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JD. Jd Sports Fashion Plc

119.15
-3.75 (-3.05%)
24 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Jd Sports Fashion Plc LSE:JD. London Ordinary Share GB00BM8Q5M07 ORD 0.05P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  -3.75 -3.05% 119.15 119.75 119.85 124.10 119.55 123.05 16,976,445 16:35:22
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Sport Gds Stores, Bike Shops 10.13B 142.5M 0.0275 43.55 6.21B

JD Sports Fashion Plc Final Results (1267C)

11/04/2017 7:00am

UK Regulatory


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TIDMJD.

RNS Number : 1267C

JD Sports Fashion Plc

11 April 2017

11 April 2017

JD SPORTS FASHION PLC

PRELIMINARY RESULTS

FOR THE 52 WEEKSED 28 JANUARY 2017

JD Sports Fashion Plc (the "Group"), a leading retailer of sports, fashion and outdoor brands, today announces its Preliminary Results for the 52 weeks ended 28 January 2017 (2016: 52 weeks ended 30 January 2016).

 
                                              2017        2016   % Change 
                                            GBP000      GBP000 
 
 Revenue                                 2,378,694   1,821,652       +31% 
 
 Gross profit %                              48.9%       48.5% 
 
 Operating profit (before exceptional 
  items)*                                  246,212     158,902       +55% 
 Net interest expense                      (1,425)     (1,775) 
 
 Profit before tax and exceptional 
  items*                                   244,787     157,127       +56% 
 Exceptional items                         (6,419)    (25,496) 
                                        ----------  ---------- 
 
 Profit before tax                         238,368     131,631       +81% 
                                        ----------  ---------- 
 
 Basic earnings per ordinary share 
  (a)                                       18.38p      10.03p 
 Adjusted earnings per ordinary 
  share (a)*                                19.04p      12.27p 
 
 Total dividend payable per ordinary 
  share                                      1.55p       1.48p 
 
 Net cash at period end (b)                213,600     209,421 
 

a) The prior year has been restated to reflect the 5:1 share split which was approved by shareholders at a General Meeting on 24 November 2016

b) Net cash consists of cash and cash equivalents together with interest-bearing loans and borrowings

c) Throughout this release '*' indicates first instance of a term defined and explained in the Glossary at the end of these preliminary results

Group Highlights

-- Record result with headline profit before tax and exceptional items of GBP244.8 million (2016: GBP157.1 million) and profit before tax increasing by 81% to GBP238.4 million (2016: GBP131.6 million).

   --      A third consecutive year of double digit store LFL* growth in Sports Fashion. 

-- European development accelerated with a net increase of 54 stores (2016: 38 stores) for the JD fascia across Europe.

-- As part of our international strategy, a further two stores in Malaysia opened in the year with a further store opened in the new financial year. The first JD store in Australia is due to open shortly.

-- Blacks and Millets delivered a positive result for the first time and the acquisition of the market leading Go Outdoors business will further develop our overall Outdoors proposition.

-- Period end net cash of GBP213.6 million (2016: GBP209.4 million) with the significant investments in the year on both acquisitions, principally Go Outdoors, and capital expenditure funded by the inherently strong cash generative nature of our retail fascias.

-- Total capital expenditure of GBP88.0 million (2016: GBP83.5 million) which is expected to increase further in the new financial year as the international rollout of JD continues to gain momentum.

-- Sales, gross margin and operating profit / (loss) before exceptional items of the two business segments are tabulated below:

 
 Period to 28 
  January 2017            Sports Fashion     Outdoor       Total 
                                  GBP000      GBP000      GBP000 
 
 Gross revenue                 2,180,553     198,141   2,378,694 
 Intersegment                          -           -           - 
  revenue 
                       -----------------  ----------  ---------- 
 
 Revenue                       2,180,553     198,141   2,378,694 
                       -----------------  ----------  ---------- 
 
 Gross margin 
  %                                49.4%       43.7%       48.9% 
                       -----------------  ----------  ---------- 
 Operating profit 
  before exceptional 
  items                          245,056       1,156     246,212 
                       -----------------  ----------  ---------- 
 
 
 Period to 30 
  January 2016           Sports Fashion     Outdoor       Total 
                                 GBP000      GBP000      GBP000 
 
 Gross revenue                1,666,477     155,313   1,821,790 
 Intersegment 
  revenue                         (138)           -       (138) 
                      -----------------  ----------  ---------- 
 
 Revenue                      1,666,339     155,313   1,821,652 
                      -----------------  ----------  ---------- 
 
 Gross margin 
  %                               49.0%       43.3%       48.5% 
                      -----------------  ----------  ---------- 
 Operating profit 
  / (loss) before 
  exceptional items             162,864     (3,962)     158,902 
                      -----------------  ----------  ---------- 
 

-- Final dividend payable increased by 4.8% to 1.30p (2016 restated: 1.24p) bringing the total dividends payable for the year to 1.55p (2016 restated: 1.48p) per ordinary share, an increase of 4.7%.

Peter Cowgill, Executive Chairman, said:

"This has been another period of very significant progress for the Group with the headline profit before tax and exceptional items increased by 56% to GBP244.8 million (2016: GBP157.1 million). Over a three year period the result has improved by more than 190% which is an outstanding performance and provides the Group with a robust platform for further development.

"The foundation of this success remains our core Sports Fashion fascias where JD's continued strength in its core markets is increasingly being complemented by momentum in our international development, with a net increase of 54 JD stores across mainland Europe during the year.

"It is a great testament to the strength and quality of the people at every level in our businesses that we have been able to consistently deliver outstanding results over a number of years. Our continued strength is principally due to their talent, energy and commitment and I thank everybody involved across the Group for delivering these excellent results.

"Whilst we must recognise that there are external influences which may impact the latter part of the year, notably inflationary pressures arising from Brexit, the Board remains confident in the robustness of the JD proposition and believes that the Group is well positioned for further profitable growth."

Enquiries:

JD Sports Fashion Plc Tel: 0161 767 1000

Peter Cowgill, Executive Chairman

Brian Small, Chief Financial Officer

MHP Communications Tel: 0203 128 8100

Andrew Jaques

Barnaby Fry

Gina Bell

Executive Chairman's Statement

Introduction

This has been another period of very significant progress for the Group with the headline profit before tax and exceptional items increased by 56% to GBP244.8 million (2016: GBP157.1 million). Over a three year period the result has improved by more than 190% which is an outstanding performance and provides the Group with a robust platform for further development.

The foundation of this success remains our core* Sports Fashion fascias where JD's continued strength in its core markets is increasingly being complemented by momentum in our international development, with a net increase of 54 JD stores across mainland Europe during the year. We firmly believe that our approach of presenting a unique and often exclusive sports and fashion premium brand offer in a truly multichannel environment, where innovative digital technology is integrated into a vibrant retail theatre, continues to increase the attractiveness and desirability of our product ranges. These factors provide our stores with a real point of difference for both consumers and our branded supplier partners.

We are fully aware that athletic inspired footwear and apparel has been on trend throughout Europe for a number of seasons. However, whilst this tailwind has clearly had a positive influence, the key to our success in recent years has been the way that we have leveraged these favourable market conditions with our strengthening profitability, a payback for the investments we have made over a number of years to develop the JD retail concept and strengthen our core commercial practices. We continue to invest in these areas, particularly visual merchandising systems, in-store environment and creative marketing as we believe that it is JD's market leading standards in these areas that resonate with an increasing number of brands. Having flexibility in our brand line up is critical and enables us to maintain a trend appropriate assortment.

Although the UK's vote to leave the European Union means that there will be some uncertainties for the immediately foreseeable future, our international expansion will remain a clear strategic focus. There is an ongoing process to strengthen and build the management team and other core operational infrastructure to support an expansion over a wider geography.

