Enodis: Interim Results for the 26 Weeks Ended 29 March 2003.Business Editors LONDON--(BUSINESS WIRE)--May 8, 2003 Enodis Enodis plc is a British company headquartered in Central London which manufactures foodmaking equipment. It is listed on the London Stock Exchange and is a constituent of the FTSE 250 Index. plc (NYSE NYSE See: New York Stock Exchange :ENO):
Group Financial Highlights
GBP m (except EPS)
Q203 Q202 H103 H102
Food Equipment adjusted operating profit(a) 13.4 16.2 23.6 30.4
Effect of disposals and foreign exchange - (3.3) - (5.9)
Like-for-like(b) Food Equipment operating
profits 13.4 12.9 23.6 24.5
Adjusted Group profit/(loss) before tax(c) 5.8 6.2 8.3 11.3
Group profit/(loss) before tax (1.8) (4.5) (2.0) (8.2)
Adjusted, diluted EPS 1.2p 1.7p 1.7p 3.2p
Basic, diluted (loss) per share (0.9p) (1.8p) (0.9p) (3.2p)
Net debt 181.0 380.5
Key Points -- Overall results before exceptional items in line with Board's expectations -- Q203 like-for-like(b) Food Equipment operating profits Operating profit (or loss) Revenue from a firm's regular activities less costs and expenses and before income deductions. operating profit See operating income. up 4% -- Food Service Equipment - North America North America, third largest continent (1990 est. pop. 365,000,000), c.9,400,000 sq mi (24,346,000 sq km), the northern of the two continents of the Western Hemisphere. : data indicates improved market share in H1 -- Food Service Equipment - North America: like-for-like H103 operating profits down 4% due to lower sales to certain Quick Serve Restaurant chains The following is a list of restaurant chains. See also: Fast-food restaurant, Casual dining, List of reference tables. International
American American, river, 30 mi (48 km) long, rising in N central Calif. in the Sierra Nevada and flowing SW into the Sacramento River at Sacramento. The discovery of gold at Sutter's Mill (see Sutter, John Augustus) along the river in 1848 led to the California gold rush of refrigeration refrigeration, process for drawing heat from substances to lower their temperature, often for purposes of preservation. Refrigeration in its modern, portable form also depends on insulating materials that are thin yet effective. business. Like-for-like operating profits at most other North American North American named after North America. North American blastomycosis see North American blastomycosis. North American cattle tick see boophilusannulatus. businesses increased -- Food Service Equipment - Europe/Asia: H103 operating profits down GBP GBP In currencies, this is the abbreviation for the British Pound. Notes: The currency market, also known as the Foreign Exchange market, is the largest financial market in the world, with a daily average volume of over US $1 trillion. 0.7m to GBP 3.6m, but Q203 GBP 0.4m ahead of prior year at GBP 2.0m -- Continued significant progress in Food Retail Equipment turnaround Turnaround A situation where a company that has had poor performance for an extended period of time experiences a positive reversal. Notes: A speculator may profit from a turnaround if he or she accurately anticipates the improvement of a poorly performing company. , with Q203 operating profits of GBP 0.7m compared with Q103 loss of GBP 0.8m -- Net debt continues to reduce - GBP 181.0m at H103 (FY02: GBP 186.1m) Andrew Allner, Chief Executive Officer said: "Overall, first half results before exceptional items were in line with the Board's expectations at the start of the financial year, with like-for-like Q203 operating profits in Food Equipment up 4%. As already announced, new cost reduction measures, expected to save up to GBP 9m of costs planned for the second half, have been implemented to mitigate mit·i·gate v. To moderate in force or intensity. mit  i·ga tion n. the likely impact of slower markets. We anticipate continued
progress at Kysor Warren Warren.1 City (1990 pop. 144,864), Macomb co., SE Mich., a suburb of Detroit; est. 1837, inc. as a city 1957. It is an important metalworking center where steel is processed. as management actions take effect. Net debt should continue to decline over the second half, although it will rise slightly during the third quarter due to seasonal factors. Moving the office of the CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. to Florida Florida, state, United States Florida (flôr`ĭdə, flŏr`–), state in the extreme SE United States. A long, low peninsula between the Atlantic Ocean (E) and the Gulf of Mexico (W), Florida is bordered by Georgia and will improve the effectiveness of the executive team as my successor 1. SuccessoR - A language for distributed computing derived from SR. ["SuccessoR: Refinements to SR", R.A. Olsson et al, TR 84-3, U Arizona 1984]. 2. successor - daughter , Dave McCulloch McCulloch is a surname shared by the following people:
A meeting for equity investors and analysts will be held today at 9:00am at the office of Financial Dynamics. A conference call will be held for bondholders at 11:00am today. For details, please contact Sorrel Beynon at Financial Dynamics on 020 7269 7291 or Kaylie Thomson at Enodis on 020 7304 6024. (a) Before operating exceptional items and goodwill amortisation Noun 1. amortisation - the reduction of the value of an asset by prorating its cost over a period of years amortization reduction, step-down, diminution, decrease - the act of decreasing or reducing something 2. (see note 3 to the attached results for details). (b) Like-for-like adjusted for disposals and foreign exchange (see Other Financial Information in the attached results for details). (c) Before all exceptional items and goodwill amortisation (see Other Financial Information in the attached results for details). The above adjusted information is presented to indicate the underlying operational performance of the Group. Chief Executive Officer's Review Overview Whilst markets have remained difficult, our overall results, before exceptional items, are in line with the Board's expectations at the time of the announcement of our FY02 preliminary results in November November: see month. 2002. Our Q2 FY03 Food Equipment operating profits(a) were up 4% on a like-for-like basis, although reported profits declined GBP 2.8m after including the effects of disposals and foreign exchange. In our largest market, North America, we believe we have again increased market share and most of our businesses in Food Service Equipment - North America improved like-for-like operating profits in H103. However, the impact of lower sales to certain Quick Serve Restaurant chains together with pricing and margin issues at our refrigeration business led to Food Service Equipment - North American like-for-like operating profits being 4% lower. We have made further significant progress in improving the performance of Kysor Warren under its new management team. As a result, Food Retail Equipment made operating profits in Q203 of GBP 0.7m compared with a loss of GBP 0.8m in Q103. H103 operating profits in Food Service Equipment - Europe/Asia were down GBP 0.7m to GBP 3.6m, but were GBP 0.4m ahead in Q2 at GBP 2.0m. Debt reduced further in H103 reflecting strong operating cash flow Operating cash flow Earnings before depreciation minus taxes. Measures the cash generated from operations, not counting capital spending or working capital requirements. . Net debt at 29 March 2003 was GBP 181.0m compared to GBP 186.1m at 29 September September: see month. 2002 and GBP 380.5m at 30 March 2002. Results H103 profit before tax, goodwill amortisation and exceptional items was GBP 8.3m (H1 2002: GBP 11.3m). The decrease from the prior year was primarily caused by:
GBP m
-- Loss of H102 operating profits from
businesses sold during FY02 (4.2)
-- Impact of adverse foreign exchange rates on operating
profit (1.7)
-- Lower interest charge 3.7
Like-for-like H103 Food Equipment operating profits were down 4%, with a 5% reduction in Global Food Service Equipment offset by improved results in Food Retail Equipment. Like-for-like Q203 operating profits were up 4% compared to last year with Food Retail Equipment making GBP 0.7m of operating profits, almost recouping Q103 losses. (a) Throughout this discussion, operating profit is before operating exceptional items and goodwill amortisation. (see note 3 to the attached results for details) Exceptional Items In our Q103 results we recognised exceptional items related to the favourable settlement of warranty An assurance, promise, or guaranty by one party that a particular statement of fact is true and may be relied upon by the other party. Warranties are used in a variety of commercial situations. In many instances a business may voluntarily make a warranty. claims arising from disposed dis·pose v. dis·posed, dis·pos·ing, dis·pos·es v.tr. 1. To place or set in a particular order; arrange. 2. businesses (GBP 2.5m), offset in part by increased legal fee accruals Accruals Accounts on a balance sheet that represent liabilities and non-cash-based assets used in accrual-based accounting. These accounts include, among many others, accounts payable, accounts receivable, goodwill, future tax liability and future interest expense. in respect of the Consolidated con·sol·i·date v. con·sol·i·dat·ed, con·sol·i·dat·ing, con·sol·i·dates v.tr. 1. To unite into one system or whole; combine: Industries litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute. When a person begins a civil lawsuit, the person enters into a process called litigation. (GBP 1.7m), giving rise to a net credit to the profit and loss account of GBP 0.8m. On 8 April 2003 we announced that new cost reduction and restructuring restructuring - The transformation from one representation form to another at the same relative abstraction level, while preserving the subject system's external behaviour (functionality and semantics). measures were being implemented to mitigate the likely impact of slower markets in the second half. The Group is taking an exceptional charge for the cost of these programmes, together with the costs of relocating the office of the CEO to Tampa Tampa (tăm`pə), city (1990 pop. 280,015), seat of Hillsborough co., W Fla., a port of entry with an impressive harbor on Tampa Bay; inc. 1855. . This charge is expected to be approximately ap·prox·i·mate adj. 1. Almost exact or correct: the approximate time of the accident. 2. GBP 4.5m in total, of which GBP 1.8m has been recognised in the first half. In addition, as a result of the slowdown For articles with similar titles, see Slow Down (disambiguation). A slowdown is an industrial action in which employees perform their duties but seek to reduce productivity or efficiency in their performance of these duties. in the property market, approximately GBP 2.5m of exceptional provision has been recorded for liabilities for vacant leasehold An estate, interest, in real property held under a rental agreement by which the owner gives another the right to occupy or use land for a period of time. leasehold n. properties. The total net exceptional costs recognised in H103 are GBP 3.5m. Cashflow and Financing Net debt at 29 March 2003 was GBP 181.0m, down from GBP 186.1m at 29 September 2002. The reduction is the result of strong operating cash inflow in·flow n. 1. The act or process of flowing in or into: an inflow of water; an inflow of information. 2. , after capital expenditure but before exceptional items, of GBP 21.0m, offset by interest payments of GBP 9.7m and tax of GBP 3.1m. Net debt is expected to fall further over the second half of the year although it will rise slightly during the third quarter due to seasonal factors. Earnings Per Share Adjusted diluted earnings per share diluted earnings per share An earnings measure calculated by dividing net income less preferred stock dividends for a period by the average number of shares of common stock that would be outstanding if all convertible securities were converted into shares of are 1.7p (H102: 3.2p). H103 diluted di·lute tr.v. di·lut·ed, di·lut·ing, di·lutes 1. To make thinner or less concentrated by adding a liquid such as water. 2. To lessen the force, strength, purity, or brilliance of, especially by admixture. EPS (Encapsulated PostScript) A PostScript file format used to transfer a graphic image between applications and platforms. EPS files contain PostScript code as well as an optional preview image in TIFF, WMF, PICT or EPSI, the latter being an ASCII-only format. is calculated on the average number of shares in issue of 399.2m (H102: 307.5m). Basic loss per share was 0.9p (H102: 3.2p). REVIEW OF OPERATIONS Global Food Service Equipment Global Food Service Equipment comprises our operations in North America, approximately three quarters of Food Service Equipment sales, and those in Europe/Asia. At the time of our preliminary announcement in November we stated that we did not anticipate any improvement in the North American food service equipment markets for the year as a whole. We believe the market in H103 was flat to slightly down, with major Quick Serve Restaurant chains scaling back expansion, offset in part by continuing investment in the full service and limited menu restaurant sectors. Based on available information we believe we continue to gain market share. Generally the markets in Europe Europe (y  r`əp), 6th largest continent, c.4,000,000 sq mi (10,360,000 sq km) including adjacent islands (1992 est. pop. 512,000,000). as expected continued to be down
