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Share Name Share Symbol Market Type Share ISIN Share Description
Mitchells & Butlers Plc LSE:MAB London Ordinary Share GB00B1FP6H53 ORD 8 13/24P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  7.50 3.02% 256.00 255.50 256.50 262.00 248.00 251.00 997,010 12:30:05
Industry Sector Turnover (m) Profit (m) EPS - Basic PE Ratio Market Cap (m)
Travel & Leisure 1,475.0 -123.0 -26.2 - 1,099

Mitchells & Butlers PLC Full Year Results

26/11/2020 7:00am

UK Regulatory (RNS & others)


Mitchells & Butlers (LSE:MAB)
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From Nov 2020 to Jan 2021

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TIDMMAB

RNS Number : 5460G

Mitchells & Butlers PLC

26 November 2020

MITCHELLS & BUTLERS PLC

LEI no: 213800JHYNDNB1NS2W10

26 November 2020

FULL YEAR RESULTS

(For the 52 weeks ended 26 September 2020)

Highlights

 
 -   Decisive and effective action taken to protect guests and 
      team members and to reduce costs 
 -   New financing arrangements provide security and flexibility 
 -   Strong operational performance demonstrated on reopening 
      in July 
 -   Online feedback scores strengthened following July reopening 
 -   Well positioned to benefit from future easing in operating 
      restrictions 
 
 

Reported results

 
 -    Total revenue of GBP1,475m declined by 34.1% (FY 2019 GBP2,237m) 
  -    Operating profit of GBP8m (FY 2019 GBP297m) 
  -    (Loss)/profit before tax of GBP(123)m (FY 2019 GBP177m) 
 -    Basic (loss)/earnings per share of (26.2)p (FY 2019 33.5p) 
 

Trading results

 
 -   Full year includes period of enforced closure due to Covid-19 
      from 20 March to 4 July 
 -   Like-for-like sales(a) decline of 3.5% remained consistently 
      ahead of the market(b) 
 -   Adjusted operating profit(a) GBP99m (FY 2019 GBP317m) 
 -   Adjusted (loss)/earnings per share(a) (6.3)p (FY 2019 37.2p) 
 

Balance sheet and cash flow

 
 -   Cash flow from operating activities of GBP127m (FY 2019 
      GBP266m) despite shortfall in trading 
 -   Net debt of GBP1,563m flat across the year (FY 2019 GBP1,564m). 
      GBP2,104m including lease liabilities following the adoption 
      of IFRS16 
 -   Net cash and cash equivalents of GBP158m and undrawn unsecured 
      facilities of GBP140m as at the year end 
 -   Unsecured committed financing facilities increased by GBP100m 
      to total GBP250m to 31 December 2021 
 -   Capital investment of GBP108m (FY 2019 GBP152m), including 
      167 conversions and remodels (FY 2019 240), primarily in 
      the first half 
 -   Full property valuation and impairment review undertaken 
      in September resulting, subject to material uncertainty, 
      in an overall decrease in book value of GBP208m 
 

Phil Urban, Chief Executive, commented:

"Throughout a very uncertain and challenging year o ur businesses and teams have adapted quickly, creating a safe environment for guests and putting us in a strong position to benefit when consumers are able to eat out again. We saw direct evidence of this from a strong trading period in July and August before further restrictions came into force.

With our great estate, balanced portfolio of brands and proven management team, we remain optimistic that we will be able to regain the momentum previously built and continue to achieve sustained market outperformance, when the current operating restrictions are eased. "

Definitions

a - The Directors use a number of alternative performance measures (APMs) that are considered critical to aid the understanding of the Group's performance. APMs are defined later in this announcement.

b - As measured by the Coffer Peach business tracker.

There will be a presentation held today at 8:30am accessible by phone on 0203 936 2999 access code: 213596, and at www.incommuk.com/customers/online access code: 213596. The slides will be available on our website at www.mbplc.com . The replay will be available until 10 December 2020 on 0203 936 3001, access code: 361779.

All disclosed documents relating to these results are available on the Group's website at www.mbplc.com

For further information, please contact:

 
 Tim Jones - Chief Financial Officer    +44(0)121 498 6552 
 Amy de Marsac - Investor Relations     +44(0) 7712 538660 
 James Murgatroyd (Finsbury)            +44(0)20 7251 3801 
 

Note for editors:

Mitchells & Butlers is a leading operator of managed restaurants and pubs. Its portfolio of brands and formats includes Harvester, Toby Carvery, All Bar One, Miller & Carter, Premium Country Pubs, Sizzling Pubs, Stonehouse, Vintage Inns, Browns, Castle, Nicholson's, O'Neill's and Ember Inns. In addition, it operates Innkeeper's Collection hotels in the UK and Alex restaurants and bars in Germany. Further details are available at www.mbplc.com and supporting photography can be downloaded at www.mbplc.com/imagelibrary .

BUSINESS REVIEW

This financial period has been dominated by the impact Covid-19 has had on the organisation and the wider industry. Like-for-like sales (a) over the period declined by 3.5% with a strong start to the year superseded by the subsequent impact of a prolonged period of enforced closure and social distancing restrictions. Total sales of GBP1,475m declined by 34.1% reflecting the closure period from 20 March to 4 July.

Adjusted operating profit (a) of GBP99m declined by 68.8% and a statutory loss before tax of GBP(123)m was recognised for the period.

Before Covid-19 we had enjoyed a strong start to FY 2020, with particularly good growth over the festive period. Like-for-like sales (a) growth had remained consistently ahead of the market (b) and we continued to see the beneficial impact of our Ignite programme of work coming through in results. This was reflected in stronger margins, better labour control and generally tighter cost management resulting in operating profit growth. We had just refreshed the range of Ignite initiatives, such that we were confident of maintaining and building on the momentum we had created.

As the Covid-19 pandemic began to spread across the country, the business initially proved to be very resilient, and it was not until the Prime Minister started to advise people to not visit pubs and restaurants that we saw a negative impact in our sales. When the full lockdown was announced on 20 March we closed the business immediately, with our priority being to protect our team members and guests and to ensure the safe closure of each site. A number of measures were taken from the outset of the crisis to protect the business including:

   -      putting over 99% of our employees on furlough; 

- quickly reducing operating costs to the minimum required to keep the estate secure, safe and in good condition;

- halting all discretionary capital expenditure, including our development programme, as part of the broader cash management plan; and

- trying to sell stock with a short shelf life at cost and, where that proved impossible, working with charitable institutions to avoid as much waste as possible.

Securing a strong and stable financial base for the business became an immediate priority and we were pleased to agree additional liquidity and amended terms to our financing arrangements, the combination of which has provided us with stability and flexibility.

During the closure period we developed new Covid secure procedures which enabled us to reopen with safe environments whilst still providing a hospitable feel and great experiences for our guests. The people within our organisation typically responded to the challenges we faced with resilience and professionalism, which was key to our successful trading when we reopened the majority of our estate on 4 July.

New procedures were swiftly adopted by our teams and we were therefore able to take advantage of the boost to consumer confidence that the Government sponsored 'Eat Out to Help Out' scheme generated in August, which resulted in like-for-like sales (a) growth of 1.4% across the period when 94% of the estate was open. By maintaining the same strong focus on cost control that we had during lockdown, and with the Government's support, strong conversion to profit was achieved on this uplift in sales. By the end of the financial period we had reopened over 96% of our estate and our trading remained resilient into September, aided by good weather which benefitted the large proportion of sites with outdoor space. We continued to consistently outperform the market (b) following the reopening in July, reflecting the benefit of our diversified portfolio of brands and progress previously made under our Ignite programme of work. We have also seen online feedback scores improve to an average of 4.3 out of 5 following reopening despite the new protocols in place. At brand level, our premium suburban brands traded very well, even with the Covid secure protocols, with Miller & Carter and Premium Country Pubs leading the way. Conversely, our city centre wet led businesses, such as Nicholson's, struggled with the restrictions, exacerbated by many offices remaining empty.

However, Covid-19 case numbers began to increase again during September resulting in the introduction of further restrictions by the UK Government and the devolved nations. The increased measures, including a 10pm curfew, full table service and mandatory mask wearing in England, caused a decline in consumer confidence and a reduction in the frequency of guest visits. Trade was further negatively impacted by the introduction of the regional tier system whereby household mixing restrictions came into place in some areas and full closure of businesses in others. Meanwhile, a full lockdown was put in place in Wales and Germany, and regional closure of businesses in Scotland. As a result, like-for-like sales (a) began to deteriorate at the end of the period and worsened at the start of the new financial period as an increasing proportion of our estate fell into Tier 2 or Tier 3 areas in England or were subject to closure in other countries.

Subsequently, a second lockdown began in England on 5 November requiring the closure of all pubs and restaurants, for which we were able to draw on learnings from the first period of closure to ensure the process was as efficient as possible. Like-for-like sales (a) since the end of the financial period have declined by 26.5% reflecting the heightened restrictions. Total sales over the same period declined by 50.8% driven primarily by closure in England.

Throughout the pandemic we have worked hard to keep team members connected and informed. A new support portal was launched which includes regularly updated FAQs and central communication. Social media platforms have also been used to create inclusive groups across all of our teams, from sites and the Retail Support Centre in Birmingham, to share positive and engaging content and ideas. Through our established online learning platform, we were able to facilitate continued learning and development opportunities for our team members during closure periods. This platform was also used to quickly communicate new operational procedures to ensure that our teams were always updated with, and trained on, the latest safety requirements. The welfare and mental health of our team has been a primary concern and we have been encouraged in the way the business has pulled together at this difficult time.

Digital technology has become increasingly important in supporting hospitality businesses during the pandemic. Technology allows the service cycle to be adapted to better adhere to Government restrictions. We had already developed a facility for guests to order at the table on their phone and this has been quickly rolled out across more brands in response to the pandemic. These sorts of technological interventions also help to enhance the economics of a service cycle and provide long-term guest and operational improvements.

Mitchells & Butlers has played a full role in the UK Hospitality led forums that have helped to devise the Hospitality Sector Protocols Document that the Government issued for the sector, and we continue to lobby Government directly to ensure that we, and the sector, get the support we need to protect jobs until we reopen and then as we rebuild. We have gratefully received the Government support which has been made available to date including the business rates holiday, which has benefitted retail, hospitality and leisure sectors and reduced VAT rates on certain supplies, which has had a sector specific benefit to food-led businesses. Our employees have benefitted from the Job Retention Scheme which has been of great value to our team providing some assurance during the initial closure period and enabling us to protect many roles. In spite of this support, we have not been immune to the impacts of the pandemic, and despite our best efforts to protect as many jobs as we can, we have had to make c.1,300 redundancies following the end of the financial period. The reduced levels of activity and closure of a small number of our sites meant that we could no longer support these roles.

The trading environment has presented unprecedented challenges for the industry, as it continues to navigate through an ever-changing backdrop of trading restrictions and social distancing measures. Despite the available Government support, not all businesses were able to weather the initial prolonged period of closure and subsequent reduced demand. A number of companies have entered into CVAs and closure programmes and by the end of October the Alix partners CGA Market Recovery Monitor showed that only 69.9% of total licensed premises had reopened for trading, suggesting that the long term impact of the pandemic on market supply is likely to be significant.

OUR STRATEGIC PRIORITIES

Despite the impacts of Covid-19, the fundamental strengths of our business remain. Our brand portfolio is well-known and diversified across consumer demographics and geographical locations, our estate is 82% freehold and we have an experienced and proven management team. We have made significant progress in recent years and we intend to continue to build on the momentum previously gained once trading restrictions have been lifted. In the short to medium term, our focus will be on successfully trading the business in the fast changing environment, ensuring the safety of our team members and guests, and on growing the business back to, and beyond, the levels of trade that we were enjoying before the pandemic. We continue to focus on the three identified priority areas which aim to strengthen the competitive position of the company: building a more balanced business; instilling a more commercial culture and driving an innovation agenda. These priorities will keep the business focused as we recover.

Our Ignite programme of work, a series of internal business improvement initiatives, which has delivered significant value to date, remains at the core of our long-term growth plan and we are working up a fresh wave of new initiatives ready to launch when trading becomes more stable. We are continuing to work on three or four major projects which we believe will yield significant opportunities in the future including auto-ordering, using a sophisticated forecasting tool to predict required food orders, and master data management, allowing us to gain insights from the data we own and to more easily enable our systems to interact with new technology. Aside from these, our immediate focus will be to prioritise the shorter-term initiatives which have a quick impact on the business, such as further rolling out mobile order-at-table and extending our delivery footprint.

We remain confident of our ability to deliver long-term and sustained efficiencies and business improvements through the Ignite programme and will be working to refine and roll out the new initiatives once the business is open and trading again.

OUTLOOK

The future will remain both challenging and highly uncertain with the duration and depth of the trading restrictions imposed on the hospitality sector in response to the Covid-19 pandemic being, in the first instance, the primary determinant of our financial performance. We will continue to manage the business on an efficient and prudent basis, limiting the outflow of resources when we are closed and taking advantage of the ability to reopen our sites and trade as and when that occurs. Given this uncertainty, we continue to be unable to provide detailed guidance on expected forward financial performance, other than to say that we believe we are well placed to recover quickly, once restrictions are lifted.

The results are prepared under the going concern basis of accounting, although given the high level of uncertainty due to Covid-19 there is material uncertainty both against this assumption and the valuation of the Group property portfolio. Further details of each are provided in notes to the consolidated financial statements.

As at 25 November the Group had cash balances on hand of GBP125m in addition to access to committed undrawn unsecured facilities of GBP100m, giving a total liquidity of GBP225m. During the current period of shutdown action has again been taken to limit costs such that the ongoing monthly cash burn is approximately GBP35m to GBP40m before payment of debt service costs (representing interest and amortisation) of GBP50m per quarter.

We remain confident that with our strong estate of largely freehold assets, balanced portfolio of well-known brands and proven management team we are well positioned to regain the previous momentum built and to continue our trend of outperformance of the market as trading restrictions ease.

FINANCIAL REVIEW

On a statutory basis, loss before tax for the year was GBP(123)m (FY 2019 profit of GBP177m), on sales of GBP1,475m (FY 2019 GBP2,237m).

The Group Income Statement discloses adjusted profit and earnings per share information that exclude separately disclosed items to allow a better understanding of the trading of the Group. Separately disclosed items are those which are separately identified by virtue of their size or incidence.

 
 
                                  Statutory         Adjusted (a) 
                              FY 2020   FY 2019   FY 2020   FY 2019 
                               GBPm      GBPm      GBPm      GBPm 
 Revenue                       1,475     2,237     1,475     2,237 
 Operating profit                8        297       99        317 
 (Loss)/profit before 
  tax                          (123)      177      (32)       197 
 (Loss)/Earnings per share    (26.2)p    33.5p    (6.3)p     37.2p 
 Operating margin              0.5%      13.3%     6.7%      14.2% 
 

The financial performance across the year has been dominated by restrictions on trading in response to the Covid-19 pandemic, including a full national shutdown for several months in both the UK and Germany.

