------
Discontinued operations
Dairy Ireland transaction related costs (a) (12,991) - -
Rationalisation costs (d) - (828) (3,038)
--------------------------------------------------- ----- --------- --------- --------
Total exceptional charge before tax - Discontinued
operations 9 (12,991) (828) (3,038)
Tax credit on exceptional items - Discontinued
operations 2,112 104 381
--------------------------------------------------- ----- --------- --------- --------
Total exceptional charge - Discontinued operations 9 (10,879) (724) (2,657)
--------------------------------------------------- ----- --------- --------- --------
Total exceptional charge (10,879) (7,256) (14,792)
--------------------------------------------------- ----- --------- --------- --------
The nature of the total exceptional charge before tax from continuing and discontinued operations is as follows:
Re-presented *
-------------------
Half year Half year Year
2017 2016 2016
EUR'000 EUR'000 EUR'000
--------------------------------------------------- --------- --------- --------
Employee benefit expense - (2,557) (7,091)
Other operating costs - (5,500) (7,321)
--------------------------------------------------- --------- --------- --------
Total exceptional charge before tax - Continuing
operations - (8,057) (14,412)
--------------------------------------------------- --------- --------- --------
Impairment of tangible assets (8,113) - -
Professional fees (3,573) - -
Extraordinary General Meeting costs (557) - -
Employee benefit expense (543) (828) (3,038)
Other operating costs (205) - -
--------------------------------------------------- --------- --------- --------
Total exceptional charge before tax - Discontinued
operations (12,991) (828) (3,038)
--------------------------------------------------- --------- --------- --------
The total cash outflow during the period in respect of exceptional charges was EUR5.8 million (HY 2016: EUR10.5 million) of which EUR5.4 million (HY 2016: EUR6.4 million) was in respect of prior year exceptional charges.
(a) In February 2017 the Group announced it had signed non-binding legal agreements, subject to certain approvals and conditions, to dispose of 60% of its shareholding in Dairy Ireland and related assets to Glanbia Co-operative Society Limited (the Society), its ultimate parent. Subsequent to half year, on 2 July 2017, the transaction was completed creating a new joint venture, together with Glanbia Ingredients Ireland DAC, called Glanbia Ireland. Costs incurred in relation to this transaction include impairment of tangible assets of EUR8.1 million, consultancy costs of EUR3.6 million, extraordinary general meetings costs of EUR0.6 million, employee benefit expense of EUR0.5 million and other operating costs of EUR0.2 million.
(b) The 2016 organisation redesign costs related to the programme announced in 2015 in Glanbia Nutritionals to fundamentally reorganise the business to leverage future market opportunities. Half year 2016 costs of EUR6.2 million included consultancy of EUR2.3 million, employee benefit expense (directly attributable employee costs and redundancy) of EUR1.7 million and other costs of EUR2.2 million. Full year 2016 costs of EUR11.3 million include consultancy of EUR2.9 million, employee benefit expense of EUR5.0 million, of which redundancy was EUR1.4 million, travel and expenses of EUR1.7 million, impairment of development costs and product line of EUR1.6 million and other costs of EUR0.1 million.
(c) Acquisition integration costs in 2016 comprised of costs relating to the integration, restructuring and redesign of route to market capabilities within acquired businesses in the Glanbia Performance Nutrition segment. Half year 2016 costs of EUR1.9 million included consultancy of EUR0.7 million, employee benefit expense (directly attributable payroll costs and redundancy) of EUR0.9 million and other costs of EUR0.3 million. The full year 2016 costs of EUR3.1 million include consultancy of EUR0.7 million, employee benefit expense comprising redundancy of EUR2.1 million and other costs of EUR0.3 million.
(d) The rationalisation costs incurred in 2016 primarily related to the redundancy and rationalisation programme in the Dairy Ireland segment. Costs of EUR0.8 million included employee benefit expense (redundancy) of EUR0.8 million. 2016 costs of EUR3.0 million relate to redundancy.
*As re-presented to reflect the impact of discontinued operations. Refer to note 9.
8. Retirement benefit obligations
The Group operates a number of defined benefit pension plans.
Principal assumptions used in the defined benefit pension plans
The principal assumptions used for the purposes of the actuarial valuations were as follows:
Half year 2017 Half year 2016 Year 2016
------------------------ ---------------- ------------------------
ROI UK ROI UK ROI UK
------------------------- ----------- ----------- ------- ------- ----------- -----------
Discount rate 2.00% 2.45% 1.40% 2.60% 1.80% 2.50%
1.10% - 1.75% -
Inflation rate 1.30%-1.40% 2.20%-3.20% 1.20% 2.75% 1.40%-1.50% 2.20%-3.20%
Future salary increases* 2.40% 0.00% 2.20% 0.00% 2.50% 0.00%
1.90% -
Future pension increases 0.00% 2.25%-2.95% 0.00% 2.65% 0.00% 2.25-2.95%
------------------------- ----------- ----------- ------- ------- ----------- -----------
*The ROI defined benefit pension plans are on a career average structure therefore this assumption does not have a material impact. The UK defined benefit pension plans comprise solely pensioners and deferred pensioners.
Mortality rates
The mortality assumptions used at half year 2017 are consistent with those applied in the 2016 Annual Report.
Recognition in the condensed Group income statement and in the condensed Group statement of comprehensive income
The following amounts have been recognised in the condensed Group income statement and condensed Group statement of comprehensive income in relation to defined benefit pension plans:
Recognition in the condensed Group income statement:
Half year 2017 Half year 2016 Year 2016
--------------------------------- --------------------------------- ---------------------------------
Continuing Discontinued Continuing Discontinued Continuing Discontinued
operations operations Total operations operations Total operations operations Total
EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
Current
service
cost (1,086) (2,006) (3,092) (931) (1,737) (2,668) (2,045) (3,283) (5,328)
Net
interest
cost (550) (472) (1,022) (507) (524) (1,031) (789) (1,202) (1,991)
----------- ---------- ------------ ------- ---------- ------------ ------- ---------- ------------ -------
Total
expense
recognised
in the
condensed
Group
income
statement
in
employee
benefit
expense (1,636) (2,478) (4,114) (1,438) (2,261) (3,699) (2,834) (4,485) (7,319)
----------- ---------- ------------ ------- ---------- ------------ ------- ---------- ------------ -------
Recognition in the Condensed Group statement of comprehensive income:
Half year 2017 Half year 2016 Year 2016
--------------------------------- ---------------------------------- ----------------------------------
Continuing Discontinued Continuing Discontinued Continuing Discontinued
operations operations Total operations operations Total operations operations Total
EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
Return of plan
assets
in excess of
interest
income 943 (856) 87 7,682 5,637 13,319 11,817 5,911 17,728
Actuarial
(loss)/gain
arising from
experience
adjustments (331) (7) (338) - - - 874 2,576 3,450
Actuarial loss
arising
from changes
in
demographic
assumptions - - - (20) - (20) (1,573) - (1,573)
Actuarial
gain/(loss)
arising from
changes
in financial
assumptions 3,785 12,918 16,703 (33,748) (30,930) (64,678) (33,911) (17,494) (51,405)
-------------- ---------- ------------ ------- ---------- ------------ -------- ---------- ------------ --------
Total income/
(expense)
recognised in
the
condensed
Group
statement
of
comprehensive
income 4,397 12,055 16,452 (26,086) (25,293) (51,379) (22,793) (9,007) (31,800)
-------------- ---------- ------------ ------- ---------- ------------ -------- ---------- ------------ --------
Recognition in the condensed Group balance sheet:
1 July 2 July 31 December
2017 2016 2016
EUR'000 EUR'000 EUR'000
-------------------------- --------- --------- -----------
Fair value of plan assets 182,218 360,877 366,802
Present value of funded
obligations (227,838) (492,952) (477,250)
----------------------------- --------- --------- -----------
Net defined pension plan
liability (45,620) (132,075) (110,448)
----------------------------- --------- --------- -----------
Reconciliation of net defined benefit pension plan liability to the amounts recognised in the condensed Group balance sheet:
1 July 2 July 31 December
2017 2016 2016
EUR'000 EUR'000 EUR'000
---------
Non-current assets
Surplus on defined benefit pension plan 2,530 2,085 2,578
Non-current liabilities
Deficit on defined benefit pension plan (48,150) (134,160) (113,026)
------------------------------------------- -------- --------- -----------
Net defined benefit pension plan liability (45,620) (132,075) (110,448)
------------------------------------------- -------- --------- -----------
The net liability disclosed above all relates to funded plans.
Recognition in the condensed Group balance sheet within assets and liabilities classified as held for sale:
1 July
2017
EUR'000
------------------------------------------------------------ -----------
Fair value of plan assets 179,187
Present value of funded obligations (223,375)
------------------------------------------------------------ -----------
Net defined benefit pension plan liability in the condensed
Group balance sheet within assets
and liabilities classified as held for sale (44,188)
------------------------------------------------------------ ---------
Reconciliation of net defined benefit pension plan liability to the amounts recognised in the condensed Group balance sheet within assets and liabilities classified as held for sale:
1 July
2017
Notes EUR'000
Assets held for sale
Surplus on defined benefit pension plan 9 359
Liabilities directly associated with assets held for sale
Deficit on defined benefit pension plan 9 (44,547)
------------------------------------------------------------ ----- --------
Net defined benefit pension plan liability in the condensed
Group balance sheet within assets
and liabilities classified as held for sale (44,188)
------------------------------------------------------------ ----- --------
The movement in the net defined benefit pension plan liability recognised in the condensed Group balance sheet is as follows:
Half year Half year Year
2017 2016 2016
EUR'000 EUR'000 EUR'000
---------------------------------------------------- --------- --------- ---------
At the beginning of the period (110,448) (87,288) (87,288)
Exchange differences 754 2,584 2,719
Service cost and net interest cost (4,114) (3,699) (7,319)
Remeasurements - defined benefit schemes 16,452 (51,379) (31,800)
Contributions paid/payable by employer 7,548 7,707 13,240
Recognised within assets and liabilities classified
as held for sale 44,188 - -
---------------------------------------------------- --------- --------- ---------
At the end of the period (45,620) (132,075) (110,448)
---------------------------------------------------- --------- --------- ---------
Sensitivity analysis
The following table analyses for the Group's pension schemes (both continuing operations and those classified within assets and liabilities held for sale), the estimated impact in the plan liabilities resulting from a 0.25% change in the discount rate:
ROI plans UK plans
Half year 2017 Increase Decrease Increase Decrease
Assumption Change in assumption EUR'000 EUR'000 EUR'000 EUR'000
--------------- --------------------- -------- -------- -------- --------
Discount rate 0.25% movement (15,663) 14,946 (5,345) 5,082
--------------- --------------------- -------- -------- -------- --------
ROI plans UK plans
Half year 2016 Increase Decrease Increase Decrease
Assumption Change in assumption EUR'000 EUR'000 EUR'000 EUR'000
--------------- --------------------- -------- -------- -------- --------
Discount rate 0.25% movement (17,417) 16,606 (5,316) 4,970
--------------- --------------------- -------- -------- -------- --------
ROI plans UK plans
Year 2016 Increase Decrease Increase Decrease
Assumption Change in assumption EUR'000 EUR'000 EUR'000 EUR'000
--------------- --------------------- -------- -------- -------- --------
Discount rate 0.25% movement (16,773) 16,007 (5,136) 4,843
--------------- --------------------- -------- -------- -------- --------
9. Discontinued operations and assets and liabilities classified as held for sale
On 21 February 2017, the Group announced that it had signed non-binding legal agreements to dispose of 60% of its shareholding in Dairy Ireland and related assets to Glanbia Co-operative Society Limited (the Society), its ultimate parent. Dairy Ireland is comprised of two business units, Glanbia Consumer Foods Ireland and Glanbia Agribusiness.
