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SPD Sports Direct International Plc

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Sports Direct International Plc Interim Results 26 wks to 28 Oct 2018 ("FY19 H1") (3194K)

13/12/2018 7:00am

UK Regulatory


Sports Direct (LSE:SPD)
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RNS Number : 3194K

Sports Direct International Plc

13 December 2018

13 December 2018

Interim Results for the 26 weeks to 28 October 2018 ("FY19 H1")

 
                                        FY19 H1          FY18 H1 
                                                   (restated)(9) 
-------------------------------------  --------  ---------------  ------ 
                                           GBPm             GBPm       % 
 Group revenue                          1,791.8          1,714.6    +4.5 
   UK Sports Retail (1)                 1,140.2          1,142.3    -0.2 
   Premium Lifestyle                       87.6             67.7   +29.4 
   House of Fraser (2)                     70.1                -       - 
   European Sports Retail                 313.1            328.8    -4.8 
   Rest of World Retail                   100.7             78.6   +28.1 
   Wholesale & licensing                   80.1             97.2   -17.6 
 
 Group gross margin                       41.5%            38.6% 
 UK Sports Retail (3)                     40.6%            39.4% 
 Premium Lifestyle                        34.2%            31.8% 
 House of Fraser (2)                      28.7%                - 
 European Sports Retail                   43.5%            40.6% 
 Rest of World Retail (4)                 39.9%            39.8% 
 
 Underlying EBITDA (excluding House 
  of Fraser)                              180.3            156.1   +15.5 
-------------------------------------  --------  ---------------  ------ 
 Underlying EBITDA (5)                    148.8            156.1    -4.7 
 
 Reported profit before tax                74.4             45.8   +62.4 
 Underlying profit before tax (5)          64.4             88.0   -26.8 
 
 Reported basic earnings per share         8.7p             4.9p   +77.6 
 Underlying basic earnings per share 
  (5)                                      7.3p            11.3p   -35.4 
 
 Underlying free cash generation (7)       69.0             46.2   +49.4 
 Net debt (8)                             505.5            471.7    +7.2 
-------------------------------------  --------  ---------------  ------ 
 

Key highlights

-- Group revenue increased by 4.5%. Excluding acquisitions, and on a currency neutral basis, Group revenue increased by 0.2%

-- UK Sports Retail revenue fell 0.2%, largely due to store closures as part of the continued elevation of the portfolio. Premium Lifestyle rose 29.4% largely due to new Flannels stores

   --      House of Fraser, acquired 10 August 2018, revenue since acquisition was GBP70.1m (2) 

-- European Sports Retail revenue fell 5.0% on a currency neutral basis, largely due to store closures (6)

-- Rest of World Retail revenue rose 26.2% on a currency neutral basis, largely due to the Bob's/EMS stores in the US (6)

-- Group underlying EBITDA was down 4.7% to GBP148.8m. Excluding acquisitions and on a currency neutral basis, Underlying EBITDA was up 14.6%

   --      Underlying profit before tax down 26.8% to GBP64.4m 
   --      Underlying free cash generation of GBP69.0m (7) 

-- Net debt has increased to GBP505.5m, from GBP397.1m as at 29 April 2018 (FY18 H1: GBP471.7m) (8)

Mike Ashley, Chief Executive of Sports Direct International plc, said:

'During the reporting period we acquired the trade and assets of House of Fraser and I would like to welcome my new colleagues to the Sports Direct Group. I have made my views clear that I believe the previous House of Fraser senior management team traded the business whilst it was insolvent for a long time, this means we have significant challenges ahead in turning House of Fraser around. However, I genuinely believe we have acquired a fantastic opportunity and with the efforts of Sports Direct and House of Fraser teams, and the support of the brands, local councils and landlords, we can turn House of Fraser into the Harrods of the High Street.

Outside of the House of Fraser acquisition the Sports Direct Group has had another successful period reporting a 15.5% growth in underlying EBITDA to GBP180.3m. This is impressive in the context of the current struggles in the High Street and shows our elevation strategy continues to go from strength to strength. Excluding House of Fraser we anticipate we will be within our previously communicated underlying EBITDA growth range of 5-15% by year end, including House of Fraser we expect to be behind last year's result.'

 
 (1)                                      Total UK Sports Retail revenue, including web, fitness, wholesale and other. 
 (2)                                      House of Fraser revenue is turnover of the business, which is the full 
                                          transaction value of 
                                          sales of 'Own-bought' stock (net of sales taxes and returns) and commission 
                                          income earned 
                                          from Concession sales for which the Group acts as Agent. Margin is the 
                                          Retail margin based 
                                          on the 'Gross Transaction value (GTV)' which includes the sales of Own 
                                          Bought stock (net of 
                                          VAT), and the full sales transaction value of the Concession sale, (net of 
                                          VAT). 
 (3)                                      UK Retail and online only, excludes wholesale and other. 
 (4)                                      Rest of World Retail margin in FY18 H1 excludes GBP17.5m of losses due to 
                                          acquisition accounting 
                                          adjustments in relation to inventory. 
 (5)                                      Underlying EBITDA, underlying profit before taxation and underlying basic 
                                          EPS exclude foreign 
                                          exchange gains/losses in selling and administration costs, exceptional 
                                          costs, and the profit 
                                          / loss on disposal of subsidiaries, strategic investments and properties. 
                                          Underlying EBITDA 
                                          also excludes the Share Scheme charges. Underlying profit before taxation 
                                          also excludes fair 
                                          value adjustments on foreign exchange contracts. 
 (6)                                      Sales and margin movements on a currency neutral basis are calculated by 
                                          revaluing the division's 
                                          foreign currency denominated sales at the prior period average exchange rate 
                                          for the current 
                                          period. 
 (7)                                      Underlying free cash generation is defined as operating cash flow after 
                                          working capital, made 
                                          up of underlying EBITDA (before Share Scheme costs) plus foreign exchange 
                                          gains and losses, 
                                          less corporation tax paid and movements in working capital, but pre-capex. 
 (8)                                      Net debt is borrowings less cash held. 
 (9)                                      The prior year has been restated due to changes in the reporting segments in 
                                          FY18. European 
                                          Retail (formerly International Retail) includes the results of all stores in 
                                          Europe (excluding 
                                          UK). Rest of World Retail (formerly Other Retail) includes the results of 
                                          retail activity 
                                          in the US and Malaysia. 
 
 Sports Direct International plc            T: 0344 245 9200 
  Jon Kempster, Chief Financial Officer 
  Cameron Olsen, Company Secretary 
 
 KBA PR                                     T: 0207 734 9995 
  Keith Bishop 
 
 

CHAIRMAN'S STATEMENT

Overview

FY19 H1 has seen our elevation strategy continue to gather strong momentum, and it has been given further impetus by the acquisition of House of Fraser (HoF). The fact that Sports Direct is responsible for saving thousands of jobs at House of Fraser, at a time when the high street is under immense pressure, is an achievement of which everybody in the Group should be extremely proud. I would like to thank all our people, including those who have joined us during the last few months, for their commitment and hard work. Meanwhile, I am pleased to report that the Group is on course to achieve an improvement in underlying EBITDA during FY19 consistent with the 5% to 15% range that we reiterated in September 2018, excluding the acquisition of House of Fraser. Indeed, in FY19 H1 underlying EBITDA (excluding HoF) is up by 15.5% to GBP180.3m when compared to the same period last year. This is largely due to the resilience of our core UK sports retail business and the continuing benefits of being able to offer good, better and best product across our portfolio of fascias. However, this should be balanced against challenging trading conditions going forward, combined with the initial downward impact of House of Fraser on overall earnings and underlying profits. Overall reported profit before tax is up 62.4% to GBP74.4m as a result of fair value impacts in the prior period. European Sports Retail sales have gone down largely due to planned store closures. A slight increase in margin and a decrease in costs has provided an increase of 42.2% in underlying EBITDA in Europe. Rest of World Retail underlying EBITDA has improved by 76.6% mainly due to the

acquisition fair value adjustments relating to the US retail entities in the prior period.

The Harrods of the High Street

Our Chief Executive Mike Ashley outlined his ambition in August 2018 to transform House of Fraser into the Harrods of the High Street. Mike also took that opportunity to highlight the importance of our relationships with the brands. We remain fully committed to striving to build a bright future for House of Fraser on the high street, and we would like to thank the countless brands and suppliers who have offered their support. The acquisition of House of Fraser out of administration is a massive opportunity, and I am confident it will enable us to continue to enhance our strategy of elevation across the Group. We further demonstrated our commitment to this goal by purchasing the freehold to the truly iconic Frasers building in Glasgow for GBP95m in October 2018. Since then, Mike and the team have continued to work tirelessly in order to save as many stores and jobs as possible. However, we have made it clear that this will require the continued support of landlords and local authorities.

Other acquisitions and divestments

At the end of October 2018, just after FY19 H1, we also acquired the Evans Cycles business. This is aligned with our previously stated desire to offer the best possible multi-brand and multi-category presentation to consumers. Whilst we are pleased to have rescued the Evans Cycles brand from administration, we continue to believe that in order to save the business some stores will have to close. Meanwhile, as per our statement in June 2018, the Group has now fully disposed of its interest in Finish Line Inc.

Strategy and strategic priorities

We are improving the customer experience at every step of the journey as part of our key strategic objective to elevate our multi-channel retail proposition. The active management of our property portfolio continues to be a key enabler of this strategy whilst we roll out new generation stores. These include large format flagship-style megastores in strategic retail locations that may include one or more of the Group's fascias on a single site, plus an Everlast gym where appropriate. This includes the site at Thurrock that we highlighted in July 2018. I am pleased to report that the Thurrock site has been shortlisted for Retail Destination of the Year at the Retail Week Awards 2019, alongside competition from the likes of Harvey Nichols in Knightsbridge.

Board changes

On a personal note, I would like to thank the Board for welcoming me to the position of Chairman, following the decision of Dr Keith Hellawell, QPM, to step down as Chairman and a director of the Company ahead of our AGM. Simon Bentley decided to retire as a director of the Company at the same time. I would like to thank Keith and Simon for their valuable service and significant contributions to the Company over the years. We were subsequently pleased to announce that Nicola Frampton and Richard Bottomley OBE have joined the Board as Independent Non-Executive Directors. Nicola Frampton is a senior executive at William Hill, where she is Managing Director of the UK Retail division. Prior to joining William Hill, Ms Frampton gained extensive experience in risk management, assurance and corporate governance across a wide range of industries while working in professional services, most recently with Deloitte. Richard has over 25 years' experience working with listed companies during his time as a senior partner at KPMG, and continues to be a member of the Audit Committee Institute. He is Chair of Trustees of the Greggs plc 1978 Retirement and Death Benefits Scheme and until recently was a Non-Executive Director of Newcastle Building Society where he chaired the Audit Committee. We have every confidence that their respective skills and wealth of business experience will be of great benefit to the Company, as outlined in our communications during September 2018.

Our people and our practices

The Board remains committed to treating all our people with dignity and respect, as previously set out in our Annual Reports. We continue to be proud to be one of the first UK public companies with an elected Workers Representative who attends meetings of the Board. In September 2018, we announced that Cally Price, a store manager who originally started with Sports Direct as a zero hours worker, will assume the role of Workers' Representative on 1 May 2019, following a handover period when the current Workers' Representative, Alex Balacki, who also started with Sports Direct as a zero hours worker, completes his term.

Net debt and banking facility

At the end of FY19 H1 our net debt stood at GBP505.5m which gives us significant headroom to realise any future opportunities and continue our elevation strategy. We operate well within our banking covenants and maintain a strong balance sheet to support our growth. Our group Revolving Credit Facility (RCF) of GBP913.5m runs until November 2021. During October 2018 we took up the option to extend the facility by one year and we are pleased to confirm GBP847.5m for a further year to run to November 2022. I would like to thank our banking Group for their continued strong support.

Going forward

Finally, I would like to reiterate that despite on-going challenges within the retail sector in the UK and beyond, which have resulted in many retailers failing, trading at our new generation stores, particularly within our premium segment, continues to exceed expectations. We are also attracting new talent to the business and opening new stores where we identify appropriate opportunities. Whilst there may be many short-term challenges ahead, not least as a result of the current level of political uncertainty surrounding Brexit, we will aim to deliver shareholder value over the medium to long term.

David Daly

Non-Executive Chairman

13 December 2018

Overview of Financial Performance

Summary of Results

 
                                  26 Weeks ended   26 Weeks ended 
                                      28 October       29 October 
                                            2018             2017   Change 
                                ----------------  ---------------  ------- 
                                          (GBPm)           (GBPm)        % 
 Revenue                                 1,791.8          1,714.6     +4.5 
 Underlying EBITDA                         148.8            156.1     -4.7 
 Reported profit before tax                 74.4             45.8    +62.4 
 Underlying profit before tax               64.4             88.0    -26.8 
 
                                 Pence per share        Pence per 
                                                            share 
 Reported EPS (1)                            8.7              4.9    +77.6 
 Underlying EPS (1)                          7.3             11.3    -35.4 
 

(1) Based on 519.5 million and 532.9 million ordinary shares outstanding in FY19 H1 and FY18 H1, respectively.

Basis of reporting

The financial statements for the Group for the 26 weeks ended 28 October 2018 are presented in accordance with International Accounting Standard (IAS) 34 - Interim Financial Reporting which has been adopted for use in the EU (IFRS).

The Directors believe that underlying EBITDA, underlying PBT and underlying EPS provide more useful information for shareholders on the underlying performance of the business than the reported numbers and are consistent with how business performance is measured internally. They are not recognised profit measures under IFRS and may not be directly comparable with "adjusted" or "alternative" profit measures used by other companies.

