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MOSB Moss Bros Group Plc

21.60
0.00 (0.00%)
Last Updated: 01:00:00
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Moss Bros Group Plc LSE:MOSB London Ordinary Share GB0006056104 ORD 5P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 21.60 21.80 22.00 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Moss Bros Group PLC Annual Financial Report Notice of Release (1083W)

15/04/2019 7:00am

UK Regulatory


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TIDMMOSB

RNS Number : 1083W

Moss Bros Group PLC

15 April 2019

Moss Bros Group Plc (the "Company" or the "Group")

Annual Financial Report - DTR 6.3.5 Disclosure

15 April 2019

Following the release on 26 March 2019 of the Company's preliminary results announcement for the 52 week period ended 26 January 2019 (the "Preliminary Announcement"), the Company announces that its annual report and accounts for the 52 week period ended 26 January 2019, notice of Annual General Meeting for 2019 and form of proxy for use at the Annual General Meeting of the Company are being issued to shareholders today.

The Annual General Meeting of the Company is to be held on 15 May 2019 at 12 noon at the Company's registered office, 8 St John's Hill, Clapham, London, SW11 1SA. Copies of the Annual Report and Accounts, the Notice of Annual General Meeting and form of proxy are available on the Investor Relations page of the Company's website http://corp.moss.co.uk/

Copies of the Annual Report and Accounts, the Notice of AGM and the Proxy Form will shortly be available for inspection at the UK National Storage Mechanism at http://www.morningstar.co.uk/uk/NSM

Tony Bennett

Finance Director and Company Secretary

COMPLIANCE WITH DISCLOSURE AND TRANSPARENCY RULE 6.3.5

EXTRACTS FROM THE ANNUAL REPORT AND ACCOUNTS

The information below, which is extracted from the 2019 Annual Report and Accounts, is included solely for the purpose of complying with DTR 6.3.5 and the requirements it imposes on issuers as to how to make public annual financial reports. It should be read in conjunction with the Company's Preliminary Announcement issued on 26 March 2019. Together these constitute the material required by DTR 6.3.5 to be communicated to the media in unedited full text through a Regulatory Information Service. This material is not a substitute for reading the full 2019 Annual Report and Accounts. Page numbers and cross-references in the extracted information below refer to page numbers and cross-references in the 2019 Annual Report and Accounts.

The information contained in this announcement and in the Preliminary Announcement does not constitute the Group's statutory accounts as defined in the Companies Act 2006 but is derived from those accounts. The statutory accounts for the 52 week period ended 26 January 2019 have been approved by the Board and will be delivered to the Registrar of Companies following the Company's Annual General Meeting which will be held on 15 May 2019. On 26 March 2019, the Group announced its draft financial statements for the 52 week period ending 26 January 2019. The auditors have subsequently reported on those accounts, which were unchanged, their reports were unqualified, did not draw attention to any matters by way of emphasis and did not contain statements under s498(2) or (3) Companies Act 2006 or equivalent preceding legislation.

DIRECTORS' RESPONSIBILITY STATEMENT

The following statement is extracted from page 42 of the 2019 Annual Report and Accounts and is repeated here for the purposes of complying with Disclosure and Transparency Rule 6.3.5. This statement relates solely to the 2019 Annual Report and Accounts and is not connected to the extracted information set out in this announcement or the Preliminary Announcement.

The Directors are responsible for preparing the Annual Report, the Directors' Remuneration Report and the financial statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors are required to prepare the Group financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union and Article 4 of the IAS Regulation and have chosen to prepare the parent Company financial statements under IFRSs as adopted by the EU. Under company law the Directors must not approve the accounts unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

In preparing these financial statements, International Accounting Standard 1 requires that Directors:

   --     properly select and apply accounting policies; 

-- present information including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

-- provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance; and

   --     make an assessment of the Company's ability to continue as a going concern. 

