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MAB Mitchells & Butlers Plc

233.00
0.00 (0.00%)
16 Apr 2024 - Closed
Delayed by 15 minutes
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
  0.00 0.00% 233.00 232.50 233.00 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Drinking Places (alcoholic) 2.5B -4M -0.0067 -347.01 1.38B

Mitchells & Butlers PLC Half Year Results (0576Z)

19/05/2021 7:00am

UK Regulatory


Mitchells & Butlers (LSE:MAB)
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TIDMMAB

RNS Number : 0576Z

Mitchells & Butlers PLC

19 May 2021

MITCHELLS & BUTLERS PLC

LEI no: 213800JHYNDNB1NS2W10

19 May 2021

HALF YEAR RESULTS

(For the 28 weeks ended 10 April 2021)

Highlights

 
 -   Strengthened balance sheet through successful GBP351m equity 
      raise and refinanced debt arrangements 
 -   Confident of emerging in a position of strength as restrictions 
      are eased 
 -   Almost all sites now open, trading indoors and outdoors 
 

Reported results

 
 -    Total revenue of GBP219m (HY 2020 GBP1,039m) 
  -    Operating loss of GBP132m (HY 2020 loss GBP51m) 
  -    Loss before tax of GBP200m (HY 2020 loss GBP121m) 
 -    Basic loss per share of (33.0)p (HY 2020 (22.6)p as restated) 
 

Trading results

 
 -   First half again dominated by Covid-19, with only 14 weeks 
      of restricted trading permitted 
 -   Like-for-like sales(a) restricted to a decline of 30.1% 
      against pre Covid-19 levels 
 -   Adjusted operating (loss)/profit(a) GBP(124)m (HY 2020 GBP108m) 
 -   Adjusted (loss)/earnings per share(a) (31.8)p (HY 2020 6.5p 
      as restated ) 
 

Balance sheet and cash flow

 
 -   Unsecured committed financing facilities of GBP150m to February 
      2024 
 -   Extended covenant waivers and then amendments in place for 
      the securitisation until January 2023 
 -   Cash outflow of GBP(16)m (HY 2020 inflow GBP58m), including 
      gross equity proceeds of GBP351m 
 -   Net debt of GBP2,014m (HY 2020 GBP2,158m), including GBP542m 
      of IFRS 16 lease liabilities (HY 2020 GBP543m) 
 

Phil Urban, Chief Executive, commented:

"M&B was a high performing business coming into the pandemic. With the support of our main stakeholders, we are now well placed to emerge in a strong competitive position and look forward to the removal of remaining trading restrictions in June such that the business is able to return again to full and sustainable profitability.

With our great estate, well diversified portfolio of brands and proven management team, we look forward to welcoming back our guests for great experiences in Covid-19 secure environments and focusing the business once again on continually enhancing our customer proposition while driving efficiencies through the Ignite programme."

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 explained later in this announcement.

There will be a conference call held today at 9:15am accessible by phone on 0203 936 2999, access code: 327499 and www.incommuk.com/customers/online access code: 327499. The slides will also be available on the website at www.mbplc.com . The replay will be available until 2 June 2021 on 0203 936 3001, access code: 686064.

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 6112 
 Gabby Shilvock - Investor Relations    +44(0)121 498 6514 
 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 .

CURRENT TRADING AND OUTLOOK

We successfully launched our Open Offer on 22 February, raising GBP351m. The equity raise, plus the associated package of refinanced terms for our secured and unsecured debt, provides a strong platform of financial stability as we continue to manage our way through the remaining uncertainty presented by the Covid-19 pandemic.

At the balance sheet date the Group had cash balances on hand of GBP141m, with undrawn unsecured facilities of GBP150m. Subsequently, we have had five weeks of limited outdoor trading from 12 April. We started this period with 16% of our estate open, building to 44% as restrictions eased in Scotland and Wales, and based on the strong levels of bookings and demand we have seen open sites generating a level of outdoor sales that were 37% down on their total sales (outdoor plus indoor) pre Covid-19. As restrictions have eased further, we have this week re-opened almost all of our estate, now permitted to trade both indoors and outdoors.

Whilst uncertainty and challenges still remain, we are encouraged by the successful roll out of the Covid-19 vaccination programme and the fall in infection rates and are confident, given the demand that we have seen so far since re-openings, that we will see strong consumer confidence in our brands supporting a rebound to profitability and cash generation once restrictions are fully eased. Until that time, we continue to believe it is not meaningful to provide any forward guidance.

BUSINESS REVIEW

The first half of the financial year continued to be dominated by the effects of Covid-19 with increased trading restrictions, including the introduction of regional tiers, resulting in reduced guest visits in the lead up to the second 4-week lockdown in England on 5 November.

Trading recommenced on 2 December, but with even tighter restrictions within the regional tiers, including tier 3 areas remaining closed. Throughout December, with the introduction of tier 4 as the new variant was discovered, restrictions became progressively tighter still resulting in further site closures and significantly reduced sales activity over the important festive trading season followed by closure of the estate for the third time from 30 December, ahead of the imposition of the wider national lockdown on 4 January.

Total sales in the first half of the year were GBP219m, a decline of 78.9% reflecting these restrictions on trade.

As a result, the Group's liquidity position deteriorated significantly over the first quarter. On 15 February we announced our intention to undertake an Open Offer to raise additional equity. In parallel with this process, we reached agreement with our relationship banks for a new GBP150m 3-year unsecured facility and extended the temporary waivers and amendments in place over the securitisation to avoid technical breaches that would have been incurred due to forced closure, both of which were conditional on completion of the Open Offer. The formation of Odyzean was also announced, representing the combined shareholding of Piedmont, Elpida and Smoothfield, showing their support for the Company through this critical period by fully supporting the proposed Open Offer.

The Open Offer was launched on 22 February, with the results published on 11 March confirming gross proceeds of GBP351m to provide funding for short-term working capital needs, reduce the level of unsecured debt and strengthen the balance sheet. As we emerge from restrictions, this will also enable us to restart our estate investment strategy and maintain our strong competitive position, while continuing our focus on long-term deleveraging.

Throughout closure periods we have kept operating costs to a minimum, have reduced discretionary capital expenditure and over 99% of employees have been on furlough. We have continued to work hard to keep all our team members connected and informed through our support portal, launched last financial year, and social media platforms. The welfare and mental health of our team has continued to be a primary concern and we are encouraged by the way our teams have pulled together in this difficult time.

Mitchells & Butlers has continued to play a role in the UK Hospitality forums that helped devise the Hospitality Sector Protocols Document and have lobbied the Government directly to support the sector during closure. We welcomed the Government's extended support through a reduced VAT rate on certain supplies and the business rates holiday, in addition to the security of employment provided by the furlough scheme enabling us to continue to protect the vast majority of our employees.

The Government's announcement on 22 February provided a roadmap for the easing of restrictions and we have successfully traded an average of 535 sites from outdoor areas since 12 April. Performance has been varied and heavily influenced by the weather, with outdoor sales in open sites being on average 37% down on full pre Covid-19 levels (outdoor and indoor). Encouragingly our average guest review scores since reopening were 4.4 out of 5, despite the restricted trading conditions. The CGA Consumer Pulse survey has shown 44% of adults visited hospitality venues in the first week of trading, 9% points higher than reopening after England's first national lockdown. This indicates that consumer demand for hospitality remains strong and provided us with optimism ahead of our reopening for indoor trading on 17 May, with almost all of our estate now open.

Covid-19 secure procedures including directional and spacing signage, sanitising stations, disposable menus and table spacing have previously been adopted by our teams, whilst still providing a hospitable feel and great experiences for our guests. We have the experience and confidence to support these measures going forward, alongside the application of test and trace guidance. Over this period consumer trends such as home delivery have been accelerated and digital technology that we were already implementing has been increasingly important. Order at table, now successfully rolled out across the majority of our estate, has been particularly popular with our pub brands where we have seen sales mix build to over 60%.

The unprecedented challenges the industry has faced have had a damaging impact on market supply with a 7% decline in licensed premises, according to the May AlixPartners CGA Market Recovery Monitor. We believe that the platform of financial stability provided through the equity raise will leave us well placed to benefit from these changes in the competitive landscape.

OUR STRATEGIC PRIORITIES

Despite the impacts of Covid-19, the fundamental strengths of our business remain. We have an 82% freehold estate, with recognised and diversified brands across consumer demographics and geographical locations, and an experienced and proven management team with the focus to build on the momentum previously gained before the pandemic. In the short to medium term, our priority will be on successfully trading the business in the current challenging 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 Covid-19.

Our Ignite programme of work remains at the core of our long-term value creation plans and we had refreshed the initiatives and opportunities available to us in early 2020. Our immediate focus will be on the successful rebuilding of trade following the extended periods of closure and w e will be prioritising initiatives that support this, such as sales driving actions and the resumption of capital investment in our estate to maintain competitiveness. We remain confident in our ability to deliver long term and sustained efficiencies and business improvements through the existing Ignite programme and will be working to refine and roll out new measures.

Principal risks and uncertainties

Since the financial year end, there have been no material changes to the principal risks previously disclosed (detailed in the Annual Report and Accounts 2020 page 32). However, in experiencing enforced Government closures, which have impacted the business due to Covid-19, we have identified a new risk in relation to 'Mandated Closures'. This new risk has been added to the Group's risk register, given the rare risk that the business could again be severely impacted by an enforced Government closure (or imposed severe trading restrictions), of part or all of the estate. The frequency and nature of these risks are unpredictable and the impact could be substantial for the Group, as evidenced during the Covid-19 pandemic. We continue to monitor and assess all key risks and uncertainties facing the business, in addition to any new and emerging risks.

The Group has prepared for Brexit and does not expect material supply shortages or cost increases. However, having been closed since the date Brexit became effective, the full impact will become more apparent as we begin to reopen for trade.

FINANCIAL REVIEW

On a statutory basis, loss before tax for the half year was GBP200m (HY 2020 loss GBP121m), on sales of GBP219m (HY 2020 GBP1,039m).

The Group Income Statement discloses adjusted profit and earnings per share information that excludes 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) 
                                    HY 2021    HY 2020    HY 2021    HY 2020 
                                     GBPm        GBPm       GBPm       GBPm 
 Revenue                              219       1,039       219       1,039 
 Operating (loss)/profit             (132)       (51)      (124)       108 
 (Loss)/profit before 
  tax                                (200)      (121)      (192)        38 
 (Loss)/Earnings per share 
  (1)                               (33.0)p    (22.6)p    (31.8)p      6.5p 
 Operating margin                   (60.3)%     (4.9)%    (56.6)%     10.4% 
 (1) (Loss)/earnings per share for the comparative periods have 
  been restated to reflect the bonus element of the Open Offer share 
  issue completed on 12 March 2021. 
 