At the end of the period, the total estate comprised 1,738 sites in the UK and Germany of which 1,660 are directly managed.

Changes in accounting policies

This is the first full year financial results the Group has published since the adoption of IFRS 16 Leases. As a result of adopting the m odified retrospective method with assets equal to liabilities, adjusted for any prepaid lease payments, lease incentives, expected dilapidations and lease premiums at transition, prior year comparatives have not been restated. A full impairment review of the right-of-use assets has been completed on transition to the new standard with the resulting impairment, net of any reversal of onerous lease provisioning, presented as an adjustment to opening reserves. Further details are included in note 12.

The main impact of the adoption of this new standard on our financial statements, which should accrue evenly across the year, is as follows: on the balance sheet, recognition of right-of-use assets at the start of the year of GBP466m and lease liabilities of GBP545m. During the 52 weeks ended 26 September 2020, the Group recognised GBP41m of depreciation charges and GBP17m of interest costs in respect of these leases.

Revenue

Total revenue of GBP1,475m was down 34.1%, principally reflecting periods of closure in relation to the Covid-19 pandemic.

Like-for-like sales (a) declined by 3.5% over the financial period, with sales growth of 0.9% before closure more than offset by the impact of reduced capacity, increased social distancing measures and consumer caution in response to Covid-19 following reopening. Like-for-like food sales (a) declined by 0.3%, performing better than drink sales which fell by 7.3%, reflecting both the success of the Eat Out to Help Out scheme and subsequent promotions and the fact that city centre pubs have been hardest hit by the trading and movement restrictions imposed. Like-for-like sales (a) growth benefitted from the reduced VAT rates on certain supplies applied by the UK Government from 15 July. Included within total revenue is GBP30m received from the Government in relation to the Eat Out to Help Out Scheme.

Like-for-like sales (a) growth:

 
          Weeks 1 -   Weeks 25-40   Weeks 41   Weeks 45    Weeks 49    Weeks 1 - 
              24                      - 44       - 48        - 52          52 
                                      July      August     September 
           FY 2020      FY2020      FY 2020    FY 2020     FY 2020      FY 2020 
         ----------  ------------  ---------  ---------  -----------  ---------- 
 
 Food       1.3%        Closure     (29.2%)     20.1%        0.8%        0.3% 
 Drink      0.3%        Closure     (34.0%)    (16.7%)     (19.7%)      (7.3%) 
 
 Total      0.9%        Closure     (32.4%)      1.4%       (9.5%)      (3.5%) 
                                                                      ---------- 
 

Since the period end, including the latest closure period, like-for-like sales (a) have declined by 26.5% and total sales by 50.8%.

Separately disclosed items

Separately disclosed items are identified due to their nature or materiality to help the reader form a better view of overall and adjusted trading.

A GBP93m charge is recognised relating to valuation and impairment of properties, comprising a GBP43m impairment arising from the revaluation of freehold and long leasehold sites, a GBP10m impairment in relation to freehold and long leasehold tenant's furniture and fittings, a GBP7m impairment of short leasehold and unlicensed properties and a GBP33m impairment of right-of-use assets. The majority of these movements are a direct result of Covid-19 and the perceived trading environment present at the reporting date.

A GBP11m charge is recognised representing costs directly associated with the Covid-19 pandemic and primarily relates to the disposal of stock items at site and within distribution depots that were beyond useable dates as a result of the Government enforced closure of pubs on 20 March. This excessive wastage is not considered to be part of normal trading activity.

Income of GBP13m relates to a long-standing claim with HMRC, relating to VAT on gaming machines. HMRC paid the Group GBP13m in May 2010 but following an appeal by HMRC, the Group repaid this in 2014. During the 52 weeks ended 26 September 2020, HMRC agreed to settle this amount with the Group. The amount recognised is the settlement value including estimated interest.

A GBP10m deferred tax charge has been recognised following the substantive enactment of legislation on 17 March 2020, which increased the UK standard rate of corporation tax from 17% to 19% from 1 April 2020.

Operating profit and margins (a)

Adjusted operating profit (a) of GBP99m was 68.8% lower than last year due to restrictions, including the national closure of sites, in response to Covid-19. On closure of the estate, measures were taken to preserve profitability and all non-essential costs eliminated.

During the year, Government support was received in the form of a holiday on business rates (which will last through to April 2021) worth GBP47m, a reduction in the rate of VAT to 5% on non-alcoholic sales (to January 2021) and, in addition, the Group has secured additional debt facilities from banks under the Coronavirus Large Business Interruption Loan Scheme (CLBILs) backed by the UK Government. Employees also benefited from the Coronavirus Job Retention Scheme, with over 99% furloughed throughout much of the period of national shutdown in the summer which amounted to GBP165m.

Statutory operating margin of 0.5% was 12.8ppts lower than last year, materially impacted by the closure period and property valuation and impairment reviews. Adjusted operating margin (a) was 7.5ppts lower than last year at 6.7%.

Interest

Net finance costs of GBP127m for the full year were GBP14m higher than last year due to an additional GBP17m recognised in respect of interest on lease liabilities due to IFRS16 and GBP2m additional interest in relation to unsecured facilities partially offset by a GBP4m reduction in interest costs in relation to securitised debt.

The net pensions finance charge was GBP4m (FY 2019 GBP7m). The charge for next year is expected to be GBP3m.

Earnings per share

Basic (loss)/earnings per share, after the separately disclosed items described above, were (26.2)p (FY 2019 33.5p). Adjusted (loss)/earnings per share (a) were (6.3)p (FY 2019 37.2p). In both cases the reduction was due to the impacts of Covid-19 on profits. The weighted average number of shares in the period was 428m and the total number of shares issued at the balance sheet date was 429m.

Cash flow

 
                                               FY 2020   FY 2019 
                                                GBPm      GBPm 
 EBITDA before movements in the valuation 
  of the property portfolio                      255       418 
 Non-cash share-based payment and pension 
  costs and other                                 5        24 
 Operating cash flow before movements 
  in working capital and additional pension 
  contributions                                  260       442 
 Working capital movement                        20         9 
 Pension deficit contributions                  (25)      (49) 
                                              --------  -------- 
 Cash flow from operations                       255       402 
 Capital expenditure                            (108)     (152) 
 Net finance lease principal payments           (20)        - 
 Interest on lease liabilities                   (8)        - 
 Net interest paid                              (108)     (111) 
 Tax                                            (11)      (25) 
 Disposal proceeds                                2        14 
 Issue and purchase of shares and other          (2)       (3) 
 Drawings under/(Repayment) of liquidity 
  facility                                        9       (147) 
 Drawing of CLBILs                               100        - 
 Drawings of revolving credit facilities         10         - 
 Transfers from cash deposits                     -        120 
 Net cash flow before bond amortisation          119       98 
 Mandatory bond amortisation                    (95)      (87) 
                                              --------  -------- 
 Net cash flow                                   24        11 
 
 
 

The business generated GBP255m of EBITDA before movements in the valuation of the property portfolio.

Pension deficit contributions were lower in the year due to an agreement reached with the schemes' Trustees to suspend contributions for six months to enable the business to conserve liquidity during the period of shutdown. Contributions have now been resumed.

Capital expenditure of GBP108m relates to investment projects, the majority of which were undertaken before the capital programme was suspended in light of the Covid-19 business closure.

Despite the challenges of closure in the year the business has managed to generate positive net cash flow of GBP24m, after having funded a scheduled reduction in bond debt of GBP95m.

Capital expenditure

Capital expenditure of GBP108m comprises GBP104m from the purchase of property, plant and equipment and GBP4m in relation to the purchase of intangible assets.

The investment programme was suspended in March as part of the cash management strategy in response to Covid-19, with only essential spend being undertaken since reopening.

 
                                     FY 2020      FY 2019 
                                    GBPm    #    GBPm    # 
---------------------------------  -----  ----  -----  ---- 
 Maintenance and infrastructure      38           60 
 
 Remodels - refurbishment            54    139    65    212 
 Remodels - expansionary             2      5     5     11 
 Conversions                         13    23     11    17 
 Acquisitions - freehold             1      1     4      5 
 Acquisitions - leasehold            -      -     7      2 
---------------------------------  -----  ----  -----  ---- 
 Total return generating capital 
  expenditure                        70    168    92    247 
 
 Total capital expenditure          108          152 
 

Property

In line with our property valuation policy a red book valuation of the freehold and long leasehold estate has been completed in conjunction with the independent property valuer, CBRE. In addition, the Group has undertaken an impairment review on short leasehold and unlicensed properties and fixtures and fittings.

The effects of the Covid-19 pandemic has disrupted activities across all real estate property markets, increasing uncertainties as to valuations which the Group's valuers, CBRE, need to take into consideration. As a consequence, CBRE has included in its valuation report of the Group's UK freehold and long leasehold properties wording to reflect that there is a "material uncertainty". This clause is included on a precautionary basis and does not mean that reliance cannot be placed on their valuation. It has been included to ensure transparency and to provide further insight as to the market context under which the valuation opinion was prepared. In recognition of the potential for market conditions to move rapidly in response to changes in Covid-19, CBRE have also highlighted the importance of the valuation date (26 September 2020).

Pensions

The Group continues to make pension deficit payments as agreed as part of the triennial pensions valuation with the schemes' Trustees at 31 March 2019, which showed an actuarial deficit of GBP293m. It was agreed that the deficit would continue to be funded by cash contributions of GBP49m per annum indexed to 2023. During the year, the Group agreed with the Trustees that the contributions into the Mitchells & Butlers Pension Plan and the Mitchells & Butlers Executive Pension Plan would be suspended in respect of the monthly contributions for the six months to September 2020. Those contributions have been added onto the end of the agreed recovery plan so that those contributions will be payable in 2023. In 2024 an additiona l payment of GBP13m will be made into escrow, should such further funding be required at that time.

The court hearing in relation to the rate of inflation to be applied to pensions increases for certain sections of the membership in excess of the guaranteed minimum pensions is expected to be heard in mid 2021.

Net debt and facilities

Following the adoption of IFRS16, leases are now included in net debt. Net debt at the period end was GBP2,104m, including lease liabilities of GBP541m (FY 2019 not restated). Excluding lease liabilities net debt at the period end was GBP1,563m, approximately flat across the period (FY 2019 GBP1,564m).

On 12 June the Group announced revised financing arrangements that had been agreed with our main creditors to provide a platform of both additional liquidity and improved financial flexibility in order to meet the challenge presented by Covid-19. This is represented by GBP100m of CLBILs and revolving credit facilities of which GBP10m was drawn at the balance sheet date.

In addition, as part of the revised financing arrangements, certain amendments and waivers were agreed within the Group securitisation to provide stability and flexibility to the Group in order to manage the Secured Financing structure. These arrangements are summarised under going concern in note 1.

In securing these valuable amendments the Group has agreed not to pay an external dividend, undertake any share buy-backs or repurchase bond debt until the end of the financial year to September 2021, at the earliest.

Further details can be found at https://www.mbplc.com/infocentre/debtinformation/ .

Significant Judgements

The preparation of the consolidated financial statements requires management to make judgements, estimates and assumptions in the application of accounting polies. Estimates and judgements are periodically evaluated and are based on historical experience and other factors including expectations of future events that are believed

to be reasonable under the circumstances.    Judgements and estimates for the period relate to; 
   -     going concern assessment (note 1) 
   -     separately disclosed items (note 3) 
   -     property plant and equipment (note 8) 
   -     leases (note 9) 
   -     pensions (note 11) 

The impact of Covid-19 on the trading environment and property market has resulted in areas of estimation uncertainty in relation to some of these judgements.

Going Concern

After considering the forecasts, sensitivities and mitigating actions available to management and having regard to the risks and uncertainties to which the Group is exposed (including the material uncertainty referred to above), the Directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future, and operate within its borrowing facilities and covenants for a period of at least 12 months from the date of signing the financial statements. Accordingly, the financial statements continue to be prepared on the going concern basis.

Full details are included in note 1.

Director's responsibility statement

The 2020 Annual Report and Accounts which will be issued in December 2020, contains a responsibility statement in compliance with DTR 4.1.12 of the Listing Rules which sets out that as at the date of approval of the Annual Report on 25 November 2020, the Directors confirm to the best of their knowledge:

- the Group and unconsolidated Company financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group and Company, and the undertakings included in the consolidation taken as a whole; and

- the performance review contained in the Annual Report and Accounts includes a fair review of the development and performance of the business and the position of the Group and the undertakings including the consolidation taken as a whole, together with a description of the principal risks and uncertainties they face.

This responsibility statement was approved by the Board of Directors on 25 November 2020 and is signed on its behalf by:

Tim Jones

Chief Financial Officer

25 November 2020

Definitions

a - The Directors use a number of alternative performance measures (APMs) that are considered critical to aid the understanding of the Group's performance. APMs are defined later in this announcement.

b - As measured by the Coffer Peach business tracker.

 
 Group income statement 
 For the 52 weeks ended 26 September 2020 
 
 
       2020         2019 
     52 weeks     52 weeks 
    ---------    --------- 
 
 
                                         Before                                            Before 
                                     separately          Separately                    separately             Separately 
                                      disclosed           disclosed                     disclosed              disclosed 
                                          items               items     Total               items              items (a)     Total 
                                                                (a) 
                     Notes                 GBPm                GBPm      GBPm                GBPm                   GBPm      GBPm 
                            -------------------  ------------------  --------  ------------------  ---------------------  -------- 
 
 Revenue               2                  1,475                   -     1,475               2,237                      -     2,237 
 
 Operating costs 
  before 
  depreciation, 
  amortisation 
  and movements 
  in the valuation 
  of the property 
  portfolio            3                (1,221)                   2   (1,219)             (1,801)                   (19)   (1,820) 
 Share in 
  associates 
  results                                   (1)                   -       (1)                   -                      -         - 
 Net profit 
  arising 
  on property 
  disposals                                   -                   -         -                   -                    1           1 
 
 EBITDA (b) before 
  movements in 
  the valuation 
  of the property 
  portfolio                                 253                   2      255                  436                   (18)      418 
 
 Depreciation, 
  amortisation 
  and movements 
  in the valuation 
  of the property 
  portfolio            3                  (154)                (93)     (247)               (119)                    (2)     (121) 
                            -------------------  ------------------  --------  ------------------  ---------------------  -------- 
 
 Operating profit                            99                (91)         8                 317                   (20)       297 
 
 Finance costs         5                  (128)                   -     (128)               (114)                      -     (114) 
 
 Finance income        5                      1                   -         1                   1                      -         1 
 
 Net pensions 
  finance charge     5,11                   (4)                   -       (4)                 (7)                      -       (7) 
                            -------------------  ------------------  --------  ------------------  ---------------------  -------- 
 
 (Loss)/profit 
  before tax                               (32)                (91)     (123)                 197                   (20)       177 
 
 Tax 
  credit/(charge)      6                      5                   6        11                (38)                      4      (34) 
                            -------------------  ------------------  --------  ------------------  ---------------------  -------- 
 
 (Loss)/profit 
  for the period                           (27)                (85)     (112)                 159                   (16)       143 
                            ===================  ==================  ========  ==================  =====================  ======== 
 
 (Loss)/earnings 
  per ordinary 
  share 
  Basic                7                 (6.3)p                       (26.2)p               37.2p                            33.5p 
  Diluted              7                 (6.3)p                       (26.1)p               37.1p                            33.3p 
                            ===================                      ========  ==================                         ======== 
 
 
 a.   Separately disclosed items are explained and analysed in note 
       3. 
 b.   Earnings before interest, tax, depreciation, amortisation and 
       movements in the valuation of the property portfolio. 
 