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

PRINCIPAL RISKS AND UNCERTAINTIES

 
       BUSINESS AREA          RISK TO COMPANY              MITIGATION OF               ASSESSMENT OF 
                                                                RISK                   CHANGE IN RISK 
                                                                                        YEAR ON YEAR 
 1    Economy - impact   Almost all of               We continually              + 
       on retail          the Group's                 focus on maintaining        This risk has 
                          revenue is generated        our product                 increased during 
                          in the UK. A                quality, customer           the year as 
                          deterioration               service and                 the economic 
                          in the strength             supplier relationships,     outlook has 
                          of the UK economy           which will help             toughened and 
                          would be likely             us retain our               as consumer 
                          to reduce consumer          competitive                 confidence remains 
                          demand for discretionary    position and                low. 
                          items.                      retain customers. 
                                                      The business 
                          This could materially       has the flexibility 
                          and adversely               to adjust its 
                          affect the financial        capital expenditure 
                          position of                 plans, restrict 
                          the Group                   dividends and 
                                                      review operational 
                          The Group is                expenditure 
                          currently funded            to reduce or 
                          from its own                defer unnecessary 
                          cash reserves               expenditure. 
                          and any prolonged           These measures 
                          downturn will               will conserve 
                          impact on these             cash and maintain 
                          reserves.                   the strength 
                                                      of our balance 
                                                      sheet. 
                                                      Property leases 
                                                      have short remaining 
                                                      lives allowing 
                                                      flexibility 
                                                      to reduce fixed 
                                                      overhead costs 
                                                      should the need 
                                                      arise. 
                                                      The Group is 
                                                      currently debt 
                                                      free and cash 
                                                      generative at 
                                                      an operating 
                                                      activity level 
                                                      but considers 
                                                      that it would 
                                                      be able to source 
                                                      funding facilities 
                                                      in the event 
                                                      that it needed 
                                                      to. 
     =================  ==========================  ==========================  =========================== 
 2     Omni-Channel      Retailing worldwide         The Board regularly         + 
        - Structural      is undergoing               reviews the                 The pace of 
        change within     unprecedented               strategic plans             structural change 
        retail            structural change           in place for                within the retail 
                          at a very fast              the business                marketplace 
                          pace.                       to ensure that              has increased, 
                          Maintaining                 they are appropriate        meaning that 
                          a competitive               to address structural       the risk has 
                          edge through                changes within              increased commensurately. 
                          customers being             the retail industry. 
                          able to interact            We have developed 
                          and transact                our understanding 
                          with the Group              of our customer 
                          in whichever                base during 
                          way they choose,            the year and 
                          whether in store            we are focused 
                          or online, offering         on ensuring 
                          product choice              that the customer 
                          and availability,           experience which 
                          and allowing                we offer is 
                          multiple payment            in line with 
                          and delivery/collection     their expectations.. 
                          options are                 We increasingly 
                          important in                encourage customers 
                          growing our                 to return to 
                          omni-channel                our stores, 
                          credentials.                where a more 
                                                      unified retail 
                                                      experience can 
                                                      be obtained 
                                                      regardless of 
                                                      channel of purchase. 
                                                      We invest where 
                                                      appropriate 
                                                      in the technology 
                                                      which supports 
                                                      improvements 
                                                      in our omni-channel 
                                                      capability. 
     =================  ==========================  ==========================  =========================== 
 3    Hire               The Hire business           We have a dedicated         = 
                          demands the                 operational                 The risk is 
                          highest level               team which actively         ongoing; we 
                          of customer                 seek to resolve             have successfully 
                          service.                    any potential               made additional 
                          This is delivered           fulfilment issues           improvements 
                          through a highly            ahead of delivery           to our Hire 
                          developed and               date.                       operations during 
                          efficient infrastructure    We are continually          2018 and will 
                          which enables               refreshing and              refine these 
                          consistent 'delivery        replenishing                further ahead 
                          to promise'.                our stock of                of the 2019 
                          Any disruption              hire garments               Hire season 
                          to this infrastructure      to ensure that              to ensure that 
                          would affect                we are able                 we continue 
                          our ability                 to fulfil all               to deliver on 
                          to maintain                 orders as they              customer promise. 
                          customer service            become due. 
                          levels which                We continue 
                          may subsequently            to strengthen 
                          result in reputational      our back-end 
                          issues.                     technology, 
                                                      systems and 
                                                      processes to 
                                                      ensure a robust 
                                                      platform for 
                                                      our operations. 
                                                      We completed 
                                                      a full Hire 
                                                      related training 
                                                      programme for 
                                                      in-store teams 
                                                      before the 2018 
                                                      peak to ensure 
                                                      the best in-store 
                                                      experience. 
     =================  ==========================  ==========================  =========================== 
 4    Supply chain       A disruption                We are continually          + 
                          to supplier                 reviewing and               The risk is 
                          continuity may              refreshing our              increasing as 
                          adversely affect            supplier list.              we source more 
                          our operation.              The diversification         product directly 
                          Suppliers going             of product buying           from factories. 
                          out of business             across a range              We continue 
                          or unable to                of suppliers                to monitor the 
                          supply goods                limits the Group's          enhanced controls 
                          could have a                over reliance               and reporting 
                          significant                 upon any individual         successfully 