The disposal was approved by Society members at a Special General Meeting (SGM) on 18 May 2017 and by Group shareholders at an Extraordinary General Meeting (EGM) on 22 May 2017.
Following the approval by Group shareholders on 22 May 2017, all related assets and liabilities on the Group balance sheet were reclassified as assets held for sale in accordance with IFRS 5 'Non-current Assets Held for Sale and Discontinued Operations'. The Dairy Ireland activities have been disclosed as discontinued operations in the condensed Group income statement and condensed Group statement of comprehensive income and the comparative information has been re-presented to show the discontinued operations separately from continuing operations.
Subsequent to the half year, on 2 July 2017, the transaction was completed, creating a new joint venture, together with Glanbia Ingredients Ireland DAC, called Glanbia Ireland.
In consideration for the Society acquiring the 60% interest, Glanbia plc will receive EUR112 million and an amount equal to 100% of the working capital in Dairy Ireland at completion.
The disposal will be recognised in the Glanbia plc financial statements for the year ended 30 December 2017. The transaction will be accounted for as a 100% disposal of Dairy Ireland in consideration for the cash payments outlined above and a 40% investment in Dairy Ireland.
Results of discontinued operations
The following table details the results of discontinued operations included within the condensed Group income statement:
Half year Half year Year
2017 2016 2016
Notes EUR'000 EUR'000 EUR'000
----------------------------------------------- ----- --------- --------- ---------
Revenue 358,429 357,383 616,843
Cost of goods sold (284,945) (278,287) (469,604)
----------------------------------------------- ----- --------- --------- ---------
Gross profit 73,484 79,096 147,239
Selling and distribution expenses (41,766) (43,974) (83,368)
Administration expenses (20,642) (16,865) (32,071)
----------------------------------------------- ----- --------- --------- ---------
Earnings before interest tax and amortisation
(EBITA) 11,076 18,257 31,800
Intangible asset amortisation (693) (1,191) (2,277)
----------------------------------------------- ----- --------- --------- ---------
Operating profit 10,383 17,066 29,523
Finance costs 10 (72) - (6)
Share of results of Equity accounted investees 349 1,245 1,615
Exceptional items 7 (12,991) (828) (3,038)
----------------------------------------------- ----- --------- --------- ---------
(Loss)/profit before tax (2,331) 17,483 28,094
Income tax credit/(charge) on discontinued
operations (including exceptional items) 720 (2,208) (3,619)
----------------------------------------------- ----- --------- --------- ---------
(Loss)/profit from discontinued operations
for the period, net of tax (1,611) 15,275 24,475
----------------------------------------------- ----- --------- --------- ---------
Exceptional items from discontinued operations
for the period, net of tax 7 (10,879) (724) (2,657)
----------------------------------------------- ----- --------- --------- ---------
(Loss)/profit from discontinued operations
after tax attributable to:
Equity holders of the Parent (1,613) 14,838 24,144
Non-controlling interests 2 437 331
----------------------------------------------- ----- --------- --------- ---------
(1,611) 15,275 24,475
----------------------------------------------- ----- --------- --------- ---------
Details of the discontinued operation's comprehensive income is included in the condensed Group statement of comprehensive income on page 13.
At 1 July 2017, the disposal group was stated in the Group balance sheet at the lower of its carrying amount and fair value less costs to sell. The valuation technique used in measuring the fair value of the disposal group was based on the contractually agreed terms for the disposal.
The following table details the assets and liabilities classified as held for sale in the condensed Group balance sheet:
1 July
2017
Notes EUR'000
------------------------------------------------ ----- --------
Assets
Property, plant and equipment 14 113,239
Intangible assets 14 16,471
Equity accounted investees 12,301
Available for sale financial assets 360
Retirement benefit assets 8 359
Inventories 15 42,180
Trade and other receivables 171,751
Cash and cash equivalents 16 168,595
-------------------------------------------------- ----- --------
Assets held for sale 525,256
-------------------------------------------------- ----- --------
Liabilities
Trade and other payables 243,785
Accruals and sundry creditors 22,532
Financial liabilities 16 3,539
Retirement benefit obligations 8 44,547
-------------------------------------------------- ----- --------
Liabilities directly associated with the assets
held for sale 314,403
-------------------------------------------------- ----- --------
Net assets held for sale 210,853
-------------------------------------------------- ----- --------
The net cash flows of the Group's discontinued operations are as follows:
Half year Half year Year
2017 2016 2016
EUR'000 EUR'000 EUR'000
-------------------------------------------- --------- --------- --------
Operating net cash (outflow)/inflow (32,058) (32,287) 22,637
Investing cash inflow/(outflow) 149,448 (6,561) (11,369)
Financing cash outflow (1,382) - (933)
--------------------------------------------- --------- --------- --------
Cash generated/(absorbed) during the period 116,008 (38,848) 10,335
--------------------------------------------- --------- --------- --------
10. Finance income and costs
Half year Half year Year
2017 2016 2016
Notes EUR'000 EUR'000 EUR'000
-------------------------------------------- ----- --------- --------- -------- Finance income Interest income 1,545 1,160 2,377 -------------------------------------------- ----- --------- --------- -------- Total finance income 1,545 1,160 2,377 -------------------------------------------- ----- --------- --------- -------- Finance costs Bank borrowing costs (4,038) (3,616) (6,048) Facility fees (1,274) (1,325) (2,698) Unwinding of discounts 18 (66) (73) (271) Finance lease costs (103) (38) (35) Net interest expense on currency swaps (180) (16) (126) Finance cost of private debt placement (7,707) (7,664) (16,000) -------------------------------------------- ----- --------- --------- -------- Total finance costs (13,368) (12,732) (25,178) -------------------------------------------- ----- --------- --------- -------- Net finance costs (11,823) (11,572) (22,801) Net finance costs - Continuing operations (11,751) (11,572) (22,795) Net finance costs - Discontinued operations 9 (72) - (6) -------------------------------------------- ----- --------- --------- --------
Net finance costs do not include borrowing costs of EUR0.5 million (HY 2016: EUR0.5 million, FY 2016: EUR1.5 million) attributable to the acquisition, construction or production of a qualifying asset which have been capitalised.
Interest is capitalised at the Group's average interest rate for the period of 3.5% (HY 2016: 3.6%). Interest income includes the interest on loans to related parties of EUR0.3 million (HY 2016: EUR0.3 million, FY 2016 EUR0.7 million, note 21).
Discontinued operations
Finance costs of EUR0.1 million were incurred within discontinued operations (note 9).
No borrowing costs attributable to the acquisition, construction or production of a qualifying asset have been capitalised within discontinued operations (note 9) in HY 2017, (FY 2016 EUR0.2 million).
11. Income taxes
Continuing operations
The Group's income tax charge after exceptional items of EUR20.5 million (HY 2016: EUR17.8 million) for continuing operations has been prepared based on the Group's best estimate of the weighted average tax rate that is expected for the full financial year.
Discontinued operations
The Group's income tax credit after exceptional items of EUR0.7 million (HY 2016: EUR2.2 million charge) for discontinued operations is outlined in note 9.
12. Dividends
Half year Full year
Half year 2016 2016
2017 EURCent EURCent
EURCent per per
Notes per share share share
------------------------------------------------ ------ ---------- --------- ---------
Dividends per ordinary share are as follows:
Final dividend for the year ended 31 December
2016 (a) 7.94 - 7.94
Interim dividend for the year ended 30 December
2017 (b) 5.91 - -
Interim dividend for the year ended 31 December
2016 (c) - 5.37 5.37
------------------------------------------------ ------ ---------- --------- ---------
13.85 12.59 13.31
------------------------------------------------------- ---------- --------- ---------
(a) On 28 April 2017 a final dividend for the year ended 31 December 2016 of 7.94 cent per share (total EUR23.5 million) was paid.
(b) An interim dividend of 5.91 cent per share, which amounts to EUR17.5 million, will be paid on 6 October 2017 to shareholders on the register of members at 25 August 2017, the record date. If a shareholder's registered address is in the UK, the payment will be in GBP unless the shareholder elects otherwise. All other payments will be in euro. These interim financial statements do not reflect this interim dividend. There are no income tax consequences for the Company in respect of dividends proposed prior to issuance of the interim financial statements.
(c) On 7 October 2016 an interim dividend for the year ended 31 December 2016 of 5.37 cent per share (total EUR15.9 million) was paid.
On 29 April 2016 a final dividend for the year ended 2 January 2016 of 7.22 cent per share (total EUR21.3 million) was paid.
13. Earnings Per Share
Basic
Basic Earnings Per Share is calculated by dividing the net profit attributable to the equity holders of the Company by the weighted average number of ordinary shares in issue during the period, excluding ordinary shares purchased by the Group and held as own shares.
Re-presented *
------------------------
Half year Half year Year
2017 2016 2016
-------------------------------------------------------- ----------- ----------- -----------
Profit after tax attributable to equity holders
of the Company (EUR'000) - Continuing operations 116,545 94,526 187,680
Weighted average number of ordinary shares in
issue 295,021,165 295,127,674 295,130,809
-------------------------------------------------------- ----------- ----------- -----------
Basic Earnings Per Share (cent) - Continuing operations 39.50 32.03 63.59
-------------------------------------------------------- ----------- ----------- -----------
(Loss)/profit after tax attributable to equity
holders of the Company (EUR'000) - Discontinued
operations (1,613) 14,838 24,144
Weighted average number of ordinary shares in
issue 295,021,165 295,127,674 295,130,809
-------------------------------------------------------- ----------- ----------- -----------
Basic Earnings Per Share (cent) - Discontinued
operations (0.54) 5.03 8.18
-------------------------------------------------------- ----------- ----------- -----------
Total Basic Earnings Per Share (cent) 38.96 37.06 71.77
-------------------------------------------------------- ----------- ----------- -----------
Diluted
Diluted Earnings Per Ordinary Share is calculated by adjusting the weighted average number of ordinary shares in issue to assume conversion of all potential dilutive ordinary shares. Share options and share awards are the Company's only potential dilutive ordinary shares. Share awards, which are performance based, are treated as contingently issuable shares because their issue is contingent upon satisfaction of specified performance conditions in addition to the passage of time. These contingently issuable ordinary shares are excluded from the computation of diluted Earnings Per Share where the exercise conditions have not been satisfied as at the end of the reporting period.
Re-presented *
------------------------
Half year Half year Year
2017 2016 2016
------------------------------------------------ ----------- ----------- -----------
Weighted average number of ordinary shares in
issue 295,021,165 295,127,674 295,130,809
Shares deemed to be issued for no consideration
in respect of:
Share awards 817,796 1,090,798 955,421
Share options 29,992 34,191 33,896
------------------------------------------------ ----------- ----------- -----------
Weighted average number of shares used in the
calculation of diluted Earnings Per Share 295,868,953 296,252,663 296,120,126
------------------------------------------------ ----------- ----------- -----------
Diluted Earnings Per Share (cent)
Continuing operations 39.39 31.91 63.38
Discontinued operations (0.54) 5.01 8.15
------------------------------------------------ ----------- ----------- -----------
38.85 36.92 71.53
------------------------------------------------ ----------- ----------- -----------
Adjusted Earnings Per Share (Non- IFRS information)
Adjusted Earnings Per Share is a non- IFRS performance measure and is calculated on the profit after tax attributable to equity holders of the Company, before net exceptional items and intangible asset amortisation (excluding software amortisation) net of related tax. Adjusted Earnings Per Share is considered to be more reflective of the Group's overall underlying performance, and reflects the metrics used by the Group to measure profitability and financial performance. Refer to Glossary of KPI's and non-IFRS performance measures.