overall versus prior year.Results Like-for-like H103 sales for our North American operations North American operation Surgical oncology Radical surgery of a 'frozen pelvis', consisting of radical en bloc resection of the uterus and urinary bladder. See 'Frozen pelvis.'. Cf 'All-American' and 'South American' operations. , including exports, were up 3% on the prior year with strong performance at a number of businesses offset by weaker sales to certain Quick Serve Restaurant chains. In absolute terms (Alg.) such as are known, or which do not contain the unknown quantity. See also: Absolute , sales at GBP 196.3m were down GBP 34.1m on the prior year, with a decline of GBP 40.3m due to disposals and adverse foreign exchange movements partially offset by like-for-like improvements of GBP 6.2m. Operating profits for Food Service Equipment - North America businesses declined by GBP 4.5m to GBP 20.1m, of which GBP 3.6m was due to the effect of disposals and foreign exchange. The majority of our North America operations improved like-for-like operating profits. However, the effect of lower sales to certain Quick Serve Restaurant chains and continued pricing issues and down trading by customers to lower margin products in our refrigeration business, considerably reduced profits. Like-for-like H103 third party sales in Food Service Equipment - Europe/Asia declined by 3%. Like-for-like profits fell by 8% principally due to the continued effect of low volumes in the UK. The performance of the two UK businesses affected by factory relocations in FY02 has continued to improve. Food Retail Equipment Significant progress has been made in turning around Kysor Warren. There has been a further marked reduction in the level of losses such that Food Retail Equipment made profits of GBP 0.7m in Q203 compared with losses of GBP 0.8m in Q103. The benefits of the focus on quality and productivity implemented by the new Kysor Warren management team are clear. H103 turnover in Food Retail Equipment reduced to GBP 48.7m from GBP 92.0m, of which GBP 31.0m was due to the effects of disposals and foreign exchange. Like-for-like sales Like-for-Like Sales The portion of current sales achieved through activities that are comparable to the activities of the previous year. Notes: Using like-for-like sales is a method of valuation that attempts to exclude any effects of expansion, acquisition, or other declined by 20% due to reduced sales in Mexico Mexico, city, Mexico Mexico or Mexico City, Span. Ciudad de México (Méjico), city (1990 pop. 8,236,960; 1991 met. area est. 20,899,000), central Mexico, capital and largest city of Mexico. , market share losses at Kysor Warren and the return to more normal seasonality trends at Kysor Panel Systems However, the impact of this shortfall Shortfall The amount by which the capital required to fulfill a financial obligation exceeds available capital. Notes: Shortfall risk is often combated with an efficient hedging strategy created by a fund, group, institution, or individual. was offset by aggressive cost reductions, reducing H103 losses to GBP 0.1m compared to losses of GBP 0.4m in the prior year on a like-for-like basis. Property We have made continued progress in respect of development of our Felsted property and expect full year property operating profits of around GBP 4m in H203. Office of the CEO to Transfer to Florida As announced on 8th April 2003 the Board of Enodis has concluded that there are significant benefits to be gained from the consolidation of its executive team at its Global Operations Global Operations is a first-person shooter computer game developed by Barking Dog Studios and published by both Crave Entertainment and Electronic Arts. It was released in March of 2002, following its public multiplayer beta version which contained only the Quebec map. Centre in New Port Richey (Tampa) Florida. This facility already houses the heads of finance, human resources The fancy word for "people." The human resources department within an organization, years ago known as the "personnel department," manages the administrative aspects of the employees. , marketing, purchasing, US sales, operations, legal, and information technology, as well as the Enodis Technology Centre, which is used extensively for innovative equipment solutions and customer and industry events. Relocating the office of the CEO to this facility will result in significantly improved accessibility to the operations and customers in North America, where approximately three quarters of the Group's sales are generated. It is the Group's intention to maintain its primary listing on the London Stock Exchange London Stock Exchange London marketplace for securities. It was formed in 1773 by a group of stockbrokers who had been doing business informally in local coffeehouses. and to retain the office of the Chairman and its head office functions in London London, city, Canada London, city (1991 pop. 303,165), SE Ont., Canada, on the Thames River. The site was chosen in 1792 by Governor Simcoe to be the capital of Upper Canada, but York was made capital instead. London was settled in 1826. . For family reasons I have decided not to relocate re·lo·cate v. re·lo·cat·ed, re·lo·cat·ing, re·lo·cates v.tr. To move to or establish in a new place: relocated the business. v.intr. to Florida, but will stay with the Group until June June: see month. to assist an orderly orderly /or·der·ly/ (or´der-le) an attendant in a hospital who works under the direction of a nurse. or·der·ly n. An attendant in a hospital. transition. I will be succeeded by Dave McCulloch, 56, who joined the Group in 1986, was appointed ap·point tr.v. ap·point·ed, ap·point·ing, ap·points 1. To select or designate to fill an office or a position: appointed her the chief operating officer of the company. 2. to the Board of Enodis in November 2001 and was appointed Chief Operating Officer Chief Operating Officer (COO) The officer of a firm responsible for day-to-day management, usually the president or an executive vice-president. in May 2002. Current Trading and Outlook As already announced, new cost reduction measures, expected to save up to GBP 9m of costs planned for the second half and GBP 13m in a full year, have been implemented to mitigate the likely impact of slower markets in the second half. These savings will arise from salaried headcount head count or head·count n. 1. The act of counting people in a particular group. 2. The number of people counted in this way. Noun 1. reductions, purchasing and material efficiency initiatives and reductions in discretionary spending. The Food Service sector is large with growth driven by disposable income disposable income Portion of an individual's income over which the recipient has complete discretion. To assess disposable income, it is necessary to determine total income, including not only wages and salaries, interest and dividend payments, and business profits, but also and lifestyle changes. Although the short term outlook for our business continues to be uncertain we remain confident of Enodis' ability to capitalise Verb 1. capitalise - supply with capital, as of a business by using a combination of capital used by investors and debt capital provided by lenders capitalize on the opportunities which will arise. We continue to focus on growing market share by targeting new markets and accounts, together with innovative new product development as well as cost reduction measures. We expect further progress at Kysor Warren as the new management team continues to make progress towards the elimination of losses. Andrew Allner CEO 8 May 2003 Management's Discussion and Analysis Management's discussion and analysis (MD&A) A report from management to shareholders that accompanies the firm's financial statements in the annual report. It explains the period's financial results and enables management to discuss topics that may not be apparent in the financial (MD&A) Under the terms of our 10-3/8% senior subordinated Subordinated A claim ranked lower in priority than other claims. Common stock claims are always subordinated to debt. notes we are required to prepare and furnish fur·nish tr.v. fur·nished, fur·nish·ing, fur·nish·es 1. To equip with what is needed, especially to provide furniture for. 2. an MD&A to the Securities and Exchange Commission (SEC) in the US on Form 6-K. The MD&A is a US style explanation of our H103 results and contains more detail of certain matters, for example liquidity and capital resources, historical cashflows and legal proceedings All actions that are authorized or sanctioned by law and instituted in a court or a tribunal for the acquisition of rights or the enforcement of remedies. including more detail on the status of the Consolidated Industries case. You will be able to obtain a copy of the Form 6-K filing on the SEC website at www.sec.gov See .gov and GovNet. (networking) gov - The top-level domain for US government bodies. . This press release contains "forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. ," within the meaning of the U.S. federal securities laws, that represent the Company's expectations or beliefs regarding future events, based on currently available information, including statements concerning its anticipated performance and plans. These statements by their nature involve substantial risks and uncertainties, many of which are beyond the Company's control. The Company's actual results could differ materially from those expressed in the forward-looking statements due to a variety of important factors. Factors that could cause the Company's results to differ materially from its expectations include: the Company's substantial debt obligations and restrictive covenants Restrictive covenants Provisions that place constraints on the operations of borrowers, such as restrictions on working capital, fixed assets, future borrowing, and payment of dividends. ; susceptibility susceptibility the state of being susceptible. Refers usually to infectious disease but may be to physical factors such as wetting or to psychological factors such as harassment. to regional economic downturns, currency fluctuations, large customer order slowdowns and other risks related to its U.S., U.K. and foreign operations; its ability to realize cost savings from its cost reduction program; keen competition in its fragmented frag·ment n. 1. A small part broken off or detached. 2. An incomplete or isolated portion; a bit: overheard fragments of their conversation; extant fragments of an old manuscript. 3. and consolidating industry; and the other risk factors and more complete descriptions of these factors found under "Risk Factors" in the Company's Form 20-F filed with the SEC.