EBITDA is earnings before investment income, finance income and finance costs, tax, depreciation and amortisation and, therefore, includes the Group's share of profit from associated undertakings and joint ventures. Underlying EBITDA, underlying profit before taxation (PBT) and underlying earnings per share (EPS) exclude realised foreign exchange gains/losses in selling and administration costs, exceptional costs, profit/loss on sale of properties and the profit/loss on sale of strategic investments. Underlying EBITDA also excludes the Share Scheme charges. Reconciliations are given in the financial review.

Business Review

Overview of FY19 H1 financial performance

Group revenue was up 4.5% to GBP1,791.8m, due to the acquisition of House of Fraser in the year, growth in Premium Lifestyle and growth in Rest of World retail. Excluding acquisitions and on a currency neutral basis, Group revenue was up 0.2%. This was offset by store closures as part of the continued elevation of the portfolio and a reduction in wholesale sales.

Gross margin for the Group increased 290 basis points to 41.5% (FY18 H1: 38.6%) due to better USD purchasing rates and stock provisions made in the prior year. As at 28 October 2018, the Group had hedged its forecast FY19 USD purchases in the UK at USD/GBP 1.362.

During the period, Group operating costs increased by 19.7% to GBP594.0m (FY18 H1: GBP496.4m). Excluding acquisitions and on a currency neutral basis, operating costs were up 6.1%. This is largely due to increased provisions for potentially onerous leases due to pressure on the high street and growth in the underlying business.

As a result, Group underlying EBITDA was down by 4.7% to GBP148.8m. Excluding acquisitions and currency neutral, underlying EBITDA was up 14.6% to GBP180.3m.

In FY19 H1, depreciation and amortisation increased by 11.9% to GBP71.6m and Net Interest increased to GBP12.8m from GBP4.2m. As a result, Group underlying PBT decreased by 26.8% to GBP64.4m (FY18 H1: GBP88.0m). Underlying EPS decreased by 35.4% to 7.3p (FY18 H1: 11.3p).

Reported profit before tax increased by 62.4% to GBP74.4m (FY18 H1: GBP45.8m). The prior period included losses on Investments (GBP32.7m) and revaluation of currency contracts (GBP36.3m).

The Group generated underlying free cash flow of GBP69.0m during the period, from GBP46.2m in the prior period. The increase in underlying EBITDA (excluding House of Fraser) and a gain on exchange differences in the period was offset by FY19 H1 capital expenditure which amounted to GBP98.2m (FY18 H1: GBP99.9m), purchases of listed investments of GBP47.1m (FY18 H1: GBP131.6m) and GBP90.0m that was spent acquiring the trade and assets of House of Fraser from administration. A further working capital injection has since been made into the House of Fraser supply chain of approximately GBP70m.

The Group's Revolving Credit Facility of GBP913.5m (FY18: GBP913.5m) is available until November 2021, and we recently enacted an extension option for a further year to November 2022 for GBP847.5m. The Group continues to operate comfortably within its banking facilities and covenants.

Net debt increased to GBP505.5m at the period end (GBP397.1m at 29 April 2018), equating to 1.5 times LTM Reported EBITDA(1 (FY18 H1: 1.4 times on net debt of GBP471.7m).

 
 (1)   LTM EBITDA is the last twelve months historic Reported EBITDA. 
 

UK Sports Retail financial performance

 
                                              26 weeks   26 weeks ended 
                                                 ended                       Change 
                                            28 October       29 October 
                                                  2018             2017 
                                                (GBPm)           (GBPm)           % 
---------------------------------------  -------------  ---------------  ---------- 
 
Retail (1) 
Revenue                                        1,123.0          1,120.3        +0.2 
Cost of sales                                  (667.0)          (678.9)        -1.8 
---------------------------------------  -------------  ---------------  ---------- 
Gross profit (1)                                 456.0            441.4        +3.3 
Gross margin %                                   40.6%            39.4%    +120 bps 
 
Fitness, wholesale and other gross 
 profit                                           12.6             12.8        -1.6 
 
Operating costs                                (320.3)          (300.2)        +6.7 
Associates                                       (0.6)            (8.5)       -92.9 
---------------------------------------  -------------  ---------------  ---------- 
 
UK Sports Retail Underlying EBITDA               147.7            145.5        +1.5 
      (1) Retail and online only, excludes Fitness, wholesale and other. 
 
 

The UK Sports Retail segment includes all of the Group's sports retail and USC store and web operations in the UK, all of the Group's sports online business, the Group's Fitness Division, and the Group's Shirebrook campus operations, as well as the Heatons Northern Ireland stores. UK Sports Retail is the main driver of the Group trading performance and accounts for over 62% of Group revenue.

 
 Store Portfolio              As at 28        As at 29      As at 29 
                          October 2018    October 2017    April 2018 
 
 Stores at period end              486             507           494 
 
 Opened                              4               7            13 
 Closed                             12              13            32 
 
                                               Approx.       Approx. 
 Area (sq. ft.)           Approx. 5.6m            5.4m          5.4m 
 
 

UK Sports Retail sales increased by 0.2%(1) , with store revenue down due to the pressure on the high street and store closures due to the elevation strategy, offset by web sales growth.

During the period, UK Sports Retail gross margin increased by 120 basis points to 40.6% (FY18 H1: 39.4%)(1) . This was primarily due to improved USD hedging and additional stock provisions in the prior year, maintained in the current period.

UK Sports Retail's operating costs increased by 6.7% to GBP320.3m (FY18 H1: GBP300.2m), due to property related provisions and increased bad debt provisions as a result of pressure on the high street.

Associates was a loss of GBP0.6m (FY18 H1: loss GBP8.5m). The prior period loss largely relates to the trade losses and impairment of the Group's investment in Brasher Leisure, and other associate losses.

UK Sports Retail underlying EBITDA increased by 1.5% to GBP147.7m (FY18 H1: GBP145.5m).

 
      (1) Retail and online only, excludes Fitness, wholesale and other. 
 

Premium Lifestyle financial performance

 
                                        26 weeks ended    26 weeks ended      Change 
                                       28 October 2018   29 October 2017 
                                                (GBPm)            (GBPm)           % 
------------------------------------  ----------------  ----------------  ---------- 
 
Revenue                                           87.6              67.7       +29.4 
Cost of sales                                   (57.6)            (46.2)       +24.7 
Gross profit                                      30.0              21.5       +39.5 
Gross margin %                                   34.2%             31.8%    +240 bps 
 
Operating costs                                 (27.5)            (20.8)       +32.2 
 
Premium Lifestyle Underlying EBITDA                2.5               0.7      +257.1 
 

The Group's Premium Lifestyle division includes the Group's premium lifestyle fascias in the UK: Flannels, Cruise and van mildert, along with their ecommerce sites.

 
 Store Portfolio    As at 28 October        As at 29      As at 29 
                                2018    October 2017    April 2018 
 Flannels                         26              16            21 
 Cruise                            8              10            10 
 van mildert                       4               4             3 
                   ----------------- 
                                  38              30            34 
 

Sales in the period were up by 29.4% to GBP87.6m (FY18 H1: GBP67.7m), largely due to the increased sales through the Flannels.com website and new stores.

Gross margin increased to 34.2% (FY18 H1: 31.8%), due to increased good, better and best product, as well as stock provisions in the prior year.

Operating costs increased by 32.2% to GBP27.5m (FY18 H1: GBP20.8m) due to new Flannels stores. As a result, Premium Lifestyle underlying EBITDA increased from GBP0.7m to GBP2.5m.

House of Fraser

On 10 August 2018, the Group acquired the trade and assets of House of Fraser, including the brand, inventory, certain property, plant and equipment, the right to trade from 59 stores and all the staff. See note 13.

As at 28 October 2018, all 59 stores were still trading, with one store closed subsequent to the reporting date, in November 2018. As has been well publicised, during the initial post-acquisition period the House of Fraser website was not accepting orders for a short period as systems and processes were reset and brought back online. The Group has spent the post-acquisition period working with staff, suppliers, concessionaires and landlords to create a viable business which will be a core part of the elevation strategy of the Group.

House of Fraser operates a significant number of concessions within its stores, where House of Fraser acts as Agent for the sale of the concession owned stock. Revenue from concession sales is required to be shown on a net basis, being the actual commission received rather than the gross value achieved on the sale. In order to understand the value of overall activity of the Group we have disclosed below the Gross Transaction value (GTV) being gross sales net of VAT, discounts and returns and gross sales where the Group acts as Agent.

 
 11 weeks trading              10 August 2018 
                                     to 
                                 28 October 
                                    2018 
                                       (GBPm) 
----------------------------  --------------- 
 
 Gross transaction value 
  (GTV)                                 122.5 
 
 Revenue                                 70.1 
 
 Cost of sales                         (35.0) 
----------------------------  --------------- 
 Gross profit                            35.1 
 
 GTV margin %                           28.7% 
 
 Operating costs                       (66.6) 
 
 House of Fraser Underlying 
  EBITDA                               (31.5) 
 

European Sports Retail financial performance

The division, previously International Sports Retail, no longer includes Malaysia, and accordingly the prior period comparative has been restated.

 
                                    26 weeks ended     26 weeks ended        Change 
                                        28 October         29 October 
                                              2018    2017 (restated) 
                                            (GBPm)             (GBPm)             % 
----------------------------------  --------------  -----------------  ------------ 
 
Revenue                                      313.1              328.8          -4.8 
Cost of sales                              (177.0)            (195.4)          -9.4 
Gross profit                                 136.1              133.4          +2.0 
Gross margin %                               43.5%              40.6%      +290 bps 
 
Operating costs                            (116.9)            (119.9)          -2.5 
 
European Sports Retail Underlying 
 EBITDA                                       19.2               13.5  -      +42.2 
 

The European Sports Retail division includes the Group's sports retail store management and operations in Europe, including the Group's European distribution centres in Belgium and Austria, and stores in the Baltic regions. European Sports Retail accounts for 17.5% of Group revenue.

All of the following stores are operated by companies wholly owned by the Group, except Estonia, Latvia and Lithuania where the Group owns 60.0%.

 
 Store Portfolio - Europe         As at 28        As at 29   As at 29 
                              October 2018    October 2017      April 
                                                                 2018 
--------------------------  --------------  --------------  --------- 
 
 Republic of Ireland (2)                33              33         32 
 Belgium                                35              38         36 
 Austria                                27              30         28 
 Estonia (3)                            26              27         27 
 Lithuania (3)                          17              16         17 
 Latvia (3)                             18              17         18 
 Portugal                               17              17         17 
 Poland                                 16              16         16 
 Slovenia                               14              15         14 
 Hungary                                 8               9          8 
 Czech Republic                         11              10         10 
 France                                  5               5          5 
 Cyprus                                  6               6          6 
 Holland                                 6               6          6 
 Slovakia                                6               6          6 
 Germany                                 2               2          2 
 Luxembourg                              2               2          2 
 Spain                                   2               2          2 
 Iceland(1)                              1               -          1 
--------------------------  -------------- 
 
 Total                                 252             257        253 
 
 

(1) Iceland was fully acquired in March 2018, it was included as an associate as at October 2017.

   (2)    Excludes Heatons fascia stores 
   (3)    Includes only stores with SPORTSDIRECT.com and Sportland fascias 

In addition to the above we operate 10 (FY18 H1: 14) standalone Heatons stores in the Republic of Ireland.

European Sports Retail sales fell by 4.8%, largely due to the closure of stores as part of the continuing elevation of the portfolio. On a currency neutral basis, European Sports Retail revenue decreased by 5.0%. During the period, gross margin increased by 290 basis points to 43.5% (FY18 H1: 40.6%), largely due to better USD rates on hedging. Forecast USD purchases for the remainder of FY19 are hedged at USD/EUR 1.16, which reduces the impact of currency volatility on margins.

European Sports Retail's operating costs decreased by 2.5% in FY19 H1 due to the store closures and cost control in existing stores. On a currency neutral basis, European Sports Retail's operating costs decreased by 2.8%.

European Sports Retail underlying EBITDA increased by 42.2% to GBP19.2m (FY18 H1: GBP13.5m).

Rest of World Retail financial performance

Rest of World Retail includes the Group's retail activities in the US under the combined Bob's, Sports Direct and Eastern Mountain Sports fascia. It also includes the stores under the Sports Direct fascia in Malaysia. The prior year comparatives have been restated to include Malaysia, which was in the International (now European) segment in the prior year.

 
                                           26 weeks ended    26 weeks ended      Change 
                                          28 October 2018   29 October 2017 
                                                   (GBPm)        (restated)           % 
                                                                     (GBPm) 
---------------------------------------  ----------------  ----------------  ---------- 
 
Revenue                                             100.7              78.6       +28.1 
Cost of sales                                      (60.5)            (64.8)        -6.6 
Gross profit                                         40.2              13.8      +191.3 
Gross margin %                                      39.9%             17.6%  +2,230 bps 
 
Operating costs                                    (45.1)            (34.7)       +30.0 
 
Rest of World Retail Underlying EBITDA              (4.9)            (20.9)       -76.6 
 

Rest of World Retail underlying EBITDA in the prior year includes fair value accounting adjustments in relation to inventory and accounting policy alignments. Excluding these, gross margin was 39.8%.