At the end of the period, the total estate comprised 1,735 sites in the UK and Germany of which 1,649 are directly managed.

Revenue

Total revenue of GBP219m (HY 2020 GBP1,039m) was 78.9% lower than last year due to restrictions on trading.

During the first 14 weeks of the period some level of restricted trading was possible for parts of the estate. During this period l ike-for-like sales (a) (for those sites open) were 30.1 below prior year levels with food sales (a) down by 20.7% and drink sales (a) down by 40.3%.

At the end of December, the estate entered a mandated closure for the third time, with the full national lockdown subsequently enforced from 4 January. No further sales were therefore recorded.

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 charge of GBP5m was recognised in relation to stock write offs as a result of Covid-19 mandated closure and a GBP3m past service cost in relation to guaranteed minimum pensions (GMPs) equalisation for the defined benefit pension schemes.

Operating profit and margins (a)

The significant impact of Covid-19 closures and restrictions resulted in an adjusted operating loss (a) of GBP124m (HY 2020 adjusted profit GBP108m). Throughout the closure periods operating costs have been kept to a minimum and over 99% of employees have been on furlough, amounting to GBP175m of Government support for employees through furlough grants during the period. Support to the Group itself has continued in the form of a holiday from business rates, which is worth GBP51m across the half year, and a reduction in the rate of VAT to 5% on non-alcoholic sales.

Statutory operating margin of (60.3)% was 55.4ppts lower than last year, impacted by the significant closures and other trading restrictions. Adjusted operating margin (a) for the half year was 67.0ppts lower than last year at (56.6)%.

Interest

Net finance costs of GBP67m for the half year were GBP1m lower than last year. The net pensions finance charge was GBP1m (HY 2020 GBP2m). The charge for the full year is expected to be GBP3m.

The Group notes the requirement to transition the basis of future rates of interest on securitised bonds, the liquidity facility and swaps away from LIBOR ahead of the cessation of publication of that index. This transition is being reviewed with a view to seeking agreement with relevant stakeholders by the end of the year.

Earnings per share

Basic loss per share, after the separately disclosed items described above, were (33.0)p (HY 2020 (22.6)p), adjusted (loss)/earnings per share (a) were (31.8)p (HY 2020 6.5p). (Loss)/earnings per share for comparative periods have been restated to reflect the bonus element of the Open Offer share issue (see note 8).

The basic weighted average number of shares in the period was 500m and the total number of shares issued at the balance sheet date was 596m, following the equity raise and subsequent issue of an additional 167m shares.

Cash flow

 
                                                 HY 2021   HY 2020 
                                                  GBPm      GBPm 
 EBITDA before movements in the valuation 
  of the property portfolio                       (57)       182 
 Non-cash share-based payment and pension 
  costs and other                                   6         2 
 Operating cash flow before adjusted items, 
  movements in working capital and additional 
  pension contributions                           (51)       184 
 Working capital movement                         (85)      (34) 
 Pension deficit contributions                    (13)      (25) 
                                                --------  -------- 
 Cash flow from operations                        (149)      125 
 Capital expenditure                              (16)      (82) 
 Net finance lease principal payments             (18)      (12) 
 Interest on lease liabilities                     (9)       (6) 
 Net interest paid                                (53)      (55) 
 Tax                                                1       (16) 
 Issue of shares                                   342        2 
 Other                                             (2)       (3) 
 Drawings under liquidity facility                 49         - 
 (Repayment) of term loan                         (100)       - 
 (Repayment)/drawdown of revolving credit 
  facilities                                      (10)       150 
 Net cash flow before bond amortisation            35        103 
 Mandatory bond amortisation                      (51)      (45) 
                                                --------  -------- 
 Net cash flow before dividends                   (16)       58 
 
 
 

The business generated a loss of GBP57m of EBITDA before movements in the valuation of the property portfolio.

The working capital movement reflects significant periods of closure with continued supplier, landlord and HMRC commitments due. GBP28m of the movement is due to an increase in the Coronavirus Job Retention Scheme receivable.

Share issue proceeds reflect the equity raise of GBP351m less GBP9m transaction fees.

Capital expenditure

Capital expenditure of GBP16m (HY 2020 GBP82m) comprises GBP15m from the purchase of property, plant and equipment and GBP1m in relation to the purchase of intangible assets. Capital expenditure was significantly below historic levels as part of the cash management strategy in response to Covid-19. Of the GBP15m spend, GBP7m relates to essential maintenance and infrastructure, with the balance being the completion of committed acquisitions and outstanding remodels.

As all sites have continued to be impacted by restrictions and closures, we do not believe it will be possible to calculate a current and meaningful return on previous investment.

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 t he deficit would continue to be funded by cash contributions of GBP49m per annum indexed with RPI from 2016 to 2023.

During the last financial 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 and those contributions have been added onto the end of the agreed recovery plan so that those contributions will be payable in 2023. During the current period an additional agreement was reached with the trustee to delay monthly contributions from January to March 2021, inclusive, with these now being paid, albeit after the interim date.

In 2024 an additional 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 start during Summer 2021.

Net debt and facilities

Following the adoption of IFRS16 in the prior period, leases are now included in net debt. Net debt at the period end was GBP1,472m, excluding lease liabilities of GBP542m (HY 2020 GBP1,615m excluding lease liabilities of GBP543m).

On 14 February, the Group reached agreement with its three relationship banks for a new GBP150 million 3-year unsecured facility. In addition, extended waivers and then amendments until January 2023 were agreed within the Group securitisation to provide flexibility and stability to manage the secured financing structure. Without these extensions certain breaches would have resulted due to the ongoing impact of Covid-19 and the measures taken to stem the spread of the virus. Both the unsecured and secured financing agreements were conditional on completion of the Open Offer. In addition, on completion of the Open Offer the full GBP100m of the CLBILS term loans was repaid. The details of these arrangements and an analysis of net debt can be found in note 11 to the financial statements.

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 January 2023 at the earliest.

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

Director's responsibility statement

We confirm that to the best of our knowledge:

 
 -   The condensed set of financial statements has been prepared 
      in accordance with IAS 34 'Interim Financial Reporting' 
      as required by DTR 4.2.4R and to the best of their knowledge 
      gives a true and fair view of the information required 
      by DTR 4.2.4R; 
 -   The interim management report includes a fair review of 
      the information required by DTR 4.2.7R (indication of important 
      events during the first 28 weeks and description of principal 
      risks and uncertainties for the remaining 24 weeks of the 
      year); and 
 -   The interim management report includes a fair review of 
      the information required by DTR 4.2.8R (disclosure of related 
      parties' transactions and changes therein). 
 

This responsibility statement was approved by the Board of Directors on 18 May 2021 and is signed on its behalf by:

Tim Jones

Chief Financial Officer

18 May 2021

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. Key measures are explained later in this announcement.

GROUP CONDENSED INCOME STATEMENT

for the 28 weeks ended 10 April 2021

 
                                              2021                           2020                         2020 
                                            28 weeks                       28 weeks                     52 weeks 
                                           (Unaudited)                    (Unaudited)                   (Audited) 
                                --------------------------------  --------------------------  ---------------------------- 
                                           Before                      Before                      Before 
                                       separately                  separately                  separately 
                                        disclosed                   disclosed                   disclosed 
                                         items(a)          Total     items(a)          Total     items(a)            Total 
                       Notes                 GBPm           GBPm         GBPm           GBPm         GBPm             GBPm 
                                -----------------      ---------  -----------      ---------  -----------      ----------- 
 
 Revenue                 3                    219            219        1,039          1,039        1,475            1,475 
 
 Operating costs 
  before 
  depreciation, 
  amortisation 
  and movements 
  in the valuation 
  of the property 
  portfolio                                 (268)          (276)        (846)          (857)      (1,221)          (1,219) 
 Share in 
  associates 
  results                                       -              -            -              -          (1)              (1) 
 
 EBITDA (b) 
  before movements 
  in the valuation 
  of the property 
  portfolio                                  (49)           (57)          193            182          253              255 
 
 Depreciation, 
  amortisation 
  and movements 
  in the valuation 
  of the property 
  portfolio                                  (75)           (75)         (85)          (233)        (154)            (247) 
                                -----------------      ---------  -----------      ---------  -----------      ----------- 
 
 Operating 
  (loss)/profit                             (124)          (132)          108           (51)           99                8 
 
 Finance costs           6                   (67)           (67)         (69)           (69)        (128)            (128) 
 
 Finance income          6                      -              -            1              1            1                1 
 
 Net pensions 
  finance charge         6,12                 (1)            (1)          (2)            (2)          (4)              (4) 
                                -----------------      ---------  -----------      ---------  -----------      ----------- 
 
 (Loss)/profit 
  before tax                                (192)          (200)           38          (121)         (32)            (123) 
 
 Tax 
  credit/(charge)         7                    33             35          (7)             14            5               11 
                                -----------------      ---------  -----------      ---------  -----------      ----------- 
 
 (Loss)/profit 
  for the period                            (159)          (165)           31          (107)         (27)            (112) 
                                =================      =========  ===========      =========  ===========      =========== 
 
 (Loss)/earnings 
  per ordinary 
  share 
  (restated)(c) 
  :                       8 
  Basic                                   (31.8)p        (33.0)p         6.5p        (22.6)p       (5.7)p        (23.6)p 
  Diluted                                 (31.8)p        (33.0)p         6.5p        (22.6)p       (5.7)p        (23.6)p 
 
 a                   Separately disclosed items are explained and analysed in note 
                      4. 
 b                   Earnings/(loss) before interest, tax, depreciation, amortisation 
                      and movements in the valuation of the property portfolio. 
 c                   (Loss)/earnings per share for the comparative periods have 
                      been restated to reflect the bonus element of the Open Offer 
                      share issue completed on 12 March 2021. 
 
 

All results relate to continuing operations.

