HSS Hire Group
Plc
Resilient performance,
continued strategic progress
HSS Hire Group plc ("HSS" or
the "Group") today announces results for the 52 week period ended
30 December 2023
Financial Highlights
Continuing
operations1
|
FY23
(52 weeks to 30 December
2023)
|
FY22
(52 weeks to 31 December
2022)
|
|
Change
|
Revenue
|
£349.1m
|
£332.8m
|
|
5%
|
Adjusted EBITDA2
|
£65.1m
|
£71.6m
|
|
(9%)
|
Adjusted EBITA3
|
£24.3m
|
£32.0m
|
|
(24%)
|
Adjusted profit before tax4
|
£11.9m
|
£21.0m
|
|
(43%)
|
Adjusted basic EPS
|
1.29p
|
2.41p
|
|
(46%)
|
ROCE5
|
16.2%
|
22.8%
|
|
(6.6pp)
|
Net
debt leverage6 - IFRS16
|
1.7x
|
1.3x
|
|
(0.4x)
|
Net
debt leverage7 - non IFRS16
|
1.2x
|
0.8x
|
|
(0.4x)
|
Other statutory extracts
(Underlying8)
|
|
|
|
|
Operating profit
|
£22.4m
|
£26.6m
|
|
(16%)
|
Profit before tax
|
£11.8m
|
£18.9m
|
|
(£7.1m)
|
Basic EPS
|
0.60p
|
2.90p
|
|
(2.30p)
|
Financial Highlights
•
|
Solid trading performance with
revenue growth +5%, outperforming the market9
|
|
•
|
Growth despite demand softness
across certain customer segments and for seasonal
products
|
|
•
|
Another year of double-digit
Services revenue growth, up 12%, enabled by technology
|
|
•
|
Rental growth of 1%, with strong
performance from the Builders Merchant network
|
|
|
•
|
Second highest Profit Before Tax in
Group's listed history10
|
|
•
|
£5.1m additional investment in
operating expenditure and £1.3m non-recurring technology capex,
both to drive future growth through new routes to market
|
|
•
|
Adjusted EBITDA and EBITA margins at
18.7% and 7.0%, increasing to 20.1% and 8.4% respectively when
excluding this strategic opex
|
|
•
|
Continued strong returns with ROCE
above the Group's cost of capital
|
|
|
•
|
Robust balance sheet with reported
non-IFRS16 leverage at 1.2x (FY22: 0.8x)
|
|
•
|
Material liquidity headroom to
support ongoing investment in the technology-driven marketplace
strategy
|
|
•
|
Sale of ABird and APEX completed 7
March 2024 for Enterprise Value of £23.25m with proceeds used to
reduce debt and further strengthen the balance sheet
|
|
|
•
|
Recommending final
dividend11 of 0.38p bringing total dividend for the year
to 0.56p, an increase of 4% (FY22: 0.54p)
|
Operational Highlights
•
|
Momentum building with
transformational marketplace growth strategy
|
|
•
|
1,000 customers have now transacted
on our self-service marketplace platform with 30% average revenue
growth12
|
|
•
|
24% of Group's
transactions13 (FY22: 14%) are now originated through
our self-serve technology platforms: ProService Marketplace and
HSS.com
|
|
|
•
|
Low-cost builders merchant network
expanded to 89 locations (December 22: 63) and delivered 21% growth
on a same stores basis14
|
|
•
|
Successful migration of 16
traditional HSS branches to builders merchant model in Q4 23
delivering c£1m annualised cost saving
|
|
•
|
Further expansion plans underway
with 10 new locations to open in H1 24
|
|
|
•
|
Continued progress with
sustainability strategy and on track to meet key
milestones
|
|
•
|
2040 Net Zero action plan and
targets15 validated by SBTi16
|
|
•
|
Progress externally recognised with
EcoVadis17 Gold Award for sustainability
|
Current
trading and outlook
•
|
Q1 24 revenue growth of 3% driven by
ProService with the Group's historic Services segment continuing to
deliver double-digit growth, despite continued softness in certain
customer segments and the impact of the mild winter on seasonal
products
|
•
|
Management remains mindful of
uncertain macro-economic conditions and accordingly continue to
manage costs, while also benefiting from the Group's lower-cost
operating model
|
•
|
Capex investment forecast in 2024 is
expected to be £26-£29m including c£3m to support the Group's
marketplace strategy
|
•
|
Management remains confident that
full year EBITA will be in line with market expectations
|
Steve Ashmore,
Chief Executive Officer, said:
"I am pleased to report another year
of significant strategic progress alongside resilient financial
performance, delivering revenue growth ahead of the market despite
a more challenging macro-environment. We have made big strides
implementing clear focussed strategies for our two divisions
ProService and Operations, with early positive results providing
the confidence to accelerate strategic investment to evolve HSS
into a leading marketplace for equipment services. Customers are
engaging with our marketplace platform at an exponential rate,
valuing the ease it brings and resulting in significant revenue
growth.