All results relate to continuing operations.

 
 Group statement of comprehensive income 
 For the 52 weeks ended 26 September 2020 
                                                                 2020       2019 
                                                             52 weeks   52 weeks 
                                                     Notes       GBPm       GBPm 
                                                            ---------  --------- 
 
 (Loss)/profit for the period                                   (112)        143 
                                                            ---------  --------- 
 
 Items that will not be reclassified subsequently 
  to profit or loss: 
 
 Unrealised (loss)/gain on revaluation of 
  the property portfolio                               8        (148)         84 
 Remeasurement of pension liability                   11            3         15 
 Tax relating to items not reclassified                             1       (18) 
 
                                                                (144)         81 
                                                            ---------  --------- 
 
 Items that may be reclassified subsequently 
  to profit or loss: 
 
 Cash flow hedges: 
 - Losses arising during the period                              (43)       (81) 
 - Reclassification adjustments for items 
  included in profit or loss                                       48         23 
 Tax relating to items that may be reclassified                     5         10 
 
                                                                   10       (48) 
 
 
 Other comprehensive (expense)/income after 
  tax                                                           (134)         33 
                                                            ---------  --------- 
 
 
 Total comprehensive (expense)/income for 
  the period                                                    (246)        176 
                                                            =========  ========= 
 
 
 Group balance sheet 
 
 
 26 September 2020                                       2020      2019 
                                         Notes           GBPm      GBPm 
                                                -------------  -------- 
 Assets 
 Goodwill and other intangible assets                      14        14 
 Property, plant and equipment             8            4,305     4,528 
 Lease premiums                                             -         1 
 Right-of-use assets(a)                    9              402         - 
 Interests in associates                                    4         5 
 Finance lease receivables(a)                              15         - 
 Deferred tax asset(a)                                     85        66 
 Derivative financial instruments                          45        53 
 Total non-current assets                               4,870     4,667 
 
 Inventories                                               22        26 
 Trade and other receivables(a)                            41        63 
 Current tax asset                                          1         - 
 Finance lease receivables(a)                               2         - 
 Cash and cash equivalents                10              173       133 
 Derivative financial instruments                           -         3 
 Total current assets                                     239       225 
 
 Total assets                                           5,109     4,892 
                                                -------------  -------- 
 
 Liabilities 
 Pension liabilities                      11             (51)      (50) 
 Trade and other payables(a)                            (314)     (327) 
 Current tax liabilities                                    -      (12) 
 Borrowings                               10            (238)      (95) 
 Lease liabilities(a)                      9             (58)         - 
 Derivative financial instruments                        (40)      (36) 
 Total current liabilities                              (701)     (520) 
 
 Pension liabilities                      11            (142)     (165) 
 Borrowings                               10          (1,542)   (1,657) 
 Lease liabilities(a)                      9            (483)         - 
 Derivative financial instruments                       (257)     (266) 
 Deferred tax liabilities                               (302)     (301) 
 Provisions(a)                                            (5)      (36) 
                                                -------------  -------- 
 Total non-current liabilities                        (2,731)   (2,425) 
 
 Total liabilities                                    (3,432)   (2,945) 
 
 Net assets                                             1,677     1,947 
                                                =============  ======== 
 
 Equity 
 Called up share capital                                   37        37 
 Share premium account                                     28        26 
 Capital redemption reserve                                 3         3 
 Revaluation reserve                                    1,117     1,267 
 Own shares held                                          (3)       (4) 
 Hedging reserve                                        (240)     (250) 
 Translation reserve                                       14        14 
 Retained earnings(a)                                     721       854 
 
 Total equity                                           1,677     1,947 
                                                =============  ======== 
 
 
 a   At the start of the period, the Group has adopted IFRS 16 which 
      requires lease liabilities and corresponding right-of-use assets 
      to be recognised on the balance sheet. The Group has adopted 
      IFRS 16 using the modified retrospective approach and as a result, 
      prior period comparatives have not been restated. See notes 1 
      and 12 for details of the transitional impact. 
 
 
 Group statement of changes in equity 
 For the 52 weeks ended 26 September 2020 
 
 
                    Called    Share     Capital                  Own 
                        up  premium  redemption  Revaluation  shares  Hedging   Translation  Retained   Total 
                     share 
                   capital  account     reserve      reserve    held  reserve       reserve  earnings  equity 
                      GBPm     GBPm        GBPm         GBPm    GBPm     GBPm          GBPm      GBPm    GBPm 
                   -------  -------  ----------  -----------  ------  -------  ------------  --------  ------ 
 
At 29 September 
 2018                   37       26           3        1,197     (1)    (202)            14       695   1,769 
 
Profit for the 
 period                  -        -           -            -       -        -             -       143     143 
Other 
 comprehensive 
 income/(expense)        -        -           -           70       -     (48)             -        11      33 
Total 
 comprehensive 
 income/(expense)        -        -           -           70       -     (48)             -       154     176 
 
Purchase of own 
 shares                  -        -           -            -     (3)        -             -         -     (3) 
Credit in respect 
 of share-based 
 payments                -        -           -            -       -        -             -         3       3 
Tax on 
 share-based 
 payments                -        -           -            -       -        -             -         2       2 
 
At 28 September 
 2019                   37       26           3        1,267     (4)    (250)            14       854   1,947 
 
IFRS 16 
 transition(a)           -        -           -            -       -        -             -      (24)    (24) 
                   -------  -------  ----------  -----------  ------  -------  ------------  --------  ------ 
 
At 29 September 
 2019                   37       26           3        1,267     (4)    (250)            14       830   1,923 
 
(Loss)/profit 
 for the period          -        -           -            -       -        -             -     (112)   (112) 
Other 
 comprehensive 
 income/(expense)        -        -           -        (150)       -       10             -         6   (134) 
                   -------  -------  ----------  -----------  ------  -------  ------------  --------  ------ 
Total 
 comprehensive 
 income/(expense)        -        -           -        (150)       -       10             -     (106)   (246) 
 
Share capital 
 issued                  -        2           -            -       -        -             -         -       2 
Purchase of own 
 shares                  -        -           -            -     (2)        -             -         -     (2) 
Release of own 
 shares                  -        -           -            -       3        -             -       (3)       - 
Credit in respect 
 of share-based 
 payments                -        -           -            -       -        -             -         2       2 
Tax on 
 share-based 
 payments                -        -           -            -       -        -             -       (2)     (2) 
 
At 26 September 
 2020                   37       28           3        1,117     (3)    (240)            14       721   1,677 
                   =======  =======  ==========  ===========  ======  =======  ============  ========  ====== 
 
 
 
 a   At the start of the period, the Group has adopted IFRS 16 which 
      requires lease liabilities and corresponding right-of-use assets 
      to be recognised on the balance sheet. The Group has adopted 
      IFRS 16 using the modified retrospective approach and as a result, 
      prior period comparatives have not been restated. See notes 1 
      and 12 for details of the transitional impact. 
 
 
 Group cash flow statement 
 For the 52 weeks ended 26 September 2020 
                                                                                 2020                       2019 
                                                                             52 weeks                   52 weeks 
                                              Notes                              GBPm                       GBPm 
                                                           --------------------------  ------------------------- 
 Cash flow from operations 
 Operating profit                                                                   8                        297 
 Add back/(deduct): 
 Movement in the valuation of the 
  property portfolio                                                               93                          2 
 Net profit arising on property 
  disposals                                                                         -                        (1) 
 Past service cost in relation to the 
  defined 
  benefit pension obligation                                                        -                         19 
 Depreciation of property, plant and 
  equipment                                                                       110                        116 
 Amortisation of intangibles                                                        3                          3 
 Depreciation of right-of-use assets                                               41                          - 
 Cost charged in respect of 
  share-based payments                                                              2                          3 
 Administrative pension costs                                                       2                          3 
 Share of associates results                                                        1                          - 
                                                           --------------------------  ------------------------- 
 
 Operating cash flow before movements 
  in working 
  capital 
  and additional pension 
  contributions                                                                   260                        442 
 
 Decrease in inventories                                                            4                          - 
 Decrease/(increase) in trade and 
  other receivables                                                                 9                        (9) 
 Increase in trade and other payables                                               6                         25 
 Decrease/(increase) in provisions                                                  1                        (7) 
 Additional pension contributions                                                (25)                       (49) 
                                                           --------------------------  ------------------------- 
 
 Cash flow from operations                                                        255                        402 
 
 Interest paid                                                                  (109)                      (113) 
 Other interest paid - lease                                                      (8)                          - 
 liabilities(a) 
 Borrowing facility fees paid                                                     (1)                          - 
 Interest received                                                                  1                          2 
 Tax paid                                                                        (11)                       (25) 
 
 
 Net cash from operating activities                                               127                        266 
 
 Investing activities 
 Purchases of property, plant and 
  equipment                                                                     (104)                      (147) 
 Purchases of intangible assets                                                   (4)                        (5) 
 Proceeds from sale of property, 
  plant and equipment                                                               2                         14 
 Finance lease principal repayments                                                 2                          - 
 received 
 Transfers from other cash deposits                                                 -                        120 
 
 Net cash used in investing 
  activities                                                                    (104)                       (18) 
 
 Financing activities 
 Issue of ordinary share capital                                                    2                          - 
 Purchase of own shares                                                           (3)                        (3) 
 Repayment of principal in respect of 
  securitised 
  debt                                                                           (95)                       (87) 
 Repayment of liquidity facility                                                    -                      (147) 
 Drawings under liquidity facility                                                  9                          - 
 Drawings under term loan                                                         100                          - 
 Cash payments for the principal                                                 (22)                          - 
 portion of 
 lease liabilities(a) 
 Drawdown of unsecured revolving                                                   10                          - 
 credit facilities 
 
 Net cash used in financing 
  activities                                                                        1                      (237) 
 
 Net increase in cash and cash 
  equivalents                                                                      24                         11 
 
 Cash and cash equivalents at the 
  beginning 
  of the period                                10                                 133                        122 
 Foreign exchange movements on cash                                                 1                          - 
 
 Cash and cash equivalents at the end 
  of the 
  period                                       10                                 158                        133 
                                                           ==========================  ========================= 
 
   a                                     At the start of the period, the Group has adopted IFRS 16 which 
                                         requires lease liabilities and corresponding right-of-use assets 
                                         to be recognised on the balance sheet. The Group has adopted 
                                         IFRS 16 using the modified retrospective approach and as a result, 
                                         prior period comparatives have not been restated. See notes 1 
                                         and 12 for details of the transitional impact. 
 
 

Notes to the consolidated financial statements

   1.   Preparation of preliminary consolidated financial statements 

General information

Mitchells & Butlers plc, along with its subsidiaries, (together 'the Group') is required to prepare its consolidated financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union and in accordance with the Companies Act 2006. While the financial information included in this release is based on the Group's consolidated financial statements and has been prepared in accordance with the recognition and measurement criteria of International Financial Reporting Standards (IFRSs), this announcement does not itself contain sufficient information to comply with IFRSs.

The preliminary financial statements include the results of Mitchells & Butlers plc and all its subsidiaries for the 52 week period ended 26 September 2020. The comparative period is for the 52 week period ended 28 September 2019. The respective balance sheets have been drawn up as at 26 September 2020 and 28 September 2019.

The preliminary financial statements have been prepared on the historical cost basis as modified by the revaluation of freehold and long leasehold properties, pension obligations and financial instruments.

The Group's accounting policies have been applied consistently.

Going concern

The Directors have adopted the going concern basis in preparing these financial statements after assessing the impact of identified principal risks and, in particular, the possible adverse impact on financial performance, specifically revenue and cash flows, of restrictions imposed by the relevant governments in the UK and Germany in response to the outbreak of Covid-19.

Liquidity

As at 26 September 2020, the Group had cash and cash equivalents of GBP158m, and undrawn committed unsecured facilities of GBP140m. We expect to retain significant liquidity headroom against these facilities throughout the going concern assessment period.

The Group's primary source of borrowings is through a secured financing structure made up of ten tranches of fully amortising loan notes with a gross debt value of GBP1.6bn. These are secured against the majority of the Group's real estate property assets and the future income streams generated from those properties. The periods for repayments of principal vary by class of note with maturity dates ranging from 2023 to 2036, but at a current aggregate annual debt service cost of c.GBP200m. Interest rate and exchange rate fluctuations have largely been fixed with currency and interest rate swaps which qualify for hedge accounting under IFRS 9 Financial Instruments. Within the securitisation structure, the Group maintains a Liquidity Facility of GBP295m, which is a condition of the securitisation documents. On 12 June 2020 the Group announced revised financing arrangements that had been agreed with its main creditors to provide additional liquidity and financial flexibility in order to meet the challenges presented by Covid-19. These are summarised below.

Unsecured borrowing facilities of GBP250m fall due for repayment in December 2021, outside the term of the going concern assessment period.

Revised facilities and covenants

During the period, and as a result of the Covid-19 pandemic, material trading restrictions were imposed on the Group and the sector by governmental authorities, including mandated closure for over three months. Mitigating action was swiftly taken which included agreeing revised arrangements in the secured financing structure with the consent of the controlling creditor of the securitisation and the securitisation Trustee. These can be summarised as:

-- a waiver of, and amendment to, the 30 day suspension of business provision, where such provision was waived because the suspension arose due to the enforced closure during the Covid-19 pandemic;

-- a waiver of the two quarter look-back debt service coverage ratio test up until July 2021 and a waiver of the four quarter look-back debt service coverage ratio test up until September 2021;

-- a waiver of the requirement to appoint a financial adviser which would otherwise have arisen for any periods where the debt service coverage ratio falls to below the required level up until July 2021;

-- a reduction in the minimum amount required to be spent on maintenance during FY 2020 and FY 2021 to reflect the operation of the Group's business having been temporarily suspended; and

-- a waiver to facilitate drawings of up to GBP100m in total under the Liquidity Facility providing the Group with additional facilities in order to meet payments of principal and interest, provided such drawings are repaid in full by 15 March 2021.