                          impact on our               supplier.                   implemented 
                          ability to meet             We have implemented         during 2018. 
                          demand in store             controls which 
                          and online.                 enable us to 
                          As we increase              identify early 
                          the volume of               any potential 
                          garments sourced            deviations from 
                          directly from               product and 
                          supplier factories          supply chain 
                          we must ensure              critical paths 
                          that the supply             In addition, 
                          chain critical              following the 
                          path is closely             challenges seen 
                          monitored and               early in 2018 
                          proactively                 we have increased 
                          managed                     the number of 
                          Additional uncertainty      suppliers and 
                          regarding the               supply routes 
                          eventual form               through which 
                          that 'Brexit'               we source our 
                          will take means             product. 
                          that there may              Foreign currency 
                          be delays to                exposure, principally 
                          or additional               the US Dollar, 
                          costs suffered              is hedged for 
                          as a result                 6 to 9 months 
                          of the import               in advance. 
                          of our products. 
     =================  ==========================  ==========================  =========================== 
 5    Brexit             The key indirect            We have reviewed            N 
                          risks surrounding           these issues                The risk is 
                          the UK leaving              in detail and               new this year 
                          the EU and particularly     determined that             as the deadline 
                          leaving the                 there may be                for the UK to 
                          EU without any              some additional             leave the EU 
                          transition period           costs, but these            approaches. 
                          or any separation           are expected                The level of 
                          'deal' in place             to be limited               risk is compounded 
                          (a 'no deal'                following the               as a result 
                          Brexit) are                 Government's                of the uncertainty 
                          significant.                publication                 regarding the 
                          The Group acquires          of the UK's                 specific form 
                          a significant               temporary tariff            and timing of 
                          proportion of               regime for 'no              the UK's departure 
                          its goods from              deal'.                      along with a 
                          overseas, and               The majority                lack of clarity 
                          this exposes                of our products             regarding the 
                          us to the following         are sourced                 readiness of 
                          possible issues:            from countries              the EU and UK 
                          -- Increases                outside the                 authorities 
                          in tariffs and              EU.                         to deal with 
                          duties on goods             We have sought              each potential 
                          imported to                 to temporarily              eventuality 
                          the UK may increase         hold greater 
                          our costs.                  levels of stock 
                          -- Delays at                in the UK by 
                          border controls             the end of March 
                          may lead to                 2019 in an effort 
                          stock shortages.            to mitigate 
                          -- Reduction                the effects 
                          in the value                of any delays 
                          of Sterling                 at UK borders. 
                          may lead to                 The mitigation 
                          higher costs.               of indirect 
                                                      risks, which 
                                                      remain beyond 
                                                      our control, 
                                                      are highly reliant 
                                                      on the preparedness 
                                                      of national 
                                                      authorities 
                                                      and other businesses. 
     =================  ==========================  ==========================  =========================== 
 6    Costs              Supply chain                Management has              + 
                          cost price increases        in part mitigated           The risk has 
                          and currency                the cost price              increased during 
                          fluctuation                 risk as a significant       the year as 
                          could have a                proportion of               the cost headwinds 
                          materially adverse          inventory is                which we face 
                          effect on results           direct sourced              continue un-abated. 
                          A fluctuation               and prices have             We continually 
                          in currency                 been agreed                 monitor the 
                          rates could                 as a result                 potential impacts 
                          materially affect           of competitive              and address 
                          the Group's                 tendering.                  these via the 
                          cost base and               In addition,                actions noted 
                          margins.                    the Group operates          here. 
                          A re-emergence              a treasury policy 
                          of general price            which hedges 
                          inflation could             a significant 
                          affect profitability        proportion of 
                          We continue                 the foreign 
                          to face significant         exchange risk 
                          cost headwinds              from such direct 
                          including; business         sourcing arrangements. 
                          rates, National             Management closely 
                          Living Wage,                monitor the 
                          Apprenticeship              effectiveness 
                          Levy and Pension            of these arrangements. 
                          auto-enrolment              If general price 
                          costs as well               inflation returns 
                          as increasing               this may allow 
                          government fossil           an increase 
                          fuel levies                 in retail selling 
                                                      prices albeit 
                                                      subject to market 
                                                      conditions. 
                                                      Ongoing review 
                                                      of store profitability, 
                                                      combined with 
                                                      shorter lease 
                                                      durations ensures 
                                                      that we proactively 
                                                      manage the fixed 
                                                      overhead of 
                                                      our store estate. 
                                                      Remuneration 
                                                      policies are 
                                                      under review 
                                                      to ensure we 
                                                      remain competitive 
                                                      in the marketplace. 
     =================  ==========================  ==========================  =========================== 
 7    Cyber crime        A cyber crime               Customer bank               + 
                          attack could                or payment card             Whilst we invested 
                          disable the                 details are                 in increased 
                          Group's key                 not processed               levels of protection 
                          IT systems and              or stored in                during 2017, 
                          compromise data             the Group's                 the frequency 
                          security                    IT systems.                 and severity 
                                                      Comprehensive               of cybercrime 
                                                      security measures           attacks against 
                                                      are in place                companies continue 
                                                      with regular                to increase. 
                                                      tests carried 
                                                      out. 
                                                      We have deployed 
                                                      additional security 
                                                      products to 
                                                      further strengthen 
                                                      our protection 
                                                      and invested 