Unaudited group profit and loss account
26 weeks to 29 March 2003 (Half Year)
26 weeks to 29 March 2003
Before Exceptional
exceptional items
items (note 4) Total
Notes GBPm GBPm GBPm
(Unaudited) (Unaudited) (Unaudited)
Turnover
Food Equipment 310.9 - 310.9
Property - - -
--------------------------- ----- ------------ ----------- -----------
Total turnover - continuing
operations 2 310.9 - 310.9
--------------------------------- ------------ ----------- -----------
Operating profit/(loss) from continuing
operations before goodwill amortisation
Food Equipment 23.6 (1.6) 22.0
Property - (2.5) (2.5)
Corporate costs (4.1) (1.9) (6.0)
--------------------------- ----- ------------ ----------- -----------
Continuing operations 19.5 (6.0) 13.5
Goodwill amortisation (6.8) - (6.8)
--------------------------- ----- ------------ ----------- -----------
Operating profit/(loss) 3 12.7 (6.0) 6.7
Profit /(loss) on disposal
of business 4 - 2.5 2.5
--------------------------- ----- ------------ ----------- -----------
Profit/(loss) on ordinary
activities before interest
and taxation 12.7 (3.5) 9.2
--------------------------- ----- ------------ ----------- -----------
Net interest payable and
similar charges (11.2) - (11.2)
--------------------------- ----- ------------ ----------- -----------
Profit/(loss) on ordinary
activities before taxation 1.5 (3.5) (2.0)
--------------------------- ----- ------------ ----------- -----------
Tax on profit/(loss) on
ordinary activities 5 (1.4) - (1.4)
--------------------------- ----- ------------ ----------- -----------
Profit/(loss) on ordinary
activities after taxation 0.1 (3.5) (3.4)
--------------------------- ----- ------------ ----------- -----------
Equity minority interests - - -
--------------------------- ----- ------------ ----------- -----------
Retained profit/(loss) 0.1 (3.5) (3.4)
--------------------------- ----- ------------ ----------- -----------
Earnings/(loss) per share
(pence) 6
Basic earnings/(loss) per
share (0.9)
--------------------------- ----- ------------ ----------- -----------
Adjusted basic earnings/(loss)
per share 1.7
--------------------------------- ------------ ----------- -----------
Diluted earnings/(loss) per
share (0.9)
--------------------------- ----- ------------ ----------- -----------
Adjusted diluted earnings/(loss) per share 1.7
---------------------------------------------- ----------- -----------
26 weeks to 30 March 2002
Before Exceptional
exceptional items
items (note 4) Total
GBPm GBPm GBPm
(Unaudited) (Unaudited) (Unaudited)
Turnover
Food Equipment 395.6 - 395.6
Property - - -
--------------------------------- ------------ ----------- -----------
Total turnover - continuing
operations 395.6 - 395.6
--------------------------------- ------------ ----------- -----------
Operating profit/(loss) from
continuing operations before
goodwill amortisation
Food Equipment 30.4 (3.7) 26.7
Property - - -
Corporate costs (4.2) - (4.2)
--------------------------------- ------------ ----------- -----------
Continuing operations 26.2 (3.7) 22.5
Goodwill amortisation (10.1) - (10.1)
--------------------------------- ------------ ----------- -----------
Operating profit/(loss) 16.1 (3.7) 12.4
Profit /(loss) on disposal of
business - 2.7 2.7
--------------------------------- ------------ ----------- -----------
Profit/(loss) on ordinary
activities before interest and
taxation 16.1 (1.0) 15.1
--------------------------------- ------------ ----------- -----------
Net interest payable and similar
charges (14.9) (8.4) (23.3)
--------------------------------- ------------ ----------- -----------
Profit/(loss) on ordinary
activities before taxation 1.2 (9.4) (8.2)
--------------------------------- ------------ ----------- -----------
Tax on profit/(loss) on ordinary
activities (1.4) - (1.4)
--------------------------------- ------------ ----------- -----------
Profit/(loss) on ordinary
activities after taxation (0.2) (9.4) (9.6)
--------------------------------- ------------ ----------- -----------
Equity minority interests (0.2) - (0.2)
--------------------------------- ------------ ----------- -----------
Retained profit/(loss) (0.4) (9.4) (9.8)
--------------------------------- ------------ ----------- -----------
Earnings/(loss) per share (pence)
Basic earnings/(loss) per share (3.2)
--------------------------------- ------------ ----------- -----------
Adjusted basic earnings/(loss)
per share 3.2
--------------------------------- ------------ ----------- -----------
Diluted earnings/(loss) per share (3.2)
--------------------------------- ------------ ----------- -----------
Adjusted diluted earnings/(loss)
per share 3.2
--------------------------------- ------------ ----------- -----------
26 weeks to 26 weeks to
29 March 30 March
2003 2002
(Unaudited)(Unaudited)
Unaudited group statement of total recognised GBPm GBPm
gains and (losses)
Gain/(loss) for the period (3.4) (9.8)
Goodwill written back on disposals, previously
written off - 10.4
Currency translation differences on foreign currency net
investments 0.3 1.6
---------------------------------------------------------------- -----
Total recognised gains and (losses) for the period (3.1) 2.2
---------------------------------------------------------------- -----
Unaudited group profit and loss account
13 weeks to 29 March 2003 (Second Quarter)
13 weeks to 29 March 2003
Before Exceptional
exceptional items
items (note 4) Total
Notes GBPm GBPm GBPm
(Unaudited) (Unaudited) (Unaudited)
Turnover
Food Equipment 154.1 - 154.1
Property - - -
--------------------------- ----- ------------ ----------- -----------
Total turnover 2 154.1 - 154.1
--------------------------- ----- ------------ ----------- -----------
Operating profit/(loss) from continuing
operations before goodwill amortisation
Food Equipment 13.4 (1.6) 11.8
Property - (2.5) (2.5)
Corporate costs (2.0) (0.2) (2.2)
--------------------------- ----- ------------ ----------- -----------
Continuing operations 11.4 (4.3) 7.1
Goodwill amortisation (3.3) - (3.3)
--------------------------- ----- ------------ ----------- -----------
Operating profit/(loss) 3 8.1 (4.3) 3.8
Profit /(loss) on disposal
of business - - -
--------------------------- ----- ------------ ----------- -----------
Profit/(loss) on ordinary
activities before interest
and taxation 8.1 (4.3) 3.8
--------------------------- ----- ------------ ----------- -----------
Net interest payable and
similar charges (5.6) - (5.6)
--------------------------- ----- ------------ ----------- -----------
Profit/(loss) on ordinary
activities before taxation 2.5 (4.3) (1.8)
--------------------------- ----- ------------ ----------- -----------
Tax on profit/(loss) on
ordinary activities (1.0) (0.6) (1.6)
--------------------------- ----- ------------ ----------- -----------
Profit/(loss) on ordinary
activities after taxation 1.5 (4.9) (3.4)
--------------------------- ----- ------------ ----------- -----------
Equity minority interests - - -
--------------------------- ----- ------------ ----------- -----------
Retained profit/(loss) 1.5 (4.9) (3.4)
--------------------------- ----- ------------ ----------- -----------
Earnings/(loss) per share
(pence) 6
Basic earnings/(loss) per share (0.9)
---------------------------------------------------------- -----------
Adjusted basic earnings/(loss) per share 1.2
---------------------------------------------------------- -----------
Diluted earnings/(loss) per share (0.9)
---------------------------------------------------------- -----------
Adjusted diluted earnings/(loss) per share 1.2
---------------------------------------------------------- -----------
13 weeks to 30 March 2002
Before Exceptional
exceptional items
items (note 4) Total
GBPm GBPm GBPm
(Unaudited) (Unaudited) (Unaudited)
Turnover
Food Equipment 202.8 - 202.8
Property - - -
--------------------------------- ------------ ----------- -----------
Total turnover 202.8 - 202.8
--------------------------------- ------------ ----------- -----------
Operating profit/(loss) from
continuing operations before
goodwill amortisation
Food Equipment 16.2 (1.2) 15.0
Property - - -
Corporate costs (2.1) - (2.1)
--------------------------------- ------------ ----------- -----------
Continuing operations 14.1 (1.2) 12.9
Goodwill amortisation (5.1) - (5.1)
--------------------------------- ------------ ----------- -----------
Operating profit/(loss) 9.0 (1.2) 7.8
Profit /(loss) on disposal of
business - - -
--------------------------------- ------------ ----------- -----------
Profit/(loss) on ordinary
activities before interest and
taxation 9.0 (1.2) 7.8
--------------------------------- ------------ ----------- -----------
Net interest payable and similar
charges (7.9) (4.4) (12.3)