   1.   Preparation of preliminary consolidated financial statements (continued) 

Going concern (continued)

I n order to secure such amendments and waivers, the Group gave certain undertakings in relation to its own financing arrangements, namely, to secure the GBP250m liquidity facilities referred to below, and an undertaking to provide funding into the securitisation of up to GBP100m in line with drawings on the Liquidity Facility.

In addition, the following was agreed with the Group's unsecured relationship banks:

-- Extension of the term of existing GBP150m committed unsecured facilities to 31 December 2021; and

-- The provision of an additional GBP100m of liquidity, also to 31 December 2021, backed by the Coronavirus Large Business Interruption Loan Scheme facilitated by the UK Government.

The Group will continue to remain in regular dialogue with its lenders throughout the period.

Significant judgements and base case

These revised financial arrangements provide a stronger platform for the business to meet the uncertainty ahead, therefore ensuring that liquidity is not expected to be a main concern during the going concern assessment period. Key to successfully meeting the challenge the Group faces will be the depth, duration and recovery profile of the pandemic which will, in turn, dictate the severity of imposed trading restrictions and, therefore, most importantly, the level of sales that the business is able to achieve. The level of sales drives the EBITDA of the business which is a critical measure for covenant compliance tests. The key judgements made by management in arriving at the level of sales are the trajectory of sales recovery, a return to historic trading conditions and the extent of future restrictions.

In reaching this assessment, the Directors have reviewed what they consider to be a plausible base case forecast scenario which includes the impact of the second national lockdown in England from 5 November 2020. This is assumed to be lifted on 2 December 2020 but is expected to be replaced with ongoing severe restrictions on trading in the hospitality sector, leading to an expectation of sales over the important festive trading period being over 40% lower than in previous years. Over the second quarter of FY 2021, to March 2021, sales are forecast to remain materially lower at approximately 25% down on years prior to FY 2020 (i.e. those years not impacted by the Covid-19 pandemic), reflecting management's expectation of further local lockdowns impacting c.10% of the estate, before building back gradually in the second half of FY 2021 as restrictions become less severe, although sales are not assumed to reach the level achieved pre-Covid during FY 2021. In aggregate, sales are forecast to be 15% down against pre Covid-19 comparatives over the period following anticipated re-opening in December to the end of the year. Site level operating margins have been assumed to be in line with recent operating margins achieved since reopening in July 2020, which is similar to margins the business has achieved before Covid-19 related closures.

Some limited mitigation and operational cost reduction initiatives are assumed in response to these reduced activity levels, amounting to 10% of total costs, also for the period after re-opening. During this time the Group is expected to continue to benefit from assistance from the UK Government, principally in the form of relief from business rates, a reduction in VAT on non-alcohol sales to April 2021 and some limited payment from the Job Retention Bonus, in respect of which the UK Government is expected to provide revised guidance. Access to the Job Retention Scheme to the extended date of March 2021 is assumed, where applicable, in order to protect employment.

Under the base case forecast, the Group continues to remain profitable with no forecasted covenant breach, with the securitised four quarter look back FCF : debt service covenant demonstrating the lowest level of headroom. In FY 2021 the Group continues to remain profitable with sufficient liquidity and no forecast unwaived covenant breaches, although a number of tests have limited remaining headroom.

Reverse stress test

The Group has undertaken reverse stress test modelling, being the identification of that level of downside forecast at which the business model becomes unsustainable for either solvency or liquidity reasons. Due to the complex capital structure of the Group, involving the interaction of both secured and unsecured estates with quarterly covenant testing, there is a very wide range of scenarios on which the reverse stress test can be constructed.

   1.   Preparation of preliminary consolidated financial statements (continued) 

Going concern (continued)

Reverse stress test (continued)

In examining vulnerabilities, management believe that further sales shortfalls are likely to be most acute for the first half of FY 2021. After the assumed re-opening in England in December 2020, a deterioration beyond an average of 4% lower sales than the base case for this same period and second half sales in line with base case would result in a breach in covenants as noted below. From January 2021, some provision is assumed in this scenario for the potential for increased tariff costs on imported food and drink as a result of the risk of a no-deal or limited-deal Brexit. These costs have not been included in the base forecast model due to uncertainty and the availability of potential options to mitigate through supply chain arrangements and range changes. In the reverse stress test, management have assumed unmitigated costs to be GBP11m per annum.

There is a reasonably plausible scenario where the Group could experience the sales shortfalls set out in the reverse stress test which would result in a breach to its covenants. Any breach in covenants would result in a need for a waiver of the banking covenants, or for the Group to renegotiate its borrowing facilities, neither of which are fully within the Group's control. A breach of covenants would also result in the reclassification of GBP1,542m non-current borrowings to current borrowings. The Directors have, however, assessed that: given the strength of the underlying business including its property estate and brand portfolio; the Group's existing relationships with its main creditors; its historical success in obtaining covenant waivers and in raising finance; and ongoing dialogue with its main creditors, they believe that a waiver of the covenants or renegotiation of the facilities would be successful.

Given the very high degree of uncertainty resulting from the Covid-19 pandemic and resulting restrictions placed on trading in the hospitality sector, a material uncertainty therefore exists, which may cast significant doubt over the Group's ability to trade as a going concern, in which case it may be unable to realise its assets and discharge its liabilities in the normal course of business. This uncertainty stems directly from a lack of clarity on both the extent and the duration of current tiering, local and national lockdowns and operating restrictions, such as social distancing measures, limitations on party sizes and reduced opening times, all of which have an impact on consumers' ability and willingness to visit pubs and restaurants and, therefore, the Group's operational performance translating to sales and EBITDA that determine the Group's continuing covenant compliance.

Going concern statement

Notwithstanding the material uncertainty highlighted above, after due consideration the Directors have a reasonable expectation that the Company and the Group have sufficient resources to continue in operational existence for the period of at least 12 months from the date of approval of these financial statements. Accordingly, the financial statements continue to be prepared on the going concern basis.

Foreign currencies

The results of overseas operations have been translated into sterling at the weighted average euro rate of exchange for the period of GBP1 = EUR1.09 (2019 GBP1 = EUR1.13), where this is a reasonable approximation to the rate at the dates of the transactions. Euro and US dollar denominated assets and liabilities have been translated at the relevant rate of exchange at the balance sheet date of GBP1 = EUR1.10 (2019 GBP1 = EUR1.12) and GBP1 = $1.27 (2019 GBP1 = $1.23) respectively.

New and amended IFRS Standards that are effective for the current period

The International Accounting Standards Board (IASB) and International Financial Reporting Interpretations Committee (IFRIC) have issued the following standards and interpretations which have been adopted by the Group in these financial statements for the first time with the following impact.

IFRS 16 Leases

In the current period, the Group has applied IFRS 16 (as issued by the IASB in January 2016) that is

effective for annual periods that begin on or after 1 January 2019.

IFRS 16 introduced a single, on-balance sheet accounting model for lessees and sets out the principles for recognition, measurement, presentation and disclosure of leases. As a result, the Group, as a lessee, has recognised right-of-use assets representing its right to use the underlying assets, and lease liabilities representing

its obligation to make lease payments. In contrast to lessee accounting, lessor accounting under IFRS 16 is largely unchanged.

Given the number of leases and historical data requirements to adopt the full retrospective approach, the Group has applied the modified retrospective approach with assets equal to liabilities, adjusted for any prepaid lease payments, lease incentives, expected dilapidations and lease premiums at transition. As a result, there is no requirement to restate prior period information.

1. Preparation of preliminary consolidated financial statements (continued)

New and amended IFRS Standards that are effective for the current period (continued)

IFRS 16 Leases (continued)

The date of initial application of IFRS 16 for the Group is 29 September 2019. The impact of the adoption of IFRS 16 on the Group balance sheet, Group income statement and Group statement of changes in equity is shown in note 12.

The Group as lessee

The Group has applied the practical expedient available on transition to IFRS 16, not to reassess whether a contract is or contains a lease. Accordingly, the definition of a lease in accordance with IAS 17 and IFRIC 4 will continue to apply to those leases entered into or modified before 29 September 2019. The Group now assesses whether a contract is or contains a lease based on the new definition of a lease for all contracts entered into or modified on or after 29 September 2019. Under IFRS 16, a contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

The Group has also elected to use the recognition exemptions for lease contracts that, at the commencement date, have a remaining lease term of twelve months or less and do not contain a purchase option, or are lease contracts for which the underlying asset is of low value.

Where a lease is identified, the Group recognises a right-of-use asset and a corresponding lease liability.

The lease liability is measured at the present value of the lease payments, using the lessee's incremental borrowing rate specific to term, country, currency and remaining lease term as the discount rate, if the rate implicit in the lease is not readily determinable. Lease payments include fixed payments, less any lease incentives receivable, and variable lease payments that depend on an index or rate, with these being initially measured using the index or rate at the commencement date. Any variable lease payments that do not depend on an index or rate, are recognised as an expense in the period in which the event or condition that triggers the payment occurs. The lease liability is presented as a separate line in the Group balance sheet, split between current and non-current liabilities.

The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest rate method) and by reducing the carrying amount to reflect the lease payments made. The lease liability is re-measured with a corresponding adjustment to the right-of-use asset, when there is a change in future lease payments resulting from a rent review, change in an index or rate, a change in lease term, e.g. lease extension, or a change in the Group's assessment of whether it is reasonably certain to exercise or not exercise a break option.

The Group recognises right-of-use assets at the commencement date of the lease. Right-of-use assets are measured at cost, less accumulated depreciation and impairment losses and adjusted for any re-measurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, adjusted for any re-measurement of lease payments made at or before the commencement date, less any lease incentives received. Right-of-use assets are depreciated over the shorter of the asset's useful life or the lease term on a straight-line basis. Right-of-use assets are subject to and reviewed regularly for impairment. This replaces the previous requirement to recognise a provision for fixed rental charges within onerous lease contracts.

Under IFRS 16, there is a lease-by-lease transition choice whereby a lessee can take a practical expedient to rely on assessments immediately before the date of initial application of whether leases are onerous under the definition within IAS 37 Provisions, Contingent Liabilities and Contingent Assets, and to adjust the right-of-use asset by this amount. Alternatively, the new requirements under IFRS 16 can be applied and the right-of-use asset is tested for impairment in accordance with IAS 36 Impairment of Assets at the date of transition. The Group has considered this on a lease by lease basis with a transitional impairment review taken on a number of leases.

The transitional impairment review has resulted in an impairment charge which is presented as an opening reserves adjustment, net of the reversal of onerous lease provisions no longer required. This impairment predominantly resulted from the application of different discount rates in line with the applicable accounting standards. The onerous lease provisions previously recognised in accordance with IAS 37 and the IFRS 16 right-of-use calculations both use lower discount rates such as a risk-free or incremental borrowing rate. However, on adoption of IFRS 16 and recognition of right-of-use assets, these assets are tested for impairment under IAS 36 which uses a market participants' rate. The application of these standards and changes in discount rates have caused an impairment on numerous right-of-use assets.

The Group recognises lease payments in relation to short-term leases and low value assets as an operating expense on a straight-line basis over the term of the lease.

   1.   Preparation of preliminary consolidated financial statements (continued) 

New and amended IFRS Standards that are effective for the current period (continued)

IFRS 16 Leases (continued)

The Group as lessee (continued)

At the commencement date of property leases the Group determines the lease term to be the full term of the lease, assuming any option to break or extend the lease is unlikely to be exercised. Leases are regularly reviewed and will be revalued if it becomes likely that a break clause or option to extend the lease will be exercised. Judgement is also required in respect of property leases where the current lease term has expired but the Group remains in negotiation with the landlord for potential renewal. Where the Group believes renewal to be reasonably certain and the lease is protected by the Landlord Tenant Act, it will be treated as having been renewed at the date of termination of the previous lease term and on the same terms as the previous lease. Where renewal is not considered to be certain the leases are included with a lease term which reflects the anticipated notice period under relevant legislation. The lease will be revalued when it is renewed to take account of the new terms.

The Group as lessor

IFRS 16 does not change substantially how a lessor accounts for leases. Under IFRS 16, a lessor continues to classify leases as either finance leases or operating leases and accounts for those two types of leases differently.

However, IFRS 16 has changed and expanded the disclosures required, in particular with regard to how a lessor manages the risks arising from its residual interest in leased assets.

Under IFRS 16, an intermediate lessor accounts for the head lease and the sub-lease as two separate contracts. The intermediate lessor is required to classify the sub-lease as a finance or operating lease by reference to the right-of-use asset arising from the head lease (and not by reference to the underlying asset as was the case under IAS 17).

As a result of this change, the Group has reclassified certain of its sub-lease agreements as finance

leases. As required by IFRS 9, an allowance for expected credit losses has been recognised on the

finance lease receivables.

The impact of the adoption of IFRS 16 on the Group balance sheet, Group income statement and Group statement of changes in equity is shown in note 12.

Interest Rate Benchmark Reform - Amendments to IFRS 9, IAS 39 and IFRS 7

On 26 September 2019 the International Accounting Standards Board (IASB) published Interest Rate Benchmark Reform, Amendments to IFRS 9, IAS 39 and IFRS 7 bringing to a conclusion phase one of the IASB's work to respond to the effects of Interbank Offered Rates (IBOR) reform on financial reporting. The Group has early adopted the amendments from 29 September 2019.

The Intercontinental Exchange Benchmark Administration (IBA) has announced plans to phase out the IBOR benchmark and move to a new benchmark known as alternate reference rates (ARR) by the end of 2021. The amendments address the uncertainty caused by the current interest rate benchmark reforms and allow entities to continue to apply hedge accounting to hedge relationships containing instruments that are affected by the benchmark reforms.

The Group has floating rate debt linked to GBP LIBOR and USD LIBOR which it cash flow hedges using interest rate and cross currency interest rate swaps. The amendments allow the Group to continue to apply hedge accounting through the transition to the new benchmark rate even though there is uncertainty about the timing and amount of the hedged cash flows as a result of the interest rate benchmark reforms.

The Group will not discontinue hedge accounting should any assessment of effectiveness indicate any ineffectiveness as a direct result of the change in benchmark rate.

The Group continues to monitor the situation with regards the phasing out of LIBOR and its proposed replacement benchmark but at this stage has not engaged with counterparties to negotiate the appropriate amendments from LIBOR to a replacement benchmark rate. The Group expects to transition its swaps and loan notes to the same replacement benchmark rate at the same time and will continue to have highly effective hedge relationships as a result.