In November we acquired the Go Outdoors business for cash consideration of GBP112.3 million with the Group also assuming net debt of approximately GBP11.4 million. Go Outdoors had 58 stores across the UK at acquisition, the majority of which are in destination locations outside city centres, and was a compelling opportunity for a number of reasons:

-- It is active in a range of categories where the Group has either no presence or only a limited presence, including cycling

-- Its out of town destination format is complementary to the high street model of Blacks and Millets

-- Go Outdoors has considerable expertise in developing consumer engagement through its membership scheme and we believe that there are opportunities to enhance this further by drawing on JD's expertise in multichannel retail

The acquisition of Go Outdoors is currently under review by the Competition and Markets Authority which has issued the Group with an enforcement order which obliges us to operate the Go Outdoors business separately to our pre-existing Outdoors businesses until they have completed their review. We are complying and assisting fully with this process in order that it can be completed in the most timely and efficient manner.

Sports Fashion

Sports Fashion has had an exceptional year with operating profits (before exceptional items) increasing by 50% to GBP245.0 million (2016: GBP162.9 million). Like for like store sales growth in the period across our European fascias (excluding those businesses acquired in the year) was over 10% which was very pleasing given the strong like for like growth achieved in the previous three years. It would be unreasonable to expect like for like sales growth to be maintained at this level for a further year although we are confident of our ability to exploit the opportunities that continue to exist domestically and, increasingly, internationally.

There has been further progress in Europe during the period with new stores in all of our existing territories, including larger space flagship stores in Cologne and Brussels, complemented by two acquisitions:

-- In March we acquired the trade and store assets of the Aktiesport and Perry Sport retail fascias in the Netherlands from the trustee in bankruptcy of Unlimited Sports Group BV. Our initial focus has been to stabilise the distressed position by trading through a disjointed stock position, recommencing the supply chain, determining the optimal future store portfolio and rationalising an unsustainable operational infrastructure. Significant progress has been made in all of these areas, although it is very much an ongoing exercise and we would not expect these fascias, which are complementary rather than a competitor to the JD fascia, to make a significant contribution in the current financial year. We have begun to address the previous underinvestment in the store portfolio with a major refurbishment of the Perry Sport store on Kalverstraat in Amsterdam and a new store for Aktiesport in the Zuidplein Shopping Centre in Rotterdam.

-- In July we acquired 12 stores in Portugal which previously traded as The Athlete's Foot. These stores have now been converted to JD.

Elsewhere in Europe, our Chausport and Sprinter businesses have also both benefitted from the continuation of the favourable market trends and have traded positively in the period. We have also recently agreed a Memorandum of Understanding with Sonae - SGPS, SA. This sets out the basis for the creation of an Iberian Sports Retail Group combining the Group's existing businesses in Spain and Portugal with the Sport Zone business of Sonae, which is one of the largest sports retailers in the region.

Further afield, we expanded our presence in Malaysia during the period with two additional JD stores in Kuala Lumpur and a fourth store, also in Kuala Lumpur, opened after the year end. These are complemented by the acquisition from our joint venture partner (Stream Enterprises) of 20 small multi-brand stores trading as Sports Empire, Revolution and The Marathon Shop. We have also acquired 32 stores trading as Glue and Superglue in Australia. This business and its management will provide the platform to open JD in Australia with development works ongoing for the first store which will be at the Melbourne Central Shopping Centre. This store will open in Spring 2017 and we anticipate further openings elsewhere in Australia during the year.

We are pleased with the positive performance in our principal fashion businesses, in particular Tessuti, which is gaining momentum and regional presence following the acquisition of stores which traded as Infinities, Aspecto, ML Clothing and Xile. Mainline Menswear, which is an online retailer of premium fashion brands, has also performed exceptionally well with the Scotts business maintaining its profitability after strong growth in the previous year. We would anticipate further positive developments in our Fashion businesses in the current financial year as we build on our previous investments to create strong relationships with the major global premium brands.

The customers in our core JD fascia are extremely digitally aware with a high propensity to use social media in their purchasing decisions. Consequently, we continue to invest heavily in creating a technology rich multichannel environment which not only provides the customer with information about the product but also helps increase the desire to purchase. This digitally integrated approach gives positive benefits to our stores as well as our trading websites with online sales now representing 13.2% of total fascia sales (2016: 10.4%) in JD's principal UK and Ireland market.

The overall gross margin in Sports Fashion is slightly higher than the previous year reflecting continuing low markdown levels and the impact of the stronger Euro on JD's Euro denominated businesses where product is sourced and distributed from the UK. The weakening of sterling against the US Dollar after the Brexit vote will cause some headwinds on margin in 2017 but, working with our global brand partners, we believe we are in a reasonable position to mitigate against these.

Outdoor

The Outdoor fascias have made encouraging progress in the year delivering an operating profit for the first time with an overall segment operating profit before exceptional items of GBP1.2m (2016: loss of GBP4.0 million).

The result in the Blacks and Millets business has improved as we see the positive benefits from actions taken previously to simplify the operational leadership, improve the camping offer and reduce the level of markdowns. The smaller Tiso business, which operates largely in Scotland, has also delivered a positive result and having dealt with a number of legacy underperforming stores now has a better platform from which to develop.

Go Outdoors, which we acquired towards the end of the year, has not had a material impact on the current year results. We are confident that this acquisition will enhance our overall Outdoor offer in the longer term although investment in core operational infrastructure, principally IT and Logistics, will be required to enable the business to reach its full potential. We also believe that there will be opportunities for the Go Outdoors business to leverage from the Group's strength and considerable experience in merchandising management.

Margins were improved over the full year with reduced levels of discounting although these were negated slightly by lower margins in the Go Outdoor business. We continually strive for further improvements in margins but the breadth of supply from the key Outdoor brands into the market and the wide availability of vertically sourced product from both specialist and non-specialist retailers means that Outdoor will inevitably remain a competitive sector.

Financial Summary

Revenue, gross margin and overheads

Total revenue increased by 31% in the year to GBP2,378.7 million (2016: GBP1,821.7 million). Like for like store sales for the 52 week period across all Group fascias, including those in Europe, increased by a further 10%, which was another exceptional performance given the growth seen in previous years.

Total gross margin in the year of 48.9% was slightly ahead of the prior year (2016: 48.5%). Both segments saw improved margins with Sports Fashion increased to 49.4% (2016: 49.0%) and Outdoor increased to 43.7% (2016: 43.3%).

Operating profits and results

Operating profit (before exceptional items) increased substantially by GBP87.3 million to GBP246.2 million (2016: GBP158.9 million) driven by a very strong performance in Sports Fashion with Outdoor delivering a profit for the first time. Operating profit (before exceptional items) has now increased by approximately 140% over the last two financial years (2015: GBP102.2 million).

There were exceptional items in the year of GBP6.4 million (2016: GBP25.5 million) from the impairment of certain intangible assets.

The exceptional items comprised:

 
                                       2017    2016 
                                       GBPm    GBPm 
 
 Non-cash impairment of intangible 
  assets (1)                            6.4    10.6 
 Termination of project to replace 
  core IT systems (2)                     -    14.9 
 
 Total exceptional charge               6.4    25.5 
                                     ======  ====== 
 

1. The charge in the period to 28 January 2017 relates to the non-cash impairment of the fascia name balance arising in prior years on the acquisition of ActivInstinct Limited, the fascia name arising in the year on the acquisition of Aspecto Holdings Limited and Infinities Retail Group Holdings Limited and the impairment of the goodwill arising in the year on the acquisition of 2Squared Agency Limited. The charge in the period to 30 January 2016 relates to the non-cash impairment of the goodwill arising in prior years on the acquisition of ActivInstinct Limited, a partial impairment of the Blacks fascia name and the impairment of other goodwill and fascia name balances which were not significant.

2. One off exceptional charge in the period to 30 January 2016 writing off costs incurred on a terminated IT project.

Group profit before tax in the year ultimately increased by 81% to GBP238.4 million (2016: GBP131.6 million).

Working Capital and Cash

The net cash balance at the end of the year was GBP213.6 million (2016: GBP209.4 million) with the expansionary investments, comprising both acquisitions and capital expenditure, funded by strong cash generation from the ongoing trading in our core retail fascias combined with an ongoing focus on robust stock management disciplines.

Cash consideration on acquisitions in the year, net of cash acquired, was GBP138.6m (2016: GBPnil). We will continue to make selected acquisitions and investments where they benefit our strategic development.