                                                      during 2017 
                                                      in technology 
                                                      infrastructure 
                                                      to afford us 
                                                      better protection. 
                                                      Development 
                                                      in cybercrime 
                                                      and preventative 
                                                      strategies are 
                                                      constantly reviewed. 
     =================  ==========================  ==========================  =========================== 
 8    Brand image        Maintaining                 We continued                = 
                          our store presentation      with our store              The risk remains 
                          is important                redevelopment               the same year 
                          for attracting              programme to                on year as the 
                          customers and               both modernise              store redevelopment 
                          growing our                 the look and                programme nears 
                          brand                       feel of the                 completion. 
                          The historical              stores and to 
                          underinvestment             meet more routine 
                          in the store                maintenance 
                          estate in previous          that has been 
                          years has meant             deferred for 
                          that some of                many years. 
                          our stores lack             This has now 
                          the level of                been substantially 
                          presentation                completed. 
                          that we require             We regularly 
                          to grow the                 consider the 
                          business and                appropriateness 
                          the brand.                  of our sub brand 
                                                      line up, under 
                                                      the master brand 
                                                      'Moss Bros' 
                                                      originally implemented 
                                                      in Autumn 2014. 
     =================  ==========================  ==========================  =========================== 
 9    Distribution       Operating our               We continually              + 
       centre (DC)        distribution                review and monitor          With new and 
                          centre from                 our disaster                increased operating 
                          one location                recovery plan               pressures on 
                          leaves the Group            to ensure that              the DC through 
                          exposed to business         all business                our multi-channel 
                          catastrophes                risks are adequately        approach, the 
                          occurring at                covered.                    reliance and 
                          that location               Our financial               consequent exposure 
                          Any business                risk of operating           to risk of the 
                          catastrophe                 from one location           DC failing has 
                          affecting our               is mitigated                again increased 
                          distribution                through our                 during the year. 
                          centre could                comprehensive 
                          severely affect             insurance cover, 
                          the Group's                 however due 
                          ability to supply           to the single 
                          to stores and               location of 
                          customers.                  the DC, operational 
                                                      mitigation beyond 
                                                      fire safety 
                                                      and security 
                                                      measures and 
                                                      rigorous adoption 
                                                      of good process 
                                                      limit mitigation 
                                                      somewhat. 
     =================  ==========================  ==========================  =========================== 
 10   People             The Group's                 Effective recruitment       = 
                          reliance on                 policies and                We continue 
                          key management              people development          to invest in 
                          and other personnel         means the Group             our people and 
                          could put pressure          can take full               have made important 
                          on the business             advantage of                changes within 
                          if they were                the market opportunities    our senior leadership 
                          to leave                    which it is                 team during 
                          Attracting and              presented. Long             2018. We continue 
                          retaining high              term incentive              to be mindful 
                          calibre people              share awards                of the risk 
                          is a key priority           were granted                within that 
                          and a central               to senior employees         senior team 
                          focus in striving           during the year             as a result 
                          for excellent               to more closely             of no incentives 
                          customer service            align their                 being paid for 
                          across the Group's          interests to                a second consecutive 
                          business channels.          those of the                year. We continue 
                                                      Group and a                 to manage Board 
                                                      SAYE scheme                 succession closely 
                                                      is in operation.            and have delivered 
                                                                                  high calibre 
                                                                                  replacements 
                                                                                  for retiring 
                                                                                  Board members 
                                                                                  The risk is 
                                                                                  continually 
                                                                                  monitored and 
                                                                                  addressed through 
                                                                                  a Management 
                                                                                  Talent Review 
                                                                                  and Board evaluation. 
     =================  ==========================  ==========================  =========================== 
 11   GDPR               The General                 The company                 = 
                          Data Protection             has a good understanding    The risk remains 
                          Regulations                 of GDPR and                 level on last 
                          come into force             has executed                year. We have 
                          in May 2018                 a detailed plan             invested significantly 
                          This legislation            to address the              in our GDPR 
                          significantly               resulting requirements.     capability and 
                          extends requirements        We have strong              have robust 
                          of companies                policies and                processes and 
                          to ensure that              procedures in               procedures now 
                          all personal                place to address            in place 
                          data is handled             any GDPR related            . 
                          in accordance               issues and requests         We will continue 
                          with the new                and are committed           to develop our 
                          regulations.                to maintaining              capability and 
                          The penalties               our positive                responses to 
                          for non-compliance          response to                 GDPR related 
                          are potentially             the legislation             issues as 'real 
                          severe.                     to date.                    life' scenarios 
                                                      We have in place            arise. 
                                                      company wide 
                                                      training programmes 
                                                      to highlight 
                                                      the importance 
                                                      of good data 
                                                      protection to 
                                                      all employees 
                                                      across the business. 
     =================  ==========================  ==========================  =========================== 
                               Key to change in Risk: 
                                + Risk has increased 
                                - Risk has decreased 
                                     = No change 
                                     N New Risk 
     ========================================================================= 
 