GROUP CONDENSED STATEMENT OF COMPREHENSIVE INCOME/(EXPENSE)

for the 28 weeks ended 10 April 2021

 
                                                               2021          2020        2020 
                                                           28 weeks      28 weeks    52 weeks 
                                                Notes          GBPm          GBPm        GBPm 
                                                       ------------  ------------  ---------- 
                                                        (Unaudited)   (Unaudited)   (Audited) 
 
 Loss for the period                                          (165)         (107)       (112) 
 
 Items that will not be reclassified 
  subsequently to profit or loss: 
 
 Unrealised loss on revaluation of 
  the property portfolio                          9               -         (392)       (148) 
 
 Remeasurement of pension liabilities            12               8             5           3 
 
 Tax (charge)/credit relating to items 
  not reclassified                                7             (1)            42           1 
                                                       ------------  ------------  ---------- 
 
                                                                  7         (345)       (144) 
 
 Items that may be reclassified subsequently 
  to profit or loss: 
 
 Exchange differences on translation                            (1)             -           - 
  of foreign operations 
 
 Cash flow hedges: 
 - Gains/(losses) arising during the 
  period                                                         31          (13)        (43) 
 - Reclassification adjustments for 
  items included in profit or loss                               35            21          48 
 
 Tax (charge)/credit relating to items 
  that may be reclassified                        7            (13)             4           5 
                                                       ------------  ------------  ---------- 
 
                                                                 52            12          10 
 
 Other comprehensive income/(expense) 
  after tax                                                      59         (333)       (134) 
 
 
 Total comprehensive expense for the 
  period                                                      (106)         (440)       (246) 
                                                       ============  ============  ========== 
 

GROUP CONDENSED BALANCE SHEET

 
 10 April 2021                                         2021             2020           2020 
                                                   10 April         11 April   26 September 
                                     Notes             GBPm             GBPm           GBPm 
                                            ---------------  ---------------  ------------- 
 ASSETS                                         (Unaudited)      (Unaudited)      (Audited) 
 Goodwill and other intangible 
  assets                               9                14                15             14 
 Property, plant and equipment         9              4,263            4,029          4,305 
 Right-of-use assets                  10                405              435            402 
 Interests in associates                                  4                5              4 
 Finance lease receivables                               14               17             15 
 Deferred tax asset                                     107               77             85 
 Derivative financial instruments     13                 29               50             45 
                                            ---------------  ---------------  ------------- 
 
 Total non-current assets                             4,836            4,628          4,870 
                                            ---------------  ---------------  ------------- 
 
 Inventories                                             14               20             22 
 Trade and other receivables                             66               62             41 
 Current tax assets                                       -                4              1 
 Finance lease receivables                                2                1              2 
 Cash and cash equivalents            11                144              191            173 
 Derivative financial instruments     13                  -                1              - 
 
 Total current assets                                   226              279            239 
                                            ---------------  ---------------  ------------- 
 
 Total assets                                         5,062            4,907          5,109 
                                            ---------------  ---------------  ------------- 
 
 LIABILITIES 
 Pension liabilities                  12               (64)             (51)           (51) 
 Trade and other payables                             (243)            (293)          (314) 
 Current tax liabilities                                (1)                -              - 
 Borrowings                           11              (168)            (251)          (238) 
 Lease liabilities                    10               (69)             (52)           (58) 
 Derivative financial instruments     13               (38)             (37)           (40) 
 
 Total current liabilities                            (583)            (684)          (701) 
                                            ---------------  ---------------  ------------- 
 
 Pension liabilities                  12              (114)            (137)          (142) 
 Borrowings                           11            (1,477)          (1,605)        (1,542) 
 Lease liabilities                    10              (473)            (491)          (483) 
 Derivative financial instruments     13              (192)            (257)          (257) 
 Deferred tax liabilities                             (302)            (248)          (302) 
 Provisions                                             (7)              (3)            (5) 
 
 Total non-current liabilities                      (2,565)          (2,741)        (2,731) 
                                            ---------------  ---------------  ------------- 
 
 Total liabilities                                  (3,148)          (3,425)        (3,432) 
                                            ---------------  ---------------  ------------- 
 
 Net assets                                           1,914            1,482          1,677 
                                            ===============  ===============  ============= 
 
 EQUITY 
 Called up share capital              14                 51               37             37 
 Share premium account                                  356               28             28 
 Capital redemption reserve                               3                3              3 
 Revaluation reserve                                  1,117              918          1,117 
 Own shares held                                        (4)              (4)            (3) 
 Hedging reserve                                      (187)            (238)          (240) 
 Translation reserve                                     13               14             14 
 Retained earnings                                      565              724            721 
                                            ---------------  ---------------  ------------- 
 
 Total equity                                         1,914            1,482          1,677 
                                            ===============  ===============  ============= 
 
 

GROUP CONDENSED STATEMENT OF CHANGES IN EQUITY

for the 28 weeks ended 10 April 2021

 
                    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 
 2019 (Audited)         37           26               3                  1,267         (4)        (250)               14           830       1,923 
 
Loss for the 
 period                  -            -               -                      -           -            -                -         (107)       (107) 
Other 
 comprehensive 
 (expense)/income        -            -               -                  (349)           -           12                -             4       (333) 
                   -------      -------      ----------      -----------------      ------      -------      -----------      --------      ------ 
Total 
 comprehensive 
 (expense)/income        -            -               -                  (349)           -           12                -         (103)       (440) 
Share capital 
 issued                  -            2               -                      -           -            -                -             -           2 
Purchase of 
 own shares              -            -               -                      -         (3)            -                -             -         (3) 
Release of own 
 shares                  -            -               -                      -           3            -                -           (3)           - 
Credit in respect 
 of share-based 
 payments                -            -               -                      -           -            -                -             1           1 
Tax charge on 
 share-based 
 payments                -            -               -                      -           -            -                -           (1)         (1) 
 
At 11 April 
 2020 (Unaudited)       37           28               3                    918         (4)        (238)               14           724       1,482 
 
Loss for the 
 period                  -            -               -                      -           -            -                -           (5)         (5) 
Other 
 comprehensive 
 income/(expense)        -            -               -                    199           -          (2)                -             2         199 
                   -------      -------      ----------      -----------------      ------      -------      -----------      --------      ------ 
Total 
 comprehensive 
 income/(expense)        -            -               -                    199           -          (2)                -           (3)         194 
Purchase of 
 own shares              -            -               -                      -           1            -                -             -           1 
Credit in respect 
 of share-based 
 payments                -            -               -                      -           -            -                -             1           1 
Tax charge on 
 share-based 
 payments                -            -               -                      -           -            -                -           (1)         (1) 
 
At 26 September 
 2020 (Audited)         37           28               3                  1,117         (3)        (240)               14           721       1,677 
 
  Loss for the 
  period                 -            -               -                      -           -            -                -         (165)       (165) 
Other 
 comprehensive 
 income/(expense)        -            -               -                      -           -           53              (1)             7          59 
                   -------      -------      ----------      -----------------      ------      -------      -----------      --------      ------ 
Total 
 comprehensive 
 income/(expense)        -            -               -                      -           -           53              (1)         (158)       (106) 
Share capital 
 issued                 14          328               -                      -           -            -                -             -         342 
Purchase of 
 own shares              -            -               -                      -         (1)            -                -             -         (1) 
Credit in respect 
 of share-based 
 payments                -            -               -                      -           -            -                -             1           1 
Tax credit on 
 share-based 
 payments                -            -               -                      -           -            -                -             1           1 
 
 
 
At 10 April 
 2021 
  (Unaudited)           51          356               3                  1,117         (4)        (187)               13           565       1,914 
                   =======      =======      ==========      =================      ======      =======      ===========      ========      ====== 
 
 

GROUP CONDENSED CASH FLOW STATEMENT

for the 28 weeks ended 10 April 2021

 
                                                                   2021          2020        2020 
                                                               28 weeks      28 weeks    52 weeks 
                                               Notes               GBPm          GBPm        GBPm 
                                                      -----------------  ------------  ---------- 
                                                            (Unaudited)   (Unaudited)   (Audited) 
 Cash flow from operations 
 Operating (loss)/profit                                          (132)          (51)           8 
 Add back/(deduct): 
 Movement in the valuation of the property 
  portfolio                                                           -           148          93 
 Net profit arising on property disposals                             -             -           - 
 Depreciation of property, plant and 
  equipment                                      9                   53            61         110 
 Amortisation of intangibles                                          2             2           3 
 Depreciation of right-of-use assets            10                   20            22          41 
 Cost charged in respect of share-based 
  payments                                                            1             1           2 
 Administrative pension costs                   12                    2             1           2 
 Past service cost in relation to the 
  defined benefit pension obligation            12                    3             -           - 
 Share of associates results                                          -             -           1 
 Operating cash flow before movements 
  in working capital and additional 
  pension contributions                                            (51)           184         260 
 
 Decrease in inventories                                              8             6           4 
 (Increase)/decrease in trade and other 
  receivables                                                      (25)          (10)           9 
 (Decrease)/increase in trade and other 
  payables                                                         (68)          (30)           6 
 Decrease in provisions                                               -             -           1 
 Additional pension contributions               12                 (13)          (25)        (25) 
 Cash flow (used in)/from operations                              (149)           125         255 
 
 Interest paid                                                     (53)          (55)       (109) 
 Other interest paid - lease liabilities                            (9)           (6)         (8) 
 Borrowing facility fees paid                                       (1)             -         (1) 
 Interest received                                                    -             -           1 
 Tax received/(paid)                                                  1          (16)        (11) 
 
 Net cash (used in)/from operating 
  activities                                                      (211)            48         127 
                                                      -----------------  ------------  ---------- 
 
 Investing activities 
 Purchases of property, plant and equipment                        (15)          (79)       (104) 
 Purchases of intangible assets                                     (1)           (3)         (4) 
 Proceeds from sale of property, plant 
  and equipment                                                       -             -           2 
 Finance lease principal repayments 
  received                                                            1             -           2 
                                                      -----------------  ------------  ---------- 
 
 Net cash used in investing activities                             (15)          (82)       (104) 
                                                      -----------------  ------------  ---------- 
 
 Financing activities 
 Issue of ordinary share capital                14                  342             2           2 
 Purchase of own shares                                             (1)           (3)         (3) 
 Repayment of principal in respect 
  of securitised debt                           11                 (51)          (45)        (95) 
 Drawings under liquidity facility              11                   49             -           9 
 (Repayment)/drawdown of term loan              11                (100)             -         100 
 (Repayment)/drawdown of unsecured 
  revolving credit facilities                   11                 (10)           150          10 
 Cash payments for the principal portion 
  of lease liabilities                                             (19)          (12)        (22) 
                                                      -----------------  ------------  ---------- 
 
 Net cash from financing activities                                 210            92           1 
                                                      -----------------  ------------  ---------- 
 Net (decrease)/increase in cash and 
  cash equivalents                               11                (16)            58          24 
 
 Cash and cash equivalents at the beginning 
  of the period                                 11                  158           133         133 
 Foreign exchange movements on cash                                 (1)             -           1 
 
 Cash and cash equivalents at the end 
  of the period                                                     141           191         158 
                                                      =================  ============  ========== 
 

Cash and cash equivalents are defined in note 11.