Pro-forma Adjusted Earnings Per Share (Non- IFRS information)
Pro-forma Adjusted Earnings Per Share is a non- IFRS performance measure and is calculated on the profit attributable to equity holders of the Company from continuing operations plus the Group's share (40%) of the profits after tax for Dairy Ireland and related assets before exceptional items and amortisation of intangible assets (excluding software amortisation) net of related tax. Refer to Glossary of KPI's and non-IFRS performance measures.
14. Property, plant and equipment, intangible assets & capital committments
Property, plant and equipment
During the six month period to 1 July 2017 the Group spent EUR23.9 million (HY 2016: EUR34.5 million) on additions to property, plant and equipment. In addition EUR7.5 million was recognised as part of business combinations during the period (note 24).
Discontinued operations and assets held for sale:
The Group classified the following assets within assets held for sale:
Land and Plant and
buildings equipment Motor vehicles Total
Notes EUR'000 EUR'000 EUR'000 EUR'000
----------------------------------------- ----- ---------- ---------- -------------- ---------
Cost 82,179 169,649 7,137 258,965
Accumulated depreciation and impairment (27,993) (110,968) (6,765) (145,726)
----------------------------------------- ----- ---------- ---------- -------------- ---------
Carrying amount classified within assets
held for sale 9 54,186 58,681 372 113,239
----------------------------------------- ----- ---------- ---------- -------------- ---------
Included in the carrying amount classified within assets held for sale was:
-- Depreciation expense of EUR4.0 million charged to the condensed Group income statement - Discontinued operations during the period.
-- Impairment charge of EUR8.1 million charged to the condensed Group income statement - Discontinued operations during the period.
-- Assets under construction at the reporting date amounted to EUR3.1 million.
The net carrying amount in respect of assets held under finance leases and accordingly capitalised to property, plant and equipment and classified within assets held for sale was:
Plant and
equipment Total
EUR'000 EUR'000
----------------------------------------- ---------- --------
Cost 1,718 1,718
Accumulated depreciation (32) (32)
------------------------------------------- ---------- --------
Carrying amount classified within assets
held for sale 1,686 1,686
------------------------------------------- ---------- --------
Intangible assets
During the six month period to 1 July 2017, as part of the business combinations (note 24), the Group acquired intangible assets, comprising customer relationships, brands and goodwill amounting to EUR158.6 million (note 24). In addition further amounts of EUR9.4 million were capitalised during the period (HY 2016: EUR7.2 million).
Discontinued operations and assets held for sale
The Group classified the following assets within assets held for sale:
Brands
& other Software
Goodwill intangibles costs Total
Notes EUR'000 EUR'000 EUR'000 EUR'000
---------------------------------------- ----- -------- ------------ -------- --------
Cost 10,764 12,500 28,838 52,102
Accumulated amortisation and impairment - (8,397) (27,234) (35,631)
----------------------------------------- ----- -------- ------------ -------- --------
Carrying amount classified within
assets held for sale 9 10,764 4,103 1,604 16,471
----------------------------------------- ----- -------- ------------ -------- --------
Total brands
Customer and other
Brands relationships intangibles
Brands and other intangibles EUR'000 EUR'000 EUR'000
---------------------------------------- -------- -------------- ------------
Cost 9,900 2,600 12,500
Accumulated amortisation and impairment (6,077) (2,320) (8,397)
------------------------------------------ -------- -------------- ------------
Carrying amount classified within
assets held for sale 3,823 280 4,103
------------------------------------------ -------- -------------- ------------
Included in the carrying amount of intangible assets classified within assets held for sale was:
-- Amortisation expense of EUR0.7 million charged to the condensed Group income statement - Discontinued operations during the period.
-- The average remaining amortisation period for software costs is 2 years. -- There were no internally generated costs capitalised in software costs during the period. -- There were no staff costs capitalised in development costs during the period.
-- There was no impairment charged to the condensed Group income statement - Discontinued operations during the period.
Capital commitments
Continuing operations
At 1 July 2017 the Group had entered into contractual commitments for the acquisition of property, plant and equipment amounting to EUR3.3 million (HY 2016: EUR11.3 million). During the six month period the Group capitalised borrowing costs amounting to EUR0.5 million (HY 2016: EUR0.5 million) on qualifying assets (note 10).
15. Inventories
The cost of inventories recognised as an expense includes EUR2.0 million (HY 2016: EUR1.1 million), being the write-downs of inventory to net realisable value EUR2.4 million and reversal of such write downs of EUR0.4 million (HY 2016: write-downs of net realisable value EUR2.5 million and reversal of such write downs EUR1.4 million).
Discontinued operations and assets held for sale
Included in the amount classified within assets held for sale is inventories of EUR42.2 million (note 9). Inventories carried at net realisable value is EUR16.5 million.
The amount written off as an expense to the condensed Group income statement - Discontinued operations in respect of inventories carried at net realisable value was EUR0.02 million (HY 2016: EUR0.03 million).
The cost of inventories recognised as an expense during the period in cost of goods sold in respect of discontinued operations was EUR252.3 million, (HY 2016: EUR247.4 million).
16. Financial liabilities
1 July 2 July 31 December
2017 2016 2016
EUR'000 EUR'000 EUR'000
------------------------------ -------- -------- -----------
Non-current
Bank borrowings 558,015 380,187 313,999
Private debt placement 284,788 291,872 308,320
Finance lease liabilities 1,876 349 1,854
------------------------------- -------- -------- -----------
844,679 672,408 624,173
------------------------------ -------- -------- -----------
Current
Bank overdraft and borrowings 61,128 66,490 31,638
Finance lease liabilities 465 351 602
------------------------------- -------- -------- -----------
61,593 66,841 32,240
------------------------------ -------- -------- -----------
Total financial liabilities 906,272 739,249 656,413
------------------------------- -------- -------- -----------
The financial liabilities are recognised on the condensed Group balance sheet as follows:
Continuing Held
operations for sale Total
EUR'000 EUR'000 EUR'000
---------------------------- ----------- --------- --------
Non-current liabilities 842,096 2,583 844,679
Current liabilities 60,637 956 61,593
----------------------------- ----------- --------- --------
Total financial liabilities 902,733 3,539 906,272
----------------------------- ----------- --------- --------
Cash and cash equivalents are recognised on the condensed Group balance sheet as follows:
Continuing Held
operations for sale Total
EUR'000 EUR'000 EUR'000
-------------------------- ----------- --------- --------
Cash and cash equivalents 129,314 168,595 297,909
--------------------------- ----------- --------- --------
The maturity of non-current borrowings is EUR0.3 million (HY 2016: EUR0.3 million, 2016: EUR0.3 million) in 1 to 2 years, EUR843.2 million (HY 2016: EUR672.1 million, 2016: EUR622.7 million) in 2 to 5 years and EUR1.2 million (HY 2016: EURnil, 2016: EUR1.2 million) in more than 5 years.
Cash and cash equivalents include the following for the purposes of the condensed statement of cash flows at the reporting date:
1 July 2 July 31 December
2017 2016 2016
EUR'000 EUR'000 EUR'000
-------------------------- -------- -------- -----------
Cash and cash equivalents 297,909 94,909 218,855
Bank overdraft (61,128) (66,490) (31,638)
-------------------------- -------- -------- -----------
236,781 28,419 187,217
-------------------------- -------- -------- -----------
Financial liabilities include the following for the purposes of the condensed statement of cash flows at the reporting date:
1 July 2 July 31 December
2017 2016 2016
EUR'000 EUR'000 EUR'000
------------------------------------------------- -------- -------- -----------
Borrowings 906,272 739,249 656,413
Bank overdraft included as part of cash and cash
equivalents (61,128) (66,490) (31,638)
------------------------------------------------- -------- -------- -----------
845,144 672,759 624,775
------------------------------------------------- -------- -------- -----------
The Group has the following undrawn borrowing facilities at the reporting date:
1 July 2 July 31 December
2017 2016 2016
EUR'000 EUR'000 EUR'000
----------------------- -------- -------- -----------
Expiring within 1 year 98,313 97,790 105,707
Expiring beyond 1 year 158,182 337,781 406,226
----------------------- -------- -------- -----------
256,495 435,571 511,933
----------------------- -------- -------- -----------
Movement in net borrowings in the period is analysed as follows:
1 July 2 July 31 December
2017 2016 2016
EUR'000 EUR'000 EUR'000
-------------------------------- -------- -------- -----------
At the beginning of the period 437,558 584,243 584,243
Net drawdown of borrowings 203,616 69,361 (167,522)
Exchange translation adjustment (32,811) (9,264) 20,837
At the end of the period 608,363 644,340 437,558
-------------------------------- -------- -------- -----------
17. Financial risk management
The conduct of its ordinary business operations necessitates the Group holding financial instruments. The Group has exposure to the following risks arising from financial instruments: currency risk, interest rate risk, price risk, liquidity risk, cashflow risk, and credit risk. The interim financial statements do not include all financial risk management information and disclosures required in the annual financial statements, and should be read in conjunction with the 2016 Annual Report.
There have been no changes to the risk management procedures or policies since 31 December 2016.
Fair value and fair value estimation
The following table below analyses the carrying value and fair values of the Group's financial assets and liabilities as at the reporting date.
The amounts presented at 1 July 2017 include the financial assets and financial liabilities classified as held for sale.
31 December
1 July 2017 2 July 2016 2016
----- --------------------- --------------------- ---------------------
Carrying Carrying Carrying
value Fair value value Fair value value Fair value
Notes EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
------------------------------------ ----- --------- ---------- --------- ---------- --------- ----------
Financial assets
Trade receivables - net 384,805 - 351,162 - 288,258 -
Receivables from Equity accounted
investees 86,781 - 8,042 - 7,174 -
Receivables from other related
parties 366 - 712 - 402 -
Loans to Equity accounted investees 14,973 - 14,650 - 14,650 -
Available for sale financial
assets at amortised cost 749 - 884 - 734 -
Available for sale financial
assets at fair value 11,556 11,556 9,221 9,221 9,201 9,201
Derivative financial instruments 1,459 1,459 1,012 1,012 1,182 1,182
Cash and cash equivalents 16 297,909 - 94,909 - 218,855 -
------------------------------------ ----- --------- --------- ---------
Total financial assets 798,598 480,592 540,456
------------------------------------ ----- --------- --------- ---------
31 December
1 July 2017 2 July 2016 2016
----------------------- --------------------- ---------------------
Carrying Carrying Carrying
value Fair value value Fair value value Fair value
Notes EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
Financial liabilities
Trade payables (234,300) - (190,673) - (266,794) -
Amounts due to Equity accounted
investees (199,907) - (15,068) - (8,561) -
Amounts due to other related
parties (21) - (29) - (798) -
Financial liabilities - non-current 16 (844,679) (863,177) (672,408) (705,814) (624,173) (644,173)
Financial liabilities - current 16 (61,593) - (66,841) - (32,240) -
Derivative financial instruments (245) (245) (3,896) (3,896) (1,180) (1,180)
Total financial liabilities (1,340,745) (948,915) (933,746)
------------------------------------ ----- ----------- --------- ---------
Group's fair valuation process
The Group's finance department includes a team that performs the valuations of financial assets and liabilities required for financial reporting purposes, including level 3 fair values.
The valuation team reports directly to the Group Finance Director who in turn reports to the Audit Committee. Discussions of valuation processes and results are held between the Group Finance Director and the Audit Committee.
Changes in level 2 and level 3 fair values are analysed at each reporting date. As part of this discussion, the valuation team presents a report that explains the reasons for fair value movements.
Fair value of financial assets and liabilities carried at fair value
In accordance with IFRS 13 'Fair Value Measurements', the Group has disclosed the fair value of instruments by the following fair value measurement hierarchy:
-- quoted prices (unadjusted) in active markets for identical assets and liabilities (level 1);
-- inputs, other than quoted prices included in level 1, that are observable for the asset and liability, either directly (that is, as prices) or indirectly (that is, derived from prices) (level 2); and
-- inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3).