RELATED PARTY TRANSACTIONS

The Group had no material related party transactions which might reasonably be expected to influence decisions made by users of these Financial Statements. Directors' remuneration is disclosed in the Annual Report on Remuneration on pages 46 to 54. Other related parties are key management (employees below Director level who have authority and responsibility for planning, directing and controlling the Company) and major Shareholders. The key management personnel compensation is as follows:

 
                                                2018/19   2017/18 
                                                GBP'000   GBP'000 
---------------------------------------------  --------  -------- 
Short-term employee benefits                      1,071     1,488 
 Termination payments                               322       123 
 Contributions to defined contribution plans         62        68 
 Share based payments expense                       122        54 
---------------------------------------------  --------  -------- 
                                                  1,577     1,733 
---------------------------------------------  --------  -------- 
 

Total remuneration is included in administrative expenses and relates to 8 employees in the period ended 26 January 2019 (2017/18: 10).

TRADING TRANSACTIONS

The Group entered into the following transactions with related parties who are not members of the Group:

Berkeley Burke Trustee Company Limited is considered a related party of the Group because Brian Brick, Chief Executive Officer of Moss Bros Group plc is a beneficiary of the pension fund. On 8 December 2011, Moss Bros Group plc agreed a long-term lease with Berkeley Burke Trustee Company Limited, a pension fund and the superior landlord, for a store in Hounslow, on an arm's length basis.

AAK Limited is considered a related party of the Group because Maurice Helfgott, Senior Independent Non- Executive Director of Moss Bros Group plc, has a close relative holding a key management position with significant influence and who is a significant shareholder at AAK Limited. All transactions with AAK Limited have been on an arm's length basis. At 26 January 2019, total purchase from AAK Limited was GBP555k, including VAT, (27 January 2018: GBP2.5m, including VAT). GBP15,888 was outstanding at year end (27 January 2018: GBP14,000).

Moss Bros agreed a sublet of a store lease to White Stuff Ltd. Debbie Hewitt, Chairman of Moss Bros Group plc, is also Chairman and director of White Stuff. The transaction was at an arm's length commercial terms and Debbie Hewitt took no part in determining the commercial terms offered by Moss Bros or in the decision to accept them taken by White Stuff. The sublet is from June 2014 until December 2021 at a rent of GBP50,000 per year. A capital contribution of GBP50,000 was paid to White Stuff on completion of the agreement. At 26 January 2019 the balance due from White Stuff was GBP1,156 in respect of insurance payable in arrears.

For further information please contact:

Moss Bros Group plc

   Tony Bennett, Finance Director and Company Secretary                            0207 447 7200 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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