 
 Store Portfolio - Rest of World    As at 28 October        As at 29   As at 29 
                                                2018    October 2017      April 
                                                                           2018 
 SD Malaysia                                      30              30         30 
 Bob's Stores                                     30              30         30 
 Eastern Mountain Sports                          20              19         19 
                                   -----------------  --------------  --------- 
                                                  80              79         79 
 

Wholesale & Licensing financial performance

 
                                   26 weeks ended  26 weeks ended      Change 
                                       28 October      29 October 
                                             2018            2017 
                                           (GBPm)          (GBPm)           % 
---------------------------------  --------------  --------------  ---------- 
 
Wholesale revenue                            65.4            80.6       -18.9 
Licensing revenue                            14.7            16.6       -11.4 
---------------------------------  --------------  --------------  ---------- 
Total Revenue                                80.1            97.2       -17.6 
 
Cost of sales                              (46.7)          (59.1)       -21.0 
Gross profit                                 33.4            38.1       -12.3 
 
Wholesale gross margin %                    28.6%           26.7%    +190 bps 
Total gross margin %                        41.7%           39.2%    +250 bps 
 
Operating costs                            (17.6)          (20.8)       -15.4 
 
Wholesale & Licensing Underlying 
 EBITDA                                      15.8            17.3        -8.7 
 

The Wholesale & Licensing division operates our globally renowned heritage Group brands, and our wholesale and licensing relationships across the world, as well as our partnerships with third party brands that we license-in to sell in Sports Retail and Premium Lifestyle divisions.

Wholesale & Licensing division total revenue decreased by 17.6% to GBP80.1m (FY18 H1: GBP97.2m). Wholesale revenues were down 18.9% to GBP65.4m (FY18 H1: GBP80.6m), mainly due to a reduction in third party licensed activity in the UK.

Licensing revenues in FY19 H1 decreased 11.4% to GBP14.7m (FY18 H1: GBP16.6m).

Wholesale gross margin increased by 190 bps to 28.6% (FY18 H1: 26.7%) due to changes in the product mix resulting from the reduction in lower margin direct delivery sales. Total gross margin was increased to 41.7% (FY18 H1: 39.2%).

Operating costs decreased by 15.4% to GBP17.6m (FY18 H1: GBP20.8m) in the period. We expect investment in key Group Brands to be maintained at similar levels to those of previous years.

As a result, underlying EBITDA in the division decreased to GBP15.8m (FY18 H1 GBP17.3m).

Mike Ashley

Chief Executive

13 December 2018

Reconciliation of reported to underlying results

 
                                                  EBITDA                 PBT 
                                     Note   FY19 H1   FY18 H1   FY19 H1   FY18 H1 
                                               GBPm      GBPm      GBPm      GBPm 
 Operating profit                              95.4     127.4 
 
 Depreciation                                  67.8      62.1 
 Amortisation                                   3.8       1.9 
 Share of loss of associated 
  undertakings                                (0.6)     (8.5) 
 
 
 Reported EBITDA/PBT                          166.4     182.9      74.4      45.8 
 
 Exchange gains and losses                   (17.6)    (15.1)    (17.6)    (15.1) 
 IFRS 9 foreign exchange fair 
  value adjustment on unhedged 
  forward and options currency 
  contracts                           7           -         -       5.8      36.3 
 Investment Income                    4           -         -     (3.0)         - 
 Investment Costs                     5           -         -       4.8      32.7 
 Exceptional items                    3           -       5.0         -       5.0 
 Profit on disposal of properties                 -    (16.7)         -    (16.7) 
 
 
 Underlying EBITDA/PBT                        148.8     156.1      64.4      88.0 
 

Fair value movement in derivative agreements represents the movement in fair value of equity options in the prior period.

Reconciliation of selling, distribution and administration costs to operating costs

 
                                                      FY19 H1   FY18 H1 
                                                         GBPm      GBPm 
 Selling, distribution and administrative expenses      658.3     556.0 
 Depreciation and amortisation                         (71.6)    (64.0) 
 Exchange gains and losses                               17.6      15.1 
 Operating income                                      (10.3)    (10.7) 
                                                     --------  -------- 
 Operating expenses                                     594.0     496.4 
 

Operating costs have increased mainly due to the acquisition of House of Fraser and increased provisions for onerous leases due to pressure on the high street.

Underlying EBITDA by Business Segment

 
                                            FY19 H1     FY18 H1   Change 
                                                       Restated 
                                               GBPm        GBPm        % 
 
 UK Sports Retail                             147.7       145.5     +1.5 
 Premium Lifestyle                              2.5         0.7   +257.1 
 European Sports Retail                        19.2        13.5    +42.2 
 Rest of World Retail                         (4.9)      (20.9)    -76.6 
 Wholesale & licensing                         15.8        17.3     -8.7 
-----------------------------------------  --------  ----------  ------- 
 Group Underlying EBITDA (excluding HoF)      180.3       156.1    +15.5 
 
 House of Fraser                             (31.5)           -        - 
 
 Group Underlying EBITDA                      148.8       156.1     -4.7 
 
 

Foreign exchange and treasury

The Group reports its results in GBP, but trades internationally and is therefore exposed to currency fluctuations on currency cash flows in various ways. These include purchasing inventory from overseas suppliers, making sales in currencies other than GBP and holding overseas assets in other currencies. The Board mitigates the cash flow risks associated with these fluctuations with the careful use of currency forwards for hedging purposes, and various other currencies products including spots, swaps and options for non-hedged currency management.

The Group uses forward contracts that qualify for hedge accounting in two main ways - to hedge highly probable Euro sales income and US dollar stock purchases. This introduces a level of certainty into the Group's planning and forecasting process. Management have reviewed detailed forecasts and the growth assumptions within them and are satisfied that the forecasts meet the criteria as being highly probable forecast transactions.

As at 28 October 2018, the Group had the following forward contracts that qualified for Hedge Accounting under IFRS 9 Financial Instruments, meaning that fluctuations in the value of the contracts before maturity are recognised in the Hedging Reserve through Other Comprehensive Income. After maturity, the sales and purchases are then valued at the Hedge rate.

 
 Currency    Hedging against       Currency value   Timing        Rates 
 
 EUR / GBP   Euro sales            EUR 1,110m       FY19 - FY21   1.069 - 1.190 
 AUD / GBP   Australian dollar     AUD 12m          FY19 - FY20   1.690 - 1.740 
              sales 
 USD / GBP   USD stock purchases   USD 1,080m       FY19 - FY20   1.360 - 1.430 
 USD / EUR   USD stock purchases   USD 240m         FY19 - FY21   1.160 - 1.320 
----------  --------------------  ---------------  ------------  -------------- 
 

The Group also uses currency options for more flexibility against cash flows that are less than highly probable and therefore do not qualify for hedge accounting under IFRS 9 Financial Instruments. The fair valuations before maturity are recognised in the Income Statement.

The Group has the following currency options and unhedged forwards:

 
 Currency    Expected use          Currency value   Timing        Rates 
 
 EUR / GBP   Euro sales            EUR 1,110m       FY19 - FY21   1.069 - 1.190 
 AUD / GBP   Australian dollar     AUD 12m          FY19 - FY20   1.690 - 1.740 
              sales 
 USD / EUR   USD stock purchases   USD 120m         FY19 - FY21   1.160 - 1.210 
----------  --------------------  ---------------  ------------  -------------- 
 

The Group is proactive in managing its currency requirements, the Group Treasury team work closely with senior management to understand the Group's plans and forecasts and appropriately discuss and understand financial products with reputable financial institutions including those within the Group Revolving Credit Facility. This information is then used to implement suitable currency products to align with the Groups strategies and forecasts.

Regular reviews are performed by the Group Treasury team alongside senior management to ensure the continued appropriateness of the currency hedging in place, and where suitable either implementing additional strategies and/or restructuring existing approaches in conjunction with our financial institution partners.

Taxation

The effective tax rate on profit before tax for FY19 H1 was 35.9% (FY18 H1: 37.3%). The underlying effective tax rate for FY19 H1 was 25.9% (FY18 H1: 27.7%). The difference between the prevailing corporate tax rate of 19% and the effective rate reflects depreciation on non-qualifying assets, exchange adjustments and differences in overseas tax rates.

Strategic investments

Strategic investments are an integral part of the Group's overall strategy. Against a backdrop of a challenged retail market, we believe innovative strategic partnerships will help to differentiate our offer and enhance the consumer experience. We look for ways to extend our reach into new retail channels and geographies, as well as selectively grow our market share. We maintain an active dialogue with the management teams of each of our investments, continually looking to explore new ways of working together. Given the breadth of our business, the strategic benefits can be varied and extensive.

As at 28 October 2018, the Group holds the following Strategic Investments:

                   Issuer                                    % of issued share capital 
   Debenhams plc                      29.70% 
   Findel plc                               29.90% 
   French Connection plc          26.16% 
   Game Digital plc                    25.44% 
   Goals Soccer Centres plc     18.92% 
                   Iconix Brand Group               8.29% 

The Group continues to hold various other interests, none of which represent more than 5.0% of the voting power of the investee.

During the period, the Group has recognised GBP76.7m of value reductions relating to Debenhams and various other investments. In accordance with IFRS 9, this movement appears in Other Comprehensive Income (see notes 1, 12 and the Consolidated Statement of Comprehensive Income).

Cash flow and net debt

The Group has a Revolving Credit Facility (RCF) of GBP913.5m as at 28 October 2018, valid until November 2021. We recently enacted an extension option for a further year to November 2022 for GBP847.5m.

Net debt increased during the period to GBP505.5m (29 April 2018: GBP397.1m), which is 1.5 times the last 12 months historic reported EBITDA (FY18 H1: 1.4 times) and is in line with management expectations.

Capital expenditure amounted to GBP98.2m (FY18 H1: GBP99.9m).

The analysis of net debt at 28 October 2018 and at 29 April 2018 is as follows:

 
                            At 28 October 2018    At 29 April 2018 
--------------------------  ------------------  ------------------ 
                                          GBPm                GBPm 
Cash and cash equivalents                181.5               360.0 
Borrowings                             (687.0)             (757.1) 
Net debt                               (505.5)             (397.1) 
 

Cash Flow

 
                                                 26 weeks ended      26 weeks 
                                                     28 October         ended 
                                                           2018    29 October 
                                                           GBPm          2017 
                                                                         GBPm 
----------------------------------------------  ---------------  ------------ 
 
 Underlying EBITDA (pre-share scheme costs)               148.8         156.1 
 Exchange gains and losses                                 17.6          15.1 
 Taxes paid                                              (17.7)        (20.3) 
 Working capital: 
 Inventory                                               (93.0)       (144.0) 
 Receivables, Payables and Other                           13.3          39.3 
 
 Underlying free cash flow                                 69.0          46.2 
 
 Invested In: 
 Acquisitions (including debt)                           (90.0)        (11.9) 
 Purchase of listed investments                          (47.1)       (131.6) 
 Net proceeds from investments                             52.7             - 
 Investment income received                                 3.1           0.8 
 Purchase of freehold properties                         (39.8)        (80.0) 
 Other capital expenditure                               (58.4)        (19.9) 
 Disposal of freehold property                                -          42.2 
 Finance costs and other financing activities             (8.4)         (4.3) 
 Purchase of own shares (incl. vesting)                       -       (133.7) 
 Exchange movement on cash balances                        10.5           2.5 
----------------------------------------------  ---------------  ------------ 
 Net increase in net debt                               (108.4)       (289.7) 
 

Areas of estimation and judgement

The critical accounting estimates and judgements made by the Group regarding the future or other key sources of estimation, uncertainty and judgement that may have a significant risk of giving rise to a material adjustment to the carrying values of assets and liabilities within the next financial period are shown below. There have been no changes in estimates of amounts reported in the prior interim period.

   a)    Provision for obsolete, slow moving or defective inventories 

The Directors have applied their knowledge and experience of the retail industry in determining the level and rates of provisioning required in calculating the appropriate inventory carrying values. Specific estimates and judgements applied in relation to assessing the level of inventory provisions required are considered in relation to the following areas:

   1.     Core inventory 
   2.     Seasonal inventory lines - specifically seasons that have now finished 
   3.     Third party versus own brand inventory 
   4.     Ageing of inventory 
   5.     Sports Retail or Premium Lifestyle 
   6.     Local economic conditions 
   7.     Divisional specific factors 
   8.     Increased cost of inventory and lower margins with the devaluation of the pound 

Estimates are then applied to the various categories of inventory to calculate an appropriate level of provision. These estimates are formed using a combination of factors including historical experience, management's knowledge of the industry, group discounting and sales pricing protocols, and the overall assessment made by management of the risks in relation to inventory. Management use a number of internally generated reports to monitor and continually re-assess the adequacy and accuracy of the provisions made. The additional cost of repricing inventory and handling charges are considered in arriving at the appropriate percentage provision. The Group revised its estimation methodology in the prior period in relation to inventory provisioning, and now also includes Loaded-on-Board inventory in the overall assessment of the provision, as it considers this inventory to also have some risk of obsolescence due to the factors outlined above. The testing performed to check that the assumptions applied remain valid by management produces a range of outcomes and the provision is set within this range. A 1% change in the total provision would impact underlying EBITDA by approx. GBP11.8m.

   b)    Property related provisions 

Property related estimates and judgements are continually evaluated and are based on historical experience, external advice and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Where an onerous lease has been identified, the assets dedicated to that store are also reviewed for impairment.