NOTES TO THE INTERIM FINANCIAL INFORMATION

 
 1. GENERAL INFORMATION 
 
 Basis of preparation 
 This interim financial information has been prepared in accordance 
  with International Accounting Standard (IAS) 34 Interim Financial 
  Reporting as adopted by the European Union. 
 
 The information for the 52 weeks ended 26 September 2020 does 
  not constitute statutory accounts as defined in section 434 of 
  the Companies Act 2006. A copy of the statutory accounts for that 
  period has been delivered to the Registrar of Companies and has 
  been prepared in accordance with International Financial Reporting 
  Standards as adopted by the European Union (IFRS). The auditor's 
  report on those accounts was not qualified and did not contain 
  statements under section 498(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. This interim financial information 
  should be read in conjunction with the Annual Report and Accounts 
  2020. 
 
  It is normal practice for the Company to request its auditor to 
  complete a review of interim financial information. However, as 
  a result of the Covid-19 pandemic and the UK national lockdown 
  which commenced on 5 January 2021, all of the Group's pubs and 
  restaurants remain closed at the interim date. As such, the interim 
  financial information has not been reviewed by the Company's auditor 
  pursuant to the Auditing Practices Board guidance on review of 
  'Interim Financial Information'. 
 
 Going concern 
         The persistence of continuing trading restrictions as a result 
          of the Covid-19 pandemic cast a degree of uncertainty as to the 
          future financial performance and cash flows of the Group. These 
          have been considered by the Directors in assessing the ability 
          of the Group to continue as a going concern. 
 
          During the first half of the year, on 22 February 2021, the Group 
          launched an Open Offer to shareholders. This has now been completed, 
          involving the issue of 167 million new shares at a price of 210p, 
          resulting in an inflow of GBP351m of additional funds, gross of 
          transaction costs, on 12 March 2021. This has significantly enhanced 
          the financial position of the Group. Further, and contingent on 
          this equity raise, the Group secured new debt arrangements by 
          agreement with its main stakeholders which are now in force. In 
          summary: 
 
          -- The establishment of a new GBP150m 3 year unsecured revolving 
          credit facility to replace the GBP150m of unsecured facilities 
          due to expire in December 2021. CLBILS term loans of GBP100m, 
          also due to expire in December 2021, have now been repaid and 
          cancelled. 
 
          -- Agreement to a number of waivers and amendments with Ambac 
          Assurance UK Ltd, as controlling creditor, and HSBC Trustee (CI), 
          as trustee, to the Group's secured debt financing structure. 
 
          In order to secure such amendments and waivers, the Group gave 
          certain undertakings, including not to pay an external dividend 
          until certain conditions are satisfied (which is unlikely before 
          January 2023) and to provide funding into the securitisation in 
          line with drawings on the Liquidity Facility. 
 
          Full details can be found in the prospectus issued with the Open 
          Offer which is available on the Group's website. 
 
          After an extended period of closure the Group's sites re-opened 
          fully for trade, on 17 May 2021, albeit with some continuing restrictions. 
          In the year ahead the main uncertainty is considered to be the 
          strength of recovery of sales which will depend on a number of 
          factors including consumer demand and, particularly, the extent 
          and duration of future mandated restrictions on trade. 
 
          The Directors have reviewed revised financing arrangements against 
          a severe but plausible downside scenario forecast. This forecast 
          assumes the full re-opening of the estate on 17 May 2021 in line 
          with the current Government roadmap. This is then followed by 
          an extended build back of activity, but with sales remaining materially 
          below pre Covid-19 levels for the remainder of the financial year, 
          and marginally below throughout FY22. Specifically, given the 
          extent of the previous shutdown and following progress in vaccination 
          roll-out this downside scenario assumes that there is not another 
          wave of pandemic infection leading to a further period of forced 
          closure or the re-imposition of material restrictions, and that 
          future operating margins remain consistent with pre Covid-19 levels. 
          Under this scenario the Group is able to stay within revised committed 
          facility financial covenants and maintains sufficient liquidity. 
 
   1.       GENERAL INFORMATION (CONTINUED) 

Going concern (continued)

After due consideration of these factors the Directors believe that they have a reasonable expectation that the Group has sufficient resources to continue in operational existence for the 12 months from the date of approval of these condensed financial statements, and therefore continue to adopt the going concern in their preparation.

Accounting policies

The interim financial information has been prepared on a consistent basis using the accounting policies set out in the Annual Report and Accounts 2020.

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 reviewed 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. Details of the Group's critical accounting judgements and estimates are described within the relevant accounting policies set out in the Annual Report and Accounts 2020. Judgements and estimates for the interim period remain largely unchanged.

 
 2. SEGMENTAL ANALYSIS 
 
 The Group trades in one business segment (that of operating pubs 
 and restaurants). The Group's brands meet the aggregation criteria 
 set out in paragraph 12 of IFRS 8 Operating Segments and as such 
 the Group reports the business as one reportable segment. 
 
 
 
   3.       REVENUE 
 
 Revenue is analysed as follows:         2021       2020       2020 
                                     28 weeks   28 weeks   52 weeks 
                                         GBPm       GBPm       GBPm 
                                    ---------  ---------  --------- 
 Food                                     128        535        782 
 Drink                                     77        467        645 
 Services                                  14         37         48 
                                    ---------  ---------  --------- 
 
 Total                                    219      1,039      1,475 
                                    =========  =========  ========= 
 

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 continue until 30 September 2021. Following this a rate of 12.5% will apply for the subsequent six months until 31 March 2022.

Revenue from services includes rent receivable from unlicensed properties and leased operations of GBP3m (2020 28 weeks GBP4m, 2020 52 weeks GBP7m).

   4.       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.

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

   4.       SEPARATELY DISCLOSED ITEMS (CONTINUED) 

Separately disclosed items include movements in the valuation of the property portfolio as a result of the revaluation exercise of property, plant and equipment, impairment review of tenant's fixtures and fittings, impairment review of short leasehold and unlicensed properties, impairment review of right-of-use assets, revaluation of assets held for sale, past service cost in relation to the defined benefit pension obligation, VAT refund in relation to gaming duty and costs directly associated with the government enforced closure of pubs as a result of the Covid-19 pandemic.

 
                                                                2021       2020       2020 
                                                            28 weeks   28 weeks   52 weeks 
                                                   Notes        GBPm       GBPm       GBPm 
                                                           ---------  ---------  --------- 
 
 Costs directly associated with the Covid-19 
  pandemic and enforced closure of pubs              a           (5)       (11)       (11) 
 Gaming machine settlement                           b             -          -         13 
 Past service cost in relation to the                c           (3)          -          - 
  defined benefit pension obligation 
 Total separately disclosed items recognised 
  within operating costs                                         (8)       (11)          2 
 
 Movement in the valuation of the property 
  portfolio: 
                                                           ---------  ---------  --------- 
 - Impairment arising from the revaluation 
  of freehold and long leasehold properties          d             -      (127)       (43) 
 - Impairment of freehold and long leasehold 
  tenant's fixtures and fittings                     e             -        (3)       (10) 
 - Impairment of short leasehold and unlicensed 
  properties                                         f             -        (2)        (7) 
 - Impairment of right-of-use assets                 g             -       (16)       (33) 
 
 
 Net movement in the valuation of the 
  property portfolio                                               -      (148)       (93) 
 
 Total separately disclosed items before 
  tax                                                            (8)      (159)       (91) 
                                                           ---------  ---------  --------- 
 
 Tax credit relating to the above items                            2         31         16 
 Tax charge relating to change in tax 
  rate                                               h             -       (10)       (10) 
 
 Total separately disclosed items after 
  tax                                                            (6)      (138)       (85) 
                                                           =========  =========  ========= 
 
 
 a   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 usable dates as a result of the Government 
      enforced closure of pubs during periods of local and national 
      lockdown. These costs are not considered to be part of normal 
      trading activity. 
 b   The income of GBP13m recognised in the prior period 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. 
 c   On 20 November 2020, the High Court ruled that pension schemes 
      will need to revisit individual transfer payments since 17 
      May 1990 to check if any additional value is due as a result 
      of guaranteed minimum pensions (GMPs) equalisition. This latest 
      judgement follows on from the ruling regarding GMPs 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 payments 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. The past service cost recognised in the current 
      period is an estimate of the impact to the Group's schemes 
      as a result of this ruling. 
 
   4.       SEPARATELY DISCLOSED ITEMS (CONTINUED) 
 
 d   Impairment arising from the Group's revaluation of its freehold 
      and long leasehold pub estate where the carrying values of 
      the properties exceed their recoverable amount (see note 9). 
 e   Impairment of freehold and long leasehold tenant's fixtures 
      and fittings where their carrying values exceed their recoverable 
      amount (see note 9). 
 f   The impairment of short leasehold and unlicensed properties 
      comprises an impairment charge, where the carrying values 
      of the properties exceed their recoverable amount (see note 
      9). 
 g   Impairment of right-of-use assets where their carrying values 
      exceed their recoverable amount (see note 10). 
 h   A deferred tax charge of GBP10m was recognised in the prior 
      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. 
 
   5.         GOVERNMENT GRANTS 

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 30 September 2021.

Business rates

Businesses in the retail, hospitality and leisure sectors in England were granted 100% business rates relief for the 2020/2021 rates year, covering the period from 1 April 2020 to 31 March 2021. An additional 3 months of 100% business rates relief has been granted to cover 1 April 2021 to 30 June 2021. Following this, it has been announced that business rates will be discounted by two-thirds from 1 July 2021 until 31 March 2022. However, this extended relief is capped at GBP2m for the Group.

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.