--------------------------------- ------------ ----------- -----------
Profit/(loss) on ordinary
activities before taxation 1.1 (5.6) (4.5)
--------------------------------- ------------ ----------- -----------
Tax on profit/(loss) on ordinary
activities (0.8) - (0.8)
--------------------------------- ------------ ----------- -----------
Profit/(loss) on ordinary
activities after taxation 0.3 (5.6) (5.3)
--------------------------------- ------------ ----------- -----------
Equity minority interests (0.1) - (0.1)
--------------------------------- ------------ ----------- -----------
Retained profit/(loss) 0.2 (5.6) (5.4)
--------------------------------- ------------ ----------- -----------
Earnings/(loss) per share (pence)
Basic earnings/(loss) per share (1.8)
--------------------------------- ------------ ----------- -----------
Adjusted basic earnings/(loss)
per share 1.7
--------------------------------- ------------ ----------- -----------
Diluted earnings/(loss) per share (1.8)
--------------------------------- ------------ ----------- -----------
Adjusted diluted earnings/(loss)
per share 1.7
--------------------------------- ------------ ----------- -----------
Unaudited group statement of total recognised 13 weeks to 13 weeks to
gains and (losses) 29 March 30 March
2003 2002
(Unaudited)(Unaudited)
GBPm GBPm
Gain/(loss) for the period (3.4) (5.4)
Currency translation differences on foreign
currency net investments 3.5 2.7
----------------------------------------------- ---------------- -----
Total recognised gains and (losses) for the
period 0.1 (2.7)
----------------------------------------------- ---------------- -----
Audited group profit and loss account
52 weeks to 28 September 2002 (Full year)
52 weeks to 28 September 2002
Before Exceptional
exceptional items
items (note 4) Total
Notes GBPm GBPm GBPm
Turnover
Food Equipment 777.1 - 777.1
Property 16.1 - 16.1
-------------------------------- ----- ------------ ----------- ------
Total turnover 2 793.2 - 793.2
-------------------------------- ----- ------------ ----------- ------
Operating profit/(loss) from
continuing operations
before goodwill amortisation
Food Equipment 67.2 (8.9) 58.3
Property 8.0 - 8.0
Corporate costs (7.9) (0.5) (8.4)
-------------------------------- ----- ------------ ----------- ------
67.3 (9.4) 57.9
Goodwill amortisation/impairment (19.0) (48.9) (67.9)
-------------------------------- ----- ------------ ----------- ------
Operating profit/(loss) 3 48.3 (58.3) (10.0)
Profit/(loss) on disposal of
businesses 4 - (38.1) (38.1)
-------------------------------- ----- ------------ ----------- ------
48.3 (96.4) (48.1)
Net interest payable and similar
charges (29.3) (8.4) (37.7)
-------------------------------- ----- ------------ ----------- ------
Profit/(loss) on ordinary
activities before taxation 19.0 (104.8) (85.8)
Tax on profit/(loss) on ordinary
activities 5 (1.2) 0.2 (1.0)
-------------------------------- ----- ------------ ----------- ------
Profit/(loss) on ordinary
activities after taxation 17.8 (104.6) (86.8)
Equity minority interests (0.2) - (0.2)
-------------------------------- ----- ------------ ----------- ------
Retained profit/(loss) 17.6 (104.6) (87.0)
-------------------------------- ----- ------------ ----------- ------
Earnings/(loss) per share
(pence) 6
Basic earnings/(loss) per share (24.8)
-------------------------------- ----- ------------ ----------- ------
Adjusted basic earnings/(loss)
per share 10.4
-------------------------------- ----- ------------ ----------- ------
Diluted earnings/(loss) per
share (24.8)
-------------------------------- ----- ------------ ----------- ------
Adjusted diluted earnings/(loss)
per share 10.4
-------------------------------- ----- ------------ ----------- ------
Group statement of total 52 weeks
recognised gains and (losses) to
28
September
2002
GBPm
Gain/(loss) for the period (87.0)
Goodwill written back on
disposals, previously written
off 65.1
Currency translation differences on foreign
currency net investments (5.7)
--------------------------------------------------- ----------- ------
Total recognised gains and
(losses) for the period (27.6)
-------------------------------- ----- ------------ ----------- ------
Prior period adjustment 26.9
-------------------------------- ----- ------------ ----------- ------
Total recognised gains and
(losses) since last annual
report (0.7)
-------------------------------- ----- ------------ ----------- ------
Unaudited group balance sheet
29 March 30 March 28
September
2003 2002 2002
GBP m GBP m GBP m
(Unaudited) (Unaudited)
----------------------------------- ----------- ----------- ----------
----------------------------------- ----------- ----------- ----------
Fixed assets
Intangible assets: Goodwill 227.0 312.9 235.4
Tangible assets 84.8 108.8 88.0
Investments 5.9 6.2 5.9
----------------------------------- ----------- ----------- ----------
317.7 427.9 329.3
----------------------------------- ----------- ----------- ----------
Current assets
Stocks 84.9 103.8 77.7
Debtors 115.3 183.6 127.4
Deferred tax asset 25.1 27.3 25.3
Cash at bank and in hand 58.7 49.9 72.7
----------------------------------- ----------- ----------- ----------
284.0 364.6 303.1
Creditors falling due within one
year
Borrowings (38.9) (10.1) (33.4)
Other creditors (170.4) (210.4) (183.8)
----------------------------------- ----------- ----------- ----------
(209.3) (220.5) (217.2)
----------------------------------- ----------- ----------- ----------
Net current assets/(liabilities) 74.7 144.1 85.9
----------------------------------- ----------- ----------- ----------
Total assets less current
liabilities 392.4 572.0 415.2
----------------------------------- ----------- ----------- ----------
Financed by:
Creditors falling due after more
than one year
Borrowings 191.2 404.4 214.1
Provisions for liabilities and
charges 47.5 55.1 44.3
----------------------------------- ----------- ----------- ----------
238.7 459.5 258.4
----------------------------------- ----------- ----------- ----------
Capital and reserves
Called up equity share capital 200.2 125.1 200.2
Share premium account 234.2 234.2 234.2
Profit and loss account (280.7) (247.8) (277.6)
----------------------------------- ----------- ----------- ----------
Equity shareholders' funds 153.7 111.5 156.8
----------------------------------- ----------- ----------- ----------
Equity minority interests - 1.0 -
----------------------------------- ----------- ----------- ----------
392.4 572.0 415.2
Unaudited group cash flow statement
26 weeks 26 weeks 52 weeks
to to to
29 March 30 March 28
September
2003 2002 2002
Notes GBP m GBP m GBP m
(Unaudited) (Unaudited)
----------------------------------------------- ----------- ----------
Net cash flow from operations
before exceptional items 23.9 36.5 100.0
Net cash flow effect of
exceptional items (1.8) (16.1) (27.4)
----------------------------------------------- ----------- ----------
Net cash inflow/(outflow) from
operating activities a 22.1 20.4 72.6
----------------------------------------------- ----------- ----------
Return on investments and
servicing of finance
Interest paid (9.7) (16.4) (23.3)
Financing fees paid - (14.7) (18.9)
----------------------------------------------- ----------- ----------
(9.7) (31.1) (42.2)
----------------------------------------------- ----------- ----------
Taxation
Overseas and UK tax paid (3.1) (0.4) (3.3)
----------------------------------------------- ----------- ----------
Capital expenditure and
financial investment
Payments to acquire tangible
fixed assets (3.3) (6.3) (9.9)
Receipts from sale of tangible
fixed assets 0.4 0.6 0.9
----------------------------------------------- ----------- ----------
(2.9) (5.7) (9.0)
----------------------------------------------- ----------- ----------
Acquisitions and disposals
Disposal of subsidiary
undertakings (1.3) 16.4 88.6
----------------------------------------------- ----------- ----------
- 16.4 88.6
----------------------------------------------- ----------- ----------
Cash inflow/(outflow) before
financing 5.1 (0.4) 106.7
----------------------------------------------- ----------- ----------
Financing
Issue of shares - - 70.3
Net drawings/(repayment) of
borrowings (19.8) (89.6) (242.5)
Issue of 101/2% senior
subordinated notes - 100.0 100.0
Capital element of finance
lease payments (0.2) - (0.5)
----------------------------------------------- ----------- ----------
(20.0) 10.4 (72.7)
----------------------------------------------- ----------- ----------
Increase/(decrease) in cash in
the period (14.9) 10.0 34.0
----------------------------------------------- ----------- ----------
Unaudited notes to the group cash flow statement
(a) Reconciliation of operating profit/(loss) to net cash