Specific assumptions which involve the use of estimates to determine the appropriate level of provision include:

   1.     Forecast sales in stores, reflecting historic and expected future performance 
   2.     Forecast wages and direct store cost inflation 
   3.     The impact to gross margins due to currency fluctuations 

4. Impact of Elevation of Sports Retail strategy in the UK has been considered in determining future forecast individual store performance

   5.     Planned store closures, relocations and re-brandings 

6. Lease obligations calculated to the end of the lease or where applicable break clause, or earlier estimate of expected exit date where this can be reliably estimated

   c)    Other provisions 

Provisions are made for items where the Group has identified a present legal or constructive obligation arising as a result of a past event, it is probable that an outflow of resources will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

Other provisions relate to managements best estimates of provisions required for restructuring, employment, commercial, legal and regulatory claims and ongoing non-UK tax enquiries. Where applicable these are inclusive of any estimated penalties, interest and legal costs, and are net of any associated recoverable amounts.

   d)    Other receivables and amounts owed by related parties 

Other receivables and amounts owed by related parties are stated net of provision for any impairment. Management have applied estimates in assessing the recoverability of working capital and loan advances made to investee companies. Matters considered include the relevant financial strength of the underlying investee company to repay the loans, the repayment period and underlying terms of the monies advanced, forecast performance of the underlying borrower, and where relevant, the Group's intentions for the companies to which monies have been advanced.

   e)    Determining related party relationships 

Management determines whether a related party relationship exists by assessing the nature of the relationship by reference to the requirements of IAS 24, Related Parties. This is in order to determine whether significant influence exists as a result of control, shared directors or parent companies, or close family relationships. The level at which one party may be expected to influence the other is also considered for transactions involving close family relationships.

   f)     Control and significant influence over certain entities 

Under IAS 28 Investments in Associates, if an entity holds 20% or more of the voting power of the investee, it is presumed that the entity has significant influence, unless it can clearly demonstrate that this is not the case. Although the Group holds greater than 20% of the voting rights of Findel plc, Debenhams plc, French Connection Group plc and GAME Digital plc management considers that the Group does not have significant influence over these entities for combinations of the following reasons:

-- The Group does not have any representation on the board of directors of the investee other than a Group representative having an observer role on the board of Findel plc. Management have reviewed the terms of the observer arrangement and have concluded that this does not give them the right to participate in or influence the financial or operating decisions of Findel plc. Findel can terminate this arrangement at any time, and can determine which parts of the Board meetings the representative can be present at and what information they are given access to;

-- There is no participation in decision making and strategic processes, including participation in decisions about dividends or other distributions;

-- There have been no material transactions between the entity and its investee companies (with regards to the collaboration and working capital agreements entered into with GAME Digital plc in FY18 which have been evaluated and are not considered to represent material transactions for the Group);

-- There has been no interchange of managerial personnel;

-- No non-public essential technical management information is provided to the investee

In assessing the level of control that management have over certain entities, management will consider the various aspects that allow management to influence decision making. This includes the level of share ownership, board membership, the level of investment and funding and the ability of the Group to influence operational and strategic decisions and affect its returns through the exercise of such influence.

   g)    Cash flow hedging 

Under IFRS 9 in order to achieve cash flow hedge accounting, forecast transactions (primarily Euro denominated sales and US dollar denominated purchases) must be considered to be highly probable. The hedge must be expected to be highly effective in achieving offsetting changes in cash flows attributable to the hedged risk. The forecast transaction that is the subject of the hedge must be highly probable and must present an exposure to variations in cash flows that could ultimately affect profit or loss. Management have reviewed the detailed forecasts and growth assumptions within them and are satisfied that forecasts in which the cash flow hedge accounting has been based meet the criteria per IFRS 9 as being highly probable forecast transactions. Should the forecast levels not pass the highly probable test, any cumulative fair value gains and losses in relation to either the entire or the ineffective portion of the hedged instrument would be taken to the Income Statement.

   h)    Defining operating segments 

Management determines its operating segments with reference to the Chief Operational Decision Maker's process for making key decisions over allocation of resources to the segment and in assessing a segments performance. This is based on:

-- The nature of the operation type and products sold

-- The type of class of customer targeted

-- Product distribution methods

Similar operations are amalgamated into operating segments for the purposes of segmental reporting.

Share Schemes

The Group believes that the Share Schemes have been a key element to attract and motivate employees and the Board is now working on suitable new incentive schemes and rewards.

Going concern

The Group is profitable, highly cash generative and has considerable financial resources. The Group currently operates comfortably within its banking facilities and covenants, which run until November 2021 and November 2022.

As a consequence, the Directors believe that the Group is well placed to manage its business risks successfully despite the continued uncertain economic outlook. The Group's forecasts and projections, taking account of reasonable possible changes in trading performance, show that the Group should be able to operate within the level of the current facility.

Additionally, the Directors have also considered the Group's reliance upon its key stakeholders, including customers and suppliers and found no over reliance on any particular stakeholder. The Directors are therefore confident that the Group will continue in operational existence for the foreseeable future. On this basis, the Directors continue to adopt the going concern basis for the preparation of the interim financial statements.

Risks, systems and controls

The Board believes that the principal risks and uncertainties for the remaining six months of the current financial year are:

 
 --   Disruption or other adverse events affecting the Group's relationship with any of its key 
       brands or brand suppliers which could have an adverse effect on the Group's business. 
 
 --   The possibility of a deterioration of the economy both in the UK and worldwide and a reduction 
       in consumer confidence and retail spending, which could impact on the performance of the business. 
 --   The Group operates internationally. The majority of foreign contracts relating to the sourcing 
       and sales of Group branded goods are denominated in US Dollars and the Euro, thus leaving 
       exposure to foreign exchange risk. Our approach to managing these risks is set out under foreign 
       exchange earlier in this statement. 
 --   The sports retail industry is highly competitive and the Group currently competes at international, 
       national and local levels with a wide variety of retailers of varying sizes who may have competitive 
       advantages. New competitors may enter the market. 
 

Brexit

The current Brexit negotiations and the related uncertainty generated is being closely monitored by the Board. Even in the event of a no-deal Brexit we do not believe that the direct risks pose a material threat to the ongoing operations and profitability of the Group. We have undertaken a detailed analysis of the risks and operational challenges to the Group.

Taxes - Potential increases in tariffs and duty on goods imported / exported into / from the UK from the EU and other countries

Import processing - Potential additional administrative workload and regulatory risks. In addition to potential queues and delays at UK and EU ports as a result of increased duty and customs declarations

Cost of labour - Potential increase in cost associated with resourcing issues due to additional restrictions imposed on EU nationals working within the Group

Currency volatility - Devaluation of Sterling along with associated increase in cost of goods from overseas

While we are unable to fully protect the Group from what is potentially a completely new economic landscape, we have some elements which help to protect us with a network of warehouses across Mainland Europe which can assist in providing the most efficient stock management once the customs and duty landscape is fully understood. We have been investing in some partial automation for the Shirebrook warehouse operations to make efficiencies and improve productivity on internet fulfilment orders and help mitigate any potential staffing shortfall after Brexit. We have a currency hedging strategy to help manage the volatility associated with currency movements. Brexit is regularly discussed at Board meetings.

Funding and liquidity for the Group's operations are provided through bank loans, overdraft facilities and shareholders' funds.

The Group maintains a system of controls to manage the business and to protect its assets. We continue to invest in people, systems and IT to manage the Group's operations and to ensure that the Group is financed effectively and efficiently.

Directors' 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 adopted by the EU; 
 --   The condensed set of financial statements has been prepared in accordance with IAS 34 'Interim 
       Financial Reporting' as adopted by the EU and gives a true and fair view of the assets, liabilities, 
       financial position and income statement as required by DTR 4.2.4R; 
 --   The interim management report includes a fair review of the information required by: 
 

a) DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events during the first 26 weeks of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining 26 weeks of the year; and

b) DTR 4.2.8R of the Disclosure and Transparency Rules, being related party transactions that have taken place in the first 26 weeks of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so.

No material related party transactions have taken place in the first six months of the current financial year that have materially affected the financial position or performance of the Group during that period and there have been no changes in related party transactions described in the last annual report that could have a material effect on the financial position or performance of the Group in the current period.

On behalf of the Board

Mike Ashley

Chief Executive

13 December 2018

INDEPENT REVIEW REPORT TO THE MEMBERS OF SPORTS DIRECT INTERNATIONAL PLC FOR THE 26 WEEKSED 28 OCTOBER 2018

Introduction

We have reviewed the condensed set of financial statements in the half-yearly financial report of Sports Direct International plc (the 'company') for the six months ended 28 October 2018 which comprises the Consolidated income statement, the Consolidated statement of comprehensive income, the Consolidated statement of financial position, the Consolidated cash flow statement, the Consolidated statement of changes in equity and the related notes. We have read the other information contained in the half yearly financial report which comprise the Key highlights, Chairman's statement and the Overview of Financial Performance and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

This report is made solely to the company, as a body, in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information performed by the Independent Auditor of the Entity'. Our review work has been undertaken so that we might state to the company those matters we are required to state to them in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company as a body, for our review work, for this report, or for the conclusion we have formed.

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

As disclosed in note 1, the annual financial statements of the group are prepared in accordance with International Financial Reporting Standards as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union.

Our responsibility

Our responsibility is to express a conclusion to the company on the condensed set of financial statements in the half-yearly financial report based on our review.

Scope of review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity'. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 28 October 2018 is not prepared, in all material respects, in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

Grant Thornton UK LLP

Statutory Auditor, Chartered Accountants

London

13 December 2018

UNAUDITED CONSOLIDATED INCOME STATEMENT FOR THE 26 WEEKSED 28 OCTOBER 2018

 
 
                                                     26 weeks     26 weeks     52 weeks 
                                                        ended        ended        ended 
                                                   28 October   29 October     29 April 
                                                         2018         2017         2018 
                                                  -----------  -----------  ----------- 
                                           Notes         GBPm         GBPm         GBPm 
Continuing operations: 
Revenue                                      2        1,791.8      1,714.6      3,359.5 
Cost of sales                                       (1,048.4)    (1,053.6)    (2,024.4) 
                                                  -----------  -----------  ----------- 
 
Gross profit                                            743.4        661.0      1,335.1 
Selling, distribution and administrative 
 expenses                                             (658.3)      (556.0)    (1,156.1) 
Other operating income                                   10.3         10.7         26.5 
Exceptional items                            3              -        (5.0)        (4.8) 
Profit on sale of properties                                -         16.7         16.3 
 
Operating profit                             2           95.4        127.4        217.0 
                                                  -----------  -----------  ----------- 
 
Investment income                            4            3.0          0.2         25.7 
Investment costs                             5          (4.8)       (32.7)      (119.0) 
Finance income                               6            0.7          0.3          3.4 
Finance costs                                7         (19.3)       (40.9)       (40.9) 
Share of loss of associated undertakings     9          (0.6)        (8.5)        (8.7) 
                                                  -----------  -----------  ----------- 
 
Profit before taxation                                   74.4         45.8         77.5 
Taxation                                               (26.7)       (17.1)       (49.9) 
                                                  -----------  -----------  ----------- 
 
Profit for the period                        2           47.7         28.7         27.6 
                                                  -----------  -----------  ----------- 
 
Attributable to: 
Equity holders of the Group                              45.1         26.0         24.5 
Non-controlling interests                                 2.6          2.7          3.1 
 
Profit for the period                        2           47.7         28.7         27.6 
 

Earnings per share from total and continuing operations attributable to the equity shareholders

 
                              Pence per share    Pence per share    Pence per share 
                              ---------------  -----------------  ----------------- 
 
Basic earnings per share     8            8.7                4.9                4.6 
Diluted earnings per share   8            8.6                4.9                4.6 
 
 

The accompanying notes form an integral part of this interim financial report.

UNAUDITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE 26 WEEKSED 28 OCTOBER 2018

 
 
                                                         26 weeks     26 weeks     52 weeks 
                                                            ended        ended        ended 
                                                       28 October   29 October     29 April 
                                                             2018         2017         2018 
                                                      -----------  -----------  ----------- 
                                               Notes         GBPm         GBPm         GBPm 
 
Profit for the period                            2           47.7         28.7         27.6 
 
Other comprehensive income 
 
Items that will not be reclassified 
 subsequently to the Income Statement 
Fair value adjustment in respect of 
 long-term financial assets - recognised 
 in the period                                             (76.7)            -            - 
Items that will be reclassified subsequently 
 to the Income Statement 
Exchange differences on translation 
 of foreign operations                                       21.6         24.1        (0.9) 
Exchange differences on hedged contracts 
 - recognised in the period                                  81.6       (49.8)       (49.9) 
Exchange differences on hedged contracts 
 - reclassified and reported in sales                         9.7        (0.5)         15.5 
Exchange differences on hedged contracts 
 - reclassified and reported in cost 
 of sales                                                     6.1        (1.4)          0.6 
Exchange differences on hedged contracts 
 - taxation taken to reserves                              (19.1)          8.8          6.9 
Fair value adjustment in respect of 
 available-for-sale financial assets 
 - recognised in the period                                     -          7.0       (26.1) 
Fair value adjustment in respect of 
 available-for-sale financial assets 
 - reclassified to Income Statement                             -            -         47.9 
Fair value adjustment in respect of 
 available-for-sale financial assets 
 - taxation                                                     -        (1.2)            - 
                                                      -----------  -----------  ----------- 
Other comprehensive income for the 
 period, net of tax                                          23.2       (13.0)        (6.0) 
                                                      -----------  -----------  ----------- 
 
Total comprehensive income for the 
 period                                                      70.9         15.7         21.6 
                                                      -----------  -----------  ----------- 
 
Attributable to: 
Equity holders of the Parent                                 68.2         13.0         18.5 
Non-controlling interests                                     2.7          2.7          3.1 
                                                      -----------  -----------  ----------- 
 
                                                             70.9         15.7         21.6 
                                                      -----------  -----------  ----------- 
 

The accompanying notes form an integral part of this interim financial report.

UNAUDITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 28 OCTOBER 2018

 
                                                     28 October   29 October    29 April 
                                                           2018         2017        2018 
                                                                  (restated) 
                                                  -------------  -----------  ---------- 
                                           Notes           GBPm         GBPm        GBPm 
ASSETS 
Non-current assets 
Property, plant and equipment                             908.8        871.2       878.4 
Investment properties                                      30.0         22.2        23.7 
Intangible assets                                         188.8        180.3       181.3 
Investments in associated undertakings 
 and joint ventures                          9              5.6         18.2         6.2 
Long-term / available-for-sale financial 
 assets                                     12            164.3        191.4       249.8 
Deferred tax assets                                        18.2         53.1        24.9 
                                                  -------------  -----------  ---------- 
 
                                                        1,315.7      1,336.4     1,364.3 
                                                  -------------  -----------  ---------- 
 
Current assets 
Inventories                                 10          1,049.2        848.9       873.4 
Trade and other receivables                               381.1        454.1       234.8 
Derivative financial assets                 12             74.7          6.8        17.1 
Cash and cash equivalents                                 181.5        121.4       360.0 
                                                  -------------  -----------  ---------- 
 
                                                        1,686.5      1,431.2     1,485.3 
                                                  -------------  -----------  ---------- 
 
TOTAL ASSETS                                            3,002.2      2,767.6     2,849.6 
                                                  -------------  -----------  ---------- 
 
EQUITY AND LIABILITIES 
Share capital                                              64.1         64.1        64.1 
Share premium                                             874.3        874.3       874.3 
Treasury shares                                         (250.0)      (230.4)     (290.0) 
Permanent contribution to capital                           0.1          0.1         0.1 
Capital redemption reserve                                  8.0          8.0         8.0 
Foreign currency translation reserve                       97.7        101.2        76.2 
Reverse combination reserve                             (987.3)      (987.3)     (987.3) 
Own share reserve                                        (69.4)       (69.0)      (69.0) 
Hedging reserve                                            26.4       (68.0)      (51.9) 
Retained earnings                                       1,556.4      1,580.1     1,588.0 
                                                  -------------  -----------  ---------- 
 
                                                        1,320.3      1,273.1     1,212.5 
Non-controlling interests                                   4.4          0.8         1.7 
                                                  -------------  -----------  ---------- 
 
Total equity                                            1,324.7      1,273.9     1,214.2 
                                                  -------------  -----------  ---------- 
 
Non-current liabilities 
Borrowings                                  12            687.0          7.4       757.1 
Retirement benefit obligations                              1.9          1.9         1.9 
Deferred tax liabilities                                   19.6         13.5        10.4 
Provisions                                  11            200.7        127.0       156.9 
                                                  -------------  -----------  ---------- 
 
                                                          909.2        149.8       926.3 
                                                  -------------  -----------  ---------- 
 
Current liabilities 
Derivative financial liabilities            12             60.6        158.3        93.1 
Trade and other payables                                  686.0        574.0       606.5 
Borrowings (1)                              12                -        585.7           - 
Current tax liabilities                                    21.7         25.9         9.5 
                                                  -------------  -----------  ---------- 
 
                                                          768.3      1,343.9       709.1 
                                                  -------------  -----------  ---------- 
 
Total liabilities                                       1,677.5      1,493.7     1,635.4 
                                                  -------------  -----------  ---------- 
 
TOTAL EQUITY AND LIABILITIES                            3,002.2      2,767.6     2,849.6 
                                                  -------------  -----------  ---------- 
 

(1) Borrowings in Current Liabilities reflects the Revolving Credit Facility (RCF) in place as at 29 October 2017 expiring in September 2018. On 21 November 2017, the Group announced that it had refinanced into a replacement RCF for GBP913.5m for a period of four years to November 2020, we recently enacted an extension option for a further year to November 2022 for GBP847.5m.

The FY18 H1 Balance sheet has been restated, see Note 1.

The accompanying notes form an integral part of this interim financial report.

UNAUDITED CONSOLIDATED CASH FLOW STATEMENT FOR THE 26 WEEKSED 28 OCTOBER 2018

 
 
                                                            26 weeks      26 weeks      52 weeks 
                                                               ended         ended         ended 
                                                          28 October    29 October 
                                                                2018          2017      29 April 
                                                                        (restated)          2018 
                                                        ------------  ------------  ------------ 
                                                 Notes          GBPm          GBPm          GBPm 
 
Cash inflow from operating activities             14            86.7          63.3         371.3 
Income taxes paid                                             (17.7)        (20.3)        (45.1) 
                                                        ------------  ------------  ------------ 
 
Net cash inflow from operating activities                       69.0          43.0         326.2 
                                                        ------------  ------------  ------------ 
 
Cash flow from investing activities 
Proceeds on disposal of property, plant 
 and equipment                                                     -          42.2          69.0 
Proceeds on disposal of listed investments                      52.7             -          20.9 
Purchase of trading assets                                    (90.0)             -             - 
Purchase of associate, net of cash                                 -         (0.6)             - 
 acquired 
Cash acquired through purchase of subsidiaries                     -             -           8.2 
Purchase of property, plant and equipment                     (98.2)        (99.9)       (204.2) 
Purchase of investment properties                                  -             -         (5.0) 
Purchase of intangible assets                                      -             -         (4.1) 
Purchase of listed investments                                (47.1)       (131.6)       (287.1) 
Investment income received                                       3.1           0.8          34.2 
Finance income received                                          0.7           0.3           3.4 
                                                        ------------  ------------  ------------ 
 
Net cash outflow from investing activities                   (178.8)       (188.8)       (364.7) 
                                                        ------------  ------------  ------------ 
 
Cash flow from financing activities 
Purchase of non-controlling interests                              -        (11.3)        (11.3) 
Finance costs paid                                             (9.1)         (4.5)        (14.0) 
Borrowings drawn down                                          194.8         577.7         782.9 
Borrowings repaid                                            (264.9)       (310.0)       (343.0) 
Purchase of own shares                                             -       (133.7)       (155.4) 
                                                        ------------ 
 
Net cash (outflow) / inflow from financing 
 activities                                                   (79.2)         118.2         259.2 
                                                        ------------  ------------  ------------ 
 
 
Net (decrease) / increase in cash and 
 cash equivalents including overdrafts                       (189.0)        (27.6)         220.7 
Exchange movement on cash balances                              10.5           5.6           4.1 
Cash and cash equivalents including 
 overdrafts at beginning of period                             360.0         135.2         135.2 
                                                        ------------  ------------  ------------ 
 
Cash and cash equivalents including 
 overdrafts at the period end                                  181.5         113.2         360.0 
                                                        ------------  ------------  ------------ 
 

The accompanying notes form an integral part of this interim financial report.

UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE 26 WEEKSED 28 OCTOBER 2018

 
                                                                                       Total 
                                                                                attributable 
                                    Foreign       Own                              to owners 
                     Treasury      currency     share      Retained      Other        of the  Non-controlling 
                       shares   translation   reserve      earnings   reserves        parent        interests    Total 
                         GBPm          GBPm      GBPm          GBPm       GBPm          GBPm             GBPm     GBPm 
 
At 30 April 2017      (329.5)          77.1    (33.7)       1,591.0     (65.9)       1,239.0            (0.7)  1,238.3 
Share-based 
 payments                   -             -      56.3        (56.3)          -             -                -        - 
Current tax on 
 share 
 schemes                    -             -         -           4.8          -           4.8                -      4.8 
Deferred tax on 
 share 
 schemes                    -             -         -         (2.2)          -         (2.2)                -    (2.2) 
Purchase of own 
 shares                (94.3)             -    (39.4)             -          -       (133.7)                -  (133.7) 
Fair value of share 
 buyback 
 reversal               163.5             -         -             -          -         163.5                -    163.5 
Changes to 
 non-controlling 
 Interest                   -             -         -        (10.1)          -        (10.1)            (1.2)   (11.3) 
                     --------  ------------  --------  ------------  ---------  ------------  ---------------  ------- 
Transactions with 
 owners                  69.2             -      16.9        (63.8)          -          22.3            (1.2)     21.1 
                     --------  ------------  --------  ------------  ---------  ------------  ---------------  ------- 
Other comprehensive 
income: 
Profit for the 
 financial 
 period                     -             -         -          26.0          -          26.0              2.7     28.7 
Cash flow hedges 
 - recognised in 
 the 
 period                     -             -         -             -     (49.8)        (49.8)                -   (49.8) 
 - reclassification         -             -         -             -      (1.9)         (1.9)                -    (1.9) 
 - taxation                 -             -         -             -        8.8           8.8                -      8.8 
Fair value 
 adjustment 
 in respect of 
 available-for-sale 
 financial assets           -             -         -           7.0          -           7.0                -      7.0 
Taxation on items 
 taken 
 to comprehensive 
 income                     -             -         -         (1.2)          -         (1.2)                -    (1.2) 
Market value of 
 shares 
 transferred to the 
 EBT                        -             -    (52.2)             -          -        (52.2)                -   (52.2) 
Difference between 
 cost 
 and market value 
 of shares 
 transferred             29.9             -         -          21.1          -          51.0                -     51.0 
Translation 
 differences 
 - group                    -          24.1         -             -          -          24.1                -     24.1 
                     --------  ------------  --------  ------------  ---------  ------------  ---------------  ------- 
Total comprehensive 
 income                  29.9          24.1    (52.2)          52.9     (42.9)          11.8              2.7     14.5 
At 29 October 2017    (230.4)         101.2    (69.0)       1,580.1    (108.8)       1,273.1              0.8  1,273.9 
                     --------  ------------  --------  ------------  ---------  ------------  ---------------  ------- 
 
 
                                                                                       Total 
                                                                                attributable 
                                      Foreign       Own                            to owners 
                       Treasury      currency     share   Retained      Other         of the  Non-controlling 
                         shares   translation   reserve   earnings   reserves         parent        interests    Total 
                           GBPm          GBPm      GBPm       GBPm       GBPm           GBPm             GBPm     GBPm 
 
At 29 April 2018        (290.0)          76.2    (69.0)    1,588.0     (92.7)        1,212.5              1.7  1,214.2 
Share-based payments          -             -     (0.4)          -          -          (0.4)                -    (0.4) 
Fair value of share 
 buyback 
 reversal                  40.0             -         -          -          -           40.0                -     40.0 
Transactions with 
 owners                    40.0             -     (0.4)          -          -           39.6                -     39.6 
                       --------  ------------  --------  ---------  ---------  -------------  ---------------  ------- 
Other comprehensive 
income: 
Profit for the 
 financial 
 period                       -             -         -       45.1          -           45.1              2.6     47.7 
Cash flow hedges 
- recognised in the 
 period                       -             -         -          -       97.4           97.4                -     97.4 
- taxation                    -             -         -          -     (19.1)         (19.1)                -   (19.1) 
Fair value adjustment 
 in respect of 
 long-term 
 / available-for-sale 
 financial assets             -             -         -     (76.7)          -         (76.7)                -   (76.7) 
Translation 
 differences 
 - group                      -          21.5         -          -          -           21.5              0.1     21.6 
                       --------  ------------  --------  ---------  ---------  -------------  ---------------  ------- 
Total comprehensive 
 income                       -          21.5         -     (31.6)       78.3           68.2              2.7     70.9 
At 28 October 2018      (250.0)          97.7    (69.4)    1,556.4     (14.4)        1,320.3              4.4  1,324.7 
                       --------  ------------  --------  ---------  ---------  -------------  ---------------  ------- 
 

The Own Share Reserve, held by Sports Direct International plc Employee Benefit Trust, and Treasury Share Reserve represent the cost of shares in Sports Direct International plc purchased in the market and to satisfy options under the Group's share scheme.

As at 28 October 2018, the Company held 103,633,049 ordinary shares in Treasury, unchanged from the FY18 period end (FY18 H1: 98,350,831), and the Sports Direct Employee Benefit Trust held 17,388,755 (FY18 H1: 17,500,984) shares. The foreign currency translation reserve is used to record exchange differences arising from the translation of the financial statements of foreign subsidiaries and associates.

On 27 April 2018, the Company announced an irrevocable non-discretionary share buyback programme. In line with IAS32, the Company recognised the full redemption amount of GBP40m in the FY18 accounts. In FY19 this fair value was reversed and replaced with the actual value purchased under the programme of nil.

NOTES TO THE FINANCIAL INFORMATION FOR THE 26 WEEKSED 28 OCTOBER 2018

1. General information and basis of preparation

The results for the first half of the financial year have not been audited. The financial information in the Group's Annual Report and Financial Statements is prepared in accordance with International Financial Reporting Standards as adopted by the European Union ("IFRS"). The Interim Results have been prepared in accordance with International Accounting Standard (IAS) 34 - "Interim Financial Reporting" as endorsed by the European Union and the Disclosure and Transparency Rules of the Financial Conduct Authority (DTR). The principal accounting policies have remained unchanged from the prior financial information for the 52 weeks ended 29 April 2018 except for the adoption of new standards as set out below. This consolidated financial information for the period does not constitute statutory financial statements within the meaning of s434 of the Companies Act 2006.

The period ended 29 October 2017 has been restated following a review by management into the recognition of an element of Loaded-on-Board inventory. In 2017 an element of Loaded-on-Board inventory was incorrectly classified within other creditors instead of inventory. A prior period adjustment has been made to correct the prior period balance sheet resulting in an increase to inventory of GBP53.0m and an increase to creditors of GBP53.0m. There has been no impact to basic or diluted earnings per share, profit for the period, total comprehensive income or net assets.