The amendments will continue to be applied until any uncertainty arising from the benchmark reforms to which the Group is exposed has ended. The Group has assumed that this uncertainty will continue until the swap and debt contracts, in hedge relationships, that reference LIBOR have been updated to state the replacement benchmark rate and the date on which it will first apply.

   1.   Preparation of preliminary consolidated financial statements (continued) 

Critical accounting judgements and key sources of estimation uncertainty

The preparation of the consolidated financial statements requires management to make judgements, estimates and assumptions in the application of accounting policies that affect reported amounts of assets, liabilities, income and expense.

Estimates and judgements are periodically evaluated and are based on historical experience and other factors including expectations of future events that are believed to be reasonable under the circumstances. Actual results may differ from these estimates. In the current period, there has been significant judgement around the going concern assessment, including estimation uncertainty in the forecasts used for this assessment. Full details are provided in the going concern review provided above.

The Group's other critical accounting judgements and estimates are described within the relevant notes to the consolidated financial statements.

Judgements and estimates for the period remain largely unchanged from prior period, other than the consideration of the impact of Covid-19 where relevant. In addition, there are new judgements and estimates within note 9 Leases as a result of the adoption of IFRS 16 and the impact of Covid-19.

Critical judgements are described in each section listed below:

   --              Note 3 Separately disclosed items 
   --              Note 6 Taxation 
   --              Note 8 Property, plant and equipment 
   --              Note 9 Leases 
   --              Note 11 Pensions 

Key sources of estimation uncertainty are described in:

   --              Note 6 Taxation 
   --              Note 8 Property, plant and equipment 
   --              Note 9 Leases 
   2.   Segmental analysis 

Operating segments

IFRS 8 Operating Segments requires operating segments to be based on the Group's internal reporting to its Chief Operating Decision Maker (CODM). The CODM is regarded as the Chief Executive together with other Board members. The Group trades in one business segment (that of operating pubs and restaurants) and the Group's brands meet the aggregation criteria set out in Paragraph 12 of IFRS 8. Economic indicators assessed in determining that the aggregated operating segments share similar economic characteristics include: expected future financial performance; operating and competitive risks; and return on invested capital. As such, the Group reports the business as one reportable business segment.

The CODM uses EBITDA and profit before interest and separately disclosed items (operating profit pre-adjustments) as the key measures of the Group's results on an aggregated basis.

Geographical segments

Substantially all of the Group's business is conducted in the United Kingdom. In presenting information by geographical segment, segment revenue and non-current assets are based on the geographical location of customers and assets.

 
                            UK                           Germany                                Total 
               ---------------------------  --------------------------------       ------------------------------- 
                     2020             2019             2020             2019             2020             2019 
                 52 weeks         52 weeks         52 weeks         52 weeks         52 weeks         52 weeks 
                     GBPm             GBPm             GBPm             GBPm             GBPm             GBPm 
               ----------       ----------       ----------       ----------       ----------       ---------- 
 
 Revenue - 
  sales 
  to third 
  parties           1,401            2,147               74               90            1,475            2,237 
 
 Segment 
  non-current 
  assets(a)         4,698            4,531               38               12            4,736            4,543 
 
 
 
 a.   Includes balances relating to intangibles, property, plant and 
       equipment, right-of-use assets, finance lease receivables and 
       non-current lease premiums. 
 
   3.   Separately disclosed items 

In addition to presenting information on an IFRS basis, the Group also presents adjusted profit and earnings per share information that excludes separately disclosed items and the impact of any associated tax. Adjusted profitability measures are presented excluding separately disclosed items as we believe this provides both management and investors with useful additional information about the Group's performance and supports a more effective comparison of the Group's trading performance from one period to the next. Adjusted profit and earnings per share information is used by management to monitor business performance against both shorter-term budgets and forecasts but also against the Group's longer-term strategic plans.

Critical accounting judgements

Judgement is used to determine those items which should be separately disclosed to allow a better understanding of the adjusted trading performance of the Group. This judgement includes assessment of whether an item is of sufficient size or of a nature that is not consistent with normal trading activities.

   3.   Separately disclosed items (continued) 

The items identified in the current period are as follows:

 
                                                                      2020       2019 
                                                                  52 weeks   52 weeks 
                                                         Notes        GBPm       GBPm 
                                                                 ---------  --------- 
 Separately disclosed items 
 
 Past service cost in relation to the defined 
  benefit obligation                                       a             -       (19) 
 Costs directly associated with Covid-19 and               b          (11)          - 
  the enforced closure of pubs 
 Gaming machine settlement                                 c            13          - 
 
 Total separately disclosed items recognised 
  within operating costs                                                 2       (19) 
 
 Net profit arising on property disposals                                -          1 
 
 Movement in the valuation of the property portfolio: 
 - Impairment arising from the revaluation of 
  freehold and long leasehold properties                   d          (43)        (4) 
 - Impairment of freehold and long leasehold               e          (10)          - 
  tenant's fixtures and fittings 
 - Impairment of short leasehold and unlicensed 
  properties                                               f           (7)        (5) 
 - Impairment of right-of-use assets                       g          (33)          - 
 - Reversal of past impairment on transfer to 
  assets held for sale                                     h             -          7 
 
 Net movement in the valuation of the property 
  portfolio                                                           (93)        (2) 
 
 
   Total separately disclosed items before tax                        (91)       (20) 
 
 Tax credit relating to above items                                     16          4 
 Tax charge relating to change in tax rate                 i          (10)          - 
                                                                            --------- 
 
 Total separately disclosed items after tax                           (85)       (16) 
                                                                 =========  ========= 
 
 
      a.         On 26 October 2018 the High Court provided a ruling regarding 
                  guaranteed minimum pensions (GMPs) equalisation. The court ruled 
                  that pensions provided to members who had contracted-out of their 
                  scheme must be recalculated to ensure payments reflect the equalisation 
                  of state pension ages in the 1990s. The ruling provided pension 
                  trustees with a range of acceptable methods for calculating the 
                  GMP equalisation. The court also ruled that trustees are obliged 
                  to make arrears payments to members and simple interest on the 
                  arrears should be paid at 1% above the base rate. The estimated 
                  increase in pension liabilities required to equalise for GMPs 
                  and charged in the prior period was GBP19m. 
      b.         Costs directly associated with the Covid-19 pandemic primarily 
                  relate to the disposal of stock items at site and within distribution 
                  depots that are beyond useable dates as a result of the Government 
                  enforced closure of pubs on 20 March 2020. This excessive wastage 
                  is not considered to be part of normal trading activity. 
      c.         The income of GBP13m relates to a long-standing claim with HMRC, 
                  relating to VAT on gaming machines. HMRC first paid the Group 
                  GBP13m in May 2010 but following an appeal by HMRC, the Group 
                  repaid this in 2014. During the 52 weeks ended 26 September 2020, 
                  HMRC agreed to settle this amount with the Group. The amount recognised 
                  is the settlement value including estimated interest. 
       d.          The impairment arising from the Group's revaluation of its freehold 
                    and long leasehold pub estate comprises an impairment charge, 
                    where the carrying values of the properties exceed their recoverable 
                    amount, net of a revaluation surplus that reverses past impairments. 
                    See note 8 for further details. 
       e.          Impairment of freehold and long leasehold tenant's fixtures and 
                    fittings where their carrying values exceed their recoverable 
                    amounts. See note 8 for further details. 
             f.    The impairment of short leasehold and unlicensed properties comprises 
                    an impairment charge, where their carrying values exceed their 
                    recoverable amount, net of an impairment reversal where carrying 
                    values have been increased to the recoverable amounts. See note 
                    8 for further details. 
       g.          Impairment of right-of-use assets where their carrying values 
                    exceed their recoverable amounts. See note 9 for further details. 
       h .         During the prior period, a revaluation uplift, which reverses 
                    a previous impairment, was recognised on reclassification of 
                    property, plant and equipment to assets held for sale. 
       i.          A deferred tax charge has been recognised in the current period 
                    following the substantive enactment of legislation on 17 March 
                    2020, which increased the UK standard rate of corporation tax 
                    from 17% to 19% from 1 April 2020. 
 
 
   4.   Government grants 

Accounting policy

Government grants are not recognised until there is reasonable assurance that the Group will comply with the conditions attaching to them and that the grants will be received. Government grants are recognised in the income statement on a systematic basis over the periods in which the Group recognises as expenses the related operating costs for which the grants are intended to compensate.

Coronavirus Job Retention Scheme (CJRS)

Under this scheme, HMRC reimburses up to 80% of the wages of certain employees who have been

furloughed. The scheme is designed to compensate for staff costs, so amounts received are recognised in the income statement over the same period as the costs to which they relate. In the income statement, operating costs are shown net of grant income received. The scheme commenced on 20 March 2020 and will continue until 31 March 2021.

Eat Out to Help Out

During August 2020, HMRC offered a 50% discount off food and non-alcoholic drinks, capped to GBP10 per

person, when dining out between Monday and Wednesday. The Group participated in this scheme. In the income statement, food and drink revenue includes amounts received from HMRC in respect of the scheme.

Business rates

Businesses in the retail, hospitality and leisure sectors in England were granted 100% business rates relief for the 2020/2021 rates year.

The impact of grants received on the income statement for the 52 weeks ended 26 September 2020 is as follows:

 
 Government grant scheme     Income statement line impact             2020             2019 
                                                                  52 weeks         52 weeks 
                                                                                       GBPm 
                                                                      GBPm 
                                                                ----------       ---------- 
 
 Eat Out to Help Out         Revenue                                    30                - 
 Coronavirus Job Retention   Operating costs before separately         165                - 
  Scheme                      disclosed items 
 
 Total Government grants                                               195                - 
  received 
                                                                ----------       ---------- 
 

In addition to the grants received above, during the current period, the UK Government announced 100% rate relief for all pubs and restaurants for the business rates year 2020/2021. The impact in the current period is an estimated saving of GBP47m (2019 GBPnil).

Although this has not been quantified, the Group has benefitted from a reduction in the rate of VAT from 20% to 5% on non-alcoholic sales which was introduced by the UK Government on 15 July 2020 and will last until 31 March 2021.

   5.   Finance costs and income 
 
                                              2020       2019 
                                          52 weeks   52 weeks 
                                              GBPm       GBPm 
                                         ---------  --------- 
 Finance costs 
 Interest on securitised debt                (105)      (109) 
 Interest on other borrowings                  (6)        (4) 
 Interest on lease liabilities                (17)          - 
 Unwinding of discount on provisions             -        (1) 
 
 Total finance costs                         (128)      (114) 
                                         =========  ========= 
 
 Finance income 
 Interest receivable - cash                      1          1 
                                         =========  ========= 
 
 Net pensions finance charge (note 11)         (4)        (7) 
                                         =========  ========= 
 
   6.   Taxation 

Critical accounting judgements

Recognition of deferred tax assets involves judgement regarding the future financial performance of the UK Group. The future financial performance used in this judgement is the base case forecast scenario as described in the going concern assessment in note 1. Under the base case forecast the Group continues to remain profitable in future years. This base case scenario has been used to forecast future taxable profits.

Key sources of estimation uncertainty

Differences in forecast taxable profits and actual future profits could impact the level of deferred tax assets recognised in future periods. The key estimation uncertainties in forecasting future financial performance will be the depth, duration and recovery profile of the Covid-19 pandemic which will in turn dictate the severity of trading restrictions imposed on the Group by the Government.

Taxation - Group income statement

 
       2020         2019 
   52 weeks     52 weeks 
       GBPm         GBPm 
  ---------    --------- 
 

Current tax:

 
 
   *    UK corporation tax                        -   (31) 
 
   *    Amounts over provided in prior periods    2      3 
                                                     ----- 
 
 
 Total current tax credit/(charge)    2   (28) 
                                         ----- 
 
 

Deferred tax:

 
 
   *    Origination and reversal of temporary differences      21   (5) 
                                                             (10)     - 
   *    Effect of changes in UK tax rate 
 - Adjustments in respect of prior periods                    (2)   (1) 
                                                            -----  ---- 
 
 
 Total deferred tax credit/(charge)                          9     (6) 
                                                           ---  ------ 
 
 Total tax credit/(charge) in the Group income statement    11   (34 ) 
                                                           ===  ====== 
 

Further analysed as tax relating to:

 
 Loss/(profit) before separately disclosed items     5   (38) 
 Separately disclosed items                          6      4 
                                                   ---  ----- 
 
                                                    11   (34) 
                                                   ===  ===== 
 
   6.    Taxation (continued) 

The tax credit in the financial statements is wholly attributable to deferred tax as the full period results are a loss which results in no corporation tax payable for the 52 weeks ended 26 September 2020. The standard rate of corporation tax applied to the reported loss is 19.0% (2019 19.0% applied to the reported profit).

 
                                                        2020       2019 
                                                    52 weeks   52 weeks 
                                                        GBPm       GBPm 
                                                   ---------  --------- 
 Deferred tax in the Group income statement: 
 Accelerated capital allowances                          (1)          1 
 Retirement benefit obligations                          (8)        (4) 
 Unrealised gains on revaluations                         13        (1) 
 Tax losses - UK                                          13        (2) 
 Tax losses - overseas                                     -        (1) 
 Share-based payments                                    (1)          1 
 Rolled over and held over gains                         (7)          - 
 
 Total deferred tax credit/(charge) in the Group 
  income statement                                         9        (6) 
                                                   =========  ========= 
 
 
 Taxation - other comprehensive income 
                                                                    2020       2019 
                                                                52 weeks   52 weeks 
                                                                    GBPm       GBPm 
                                                               ---------  --------- 
 Deferred tax: 
 
 Items that will not be reclassified subsequently 
  to profit or loss: 
 
   *    Unrealised losses/gains due to revaluations - 
        revaluation reserve                                          (2)       (14) 
 
   *    Unrealised losses/gains due to revaluations - 
        retained earnings                                              1        (1) 
                                                                     (6)          - 
   *    Rolled over and held over gains - retained earnings 
 
   *    Remeasurement of pension liability                             8        (3) 
                                                               ---------  --------- 
 
                                                                       1       (18) 
                                                               ---------  --------- 
 
 Items that may be reclassified subsequently to profit 
  or loss: 
 
   *    Cash flow hedges                                               5         10 
 
 Total tax credit/(charge) recognised in other comprehensive 
  income                                                               6        (8) 
                                                               =========  ========= 
 
 
                                                                2020         2019 
                                                            52 weeks     52 weeks 
                                                                GBPm         GBPm 
                                                         -----------  ----------- 
 Tax relating to items recognised directly in equity 
 
 Deferred tax: 
 - Tax (charge)/credit related to share-based payments           (2)            2 
                                                         ===========  =========== 
 

Factors which may affect future tax charges

The Finance Act 2016 reduced the main rate of corporation tax from 19% to 17% from 1 April 2020. The effect of these changes has been reflected in the closing deferred tax balances at 28 September 2019.