The impact of grants received on the income statement is as follows:

 
 Government grant scheme      Income statement line         2021       2020       2020 
                               impact 
                                                        28 weeks   28 weeks   52 weeks 
                                                            GBPm       GBPm       GBPm 
                                                       ---------  ---------  --------- 
 
 Eat Out to Help Out          Revenue                          -          -         30 
                              Operating costs before 
 Coronavirus Job Retention     separately disclosed 
  Scheme                       items                         175          -        165 
 
 
 Total Government grants 
  received                                                   175          -        195 
                                                       =========  =========  ========= 
 
 

In addition to the grants received above, during the prior period, the UK Government announced 100% rate relief for all pubs and restaurants for the business rates year 2020/2021, covering the period from 1 April 2020 to 31 March 2021. During the current period, the UK Government announced an additional 3 months of 100% business rates relief to cover 1 April 2021 to 30 June 2021. The impact in the current period is an estimated saving of GBP51m (2020 28 weeks GBP3m, 2020 52 weeks GBP47m).

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 continue until 30 September 2021. Following this a rate of 12.5% will apply for the subsequent six months until 31 March 2022.

   6.         FINANCE COSTS AND FINANCE INCOME 
 
 
                                              2021       2020       2020 
                                          28 weeks   28 weeks   52 weeks 
                                              GBPm       GBPm       GBPm 
                                         ---------  ---------  --------- 
 Finance costs 
 Interest on securitised debt                 (54)       (57)      (105) 
 Interest on other borrowings                  (4)        (2)        (6) 
 Interest on lease liabilities                 (9)       (10)       (17) 
 Total finance costs                          (67)       (69)      (128) 
                                         =========  =========  ========= 
 
 Finance income 
 Interest receivable - cash                      -          1          1 
 
 Net pensions finance charge (note 12)         (1)        (2)        (4) 
                                         =========  =========  ========= 
 
 
   7.       TAXATION 

The taxation charge for the 28 weeks ended 10 April 2021 has been calculated by applying an estimate of the annual effective tax rate before separately disclosed items of 17.5% (2020 28 weeks, 19.3%). The annual effective tax rate for the current period is lower than the statutory rate of 19.0% due to adjustments in respect of prior periods.

 
                                                            2021       2020       2020 
                                                        28 weeks   28 weeks   52 weeks 
 Tax credit in the income statement                         GBPm       GBPm       GBPm 
                                                       ---------  ---------  --------- 
 
 Current tax: 
 - UK corporation tax                                          -          -          - 
 - Amounts over provided in prior periods                      -          -          2 
                                                       ---------  ---------  --------- 
 
 Total current tax credit                                      -          -          2 
                                                       ---------  ---------  --------- 
 
 Deferred tax: 
 - Origination and reversal of temporary differences          38         24         21 
 - Effect of changes in UK tax rate                            -       (10)       (10) 
 - Adjustments in respect of prior periods                   (3)          -        (2) 
 
 Total deferred tax credit                                    35         14          9 
                                                       ---------  ---------  --------- 
 
 Total tax credit in the income statement                     35         14         11 
                                                       =========  =========  ========= 
 
 Further analysed as tax relating to: 
 Profit before separately disclosed items                     33        (7)          5 
 Separately disclosed items                                    2         21          6 
                                                       ---------  ---------  --------- 
 
                                                              35         14         11 
                                                       =========  =========  ========= 
 
   7.       TAXATION (CONTINUED) 
 
                                                                   2021       2020       2020 
 Tax relating to items recognised in                           28 weeks   28 weeks   52 weeks 
  other comprehensive 
 income/(expense)                                                  GBPm       GBPm       GBPm 
                                                              ---------  ---------  --------- 
 
 Deferred tax: 
 Items that will not be reclassified 
  subsequently to profit or loss: 
 
   *    Unrealised gains/(losses) due to revaluations - 
        revaluation reserve                                           -         43        (2) 
 
   *    Unrealised (losses)/gains due to revaluations - 
        retained earnings                                             -        (1)          1 
 
   *    Rolled over and held over gains - retained earnings           -        (7)        (6) 
 
   *    Remeasurement of pension liabilities                        (1)          7          8 
 
                                                                    (1)         42          1 
                                                              ---------  ---------  --------- 
 Items that may be reclassified subsequently 
  to profit or loss: 
 
   *    Cash flow hedges                                           (13)          4          5 
 
 Total tax (charge)/credit recognised 
  in other comprehensive income                                    (14)         46          6 
                                                              =========  =========  ========= 
 
 
 
   The tax credit in the interim financial statements is wholly 
   attributable to deferred tax as the full year results are expected 
   to be an overall allowable tax loss and no corporation tax is 
   expected to be payable for the 52 weeks ended 25 September 2021. 
 
   The Finance Act 2016 reduced the main rate of corporation tax 
   from 19% to 17% from 1 April 2020. 
 
   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 11 April 2020 and 26 September 2020. 
 
   On 3 March 2021 the Government announced that the main rate 
   of corporation tax would increase to 25% with effect from 1 
   April 2023. This tax rate increase had not been substantively 
   enacted at the interim balance sheet date and therefore has 
   not been reflected in the interim financial statements. If the 
   increase had been enacted at the interim date, the deferred 
   tax asset would increase by GBP95m and the deferred tax liability 
   would increase by GBP24m. 
 
 
 8. (LOSS)/EARNINGS PER SHARE 
 
 Basic (loss)/earnings per share (EPS) has been calculated by dividing 
  the (loss)/profit for the financial period by the weighted average 
  number of ordinary shares in issue during the period, excluding 
  own shares held by employee share trusts. 
 
 For diluted earnings per share, the weighted average number of 
  ordinary shares is adjusted to assume conversion of all potentially 
  dilutive ordinary shares. 
 
 Adjusted (loss)/earnings per ordinary share amounts are presented 
  before adjusted items (see note 4) in order to allow a better 
  understanding of the adjusted trading performance of the Group. 
 
 Basic and diluted (loss)/earnings per share figures for the comparative 
  periods have been restated for the bonus factor of 1.109 to reflect 
  the bonus element of the Open Offer share issue (see note 14), 
  in accordance with IAS 33 Earnings per Share. Amounts as originally 
  stated at 26 September 2020 were 
  (26.2)p basic loss per share and (6.3)p basic adjusted loss per 
  share. Amounts originally stated at 10 April 2020 were (25.0)p 
  basic loss per share and 7.2p basic adjusted earnings per share. 
 

The number of shares used for the (loss)/earnings per share calculations are as follows:

 
                                              2021         2020         2020 
                                          28 weeks     28 weeks     52 weeks 
                                                     (restated)   (restated) 
                                           million      million      million 
 
 Basic weighted average number of 
  ordinary shares                              500          474          474 
 
 Effect of dilutive potential ordinary 
  shares: 
                                                 -            -            - 
   *    Contingently issuable shares 
                                                 -            -            - 
   *    Other share options 
 
 Diluted weighted average number of 
  shares                                       500          474          474 
                                         ---------  -----------  ----------- 
 
 

At 10 April 2021, 3,144,778 (2020 28 weeks 2,814,978, 2020 52 weeks 2,797,479) share options were outstanding that could potentially dilute basic EPS in the future but were not included in the calculation of diluted EPS are they are anti-dilutive for the periods presented.

The (losses)/profits used for the (loss)/earnings per share calculations are as follows:

 
                                              2021       2020       2020 
                                          28 weeks   28 weeks   52 weeks 
                                              GBPm       GBPm       GBPm 
                                         ---------  ---------  --------- 
 
 Loss for the period                         (165)      (107)      (112) 
 Separately disclosed items net of 
  tax                                            6        138         85 
                                         ---------  ---------  --------- 
 
 Adjusted (loss)/profit for the period       (159)         31       (27) 
                                         =========  =========  ========= 
 
 
                                                2021                 2020                   2020 
                                            28 weeks             28 weeks               52 weeks 
                                                               (restated)             (restated) 
                                               pence                pence                  pence 
                                           ---------          -----------          ------------- 
 Basic earnings/(loss) per share 
 Basic loss per share                         (33.0)               (22.6)                 (23.6) 
 Separately disclosed items net of 
  tax per share                                  1.2                 29.1                   17.9 
                                           ---------          -----------          ------------- 
 
 Adjusted basic (loss)/earnings per 
  share                                       (31.8)                  6.5                  (5.7) 
                                           =========          ===========          ============= 
 
 Diluted earnings/(loss) per share 
 Diluted loss per share                       (33.0)               (22.6)                 (23.6) 
 Adjusted diluted (loss)/earnings 
  per share                                   (31.8)                  6.5                  (5.7) 
                                           =========          ===========          ============= 
 
   9. PROPERTY, PLANT AND EQUIPMENT 
                                                2021                 2020                     2020 
                                            10 April             11 April             26 September 
                                                GBPm                 GBPm                     GBPm 
                                           ---------      ---------------      ------------------- 
 
 At beginning of period                        4,305                4,528                    4,528 
 
 Additions                                        13                   88                       97 
 Decrease as a result of the revaluation 
  and impairment review                            -                (524)                    (208) 
 Disposals                                       (2)                  (2)                      (2) 
 Depreciation provided during the 
  period                                        (53)                 (61)                    (110) 
 
 
 At end of period                              4,263                4,029                    4,305 
                                           =========      ===============      =================== 
 
 

Revaluation and impairment

At 10 April 2021, all of the Group's pubs and restaurants remained closed under the latest national lockdown. Due to the extended period of closure since the prior reporting date of 26 September 2020, this is considered to be a potential indicator of impairment of the Group's property, plant and equipment. As such, the revaluation and impairment approaches have been considered as follows.

Revaluation of freehold and long leasehold properties

Critical accounting judgements

The revaluation methodology is determined using management judgement, with advice from third-party valuers (CBRE) involving the application of a valuation multiple to the level of fair maintainable trade ('FMT') of each site.

At the prior period reporting date of 26 September 2020, judgement was applied to determine the most appropriate measure of site level FMT. Given numerous trading restrictions impacting all sites as well as a significant period of mandated closure, FMT was determined by reference to the trading performance up to March 2020, the point of the first full lockdown following the emergence of Covid-19, in conjunction with the previous two years of trading performance.

At the interim date of 10 April 2021, given further periods of enforced closure which have persisted throughout the majority of the first half of the financial year, the March 2020 trading performance is still considered to be the most appropriate measure of site level FMT.

In the prior period, CBRE reduced the property multiples for certain brands to take into account the expected market impact of Covid-19. Multiples have been reviewed at the interim date in conjunction with CBRE and are still considered to be appropriate.