The following table presents the Group's assets and liabilities, which are measured at fair value:
Fair 1 July 2 July 31 December
value 2017 2016 2016
Notes hierarchy EUR'000 EUR'000 EUR'000
------------------------------------------------ ------ ----------- -------- -------- -----------
Assets
Cross currency swap - fair value through Level
income statement (a) 2 757 - -
Level
Foreign exchange contracts - cashflow hedges (b) 2 385 - 499
Foreign exchange contracts - fair value through Level
income statement (a) 2 27 - -
Level
Commodity futures - cashflow hedges (c) 2 33 84 180
Level
Commodity futures - fair value hedges (c) 2 257 928 503
Available for sale financial assets - equity Level
securities - listed (d) 1 183 132 162
Available for sale financial assets - equity Level
securities - One51 plc (e) 2 5,816 5,071 4,027
Available for sale financial assets - equity
securities - The BDO Development Capital Level
Fund (f) 2 3,660 1,040 2,034
Available for sale financial assets - Ornua Level
Co-Operative Ltd (g) 2 1,897 2,978 2,978
------------------------------------------------ ------ ----------- -------- -------- -----------
Total assets 13,015 10,233 10,383
--------------------------------------------------------------------- -------- -------- -----------
Liabilities
Cross currency swap - fair value through Level
income statement (a) 2 - (3,299) (1,113)
Level
Foreign exchange contracts - cashflow hedges (b) 2 (219) (593) (63)
Level
Commodity futures - cashflow hedges (c) 2 (26) (4) (4)
------------------------------------------------ ------ ----------- -------- -------- -----------
Total liabilities (245) (3,896) (1,180)
--------------------------------------------------------------------- -------- -------- -----------
(a) Fair value is determined by reference to the current foreign exchange rates at the end of the reporting period.
(b) The fair value is estimated by discounting the difference between the contractual forward exchange rate and the current forward exchange rate (from observable forward exchange rates at the end of the reporting period). The effect of discounting was insignificant in 2017 and 2016.
(c) The fair value is estimated by discounting the difference between the contractual forward commodity price and the current forward commodity price (from observable commodity forward prices at the end of the reporting period) and contract forward prices. The effect of discounting was insignificant in 2017 and 2016.
(d) Fair value is determined by reference to the stock exchange quoted bid prices at the end of the reporting period.
(e) The unlisted equity shares in One51 plc are currently traded on an informal 'grey' market. Fair value is determined by reference to these published prices.
(f) The unlisted investment in the BDO Development Capital Fund is fair valued by reference to the latest quarterly report available to the limited partners.
(g) The fair value is estimated by discounting the expected future cashflows using current interest rates.
There were no transfers between levels 1 and 2 during the period. There were no changes in valuation techniques during the periods. The Group did not hold any level 3 financial assets or liabilities at the reporting dates.
Fair value of financial assets and liabilities carried at amortised cost
With the exception of those financial liabilities outlined below, it is considered that the carrying amounts of financial assets and financial liabilities recognised at amortised cost in the interim financial statements approximate their fair value.
The following table shows the fair value hierarchy of the financial liabilities not measured at fair value in the condensed Group balance sheet but for which fair value disclosures are required:
31 December
1 July 2017 2 July 2016 2016
-------------------- -------------------- --------------------
Carrying Carrying Carrying
Fair value amount Fair value amount Fair value amount Fair value
Notes hierarchy EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
---------------------- ------ ----------- -------- ---------- -------- ---------- -------- ----------
Non-current financial Level
liabilities (a) 2 844,679 863,177 672,408 705,814 624,173 644,173
---------------------- ------ ----------- -------- ---------- -------- ---------- -------- ----------
(a) Fair value is estimated by discounting future contractual cashflows using current market interest rates (from observable interest rates at the end of the reporting period) that are available to the Group for similar financial instruments.
18. Provisions
Property Regulatory
Legal & lease and related
Restructuring claims commitments Operational provisions
EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 Total
note (b) note (c) note (d) note (e) note (f) EUR'000
------------------------------ ------------- --------- ------------ ----------- ------------ --------
At 31 December 2016 5,523 7,507 5,078 16,970 - 35,078
Reclassification (a) - - - (15,558) 15,558 -
Provided for in the year
(g) 55 210 250 - 2,394 2,909
Utilised in the year (2,570) (7) - - - (2,577)
Unused amounts reversed (38) (4,271) - (337) - (4,646)
Exchange differences (79) (316) - (45) (16) (456)
Unwinding of discounts - - (66) - - (66)
Classified within liabilities
held for sale (1,488) (510) (1,050) - - (3,048)
At 1 July 2017 1,403 2,613 4,212 1,030 17,936 27,194
------------------------------ ------------- --------- ------------ ----------- ------------ --------
Non-current - - - - 17,368 17,368
Current 1,403 2,613 4,212 1,030 568 9,826
------------------------------ ------------- --------- ------------ ----------- ------------ --------
1,403 2,613 4,212 1,030 17,936 27,194
------------------------------ ------------- --------- ------------ ----------- ------------ --------
(a) Certain reclassifications have taken place in the period to better reflect the nature of the provisions.
(b) The restructuring provision relates mainly to termination payments agreed as part of the rationalisation programme in Dairy Ireland, the organisation redesign programme in Glanbia Nutritionals and the acquisition integration project in Glanbia Performance Nutrition. The provision is expected to be fully utilised during 2017. The amount provided in the period is recognised as an exceptional item in the condensed Group income statement.
(c) The legal claims provision represents legal claims brought against the Group, none of which are individually material to the Group. The balance at 1 July 2017 is expected to be utilised during 2018. In the opinion of the Directors, after taking appropriate legal advice, the outcome of these legal claims is not expected to give rise to any significant loss beyond the amounts provided for at 1 July 2017.
(d) The property and lease commitment provision relates to property remediation works and is based on the estimated cost of re-instating two properties to their original condition. It is expected that the provision will be fully utilised within one year.
(e) The operational provision represents provisions relating to certain insurance claims, product returns and other items. Due to the nature of these items, there is some uncertainty around the amount and timing of payments.
(f) The regulatory and related provision represents provisions relating to the interest and penalties element of uncertain tax positions and the UK pension provision.
(g) The total amount provided for in the year of EUR2.9 million includes EUR0.5 million in relation to discontinued operations.
19. Share capital and share premium
Number
of Ordinary Share
shares shares premium Total
(thousands) EUR'000 EUR'000 EUR'000
------------------------------- ------------ -------- -------- --------
At 2 January 2016 296,031 17,761 87,609 105,370
Shares issued 10 1 22 23
--------------------------------- ------------ -------- -------- --------
At 2 July 2016 and 31 December
2016 296,041 17,762 87,631 105,393
--------------------------------- ------------ -------- -------- --------
At 1 January 2017 296,041 17,762 87,631 105,393
Shares issued 5 - 11 11
--------------------------------- ------------ -------- -------- --------
At 1 July 2017 296,046 17,762 87,642 105,404
--------------------------------- ------------ -------- -------- --------
The total authorised number of ordinary shares is 350 million shares (HY 2016 and FY 2016: 350 million shares) with a par value of EUR0.06 per share (HY 2016 and FY 2016: EUR0.06 per share). All issued shares are fully paid, carry one vote per share and a right to dividends.
During the period ended 1 July 2017 5,000 (HY 2016 and FY 2016: 10,000) of the 2002 Long Term Incentive Plan shares were exercised with exercise proceeds of EUR0.01 million (HY 2016 and FY 2016: EUR0.02 million). The exercise price was EUR2.29 (HY 2016 and FY 2016: EUR2.29) per share.
20. Other reserves
Available
for sale Share
Capital financial based
and merger Currency Hedging asset Own payment
reserve reserve reserve reserve Shares reserve Total
Half year 2017 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
------------------------------------- ----------- -------- -------- ---------- -------- -------- --------
Balance at 31 December 2016 115,973 210,320 1,034 2,513 (15,185) 16,962 331,617
Currency translation differences
- Continuing operations - (93,520) - - - - (93,520)
- Discontinued operations - (45) - - - - (45)
Net investment hedge - 7,132 - - - - 7,132
Revaluation of interest rate swaps - - (1,131) - - - (1,131)
Foreign exchange contracts - - 110 - - - 110
Revaluation of forward commodity
contracts - - (145) - - - (145)
Revaluation of available for sale
financial assets - - - 2,820 - - 2,820
Deferred tax on fair value movements - - 488 (1,097) - - (609)
Transfers to income statement:
Foreign exchange contracts - - 873 - - - 873
Forward commodity contracts - - (27) - - - (27)
Cost of share based payments - - - - - 5,156 5,156
Transfer on exercise, vesting
or expiry of share based payments - - - - 4,071 (3,017) 1,054
Purchase of own shares - - - - (7,436) - (7,436)
------------------------------------- ----------- -------- -------- ---------- -------- -------- --------
Balance at 1 July 2017 115,973 123,887 1,202 4,236 (18,550) 19,101 245,849
------------------------------------- ----------- -------- -------- ---------- -------- -------- --------
Available
for sale Share
Capital financial based
and merger Currency Hedging asset Own payment
reserve reserve reserve reserve Shares reserve Total
Half year 2016 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
------------------------------------- ----------- -------- -------- ---------- -------- -------- --------
Balance at 2 January 2016 115,973 186,251 (660) 3,391 (13,238) 14,708 306,425
Currency translation differences
- Continuing operations - (32,788) - - - - (32,788)
- Discontinued operations - (248) - - - - (248)
Net investment hedge - 2,015 - - - - 2,015
Revaluation of interest rate swaps - - 27 - - - 27
Foreign exchange contracts - change
in fair value - - (657) - - - (657)
Forward commodity contracts - change
in fair value - - 71 - - - 71
Revaluation of available for sale
financial assets - - - (617) - - (617)
Deferred tax on fair value movements - - (141) 204 - - 63
Transfers to income statement:
Foreign exchange contracts - - (307) - - - (307)
Forward commodity contracts - - 360 - - - 360
Cost of share based payments - - - - - 5,693 5,693
Transfer on exercise, vesting or
expiry of share based payments - - - - 8,166 (5,485) 2,681
Purchase of own shares - - - - (10,318) - (10,318)
------------------------------------- ----------- -------- -------- ---------- -------- -------- --------
Balance at 2 July 2016 115,973 155,230 (1,307) 2,978 (15,390) 14,916 272,400
------------------------------------- ----------- -------- -------- ---------- -------- -------- --------
Available
for sale Share
Capital financial based
and merger Currency Hedging asset Own payment
reserve reserve reserve reserve Shares reserve Total
Year 2016 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
------------------------------------- ----------- -------- -------- ---------- -------- -------- --------
Balance at 2 January 2016 115,973 186,251 (660) 3,391 (13,238) 14,708 306,425
Currency translation differences
- Continuing operations - 27,323 - - - - 27,323
- Discontinued operations - (284) - - - - (284)
Net investment hedge - (2,970) - - - - (2,970)
Revaluation of interest rate swaps - - 3,393 - - - 3,393
Foreign exchange contracts - change
in fair value - - (488) - - - (488)
Forward commodity contracts - change
in fair value - - (111) - - - (111)
Revaluation of available for sale
financial assets - - - (1,310) - - (1,310)
Deferred tax on fair value movements - - (1,483) 432 - - (1,051)
Transfers to income statement:
Foreign exchange contracts - - 24 - - - 24
Forward commodity contracts - - 359 - - - 359
Cost of share based payments - - - - - 7,712 7,712
Transfer on exercise, vesting or
expiry of share based payments - - - - 8,466 (5,458) 3,008
Purchase of own shares - - - - (10,413) - (10,413)
------------------------------------- ----------- -------- -------- ---------- -------- -------- --------
Balance at 31 December 2016 115,973 210,320 1,034 2,513 (15,185) 16,962 331,617
------------------------------------- ----------- -------- -------- ---------- -------- -------- --------
(a) Capital reserve
Within the capital and merger reserve is a capital reserve of EUR2.8 million which comprises of a capital redemption reserve and a capital reserve which arose on the re-nominalisation of the Company's share capital on conversion to the euro.