inflow/(outflow) from operating activities
26 weeks to 29 March 2003
Before Effect of
exceptional exceptional
items items Total
(Unaudited) (Unaudited) (Unaudited)
GBPm GBPm GBPm
Operating profit/(loss) 12.7 (6.0) 6.7
Depreciation 6.3 - 6.3
Amortisation of goodwill 6.8 - 6.8
Provisions (net) (0.6) 3.2 2.6
(Increase)/decrease in stock (5.5) - (5.5)
(Increase)/decrease in debtors 14.4 - 14.4
Increase/(decrease) in creditors (10.2) 1.0 (9.2)
-------------------------------- ------------ ------------ -----------
Net cash inflow/(outflow) from
operating activities 23.9 (1.8) 22.1
-------------------------------- ------------ ------------ -----------
26 weeks to 30 March 2002
Before Effect of
exceptional exceptional
items items Total
(Unaudited) (Unaudited) (Unaudited)
GBPm GBPm GBPm
Operating profit/(loss) 16.1 (3.7) 12.4
Depreciation 8.7 - 8.7
Amortisation of goodwill 10.1 - 10.1
Provisions (net) (0.7) (2.5) (3.2)
(Increase)/decrease in stock (0.8) 2.4 1.6
(Increase)/decrease in debtors 16.3 - 16.3
Increase/(decrease) in creditors (13.2) (12.3) (25.5)
-------------------------------- ------------ ------------ -----------
Net cash inflow/(outflow) from
operating activities 36.5 (16.1) 20.4
-------------------------------- ------------ ------------ -----------
52 weeks to 28 September 2002
Before Effect of
exceptional exceptional
items items Total
GBPm GBPm GBPm
Operating profit/(loss) 48.3 (58.3) (10.0)
Depreciation 15.7 - 15.7
Amortisation/impairment of goodwill 19.0 48.9 67.9
Provisions (net) (2.2) (5.6) (7.8)
(Increase)/decrease in stock 5.5 5.9 11.4
(Increase)/decrease in debtors 19.7 - 19.7
Increase/(decrease) in creditors (6.0) (18.3) (24.3)
------------------------------------- ------------ ------------ ------
Net cash inflow/(outflow) from
operating activities 100.0 (27.4) 72.6
------------------------------------- ------------ ------------ ------
(b) Reconciliation of net cash flow to movement in net debt
29 March 30 March 28
September
2003 2002 2002
(Unaudited) (Unaudited)
GBPm GBPm GBPm
Net debt at the start of period (186.1) (365.9) (365.9)
Increase/(decrease) in net cash in
the period (14.9) 10.0 34.0
Borrowings repaid - 400.4 400.4
Issue of 10-3/8% senior subordinated
notes - (100.0) (100.0)
Net (increase)/decrease in other
loans 19.8 (310.8) (157.9)
Net (increase)/decrease in finance
leases 0.2 - (1.0)
Translation differences - (14.2) 4.3
----------------------------------- ----------- ----------- ----------
Net debt at the end of the period (181.0) (380.5) (186.1)
(c) Reconciliation of net debt to balance sheet
29 March 30 March 28
September
2003 2002 2002
(Unaudited) (Unaudited)
GBP m GBP m GBP m
Cash at bank and in hand 58.7 49.9 72.7
Short term borrowing (38.9) (10.1) (33.4)
Long term borrowing (191.2) (404.4) (214.1)
----------------------------------- ----------- ----------- ----------
(171.4) (364.6) (174.8)
Exclude deferred financing costs (9.6) (15.9) (11.3)
----------------------------------- ----------- ----------- ----------
(181.0) (380.5) (186.1)
----------------------------------- ----------- ----------- ----------
Notes to the unaudited financial statements 1. Basis of Preparation The accompanying ac·com·pa·ny v. ac·com·pa·nied, ac·com·pa·ny·ing, ac·com·pa·nies v.tr. 1. To be or go with as a companion. 2. condensed con·dense v. con·densed, con·dens·ing, con·dens·es v.tr. 1. To reduce the volume or compass of. 2. To make more concise; abridge or shorten. 3. Physics a. financial statements ("interim financial statements") have been prepared in accordance Accordance is Bible Study Software for Macintosh developed by OakTree Software, Inc.[] As well as a standalone program, it is the base software packaged by Zondervan in their Bible Study suites for Macintosh. with accounting principles generally accepted in the United Kingdom ("U.K. GAAP GAAP See: Generally Accepted Accounting Principles GAAP See generally accepted accounting principles (GAAP). "). The interim financial statements are unaudited but include all adjustments (consisting of normal recurring re·cur intr.v. re·curred, re·cur·ring, re·curs 1. To happen, come up, or show up again or repeatedly. 2. To return to one's attention or memory. 3. To return in thought or discourse. adjustments) which the Group's management considers necessary for a fair presentation of the financial position of the Group as of such dates and the operating results and cash flows for those periods. Certain information and footnote Text that appears at the bottom of a page that adds explanation. It is often used to give credit to the source of information. When accumulated and printed at the end of a document, they are called "endnotes." disclosures normally included in statutory financial statements prepared in accordance with U.K. GAAP have been condensed or omitted. The results of operations for the 26 weeks ended 29 March 2003 may not necessarily be indicative indicative: see mood. of the operating results that may be achieved for the entire financial year. The interim financial statements have been prepared on the basis of the accounting policies set out in the Group's financial statements for the year ended 28 September 2002. U.K. GAAP differs in certain significant respects from accounting principles generally accepted in the United States of America UNITED STATES OF AMERICA. The name of this country. The United States, now thirty-one in number, are Alabama, Arkansas, Connecticut, Delaware, Florida, Georgia, Illinois, Indiana, Iowa, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Mississippi, Missouri, New Hampshire, ("U.S. GAAP"). The application of U.S. GAAP on the retained profit/(loss) is summarised in Note 9 to the interim financial statements. These interim financial statements should be read in conjunction conjunction, in astronomy conjunction, in astronomy, alignment of two celestial bodies as seen from the earth. Conjunction of the moon and the planets is often determined by reference to the sun. with the financial statements and the notes thereto there·to adv. 1. To that, this, or it. 2. Archaic In addition to that; furthermore. thereto Adverb Formal 1. to that or it 2. included in the Group's latest annual report. The accounts in this statement do not comprise To embrace, cover, or include; to confine within; to consist of. In the law governing patents—grants of an exclusive right or privilege to make, use, or sell an invention or product for a term of years—the term comprise full accounts within the meaning of section 240 of the Companies Act 1985. The figures for the 52 weeks to 28 September 2002 are based upon the 2002 Annual Report but do not comprise statutory accounts for that period. The audited financial statements for the 52 weeks to 28 September 2002 have been delivered to the Registrar of Companies The introduction to this article provides insufficient context for those unfamiliar with the subject matter. Please help [ improve the introduction] to meet Wikipedia's layout standards. You can discuss the issue on the talk page. . The Auditors AUDITORS, practice. Persons lawfully appointed to examine and digest accounts referred to them, take down the evidence in writing, which may be lawfully offered in relation to such accounts, and prepare materials on which a decree or judgment may be made; and to report the whole, together made an unqualified report on those accounts and their report did not contain any statement under section 237 (2) or (3) of the Companies Act 1985. The figures for the 26 week period to 29 March 2003 and 30 March 2002 have been extracted from underlying accounting records and have not been audited. Freight The price or compensation paid for the transportation of goods by a carrier. Freight is also applied to the goods transported by such carriers. The liability of a carrier for freight damaged, lost, or destroyed during shipment is determined by contract, statute, or and shipping revenues have previously either been booked against the original freight costs or reflected as part of turnover. As of 29 September 2002, we have chosen to adopt a consistent treatment of these revenues as part of turnover. All comparative disclosures have been reclassified in this respect. The impact on turnover is:
Period As previously Reclassified
reported
GBP m GBP m
13 weeks ended 30 March 2002 200.1 202.8
26 weeks ended 30 March 2002 390.0 395.6
52 weeks ended 28 September 2002 783.2 793.2
The reclassification Reclassification The process of changing the class of mutual funds once certain requirements have been met. These requirements are generally placed on load mutual funds. Reclassification is not considered to be a taxable event. did not have any impact on gross profit or operating profit for any period.