In addition, after application of a valuation multiple to provide a site valuation, an income shortfall deduction was made to reduce the resulting property valuations by the difference between the FMT and the value of the Covid-19 impacted site annual forecast for FY21. This methodology continues to be applied at the interim date. A revised annual profit forecast for H2 FY21 and H1 FY22 has been applied, generating a movement in the income shortfall deduction which is offset by depreciation charged in H1 FY21. The net result is therefore an immaterial movement against net book value.

Given both the FMT and property multiples used at the prior reporting date remain constant at the interim date, and the movement in the income shortfall deduction is offset by depreciation charged in H1 FY21, management have concluded that a full estate valuation is not required at the interim date.

   9.         PROPERTY, PLANT AND EQUIPMENT (CONTINUED) 

Impairment review

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 the recoverable amount to their carrying values. The recoverable amount is the higher of fair value less costs to sell or value in use. 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.

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 the site recoverable amount to their carrying values. The recoverable amount is the higher of fair value less costs to sell or value in use. 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.

Value in use calculations use forecast trading performance cash flows, which are discounted by applying a pre-tax discount rate of 8.8% (2020 28 weeks 8.1%, 52 weeks 9.9%) and a long term growth rate of 1.0% (2020 28 weeks 0.0%, 52 weeks 0.0%). At the interim date, the value in use calculations include an estimate of the impact of the expected remaining closure period and subsequent build up in trade post re-opening, as a direct result of the Covid-19 pandemic.

Critical accounting judgements

Judgement is required when assessing whether a short leasehold property or tenant's fixtures and fittings should be impaired as this requires management to determine the most reliable source for the basis of future income.

In the current and prior periods, judgement has been applied to determine the most appropriate forecast to use as a result of the impact of Covid-19 on site profitability. Management apply judgement when allocating overhead costs to site cash flows, with an overhead allocation being made only for those costs that can be directly attributable to a site on a consistent basis. Site level forecasts, including the allocation of directly attributable overhead costs, have been used that formed the basis of the overall Group forecast for both FY 2021 and FY 2022, that was in place at the interim balance sheet date.

Following a review of the interim impairment output, management have concluded that no additional impairment is required at the balance sheet date.

The impact of the revaluation and impairment review in prior periods is as follows:

 
                                                   2021        2020       2020 
                                               28 weeks    28 weeks   52 weeks 
                                                   GBPm        GBPm       GBPm 
                                             ----------   ---------  --------- 
 Group income statement 
 Revaluation deficit charged as an 
  impairment                                           -      (153)       (93) 
 Reversal of past revaluation deficits                 -         26         50 
                                             -----------  ---------  --------- 
 
 Total impairment arising from the 
  revaluation                                          -      (127)       (43) 
 
 Impairment of short leasehold and 
  unlicensed properties                                -        (2)        (7) 
 Impairment of freehold and long leasehold 
  tenant's fixtures and fittings                       -        (3)       (10) 
 
 Total impairment of short leasehold, 
  unlicensed properties and tenant's 
  fixtures and fittings                                -        (5)       (17) 
 
           -                                                  (132)       (60) 
 -----------                                              ---------  --------- 
 
 Revaluation reserve 
 Unrealised revaluation surplus                        -         29         77 
 Reversal of past revaluation surplus                  -      (421)      (225) 
                                             -----------  ---------  --------- 
 
           -                                                  (392)      (148) 
 ----------- 
 
 Net decrease in property, plant and 
  equipment                                            -      (524)      (208) 
                                             ===========  =========  ========= 
 

Goodwill and other intangible assets

Goodwill and other intangible assets at 10 April 2021 comprise goodwill of GBP2m (11 April 2020 GBP2m, 26 September 2020 GBP2m) and computer software of GBP12m (11 April 2020 GBP13m, 26 September 2020 GBP12m).

   9.         PROPERTY, PLANT AND EQUIPMENT (CONTINUED) 

Capital commitments

The total amount contracted for but not provided in the financial statements was GBP6m (11 April 2020 GBP9m, 26 September 2020 GBP9m).

   10.        LEASES 

Right-of-use assets

 
                                             2021       2020           2020 
                                         10 April   11 April   26 September 
                                             GBPm       GBPm           GBPm 
                                        ---------  ---------  ------------- 
 At start of period                           402          -              - 
 
 Transition to IFRS 16                          -        466            466 
 Additions                                     24          7             10 
 Decrease as result of the impairment 
  review                                        -       (16)           (33) 
 Disposals                                      -          -            (1) 
 Depreciation provided during the 
  period                                     (20)       (22)           (41) 
 Foreign currency movements                   (1)          -              1 
 
 At end of period                             405        435            402 
                                        =========  =========  ============= 
 
 

Impairment of right-of-use assets

Right-of-use assets are reviewed for impairment by comparing site recoverable amounts to their carrying values. Any resulting impairment relates to sites with poor forecast trading performance, where their estimated recoverable amount is insufficient to justify their current net book value. For practical reasons the impairment review of right-of-use assets is performed simultaneously with the impairment review of short leasehold assets classified within property, plant and equipment, as an individual site is a single cash generating unit. Recoverable amount is the higher of fair value less costs to sell or value in use.

The methodology and critical accounting judgements used for this impairment review are explained in note 9. Following a review of the interim impairment output, management have concluded that no additional impairment is required at the balance sheet date.

Lease liabilities

An analysis of lease liabilities recognised are as follows:

 
                            10 April   11 April   26 September 
                                2021       2020           2020 
                                GBPm       GBPm           GBPm 
 
 Current liabilities              69         52             58 
 Non current liabilities         473        491            483 
                           ---------  ---------  ------------- 
 
 Total lease laibilities         542        543            541 
                           =========  =========  ============= 
 
 
   11.        BORROWINGS AND NET DEBT 

Borrowings

 
                                          10 April   11 April   26 September 
                                              2021       2020           2020 
                                              GBPm       GBPm           GBPm 
 
 Current 
 Securitised debt                              107        101            104 
 Term loan                                       -          -            100 
 Liquidity facility                             58          -              9 
 Unsecured revolving credit facilities           -        150             10 
 Overdraft                                       3          -             15 
                                         ---------  ---------  ------------- 
 Total current                                 168        251            238 
 
 Non-current 
 Securitised debt                            1,477      1,605          1,542 
 
 Total borrowings                            1,645      1,856          1,780 
                                         =========  =========  ============= 
 
 

Net debt

 
                                                  2021             2020           2020 
                                              10 April         11 April   26 September 
                                                  GBPm             GBPm           GBPm 
                                          ------------  ---------------  ------------- 
 
 Cash and cash equivalents                         144              191            173 
 Overdraft                                         (3)                -           (15) 
                                          ------------  ---------------  ------------- 
 Cash and cash equivalents as presented 
  in the cashflow statement(a)                     141              191            158 
 
 Securitised debt                              (1,584)          (1,706)        (1,646) 
 
 Term loan                                           -                -          (100) 
 Unsecured revolving credit facility                 -            (150)           (10) 
 Liquidity facility                               (58)                -            (9) 
 
 Derivatives hedging balance sheet 
  debt(b)                                           29               50             44 
 
 Net debt excluding leases                     (1,472)          (1,615)        (1,563) 
 
 Lease liabilities                               (542)            (543)          (541) 
                                          ------------  ---------------  ------------- 
 
 Net debt including leases                     (2,014)          (2,158)        (2,104) 
                                          ============  ===============  ============= 
 
 
 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 proportion of the fair value of the currency 
      swap that is hedging the balance sheet value of the Group's 
      US dollar denominated A3N loan notes. This amount is disclosed 
      separately to remove the impact of exchange rate movements 
      which are included in the securitised debt amount. 
 

Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and in hand and other short-term highly liquid deposits with an original maturity at acquisition of three months or less. Cash held on deposit with an original maturity at acquisition of more than three months is disclosed as other cash deposits. In the cash flow statement, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

   11.        BORROWINGS AND NET DEBT (CONTINUED) 

Net debt

Net debt comprises cash and cash equivalents, cash deposits net of borrowings and discounted lease liabilities. Net debt is presented on a constant currency basis, due to the inclusion of the fixed exchange rate component of the cross currency swap. Cash flows on the interest rate and cross currency swaps are shown within interest paid in the Group cash flow statement.

Securitised debt

On 13 November 2003, the Group refinanced its debt by raising GBP1,900m through a securitisation of the majority of its UK pubs and restaurants owned by Mitchells & Butlers Retail Limited. On 15 September 2006 the Group completed a further debt ('tap') issue to borrow an additional GBP655m and refinance GBP450m of existing debt at lower cost. The notes are secured on the majority of the Group's property and future income streams therefrom. All of the floating rate notes are hedged using interest rate swaps which fix the interest rate payable.

The overall cash interest rate payable on the loan notes is 6.3% (11 April 2020 6.3%, 26 September 2020 6.3%) after taking account of interest rate hedging and the cost of the financial guarantee provided by Ambac Assurance UK Limited (Ambac). Ambac acts as a guarantor of the Group's obligations to repay interest and principal on the loan notes. In the event that the Group is unable to pay such amounts the guarantee is limited to the Class A1N, A3N, A4 and Class AB note holders only.

The securitisation is governed by various covenants, warranties and events of default, many of which apply to Mitchells & Butlers Retail Limited, the Group's main operating subsidiary. These include covenants regarding the maintenance and disposal of securitised properties and restrictions on its ability to move cash, by way of dividends for example, to other Group companies.

During the prior period, and as a result of the Covid-19 pandemic, material trading restrictions were imposed on the Group and the sector, including mandated closure for over three months. Mitigating action was swiftly taken and this included agreeing revised arrangements in the secured financing structure with the consent of the controlling creditor of the securitisation and the securitisation trustee. As a result a series of amendments and waivers to the securitisation covenants were obtained, as detailed in the Annual Report and Accounts 2020. During the current period a series of further amendements and waivers to the securitisation covenants were obtained as follows:

-- a further waiver of, and amendment to, the 30 day suspension of business provision, where the suspension has arisen because of the ongoing enforced closure during the Covid-19 pandemic;

-- a waiver of the two quarter look-back debt service coverage ratio test up until April 2022 and a waiver of the four quarter look-back debt service coverage ratio test up until July 2022, with both tests then performed at revised lower levels until full reinstatement in January 2023;

-- a waiver to facilitate drawings of up to GBP110m 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 at the end of December 2021.