(b) Merger reserve
The merger reserve (EUR113.2 million) arose on the merger of Waterford Foods plc now named Waterford Foods DAC and Avonmore Foods plc now named Glanbia plc in 1997. The merger reserve adjustment represents the difference between the nominal value of the issued share capital of Waterford Foods DAC and the fair value of the shares issued by Glanbia plc.
(c) Currency reserve
The currency reserve reflects the foreign exchange gains and losses arising from the translation of the net investment in foreign operations and on borrowings designated as hedges of the net investment which are taken to equity. When an entity is sold the accumulated foreign currency gains and losses are recycled to the income statement.
(d) Hedging reserve
The hedging reserve reflects the effective portion of changes in the fair value of derivatives that are designated and qualify as cashflow hedges. Amounts accumulated in the hedging reserve are recycled to the income statement in the periods when the hedged item affects income or expense. The hedging reserve also reflects the Group's share of the effective portion of changes in the fair value of derivatives that are entered into by the Group's Equity accounted investees.
The following table analyses the movements in the hedging reserve:
Half year 2017 Half year 2016 Year 2016
------------------------------ ------------------------------ ------------------------------
Equity Total Equity Total Equity Total
accounted hedging accounted hedging accounted hedging
investees Group reserve investees Group reserve investees Group reserve
EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
------------------ ---------- -------- -------- ---------- -------- -------- ---------- -------- --------
Balance at the
beginning
of the period 546 488 1,034 (536) (124) (660) (536) (124) (660)
Revaluation of
interest
rate swaps (1,131) - (1,131) 27 - 27 3,393 - 3,393
Foreign exchange
contracts
- change in fair
value 380 (270) 110 (293) (364) (657) (924) 436 (488)
Revaluation of
forward
commodity
contracts
- change in fair
value 24 (169) (145) 22 49 71 (287) 176 (111)
Transfer to income
statement
- Foreign exchange
contracts 872 1 873 (273) (34) (307) 58 (34) 24
- Forward
commodity
contracts (27) - (27) 111 249 360 103 256 359
Deferred tax on
fair
value movements 388 100 488 - (141) (141) (1,261) (222) (1,483)
Balance at the end
of the period 1,052 150 1,202 (942) (365) (1,307) 546 488 1,034
------------------ ---------- -------- -------- ---------- -------- -------- ---------- -------- --------
(e) Available for sale financial asset reserve
Unrealised gains and losses arising from changes in the fair value of available for sale financial assets are recognised in the available for sale financial asset reserve. When such available for sale financial assets are sold or impaired, the accumulated fair value adjustments are recycled to the condensed Group income statement.
(f) Own Shares
The own shares reserve reflects the ordinary shares of Glanbia plc which are held in trust for employee incentive plans.
(g) Share based payment reserve
During 2017 846,961 share awards were granted under the 2008 Long Term Incentive Plan to Executive Directors and certain senior managers in the form of a provisional allocation of shares for which no exercise price is payable.
The share based payment reserve reflects the equity settled share based payment plans in operation by the Group.
Please refer to the 2016 Annual Report for further details.
21. Related party transactions
The Group is controlled by the Society, which holds 33.5% of the issued share capital of Glanbia plc and is the ultimate parent of the Group.
As part of the Dairy Ireland transaction the Society reduced its interest in the Company by approximately 3% and will further reduce its interest to 31.5% of the issued share capital through a spin out.
During the period, dividends of EUR8.6 million (HY 2016: EUR7.8 million) were paid to the Society and its wholly owned subsidiaries based on their shareholding in Glanbia plc.
During the six months to 1 July 2017, sales to related parties amounted to EUR21.4 million (HY 2016: EUR16.6 million), purchases from related parties amounted to EUR46 million (HY 2016: EUR35.2 million). Receivables from related parties were EUR102.1 million (HY 2016: EUR23.4 million) and payables to related parties were EUR199.9 million (HY 2016: EUR15.1 million). Included in receivables from related parties is EUR76.7 million and in payables to related parties is EUR188.7 million both in relation to the Dairy Ireland transaction (note 9). The remaining related party transactions relate primarily to trading between the Group, Southwest Cheese Company LLC, Glanbia Ireland DAC (formerly known as Glanbia Ingredients Ireland DAC) and the Society.
In the opinion of the Directors, other than that disclosed above and in note 9 in respect of the disposal of 60% of Dairy Ireland, there have been no related party transactions, or changes therein, since the year ended 31 December 2016, that have materially affected the Group's financial position or performance during the six months ended 1 July 2017.
22. Contingent liabilities
Group bank guarantees amounting to EUR4.3 million (HY 2016: EUR4.9 million) are outstanding at 1 July 2017. The Group does not expect any material loss to arise from these guarantees.
The Group has contingent liabilities in respect of legal claims arising in the ordinary course of business. It is not anticipated that any material liability will arise from these contingent liabilities other than those provided for.
23. Cash (absorbed by)/generated from operations
Half year Half year Year
2017 2016 2016
Notes EUR'000 EUR'000 EUR'000
-------------------------------------------- ----- --------- --------- --------
Profit after tax 114,934 109,801 212,155
Income taxes 19,769 20,035 40,639
Net write down of inventories 14 2,000 1,100 2,473
Impairment of tangible assets - 183 520
Impairment of intangible assets - - 479
Non cash element of exceptional charge 12,531 4,785 7,051
Share of results of Equity accounted
investees (22,661) (12,328) (27,647)
Depreciation 26,863 24,588 50,235
Amortisation 22,528 19,424 39,687
Cost of share based payments 20 5,156 5,693 7,712
Difference between pension charge and
cash contributions 8 (3,434) (4,008) (5,921)
Profit/(loss) on disposal of property,
plant and equipment 119 87 (338)
Insurance proceeds - - 1,945
Finance income 10 (1,545) (1,160) (2,377)
Finance costs 10 13,368 12,732 25,178
Amortisation of government grants received (128) (121) (378)
--------------------------------------------- ----- --------- --------- --------
Cash generated before changes in working
capital 189,500 180,811 351,413
Change in net working capital:
- (Increase)/decrease in inventory (96,506) 8,209 (23,808)
- Increase in short term receivables (96,663) (100,690) (4,327) - (Decrease)/increase in short term liabilities (50,729) (32,607) 55,335 - Decrease in provisions (6,763) (2,107) (4,310) --------------------------------------------- ----- --------- --------- -------- Cash (absorbed by)/generated from operating activities (61,161) 53,616 374,303 --------------------------------------------- ----- --------- --------- --------
See note 9 for further information on the cashflows arising within discontinued operations.
24. Business combinations
For the acquisitions completed in 2016 there have been no material revisions, as at the reporting date, of the provisional fair value adjustments since the initial values were established.
The acquisitions completed by the Group during the period were as follows:
On 6 January 2017, the Group acquired 100% of the equity of Grass Advantage LLC (Amazing Grass). Amazing Grass offers plant based organic, GMO free products to lifestyle consumers in the natural, online, food, drug and mass channels in North America. The brand complements the product portfolio of Glanbia Performance Nutrition and offers a strong position in the plant based nutrition market. The goodwill reflects the expectation that the business will continue to generate new customers and new products over time. Goodwill of EUR40.1 million is not deductible for tax purposes.
On 31 March 2017, the Group acquired 100% of the equity of B&F Vastgoed B.V. (Body & Fit). Body & Fit is a leading direct to consumer online branded business focused on performance nutrition. This acquisition offers Glanbia Performance Nutrition a direct presence in the rapidly growing direct to consumer channel and the goodwill attributable to this acquisition is reflective of this. Goodwill of EUR31.5 million is not deductible for tax purposes.
Details of the net assets acquired and goodwill arising from the acquisition are as follows:
Amazing
Grass Body&Fit Total
EUR'000 EUR'000 EUR'000
--------------------------- -------- -------- --------
Purchase consideration 124,541 43,571 168,112
Less: Fair value of assets
acquired (84,396) (12,058) (96,454)
------------------------------ -------- -------- --------
Goodwill 40,145 31,513 71,658
------------------------------ -------- -------- --------
The total purchase consideration is as follows:
Amazing
Grass Body&Fit Total
EUR'000 EUR'000 EUR'000
------------------------- -------- -------- --------
Purchase consideration -
cash paid 125,133 44,665 169,798
Refund due from vendor (592) (1,094) (1,686)
---------------------------- -------- -------- --------
Purchase consideration 124,541 43,571 168,112
---------------------------- -------- -------- --------
The fair value of assets and liabilities arising from the acquisition are as follows:
Amazing
Grass Body&Fit Total
Notes EUR'000 EUR'000 EUR'000
---------------------------------- ----- -------- -------- --------
Property, plant and equipment 14 181 7,287 7,468
Intangible assets - customer
relationships 14 38,748 695 39,443
Intangible assets - brands 14 38,717 8,773 47,490
Inventories 7,466 10,957 18,423
Trade and other receivables 6,350 1,095 7,445
Trade and other payables (3,866) (7,027) (10,893)
Liabilities settled at completion - (7,358) (7,358)
Cash and cash equivalents 1,643 3 1,646
Deferred tax liability (4,843) (2,367) (7,210)
------------------------------------ ----- -------- -------- --------
Fair value of assets acquired 84,396 12,058 96,454
------------------------------------ ----- -------- -------- --------
The fair value of Amazing Grass's trade and other receivables at the acquisition date amounted to EUR6.4 million. The gross contractual amount for trade receivables due is EUR6.6 million.
The fair value of Body & Fit's trade and other receivables at the acquisition date amounted to EUR1.1 million which equates to the gross contractual amount.
The initial assignment of fair values to identifiable net assets acquired has been performed on a provisional basis. Any amendments to these fair values within the 12 month timeframe from the date of acquisition will be disclosed in the 2017 Annual Report as stipulated by IFRS 3 'Business Combinations'.
Total revenue from acquisitions in the period amounted to EUR32 million. Total revenue for the Group excluding acquisitions from continuing operations for the period amounts to EUR1,153.7 million. There has been no material change to the Group profit as a result of acquisitions. Due to the timing of the acquisitions close to the start of the period there is no material difference between the numbers set out above and the impact to the group if these acquisitions had been at the beginning of the period.
25. Events after the reporting period
As outlined in note 9 'Discontinued operations and assets and liabilities classified as held for sale', the Group completed its disposal of Dairy Ireland to Glanbia Co-operative Society Limited on 2 July 2017.
On 9 August 2017, the Directors declared an interim dividend of 5.91 cent per share amounting to EUR17.5 million approximately (note 12).
Other than as described above there have been no material events subsequent to the end of the interim period 1 July 2017 which require disclosure in this report.
26. Information
Copies of this half yearly financial report are available for download from the Group's website at www.glanbia.com.
glossary
Key peRformance indicators and non- ifrs performance measures
Glossary of KPI's and Non- IFRS performance measures
The Group reports certain performance measures that are not defined under IFRS but which represent additional measures used by the Board of Directors and the Glanbia Operating Executive in assessing performance and for reporting both internally and to shareholders and other external users. The Group believes that the presentation of these non-IFRS performance measures provides useful supplemental information which, when viewed in conjunction with our IFRS financial information, provides readers with a more meaningful understanding of the underlying financial and operating performance of the Group.
None of these non-IFRS performance measures should be considered as an alternative to financial measures drawn up in accordance with IFRS.