The Finance Act 2020 maintained the main rate of corporation tax rate at 19% from 1 April 2020, overriding the Finance Act 2016. The effect of this change has been reflected in the closing deferred tax balances at 26 September 2020.

   7.   (Loss)/earnings per share 

Basic (loss)/earnings per share (EPS) has been calculated by dividing the profit or loss for the period by the weighted average number of ordinary shares in issue during the period, excluding own shares held by employee share trusts.

For diluted (loss)/earnings per share, the weighted average number of ordinary shares is adjusted to assume conversion of all dilutive potential ordinary shares.

Adjusted (loss)/earnings per ordinary share amounts are presented before separately disclosed items (see note 3) in order to allow a better understanding of the adjusted trading performance of the Group.

 
                                                             2020       2019 
                                                         52 weeks   52 weeks 
                                                        ---------  --------- 
 Basic (loss)/earnings per share: 
 Total (loss)/profit for the period (GBPm)                  (112)        143 
 Weighted average number of ordinary shares for 
  the purposes of basic earnings per share (millions)         428        427 
                                                        ---------  --------- 
 
                                                           (26.2) 
 Basic (loss)/earnings per share (pence)                        p     33.5 p 
                                                        =========  ========= 
 
 Total (loss)/profit for the period (GBPm)                  (112)        143 
 Separately disclosed items, net of tax                        85         16 
                                                        ---------  --------- 
 
 Adjusted (loss)/profit for the period(a) (GBPm)             (27)        159 
                                                        ---------  --------- 
 
 Adjusted (loss)/earnings per share(a) (pence)            (6.3) p     37.2 p 
                                                        =========  ========= 
 
 
 Diluted (loss)/earnings per share: 
 Weighted average number of ordinary shares for 
  the purposes of basic earnings per share (millions)         428        427 
 
 Effect of dilutive potential ordinary shares: 
 
   *    Contingently issuable shares (millions)                 -          1 
 
   *    Other share options (millions)                          1          1 
                                                        ---------  --------- 
 Number of shares for the purpose of diluted earnings 
  per share (millions)                                        429        429 
 
                                                           (26.1) 
 Diluted (loss)/earnings per share (pence)                      p     33.3 p 
 Adjusted diluted (loss)/earnings per share(a) 
  (pence)                                                 (6.3) p     37.1 p 
                                                        =========  ========= 
 
 

a. Adjusted (loss)/profit and adjusted EPS are alternative performance measures (APMs) and are considered critical to aid understanding of the Group's performance. These measures are explained later in this announcement.

At 26 September 2020, 1,894,111 (2019 782,078) other share options were outstanding that could potentially dilute basic EPS in the future but were not included in the calculation of diluted EPS as they are anti-dilutive for the periods presented.

   8.   Property, plant and equipment 

Accounting policies

Revaluation

The revaluation utilises valuation multiples, which are determined via third-party inspection of 20% of the sites such that all sites are individually valued approximately every five years; estimates of fair maintainable trade (FMT); and estimated resale value of tenant's fixtures and fittings. Properties are valued as fully operational entities, to include fixtures and fittings but excluding stock and personal goodwill. The value of tenant's fixtures and fittings is then removed from this valuation via reference to its associated resale value. Where sites have been impacted by expansionary capital investment in the preceding twelve months, FMT is taken as the post investment forecast, as the current period trading performance includes a period of closure.

Valuation multiples derived via third-party inspections determine brand standard multiples which are then used to value the remainder of the non-inspected estate via an extrapolation exercise, with the output of this exercise reviewed at a high level by the Directors and the third-party valuer.

Where the value of land and buildings derived purely from a multiple applied to the fair maintainable trade misrepresents the underlying asset value, for example, due to low levels of income or location characteristics, a spot valuation is applied.

Impairment

Short leaseholds, unlicensed properties and fixtures and fittings are reviewed on an outlet basis for impairment if events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised whenever the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the higher of fair value less costs to sell or value in use. Any changes in outlet earnings or cash flows, the discount rate applied to those cash flows, or the estimate of sales proceeds could give rise to an additional impairment loss.

Property, plant and equipment can be analysed as follows:

 
                                             2020    2019 
                                             GBPm    GBPm 
                                           ------  ------ 
 
 At beginning of period                     4,528   4,426 
 Additions                                     97     151 
 (Impairment)/revaluation                   (208)      82 
 Disposals                                    (2)     (2) 
 Transfers to assets held for sale              -    (13) 
 Depreciation provided during the period    (110)   (116) 
 
 At end of period                           4,305   4,528 
                                           ======  ====== 
 

Revaluation

The freehold and long leasehold properties have been valued at fair value, as at 26 September 2020, using information provided by CBRE, independent chartered surveyors. The valuation was carried out in accordance with the RICS Valuation - Global Standards 2020 which incorporate the International Valuation Standards and the RICS Valuation - Professional Standards UK (the 'Red Book') assuming each asset is sold as a fully operational trading entity. The fair value has been determined having regard to factors such as current and future projected income levels. As part of this, CBRE have taken into account the expected rebuild in trade following reopening as a result of Covid-19, as well as location, quality of the pub restaurant and recent market transactions in the sector. In the current period CBRE have therefore reduced the property multiples for the expected impact of Covid-19.

   8.   Property, plant and equipment (continued) 

Impairment

The fair value of tenant's fixtures and fittings are removed from the valuation of freehold and long leasehold properties and are subsequently reviewed for impairment by comparing their recoverable amount to carrying values. Any resulting impairment relates to sites with poor trading performance, where the output of the calculation is insufficient to justify their current book value.

Short leasehold and unlicensed properties (comprising land and buildings and fixtures, fittings and equipment) which are not revalued to fair market value, are reviewed for impairment by comparing site recoverable amount to their carrying values. Any resulting impairment relates to sites with poor trading performance, where the output of the value in use calculations are insufficient to justify their current net book value.

Recoverable amount is determined as being the higher of fair value or value in use. Value in use calculations use forecast trading performance cash flows, which are discounted by applying a pre-tax discount rate of 9.9% (2019 7.7%) and a long-term growth rate of 0.0% (2019 0.0%).

Current period valuations have been incorporated into the consolidated financial statements and the resulting revaluation adjustments have been taken to the revaluation reserve or Group income statement as appropriate. The impact of the revaluations/impairments described above is as follows:

 
                                                                   2020              2019 
                                                               52 weeks          52 weeks 
                                                                   GBPm              GBPm 
                                                      -----------------  ---------------- 
 Group income statement 
 Revaluation deficit charged as an impairment                      (93)              (76) 
 Reversal of past revaluation deficits                               50                72 
                                                      -----------------  ---------------- 
 
 Total impairment arising from the revaluation                     (43)               (4) 
 
 Impairment of short leasehold and unlicensed 
  properties                                                        (7)               (7) 
 Impairment of freehold and long leasehold tenant's                (10)                 - 
  fixtures and fittings 
 Reversal of past impairments of short leasehold 
  and unlicensed properties                                           -                 2 
 
 Total impairment of short leaseholds, unlicensed 
  properties and tenant's fixtures and fittings                    (17)               (5) 
 
 Reversal of past impairment on transfer to assets 
  held for sale                                                       -                 7 
                                                      -----------------  ---------------- 
 
                                                                   (60)               (2) 
                                                      -----------------  ---------------- 
 
 Group statement of other comprehensive income 
 Unrealised revaluation surplus                                      77               199 
 Reversal of past revaluation surplus                             (225)             (115) 
                                                      -----------------  ---------------- 
 
                                                                  (148)                84 
 
 Net (decrease)/increase in property, plant and 
  equipment                                                       (208)                82 
                                                      =================  ================ 
 
   8.   Property, plant and equipment (continued) 

Critical accounting judgements

Revaluation of freehold and long leasehold properties

The revaluation methodology is determined using management judgement, with advice from third-party valuers. The application of a valuation multiple to the fair maintainable trade of each site is considered the most appropriate method for the Group to determine the fair value of licensed land and buildings.

Where sites have been impacted by expansionary capital investment in the preceding 12 months, management judgement is used to determine the most appropriate source of site level FMT. The FMT is taken as the post investment forecast, as the current period trading performance includes a period of closure.

Due to the impact of Covid-19 in the current period, judgement has been applied to determine the most appropriate measure of site level FMT. Given the enforced closure of all sites on 20 March 2020, as well as subsequent local lockdowns, there was significant impact on FY 2020 trading profit for each site. FMT has therefore been determined by reference to the trading performance up to the point of closure, as well as the previous two years of trading performance. In addition, after application of a valuation multiple to provide a site valuation, an income shortfall deduction has been made to reduce this value by the difference between the FMT and the expected Covid-19 related reduction in profit for each site during FY 2021.

Impairment review of short leasehold and unlicensed property and tenant's fixtures and fittings

For the short leasehold properties and tenant's fixtures and fittings impairment review, judgement has been applied to determine the most appropriate forecast to use as a result of the impact of Covid-19 on site profitability and cash flows. Site level forecasts, including the allocation of directly attributable overhead costs, have been used that formed the basis of the overall Group forecast for FY 2021 that was in place at the balance sheet date. Management apply judgement when allocating overhead costs to site cashflows, with an overhead allocation being made only for those costs that can be directly attributed to a site on a consistent basis.

The forecast at the balance sheet date assumed that the Group would not be subject to enforcement of a prolonged national lockdown but would continue to trade at a materially lower level of sales due to selected regional lockdowns alongside other national restrictions, under the UK Government's three tier alert system in England (and similar arrangements in Scotland, Wales, Northern Ireland and Germany). The forecast assumed reduced sales throughout FY 2021, building up to pre Covid-19 levels of trade by the fourth quarter of FY 2021. In addition, the forecast also includes a reduction in VAT on non-alcohol sales to April 2021 and business rate relief to April 2021.

Key sources of estimation uncertainty

Revaluation of freehold and long leasehold properties

The application of the valuation methodology requires two key sources of estimation uncertainty; the estimation of valuation multiples, which are determined via third-party inspections including consideration of a multiple reduction for the impact of Covid-19; and an estimate of fair maintainable trade, including reference to historic and future projected income levels.

In addition, in the current period, an income shortfall deduction has been made from the resulting valuation to estimate the impact on profit of the post Covid-19 rebuild of trade in FY 2021.

The valuers also make reference to market evidence of transaction prices for similar properties. An adjustment to any of these assumptions could lead to a material change in the property valuation. At 26 September 2020 the spread of the Covid-19 virus and social distancing measures put in place in order to stem that spread, has disrupted activity in real estate markets for the hospitality sector, creating heighted valuation uncertainty for the Group's valuers. As a result, the valuation report includes a clause which highlights a 'material valuation uncertainty'. For the avoidance of doubt, this clause does not mean that the valuation cannot be relied upon. Rather, it has been included to ensure transparency and to provide further insight as to the market context under which the valuation opinion was prepared.

The carrying value of properties to which these estimates apply is GBP4,129m (2019 GBP4,343m).

   8.   Property, plant and equipment (continued) 

Key sources of estimation uncertainty (continued)

Revaluation of freehold and long leasehold properties (continued)

Sensitivity analysis

Changes in the FMT, the multiple or the income shortfall deduction could materially impact the valuation of the freehold and long leasehold properties.

FMT

The average movement in FMT of revalued properties over the last three financial periods is 1.4%. It is estimated that, given the multiplier effect, a 1.4% change in the FMT of the freehold or long leasehold properties would generate an approximate GBP52m movement in their valuation.

Multiples

Valuation multiples are determined at an individual brand level. Movements in valuation multiples between financial periods are the result of changes in property market conditions. The average weighted multiple is 8.1 (2019 8.6). Over the last three financial periods, the weighted average brand multiple has moved by an average of 0.2. It is estimated that a 0.2 change in the multiple would generate an approximate GBP88m movement in valuation.

Income shortfall deduction

The income shortfall deduction is calculated by comparing the site level FMT with the site level profit forecasts contained within the Group FY 2021 profit forecast. A downside profit forecast for FY 2021 existed at the balance sheet date which provides a sensitivity against this base position. This potential downside scenario of 11.2% reduction in profit, assumed a longer turnaround of profit back to pre-Covid-19 levels. Applying this downside scenario to the income shortfall calculation would result in an approximate GBP33m reduction in the valuation.

Impairment review of short leasehold and unlicensed property and tenant's fixtures and fittings

The impairment review requires three key sources of estimation uncertainty in calculating the value in use: the estimation of forecast cash flows for each site; the selection of an appropriate discount rate and the selection of an appropriate long-term growth rate. Both the discount rate and long-term growth rate are applied consistently to each cash generating unit.

The carrying value of assets to which these estimates apply is GBP164m.

Sensitivity analysis

Changes in forecast cash flows, the discount rate or the long-term growth rate could materially impact the impairment charge recognised for tenant's fixtures and fittings, short leasehold and unlicensed properties.

Forecast cash flows

The forecast cash flows used in the value in use calculations are site level forecasts that form the overall Group profit forecast for FY 2021, in existence at the balance sheet date. Management have determined a potential downside scenario to this forecast which assumes a longer turnaround of profit back to pre-Covid-19 levels. The use of this downside forecast results in a reduction to EBITDA in FY 2021 of 11.2% against the FY 2021 base case forecast. This would result in an approximate GBP1m increase in the impairment recognised.

Discount rate

The discount rate applied in the value in use calculations is the Group WACC. Over the last three financial periods, the discount rate used in impairment reviews has moved by an average of 0.9%. It is estimated that a 0.9% increase in this rate would generate an additional GBP8m impairment charge. Similarly, it is estimated that a 0.9% decrease would reduce the impairment charge by GBP4m.

Long-term growth rate

Due to market uncertainty at the balance sheet date, mainly in relation to the ongoing Covid-19 pandemic, no long-term growth is included in the value in use calculations. However, should a long-term growth rate of 2.0% be applied, the impairment charge would reduce by GBP5m.

   9.   Leases 

Right - of - use assets

Right-of-use assets can be analysed as follows:

 
                                            2020 
                                            GBPm 
                                           ----- 
 
 At beginning of period                        - 
 Transition to IFRS 16 (see note 12)         466 
 Additions                                    10 
 Impairment                                 (33) 
 Disposals                                   (1) 
 Transfers to assets held for sale             - 
 Depreciation provided during the period    (41) 
 Foreign currency movements                    1 
 
 At end of period                            402 
                                           ===== 
 

Impairment review of right-of-use assets

Right-of-use assets are reviewed for impairment by comparing site recoverable amount to their carrying values. Any resulting impairment relates to sites with poor trading performance, where the output of the calculation is insufficient to justify their current net book value.