At 10 April 2021, Mitchells & Butlers Retail Limited had cash and cash equivalents of GBP36m (11 April 2020 GBP47m, 26 September 2020 GBP63m). Of this amount GBP1m (11 April 2020 GBP1m, 26 September 2020 GBP1m), representing disposal proceeds, was held on deposit in an account over which there are a number of restrictions. The use of this cash requires the approval of the securitisation trustee and may only be used for certain specified purposes such as capital enhancement expenditure and business acquisitions.

   11.        BORROWINGS AND NET DEBT (CONTINUED) 

The carrying value of the securitised debt in the Group balance sheet is analysed as follows:

 
                                               2021       2020           2020 
                                           10 April   11 April   26 September 
                                               GBPm       GBPm           GBPm 
                                          ---------  ---------  ------------- 
 
 Principal outstanding at beginning of 
  period                                      1,647      1,753          1,753 
 Principal repaid during the period            (51)       (45)           (95) 
 Exchange on translation of dollar loan 
  notes                                        (15)        (5)           (11) 
                                          ---------  ---------  ------------- 
 
 Principal outstanding at end of period       1,581      1,703          1,647 
 
 Deferred issue costs                           (3)        (4)            (4) 
 Accrued interest                                 6          7              3 
                                          ---------  ---------  ------------- 
 
 Carrying value at end of period              1,584      1,706          1,646 
                                          =========  =========  ============= 
 

Liquidity facility

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

During the prior 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 were repaid in full by 15 March 2021. This waiver has been extended during the current period, such that full repayment was not required by 15 March 2021 and further drawings can be made on15 June 2021 (subject to no more than GBP110m outstanding at any time), with all drawings now required to be repaid in full by 15 December 2021.

The amount drawn at 10 April 2021 is GBP58m (11 April 2020 GBPnil, 26 September 2020 GBP9m).

Unsecured revolving credit facilities

At the start of the period the Group held unsecured committed revolving credit facilities totalling GBP150m (comprising three GBP50m bilateral facilities) and an uncommitted overdraft facility of GBP5m, available for general corporate purposes. The full GBP150m of unsecured committed facilities were repaid and cancelled on 12 March 2021 and replaced with a single unsecured committed revolving credit facility of GBP150m. The new committed facility expires on 14 February 2024. The amount drawn at 10 April 2021 is GBPnil (11 April 2020 GBP150m, 26 September 2020 GBP10m).

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. During the period these facilities were repaid and cancelled. The amount drawn at 10 April 2021 is GBPnil. (11 April 2020 GBPnil, 26 September 2020 GBP100m.)

   11.        BORROWINGS AND NET DEBT (CONTINUED) 

Movement in net debt excluding leases

 
                                                                    2021      2020      2020 
                                                                28 weeks  28 weeks  52 weeks 
                                                                    GBPm      GBPm      GBPm 
                                                                --------  --------  -------- 
 Net (decrease)/increase in cash and 
  cash equivalents                                                  (16)        58        24 
 
 Add back cash flows in respect of other 
  components of net debt: 
 
   *    Repayment of principal in respect of securitised debt         51        45        95 
 
   *    Repayment/(drawdown) of term loan                            100         -     (100) 
 
   *    Repayment/(drawdown) on unsecured revolving credit 
        facilities                                                    10     (150)      (10) 
 
   *    Drawdown of liquidity facility                              (49)         -       (9) 
 
 Decrease/(increase) in net debt arising 
  from cash flows                                                     96      (47)         - 
 
 Movement in capitalised debt issue 
  costs net of accrued interest                                      (4)       (4)         - 
                                                                --------  --------  -------- 
 
 Decrease/(increase) in net debt excluding 
  leases                                                              92      (51)         - 
 
 
 Opening net debt excluding leases                               (1,563)   (1,564)   (1,564) 
 Foreign exchange movements on cash                                  (1)         -         1 
 
 Closing net debt excluding leases                               (1,472)   (1,615)   (1,563) 
                                                                ========  ========  ======== 
 

Movement in lease liabilities

 
                                                              2020             2020 
                                             2021         28 weeks         52 weeks 
                                         28 weeks             GBPm             GBPm 
                                             GBPm 
                                       ----------       ----------       ---------- 
 
 Opening lease liabilities                  (541)                -                - 
 Transition to IFRS 16                          -            (545)            (545) 
 Additions                                   (22)              (6)             (10) 
 Interest charged during the period           (9)             (10)             (17) 
 Repayment of principal and interest           28               18               30 
 Disposals                                      -                -                2 
 Foreign currency movements                     2                -              (1) 
                                       ----------       ----------       ---------- 
 Closing lease liabilities                  (542)            (543)            (541) 
                                       ==========       ==========       ========== 
 
   12.        PENSIONS 

Retirement and death benefits are provided for eligible employees in the United Kingdom, principally by the Mitchells & Butlers Pension Plan (MABPP) and the Mitchells & Butlers Executive Pension Plan (MABEPP). These plans are funded, HMRC approved, occupational pension schemes with defined contribution and defined benefit sections. The defined benefit section of the plans is now closed to future service accrual.

In addition, Mitchells & Butlers plc also provides a workplace pension plan in line with the Workplace Pensions Reform Regulations. This automatically enrols all eligible workers into a Qualifying Workplace Pension Plan.

   12.        PENSIONS (CONTINUED) 

Measurement of scheme assets and liabilities

Actuarial valuation

The actuarial valuations used for IAS 19 (revised) purposes are based on the results of the latest full actuarial valuation carried out at 31 March 2019 and updated by the schemes' independent qualified actuaries to 10 April 2021. Schemes' assets are stated at market value at 10 April 2021 and the liabilities of the schemes have been assessed as at the same date using the projected unit method. IAS 19 (revised) requires that the schemes' liabilities are discounted using market yields at the end of the period on high quality corporate bonds.

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

 
                                       2021      2020          2020 
                                   10 April  11 April  26 September 
 
 Discount rate                         2.0%      1.9%          1.6% 
 Pensions increases - RPI max 5%       3.1%      2.6%          2.8% 
 Inflation - RPI                       3.2%      2.6%          2.9% 
 
 

The mortality assumptions were reviewed following the 2019 actuarial valuation. A summary of the average life expectancies assumed are as follows:

 
                                          2021          2020            2020 
                                      10 April      11 April    26 September 
 
 Implied life expectancies from 
  age 65: 
      - MABPP male currently 45     22.7 years    22.7 years      22.7 years 
      - MABEPP male currently 45    24.5 years    24.5 years      24.5 years 
      - MABPP female currently 45   25.3 years    25.3 years      25.3 years 
      - MABEPP female currently 45  26.3 years    26.3 years      26.3 years 
                                    ==========    ==========    ============ 
 
 

Minimum funding requirements

The results of the 2019 actuarial valuation showed a funding deficit of GBP293m, using a more prudent basis to discount the schemes' liabilities than is required by IAS 19 (revised). As a result of the 2019 actuarial valuation, the Company subsequently agreed recovery plans for both the Executive and Main schemes in order to close the funding deficit in respect of its pension liabilities. The recovery plans show an unchanged level of cash contributions with no extension to the agreed payment term (GBP45m per annum indexed with RPI from 1 April 2016 subject to a minimum increase of 0% and maximum of 5%, until 31 March 2023). In the prior period, given the Covid-19 outbreak, the Company agreed with the Trustee that contributions would be suspended for the months of April to September 2020, with these being added onto the end of the agreed recovery plan so that these contributions will be paid in the second half of FY2023. Subsequent to the national lockdown which commenced on 5 January 2021, the Company has agreed a further deferral of contributions covering January to March 2021 with these contributions to be paid by 22 April 2021.

Under IFRIC 14, an additional liability is recognised, such that the overall pension liabilities at the period end reflect the schedule of contributions in relation to a minimum funding requirement, should this be higher than the actuarial deficit.

   12.        PENSIONS (CONTINUED) 

Amounts recognised in respect of pension 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:

 
 Group income statement                              2021       2020       2020 
                                                 28 weeks   28 weeks   52 weeks 
                                                     GBPm       GBPm       GBPm 
                                                ---------  ---------  --------- 
 Operating profit 
 Employer contributions (defined contribution 
  plans)                                              (6)        (6)       (13) 
 Administrative costs (defined benefit 
  plans)                                              (2)        (1)        (2) 
                                                ---------  ---------  --------- 
 Charge to operating profit before adjusted 
  items                                               (8)        (7)       (15) 
 Past service cost (see note 4)                       (3)          -          - 
                                                ---------  ---------  --------- 
 Charge to operating profit                          (11)        (7)       (15) 
 
 Finance costs 
 Net pensions finance income on actuarial 
  surplus                                               3          3          5 
 Additional pensions finance charge due 
  to minimum funding                                  (4)        (5)        (9) 
                                                ---------  ---------  --------- 
 Net pensions finance charge                          (1)        (2)        (4) 
 
 
 Total charge                                        (12)        (9)       (19) 
                                                =========  =========  ========= 
 
 
 Group statement of comprehensive income        2021       2020       2020 
                                            28 weeks   28 weeks   52 weeks 
                                                GBPm       GBPm       GBPm 
                                           ---------  ---------  --------- 
 
 Return on scheme assets and effects of 
  changes in assumptions                          27         58       (22) 
 Movement in pension liabilities due to 
  minimum funding                               (19)       (53)         25 
                                           ---------  ---------  --------- 
 
 Remeasurement of pension liabilities              8          5          3 
                                           =========  =========  ========= 
 
 
 Group balance sheet                       2021      2020          2020 
                                       10 April  11 April  26 September 
                                           GBPm      GBPm          GBPm 
                                       --------  --------  ------------ 
 
 Fair value of scheme assets              2,651     2,649         2,736 
 Present value of scheme liabilities    (2,311)   (2,269)       (2,434) 
                                       --------  --------  ------------ 
 
 Actuarial surplus in the schemes           340       380           302 
 Additional liability recognised due 
  to minimum funding                      (518)     (568)         (495) 
                                       --------  --------  ------------ 
 
 Total pension liabilities(a)             (178)     (188)         (193) 
                                       ========  ========  ============ 
 
 Associated deferred tax asset               34        36            36 
                                       ========  ========  ============ 
 

a. The total pension liabilities of GBP178m (11 April 2020 GBP188m, 26 September 2020 GBP193m) is presented as a GBP64m current liabilities (11 April 2020 GBP51m, 26 September 2020 GBP51m) and a GBP114m non-current liabilities (11 April 2020 GBP137m, 26 September 2020 GBP142m).