The summary of results for the 52 weeks ended 29 April 2018 is an extract from the published Annual Report and Financial Statements which have been reported on by the Group's auditors and delivered to the Registrar of Companies. The audit report was unqualified and did not contain a statement under s498 (2) or s498 (3) of the Companies Act 2006.

New accounting standards, interpretations and amendments adopted by the Group

The accounting policies adopted in the preparation of the interim financial statements are the same as those set out in the Group's 2018 Annual Report and Financial Statements, except for the adoption of new standards. The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not effective.

The Group applies for the first time the following new standards:

   --      IFRS 15 "Revenue from contracts with customers" 
   --      IFRS 9 "Financial instruments" 

IFRS 15

IFRS 15 "Revenue from Contracts with Customers" replaces IAS 18 "Revenue" and several revenue related interpretations. The new standard establishes a five-step model to account for revenue, which is recognised at an amount that reflects the consideration to which an entity expects to be entitled in exchange for transferring goods or services to a customer. The majority of sales are made direct either in store or online at standard prices and provisions are already held for expected levels of returns, therefore the adoption of the new standard has minimal impact on revenue.

The new Standard has been applied retrospectively without restatement. Any cumulative effect of initial application is recognised as an adjustment to the opening balance of retained earnings at 30 April 2018. The key considerations along with the impact of adopting IFRS 15 are described below.

Sale of goods

The Group's contracts with customers for the sale of product generally include one performance obligation. The Group has concluded that revenue from the sale of product should be recognised at the point in time when control of the asset is transferred to the customer i.e. on the delivery of the product. This does not represent a change to the Group's accounting policy and therefore, the adoption of IFRS 15 did not have an impact on the timing of revenue recognition.

Licensing income

Where the licence is a promise to provide 'access' to the entity's intellectual property, control is transferred over time. If these conditions are not present, the promise is a right to 'use' the intellectual property (IP) as it exists when the licence is granted and the performance obligation is satisfied at a point in time, similar to the sale of a good. The majority of the Groups income from licensing would be through the right to 'use' the IP as the licensees will not be able to significantly change the underlying IP. Although this represents a timing difference in when the income is being recognised, the impact of adopting IFRS 15 does not have a material impact.

Principal versus agent

In the vast majority of cases, the Group was considered the principal in sales transactions under IFRS 15 and therefore recognised the full value of the sale within revenue, rather than netting off the costs in revenue, in line with the previous treatment under IAS 18.

Within House of Fraser there is commission revenue from concession suppliers. We have reviewed the principal versus agent considerations in IFRS 15 and we are satisfied that we act as the agent, therefore only recognising the commission income rather than recognising the full value of the sale within revenue, which is in line with the treatment under IAS 18.

There was no impact on total comprehensive income or retained earnings on adoption of IFRS 15.

The Group has adopted the following accounting policy for loyalty schemes:

As points are earned by customers the estimated fair value of the points to the customer is deferred. The deferral is based on the estimated level of vouchers being triggered at the contractual threshold levels and based on the estimated level of redemption. The deferral is treated as a deduction from revenue.

IFRS 9

IFRS 9 Financial Instruments (IASB effective date 1 January 2018) replaces IAS 39 Financial Instruments: Recognition and Measurement. IFRS 9 contains three principal classification categories for financial assets: measured at amortised cost, fair value through other comprehensive income (FVOCI); and fair value through the Income Statement. IFRS 9 eliminates the previous IAS 39 categories of held to maturity, loans and receivables and available for sale. At application, any difference between the previous carrying amount and the fair value is recognised in the opening retained earnings for the financial year ended 29 April 2018.

IFRS 9 also contains new requirements on the application of hedge accounting. The new requirements look to align hedge accounting more closely with entities' risk management activities by increasing the eligibility of both hedged items and hedging instruments and introducing a more principles-based approach to assessing hedge effectiveness. The Group applies the new hedge accounting requirements prospectively and all hedges qualify for being regarded as continuing hedging relationships.

Derivative financial instruments are used to manage risks arising from currency fluctuations relating to purchasing inventory from overseas suppliers and making sales in foreign currencies. The Group does not hold or issue derivative financial instruments for trading purposes. The Group uses the derivatives to hedge highly probable forecast transactions and therefore the instruments are designated as cash flow hedges.

All hedging relationships designated under IAS 39 at 29 April 2018 met the criteria for hedge accounting under IFRS 9 at 28 October 2018 and are therefore regarded as continuing hedging relationships.

Changes in accounting policies resulting from the adoption of IFRS 9 have been applied retrospectively, except for changes to hedge accounting policies which have been applied prospectively.

There was no impact on total comprehensive income or retained earnings on adoption of IFRS 9.

The Group has made the irrevocable election available under IFRS 9 to present in other comprehensive income subsequent changes in the fair value of an investment in an equity instrument. The Group's decision was based on the fact that the equity instruments are held for strategic purposes rather than short term gains, therefore it is more appropriate for movements to go through other comprehensive income.

New accounting standards not adopted by the Group as at the reporting date

IFRS 16

IFRS 16 Leases will be effective for the year ending April 2020 and has not been early adopted by the Group. IFRS 16 will replace IAS 17 'Leases' and three related Interpretations. It completes the IASB's long-running project to overhaul lease accounting. Leases will be recorded in the statement of financial position in the form of a right-of-use asset and a lease liability. There are two important reliefs provided by IFRS 16 for assets of low value and short-term leases of less than 12 months.

There will be no impact on cash flows, although the presentation of the Cash Flow Statement will change significantly, with an increase in cash inflows from operating activities being offset by an increase in cash outflows from financing activities.

The Group has put together a working group to ensure we take all necessary steps to comply with the requirements of IFRS 16. Significant work has been completed to date, including collection of relevant data, determination of relevant accounting policies and review of IT systems and processes. Given the complexities of IFRS 16 and the material sensitivity to key assumptions, such as discount rates and the changing property portfolio, it is not yet practicable to fully quantify the effect of IFRS 16 on the financial statements of the Group.

The Group is planning to adopt IFRS 16 on 29 April 2019 using the Standard's modified retrospective approach. Under this approach the cumulative effect of initially applying IFRS 16 is recognised as an adjustment to Retained Earnings at the date of initial application. Comparative information is not restated.

2. Segmental analysis

Operating segments

Management have determined to present its segmental disclosures consistently with the presentation in the 2018 Annual Report. Management consider operationally that the UK Retail divisions (UK Sports Retail and Premium Lifestyle) are run as one business unit in terms of allocating resources, inventory management and assessing performance. House of Fraser was acquired during the reporting period and management is continually working to integrate Sports Direct policies, processes and methodology into this business. Under IFRS 8 we have not at this reporting date met the required criteria with enough certainty to aggregate these reporting segments. We will continually keep this under review at subsequent reporting dates. We continue to monitor the impacts of Brexit, and the continued uncertainties this has brought relating to the political and economic environments, and market and currency volatility in the countries we operate in. European countries have been identified as operating segments and have been aggregated into a single operating segment as permitted under IFRS 8. The decision to aggregate these segments was based on the fact that they each have similar economic characteristics, similar long term financial performance expectations, and are similar in each of the following respects:

   --      The nature of the products 
   --      The type or class of customer for the products; and 
   --      The methods used to distribute the products 

In accordance with paragraph 12 of IFRS 8 the Group's operating segments have been aggregated into the following reportable segments:

   1.     UK Retail: 

a. UK Sports Retail - includes the results of the UK retail network of sports stores and USC stores and concessions, along with related websites;

b. Premium Lifestyle - includes the results of the premium retail businesses such as Flannels, Cruise and van mildert;

   c.     House of Fraser - includes the results of the House of Fraser stores and related websites; 
   2.     European Retail - includes the results of the European retail network of sports stores; 

3. Rest of World Retail - includes the results of US based retail activities and Asia based retail activities; and

4. Wholesale & licensing - includes the results of the Group's portfolio of internationally recognised brands such as Everlast, Lonsdale and Slazenger.

The comparative information for the period ended 29 October 2017 has been restated to move the results of stores in Malaysia from International Retail (now called European Retail) into Rest of World Retail (previously US Retail). Accordingly, GBP14.7m of sales, GBP6.7m of margin and GBP5.9m of costs has been moved to Rest of World Retail.

Information regarding the Group's reportable segments for the period ended 28 October 2018, as well as a reconciliation of reported profit for the period to underlying EBITDA, is presented below:

Segmental information for the 26 weeks ended 28 October 2018:

 
                                                             Retail               Wholesale 
                                                                                      & 
                                                                                  licensing                    Total 
                   ---------  ---------  --------  ---------------------------  -----------  --------------  -------- 
                                                    Total   European    Rest 
                                                      UK     Sports   of World 
                                                    Retail   Retail    Retail                  Eliminations 
                   ---------  ---------  --------  -------  --------  --------  -----------  --------------  -------- 
                          UK    Premium     House 
                      Sports  Lifestyle        of 
                      Retail               Fraser 
                        GBPm       GBPm      GBPm     GBPm      GBPm      GBPm         GBPm            GBPm      GBPm 
 
Sales to external 
 customers           1,140.2       87.6      70.1  1,297.9     313.1     100.7         80.1               -   1,791.8 
Sales to other 
 segments                  -          -         -        -         -                    8.5           (8.5)         - 
                   ---------  ---------  --------  -------  --------  --------  -----------  --------------  -------- 
 
Revenue              1,140.2       87.6      70.1  1,297.9     313.1     100.7         88.6           (8.5)   1,791.8 
                   ---------  ---------  --------  -------  --------  --------  -----------  --------------  -------- 
 
Gross profit           468.6       30.0      35.1    533.7     136.1      40.2         33.4               -     743.4 
                   ---------  ---------  --------  -------  --------  --------  -----------  --------------  -------- 
 
Operating 
 profit/(loss) 
 before foreign 
 exchange and 
 exceptional 
 items                 100.4      (3.2)    (31.6)     65.6       7.2     (6.5)         11.5               -      77.8 
                   ---------  ---------  --------  -------  --------  --------  -----------  --------------  -------- 
Operating Profit       112.7      (3.2)    (31.6)     77.9      10.5     (7.0)         14.0               -      95.4 
                   ---------  ---------  --------  -------  --------  --------  -----------  --------------  -------- 
   Investment income                                                                                              3.0 
   Investment costs                                                                                             (4.8) 
   Finance income                                                                                                 0.7 
   Finance costs                                                                                               (19.3) 
   Share of loss of associated undertakings and 
    joint ventures                                                                                              (0.6) 
                                                                                                             -------- 
 
   Profit before taxation                                                                                        74.4 
   Taxation                                                                                                    (26.7) 
                                                                                                             -------- 
 
   Profit for the period                                                                                         47.7 
                                                                                                             -------- 
 
 
 

Reconciliation of operating profit to underlying EBITDA for the 26 weeks ending 28 October 2018:

 
                                                              UK Total   European   Rest of      Wholesale   Total 
                                                                           Retail     World    & licensing 
                                                                                     Retail 
                       ----------  -----------  -----------  ---------  ---------  --------  -------------  ------- 
                        UK Sports      Premium        House 
                           Retail    Lifestyle    of Fraser 
                       ----------  -----------  -----------  ---------  ---------  --------  -------------  ------- 
                             GBPm         GBPm         GBPm       GBPm       GBPm      GBPm           GBPm     GBPm 
                       ----------  -----------  -----------  ---------  ---------  --------  -------------  ------- 
 
 Operating 
  profit                    112.7        (3.2)       (31.6)       77.9       10.5     (7.0)           14.0     95.4 
 
 Depreciation                48.1          5.7          0.1       53.9       11.6       1.6            0.7     67.8 
 Amortisation                   -            -            -          -        0.4         -            3.4      3.8 
 Associates                 (0.6)            -            -      (0.6)          -         -              -    (0.6) 
                       ----------  -----------  -----------  ---------  ---------  --------  -------------  ------- 
 Reported EBITDA            160.2          2.5       (31.5)      131.2       22.5     (5.4)           18.1    166.4 
 Realised FX 
  (gain)/loss              (12.5)            -            -     (12.5)      (3.3)       0.5          (2.3)   (17.6) 
                       ----------  -----------  -----------  ---------  --------- 
 Underlying 
  EBITDA (pre-scheme 
  costs)                    147.7          2.5       (31.5)      118.7       19.2     (4.9)           15.8    148.8 
                       ----------  -----------  -----------  ---------  ---------  --------  -------------  ------- 
 

Sales to other segments are priced at cost plus a 10% mark-up.