We continue to make good progress
embedding our ESG agenda in everything we do and are on track to
deliver our SBTi validated Net Zero action plan. During the year we
have been working alongside both customers and suppliers to enhance
reporting to help ensure effective ESG decisions are being made
across the whole supply chain and will shortly be launching new
technology enabling customers to make product decisions based on
carbon emissions. I was delighted that all of this progress was
recognised by EcoVadis with the award of their gold medal
sustainability rating.
We are more confident than ever in our strategy
and the strength of our technology platforms. We are well placed to
take full advantage when the market recovers".
Notes
1)
|
Results for FY23 and FY22 are on a
continuing operations basis
|
2)
|
Adjusted EBITDA is defined as
operating profit before depreciation, amortisation, and exceptional
items. For this purpose depreciation includes the net book value of
hire stock losses and write offs, and the net book value of other
fixed asset disposals less the proceeds on those
disposals
|
3)
|
Adjusted EBITA defined as Adjusted
EBITDA less depreciation
|
4)
|
Adjusted Profit before tax defined
as profit before tax excluding amortisation of brand and customer
lists and exceptional items
|
5)
|
ROCE is calculated as Adjusted EBITA
for the 52 weeks to 30 December 2023 divided by the average of
total assets less current liabilities (excluding intangible assets,
cash and debt items) over the same period
|
6)
|
Net debt leverage is calculated as
closing net debt divided by adjusted EBITDA for the 52 weeks to 30
December 2023 (prior year 52 weeks to 31 December 2022).
|
7)
|
Net debt leverage non-IFRS16 is
calculated as closing net debt excluding non-hire equipment leases
divided by adjusted EBITDA less right of use depreciation and
interest on non-hire equipment for the 52 weeks to 30 December 2023
(prior year 52 weeks to 31 December 2022).
|
8)
|
Performance excluding exceptional
items
|
9)
|
European Rental Association forecast
2023 +3.4%, ONS Construction Output 2023 +2.4%
|
10)
|
Group listed in February
2015
|
11)
|
All dividends will be paid in cash
and no scrip dividend, other dividend reinvestment plan or scheme
or currency election will be offered to shareholders. Ex-dividend
date of 23 May 2024, Record date of 24 May 2024 and Payment date of
2 July 2024
|
12)
|
Based on all customers that have
used our self-serve marketplace platform before 1st March 2024.
Growth calculated based on total customer spend January and
February 2024 compared to January and February 2023.
|
13)
|
Contracts raised through HSS.com and
HSS Pro as a percentage of total contracts raised in March 2023 and
March 2024
|
14)
|
Merchant locations open for
comparable period in both FY23 and FY22
|
15)
|
Net Zero action plan as shared in
the 2nd edition of the HSS ESG Impact Report published in Q2
23
|
16)
|
Science Based Targets
initiative
|
17)
|
EcoVadis is one of the world's
largest providers of independent business sustainability
ratings
|
-Ends-
Disclaimer:
This announcement has been prepared solely to
provide additional information to shareholders and meets the
relevant requirements of the Disclosure Guidance and Transparency
Rules of the Financial Conduct Authority. This announcement should
not be relied on by any other party or for any other
purpose.