The principal non-IFRS performance measures used by the Group are:
Relevant Relevant
for for Glossary
HY 2017 FY 2017 reference
--------------------------------------------- -------- -------- ----------
Constant currency G 1
Total Group G 2
Revenue G 3
EBITA G 4
EBITA margin G 5
Adjusted Earnings Per Share G 6
Pro-forma Adjusted Earnings Per Share G 7
Financing Key Performance Indicators G 8
Exceptional items G 9
Volume growth/decline G 10
Pricing growth/decline G 11
Like for like branded revenue growth/decline G 12
Effective tax rate G 13
Capital expenditure - Business sustaining and
strategic G 14
EBITDA G 15
Average interest rate G 16
Operating working capital
Total shareholder return
Return on capital employed
Operating cashflow and free cashflow
--------------------------------------------- -------- -------- ----------
The principal non-IFRS performance measures relevant to the interim period are defined below with a reconciliation of these measures to IFRS measures where applicable. Certain performance measures are not considered relevant by the Group for the interim period and therefore these reconciliations have been excluded from the interim glossary.
G 1. Constant currency
While the Group reports its results in euro, it generates a significant proportion of its earnings in currencies other than euro, in particular US dollar. Constant currency reporting is used by the Group to eliminate the translational effect of foreign exchange on the Group's results. To arrive at the constant currency year-on-year change, the results for the prior year are retranslated using the average exchange rates for the current year and compared to the current year reported numbers.
The principal average exchange rates used to translate results for as at the reporting dates are set out below:
Danish
USD GBP Krone
----------------------- --------- ------ ------ ------
Exchange rate Euro 1 = HY 2017 1.0827 0.8603 7.4368
Exchange rate Euro 1 = HY 2016 1.1161 0.7795 7.4497
Exchange rate Euro 1 = 2016 1.1068 0.8194 7.4452
----------------------- --------- ------ ------ ------
All non-IFRS performance measures have been presented on a constant currency basis, where relevant, within this glossary.
Please note that constant currency is not applicable to the Discontinued operations.
G 2. Total Group
The Group has a number of strategically important Equity accounted investees (Joint Ventures & Associates) which when combined with the Group's wholly owned businesses give an important indication of the scale and reach of the Group's operations. Total Group is used to describe certain financial metrics such as Revenue and EBITA when they include both the wholly owned businesses and the Group's share of Joint Ventures & Associates.
G 3. Revenue
Revenue comprises sales of goods and services of the wholly owned businesses to external customers net of value added tax, rebates and discounts. Revenue is one of the Group's Key Performance Indicators and is an IFRS measure.
G 3.1 Glanbia Performance Nutrition (GPN) Revenue
Reference
to the interim
financial Danish
statements USD Euro GBP Krone Other Total
HY 2016 vs HY 2017 /glossary EUR'm EUR'm EUR'm EUR'm EUR'm EUR'm
------------------------- ---------------- ------ ------ ------ ------ ------ ------
HY 2016 - as reported -
euro equivalent Note 4.1 417.7 35.7 26.4 9.2 16.3 505.3
HY 2016 - retranslated
- euro equivalent 430.5 35.7 24.0 9.2 16.3 515.7
------------------------------------------- ------ ------ ------ ------ ------ ------
HY 2017 - Actual Note 4.1 543.5
Constant currency growth 5.4%
------------------------------------------- ------ ------ ------ ------ ------ ------
G 3.2 Glanbia Nutritionals (GN) Revenue
Reference
to the interim
financial Danish
statements USD Euro GBP Krone Other Total
HY 2016 vs HY 2017 /glossary EUR'm EUR'm EUR'm EUR'm EUR'm EUR'm
------------------------- ---------------- ------ ------ ------ ------ ------ ------
HY 2016 - as reported -
euro equivalent Note 4.1 537.6 28.6 - - 6.4 572.6
HY 2016 - retranslated
- euro equivalent 554.1 28.6 - - 6.4 589.1
------------------------------------------- ------ ------ ------ ------ ------ ------
HY 2017 - Actual Note 4.1 642.2
Constant currency growth 9.0%
------------------------------------------- ------ ------ ------ ------ ------ ------
G 3.2.1 US Cheese (Division within GN) Revenue
Danish
USD Euro GBP Krone Other Total
HY 2016 vs HY 2017 EUR'm EUR'm EUR'm EUR'm EUR'm EUR'm
------------------------- ------ ------ ------ ------ ------ ------
HY 2016 - as reported -
euro equivalent 337.9 - - - - 337.9
HY 2016 - retranslated -
euro equivalent 348.3 - - - - 348.3
-------------------------- ------ ------ ------ ------ ------ ------
HY 2017 - Actual 356.7
Constant currency growth 2.4%
-------------------------- ------ ------ ------ ------ ------ ------
G 3.2.2 Nutritional Solutions (Division within GN) Revenue
Danish
USD Euro GBP Krone Other Total
HY 2016 vs HY 2017 EUR'm EUR'm EUR'm EUR'm EUR'm EUR'm
------------------------- ------ ------ ------ ------ ------ ------
HY 2016 - as reported -
euro equivalent 199.7 28.6 - - 6.4 234.7
HY 2016 - retranslated -
euro equivalent 205.8 28.6 - - 6.4 240.8
-------------------------- ------ ------ ------ ------ ------ ------
HY 2017 - Actual 285.5
Constant currency growth 18.6%
-------------------------- ------ ------ ------ ------ ------ ------
G 3.3 Revenue - Continuing operations - wholly owned
Reference
to the interim
financial
statements GPN GN Total
HY 2016 vs HY 2017 /glossary EUR'm EUR'm EUR'm
------------------------- ---------------- ------ ------ -------
HY 2016 - as reported -
euro equivalent Note 4.1 505.3 572.6 1,077.9
HY 2016 - retranslated -
euro equivalent G3.1/G3.2 515.7 589.1 1,104.8
------------------------- ------------------- ------ ------ -------
HY 2017 - Actual Note 4.1 543.5 642.2 1,185.7
Constant currency growth 7.3%
---------------------------------------------- ------ ------ -------
G 3.4 Joint Ventures & Associates Revenue
Total Total
Continuing Discontinued
USD Euro GBP operations operations Total
HY 2016 vs HY 2017 EUR'm EUR'm EUR'm EUR'm EUR'm EUR'm
------------------------- ------ ------ ------ ----------- ------------- ------
HY 2016 - as reported -
euro equivalent 171.2 158.4 56.7 386.3 16.0 402.3
HY 2016 - retranslated -
euro equivalent 176.4 158.4 51.4 386.2 16.0 402.2
-------------------------- ------ ------ ------ ----------- ------------- ------
HY 2017 - Actual 475.7 28.6 504.3
Constant currency growth 23.2% - -
-------------------------- ------ ------ ------ ----------- ------------- ------
G 3.5 Discontinued operations Revenue
Discontinued
operations
Discontinued Joint Ventures Total Discontinued
Reference to the interim operations & Associates operations
HY 2016 & HY 2017 financial statements/glossary EUR'm EUR'm EUR'm
------------------ -------------------------------- ------------ ---------------- ------------------
HY 2016 - Actual Note 4.1/ G3.4 356.9 16.0 372.9
HY 2017 - Actual 357.9 28.6 386.5
----------------------------------------------------- ------------ ---------------- ------------------
G 3.6 Total Group Revenue
Continuing
operations Joint
Reference to - wholly Discontinued Ventures Total
the interim financial owned operations & Associates Group
HY 2016 vs HY 2017 statements/glossary EUR'm EUR'm EUR'm EUR'm
------------------------- ------------------------ ----------- ------------ ------------- -------
HY 2016 - as reported -
euro equivalent G3.3/ Note 4.1/G3.4 1,077.9 356.9 402.3 1,837.1
HY 2016 - retranslated -
euro equivalent G3.3/ Note 4.1/G3.4 1,104.8 356.9 402.2 1,863.9
------------------------- ------------------------ ----------- ------------ ------------- -------
HY 2017 - Actual Note 4.1 1,185.7 357.9 504.3 2,047.9
Constant currency growth 9.9%
---------------------------------------------------- ----------- ------------ ------------- -------
G 4. EBITA
EBITA is defined as earnings before interest, tax and amortisation excluding exceptional items.
EBITA is one of the Group's Key Performance Indicators. Business Segment EBITA growth on a constant currency basis is one of the performance conditions in Glanbia's Annual Incentive Plan for Executive Directors with Business Unit responsibility.
G 4.1 GPN EBITA:
Reference
to the interim
financial Danish
statements USD Euro GBP Krone Other Total
HY 2016 vs HY 2017 /glossary EUR'm EUR'm EUR'm EUR'm EUR'm EUR'm
------------------------- ---------------- ------ ------ ------ ------ ------ ------
HY 2016 - as reported -
euro equivalent Note 4.1 83.8 9.1 1.9 - (13.4) 81.4
HY 2016 - retranslated -
euro equivalent 86.4 9.1 1.7 - (13.5) 83.7
------------------------------------------- ------ ------ ------ ------ ------ ------
HY 2017 - Actual Note 4.1 83.9
Constant currency growth 0.2%
------------------------------------------- ------ ------ ------ ------ ------ ------
G 4.2 GN EBITA:
Reference
to the interim
financial Danish
statements USD Euro GBP Krone Other Total
HY 2016 vs HY 2017 /glossary EUR'm EUR'm EUR'm EUR'm EUR'm EUR'm
------------------------- ---------------- ------ ------ ------ ------ ------ ------
HY 2016 - as reported -
euro equivalent Note 4.1 60.2 5.6 - - (8.1) 57.7
HY 2016 - retranslated -
euro equivalent 62.1 5.6 - - (8.1) 59.6
------------------------------------------- ------ ------ ------ ------ ------ ------
HY 2017 - Actual Note 4.1 64.4
Constant currency growth 8.1%
------------------------------------------- ------ ------ ------ ------ ------ ------
G 4.3 EBITA - Continuing operations - wholly owned:
Reference to
the interim financial
statements GPN GN Total
HY 2016 vs HY 2017 /glossary EUR'm EUR'm EUR'm
------------------------- ----------------------- ------ ------ ------
HY 2016 - as reported -
euro equivalent Note 4.1 81.4 57.7 139.1
HY 2016 - retranslated -
euro equivalent G4.1/G4.2 83.7 59.6 143.3
-------------------------- ------------------------ ------ ------ ------
HY 2017 - Actual Note 4.1 83.9 64.4 148.3
Constant currency growth 3.5%
---------------------------------------------------- ------ ------ ------
Refer to note 6 to the financial statements for the reconciliation of EBITA.
G 4.4 Joint Ventures & Associates - EBITA:
Total Total
Continuing Discontinued
USD Euro GBP Operations Operations Total
HY 2016 vs HY 2017 EUR'm EUR'm EUR'm EUR'm EUR'm EUR'm
----------------------------- ------ ------ ------ ----------- ------------- ------
HY 2016 - as reported - euro
equivalent 7.8 8.2 1.8 17.8 1.3 19.1
HY 2016 - retranslated -
euro equivalent 8.1 8.2 1.6 17.9 1.3 19.2
------------------------------ ------ ------ ------ ----------- ------------- ------
HY 2017 - Actual 32.9 0.5 33.4
Constant currency growth 83.8% - -
------------------------------ ------ ------ ------ ----------- ------------- ------
G 4.4.1 Reconciliation of the Group's share of Joint Ventures & Associates EBITA to the share of results of Joint Ventures & Associates per the condensed Group income statement is as follows:
Reference to the Half year Half year
interim financial 2017 2016
statements/glossary EUR'm EUR'm
------------------------------------------ --------------------- --------- ---------
EBITA of Joint Ventures & Associates Note 4.1 33.4 19.1
Amortisation (0.4) (0.3)
Finance costs (3.1) (2.8)
Income tax (7.2) (3.7)
----------------------------------------------------------------- --------- ---------
Share of results of Equity accounted
investees per the condensed Group income
statement 22.7 12.3
Share of results of Equity accounted
investees per the condensed Group income
statement - Continuing operations 22.3 11.1
Share of results of Equity accounted
investees per the condensed Group income
statement - Discontinued operations Note 9 0.4 1.2
------------------------------------------ --------------------- --------- ---------
G 4.5 Discontinued operations EBITA:
Discontinued
Reference to the operations Total
interim financial Discontinued Joint Ventures Discontinued
statements operations & Associates operations
HY 2016 & HY 2017 /glossary EUR'm EUR'm EUR'm
------------------ ------------------- ------------ ---------------- -------------
HY 2016 - Actual Note 4.1/G4.4 18.3 1.3 19.6
HY 2017 - Actual Note 4.1/G4.4 11.1 0.5 11.6
------------------ ------------------- ------------ ---------------- -------------
G 4.6 Total Group EBITA:
Total Group EBITA comprises EBITA of the wholly owned businesses and the Group's share of its Joint Ventures & Associates EBITA.