2. Turnover
26 weeks 26 weeks 13 weeks 13 weeks 52 weeks
to to to to to
29 March 30 March 29 March 30 March 28
September
2003 2002 2003 2002 2002
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
GBPm GBPm GBPm GBPm GBPm
Food
Service
Equipment
- North
America 196.3 230.4 96.2 123.1 474.1
Food
Service
Equipment
- Europe/
Asia 65.9 73.2 33.9 36.2 145.0
Food Retail
Equipment 48.7 92.0 24.0 43.5 158.0
----------- ----------- ----------- ----------- ----------- ----------
Food
Equipment 310.9 395.6 154.1 202.8 777.1
Property - - - - 16.1
----------- ----------- ----------- ----------- ----------- ----------
310.9 395.6 154.1 202.8 793.2
3. Operating profit/(loss)
26 weeks to 29 March 2003
Before Exceptional
exceptional items
items Total
(Unaudited) (Unaudited) (Unaudited)
GBPm GBPm GBPm
Food Service Equipment - North America 20.1 (1.4) 18.7
Food Service Equipment - Europe/Asia 3.6 (0.2) 3.4
Food Retail Equipment (0.1) - (0.1)
--------------------------------- ------------ ----------- -----------
23.6 (1.6) 22.0
Food Equipment goodwill
amortisation (6.8) - (6.8)
--------------------------------- ------------ ----------- -----------
Food Equipment 16.8 (1.6) 15.2
Property - (2.5) (2.5)
Corporate costs (4.1) (1.9) (6.0)
--------------------------------- ------------ ----------- -----------
12.7 (6.0) 6.7
--------------------------------- ------------ ----------- -----------
26 weeks to 30 March 2002
Before Exceptional
exceptional items
items Total
(Unaudited) (Unaudited) (Unaudited)
GBPm GBPm GBPm
Food Service Equipment - North
America 24.6 - 24.6
Food Service Equipment -
Europe/Asia 4.3 (1.7) 2.6
Food Retail Equipment 1.5 (2.0) (0.5)
--------------------------------- ------------ ----------- -----------
30.4 (3.7) 26.7
Food Equipment goodwill
amortisation (10.1) - (10.1)
--------------------------------- ------------ ----------- -----------
Food Equipment 20.3 (3.7) 16.6
Property - - -
Corporate costs (4.2) - (4.2)
--------------------------------- ------------ ----------- -----------
16.1 (3.7) 12.4
--------------------------------- ------------ ----------- -----------
13 weeks to 29 March 2003
Before Exceptional
exceptional items
items Total
(Unaudited) (Unaudited) (Unaudited)
GBPm GBPm GBPm
Food Service Equipment
- North America 10.7 (1.4) 9.3
Food Service Equipment
- Europe/Asia 2.0 (0.2) 1.8
Food Retail Equipment 0.7 - 0.7
--------------------------------- ------------ ----------- -----------
13.4 (1.6) 11.8
Food Equipment goodwill
amortisation (3.3) - (3.3)
--------------------------------- ------------ ----------- -----------
Food Equipment 10.1 (1.6) 8.5
Property - (2.5) (2.5)
Corporate costs (2.0) (0.2) (2.2)
--------------------------------- ------------ ----------- -----------
8.1 (4.3) 3.8
--------------------------------- ------------ ----------- -----------
13 weeks to 30 March 2002
Before Exceptional
exceptional items
items Total
(Unaudited) (Unaudited) (Unaudited)
GBPm GBPm GBPm
Food Service Equipment
- North America 14.8 - 14.8
Food Service Equipment
- Europe/Asia 1.6 (0.4) 1.2
Food Retail Equipment (0.2) (0.8) (1.0)
--------------------------------- ------------ ----------- -----------
16.2 (1.2) 15.0
Food Equipment goodwill
amortisation (5.1) - (5.1)
--------------------------------- ------------ ----------- -----------
Food Equipment 11.1 (1.2) 9.9
Property - - -
Corporate costs (2.1) - (2.1)
--------------------------------- ------------ ----------- -----------
9.0 (1.2) 7.8
--------------------------------- ------------ ----------- -----------
52 weeks to 28 September 2002
Before Exceptional Total
exceptional items
items
GBPm GBPm GBPm
Food Service Equipment - North America 60.8 0.2 61.0
Food Service Equipment - Europe/Asia 9.7 (2.5) 7.2
Food Retail Equipment (3.3) (6.6) (9.9)
-------------------------------------- ------------ ----------- ------
67.2 (8.9) 58.3
Food Equipment goodwill
amortisation/impairment (19.0) (48.9) (67.9)
-------------------------------------- ------------ ----------- ------
Food Equipment 48.2 (57.8) (9.6)
Property 8.0 - 8.0
Corporate costs (7.9) (0.5) (8.4)
-------------------------------------- ------------ ----------- ------
48.3 (58.3) (10.0)
-------------------------------------- ------------ ----------- ------
4. Exceptional items
(a) Operating exceptional items 26 weeks 26 weeks 52 weeks
to to to
29 March 30 March 28
September
2003 2002 2002
(Unaudited) (Unaudited)
GBP m GBP m GBP m
Restructuring costs, cost reduction
measures and inventory write downs 1.8 3.7 9.4
Vacant leasehold provisions 2.5 - -
Legal fee accruals 1.7 - -
----------------------------------- ----------- ----------- ----------
6.0 3.7 9.4
Goodwill impairment - - 48.9
----------------------------------- ----------- ----------- ----------
Operating exceptional items 6.0 3.7 58.3
----------------------------------- ----------- ----------- ----------
On 8 April 2003, the Group announced a restructuring and cost reduction programme including salaried headcount reduction and the relocation RELOCATION, Scotch law, contracts. To let again to renew a lease, is called a relocation. 2. When a tenant holds over after the expiration of his lease, with the consent of his landlord, this will amount to a relocation. of the CEO's office to Tampa, Florida “Tampa” redirects here. For other uses, see Tampa (disambiguation). Tampa is a United States city in Hillsborough County, on the west coast of Florida. It serves as the county seat for Hillsborough County.GR6. . The total cost of these actions is expected to be approximately GBP 4.5m and GBP 1.8m has been recognised in the first half. In addition, as a result of a slowdown in the property market, GBP 2.5m has been recognised in respect of vacant leasehold properties. The Group has reassessed its accruals for legal costs for defending the claims in the Consolidated Industries litigation following an adverse summary judgement Noun 1. summary judgement - a judgment rendered by the court prior to a verdict because no material issue of fact exists and one party or the other is entitled to a judgment as a matter of law on some of the claims totalling $8.6m. The Group believes that the adverse decision is incorrect Incorrect means to not be correct and may also refer to:
Restructuring costs in the 26 weeks to 30 March 2002 and the 52 weeks to 28 September 2002 principally represent costs associated with the closure of excess operating capacity in our Food Retail Equipment Group. This includes the write down of inventory at Kysor Warren reflecting the decline in the business and employee termination The point where a line, channel or circuit ends. See SCSI termination and hybrid. costs that resulted from a headcount reduction of 30. There was also further rationalisation Noun 1. rationalisation - (psychiatry) a defense mechanism by which your true motivation is concealed by explaining your actions and feelings in a way that is not threatening rationalization of administration functions and simplification sim·pli·fy tr.v. sim·pli·fied, sim·pli·fy·ing, sim·pli·fies To make simple or simpler, as: a. To reduce in complexity or extent. b. To reduce to fundamental parts. c. of management structures in the European European emanating from or pertaining to Europe. European bat lyssavirus see lyssavirus. European beech tree fagussylvaticus. European blastomycosis see cryptococcosis. businesses within the Global Food Service Equipment Group. Following downturns in the US economy, in particular in the retail markets, it was necessary to reassess reassess Verb to reconsider the value or importance of reassessment n Verb 1. reassess - revise or renew one's assessment reevaluate the carrying value Carrying Value Also know as "book value," it is a company's total assets minus intangible assets and liabilities, such as debt. Notes: This is different than market value, as it can be higher or lower depending on the circumstances. of goodwill in respect of the Scotsman acquisition during 2001 and 2002. In accordance with the methodology presented in FRS FRS abbr. Fellow of the Royal Society FRS, n “flexed rotated side-bent,” an osteopathic abbreviation used to describe vertebral position in cases of spinal dysfunction. 11 "Impairment Impairment 1. A reduction in a company's stated capital. 2. The total capital that is less than the par value of the company's capital stock. Notes: 1. This is usually reduced because of poorly estimated losses or gains. 2. of Fixed Assets fixed assets npl → activo sg fijo fixed assets npl → immobilisations fpl fixed assets fix npl → and Goodwill", which requires consideration of the net present value of estimated future cash flows, the fair value was reassessed and compared to the carrying value of net assets Net assets The difference between total assets on the one hand and current liabilities and noncapitalized long-term liabilities on the other hand. net assets See owners' equity. , including the carrying value of the goodwill. In 2001, an impairment of GBP 100m was booked. In 2002, due to the poor performance of Kysor Warren, the Warren, The Haredale’s house, “mouldering to ruin.” [Br. Lit.: Barnaby Rudge] See : Decadence carrying value of goodwill was written down by a further GBP 48.9m.