This announcement contains
forward-looking statements relating to the business, financial
performance and results of HSS Hire Group plc and the industry
in which HSS Hire Group plc operates. These statements may be
identified by words such as "expect", "believe", "estimate",
"plan", "target", or "forecast" and similar expressions, or by
their context. These statements are made on the basis of current
knowledge and assumptions and involve risks and uncertainties.
Various factors could cause actual future results, performance or
events to differ materially from those described in these
statements and neither HSS Hire Group plc nor any other person
accepts any responsibility for the accuracy of the opinions
expressed in this presentation or the underlying assumptions. No
obligation is assumed to update any forward-looking
statements.
Notes to editors
HSS Hire Group plc provides tool and
equipment hire and related services in the UK and Ireland through a
nationwide network of Group companies and third-party suppliers. It
offers a one-stop shop for all equipment through a combination of
its complementary rental and re-hire business to a diverse,
predominantly B2B customer base serving a range of end markets and
activities. Over 90% of its revenues come from business customers.
HSS is listed on the AIM Market of the London Stock Exchange. For
more information please see www.hsshiregroup.com.
For
further information, please contact:
HSS
Hire Group plc
|
Tel: 020 3757 9248 (on 1 May 2024)
|
Steve Ashmore, Chief Executive
Officer
|
Thereafter, please email:
Investors@hss.com
|
Paul Quested, Chief Financial
Officer
|
|
David Smith, Director of Group
Finance
|
|
Teneo
|
|
Tom Davies
Giles Kernick
|
Tel: 07557 491 860
Tel: 020 7420 3155
|
Numis Securities (Nominated Adviser and
Broker)
|
Tel: 020 7260 1000
|
Stuart Skinner
George Price
|
|
CHAIRMAN'S STATEMENT
DEAR SHAREHOLDER
"I am pleased to report on another good year
with the Group delivering a resilient performance set against a
challenging and uncertain market. The Group has delivered another
year of good results, despite an uncertain economic backdrop,
whilst continuing to invest in our strategy as we focus on being
the market-leading, digitally-led brand for equipment
services."
Our results
The Group has delivered further revenue growth
and consistently high returns on capital. These results, which are
outlined in more detail by our CFO, Paul Quested, in the Financial
Review, have enabled a strong balance sheet to be maintained. As
such, I am pleased to report a proposed final dividend payment of
0.38p reflecting the continued confidence the Board has in the
management team and its execution of our strategy.
Our strategic progress
The Board and management team are pleased with
the strategic progress the Group has made during FY23 and believe
both divisions, ProService and Operations, are well placed going
forward. ProService has developed a technology platform helping it
to become what we believe is the leading marketplace for building
services in the UK, aggregating buyers and sellers across a broad
range of products and services. Operations has evolved its model,
driving efficiency and reducing its impact on the environment
whilst maintaining high levels of safety, quality and colleague
engagement.
Operations continues to be a leading national
provider of hire equipment and the largest supplier to
ProService.
I would like to highlight significant areas of
progress in each of our businesses in FY23.
Starting with ProService, the team has made
great progress with the development of our digital marketplace. In
addition to our expansive equipment rental offering, we rolled out
both new and wider ranges of non-rental products for our customers
(we call them 'product verticals') in the areas of Equipment Sales
and Building Materials, and in December we launched version 2.0 of
our marketplace platform. With both developments, results have been
positive and it is interesting to see customer and supplier
behaviours evolve as we further deploy our technology. More details
about our progress with self-service and new product verticals are
provided by our CEO, Steve Ashmore, in his CEO's
statement.
During FY23 the ProService team also completed
the establishment of a Central Sales function in our office in
Manchester, designed to reach more customers through a leaner model
whilst improving cross-selling. We have proven that a centralised
sales function, powered by data and enabled with technology, can
deliver great customer service in an efficient way.