Gross capital expenditure (excluding disposal costs) increased by GBP4.5 million to GBP88.0 million (2016: GBP83.5 million). The primary focus of our capital expenditure remains our retail fascias with the spend in the year increasing by GBP12.3 million to GBP64.0 million (2016: GBP51.7 million). International expansion now accounts for more than 50% of this spend with capital expenditure in our retail fascias outside of our core UK and Ireland markets increased by GBP9.7 million to GBP35.7 million (2016: GBP26.0 million). Given our focus on international development and the increased number of territories that the Group operates in, we would anticipate a significant increase in the expenditure on our retail fascias in the new financial year.

Elsewhere, we have now commenced a project to expand our internal use of the existing Kingsway warehouse site. This will be completed later in this financial year with a total projected cost of approximately GBP20 million. Work will also commence shortly on the construction of a 352,000 sqft extension to the Kingsway facility with the site scheduled to be handed over in Spring 2018. The subsequent cost that the Group will incur for the initial phase of fitting out this site, including automation equipment, has been estimated at up to GBP42 million although the majority of this spend will be incurred in the financial year to 2 February 2019.

Store Portfolio

During the period, store numbers have moved as follows:

Sports Fashion Fascias

 
                                                 Sub-Total 
   (Store         JD        JD      JD                  JD 
   Nos.)        UK &    Europe    Asia    Size     & Size?    Chausport    Sprinter     SUR    Australia    Other    Total 
                 ROI 
 
 Period 
  start          361       103       1      36         501           72         104       -            -       59      736 
 New stores       21        46       2       2          71            4          16       1            -        6       98 
 Transfers         -         1       -       1           2            -           -     (1)            -      (1)        - 
 Acquired          -        12       -       -          12            -           -     187           32       42      273 
 Closures       (13)       (5)       -     (2)        (20)          (1)         (1)    (23)            -     (12)     (57) 
              ------  --------  ------  ------  ----------  -----------  ----------  ------  -----------  -------  ------- 
 
 Period 
  end            369       157       3      37         566           75         119     164           32       94    1,050 
              ------  --------  ------  ------  ----------  -----------  ----------  ------  -----------  -------  ------- 
 
 (000 
  Sq Ft) 
 
 Period 
  start        1,371       222       4      63       1,660           81         973       -            -      144    2,858 
 New stores       88       144      15       3         250            4         109       4            -       16      383 
 Extensions       20         2       -       -          22            -           -       -            -        -       22 
 Transfers         -         4       -       1           5            -           -     (4)            -      (1)        - 
 Acquired          -        21       -       -          21            -           -     949          130      121    1,221 
 Closures       (50)       (7)       -     (2)        (59)          (2)        (13)   (113)            -     (35)    (222) 
 
 Period 
  end          1,429       386      19      65       1,899           83       1,069     836          130      245    4,262 
              ------  --------  ------  ------  ----------  -----------  ----------  ------  -----------  -------  ------- 
 

In addition, there were eight JD branded Gyms at the period end after four openings in the year.

Outdoor Fascias

 
 (Store                                Ultimate                   Go 
  Nos.)          Blacks     Millets    Outdoors     Tiso    Outdoors     Total 
 
 Period 
  start              60          99           7       16           -       182 
 New stores           3           7           -        -           -        10 
 Transfers            -           -           -        -           -         - 
 Acquired             -           -           -        -          58        58 
 Closures           (4)         (7)           -      (1)           -      (12) 
              ---------  ----------  ----------  -------  ----------  -------- 
 
 Period 
  end                59          99           7       15          58       238 
              ---------  ----------  ----------  -------  ----------  -------- 
 
 (000 Sq 
  Ft) 
 
 Period 
  start             207         205         163       97           -       672 
 New stores          11          12           -        -           -        23 
 Transfers            1         (1)           -        -           -         - 
 Acquired             -           -           -        -       1,699     1,699 
 Closures          (15)        (17)           -      (3)           -      (35) 
 
 Period 
  end               204         199         163       94       1,699     2,359 
              ---------  ----------  ----------  -------  ----------  -------- 
 

Dividends and Earnings per Share

The Board proposes paying a final dividend of 1.30p (2016 restated: 1.24p) bringing the total dividend payable for the year to 1.55p (2016 restated: 1.48p) per ordinary share, an increase of 4.7%. The proposed final dividend will be paid on 31 July 2017 to all shareholders on the register at 23 June 2017. We believe that this level of dividend strikes a fair balance for shareholders with appropriate capital retained to facilitate ongoing developments, particularly investment in the international Sports Fashion fascias, which will drive success for the Group, and therefore increased benefits to shareholders, over the longer term.

The adjusted earnings per ordinary share before exceptional items have increased by 55% to 19.04p (2016 restated: 12.27p).

The basic earnings per ordinary share have increased by 83% to 18.38p (2016 restated: 10.03p).

People

It is a great testament to the strength and quality of the people at every level in our businesses that we have been able to consistently deliver outstanding results over a number of years. Our continued strength is principally due to their talent, energy and commitment and I thank everybody involved across the Group for delivering these excellent results.

Given the importance of our people, we were greatly disappointed to be the subject of allegations made in late 2016 about working practices in our Kingsway warehouse, a sophisticated, efficient and fast growing facility which we are very proud of. As the wellbeing of all staff is a key priority for the Group and it is an area where we strive continually to improve performance, the Board appointed Deloitte to conduct an independent review of the allegations made. That review has now been completed and Deloitte's conclusion was that the allegations did not represent a balanced characterisation of working practices at Kingsway. As before, we remain committed to continually reviewing and implementing improvements in day to day procedures there.

Current Trading and Outlook

Whilst we must recognise that there are external influences which may impact the latter part of the year, notably inflationary pressures arising from Brexit, the Board remains confident in the robustness of the JD proposition and believes that the Group is well positioned for further profitable growth.

Given the significant shift in the timing of Easter this year, it is not relevant at this time to report any comparative current year trading figures.

Our next scheduled update will be the announcement of our Interim Results on 12 September 2017.

Peter Cowgill

Executive Chairman

11 April 2017

Consolidated Income Statement

For the 52 weeks ended 28 January 2017

 
 
                                                  52 weeks       52 weeks 
                                                        to             to 
                                       Note     28 January     30 January 
                                                      2017           2016 
                                                    GBP000         GBP000 
 
 Revenue                                         2,378,694      1,821,652 
 Cost of sales                                 (1,215,053)      (937,431) 
                                             -------------  ------------- 
 
 Gross profit                                    1,163,641        884,221 
 Selling and distribution 
  expenses - normal                              (812,972)      (648,333) 
 Administrative expenses 
  - normal                                       (106,272)       (78,228) 
 Administrative expenses 
  - exceptional                                    (6,419)       (25,496) 
 Other operating income                              1,815          1,242 
 
 Operating profit                                  239,793        133,406 
 
 Before exceptional items                          246,212        158,902 
 Exceptional items                     2           (6,419)       (25,496) 
                                                            ------------- 
 
 Operating profit                                  239,793        133,406 
 Financial income                                      767            388 
 Financial expenses                                (2,192)        (2,163) 
                                             -------------  ------------- 
 
 Profit before tax                                 238,368        131,631 
 Income tax expense                               (53,788)       (31,001) 
 
 Profit for the period                             184,580        100,630 
                                             -------------  ------------- 
 
 Attributable to equity 
  holders of the parent                            178,914         97,634 
 Attributable to non-controlling 
  interest                                           5,666          2,996 
 
 
   Basic earnings per ordinary 
   share                                3           18.38p         10.03p 
                                             -------------  ------------- 
 
   Diluted earnings per ordinary 
   share                                3           18.38p         10.03p 
                                             -------------  ------------- 
 

Consolidated Statement of Comprehensive Income

For the 52 weeks ended 28 January 2017

 
                                              52 weeks      52 weeks 
                                                    to            to 
                                            28 January    30 January 
                                                  2017          2016 
                                                GBP000        GBP000 
 
   Profit for the period                       184,580       100,630 
 
   Other comprehensive income: 
   Items that may be classified 
   subsequently to the Consolidated 
   Income Statement: 
   Exchange differences on translation 
   of foreign operations                        22,551         4,144 
 