(b) Disposal of businesses 26 weeks 26 weeks 52 weeks
to to to
29 March 30 March 28
September
2003 2002 2002
(Unaudited) (Unaudited)
GBP m GBP m GBP m
Profit/(loss) on disposals 2.5 2.7 (38.1)
----------------------------------- ----------- ----------- ----------
In February February: see month. 2003, the Group paid GBP 1.3m to release it from the majority of the warranties warranties, n.pl the details of a contract; considered less important than the conditions. Whereas the penalty for breach of conditions is the termination of the contract, the penalty for breach of warranties is payment of damages to the innocent party. and indemnities that were given at the time of the disposal of one of its subsidiaries. As a result, associated accruals of GBP 2.5m have been credited to the profit and loss account in the 26 weeks ended 29 March 2003. On 13 December December: see month. 2001, the Group disposed of Sammic SA and its subsidiary undertakings for net cash consideration of GBP 18.7m realising a profit on disposal of GBP 2.7m after writing off goodwill of GBP 10.4m previously not charged against reserves. During the 52 weeks to 28 September 2002, in addition to Sammic SA, the Group disposed of Belshaw Bros BROS Brothers BROS Benefits and Retirement Operations Section (King County, Washington) BROS Barnes and Richmond Operatic Society (London, UK) Inc, Austral aus·tral adj. Of, relating to, or coming from the south. [Latin austr  lis, from auster, austr-, south. Refrigeration Pty Ltd PTY LTD Propriety Limited (company structure in Australia) ,
Aladdin AladdinHero of a well-known story in The Thousand and One Nights. The son of a poor widow, Aladdin is a lazy, careless boy who meets an African magician claiming to be his uncle. Temp-Rite and Prolon LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control . The Group realised a loss on these disposals of GBP 44.1m after writing off goodwill of GBP 54.7m previously charged against reserves. In December 2001, GBP 2.1m was paid to Nobia Nobia is a Swedish corporation owning many European kitchen firms. External links
The act of paying back a debt. Notes: Everyone has to repay their debts eventually. See also: Debt, Defeasance, Loan of the note and GBP 4.0m for the sale of the shares arising from the exercise of the warrants. After writing off deferred finance fees arising from the early repayment of debt and other associated costs, the net profit on disposal was GBP 3.3m. The net cash consideration, after expenses, of all the above disposals has been used to repay debt.
(c) Net interest payable and 26 weeks 26 weeks 52 weeks
similar charges to to to
29 March 30 March 28
September
2003 2002 2002
(Unaudited) (Unaudited)
GBP m GBP m GBP m
Deferred financing fees written off - 4.2 4.2
Refinancing fees - 4.2 4.2
----------------------------------- ----------- ----------- ----------
- 8.4 8.4
----------------------------------- ----------- ----------- ----------
Deferred finance fees written off of GBP 4.2m in the 52 weeks to 28 September 2002 related to amounts previously capitalised in respect of the multi-currency revolving credit Revolving Credit A line of credit where the customer pays a commitment fee and is then allowed to use the funds when they are needed. It is usually used for operating purposes, fluctuating each month depending on the customers current cash flow needs. facility that was replaced by the refinancing Refinancing An extension and/or increase in amount of existing debt. announced on 20 February 2002. Refinancing fees represent amounts paid to banks in relation to the termination of our previous multi-currency revolving credit facility and costs associated with the bridging facility under the Group's new arrangements.
5. Taxation
(a) Analysis of charge in period 26 weeks 26 weeks 52 weeks
to to to
29 March 30 March 28
September
2003 2002 2002
(Unaudited) (Unaudited)
GBP m GBP m GBP m
The tax charge for the current
period comprised:
UK taxation at 30% (2002:30%) - - -
Foreign taxation - current
year 1.4 1.8 5.8
- prior year - - (3.8)
----------------------------------- ----------- ----------- ----------
1.4 1.8 2.0
Tax relief on exceptional items -
deferred taxation - - (0.2)
----------------------------------- ----------- ----------- ----------
1.4 1.8 1.8
Deferred taxation - (0.4) (0.8)
----------------------------------- ----------- ----------- ----------
1.4 1.4 1.0
----------------------------------- ----------- ----------- ----------
(b) The Group tax rate benefits from the effect of tax losses brought
forward. A current tax charge arises principally because of profits
arising in overseas countries where there are no available losses.
6. Earnings/(loss) per share
26 weeks 26 weeks 13 weeks 13 weeks 52 weeks
to to to to to
29 March 30 March 29 March 30 March 28
September
2003 2002 2003 2002 2002
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
GBPm GBPm GBPm GBPm GBPm
Basic and
diluted
loss attri-
butable to
share-
holders (3.4) (9.8) (3.4) (5.4) (87.0)
----------------------- ----------- ----------- ----------- ----------
m m m m m
----------------------- ----------- ----------- ----------- ----------
Basic and
diluted
weighted
average
number of
shares 399.2 307.5 399.2 307.5 351.0
----------------------- ----------- ----------- ----------- ----------
26 weeks 26 weeks 13 weeks 13 weeks 52 weeks
to to to to to
29 March 30 March 29 March 30 March 28
September
2003 2002 2003 2002 2002
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
pence pence pence pence pence
Basic loss
per share (0.9) (3.2) (0.9) (1.8) (24.8)
Effect per
share of
excep-
tional
items 0.9 3.1 1.2 1.8 15.9
Effect per
share of
goodwill
amorti-
sation and
impairment 1.7 3.3 0.9 1.7 19.3
----------- ----------- ----------- ----------- ----------- ----------
Adjusted
basic
earnings
per share 1.7 3.2 1.2 1.7 10.4
----------- ----------- ----------- ----------- ----------- ----------
Diluted
loss per
share (0.9) (3.2) (0.9) (1.8) (24.8)
Effect per
share of
excep-
tional
items 0.9 3.1 1.2 1.8 15.9
Effect per
share of
goodwill
amorti-
sation and
impairment 1.7 3.3 0.9 1.7 19.3
----------- ----------- ----------- ----------- ----------- ----------
Adjusted
diluted
earnings
per share 1.7 3.2 1.2 1.7 10.4
----------- ----------- ----------- ----------- ----------- ----------
Adjusted earnings per share before exceptional items (note 4) and
goodwill amortisation are disclosed to reflect the underlying
performance of the Group.
7. Contingencies Contingencies (ISSN 1048-9851) is the bimonthly magazine of the American Academy of Actuaries, providing a large and diverse readership with general interest and technical articles on a wide range of issues related to the actuarial profession. A Group company has recently received a letter from a third party alleging a breach of contract claim in the amount of GBP 6.8m. The company is in the early stages of investigating whether the claim has any validity. 8. Foreign currency translation The results of subsidiary companies reporting in currencies other than Pounds Sterling have been translated at the average rate prevailing for each month for the 26 weeks to 29 March 2003 being GBP 1=US$1.58. Results to 30 March 2002 were translated at the rate of GBP 1=US$1.44 and full year results to 28 September 2002 at GBP 1=US$1.47. The closing rate for the US Dollar at 29 March 2003 was GBP 1=US$1.57, at 30 March 2002 was GBP 1=US$1.42 and at 28 September 2002 was GBP 1=US$1.55. 9. Supplementary information for US Investors Reconciliation to generally accepted accounting principles The standard accounting rules, regulations, and procedures used by companies in maintaining their financial records. Generally accepted accounting principles (GAAP) provide companies and accountants with a consistent set of guidelines that cover both broad accounting in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. . The interim financial statements have been prepared in accordance with UK GAAP UK GAAP United Kingdom Generally Accepted Accounting Principles , which differs in certain significant respects from US GAAP. The following is a summary of the adjustments to operating profit/(loss) and net profit/(loss) for the period required when reconciling such amounts recorded in the consolidated financial statements Consolidated Financial Statements The combined financial statements of a parent company and its subsidiaries. Notes: Because consolidated financial statements present an aggregated look at the financial position of a parent and its subsidiaries, they enable you to gauge to the corresponding amounts in accordance with US GAAP, considering the differences between UK GAAP and US GAAP.