Recoverable amount is determined as being the higher of fair value or value in use. Value in use calculations use forecast trading performance cash flows, which are discounted by applying a pre-tax discount rate of 9.9% (2019 7.7%) and a long-term growth rate of 0.0% (2019 0.0%).

Critical accounting judgements

Impairment of right-of-use assets

Judgement is also required when assessing whether a right-of-use asset should be impaired as this requires management to determine the most reliable source for the basis of future income. Where sites have been impacted by expansionary investment in the previous twelve months, management judgement is used to determine the most appropriate source of post-investment profitability, which is likely to be based on a post-investment forecast as the current period trading performance is impacted by a period of closure.

In the current period, judgement has been applied to determine the most appropriate forecast to use as a result of the impact of Covid-19 on site profitability. Site level forecasts, including the allocation of directly attributable overhead costs, have been used that formed the basis of the overall Group forecast for FY 2021 that was in place at the balance sheet date. Management apply judgement when allocating overhead costs to site cashflows, with an overhead allocation being made only for those costs that can be directly attributed to a site on a consistent basis.

The forecast at the balance sheet date assumed that the Group would not be subject to enforcement of a prolonged national lockdown but would continue to trade at a materially lower level of sales due to selected regional lockdowns alongside other national restrictions, under the UK Government's three tier alert system in England (and similar arrangements in Scotland, Wales, Northern Ireland and Germany). The forecast assumed reduced sales throughout FY 2021, building up to pre Covid-19 levels of trade by the fourth quarter of FY 2021. In addition, the forecast also includes a reduction in VAT on non-alcohol sales to April 2021 and business rate relief to April 2021.

   9.   Leases (continued) 

Key sources of estimation uncertainty

The impairment review of right-of-use assets requires three key sources of estimation uncertainty in calculating the value in use: the estimation of forecast cash flows for each site; the selection of an appropriate discount rate and the selection of an appropriate long-term growth rate. Both the discount rate and long-term growth rate are applied consistently to each cash generating unit.

The carrying value of assets to which these estimates apply is GBP402m.

Sensitivity analysis

Changes in forecast cash flows, the discount rate or the long-term growth rate could materially impact the impairment charge recognised for right-of-use assets.

Forecast cash flows

The forecast cash flows used in the value in use calculations are site level forecasts that form the overall Group profit forecast for FY 2021, in existence at the balance sheet date. Management have determined a potential downside scenario to this forecast which assumes a longer turnaround of profit back to pre-Covid-19 levels. The use of this downside forecast results in a reduction to EBITDA of 11.2% in FY 2021 against the FY 2021 base case forecast. This would result in an approximate GBP1m increase in the impairment recognised.

Discount rate

The discount rate applied in the value in use calculations is the Group WACC. Over the last three financial periods, the discount rate used in impairment reviews has moved by an average of 0.9%. It is estimated that a 0.9% increase in this rate would generate an additional GBP4m impairment charge. Similarly it is estimated that a 0.9% decrease would reduce the impairment charge by GBP3m.

Long-term growth rate

Due to market uncertainty at the balance sheet date, mainly in relation to the ongoing Covid-19 pandemic, no long-term growth is included in the value in use calculations. However, should a long-term growth rate of 2.0% be applied, the impairment charge would reduce by GBP4m.

Lease liabilities

A maturity analysis of the undiscounted future lease payments used to calculate the lease liabilities is shown below.

 
                                                              2020 
                                                              GBPm 
                                                            ------ 
 Amounts payable under lease liabilities 
 Due within one year                                            75 
 Due between one and five years                                194 
 Due after five years                                          515 
                                                            ------ 
 Total undiscounted lease liabilities                          784 
 Less: impact of discounting                                 (243) 
                                                            ------ 
 Present value of lease liabilities                            541 
                                                            ====== 
 
 Analysed as: 
 Current lease liabilities - amounts due within twelve 
  months                                                        58 
 Non-current lease liabilities - amounts due after twelve 
  months                                                       483 
                                                            ------ 
                                                               541 
                                                            ====== 
 

10. Borrowings and net debt

Borrowings

Borrowings can be analysed as follows:

 
                                           2020    2019 
                                           GBPm    GBPm 
                                         ------  ------ 
 Current 
 Securitised debt                           104      95 
 Term loan(a)                               100       - 
 Liquidity facility                           9       - 
 Unsecured revolving credit facilities       10       - 
 Overdraft(b)                                15       - 
 Total current                              238      95 
 
 Non-current 
 Securitised debt                         1,542   1,657 
 
 Total borrowings                         1,780   1,752 
                                         ======  ====== 
 
 
 a    The term loan is a drawing under a facility that is backed by 
       the Coronavirus Large Business Interruption Loan Scheme. Further 
       details provided below. 
 b.   The overdraft is within a cash pooling arrangement. In the cash 
       flow statement, cash and cash equivalents are presented net of 
       this overdraft. 
 

Liquidity facility

Under the terms of the securitisation, the Group holds a liquidity facility of GBP295m provided by two counterparties.

The facility, which is not available for any other purpose, is sized to cover 18 months debt service.

During the current period, as a result of the Covid-19 pandemic, the Group obtained a waiver to facilitate drawings of up to GBP100m in total under the Liquidity facility providing the Group with additional facilities in order to meet payments of principal and interest, provided such drawings are repaid in full by 15 March 2021. Amounts of GBP47m have been drawn during the period, of which GBP38m have been repaid. The amount drawn at 26 September 2020 is GBP9m (2019 GBPnil). Further details of the covenant waivers and amendments obtained are provided within the going concern review in note 1.

Unsecured revolving credit facilities

The Group holds three unsecured committed revolving credit facilities of GBP50m each, and uncommitted revolving credit facilities of GBP5m, available for general corporate purposes. These facilities expire on 31 December 2021. The amount drawn at 26 September 2020 is GBP10m (2019 GBPnil).

Term loan backed by the Coronavirus Large Business Interruption Loan Scheme

In June 2020, the Group entered into two new facilities of GBP50m each backed by the UK Government Coronavirus Large Business Interruption Loan Scheme. These facilities also expire on 31 December 2021. The amount drawn at 26 September 2020 is GBP100m (2019 GBPnil).

10. Borrowings and net debt (continued)

Net debt

Net debt can be analysed as follows:

 
                                                                     2020                               2019 
                                                                     GBPm                               GBPm 
                                       ----------------------------------  --------------------------------- 
 
 Cash and cash equivalents                                 173                                133 
 Overdraft                                                 (15)                                            - 
                                       ----------------------------------  --------------------------------- 
 Cash and cash equivalents as 
  presented in 
  the cash flow statement(a)                               158                                 133 
 
 Securitised debt                                                 (1,646)                            (1,752) 
 Term loan                                                          (100)                                  - 
 Unsecured revolving credit facility                                 (10)                                  - 
 Liquidity facility                                                   (9)                                  - 
 Derivatives hedging securitised 
  debt(b)                                                              44                                 55 
 
   Net debt excluding leases                                      (1,563)                            (1,564) 
 
 Lease liabilities                                                  (541)                                  - 
                                                                           --------------------------------- 
 
 Net debt including leases                                        (2,104)                            (1,564) 
                                       ==================================  ================================= 
 
 a.                                    Cash and cash equivalents, in the cash flow statement, are presented 
                                        net of an overdraft within a cash pooling arrangement, to which 
                                        the Group has a legal right of offset. 
 b.                                    Represents the element of the fair value of currency swaps hedging 
                                        the balance sheet value of the Group's US$ denominated A3N loan 
                                        notes. This amount is disclosed separately to remove the impact 
                                        of exchange movements which are included in the securitised 
                                        debt amount. 
 
 

Movement in net debt excluding leases

 
                                                                     2020                 2019 
                                                                 52 weeks             52 weeks 
                                                                     GBPm                 GBPm 
                                                      -------------------  ------------------- 
 
 Net increase in cash and cash equivalents                             24                   11 
 
 Add back cash flows in respect of other components 
  of net debt: 
 Transfers from other cash deposits                                     -                (120) 
 Repayment of principal in respect of securitised 
  debt                                                                 95                   87 
 Drawdown of term loan                                              (100)                    - 
 Drawdown on unsecured revolving credit facilities                   (10)                    - 
 (Drawdown)/repayment of liquidity facility                           (9)                  147 
 
 Decrease in net debt arising from cash flows                           -                  125 
 
 Movement in capitalised debt issue costs net 
  of accrued interest                                                   -                  (1) 
 
 Decrease in net debt excluding leases                                  -                  124 
 Opening net debt excluding leases                                (1,564)              (1,688) 
 Foreign exchange movements on cash                                     1                    - 
 
 Closing net debt excluding leases                                (1,563)              (1,564) 
                                                      ===================  =================== 
 
 
                                             2020 
                                         52 weeks 
 Movement in lease liabilities               GBPm 
                                       ---------- 
 
 Opening lease liabilities                      - 
 Transition to IFRS 16 (see note 12)        (545) 
 Additions                                   (10) 
 Interest charged during the period          (17) 
 Repayment of principal and interest           30 
 Disposals                                      2 
 Foreign currency movements                   (1) 
                                       ---------- 
 Closing lease liabilities                  (541) 
                                       ========== 
 

11. Pensions

Critical accounting judgements

The calculation of the defined benefit liabilities requires management judgement to select an appropriate high-quality corporate bond to determine the discount rate. The most significant criteria considered for the selection of bonds include the rating of the bonds and the currency and estimated term of the retirement benefit liabilities.

In addition, management have used judgement to determine the applicable rate of inflation to apply to pension increases in calculating the defined benefit obligation. Details of this are given below.

Assumptions

The principal financial assumptions have been updated to reflect changes in market conditions in the period and are as follows:

 
                         Main plan   Executive   Main plan   Executive 
                                          plan                    plan 
                              2020        2020        2019        2019 
 
 Discount rate(a)             1.6%        1.6%        1.8%        1.8% 
 Pensions increases - 
  RPI max 5%                  2.8%        2.8%        3.0%        3.0% 
 Inflation rate - RPI         2.9%        2.9%        3.1%        3.1% 
 

a. The discount rate is based on a yield curve for AA corporate rated bonds which are consistent with the currency and estimated term of retirement benefit liabilities.

Amounts recognised in respect of defined benefit schemes

The following amounts relating to the Group's defined benefit and defined contribution arrangements have been recognised in the Group income statement and Group statement of comprehensive income:

 
                                                               2020       2019 
                                                           52 weeks   52 weeks 
 Group income statement                                        GBPm       GBPm 
                                                          ---------  --------- 
 Operating profit: 
 Employer contributions (defined contribution plans)           (13)       (12) 
 Administrative costs (defined benefit plans)                   (2)        (3) 
                                                          ---------  --------- 
 
 Charge to operating profit before separately disclosed 
  items                                                        (15)       (15) 
 Past service cost (note 3)                                       -       (19) 
                                                          ---------  --------- 
 Charge to operating profit                                    (15)       (34) 
 
 Finance costs: 
 Net pensions finance income on actuarial surplus                 5         10 
 Additional pensions finance charge due to minimum 
  funding                                                       (9)       (17) 
                                                          ---------  --------- 
 
 Net finance charge in respect of pensions                      (4)        (7) 
 
 Total charge                                                  (19)       (41) 
                                                          =========  ========= 
 
 
                                                          2020       2019 
                                                      52 weeks   52 weeks 
 Group statement of comprehensive income                  GBPm       GBPm 
                                                     ---------  --------- 
 
 Return on scheme assets and effects of changes in 
  assumptions                                             (22)       (77) 
 Movement in pension liabilities recognised due to 
  minimum funding                                           25         92 
                                                     ---------  --------- 
 
 Remeasurement of pension liabilities                        3         15 
                                                     =========  ========= 
 

11. Pensions (continued)

 
                                                       2020      2019 
 Group balance sheet                                   GBPm      GBPm 
                                                    -------  -------- 
 
 Fair value of schemes' assets                        2,736     2,739 
 Present value of schemes' liabilities              (2,434)   (2,443) 
                                                    -------  -------- 
 
 Actuarial surplus in the schemes                       302       296 
 Additional liabilities recognised due to minimum 
  funding                                             (495)     (511) 
                                                    -------  -------- 
 
 Total pension liabilities(a)                         (193)     (215) 
                                                    =======  ======== 
 

a. The total pension liabilities of GBP193m (2019 GBP215m) is presented as a GBP51m current liability (2019 GBP50m) and a GBP142m non-current liability (2019 GBP165m).

The movement in the actuarial surplus in the period is as follows:

 
                                                      2020   2019 
                                                      GBPm   GBPm 
                                                     -----  ----- 
 
 Actuarial surplus at beginning of period              296    336 
 Interest income                                         5     10 
 Return on scheme assets and effects of changes in 
  assumptions                                         (22)   (77) 
 Additional employer contributions                      25     49 
 Past service cost                                       -   (19) 
 Administration costs                                  (2)    (3) 
 
 At end of period                                      302    296 
                                                     =====  ===== 
 

12. Adoption of IFRS 16 leases

 
 The Group has initially adopted IFRS 16 Leases from 29 September 
  2019. The impact of the adoption on the opening balance sheet at 
  29 September 2019 is described in note 1 and below. 
 
  Impact of IFRS 16 on the financial statements 
 
  At transition, for leases classified as operating leases under IAS 
  17, lease liabilities were measured in accordance with the policy 
  set out in note 1, using the Group's incremental borrowing rate 
  as at 29 September 2019. Right-of-use assets were measured at an 
  amount equal to the corresponding lease liability, adjusted for 
  any prepaid lease payments, lease incentives, expected dilapidations 
  and lease premiums. 
 
  The following is a reconciliation of total operating lease commitments 
  as at 28 September 2019, to the lease liabilities as at 29 September 
  2019: 
                                                                    GBPm 
   Total operating lease commitments at 28 September 2019            678 
 
   Reconciling items: 
 
          *    Short term leases                                     (1) 
 
          *    Lease commitments for periods post break clauses      120 
 
          *    Assumed lease extensions                                4 
   Operating lease liabilities before discounting                    801 
 
   Impact of discounting using incremental borrowing rate(a)       (256) 
                                                                  ------ 
 
   Total lease liabilities recognised under IFRS 16 at 29 
    September 2019                                                   545 
                                                                  ====== 
 
 
  a. The weighted average incremental borrowing rate used to calculate 
  lease liabilities at the transition date was 3.5%. 
 