 Total other comprehensive income 
  for the period                                22,551         4,144 
                                          ------------  ------------ 
 
 Total comprehensive income 
  and expense for the period 
  (net of income tax)                          207,131       104,774 
                                          ------------  ------------ 
 
 Attributable to equity holders 
  of the parent                                197,761       101,828 
 Attributable to non-controlling 
  interest                                       9,370         2,946 
                                          ------------  ------------ 
 

Consolidated Statement of Financial Position

As at 28 January 2017

 
                                           As at         As at 
                                      28 January    30 January 
                                            2017          2016 
                                          GBP000        GBP000 
 Assets 
 Intangible assets                       190,902        73,611 
 Property, plant and equipment           235,762       173,317 
 Other assets                             38,103        33,191 
 Deferred tax assets                           -           482 
 Total non-current assets                464,767       280,601 
                                    ------------  ------------ 
 
 Inventories                             348,007       238,324 
 Trade and other receivables             118,602        56,375 
 Cash and cash equivalents               247,560       215,996 
                                    ------------  ------------ 
 Total current assets                    714,169       510,695 
                                    ------------  ------------ 
 
 Total assets                          1,178,936       791,296 
                                    ------------  ------------ 
 
 Liabilities 
 Interest-bearing loans 
  and borrowings                        (31,431)       (6,301) 
 Trade and other payables              (469,062)     (324,964) 
 Provisions                              (1,015)       (1,132) 
 Income tax liabilities                 (33,648)      (15,757) 
                                    ------------  ------------ 
 Total current liabilities             (535,156)     (348,154) 
                                    ------------  ------------ 
 
 Interest-bearing loans 
  and borrowings                         (2,529)         (274) 
 Other payables                         (53,179)      (40,834) 
 Provisions                              (1,038)       (1,209) 
 Deferred tax liabilities                (8,192)             - 
                                    ------------  ------------ 
 Total non-current liabilities          (64,938)      (42,317) 
                                    ------------  ------------ 
 
 Total liabilities                     (600,094)     (390,471) 
                                    ------------  ------------ 
 
 Total assets less total 
  liabilities                            578,842       400,825 
                                    ------------  ------------ 
 
 Capital and reserves 
 Issued ordinary share capital             2,433         2,433 
 Share premium                            11,659        11,659 
 Retained earnings                       543,268       378,898 
 Other reserves                          (5,110)      (10,570) 
 
 Total equity attributable to 
  equity holders of the parent           552,250       382,420 
 Non-controlling interest                 26,592        18,405 
                                    ------------  ------------ 
 
 Total equity                            578,842       400,825 
                                    ------------  ------------ 
 

Consolidated Statement of Changes in Equity

For the 52 weeks ended 28 January 2017

 
                                                                                                             Total 
                                                                                                            Equity 
                                                                                           Foreign    Attributable 
                         Ordinary                                                         Currency       to Equity 
                            Share       Share     Retained     Treasury      Other     Translation         Holders 
                          Capital     Premium     Earnings      Reserve     Equity         Reserve          of The 
                           GBP000      GBP000       GBP000       GBP000     GBP000          GBP000          Parent 
                                                                                                            GBP000 
 
 Balance at 31 
  January 2015              2,433      11,659      297,161            -    (3,073)        (11,691)         296,489 
 
 Profit for the 
  period                        -           -       97,634            -          -               -          97,634 
 
 Other comprehensive 
  income: 
 Exchange differences 
  on translation 
  of foreign operations         -           -            -            -          -           4,194           4,194 
 
   Total other 
   comprehensive 
   income                       -           -            -            -          -           4,194           4,194 
                           ------  ----------  -----------  -----------  ---------  --------------  -------------- 
 
 Total comprehensive 
  income for the 
  period                        -           -       97,634            -          -           4,194         101,828 
 Dividends to equity 
  holders                       -           -     (13,820)            -          -               -        (13,820) 
 Acquisition of 
  non-controlling 
  interest                      -           -      (2,077)            -          -               -         (2,077) 
 
 Balance at 30 
  January 2016              2,433      11,659      378,898            -    (3,073)         (7,497)         382,420 
 
 Profit for the 
  period                        -           -      178,914            -          -               -         178,914 
 
 Other comprehensive 
  income: 
 Exchange differences 
  on translation 
  of foreign operations         -           -            -            -          -          18,847          18,847 
                           ------  ----------  -----------  -----------  ---------  --------------  -------------- 
 
   Total other 
   comprehensive 
   income                       -           -            -            -          -          18,847          18,847 
                           ------  ----------  -----------  -----------  ---------  --------------  -------------- 
 
 Total comprehensive 
  income for the 
  period                        -           -      178,914            -          -          18,847         197,761 
 Repurchase of 
  share capital 
  held as Treasury 
  Shares                                                       (15,926)                                   (15,926) 
 Dividends to equity 
  holders                       -           -     (14,501)            -          -               -        (14,501) 
 Put options held 
  by non-controlling 
  interest                      -           -      (2,180)            -      2,539               -             359 
 Acquisition of 
  non-controlling 
  interest                      -           -        2,052            -          -               -           2,052 
 Divestment of 
  non-controlling 
  interest                      -           -           85            -          -               -              85 
 
 Balance at 28 
  January 2017              2,433      11,659      543,268     (15,926)      (534)          11,350         552,250 
                           ------  ----------  -----------  -----------  ---------  --------------  -------------- 
 
 
 

Consolidated Statement of Changes in Equity (continued)

For the 52 weeks ended 28 January 2017

 
                                 Total Equity 
                                 Attributable     Non-Controlling 
                                    to Equity            Interest        Total 
                                      Holders              GBP000       Equity 
                                       of The                           GBP000 
                                       Parent 
                                       GBP000 
 
 Balance at 31 January 
  2015                                296,489              13,502      309,991 
 
 Profit for the 
  period                               97,634               2,996      100,630 
 
 Other comprehensive 
  income: 
 Exchange differences 
  on translation 
  of foreign operations                 4,194                (50)        4,144 
 
   Total other comprehensive 
   income                               4,194                (50)        4,144 
                                  -----------  ------------------  ----------- 
 
 Total comprehensive 
  income for the 
  period                              101,828               2,946      104,774 
 Dividends to equity 
  holders                            (13,820)               (120)     (13,940) 
 Acquisition of 
  non-controlling 
  interest                            (2,077)               2,077            - 
 
 Balance at 30 January 
  2016                                382,420              18,405      400,825 
 
 Profit for the 
  period                              178,914               5,666      184,580 
 
 Other comprehensive 
  income: 
 Exchange differences 
  on translation 
  of foreign operations                18,847               3,704       22,551 
                                  -----------  ------------------  ----------- 
 
   Total other comprehensive 
   income                              18,847               3,704       22,551 
                                  -----------  ------------------  ----------- 
 
 Total comprehensive 
  income for the 
  period                              197,761               9,370      207,131 
 Repurchase of share 
  capital held as 
  Treasury Shares                    (15,926)                   -     (15,926) 
 Dividends to equity 
  holders                            (14,501)               (656)     (15,157) 
 Put options held 
  by non-controlling 
  interest                                359                   -          359 
 Acquisition of 
  non-controlling 
  interest                              2,052             (2,052)            - 
 Divestment of non-controlling 
 interest                                  85                (85)            - 
 Non-controlling 
  interest arising 
  on acquisition                            -               1,610        1,610 
 
 Balance at 28 January 
  2017                                552,250              26,592      578,842 
                                  -----------  ------------------  ----------- 
 
 