26 weeks 26 weeks 52 weeks
to to to
29 March 30 March 28
September
2003 2002 2002
GBP m GBP m GBP m
(Unaudited) (Unaudited)
Retained profit/(loss) in
accordance with UK GAAP (3.4) (9.8) (87.0)
Items increasing/(decreasing) UK
GAAP operating profit/(loss)(a):
- Goodwill amortisation 6.8 (7.4) (13.5)
- Pension costs (1.0) 0.6 (2.5)
- Sale/leaseback transactions - - 0.1
- Share option plans - - 1.1
- Restructuring charges - (0.4) (0.4)
- Derivative instruments 0.1 1.1 (4.0)
- Other (0.1) (0.5) (0.7)
- Capitalised interest 0.2 - -
- Loss contingency - - 2.4
Items increasing/(decreasing) UK GAAP other
non-operating profit/(loss):
- Deferred taxation (1.8) (3.4) (16.5)
- Gain on sale of businesses - 3.5 18.0
----------------------------------- ----------- ----------- ----------
Net profit/(loss) in accordance
with US GAAP 0.8 (16.3) (103.0)
----------------------------------- ----------- ----------- ----------
Net profit/(loss) in accordance with US GAAP is
represented by:
Net profit/(loss) from continuing
operations (1.7) (16.3) (103.0)
Gain on sale of discontinued
operations 2.5 - -
----------------------------------- ----------- ----------- ----------
Net profit/(loss) in accordance
with US GAAP 0.8 (16.3) (103.0)
----------------------------------- ----------- ----------- ----------
(a) All adjustments exclude the effect of taxes, with all tax related
adjustments included within the deferred taxation line item.
Description of differences A discussion of the material variations in the accounting principles, practices and methods used in preparing the audited consolidated financial statements in accordance with UK GAAP from the principles, practices and methods generally accepted in the US is provided in the annual report as of 28 September 2002. There are no new material variations between UK GAAP and US GAAP accounting principles, practices and methods used in preparing the unaudited consolidated interim financial statements other than those discussed below. Adoption of new accounting standards In June 2001, the Financial Accounting Standards Board Financial Accounting Standards Board (FASB) Board composed of independent members who create and interpret Generally Accepted Accounting Principles (GAAP). ("FASB FASB See: Financial Accounting Standards Board FASB See Financial Accounting Standards Board (FASB). ") issued Statement of Financial Accounting Standard ("SFAS SFAS Statement of Financial Accounting Standards SFAS Special Forces Assessment and Selection SFAS Student Financial Aid Services SFAS Sport Fishing Association of Singapore SFAS Safety Features Actuation System SFAS Statewide Fixed Assets System ") No. 142, "Goodwill and other Intangible Assets Intangible Asset An asset that is not physical in nature. Notes: Examples are things like copyrights, patents, intellectual property, and goodwill. These are the opposite of tangible assets. ". SFAS 142 is effective for fiscal years beginning after 15 December 2001 for all goodwill and other intangible assets recognised in an entity's statement of financial position at that date, regardless of when those assets were initially recognised. SFAS 142 requires, among other things, the discontinuance Cessation; ending; giving up. The discontinuance of a lawsuit, also known as a dismissal or a non-suit, is the voluntary or involuntary termination of an action. DISCONTINUANCE, pleading. A chasm or interruption in the pleading. 2. of goodwill amortisation and an annual test for impairment. In addition, the standard includes provisions for the reclassification of certain existing recognised intangibles Property that is a "right" such as a patent, Copyright, or trademark, or one that is lacking physical existence, such as good will. as goodwill, reassessment Reassessment The process of re-determining the value of property or land for tax purposes. Notes: Property is usually reassessed on an annual basis. You may request a "reassessment" if you disagree with your assessment. of the useful lives of existing recognised intangibles, reclassification of certain intangibles out of previously reported goodwill and the identification of reporting units for purposes of assessing potential future impairments of goodwill. SFAS 142 also requires the Group to complete a transitional goodwill impairment test six months from the date of adoption. With respect to goodwill amortisation, the Group adopted SFAS No. 142 effective 29 September 2002. A reconciliation of previously reported net profit/(loss) to the amounts adjusted for the exclusion exclusion /ex·clu·sion/ (eks-kloo´zhun) 1. a shutting out or elimination. 2. surgical isolation of a part, as of a segment of intestine, without removal from the body. of the amortisation of goodwill under US GAAP is as follows:
26 weeks 26 weeks 52 weeks
to to to
29 March 30 March 28
September
2003 2002 2002
(Unaudited) (Unaudited)
GBP m GBP m GBP m
Reported net profit/(loss) in
accordance with US GAAP 0.8 (16.3) (103.0)
Add: Goodwill amortisation - 17.5 32.5
----------------------------------- ----------- ----------- ----------
Adjusted net profit/(loss) 0.8 1.2 (70.5)
----------------------------------- ----------- ----------- ----------
At 29 March 2003 the Group had goodwill of GBP 391.0m under US GAAP. Pursuant to the transitional provisions of SFAS No. 142 the Group has completed the first step of its transitional goodwill impairment test. The Group is undertaking the second step of its goodwill impairment test in its Global Food Service Equipment segment which will be completed by 27 September 2003. If impairment arises, the Group will record such impairment as a cumulative effect of accounting change effective 29 September 2002. The cumulative effect of accounting change recorded could be material to the consolidated results of operations or financial position under US GAAP.
Other unaudited financial information
(i) Reconciliation of like-for-like information in the 26 weeks to 29
March 2003 (First half)
26 26 Effect of Effect of Proforma Like-
weeks weeks Disposals Foreign H1 2002 for-
to to Exchange like
29 30
March March
2003 2002
a) Turnover GBPm GBPm GBPm GBPm GBPm %
Food Service
Equipment
- North America 196.3 230.4 (21.1) (19.2) 190.1 3%
Food Service
Equipment
- Europe/Asia 65.9 73.2 (7.4) 2.2 68.0 (3%)
----------------- ------- --------- --------- --------- -------- -----
Global Food
Service
Equipment 262.2 303.6 (28.5) (17.0) 258.1 2%
Food Retail
Equipment 48.7 92.0 (24.3) (6.7) 61.0 (20%)
----------------- ------- --------- --------- --------- -------- -----
Food Equipment 310.9 395.6 (52.8) (23.7) 319.1 (3%)
----------------- ------- --------- --------- --------- -------- -----
b) Operating profit before exceptional items and goodwill amortisation
Food Service
Equipment
- North America 20.1 24.6 (1.6) (2.0) 21.0 (4%)
Food Service
Equipment
- Europe/Asia 3.6 4.3 (0.5) 0.1 3.9 (8%)
----------------- ------- --------- --------- --------- -------- -----
Food Service
Equipment 23.7 28.9 (2.1) (1.9) 24.9 (5%)
Food Retail
Equipment (0.1) 1.5 (2.1) 0.2 (0.4) 75%
----------------- ------- --------- --------- --------- -------- -----
Food Equipment 23.6 30.4 (4.2) (1.7) 24.5 (4%)
----------------- ------- --------- --------- --------- -------- -----
(ii) Reconciliation of like-for-like information for the 13 weeks to
29 March 2003 (Second quarter)
13 13 Effect of Effect of Proforma Like-
weeks weeks Disposals Foreign Q2 2002 for-
to to Exchange like
29 30
March March
2003 2002
a) Turnover GBPm GBPm GBPm GBPm GBPm %
Food Service
Equipment
- North America 96.2 123.1 (11.6) (12.2) 99.3 (3%)
Food Service
Equipment
- Europe/Asia 33.9 36.2 (2.8) 1.7 35.1 (3%)
------------------ ------- ------- --------- --------- -------- ------
Global Food
Service Equipment 130.1 159.3 (14.4) (10.5) 134.4 (3%)
Food Retail
Equipment 24.0 43.5 (11.1) (3.6) 28.8 (17%)
------------------ ------- ------- --------- --------- -------- ------
Food Equipment 154.1 202.8 (25.5) (14.1) 163.2 (6%)
------------------ ------- ------- --------- --------- -------- ------
b) Operating profit before exceptional items and goodwill amortisation
Food Service
Equipment
- North America 10.7 14.8 (1.2) (1.4) 12.2 (12%)
Food Service
Equipment
- Europe/Asia 2.0 1.6 (0.1) - 1.5 33%
------------------ ------- ------- --------- --------- -------- ------
Food Service
Equipment 12.7 16.4 (1.3) (1.4) 13.7 (7%)
Food Retail
Equipment 0.7 (0.2) (0.8) 0.2 (0.8) 188%
------------------ ------- ------- --------- --------- -------- ------
Food Equipment 13.4 16.2 (2.1) (1.2) 12.9 4%
------------------ ------- ------- --------- --------- -------- ------
(iii) Reconciliation of non-UK GAAP measures
Adjusted Group profit/(loss) before tax
26 26 13 13
weeks weeks weeks weeks
to to to to
29 30 29 30
March March March March
2003 2002 2003 2002
GBP m GBP m GBP m GBP m
Profit/(loss) before tax
Add back: (2.0) (8.2) (1.8) (4.5)
Goodwill amortisation 6.8 10.1 3.3 5.1
Exceptional items 3.5 9.4 4.3 5.6
------------------------------------------ ------ ------ ------ ------
Adjusted Group profit/(loss) before tax 8.3 11.3 5.8 6.2
------------------------------------------ ------ ------ ------ ------
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