Continuing
operations Joint
Reference to the - wholly Discontinued Ventures Total
interim financial owned operations & Associates Group
HY 2016 vs HY 2017 statements/glossary EUR'm EUR'm EUR'm EUR'm
------------------------- --------------------- ----------- ------------ ------------- -------
HY 2016 - as reported -
euro equivalent Note 4.1 139.1 18.3 19.1 176.5
HY 2016 - retranslated -
euro equivalent G4.3/G4.4 143.3 18.3 19.2 180.8
------------------------- --------------------- ----------- ------------ ------------- -------
HY 2017 - Actual Note 4.1 148.3 11.1 33.4 192.8
Constant currency growth 6.6%
------------------------------------------------ ----------- ------------ ------------- -------
G 5. EBITA margin
EBITA margin is defined as EBITA before exceptional items as a percentage of the revenue of the wholly owned businesses.
Total Group EBITA margin is defined as Total Group EBITA as a percentage of Group revenue.
G 5.1 2017 EBITA margin
Continuing
Reference Continuing operations
to the interim operations - Joint
financial - wholly Ventures Discontinued Total
statements GPN GN owned & Associates operations Group
HY 2017 Actual /glossary EUR'm EUR'm EUR'm EUR'm EUR'm EUR'm
---------------- ---------------- ------ ------ ----------- ------------- ------------ -------
HY 2017 EBITA Note 4.1 83.9 64.4 148.3 32.9 11.6 192.8
HY 2017 Revenue Note 4.1 543.5 642.2 1,185.7 475.7 386.5 2,047.9
EBITA margin 15.4% 10.0% 12.5% 6.9% 3.0% 9.4%
---------------------------------- ------ ------ ----------- ------------- ------------ -------
G 5.2 2017 EBITA margin growth on constant currency basis
Continuing
Reference Continuing operations
to the interim operations - Joint
financial - wholly Ventures Discontinued Total
statements GPN GN owned & Associates operations Group
HY 2016 vs HY 2017 /glossary EUR'm EUR'm EUR'm EUR'm EUR'm EUR'm
--------------------------- -------------------- ------- ------- ----------- ------------- ------------ -------
HY 2016 EBITA- retranslated G4.1/G4.2/
- euro equivalent G4.3/G4.4 83.7 59.6 143.3 17.9 19.6 180.8
HY 2016 Revenue -
retranslated
- euro equivalent G3.1/G3.2/G3.3/G3.4 515.7 589.1 1,104.8 386.2 372.9 1,863.9
EBITA margin 16.2% 10.1% 13.0% 4.6% 5.3% 9.7%
------------------------------------------------- ------- ------- ----------- ------------- ------------ -------
HY 2017 Actual G5.1 15.4% 10.0% 12.5% 6.9% 3.0% 9.4%
Constant currency growth -80 bps -10 bps -50 bps +230 bps -30 bps
------------------------------------------------- ------- ------- ----------- ------------- ------------ -------
G 6. Adjusted Earnings Per Share (EPS)
Adjusted EPS is defined as the net profit attributable to the equity holders of Glanbia plc, before exceptional items and intangible asset amortisation (excluding amortisation of software costs), net of related tax, divided by the weighted average number of ordinary shares in issue during the year. During the current year the calculation of Adjusted Earnings Per Share was amended to exclude the cost of software amortisation within the earnings calculation. The Group believes that adjusted EPS is a better measure of underlying performance than Basic EPS as it excludes exceptional items that are not related to on-going operational performance and intangible asset amortisation, which allows better comparability of companies that grow by acquisition to those that grow organically.
Adjusted EPS is one of the Group's Key Performance Indicators. Adjusted EPS growth on a constant currency basis is one of the performance conditions in Glanbia's Annual Incentive Plan. Adjusted EPS growth on a reported basis is one of the performance conditions in Glanbia's Long-term Incentive Plan.
Re-presented
*
----------- ------------ -----------
Constant
Reference currency
to the interim Half year Half year Half year Year
Total Continuing and Discontinued financial 2017 2016 2016 2016
operations statements/glossary EUR'm EUR'm EUR'm EUR'm
--------------------------------------- --------------------- ----------- ----------- ------------ -----------
Condensed
Profit attributable to equity Group income
holders of the Company statement 114.9 109.4 112.1 211.8
Amortisation and impairment of
intangible assets (excluding software
amortisation and net of related
tax) of EUR3.8 million (2016:
EUR3.6 million) 15.9 13.1 13.5 27.3
Exceptional items (net of related
tax) Note 7 10.9 7.2 7.5 14.8
--------------------------------------- --------------------- ----------- ----------- ------------ -----------
Adjusted net income 141.7 129.7 133.1 253.9
-------------------------------------------------------------- ----------- ----------- ------------ -----------
Weighted average number of ordinary
shares in issue Note 13 295,021,165 295,127,674 295,127,674 295,130,809
Adjusted Earnings Per Share (cent) 48.04 43.96 45.10 86.02
-------------------------------------------------------------- ----------- ----------- ------------ -----------
Constant currency growth 6.5%
Weighted number of ordinary shares
in issue for calculation of diluted
EPS 295,868,953 296,252,663 295,120,126 296,120,126
Diluted Adjusted Earnings Per
Share (cent) 47.9 43.79 45.1 85.73
-------------------------------------------------------------- ----------- ----------- ------------ -----------
G 6.1 Profit attributable to equity holders of the Company:
Danish
USD EUR GBP Krone Other Total
HY 2016 vs HY 2017 EUR'm EUR'm EUR'm EUR'm EUR'm EUR'm
---------------------------------- ------ ------ ------ ------ ------ ------
HY 2016 Profit attributable to
equity holders of the Company:
- retranslated - euro equivalent 99.6 11.1 2.9 (0.3) (3.9) 109.4
HY 2016 Profit attributable to
equity holders of the Company:-
retranslated - euro equivalent 102.7 11.1 2.6 (0.3) (4.0) 112.1
HY 2017 Actual 114.9
----------------------------------- ------ ------ ------ ------ ------ ------
*As represented to reflect the impact of discontinued operations (note 9) and the exclusion of software amortisation net of related tax.
G 6.2 Amortisation excluding software amortisation (net of related tax):
Danish
USD EUR GBP Krone Other Total
HY 2016 vs HY 2017 EUR'm EUR'm EUR'm EUR'm EUR'm EUR'm
--------------------------------------- ------ ------ ------ ------ ------ ------
HY 2016 Amortisation excluding
software amortisation (net of related
tax) - retranslated - euro equivalent 12.3 0.5 - 0.3 - 13.1
HY 2016 Amortisation excluding
software amortisation (net of related
tax)- retranslated - euro equivalent 12.7 0.5 - 0.3 - 13.5
HY 2017 Actual 15.9
---------------------------------------- ------ ------ ------ ------ ------ ------
G 6.3 Exceptional items (net of related tax):
Danish
USD EUR GBP Krone Other Total
HY 2016 vs HY 2017 EUR'm EUR'm EUR'm EUR'm EUR'm EUR'm
------------------------------------ ------ ------ ------ ------ ------ ------
HY 2016 Exceptional items
(net of related tax)- retranslated
- euro equivalent 6.6 0.7 - - - 7.3
HY 2016 Exceptional items
(net of related tax)- retranslated
- euro equivalent 6.8 0.7 - - - 7.5
HY 2017 Actual 10.9
------------------------------------- ------ ------ ------ ------ ------ ------
G 7. Pro-forma Adjusted Earnings Per Share
Pro-forma Adjusted Earnings Per Share is defined as the net profit from continuing operations attributable to the equity holders of Glanbia plc, before exceptional items and intangible asset amortisation (excluding amortisation of software costs) net of related tax plus the Group's share (40%) of the profits after tax of Dairy Ireland and related assets, before exceptional items and intangible asset amortisation (excluding amortisation of software costs) net of related tax.
The Group believes that pro-forma Adjusted Earnings Per Share is more reflective of the revised structure of the Group following the disposal of 60% of Dairy Ireland and related assets.
G 7.1 Reconciliation of prior year Adjusted Earnings Per Share to pro-forma Adjusted Earnings Per Share
Adjusted EPS on a pro forma basis has been calculated to set out the EPS on the basis that the Dairy Ireland transaction had taken place on 1 January 2016 reflecting the revised structure of the Group following the sale of Dairy Ireland. The impact of the exclusion of software amortisation net of related tax has also been included.
Reference to the Half year Year
interim financial 2016 2016
statements/glossary EUR'm EUR'm
------------------------------------- --------------------- ----------- -----------
Profit attributable to equity Condensed Group
holders of the Parent income statement 109.4 211.8
Amortisation of intangible assets
(net of related tax) 15.5 31.6
Amortisation of Joint Ventures
& Associates (net of related tax) 0.3 0.5
Exceptional items (net of related Condensed Group
tax) income statement 7.2 14.8
Adjusted net income 132.4 258.7
------------------------------------------------------------- ----------- -----------
(a) Software amortisation (net
of related tax) (2.7) (4.8)
(b) Discontinued operations adjusted
net income (100%) (16.0) (27.6)
(c) 40% share of discontinued
operations adjusted net income 6.4 11.0
------------------------------------------------------------- ----------- -----------
Adjusted net income (pro-forma) 120.1 237.3
------------------------------------------------------------- ----------- -----------
Weighted average number of ordinary
shares in issue Note 13 295,127,674 295,130,809
Adjusted Earnings Per Share (cent)
- pro-forma 40.71 80.40
------------------------------------------------------------- ----------- -----------
Weighted number of ordinary shares
in issue for calculation of Diluted
EPS Note 13 296,252,663 296,120,126
Diluted Adjusted Earnings Per
Share (cent) pro-forma 40.55 80.14
------------------------------------------------------------- ----------- -----------
(a) Amortisation in respect of software no longer being added back when calculating earnings. Adjustment reflects the reduction for the software element of amortisation net of related tax added back in prior year.
(b) Discontinued activities - removal of 100% of the profit after tax before exceptional items and intangible asset amortisation (excluding amortisation of software costs) net of related tax from discontinued activities. The ongoing retained element of Dairy Ireland (40%) is added back as part of adjustment 3 below.
(c) Add back of the 40% of Dairy Ireland profit after tax before exceptional items and intangible asset amortisation (excluding amortisation of software costs) net of related tax (reflecting Dairy Ireland as a Joint Venture from 3 January 2016).