Consolidated Statement of Cash Flows

For the 52 weeks ended 28 January 2017

 
                                             52 weeks      52 weeks 
                                                   to            to 
                                           28 January    30 January 
                                                 2017          2016 
                                               GBP000        GBP000 
 Cash flows from operating activities 
 Profit for the period                        184,580       100,630 
 Income tax expense                            53,788        31,001 
 Financial expenses                             2,192         2,163 
 Financial income                               (767)         (388) 
 Depreciation and amortisation 
  of non-current assets                        62,370        48,778 
 Forex (gains) / losses on monetary 
  assets and liabilities                      (5,371)         7,997 
 Loss on disposal of non-current                  320             - 
  assets 
 Termination of IT project                          -        14,896 
 Impairment of intangible fixed 
  assets                                        6,419        10,600 
 Increase in inventories                     (21,240)      (13,304) 
 (Increase) / decrease in trade 
  and other receivables                       (4,594)            47 
 Increase in trade and other 
  payables                                     43,895        55,738 
 Interest paid                                (2,192)       (2,163) 
 Income taxes paid                           (40,139)      (29,981) 
                                         ------------  ------------ 
 Net cash from operating activities           279,261       226,014 
                                         ------------  ------------ 
 
 Cash flows from investing activities 
 Interest received                                767           388 
 Proceeds from sale of non-current 
  assets                                        2,431         1,145 
 Investment in bespoke software 
  development                                 (3,843)       (4,401) 
 Acquisition of property, plant 
  and equipment                              (77,229)      (72,765) 
 Acquisition of non-current 
  other assets                                (6,886)       (6,343) 
 Acquisition of subsidiaries,               (138,568)             - 
  net of cash acquired 
 Net cash used in investing 
  activities                                (223,328)      (81,976) 
                                         ------------  ------------ 
 
 Cash flows from financing activities 
 Repayment of interest-bearing 
  loans and borrowings                        (3,133)         (191) 
 Repayment of finance lease 
  liabilities                                   (148)          (30) 
 Draw down of finance lease 
  liabilities                                       -            75 
 Repayment of syndicated bank 
  facility                                          -      (31,000) 
 Subsidiary shares repurchased               (14,815)             - 
  and held as Treasury Shares 
 Equity dividends paid                       (14,501)      (13,820) 
 Dividends paid to non-controlling 
  interest in subsidiaries                      (656)         (120) 
                                         ------------  ------------ 
 Net cash used in financing 
  activities                                 (33,253)      (45,086) 
                                         ------------  ------------ 
 
   Net increase in cash and cash 
   equivalents                                 22,680        98,952 
 
 Cash and cash equivalents at 
  the beginning of the period                 209,859       115,697 
 Foreign exchange gains / (losses) 
  on cash and cash equivalents                  1,796       (4,790) 
                                         ------------  ------------ 
 
   Cash and cash equivalents at 
   the end of the period                      234,335       209,859 
                                         ------------  ------------ 
 

Analysis of Net Cash

As at 28 January 2017

 
                                         On acquisition 
                               At 30    of subsidiaries                     Non-       At 28 
                             January             GBP000       Cash          cash     January 
                                2016                          flow     movements        2017 
                              GBP000                        GBP000        GBP000      GBP000 
 
 Cash at bank 
  and in hand                215,996             10,669     19,099         1,796     247,560 
 Overdrafts                  (6,137)            (6,125)      (963)             -    (13,225) 
                          ----------  -----------------  ---------  ------------  ---------- 
 
 Cash and cash 
  equivalents                209,859              4,544     18,136         1,796     234,335 
 
 Interest-bearing 
  loans and borrowings: 
   Bank loans                   (54)           (21,920)      2,858             -    (19,116) 
   Finance lease 
    liabilities                (108)            (1,004)        148             -       (964) 
   Other loans                 (276)              (654)        275             -       (655) 
                          ----------  -----------------  ---------  ------------  ---------- 
 
                             209,421           (19,034)     21,417         1,796     213,600 
                          ----------  -----------------  ---------  ------------  ---------- 
 
   1.   Segmental analysis 

IFRS 8 'Operating Segments' requires the Group's segments to be identified on the basis of internal reports about components of the Group that are regularly reviewed by the Chief Operating Decision Maker to allocate resources to the segments and to assess their performance. The Chief Operating Decision Maker is considered to be the Executive Chairman of JD Sports Fashion Plc.

Information reported to the Chief Operating Decision Maker is focused on the nature of the businesses within the Group. The Group's operating and reportable segments under IFRS 8 are therefore as follows:

-- Sports Fashion - includes the results of JD Sports Fashion Plc, John David Sports Fashion (Ireland) Limited, Spodis SA, Champion Sports Ireland, JD Sprinter Holdings 2010 SL (including subsidiary companies), JD Sports Fashion BV, Sports Unlimited Retail BV, JD Sports Fashion Germany GmbH, JD Sports Fashion SRL, JD Sports Fashion Belgium BVBA, JD Sports Fashion Sweden AB, JD Sports Fashion Denmark ApS, JD Sports Fashion SDN BHD, JD Sports Fashion Holdings Aus Pty (including subsidiary companies), Size GmbH, ActivInstinct Limited, JD Gyms Limited, Duffer of St George Limited, Topgrade Sportswear Limited, Kooga Rugby Limited, Focus Brands Limited (including subsidiary companies), Kukri Sports Limited (including global subsidiary companies), Source Lab Limited, R.D. Scott Limited, Tessuti Group Limited (including subsidiary companies), Nicholas Deakins Limited, Cloggs Online Limited, Clothingsites.co.uk Limited, Ark Fashion Limited, 2Squared Agency Limited, 2Squared Retail Limited and Mainline Menswear Limited .

-- Outdoor - includes the results of Blacks Outdoor Retail Limited, Tiso Group Limited (including subsidiary companies) and Go Outdoors Topco Limited (including subsidiary companies).

The Chief Operating Decision Maker receives and reviews segmental operating profit. Certain central administrative costs including Group Directors' salaries are included within the Group's core 'Sports Fashion' result. This is consistent with the results as reported to the Chief Operating Decision Maker.

IFRS 8 requires disclosure of information regarding revenue from major products and customers. The majority of the Group's revenue is derived from the retail of a wide range of apparel, footwear and accessories to the general public. As such, the disclosure of revenues from major customers is not appropriate. Disclosure of revenue from major product groups is not provided at this time due to the cost involved to develop a reliable product split on a same category basis across all companies in the Group.

Intersegment transactions are undertaken in the ordinary course of business on arm's length terms.

The Board consider that certain items are cross divisional in nature and cannot be allocated between the segments on a meaningful basis. Net funding costs and taxation are treated as unallocated reflecting the nature of the Group's syndicated borrowing facilities and its tax group. Drawdowns from the Group's syndicated borrowing facility of GBPnil (2016: GBPnil), a deferred tax liability of GBP8,192,000 (2016: asset of GBP482,000) and an income tax liability of GBP33,648,000 (2016: GBP15,757,000) are included within the unallocated segment.

Each segment is shown net of intercompany transactions and balances within that segment. The eliminations remove intercompany transactions and balances between different segments which primarily relate to the net down of long term loans and short term working capital funding provided by JD Sports Fashion Plc (within Sports Fashion) to other companies in the Group, and intercompany trading between companies in different segments.

Business Segments

Information regarding the Group's reportable operating segments for the 52 weeks to 28 January 2017 is shown below:

 
 Income statement 
                              Sports 
                             Fashion     Outdoor       Total 
                              GBP000      GBP000      GBP000 
 
 Gross revenue             2,180,553     198,141   2,378,694 
 Intersegment revenue              -           -           - 
                          ----------  ----------  ---------- 
 Revenue                   2,180,553     198,141   2,378,694 
                          ----------  ----------  ---------- 
 
   Operating profit 
   before exceptional 
   items                     245,056       1,156     246,212 
 Exceptional items           (6,419)           -     (6,419) 
                          ----------  ----------  ---------- 
 
 Operating profit            238,637       1,156     239,793 
 Financial income                                        767 
 Financial expenses                                  (2,192) 
                          ----------  ----------  ---------- 
 
 Profit before tax                                   238,368 
 Income tax expense                                 (53,788) 
                          ----------  ----------  ---------- 
 
 Profit for the 
  period                                             184,580 
                          ----------  ----------  ---------- 
 
 
 
 Total assets and liabilities 
                          Sports     Outdoor   Unallocated   Eliminations       Total 
                         Fashion      GBP000        GBP000         GBP000      GBP000 
                          GBP000 
 