Moving on to Operations, the team has deployed
new technology into our workshops, designed to improve quality
standards, reduce customer exchanges and further improve our fleet
efficiency and carbon footprint. In addition, the team has
accelerated the transformation of our branch network into the
builders merchant model that we first tested back in 2020. This
model provides opportunity for growth, removes fixed costs,
strengthens relationships with our Building Materials product
vertical suppliers and delivers convenience for
customers.
The Group's ESG agenda continues to be very
important for the Board, and I am pleased to say we have made some
important progress this year. We had our Net Zero plan audited by
the SBTi (Science Based Targets initiative) which approved them as
being in line with the ambition to limit global warming to 1.5°C.
During the year we have launched a new waste reduction project,
published our second ESG Impact Report, launched customer
CO2 reporting and rolled out colleague ESG training. All
this progress was recognised in the recent EcoVadis audit which
resulted in our award of Gold status. You can read more about our
ESG journey in the Sustainability at HSS section.
The progress the teams have made in FY23 is
impressive and reflects one of the Group's key values: to Make It
Better.
Divestment of specialist Power business
On 7 March 2024, we announced the sale of our
specialist Power businesses, ABird and Apex, to CES Global. This
divestment further strengthens our balance sheet and allows us to
continue to focus on our customer proposition, technology
development and operational excellence. Specialist power generation
continues to be part of our customer proposition and CES Global
will be a key supplier to our ProService division going
forward.
Equipment Quality
We continue to operate a well-invested fleet
with high safety and quality standards.
Our Board
The Group continues to benefit from a stable
and experienced Board. We remain custodians of the HSS brand,
supporting senior management with their strategic decisions,
reviewing the Company's risk profile and monitoring progress in
areas such as our ESG roadmap and technology development
programme.
The Board continues to engage with all
stakeholders to ensure HSS operates with transparency, integrity
and in the interests of our colleagues and stakeholders.
Dividends
We have been pleased to continue our
progressive dividend policy this year, which is designed to ensure
sustainability through the economic cycle, taking into account
underlying profit generation and balance sheet strength.
Having considered the Group's outlook and
financial position, and all stakeholders' interests, the Board is
recommending a final dividend of 0.38p, making 0.56p for the full
year. Assuming the dividend is approved at the Annual General
Meeting, it will be paid on 2 July 2024 to shareholders on the
register on 24 May 2024.
Outlook
We have seen another good year of strategic
progress for the Group, delivering robust financial results in an
uncertain economic environment. I would like to thank my fellow
Board members for their support and express my gratitude to our
colleagues for their ongoing commitment, hard work and contribution
to our achievements over the year.
The strategic progress made across the Group
this year, delivered by our colleagues and underpinned by our
investment in technology, makes each of our two divisions well
positioned for future growth.
Alan Peterson
OBE
Chairman
CHIEF EXECUTIVE OFFICER'S STATEMENT
"The Group has delivered a solid performance
alongside further strategic progress and I would like to extend my
thanks to all my colleagues for their continued dedication and hard
work over the last year."
We entered the year off the back of a strong
set of results in FY22, with a robust balance sheet and a new
operating model built around two divisions: ProService and
Operations. This foundation, combined with positive emerging KPIs
from each business, gave us the confidence to accelerate investment
in our strategy of becoming the market-leading, digitally-led brand
for equipment services. We took this decision to continue our
investment in operating costs for future growth against the
backdrop of uncertainties in the wider UK economy. It is within
this context that I can now reflect on a progressive year, during
which we have delivered a resilient financial performance alongside
significant investment in our strategy.
OUR YEAR IN SUMMARY
Strong financial performance
Our revenue growth has continued to outperform
the market, with like-for-like revenues 4.9% ahead of the prior
year, enabled through the ongoing expansion of our successful
builders merchant network, early adoption of self-service and
support from new product verticals. We have continued to expand our
Central Sales team and develop our technology platform, investing
£5.1m during the year. Whilst doing so, we have maintained a strong
balance sheet and industry-leading returns, which Paul discusses in
more detail in the Financial Review.