   12.        PENSIONS (CONTINUED) 
 
 
   Movements in total pension liabilities are analysed as follows: 
                                                       2021        2020           2020 
                                                   10 April    11 April   26 September 
                                                       GBPm        GBPm           GBPm 
                                                -----------  ----------  ------------- 
 
 At beginning of period                               (193)       (215)          (215) 
 Past service cost (see note 4)                         (3)           -              - 
 Administration costs                                   (2)         (1)            (2) 
 Net pensions finance charge                            (1)         (2)              5 
 Employer contributions                                  13          25             25 
 Remeasurement of pension liabilities                     8           5            (6) 
 
 At end of period                                     (178)       (188)          (193) 
                                                ===========  ==========  ============= 
 
 
   13.        FINANCIAL INSTRUMENTS 

The fair value of the Group's derivative financial instruments is calculated by discounting the expected future cash flows of each instrument at an appropriate discount rate to a 'mark to market' position and then adjusting this to reflect any non-performance risk associated with the counterparties to the instrument.

IFRS 13 Financial Instruments requires the Group's derivative financial instruments to be disclosed at fair value and categorised in three levels according to the inputs used in the calculation of their fair value:

   -     Level 1 instruments use quoted prices as the input to fair value calculations; 

- Level 2 instruments use inputs, other than quoted prices, that are observable either directly or indirectly;

   -     Level 3 instruments use inputs that are unobservable. 

The table below sets out the valuation basis of financial instruments held at fair value by the Group:

 
                         Level  Level  Level   Total 
                             1      2      3 
                          GBPm   GBPm   GBPm    GBPm 
                         -----  -----  -----  ------ 
 At 10 April 2021 
 Financial assets 
 Currency swaps              -     28      -      28 
 Share options               -      -      1       1 
 Financial liabilities 
 Interest rate swaps         -  (230)      -   (230) 
                            --  (202)      1   (201) 
                         =====  =====  =====  ====== 
 
 
 
                         Level  Level  Level   Total 
                             1      2      3 
                          GBPm   GBPm   GBPm    GBPm 
                         -----  -----  -----  ------ 
 At 11 April 2020 
 Financial assets 
 Currency swaps              -     50      -      50 
 Share options               -      -      1       1 
 Financial liabilities 
 Interest rate swaps         -  (294)      -   (294) 
                         -----  -----  -----  ------ 
                            --  (244)      1   (243) 
                         =====  =====  =====  ====== 
 
 
                         Level  Level  Level   Total 
                             1      2      3 
                          GBPm   GBPm   GBPm    GBPm 
                         -----  -----  -----  ------ 
 At 26 September 2020 
 Financial assets 
 Currency swaps              -     44      -      44 
 Share options               -      -      1       1 
 Financial liabilities 
 Interest rate swaps         -  (297)      -   (297) 
                         -----  -----  -----  ------ 
                             -  (253)      1   (252) 
                         =====  =====  =====  ====== 
 
   13.        FINANCIAL INSTRUMENTS (CONTINUED) 

The fair value of interest rate and currency swaps is the estimated amount which the Group could expect to pay or receive on termination of the agreements. These amounts are based on quotations from counterparties which approximate to their fair market value and take into consideration interest and exchange rates prevailing at the balance sheet date. Other financial assets and liabilities are either short-term in nature or their book values approximate to fair values.

14. OPEN OFFER SHARE ISSUE AND SHARE CAPITAL

On 12 March 2021, the Group completed a fully underwritten Open Offer share issue to existing shareholders on the basis of 7 shares for every 18 fully paid ordinary shares held.

As a result, a total of 166,937,606 ordinary shares with an aggregate nominal value of GBP14m were issued for cash consideration of GBP351m. Transaction costs of GBP9m were incurred which were directly attributable to the issuance of the new shares, resulting in GBP328m being recognised in share premium and net cash proceeds of GBP342m.

Earnings per share figures for the comparative period have been restated to reflect the bonus element of the Open Offer as shown in note 8.

 
 
 Called up share capital                           Number of   GBPm 
                                                      shares 
                                                ------------  ----- 
 Allotted, called up and fully paid 
 Ordinary shares of 8(13/) (24) p each 
 At 26 September 2020                            429,201,117     37 
 Issued on exercise of employee share options        135,763      - 
 Open Offer issued                               166,937,606     14 
 
 At 10 April 2021                                596,274,486     51 
 
 
   15.        RELATED PARTY TRANSACTIONS 

During the period, the Group has held a number of property lease agreements with its associate companies, 3Sixty Restaurants Limited and Fatboy Pub Company Limited.

The Group has entered into the following transactions with the associates:

 
                               3Sixty Restaurants Limited                         Fatboy Pub Company Limited 
                            2021             2020             2020             2021             2020             2020 
                        28 weeks         28 weeks         52 weeks         28 weeks         28 weeks         52 weeks 
                          GBP000           GBP000           GBP000           GBP000           GBP000           GBP000 
                      ----------       ----------       ----------       ----------       ----------       ---------- 
 
 Rent charged                336              325              719                -               50               50 
 Sales of goods and 
  services                    85              341              521                2                2                4 
 Loans                         -                -                -                -                -                4 
                      ----------       ----------       ----------       ----------       ----------       ---------- 
 
                             421              666            1,240                2               52               58 
                      ==========       ==========       ==========       ==========       ==========       ========== 
 

The balance due from 3Sixty Restaurants Limited at 10 April 2021 was GBP535,000 (11 April 2020 GBP112,000, 26 September 2020 GBP385,000).

The balance due from Fatboy Pub Company at 10 April 2021 was GBP11,000 (11 April 2020 GBP185,000, 26 September 2020 GBP11,000), net of a provision of GBP179,000 (11 April 2020 GBPnil, 26 September 2020 GBP179,000).

There have been no other related party transactions during the period or the previous period requiring disclosure under IAS 24 Related Party Disclosures.

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 condensed income statement with details of separately disclosed items provided in note 4.

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 condensed 
                             and amortisation.                             income statement 
-------------------------  --------------------------------------------  ------------------ 
 Adjusted EBITDA            Annualised EBITDA on a 52 week basis          Group condensed 
                             before separately disclosed items             income statement 
                             is used to calculate net debt to EBITDA. 
-------------------------  --------------------------------------------  ------------------ 
 EBITDA before              EBITDA before separately disclosed            Group condensed 
  adjusted items             items.                                        income statement 
-------------------------  --------------------------------------------  ------------------ 
 Operating (loss)/profit    (Loss)/earnings before interest and           Group condensed 
                             tax.                                          income statement 
-------------------------  --------------------------------------------  ------------------ 
 Adjusted operating         Operating (loss)/profit before separately     Group condensed 
  (loss)/profit              disclosed items.                              income statement 
-------------------------  --------------------------------------------  ------------------ 
 Like-for-like              Like-for-like sales growth reflects           Group condensed 
  sales growth               the sales performance against the             income statement 
                             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 (loss)/earnings   (Loss)/earnings per share using profit        Note 8 
  per share (EPS)            before separately disclosed items. 
-------------------------  --------------------------------------------  ------------------ 
 Net debt : Adjusted        The multiple of net debt including            Note 11 
  EBITDA                     lease liabilities, as per the balance 
                             sheet compared against 52 week EBITDA         Group condensed 
                             before separately disclosed items             income statement 
                             which is a widely used leverage measure 
                             in the industry. 
-------------------------  --------------------------------------------  ------------------ 
 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 ceases in week 14 the last week of trade before the enforced closure of the estate in response to Covid-19.

 
                                                           2021       2020   Year-on 
                                                       14 weeks   14 weeks     -year 
                                 Source                    GBPm       GBPm         % 
                                -------------------   ---------  ---------  -------- 
 
                                 Condensed 
 Reported revenue                 income statement          219      1,039   (78.9)% 
 Less non like-for-like 
  sales and income subsequent 
  to closure                                               (67)      (822)   (91.8)% 
                                                      ---------  ---------  -------- 
 Like-for-like sales                                        152        217   (30.1)% 
 
 

Drink and food sales growth HY 2021

 
                                             2021       2020   Year-on 
                                         14 weeks   14 weeks     -year 
                              Source         GBPm       GBPm         % 
                             --------   ---------  ---------  -------- 
 
 Drink like-for-like sales                     57         95   (40.3)% 
 Food like-for-like sales                      92        116   (20.7)% 
 Other like-for-like sales                      3          6 
                                        ---------  ---------  -------- 
 Total like-for-like sales                    152        217   (30.1)% 
 
 

B. Adjusted operating (loss)/profit

Operating (loss)/profit before separately disclosed items as set out in the Group Condensed Income Statement. Separately disclosed items are those which are separately identified by virtue of their size or incidence (see note 4). Excluding these items allows a better understanding of the trading of the Group.

 
                                                               2021       2020      Year-on 
                                                           28 weeks   28 weeks        -year 
                                     Source                    GBPm       GBPm            % 
                                    -------------------   ---------  ---------  ----------- 
 
                                     Condensed 
 Operating loss                       income statement        (132)       (51)     (158.8)% 
 Separately disclosed items          Note 4                       8        159 
 Adjusted operating (loss)/profit                             (124)        108     (214.8)% 
                                     Condensed 
 Reported revenue 28 weeks            income statement          219      1,039      (78.9)% 
                                                          ---------  ---------  ----------- 
 Adjusted operating margin                                  (56.6%)      10.4%   (67.0)ppts 
                                                          =========  =========  =========== 
 

C. Adjusted (loss)/earnings per share

(Loss)/earnings per share using (loss)/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.

 
                                                            2021       2020    Year-on 
                                                        28 weeks   28 weeks      -year 
                                  Source                    GBPm       GBPm          % 
                                 -------------------   ---------  ---------  --------- 
 
                                  Condensed 
 Loss for the period               income statement        (165)      (107)    (54.2)% 
 Add back separately disclosed    Condensed 
  items                            income statement            6        138 
 Adjusted (loss)/profit                                    (159)         31   (612.9)% 
 Basic weighted average 
  number of shares                Note 8                     500        474       5.5% 
 Adjusted (loss)/earnings 
  per share                                              (31.8)p       6.5p   (589.2)% 
                                                       =========  =========  ========= 
 

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 Covid-19 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 condensed financial statements.

E. 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.

Due to the enforced closure of sites in response to Covid-19 outbreak we are currently unable to accurately measure return on capital as all sites are impacted.

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