12. Adoption of IFRS 16 leases (continued)

The following is a reconciliation of the opening lease liabilities to the opening right-of-use assets:

 
                                                                  GBPm 
 Total lease liabilities recognised under IFRS 16 at 29 
  September 2019                                                   545 
 
 Reconciling items: 
 
        *    Lease premiums                                          1 
 
        *    Lease incentives                                      (9) 
 
        *    Lease prepayments                                      13 
 
        *    Dilapidations costs                                     1 
 
        *    Impairment recognised on right-of-use assets         (65) 
 
        *    Sub-leases derecognised and recognised as finance 
             lease receivables                                    (20) 
 
 Total right-of-use assets recognised under IFRS 16 at 
  29 September 2019                                                466 
                                                                 ===== 
 

Balance sheet

The impact on the opening balance sheet is summarised below;

 
                                    Closing balance          IFRS         Opening balance 
                                     sheet at 28 September    16 impact    sheet at 29 September 
                                     2019                                  2019 
                                                      GBPm         GBPm                     GBPm 
 Lease premiums                                          1          (1)                        - 
 Right-of-use assets                                     -          466                      466 
 Finance lease receivables 
  - non-current                                          -           17                       17 
 Deferred tax asset                                     66            5                       71 
 Finance lease receivables 
  - current                                              -            2                        2 
 Trade and other receivables                            63         (13)                       50 
 Trade and other payables                            (327)           12                    (315) 
 Lease liabilities - current                             -         (29)                     (29) 
 Lease liabilities - non-current                         -        (516)                    (516) 
 Provisions                                           (36)           33                      (3) 
 
 Retained earnings                                     854         (24)                      830 
 
 
 
 a   Movement in the opening balance of retained earnings represents 
      the impairment review of GBP65m on right-of-use assets and 
      GBP1m on lease receivables, offset by the reversal of onerous 
      lease provision of GBP33m, rent review accruals no longer required 
      under IFRS 16 of GBP3m, dilapidations on the right-of-use assets 
      already charged through the income statement of GBP1m, and 
      an increase of GBP5m to the deferred tax asset. 
 

Income statement

The Group has recognised depreciation and interest costs in the income statement, rather than rental charges for those leases that were previously classified as operating leases. During the 52 weeks ended 26 September 2020, the Group recognised GBP41m of depreciation charges and GBP17m of interest costs in respect of these leases. In addition, the Group has recognised an impairment of GBP33m as a separately disclosed item for the 52 weeks ended 26 September 2020.

Cash flow statement

Whilst the implementation of IFRS 16 has no impact on cash flow, there is a requirement to present lease payments split between principal and interest as shown in the cash flow statement.

13. Post balance sheet events

UK Government Covid-19 announcements

On 31 October 2020, the UK Government announced a second national lockdown to be effective in England from 5 November 2020 to 2 December 2020. This resulted in mandatory closure of all of the Group's trading sites in England on 5 November 2020. The impact of this has been included in the going concern assessment in note 1.

However, the revaluation of freehold and long leasehold properties, the impairment review of property, plant and equipment and the impairment review of right-of-use assets were performed using known conditions at the balance sheet date. As such, the forecast profits for FY 2021 did not include the impact of a second national lockdown on forecast sales and the expected further reduction in trade rebuild.

The estimated impact of this is as follows.

Property, plant and equipment (note 8)

Revaluation of freehold and long leasehold properties

A revised site level forecast, that forms the basis of the FY 2021 Group forecast used in the going concern assessment, has been applied to determine a revised income shortfall for FY 2021.

The impact of this would have been a reduction in the value of freehold and long leasehold properties of GBP42m. This would constitute an additional impairment charge of GBP11m in the income statement and GBP31m revaluation loss in other comprehensive income.

Impairment review of tenant's fixtures and fittings and short leasehold and unlicensed properties

A revised site level forecast, that forms the basis of the FY 2021 Group forecast used in the going concern assessment, has been applied to determine revised value in use calculations.

The impact of this would have been an additional impairment charge of GBP1m.

Leases (note 9)

Impairment review of right-of-use assets

A revised site level forecast, that forms the basis of the FY 2021 Group forecast used in the going concern assessment, has been applied to determine revised value in use calculations.

The impact of this would have been an additional impairment charge of GBP2m.

Defined benefit pension schemes - GMP equalisation

On 20 November 2020, the High Court ruled that pension schemes will need to revisit individual transfer payments made since 17 May 1990 to check if any additional value is due as a result of GMP equalisation. This latest judgement follows on from the ruling regarding guaranteed minimum pensions (GMP) on 26 October 2018 and requires that schemes make a top-up payment to any member who exercised their statutory right to transfer benefits to an alternative scheme. The top-up payment should be the shortfall between the original transfer payment and what would have been paid if benefits had been equalised at the time, with interest in line with Bank base rate plus 1% each year.

This ruling will impact the Group's actuarial surplus, as it will lead to an increase in obligations, however it should be noted that due to the recognition of an additional liability in relation to minimum funding, there will be no change to the reported pension liability in the balance sheet. This ruling will be treated as a non-adjusting event.

Given the date of the ruling and complexity of application, it is not currently practical to estimate the impact on the actuarial surplus and income statement.

14. Financial statements

The preliminary statement of results was approved by the Board of Directors on 25 November 2020. It does not constitute the Group's statutory consolidated financial statements for the 52 weeks ended 26 September 2020 or for the 52 weeks ended 28 September 2019. The financial information is derived from the statutory consolidated financial statements of the Group for the 52 weeks ended 26 September 2020.

Statutory accounts for 2019 have been delivered to the Registrar of Companies and those for 2020 will be delivered following the Company's Annual General Meeting.

14. Financial statements (continued)

The financial information for the 52 weeks ended 28 September 2019 is derived from the statutory accounts for that year which have been delivered to the Registrar of Companies. The auditors reported on those accounts: their report was unqualified and did not draw attention to any matters by way of emphasis of matter and did not contain a statement under s498(2) or (3) of the Companies Act 2006.

The statutory financial statements for the 52 weeks ended 26 September 2020 will be filed with the Registrar of Companies following the 2020 Annual General Meeting. The report of the auditor was unqualified and did not contain a statement under s498(2) or (3) of the Companies Act 2006, but did include a section highlighting a material uncertainty that may cast significant doubt on the Group and Company's ability to continue as a going concern. Further detail is provided with the Outlook assessment and notes to these preliminary statement of results.

Alternative Performance Measures

The performance of the Group is assessed using a number of Alternative Performance Measures (APMs).

The Group's results are presented both before and after separately disclosed items. Adjusted profitability measures are presented excluding separately disclosed items as we believe this provides both management and investors with useful additional information about the Group's performance and supports a more effective comparison of the Group's trading performance from one period to the next. Adjusted profitability measures are reconciled to unadjusted IFRS results on the face of the income statement with details of separately disclosed items provided in note 3.

The Group's results are also described using other measures that are not defined under IFRS and are therefore considered to be APMs. These APMs are used by management to monitor business performance against both shorter term budgets and forecasts but also against the Group's longer-term strategic plans.

APMs used to explain and monitor Group performance include:

 
 APM                   Definition                                    Source 
--------------------  --------------------------------------------  ------------------------ 
 EBITDA                Earnings before interest, tax, depreciation   Group income statement 
                        and amortisation. 
--------------------  --------------------------------------------  ------------------------ 
 Adjusted EBITDA       Annualised EBITDA on a 52 week basis          Group income statement 
                        before separately disclosed items 
                        is used to calculate net debt to EBITDA. 
--------------------  --------------------------------------------  ------------------------ 
 Operating profit      Earnings before interest and tax.             Group income statement 
--------------------  --------------------------------------------  ------------------------ 
 Adjusted operating    Operating profit before separately            Group income statement 
  profit                disclosed items. 
--------------------  --------------------------------------------  ------------------------ 
 Like-for-like         Like-for-like sales growth reflects           Group income statement 
  sales growth          the sales performance against the 
                        comparable period in the prior year 
                        of UK managed pubs, bars and restaurants 
                        that were trading in the two periods 
                        being compared, unless marketed for 
                        disposal. 
--------------------  --------------------------------------------  ------------------------ 
 Adjusted earnings     Earnings per share using profit before        Note 7 
  per share (EPS)       separately disclosed items. 
--------------------  --------------------------------------------  ------------------------ 
 Net debt : Adjusted   The multiple of net debt including            Note 10 
  EBITDA                lease liabilities, as per the balance         Group income statement 
                        sheet compared against 52 week EBITDA 
                        before separately disclosed items 
                        which is a widely used leverage measure 
                        in the industry. 
--------------------  --------------------------------------------  ------------------------ 
 Free cash flow        This measure is no longer used as             Cash flow statement 
                        an APM, see explanation below. 
--------------------  --------------------------------------------  ------------------------ 
 Return on capital     Return generating capital includes 
                        investments made in new sites and 
                        investment in existing assets that 
                        materially changes the guest offer. 
                        Return on investment is measured by 
                        incremental site EBITDA following 
                        investment expressed as a percentage 
                        of return generating capital. Return 
                        on investment is measured for four 
                        years following investment. Measurement 
                        commences three periods following 
                        the opening of the site. 
--------------------  --------------------------------------------  ------------------------ 
 

A. Like-for-like sales

The sales this year compared to the sales in the previous year of all UK managed sites that were trading in the two periods being compared, expressed as a percentage. This widely used industry measure provides better insight into the trading performance than total revenue which is impacted by acquisitions and disposals. As like-for-like sales can only be measured when sites are trading the measure excludes periods of closure in response to Covid-19.

 
                                                    2020       2019   Year-on 
                                                52 weeks   52 weeks     -year 
                           Source                   GBPm       GBPm         % 
                          ------------------   ---------  ---------  -------- 
 
 Reported revenue          Income statement        1,475      2,237   (34.1%) 
 Less non like-for-like 
  sales and income                                 (172)      (887)     80.6% 
                                               ---------  ---------  -------- 
 Like-for-like sales                               1,303      1,350    (3.5%) 
 
 

Drink and food sales growth

 
                                             2020       2019   Year-on 
                                         52 weeks   52 weeks     -year 
                              Source         GBPm       GBPm         % 
                             --------   ---------  ---------  -------- 
 
 Drink like-for-like sales                    573        618    (7.3%) 
 Food like-for-like sales                     699        697      0.3% 
 Other like-for-like sales                     31         35   (11.4%) 
                                        ---------  ---------  -------- 
 Total like-for-like sales                  1,303      1,350    (3.5%) 
 
 

B. Adjusted Operating Profit

Operating profit before separately disclosed items as set out in the Group Income Statement. Separately disclosed items are those which are separately identified by virtue of their size or incidence (see note 3). Excluding these items allows a better understanding of the trading of the Group.

 
                                                        2020       2019     Year-on 
                                                    52 weeks   52 weeks       -year 
                               Source                   GBPm       GBPm           % 
                              ------------------   ---------  ---------  ---------- 
 
 Operating profit              Income statement            8        297     (97.3%) 
 Separately disclosed items    Note 3                     91         20 
 Adjusted operating profit                                99        317     (68.8%) 
 Reported revenue              Income statement        1,475      2,237     (34.1%) 
                                                   ---------  ---------  ---------- 
 Adjusted operating margin                              6.7%      14.2%   (7.5ppts) 
                                                   =========  =========  ========== 
 

C. Adjusted Earnings per Share

Earnings per share using profit before separately disclosed items. Separately disclosed items are those which are separately identified by virtue of their size or incidence. Excluding these items allows a better understanding of the trading of the Group.

 
                                                           2020       2019    Year-on 
                                                       52 weeks   52 weeks      -year 
                                  Source                   GBPm       GBPm          % 
                                 ------------------   ---------  ---------  --------- 
 
 (Loss)/profit for the period     Income statement        (112)        143   (178.3%) 
 Add back separately disclosed 
  items                           Income statement           85         16 
 Adjusted (loss)/profit                                    (27)        159   (117.0%) 
 Weighted average number 
  of shares                       Note 7                    428        427       0.2% 
 Adjusted (loss)/earnings 
  per share                                              (6.3)p      37.2p   (116.9%) 
                                                      =========  =========  ========= 
 

D. Net Debt: Adjusted EBITDA

The multiple of net debt as per the balance sheet compared against 52 week EBITDA before separately disclosed items which is a widely used leverage measure in the industry. From FY 2020 leases are included in net debt following adoption of IFRS16. Adjusted EBITDA is used for this measure to prevent distortions in performance resulting from separately disclosed items.

Due to the closure period we do not have a representative 52 week EBITDA measure to calculate this metric and therefore it has not been used in these financial statements.

E. Free Cash Flow

Free cash flow excludes the cash movement on unsecured revolving credit facilities and was previously presented to allow understanding of the cash movements excluding short term debt. This measure is no longer used.

F. Return on capital

Return generating capital includes investments made in new sites and investment in existing assets that materially changes the guest offer. Return on investment is measured by incremental site EBITDA following investment expressed as a percentage of return generating capital. Return on investment is measured for four years following investment. Measurement of return commences three periods following the opening of the site.

Return on expansionary capital

 
                                                           2019      2020    2020      2020 
                                                        FY16-19   FY17-19    FY20     Total 
                                   Source                  GBPm      GBPm    GBPm      GBPm 
                                  ------------------   --------  --------  ------  -------- 
 
 Maintenance and infrastructure                             265       183      38       221 
 Remodel - refurbishment                                    201       170      54       224 
                                                       --------  --------  ------  -------- 
 Non-expansionary capital                                   466       353      92       445 
                                                       --------  --------  ------  -------- 
 Remodel expansionary                                        39        26       2        28 
 Conversions and acquisitions*                              141        99      12       111 
                                                       --------  --------  ------  -------- 
 Expansionary capital 
  for return calculation                                    180       125      14       139 
                                                       --------  --------  ------  -------- 
 Expansionary capital 
  open < 3 periods pre 
  year end                                                   14        14       2        16 
                                                       --------  --------  ------  -------- 
 Total capital                     Cash flow                660       492     108       600 
                                                       --------  --------  ------  -------- 
 
 Adjusted EBITDA                   Income statement       1,711     1,279     253     1,532 
 Non-incremental EBITDA                                 (1,692)   (1,269)   (255)   (1,524) 
 Incremental EBITDA                                          19        10     (2)         8 
                                                       --------  --------  ------  -------- 
 Return on expansionary 
  capital                                                   11%        8%   (11%)        6% 
                                                       ========  ========  ======  ======== 
 

*Conversion and acquisition capital is net of capex incurred for projects which have been open for less than 3 periods pre year end

Return on remodel capital

 
                                                               FY20 
                                   Source                      GBPm 
                                  ------------------   ------------ 
 
 Capital investment                Cash flow                    108 
 Non-remodel capital investment                                (54) 
                                                       ------------ 
 Remodel - refurbishment                                         54 
 
 Adjusted EBITDA                   Income statement             253 
 Non-incremental EBITDA                                       (272) 
                                                       ------------ 
 Incremental EBITDA                                            (19) 
 
 ROI                                                          (35%) 
                                                       ============ 
 

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FR DBBDBBXDDGGU

(END) Dow Jones Newswires

November 26, 2020 02:00 ET (07:00 GMT)

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