 Total assets            994,547     255,949             -       (71,560)   1,178,936 
 Total liabilities     (463,364)   (166,450)      (41,840)         71,560   (600,094) 
                      ----------  ----------  ------------  -------------  ---------- 
 Total segment 
  net assets 
  / (liabilities)        531,183      89,499      (41,840)              -     578,842 
                      ----------  ----------  ------------  -------------  ---------- 
 
 
 
 Other segment information 
                                    Sports   Outdoor     Total 
                                   Fashion    GBP000    GBP000 
                                    GBP000 
 Capital expenditure: 
 Software development                3,843         -     3,843 
 Property, plant and equipment      72,741     4,488    77,229 
 Non-current other assets            6,886         -     6,886 
                                 ---------  --------  -------- 
 
 Depreciation, amortisation 
  and impairments: 
 Depreciation and amortisation 
  of non-current assets             57,353     5,017    62,370 
 Impairment of intangible 
  assets                             6,419         -     6,419 
 Impairment of non-current 
  assets                             (698)       705         7 
                                 ---------  --------  -------- 
 
 

The comparative segmental results for the 52 weeks to 30 January 2016 are as follows:

 
 Income statement 
                                   Sports 
                                  Fashion     Outdoor       Total 
                                   GBP000      GBP000      GBP000 
 
 Gross revenue                  1,666,477     155,313   1,821,790 
 Intersegment revenue               (138)           -       (138) 
                               ----------  ----------  ---------- 
 Revenue                        1,666,339     155,313   1,821,652 
                               ----------  ----------  ---------- 
 
   Operating profit 
   / (loss) before 
   exceptional items              162,864     (3,962)     158,902 
 Exceptional items               (21,634)     (3,862)    (25,496) 
                               ----------  ----------  ---------- 
 
 Operating profit 
  / (loss)                        141,230     (7,824)     133,406 
 Financial income                                             388 
 Financial expenses                                       (2,163) 
                               ----------  ----------  ---------- 
 
 Profit before tax                                        131,631 
 Income tax expense                                      (31,001) 
                               ----------  ----------  ---------- 
 
 Profit for the 
  period                                                  100,630 
                               ----------  ----------  ---------- 
 
 
 
 
 Total assets and liabilities 
                          Sports      Outdoor   Unallocated   Eliminations       Total 
                         Fashion       GBP000        GBP000         GBP000      GBP000 
                          GBP000 
 
 Total assets            792,411       82,016           482       (83,613)     791,296 
 Total liabilities     (336,736)    (121,591)      (15,757)         83,613   (390,471) 
                      ----------  -----------  ------------  -------------  ---------- 
 Total segment 
  net assets 
  / (liabilities)        455,675     (39,575)      (15,275)              -     400,825 
                      ----------  -----------  ------------  -------------  ---------- 
 
 
 
 Other segment information 
                                    Sports   Outdoor     Total 
                                   Fashion    GBP000    GBP000 
                                    GBP000 
 Capital expenditure: 
 Software development                4,401         -     4,401 
 Property, plant and equipment      69,025     3,740    72,765 
 Non-current other assets            6,343         -     6,343 
 
 Depreciation, amortisation 
  and impairments: 
 Depreciation and amortisation 
  of non-current assets             45,326     3,452    48,778 
 Impairment of intangible 
  assets                             6,739     3,861    10,600 
 Termination of IT project          14,896         -    14,896 
 Impairment of non-current 
  assets                               843       584     1,427 
                                 ---------  --------  -------- 
 

Geographical Information

The Group's operations are located in the UK, Republic of Ireland, France, Spain, Germany, the Netherlands, Italy, Portugal, Sweden, Denmark, Belgium, Malaysia, Australia, New Zealand, Canada, Dubai, Singapore and Hong Kong.

The following table provides analysis of the Group's revenue by geographical market, irrespective of the origin of the goods / services:

 
                  2017        2016 
                GBP000      GBP000 
 
 UK          1,655,537   1,407,866 
 Europe        656,858     391,954 
 Rest of 
  world         66,299      21,832 
            ----------  ---------- 
 
             2,378,694   1,821,652 
            ----------  ---------- 
 

The revenue from any individual country, with the exception of the UK, is not more than 10% of the Group's total revenue.

The following is an analysis of the carrying amount of segmental non-current assets by the geographical area in which the assets are located:

 
                2017      2016 
              GBP000    GBP000 
 
 UK          284,655   183,623 
 Europe      163,316    96,437 
 Rest of 
  world       16,796       541 
            --------  -------- 
 
             464,767   280,601 
            --------  -------- 
 
   2.   Exceptional items 
 
                                              52 weeks       52 weeks 
                                                    to             to 
                                            28 January     30 January 
                                                  2017    2016 GBP000 
                                                GBP000 
 
 Impairment of goodwill, brand 
  names and fascia names (1)                     6,419         10,600 
 Termination of project to replace 
  core IT systems (2)                                -         14,896 
                                          ------------  ------------- 
 Administrative expenses - exceptional           6,419         25,496 
 
 
 Total Exceptional Items                         6,419         25,496 
                                          ------------  ------------- 
 

1. The charge in the period to 28 January 2017 relates to the non-cash impairment of the fascia name balance arising in prior years on the acquisition of ActivInstinct Limited, the fascia name arising in the year on the acquisition of Aspecto Holdings Limited and Infinities Retail Group Holdings Limited and the impairment of the goodwill arising in the year on the acquisition of 2Squared Agency Limited. The charge in the period to 30 January 2016 relates to the non-cash impairment in the period of the goodwill arising in prior years on the acquisition of ActivInstinct Limited, a partial impairment of the Blacks fascia name and the impairment of other goodwill and fascia name balances which were not significant.

2. One off exceptional charge in the period to 30 January 2016 writing off costs incurred on a terminated IT project.

These selling and distribution expenses and administrative expenses are exceptional items as they are, in aggregate, material in size and/or unusual or infrequent in nature.

   3.   Earnings per ordinary share 

Basic and diluted earnings per ordinary share

The calculation of basic and diluted earnings per ordinary share at 28 January 2017 is based on the profit for the period attributable to equity holders of the parent of GBP178,914,000 (2016: GBP97,634,000) and a weighted average number of ordinary shares outstanding during the 52 week period ended 28 January 2017 of 973,233,160 (2016 restated: 973,233,160).

An Ordinary Resolution was passed at the Annual General Meeting, effective 24 November 2016, resulting in a share split whereby five Ordinary shares were issued for each Ordinary share. In accordance with IAS 33, the number of shares outstanding before the event has been adjusted for the proportionate change as if the event had occurred at the beginning of the earliest period presented.

 
                                           52 weeks          52 weeks 
                                                 to                to 
                                         28 January        30 January 
                                               2017              2016 
                                                           (restated) 
 Issued ordinary shares at beginning 
  and end of period                     973,233,160       973,233,160 
                                       ------------  ---------------- 
 

Adjusted basic and diluted earnings per ordinary share

Adjusted basic and diluted earnings per ordinary share have been based on the profit for the period attributable to equity holders of the parent for each financial period but excluding the post-tax effect of certain exceptional items. The Directors consider that this gives a more meaningful measure of the underlying performance of the Group.

 
                                                     52 weeks          52 weeks 
                                                           to                to 
                                                   28 January        30 January 
                                           Note          2017              2016 
                                                       GBP000            GBP000 
                                                                     (restated) 
 
   Profit for the period attributable 
   to equity holders of the parent                    178,914            97,634 
 Exceptional items excluding 
  loss on disposal of non-current 
  assets                                    2           6,419            25,496 
 Tax relating to exceptional 
  items                                                     -           (3,737) 
 Profit for the period attributable 
  to equity holders of the parent 
  excluding exceptional items                         185,333           119,393 
                                                 ------------  ---------------- 
 
 Adjusted basic and diluted 
  earnings per ordinary share                          19.04p            12.27p 
                                                 ------------  ---------------- 
 
   4.   Acquisitions 

Current period acquisitions

Sports Unlimited Retail BV

On 20 March 2016, the Group acquired, via its newly incorporated subsidiary Sports Unlimited Retail BV, the trading assets and trade of the Aktiesport and Perry Sport fascias from the Trustee of Unlimited Sports Group BV which was declared bankrupt by the court of Amsterdam on 23 February 2016. On acquisition there were 187 stores and two trading websites.