Segmental information for the 26 weeks ended 29 October 2017 (restated European and Rest of World segments):

 
                                                         Retail                 Wholesale 
                                                                              & licensing                     Total 
                      -----------  ----------  --------------------------  --------------  --------------  --------- 
                                                    UK  European  Rest of 
                                                Retail    Sports    World 
                                                          Retail   Retail                    Eliminations 
                      -----------  ----------  -------  --------  -------  --------------  --------------  --------- 
                        UK Sports     Premium 
                           Retail   Lifestyle 
                      -----------  ----------  -------  --------  -------  --------------  --------------  --------- 
                             GBPm        GBPm               GBPm     GBPm            GBPm            GBPm       GBPm 
 
Sales to external 
 customers                1,142.2        67.8  1,210.0     328.8     78.6            97.2               -    1,714.6 
 
  Sales to other 
  segments                      -           -        -         -                      8.6           (8.6)          - 
                      -----------  ----------  -------  --------  -------  --------------  --------------  --------- 
 
Revenue                   1,142.2        67.8  1,210.0     328.8     78.6           105.8           (8.6)    1,714.6 
                      -----------  ----------  -------  --------  -------  --------------  --------------  --------- 
 
Gross profit                453.9        21.8    475.7     133.4     13.7            38.2               -      661.0 
                      -----------  ----------  -------  --------  -------  --------------  --------------  --------- 
 
Operating 
 profit/(loss) 
 before foreign 
 exchange and 
 exceptional 
 items                      116.2       (0.3)    115.9     (8.0)   (22.3)            15.0               -      100.6 
                      -----------  ----------  -------  --------  -------  --------------  --------------  --------- 
Operating Profit            147.1       (0.3)    146.8     (7.6)   (23.0)            11.2               -      127.4 
                      -----------  ----------  -------  --------  -------  --------------  --------------  --------- 
 Investment income                                                                                             0.2 
 Investment costs                                                                                           (32.7) 
 Finance income                                                                                                0.3 
 Finance costs                                                                                              (40.9) 
 Share of profits of associated undertakings and joint ventures                                              (8.5) 
 
 Profit before taxation                                                                                       45.8 
 Taxation                                                                                                   (17.1) 
 
 Profit for the period                                                                                        28.7 
 
 
 

Reconciliation of operating profit to underlying EBITDA for the 26 weeks ending 29 October 2017:

 
                            UK Sports      Premium   European         Rest of      Wholesale    Total 
                               Retail    Lifestyle     Retail    World Retail    & licensing 
                           ----------  -----------  ---------  --------------  -------------  ------- 
                                 GBPm         GBPm       GBPm            GBPm           GBPm     GBPm 
                           ----------  -----------  ---------  --------------  -------------  ------- 
 
 Operating profit               147.1        (0.3)      (7.6)          (23.0)           11.2    127.4 
 
 Depreciation                    37.8          1.0       21.3             1.4            0.6     62.1 
 Amortisation                       -            -        0.2               -            1.7      1.9 
 Associates                     (8.5)            -          -               -              -    (8.5) 
                           ----------  -----------  ---------  --------------  ------------- 
 Reported EBITDA                176.4          0.7       13.9          (21.6)           13.5    182.9 
 Exceptional items                1.8            -          -               -            3.2      5.0 
 Profit on disposal 
  of properties                (16.7)            -          -               -              -   (16.7) 
 Realised FX (gain)/loss       (16.0)            -      (0.4)             0.7            0.6   (15.1) 
                           ----------  -----------  ---------  --------------  ------------- 
 Underlying EBITDA 
  (pre-scheme costs)            145.5          0.7       13.5          (20.9)           17.3    156.1 
                           ----------  -----------  ---------  --------------  -------------  ------- 
 

Sales to other segments are priced at cost plus a 10% mark-up.

Segmental information for the 52 weeks ended 29 April 2018:

This information is available in the 2018 Annual Report.

3. Exceptional items

 
                    26 weeks       26 weeks       52 weeks 
                       ended          ended          ended 
                  28 October     29 October       29 April 
                 2018 (GBPm)    2017 (GBPm)    2018 (GBPm) 
              --------------  -------------  ------------- 
 Impairment                -          (5.0)          (4.8) 
 

The impairment relates to the write down of certain non-core brands which are no longer considered to have value to the Group.

4. Investment income

 
                                                  26 weeks       26 weeks       52 weeks 
                                                     ended          ended          ended 
                                                28 October     29 October       29 April 
                                               2018 (GBPm)    2017 (GBPm)    2018 (GBPm) 
                                             -------------  -------------  ------------- 
 Profit on disposal of available-for-sale 
  financial assets and equity derivative 
  financial instruments                                  -              -            6.9 
 Dividend income from investments                      3.0            0.2            8.4 
 Fair value gain on derivative instruments               -              -           10.4 
                                                       3.0            0.2           25.7 
 

5. Investment costs

 
                                                26 weeks       26 weeks       52 weeks 
                                                   ended          ended          ended 
                                              28 October     29 October       29 April 
                                             2018 (GBPm)    2017 (GBPm)    2018 (GBPm) 
                                           -------------  -------------  ------------- 
 Loss on disposal of available-for-sale 
  financial assets and equity derivative 
  financial instruments                              3.2            1.2           26.5 
 Fair value loss on derivative financial 
  instruments                                        1.6           31.5           44.6 
 Fair value loss on available-for-sale 
  financial assets reclassified from 
  OCI                                                  -              -           47.9 
                                           -------------  -------------  ------------- 
                                                     4.8           32.7          119.0 
 

6. Finance income

 
                                  26 weeks       26 weeks       52 weeks 
                                     ended          ended          ended 
                                28 October     29 October       29 April 
                               2018 (GBPm)    2017 (GBPm)    2018 (GBPm) 
                             -------------  -------------  ------------- 
 Bank interest receivable              0.5            0.3            3.3 
 Other interest receivable             0.2              -            0.1 
                                       0.7            0.3            3.4 
 

7. Finance costs

 
                                                   26 weeks       26 weeks       52 weeks 
                                                      ended          ended          ended 
                                                 28 October     29 October       29 April 
                                                2018 (GBPm)    2017 (GBPm)    2018 (GBPm) 
                                              -------------  -------------  ------------- 
 Interest on bank loans and overdrafts                  6.4            3.8            9.5 
 Interest on finance leases and other 
  interest                                              7.0            0.8           13.5 
 Interest on retirement benefit obligations               -              -            0.2 
 Fair value adjustment to forward foreign 
  exchange contracts (1)                                5.9           36.3           17.7 
                                              -------------  -------------  ------------- 
                                                       19.3           40.9           40.9 
 

([1]) The fair value adjustment to forward and option foreign exchange contracts relates to differences between the fair value of forward foreign currency contracts and written options not designated for hedge accounting from one period to the next.

8. Earnings per share

For diluted earnings per share, the weighted average number of shares, 519,468,336 (FY18 H1: 532,857,850), is adjusted to assume conversion of all dilutive potential ordinary shares under the Group's share schemes, being 2,463,370 (FY18 H1: 3,132,795) to give the diluted weighted average number of shares of 521,931,706 (FY18 H1: 535,990,465).

The number of dilutive ordinary shares under the Group's share schemes has been calculated on a weighted average basis to take account of any shares that vested during the period.

Basic and diluted earnings per share

 
 
                                        26 weeks     26 weeks     26 weeks     26 weeks    52 weeks   52 weeks 
                                           ended        ended        ended        ended       ended      ended 
                                      28 October   28 October   29 October   29 October    29 April   29 April 
                                            2018         2018         2017         2017        2018       2018 
                                     -----------  -----------  -----------  -----------  ----------  --------- 
                                           Basic      Diluted        Basic      Diluted       Basic    Diluted 
                                            GBPm         GBPm         GBPm         GBPm        GBPm       GBPm 
 
Profit for the period attributable 
 to the equity holders of 
 the Group                                  45.1         45.1         26.0         26.0        24.5       24.5 
 
                                          Number in thousands       Number in thousands    Number in thousands 
 
Weighted average number 
 of shares                               519,468      521,932      532,858      535,991     527,794    530,926 
 
                                              Pence per share           Pence per share        Pence per share 
 
Earnings per share                           8.7          8.6          4.9          4.9         4.6        4.6 
                                     -----------  -----------  -----------  -----------  ----------  --------- 
 

Underlying earnings per share

The underlying earnings per share reflects the underlying performance of the business compared with the prior year and is calculated by dividing underlying earnings by the weighted average number of shares. Underlying earnings is used by management as a measure of profitability within the Group. Underlying earnings is defined as profit for the period attributable to equity holders of the parent for each financial period but excluding the post-tax effect of realised foreign exchange in selling and administration costs, the IFRS 9 fair value adjustment on derivative financial instruments in finance income/costs, exceptional costs, profit/loss on sale of properties and the profit/loss on sale of strategic investments and subsidiaries.

 
                                       26 weeks     26 weeks     26 weeks     26 weeks    52 weeks   52 weeks 
                                          ended        ended        ended        ended       ended      ended 
                                     28 October   28 October   29 October   29 October    29 April   29 April 
                                           2018         2018         2017         2017        2018       2018 
                                    -----------  -----------  -----------  -----------  ----------  --------- 
                                          Basic      Diluted        Basic      Diluted       Basic    Diluted 
                                           GBPm         GBPm         GBPm         GBPm        GBPm       GBPm 
 
Profit for the period                      45.1         45.1         26.0         26.0        24.5       24.5 
Post tax adjustments to profit for the period for 
 the following exceptional items: 
Realised gain on forward 
 foreign exchange contracts              (13.7)       (13.7)       (11.7)       (11.7)      (18.7)     (18.7) 
Fair value adjustment to 
 forward foreign exchange 
 contracts                                  4.6          4.6         28.3         28.3        13.8       13.8 
Fair value adjustment to 
 derivative financial instruments           1.7          1.7         24.6         24.6        89.7       89.7 
Loss on disposal of listed 
 investments                                  -            -          1.2          1.2         3.5        3.5 
Profit on disposal of property                -            -       (13.1)       (13.1)      (12.9)     (12.9) 
Impairment of intangible 
 assets                                       -            -          5.0          5.0         5.0        5.0 
 
Underlying profit for the 
 period                                    37.7         37.7         60.3         60.3       104.9      104.9 
                                    -----------  -----------  -----------  -----------  ----------  --------- 
 
                                         Number in thousands       Number in thousands    Number in thousands 
 
Weighted average number of 
 shares                                 519,468      521,932      532,858      535,991     527,794    530,926 
 
                                             Pence per share           Pence per share        Pence per share 
 
Underlying earnings per share               7.3          7.2         11.3         11.2        19.9       19.8 
                                    -----------  -----------  -----------  -----------  ----------  --------- 
 
   9.     Investments in associated undertakings 

The Group uses the equity method of accounting for associates and joint ventures. The following table shows the aggregate movement in the Group's investment in associates and joint ventures:

 
                       Associates 
                           (GBPm) 
                      ----------- 
 At 30 April 2017            26.4 
 Disposals                 (10.4) 
 Dividends                  (1.1) 
 Share of profit            (8.7) 
                      ----------- 
 At 29 April 2018             6.2 
 Share of profit            (0.6) 
                      ----------- 
 At 28 October 2018           5.6 
 

The loss on Associates in the prior period largely relates to the trade losses and impairment of the Group's investment in Brasher Leisure, and other associate losses.

10. Inventories

 
                     28 October     29 October   29 April 
                           2018    2017 (GBPm)       2018 
                         (GBPm)       Restated     (GBPm) 
 Goods for resale       1,049.2          848.9      873.4 
 

The FY18 H1 value of Inventory has been restated to recognise an element of Loaded on Board stock that was previously mis classified.

The following inventory costs have been recognised in cost of sales:

 
                                         26 weeks      26 weeks   29 April 
                                            ended         ended       2018 
                                       28 October    29 October     (GBPm) 
                                             2018          2017 
                                           (GBPm)        (GBPm) 
 Cost of inventories recognised as 
  an expense                              1,048.4       1,053.6    2,024.4 
 

The directors have reviewed the opening and closing provisions against inventory and have concluded that these are fairly stated. Overall inventory provisions have increased to GBP194.3m from GBP162.2m at 29 April 2018 and GBP133.9m as at 29 October 2017.

11. Provisions

 
                                           Property     Other     Total 
                                     related (GBPm)    (GBPm)    (GBPm) 
 At 29 April 2018                             130.9      26.0     156.9 
 Amounts provided                              25.2      20.1      45.3 
 Amounts utilised / reclassified              (1.5)         -     (1.5) 
                                   ----------------  --------  -------- 
 At 28 October 2018                           154.6      46.1     200.7 
 

The property related provision contains the best estimate of the present value of expenditure expected to be incurred by the Group in order to satisfy its obligations to restore its leasehold premises to the condition required under the lease agreements at the end of the lease discounted at 5% per annum. The provision also contains provision in respect of onerous lease contracts representing the net cost of fulfilling the Group's obligations over the terms of these contracts, discounted at 5% per annum. The provision is expected to be utilised over the period to the end of each specific lease. The unwinding of the discount on provision over time passes through the income statement.

Other provisions relate to provisions for restructuring and employment (non-retirement related) and management's best estimate of the potential impact of claims including legal, commercial and regulatory claims and ongoing non-UK tax enquiries.