G 7.2 Pro-forma Adjusted Earnings Per Share
Half year
Reference 2016
to the interim Half year Half year Constant Year
financial 2017 2016 currency 2016
statements/glossary EUR'm EUR'm EUR'm EUR'm
------------------------------------- --------------------- ----------- ----------- ----------- -----------
Adjusted net income G6 141.7 129.7 133.1 253.9
Discontinued operations adjusted
net income (100%) (9.6) (16) (16) (27.6)
40% of Discontinued operations
adjusted net income 3.9 6.4 6.4 11.0
Adjusted net income (pro-forma) 136.0 120.1 123.5 237.3
------------------------------------------------------------ ----------- ----------- ----------- -----------
Weighted average number of ordinary
shares in issue 295,021,165 295,127,674 295,127,674 295,130,809
Adjusted Earnings Per Share (cent)
pro-forma 46.09 40.71 41.85 80.40
------------------------------------------------------------ ----------- ----------- ----------- -----------
Weighted number of ordinary shares
in issue for calculation of diluted
EPS 295,868,953 296,252,663 296,252,663 296,120,126
Diluted Adjusted Earnings Per
Share (cent) pro-forma 45.96 40.55 41.86 80.14
------------------------------------------------------------ ----------- ----------- ----------- -----------
G 8. Financing Key Performance Indicators
The following are the financing key performance indicators defined as per the Group's financing agreements.
G 8.1 Net debt: adjusted EBITDA
Net debt: adjusted EBITDA is calculated as net debt at the end of the period divided by adjusted EBITDA. Net debt is calculated as total financial liabilities (excluding debt issue costs) less cash and cash equivalents. Adjusted EBITDA is calculated as EBITDA for the wholly owned businesses (as defined under operating cashflow) plus dividends received from Joint Ventures & Associates, and in the event of an acquisition in the year, includes pro-forma EBITDA as though the acquisition date had been at the beginning of the year. Adjusted EBITDA is a rolling 12 month measure.
Reference to the Half year Half year Year
interim financial 2017 2016 2016
statements/glossary EUR'm EUR'm EUR'm
--------------------------- --------------------- --------- --------- -------
Financial liabilities Note 16 906.3 739.2 656.4
Cash and cash equivalents Note 16 (297.9) (94.9) (218.9)
--------------------------- --------------------- --------- --------- -------
Condensed statement
Net debt of cashflows 608.4 644.3 437.5
--------------------------- --------------------- --------- --------- -------
Adjusted EBITDA 374.2 352.0 368.8
-------------------------------------------------- --------- --------- -------
Net debt : adjusted EBITDA 1.63 1.83 1.19
-------------------------------------------------- --------- --------- -------
G8.1.1 HY 2017 Rolling Adjusted EBITDA
Reference Rolling
to the interim Year Half year Rolling Half year 12 month
financial 2016 2016 Adjustment 2017 period
statements/glossary EUR'm EUR'm EUR'm EUR'm EUR'm
----------------------------------- --------------------- ------ --------- ----------- --------- ---------
Earnings before interest, tax Condensed
and amortisation (pre-exceptional Group income
EBITA Continuing and Discontinued statement/Note
operations) 9 305.1 (157.4) 147.7 159.4 307.1
Depreciation Note 23 50.2 (24.6) 25.6 26.9 52.5
Grant amortisation Note 23 (0.4) 0.1 (0.3) (0.2) (0.4)
----------------------------------- --------------------- ------ --------- ----------- --------- ---------
Earnings before interest, tax,
depreciation and amortisation
(pre-exceptional EBITDA) 354.9 (181.9) 173.0 186.1 359.1
---------------------------------------------------------- ------ --------- ----------- --------- ---------
Condensed
Dividends received from Equity Group statement
accounted investees of cashflows 13.8 (2.2) 11.6 2.7 14.3
Acquisition pro-forma EBITDA - - - 0.8 0.8
---------------------------------------------------------- ------ --------- ----------- --------- ---------
Adjusted EBITDA 368.7 (184.1) 184.6 189.6 374.2
---------------------------------------------------------- ------ --------- ----------- --------- ---------
G8.1.2 HY 2016 Rolling Adjusted EBITA
Rolling
Year Half year Rolling Half year 12 month
2015 2015 Adjustment 2016 period
EUR'm EUR'm EUR'm EUR'm EUR'm
------------------------------------------------ ------ --------- ----------- --------- ---------
Earnings before interest, tax and
amortisation (pre-exceptional EBITA) 271.0 (138.5) 132.5 157.4 289,9
Depreciation 43.1 (21.2) 21.9 24.6 46.5
Grant amortisation (0.2) 0.1 (0.1) (0.1) (0.2)
------------------------------------------------- ------ --------- ----------- --------- ---------
Earnings before interest, tax,
depreciation and amortisation (pre-exceptional
EBITDA) 313.9 (159.6) 154.3 181.9 336.2
------------------------------------------------- ------ --------- ----------- --------- ---------
Dividends received from Equity
accounted investees 14.9 (3.2) 11.7 2.2 13.9
Acquisition pro-forma EBITDA 1.9 - 1.9 - 1.9
------------------------------------------------- ------ --------- ----------- --------- ---------
Adjusted EBITDA 330.7 (162.8) 167.9 184.1 352.0
------------------------------------------------- ------ --------- ----------- --------- ---------
G8.2 Adjusted EBIT: Net finance cost
Adjusted EBIT: net finance cost is calculated as earnings before interest and tax plus dividends received from Equity accounted investees divided by net finance cost. Net finance cost comprises finance costs less finance income per the condensed Group income statement plus capitalised borrowing costs.
Reference to the Half year Half year Year
interim financial 2017 2016 2016
statements/glossary EUR'000 EUR'm EUR'm
----------------------------------- --------------------- --------- --------- ------
Operating profit - pre-exceptional G8.2.1/G8.2.2 264.3 255.0 265.4
Dividends received from Equity
accounted investees G8.1.1/G8.1.2 14.3 13.9 13.8
----------------------------------- --------------------- --------- --------- ------
Adjusted EBIT 278.6 268.9 279.2
--------- ------
Net finance costs G8.2.3/G8.2.4 24.5 23.6 24.3
----------------------------------- --------------------- --------- --------- ------
Adjusted EBIT : net finance cost 11.4 11.4 11.5
---------------------------------------------------------- --------- --------- ------
G8.2.1 HY 2017 Rolling operating profit - pre-exceptional
Rolling
Reference to Year Half year Rolling Half year 12 month
the interim financial 2016 2016 Adjustment 2017 period
statements/glossary EUR'm EUR'm EUR'm EUR'm EUR'm
---------------------------------- ----------------------- ------ --------- ----------- --------- ---------
Condensed Group
income statement/Note
Operating profit- pre-exceptional 9 265.4 (138.0) 127.4 136.9 264.3
---------------------------------- ----------------------- ------ --------- ----------- --------- ---------
G8.2.2 HY 2016 Rolling operating profit - pre-exceptional
Rolling
Year Half year Rolling Half year 12 month
2015 2015 Adjustment 2016 period
EUR'm EUR'm EUR'm EUR'm EUR'm
---------------------------------- ------ --------- ----------- --------- ---------
Operating profit- pre-exceptional 239.9 (122.9) 117.0 138.0 255.0
----------------------------------- ------ --------- ----------- --------- ---------
G8.2.3 HY 2017 Rolling net finance costs
Capitalised Rolling
Reference to Finance Finance borrowing 12 month
the interim financial costs income costs period
Half year 2017 statements/glossary EUR'm EUR'm EUR'm EUR'm
-------------------- ----------------------- ------- ------- ----------- ---------
Full year 2016 Note 10 (25.2) 2.4 (1.5) -
Less half year 2016 Note 10 12.7 (1.1) 0.5 -
Add half year 2017 Note 10 (13.3) 1.5 (0.5) -
-------------------- ------------------------ ------- ------- ----------- ---------
(25.8) 2.8 (1.5) (24.5)
-------------------------------------------- ------- ------- ----------- ---------
G8.2.4 HY 2016 Rolling net finance costs
Capitalised Rolling
Reference to Finance Finance borrowing 12 month
the interim financial costs income costs period
Half year 2016 statements/glossary EUR'm EUR'm EUR'm EUR'm
-------------------- ----------------------- ------- ------- ----------- ---------
Full year 2015 (22.8) 1.7 (2.4) -
Less half year 2015 11.6 (0.9) 1.2 -
Add half year 2016 Note 10 (12.7) 1.2 (0.5) -
-------------------- ------------------------ ------- ------- ----------- ---------
(23.9) 2.0 (1.7) (23.6)
-------------------------------------------- ------- ------- ----------- ---------
G 9. Exceptional costs
The Group has adopted an income statement format that seeks to highlight significant items within the Group results for the year. Such items may include restructuring, impairment of assets, adjustments to contingent consideration, material acquisition integration costs, restructuring costs, profit or loss on disposal or termination of operations, material acquisition costs, litigation settlements, legislative changes, gains or losses on defined benefit pension plan restructuring and profit or loss on disposal of investments. Judgement is used by the Group in assessing the particular items
which by virtue of their scale and nature should be disclosed in the income statement and notes as exceptional items.
G 10. Volume increase/decrease
This represents the impact of sales volumes within the revenue movement year on year from wholly owned businesses, excluding volume from acquisitions, on a constant currency basis.
G 11. Pricing increase/decrease
This represents the impact of sales pricing within the revenue movement year on year from wholly owned businesses, excluding acquisitions, on a constant currency basis.
G 12. Like for like branded revenue growth/(decline)
This represents the sales growth/(decline) year on year on branded sales, excluding acquisitions, on a constant currency basis.
G 13. Effective tax rate
Reference to the Half year Half year
interim financial 2017 2016
statements/glossary EUR'm EUR'm
------------------------------- --------------------- --------- ---------
Condensed Group
Profit before tax income statement 137.0 120.4
Less share of results of Joint Condensed Group
Ventures & Associates income statement (22.3) (11.1)
114.7 109.3
Condensed Group
Income tax (pre-exceptional) income statement 20.5 19.4
------------------------------- ---------------------- --------- ---------
Effective tax rate 17.9% 17.7%
------------------------------------------------------- --------- ---------
G 14. Capital expenditure
Reference to the Half year Half year
interim financial 2017 2016
statements/glossary EUR'm EUR'm
---------------------------------------- ------------------------ --------- ---------
Business sustaining capital expenditure 14.2 13.9
Strategic capital expenditure 19.1 27.8
Total capital expenditure 33.3 41.7
------------------------------------------------------------------- --------- ---------
Capital expenditure reconciled to the Condensed
Group statement of cashflows:
Purchase of property, plant and Condensed Group
equipment statement of cashflows 23.9 34.5
Condensed Group
Purchase of intangible assets statement of cashflows 9.4 7.2
---------------------------------------- ------------------------- --------- ---------
Total capital expenditure per the Condensed Group
statement of cashflows 33.3 41.7
------------------------------------------------------------------ --------- ---------
Business sustaining capital expenditure
The Group defines business sustaining capital expenditure as the expenditure required to maintain/replace existing assets with a high proportion of expired useful life. This expenditure does not attract new customers or create the capacity for a bigger business. It enables the Group to keep running at current throughput rates but also keep pace with regulatory and environmental changes as well as complying with new requirements from existing customers.
Strategic capital expenditure
The Group defines strategic capital expenditure as the expenditure required to facilitate growth and generate additional returns for the Group. This is
generally expansionary expenditure beyond what is necessary to maintain the Group's current competitive position.
G 15. EBITDA
EBITDA is defined as earnings before interest, tax, amortisation and depreciation excluding exceptional items.
G 16. Average interest rate
The average interest rate is defined as the annualised interim net finance costs (pre-capitalised borrowing costs) divided by the average net debt as at the reporting period.
G17. Pro-forma revenue
Pro-forma revenue is defined as the revenue of Glanbia Ireland if the Dairy Ireland transaction had occurred on 3 January 2016.
Reference to the Year
interim financial 2016
statements/glossary EUR'm
-------------- --------------------- -------
Dairy Ireland Note 4.1 616.2
GIID 2016 Annual Report 833.4
1,449.6
------------------------------------ -------
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR KKLFBDVFFBBE
(END) Dow Jones Newswires
August 10, 2017 02:01 ET (06:01 GMT)
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