The Board believes that the cash consideration of EUR26.5 million represents the current best estimates of the fair value of the net assets acquired. The provisional goodwill calculation is summarised below:

 
 
                                                                    Provisional 
                                                  Measurement        fair value 
                                         Book     adjustments     at 28 January 
                                        value          GBP000              2017 
                                       GBP000                            GBP000 
 Acquiree's net assets at 
  acquisition date: 
 Property, plant & equipment            3,929               -             3,929 
 Inventories                           23,330           5,242            28,572 
 Cash                                      58               -                58 
 Trade and other payables             (8,364)         (2,135)          (10,499) 
 Provisions                                 -         (3,107)           (3,107) 
 
   Net identifiable assets             18,953               -            18,953 
                                    ---------  --------------  ---------------- 
 
 Goodwill on acquisition                                                      - 
                                    ---------  --------------  ---------------- 
 
   Consideration paid - satisfied 
   in cash                                                               18,953 
                                    ---------  --------------  ---------------- 
 

Included in the 52 week period ended 28 January 2017 is revenue of GBP81,317,000 and a loss before tax of GBP7,904,000 in respect of Sports Unlimited Retail BV.

JD Sports Fashion SDN BHD

On 28 April 2016, the Group acquired via its 50% subsidiary in Malaysia, JD Sports Fashion SDN BHD, 20 multi-brand Sports Fashion stores and a trading website which trade as Sports Empire, Revolution and The Marathon Shop from Runners World SDN BHD. JD Sports Fashion SDN BHD is an entity controlled by the Group and therefore the results and financial position of the entity are consolidated into the financial statements of the Group. The cash consideration payable on this transaction was MYR 20.7 million.

The Board believes that the cash consideration of MYR 20.7 million represents the current best estimates of the fair value of the net assets acquired. The provisional goodwill calculation is summarised below:

 
 
                                                                    Provisional 
                                                  Measurement        fair value 
                                         Book     adjustments     at 28 January 
                                        value          GBP000              2017 
                                       GBP000                            GBP000 
 Acquiree's net assets at 
  acquisition date: 
 Intangible assets                        823             260             1,083 
 Property, plant & equipment              356               -               356 
 Other non-current assets                 249               -               249 
 Inventories                            2,018               -             2,018 
 Deferred tax liabilities                   -           (260)             (260) 
 
   Net identifiable assets              3,446               -             3,446 
                                    ---------  --------------  ---------------- 
 
 Goodwill on acquisition                                                      - 
                                    ---------  --------------  ---------------- 
 
   Consideration paid - satisfied 
   in cash                                                                3,446 
                                    ---------  --------------  ---------------- 
 

Included in the 52 week period ended 28 January 2017 is revenue of GBP10,176,000 and profit before tax of GBP486,000 in respect of JD Sports Fashion SDN BHD.

Sportiberica Sociedade de Artigos de Desporto, S. A.

On 1 July 2016, the Group acquired, both directly and via its 50.1% owned subsidiary JD Sprinter Holdings 2010 SL, an aggregate of 80% of the issued share capital of Sportiberica Sociedade de Artigos de Desporto S.A ("Sportiberica") for cash consideration of EUR4.2 million with additional consideration of up to EUR0.5 million payable if certain criteria are met. At acquisition, management believed that the criteria would be met for the maximum consideration to be payable and therefore management believes that the fair value of the total consideration at this time is EUR4.7 million.

The Board believes that the excess of cash consideration paid over net identifiable assets on acquisition of GBP1,422,000 is best considered as goodwill on acquisition representing anticipated future operating synergies. The provisional goodwill calculation is summarised below:

 
 
                                                                  Provisional 
                                                Measurement        fair value 
                                       Book     adjustments     at 28 January 
                                      value          GBP000              2017 
                                     GBP000                            GBP000 
 Acquiree's net assets at 
  acquisition date: 
 Property, plant & equipment            183               -               183 
 Other non-current assets                42               -                42 
 Inventories                          2,821               -             2,821 
 Cash                                   679               -               679 
 Trade and other receivables            866               -               866 
 Income tax assets                       36               -                36 
 Trade and other payables           (1,540)               -           (1,540) 
 Interest bearing loans and 
  borrowings                          (705)               -             (705) 
 
   Net identifiable assets            2,382               -             2,382 
                                  ---------  --------------  ---------------- 
 
 Non - controlling interest           (476)               -             (476) 
 
 Goodwill on acquisition                                                1,422 
                                  ---------  --------------  ---------------- 
 
 Consideration paid - satisfied 
  in cash                                                               2,971 
 Contingent consideration                                                 357 
                                  ---------  --------------  ---------------- 
 
   Total Consideration                                                  3,328 
                                  ---------  --------------  ---------------- 
 

Included in the 52 week period ended 28 January 2017 is revenue of GBP6,411,000 and a loss before tax of GBP1,288,000 In respect of Sportiberica.

Next Athleisure Pty Limited

On 26 August 2016, the Group acquired, via its newly incorporated subsidiary JD Sports Fashion Holdings Australia Pty, 80% of the issued ordinary share capital of Next Athleisure Pty Limited for consideration of $6.6 million AUD and has also advanced $2.4 million AUD to allow it to settle an element of its indebtedness. Next Athleisure Pty Limited operates 32 stores and a trading website in Australia under the Glue and Superglue retail banners.

The Board believes that the cash consideration of $6.6 million represents the current best estimates of the fair value of net assets acquired. The provisional goodwill calculation is summarised below:

 
 
                                                                  Provisional 
                                                Measurement        fair value 
                                       Book     adjustments     at 28 January 
                                      value          GBP000              2017 
                                     GBP000                            GBP000 
 Acquiree's net assets at 
  acquisition date: 
 Intangible assets                    4,821           2,810             7,631 
 Property, plant & equipment          5,150             599             5,749 
 Other non-current assets                 2               -                 2 
 Inventories                          9,428             851            10,279 
 Cash                                   471             137               608 
 Trade and other receivables          2,683             108             2,791 
 Income tax assets                      159              11               170 
 Deferred tax liabilities             1,510         (2,092)             (582) 
 Trade and other payables          (11,903)         (1,093)          (12,996) 
 Interest bearing loans and 
  borrowings                        (7,998)           (821)           (8,819) 
 
   Net identifiable assets            4,323             510             4,833 
                                  ---------  --------------  ---------------- 
 
 Non - controlling interest           (865)           (102)             (967) 
 Goodwill on acquisition                                                    - 
                                  ---------  --------------  ---------------- 
 
 Consideration paid - satisfied 
  in cash                                                               3,420 
 Consideration as loan owed 
  to NCI                                                                  446 
                                  ---------  --------------  ---------------- 
 
   Total Consideration                                                  3,866 
                                  ---------  --------------  ---------------- 
 

Included in the 52 week period ended 28 January 2017 is revenue of GBP32,017,000 and a loss before tax of GBP91,000 in respect of Next Athleisure Pty Limited.

Go Outdoors Topco Limited

On 27 November 2016, the Group acquired 100% of the issued ordinary share capital of Go Outdoors Topco Limited ('Go Outdoors') for consideration of GBP112,305,000 with the Group assuming net debt of GBP11,359,000 as part of the transaction. Go Outdoors is a nationwide omnichannel retailer catering for the outdoor enthusiast and specialist alike with 58 stores across the UK at acquisition, the majority of which are situated in out of town retail parks.

Included within the fair value of net identifiable assets on acquisition are intangible assets of GBP66,729,000; GBP59,076,000 representing the 'GO Outdoors' fascia name and GBP7,653,000 of brands.