12. Financial Instruments

(a) Financial assets and liabilities by category

The carrying values of financial assets and liabilities, which are principally denominated in Sterling, Euros or US dollars, were as follows:

 
                                           Level     Level     Level     Other     Total 
                                               1         2         3 
                                          (GBPm)    (GBPm)    (GBPm)    (GBPm)    (GBPm) 
                                        --------  --------  --------  --------  -------- 
 Financial Assets - at 28 October 
  2018 
 Amortised cost: 
 Trade & other receivables*                    -         -         -     328.1     328.1 
 Cash & cash equivalents                       -         -         -     181.5     181.5 
 
 FVOCI: 
 Long-term financial assets (Equity 
  instruments)                             164.3         -         -         -     164.3 
 
 Derivatives used for hedging (FV): 
 Foreign forward purchase and 
  sales contracts                              -      74.7         -         -      74.7 
 
 Financial Liabilities - at 28 
  October 2018 
 Amortised cost: 
 Non-current borrowings                        -         -         -   (687.0)   (687.0) 
 Trade & other payables**                      -         -         -   (602.8)   (602.8) 
 
 Derivative financial liabilities (FV): 
 Foreign forward purchase & sales 
  contracts - Hedged                           -    (13.8)         -         -    (13.8) 
 Foreign forward and written options: 
  purchase & sales contracts - 
  unhedged                                     -    (42.4)         -         -    (42.4) 
 Derivative financial liabilities 
  - contracts for difference               (4.4)         -         -         -     (4.4) 
                                           (4.4)    (56.2)         -         -    (60.6) 
 

*Prepayments of GBP53.0m are not included as a Financial Asset

** Other taxes including social security costs of GBP83.2m are not included as a Financial Liability

The financial instrument classifications in the prior periods are in accordance with IAS 39 as follows:

 
                                           Level     Level     Level     Other     Total 
                                               1         2         3 
                                          (GBPm)    (GBPm)    (GBPm)    (GBPm)    (GBPm) 
                                        --------  --------  --------  --------  -------- 
 Financial Assets - at 29 April 
  2018 
 Loans & receivables: 
 Trade & other receivables*                 57.1         -         -     126.6     183.7 
 Cash & cash equivalents                       -         -         -     360.0     360.0 
 
 Available-for-sale financial 
  assets                                   249.8         -         -         -     249.8 
 
 Derivative financial assets (assets 
  at fair value through the Income 
  Statement): 
 Foreign forward purchase and 
  sales contracts                              -      14.4         -         -      14.4 
 Derivative financial assets - 
  contracts for difference                   2.7         -         -         -       2.7 
 
 Financial Liabilities - at 29 
  April 2018 
 Loans & payables: 
 Non-current borrowings                        -         -         -   (757.1)   (757.1) 
 Trade & other payables**                 (40.0)         -         -   (508.1)   (548.1) 
 
 Derivative financial liabilities 
  (liabilities at fair value through 
  the Income Statement): 
 Foreign forward purchase & sales 
  contracts - Hedged                           -    (34.3)         -         -    (34.3) 
 Foreign forward and written options: 
  purchase & sales contracts - 
  unhedged                                     -    (53.2)         -         -    (53.2) 
 Derivative financial liabilities 
  - contracts for difference               (4.3)         -         -         -     (4.3) 
 Derivative financial liabilities 
  - equity derivatives                         -         -     (1.3)         -     (1.3) 
                                           (4.3)    (87.5)     (1.3)         -    (93.1) 
 

*Prepayments of GBP51.1m are not included as a Financial Asset

** Other taxes including social security costs of GBP58.4m are not included as a Financial Liability

 
                                           Level     Level     Level     Other     Total 
                                               1         2         3 
                                          (GBPm)    (GBPm)    (GBPm)    (GBPm)    (GBPm) 
                                        --------  --------  --------  --------  -------- 
 Financial Assets - at 29 October 
  2017 
 Loans & receivables: 
 Trade & other receivables*                231.8         -         -     166.8     398.6 
 Cash & cash equivalents                       -         -         -     121.4     121.4 
 
 Available-for-sale financial 
  assets                                   191.4         -         -         -     191.4 
 
 Derivative financial assets (assets 
  at fair value through the Income 
  Statement): 
 Foreign forward purchase and 
  sales contracts                              -       5.7         -         -       5.7 
 Derivative financial assets - 
  contracts for difference                   1.1         -         -         -       1.1 
 
 Financial Liabilities - at 29 
  October 2017 (restated) 
 Loans & payables: 
 Non-current borrowings                        -         -         -     (7.4)     (7.4) 
 Trade & other payables**                      -         -         -   (501.3)   (501.3) 
 Current borrowings                            -         -         -   (585.7)   (585.7) 
 
 Derivative financial liabilities 
  (liabilities at fair value through 
  the Income Statement): 
 Foreign forward purchase & sales 
  contracts - Hedged                           -    (33.9)         -         -    (33.9) 
 Foreign forward and written options: 
  purchase & sales contracts - 
  unhedged                                     -    (81.4)         -         -    (81.4) 
 Derivative financial liabilities 
  - contracts for difference              (15.6)         -         -         -    (15.6) 
 Derivative financial liabilities 
  - equity derivatives                         -         -    (27.4)         -    (27.4) 
                                          (15.6)   (115.3)    (27.4)         -   (158.3) 
 

*Prepayments of GBP55.5m are not included as a Financial Asset

** Other taxes including social security costs of GBP72.7m are not included as a Financial Liability

The FY18 H1 value of Trade & other payables has been restated to recognise an element of Loaded on Board stock that was previously miss classified.

Fair value hierarchy

The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

   --       Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities; 

-- Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly; and

-- Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data.

As at 28 October 2018, the only financial instruments held at fair value were derivative financial assets and liabilities.

Contracts for difference are classified as Level 1 as the fair value is calculated referencing quoted prices for listed shares and commodities at contract inception and the period end.

Foreign forward purchase and sales contracts and options are classified as Level 2 as the fair value is calculated using models based on inputs which are observable directly or indirectly at the period-end (these inputs include but are not restricted to the following - maturity date, quoted forward/option prices).

Long-term financial assets such as equity instruments are classified as Level 1 as the fair value is calculated using quoted prices.

Other equity derivatives are calculated using a model with inputs which are directly observable and inputs which are not based on observable market data and are therefore classified as Level 3. The valuations are calculated using an equity valuation model of which the output is the result of a number of inputs including, the terms of the option, the share price, interest rates, the volatility of the underlying stock, and dividends paid by the underlying company. The volatility of the underlying stock is a significant input into the valuation model. Volatility is considered an unobservable input. To the extent that the market price of these shares is less than an agreed price on expiry of the put options, the counterparty has the right to settle the put option by selling the ordinary shares to the Group. If the market price of the shares is greater than an agreed price on expiry of the put option the counterparty will not exercise the option and the group will receive the premium. Sports Direct is required to transfer cash collateral to cover its obligations under put options. The amount of collateral required during the life of the put options can increase or decrease by reference to the underlying market price of the shares.

13. Acquisitions

On 10 August 2018 the Group acquired the business and assets of House of Fraser from the administrators of House of Fraser Limited, House of Fraser (Stores) Limited and James Beattie Limited, the House of Fraser group's main operating companies. Pursuant to the Transaction, the Group has acquired all of the stores of House of Fraser, the House of Fraser brand and all of the stock in the business. The business was purchased out of administration for a cash consideration of GBP90m. The following table summarises the provisional fair values of consideration paid for the trade and assets:

 
                                      Book value     Fair value   Fair value 
                                            GBPm    adjustments       of net 
                                                           GBPm       assets 
                                                                    acquired 
                                                                        GBPm 
 Intellectual Property                       1.5              -          1.5 
 Intangible Assets (software & IT)           0.5              -          0.5 
 Property, plant and equipment               3.0              -          3.0 
 Inventories                                70.5           12.3         82.8 
 Goodwill                                      -            2.2          2.2 
                                     -----------  -------------  ----------- 
 Consideration                              75.5           14.5         90.0 
 
 
 Cash consideration                         90.0              -         90.0 
 
 Net cash outflow                           90.0              -         90.0 
 

Inventory has been shown excluding any stock which is subject to a retention of title claim and valued under IFRS 13.

Since acquisition House of Fraser has contributed GBP70.1m of revenue and a loss before tax of GBP31.6m.

14. Cash inflow from operating activities

 
                                                                          26 weeks      52 weeks 
                                                            26 weeks         ended         ended 
                                                               ended    29 October      29 April 
                                                          28 October          2017          2018 
                                                                2018    (restated) 
                                                      --------------  ------------  ------------ 
                                                                GBPm          GBPm          GBPm 
 
Profit before taxation                                          74.4          45.8          77.5 
Net finance costs                                               18.6          40.6          37.5 
Net other investment costs                                       1.8          32.5          93.3 
Share of profit of associated undertakings 
 and joint ventures                                              0.6           8.5           8.7 
                                                      --------------  ------------  ------------ 
 
Operating profit                                                95.4         127.4         217.0 
Depreciation                                                    67.7          62.1         134.6 
Amortisation charge                                              3.8           1.9           4.8 
Impairment                                                         -           5.0           5.0 
Profit on disposal of property, plant and 
 equipment                                                         -        (16.7)        (16.3) 
Defined benefit pension plan employer contributions                -         (0.1)             - 
Share based payments                                               -             -         (6.0) 
                                                      --------------  ------------  ------------ 
 
Operating cash inflow before changes in working 
 capital                                                       166.9         179.6         339.1 
(Increase)/decrease in receivables                           (146.2)           8.0          49.8 
Increase in inventories                                       (93.0)       (144.0)       (119.6) 
Increase in payables                                           159.0          19.7         102.0 
                                                      --------------  ------------  ------------ 
 
Cash inflows from operating activities                          86.7          63.3         371.3 
                                                      --------------  ------------  ------------ 
 

Included within the movement in receivables are amounts held as collateral against equity derivatives.

15. Related party transactions

The Group has taken advantage of the exemptions contained within IAS 24 - "Related Party Disclosures" from the requirement to disclose transactions between Group companies as these have been eliminated on consolidation.

All related party transactions were undertaken on an arm's length basis and were made in the ordinary course of business.

26 weeks ended 28 October 2018:

 
 Related party                Relationship      Sales   Purchases            Trade and         Trade and 
                                                 GBPm        GBPm    other receivables    other payables 
                                                                                  GBPm              GBPm 
 Four (Holdings) Ltd 
  & subsidiaries (1)          Associate           0.1        11.9                 68.2               0.5 
 Mash Holdings Ltd            Parent company        -         0.4                  0.2                 - 
 Mike Ashley (2)              Director            1.1           -                    -                 - 
 Rangers Retail Ltd           Associate           0.1           -                  0.1               0.3 
 Newcastle United Football 
  Club & St James Holdings    Connected 
  Ltd                          persons            0.4         1.1                  0.5                 - 
 

26 weeks ended 29 October 2017:

 
 Related party                Relationship      Sales   Purchases            Trade and         Trade and 
                                                 GBPm        GBPm    other receivables    other payables 
                                                                                  GBPm              GBPm 
 Brasher Leisure Ltd          Associate           5.3         0.2                  4.8               0.2 
 Four (Holdings) Ltd 
  & subsidiaries (1)          Associate           0.2         8.5                 75.0               0.7 
 Mash Holdings Ltd            Parent company        -           -                  0.2                 - 
 Mike Ashley (2)              Director            1.1           -                  1.2                 - 
 Rangers Retail Ltd           Associate           0.6         0.3                  0.1                 - 
 Newcastle United Football 
  Club & St James Holdings    Connected 
  Ltd                          persons            0.7         0.2                  1.1                 - 
 

(1) The balance with Four (Holdings) Ltd reflects the funding related to Agent Provocateur Ltd. Management consider that the underlying results of Four (Holdings) Ltd supports the recoverability of the receivables balance. The results of Four (Holdings) Limited do not meet the thresholds requiring more detailed disclosure under IFRS 12

(2) Use of company jet and helicopter charged at commercial rates

An agreement has been entered into with Double Take Limited, a company owned by Mash Holdings Limited in which Matilda Ashley, Mike Ashley's daughter, is a director. Under the agreement Double Take licences the Group the exclusive rights to the cosmetic brand SPORT FX. No royalties or other fees are payable to Double Take for these rights until September 2019 at the earliest, when this fee arrangement will be reviewed on a going forwards basis.

During the period the Group was charged GBP1.0m by St James Holdings Ltd, the parent company of Newcastle United FC, this was in relation to the Group's advertising at Newcastle United FC for the 2017/18 season. The Group considers this transaction to be in the normal course of business.

MM Prop Consultancy Ltd, a company owned and controlled by Michael Murray (domestic partner of Anna Ashley, daughter of Mike Ashley), continues to provide property consultancy services to the Group. MM Prop Consultancy Ltd is primarily tasked with finding and negotiating the acquisition of new sites in the UK, Europe and rest of the world for both our larger format stores and our combined retail and gym units but it also provides advice to the Company's in-house property team in relation to existing sites in the UK, Europe and rest of the world.

MM Prop Consultancy Ltd fees are linked directly to value creation which is determined by the Company's non-executive directors who independently review performance bi-annually with a view to determining, at their absolute and sole discretion, the quantum of the percentage payable.

During the prior period, independent valuations were collated as an initial stage in confirming the value created (through disposals and properties still held) by MM Prop Consultancy Limited. The Group's non-executive directors agreed 25% of the final agreed value created would be paid to MM Prop Consultancy Ltd based on these independent valuations of selected sites subject to the agreement. The value created had not been determined and approved by the non-executive directors as at period end or at the date of signing this Interim Report.

The freehold acquisition program is a cornerstone of the elevation strategy and has proven to be extraordinarily successful. With a strong ongoing pipeline, and with original expectations exceeded, Michael Murray has waived a portion of his fee and settled on 20% of the final agreed value created.

Based on IAS 37 Provisions, Contingent Liabilities and Contingent Assets we have provided for the most reliable estimate of the amount expected to be paid to MM Prop Consultancy Ltd being GBP5.0m.

16. Capital commitments

The Group has agreed to acquire the heritable interest in 21/31 Buchanan Street, 8 & 24/28 Mitchell Street, 140/142 Argyle Street, 148/152 Argyle Street, 35/53 Buchanan Street and 34/50 Mitchell Street, Glasgow (the "Property") from Glasgow City Council.

The consideration payable for the Property is GBP95m, which will be funded from the Group's cash resources. As at the reporting date GBP5m had been paid with completion due to take place in January 2020.

17. Post balance sheet events

On 31 October 2018, the Group confirmed that they had purchased the trade and assets of Evans Cycles from administration. Consideration for the business was GBP8,000,000, of which c.GBP2,000,000 was paid to fund Evans Cycles' October payroll. No fair value exercise has been carried out by the date of this report. The Group welcomes the Evans Cycles staff to the Sports Direct family and looks forward to building mutually beneficial long-lasting relationships with the key suppliers of Evans Cycles.

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.

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