The Board believes that the excess of cash consideration paid over net identifiable assets on acquisition of GBP44,434,000 is best considered as goodwill on acquisition representing the strategic benefit of a larger Outdoor operation in the Group. The provisional goodwill calculation is summarised below:

 
 
                                                                    Provisional 
                                                  Measurement        fair value 
                                         Book     adjustments     at 28 January 
                                        value          GBP000              2017 
                                       GBP000                            GBP000 
 Acquiree's net assets at 
  acquisition date: 
 Intangible assets                        319          66,410            66,729 
 Property, plant & equipment           28,495         (2,518)            25,977 
 Inventories                           40,354               -            40,354 
 Cash                                   8,821               -             8,821 
 Trade and other receivables            7,251               -             7,251 
 Income tax liabilities                 (897)               -             (897) 
 Deferred tax liabilities                (48)        (11,323)          (11,371) 
 Trade and other payables            (48,240)           (573)          (48,813) 
 Interest bearing loans and 
  borrowings                         (20,180)               -          (20,180) 
 
   Net identifiable assets             15,875          51,996            67,871 
                                    ---------  --------------  ---------------- 
 
 Goodwill on acquisition                                                 44,434 
                                    ---------  --------------  ---------------- 
 
   Consideration paid - satisfied 
   in cash                                                              112,305 
                                    ---------  --------------  ---------------- 
 

Included in the 52 week period ended 28 January 2017 is revenue of GBP34,183,000 and a loss before tax of GBP93,000 in respect of Go Outdoors.

Aspecto Holdings Limited

On 18 July 2016, the Group, via its new 100% subsidiary Napco 104 Limited acquired 100% of the entire issued share capital of Aspecto Holdings Limited for cash consideration of GBP1. As at 28 January 2017, the Group had also advanced GBP900,000 of working capital. The Board believes that the cash consideration of GBP1 represents the current best estimates of the fair value of the net assets acquired.

On 21 August 2016, the trade and assets (with the exception of certain assets and liabilities) were hived up into Tessuti Limited, a 100% owned subsidiary of JD Sports Fashion Plc.

Infinites Retail Group Limited

On 12 September 2016, the Group, via its new 100% subsidiary Ensco 1157 Limited acquired 100% of the entire issued share capital of Infinities Retail Group Limited for cash consideration of GBP1. As at 28 January 2017, the Group had also advanced GBP1,020,000 of working capital. The Board believes that the cash consideration of GBP1 represents the current best estimates of the fair value of the net assets acquired.

On 31 October 2016, the trade and assets (with the exception of certain assets and liabilities) were hived up into Tessuti Limited, a 100% owned subsidiary of JD Sports Fashion Plc.

Clothingsites.co.uk Limited

On 26 September 2016, the Group, via its new 100% subsidiary Ensco 1173 Limited acquired 100% of the entire issued share capital of Clothingsites.co.uk Limited for an initial cash consideration of GBP1. As at 28 January 2017, the Group had also advanced GBP1,100,000 of working capital. Clothingsites.co.uk Limited currently operates two trading websites, Woodhouse Clothing and Brown Bag Clothing. The Board believes that the excess of cash consideration paid over net identifiable assets on acquisition of GBP2,443,000 represents the fair value of the 'Woodhouse Clothing' and 'Brown Bag' online fascia names.

Included in the 52 week period ended 28 January 2017 is revenue of GBP3,811,000 and a loss before tax of GBP329,000 in respect of Clothingsites.co.uk Limited.

2Squared Agency and 2Squared Retail Limited

On 30 November 2016, the Group acquired 69% of the issued share capital of 2Squared Agency Limited and 51% of the issued share capital of 2Squared Retail Limited for cash consideration of GBP512,000. As at 28 January 2017, the Group had also advanced GBP3,020,000 of working capital to settle outstanding debt. The Board believed that the excess of cash consideration paid over the net identifiable assets on acquisition of GBP959,000 was best considered as goodwill representing future operating synergies. The goodwill was subsequently impaired during the financial period ended 28 January 2017.

Included in the 52 week period ended 28 January 2017 is revenue of GBP1,519,000 and a loss before tax of GBP99,000 in respect of 2Squared.

Other Acquisitions

During the period, the Group has made several small acquisitions, including increasing its shareholding to 100% in three subsidiaries which were previously non-wholly owned. These transactions were not material.

Full Year Impact of Acquisitions

Had the acquisitions of the entities listed above been effected at 31 January 2016, the revenue and profit before tax of the Group for the 52 week period to 28 January 2017 would have been GBP2,634,888,000 and GBP236,454,000 respectively.

Acquisition Costs

Acquisition related costs amounting to GBP1,684,000 (Sports Unlimited Retail BV: GBP139,000; JD Sports Fashion SDN BHD: GBP68,000 and SportIberica Sociedade de Artigos de Desporto S.A: GBP34,000, Next Athleisure Pty Limited: GBP307,000, Go Outdoors Topco Limited: GBP1,086,000, Aspecto Holdings Limited: GBP10,000, Infinities Retail Group Limited: GBP10,000, Clothingsites.co.uk: GBP10,000 and 2Squared: GBP20,000) have been excluded from the consideration transferred and have been recognised as an expense in the year, within administrative expenses in the Consolidated Income Statement.

Prior Period Acquisitions

During the prior period, the Group increased its shareholding in three non-wholly owned subsidiaries. These transactions were not material.

   5.   Subsequent Events 

Memorandum of Understanding with Sonae - SGPS, SA

On 9 March 2017, JD Sports Fashion Plc, announced that it had agreed a Memorandum of Understanding ('MoU') with Sonae - SGPS, SA ('Sonae') which sets out the basis for a potential combination of the JD Group's existing businesses in Spain and Portugal, JD Sprinter Holdings ('JD Sprinter'), with the Sport Zone business of Sonae which is one of the largest sports retailers in the region.

This MoU establishes the key parameters for the creation of an Iberian Sports Retail Group that, subject to contract and subsequent clearance by the relevant Competition Authorities, will have as shareholders the JD Group, Sonae and the family shareholders of JD Sprinter, with shareholdings of approximately 50%, 30% and 20%, respectively.

   6.   Accounts 

The financial information set out above does not constitute the Group's statutory accounts for the 52 weeks ended 28 January 2017 or 52 weeks ended 30 January 2016 but is derived from those accounts. Statutory accounts for the 52 weeks ended 30 January 2016 have been delivered to the Registrar of Companies, and those for the 52 weeks to 28 January 2017 will be delivered in due course. The auditor has reported on those accounts; their reports were (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report and (iii) did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.

Copies of full accounts will be sent to shareholders in due course. Additional copies will be available from JD Sports Fashion Plc, Hollinsbrook Way, Pilsworth, Bury, Lancashire, BL9 8RR or online at www.jdplc.com.

Glossary (terms are listed in alphabetical order)

Not all of the figures and ratios used are readily available from the unaudited preliminary results included in the announcement. The Directors believe that these non-GAAP measures are both useful and necessary to better understand the Group's results. Where required, a reconciliation to the statutory amounts is set out below.

Adjusted earnings per share

The calculation of basic and diluted earnings per share is detailed in Note 3. Adjusted basic and diluted earnings per ordinary share have been based on the profit for the period attributable to equity holders of the parent for each financial period but excluding the post-tax effect of certain exceptional items. A reconciliation between basic earnings per share and adjusted earnings per share is shown below:

 
                                               2017          2016 
                                                       (restated) 
 
 Basic earnings per share                    18.38p        10.03p 
 Exceptional items excluding loss 
  on disposal of non-current assets           0.66p         2.62p 
 Tax relating to exceptional items                -       (0.38)p 
                                      -------------  ------------ 
 
 Adjusted earnings per share                 19.04p        12.27p 
                                      -------------  ------------ 
 

Core

The Group's core Sports Fashion fascia is JD and the Group's core market is the UK and Republic of Ireland.

LFL (Like for Like) sales

The percentage change in the year-on-year sales, removing the impact of new store openings and closures in the current or previous financial year.

Operating profit before exceptional items

A reconciliation between operating profit and exceptional items can be found in the Consolidated Income Statement.

Profit before tax and exceptional items

A reconciliation between profit before tax and profit before tax and exceptional items is as follows:

 
                                         2017      2016 
                                       GBP000    GBP000 
 Profit before tax                    238,368   131,631 
 Exceptional items                      6,419    25,496 
                                     --------  -------- 
 
 Profit before tax and exceptional 
  items                               244,787   157,127 
                                     --------  -------- 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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April 11, 2017 02:00 ET (06:00 GMT)

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