Self-service technology
Following successful self-service trials with a
small number of large contractors in Q4 FY22, we decided to extend
trials to over 500 small and medium sized customers in FY23. These
trials have shown good results with strong adoption rates and
significant growth in revenue from this set of customers. In
December 2023 we launched version 2.0 of our self-service
marketplace platform with new and improved functionality for
customers and we are now rolling out this channel to more of our
customers during FY24.
I believe that our self-service technology
really differentiates us from the competition. It provides
customers with a marketplace platform to access a wide range of
building products and services, offering a single point of ordering
and control. Results from the trials undertaken in FY23 show strong
levels of interest from our customers, with the potential for
improved loyalty as they get used to the convenience of a single,
easy-to-use platform. We expect to see self-service rates increase
markedly in FY24, creating the opportunity to significantly reduce
the cost-to-serve thereafter.
New product verticals
Our technology platform allows us to quickly
launch new product verticals, enhancing the one-stop shop
experience for customers, particularly for those using our
self-service marketplace platform. In FY24 we launched two
significant new product verticals, Equipment Sales and Building
Materials, with both seeing good customer adoption. Our integrated
technology platform means that these new products are readily
available to customers across all channels, whether they choose to
self-serve, visit a builders merchant or contact us via email or
phone.
In Equipment Sales we partnered with Toolbank
to provide an offering of over 30,000 tools, fittings, consumables
and personal protective equipment (PPE) to our customers. Whilst
relatively small in value compared with equipment hire, these
resale products provide convenience for customers and add users to
our marketplace which we believe will further enhance loyalty to
ProService. We fulfilled orders for almost 1,000 customers by the
end of the year, reflecting the power of our offering and the
underlying demand for a one-stop shop in the building services
market.
In Building Materials we already had a
pre-established network of over 20 merchant partners keen to sell
their products into our customer base.
We conducted a trial in H1 encouraging our
salesforce to promote this offering to customers and setting up a
small team to process resultant orders. Following a positive start
we decided to make the offering available more widely. In
September, we introduced a new 'Building Materials' tile on our
technology platform, making it accessible to all customers whether
they are self-serving through ProService or the hss.com website, or
through our sales teams. By Q4 we were regularly generating over
£75k of revenue per week from Building Materials, serving over 400
customers.
In FY24 we expect to gain further momentum in
Equipment Sales and Building Materials sales, and intend to
roll-out, other product verticals on our technology
platform.
Central Sales
During H1 2023, we grew our Central Sales team
demonstrating the benefit of a centralised model for greater
customer reach, enhanced cross-selling and improved efficiency.
Armed with our HSS ProPOS technology and driven by data, this team
was given a portfolio of over 10,000, largely SME customers to
manage. During the year this portfolio has delivered revenue growth
20 ppts ahead of other SME customers, at higher levels of
productivity. Having proved this model we are now in the process of
rationalising our overall sales acquisition and order-taking
organisation, to drive further productivity benefits and enhanced
customer experience.
Operational efficiency and customer service
Operations has had another successful year,
continuing to deliver market-leading levels of customer service
whilst striving for ongoing efficiency gains and carbon
reduction.
Following the roll-out of Satalia route
optimisation software in FY22, the Operations team has successfully
trialled more new technology in FY23, the Digital Service Portal
(DSP), which is designed to improve equipment standards, reduce
customer downtime and lower our cost to serve. This year the team
will be introducing QR coding for products in our fleet, which will
mark the final step in our transition to a paperless operational
transaction.
Builders merchants network
Our well-established builders merchant network
delivered revenue growth on a same stores basis in excess of 20%,
significantly ahead of the market. This variable, lower-cost model
provides builders merchants' customers with a convenient solution
to equipment hire, in addition to providing a great working
environment for our colleagues. During FY23 we accelerated the
transition from the traditional HSS branch network to builders
merchants, opening a further 26 locations, which we look forward to
seeing mature over the coming year.
In FY24 we will complete this network
transition, opening further builders merchants in England, Wales,
Scotland and Northern Ireland.
ESG roadmap
As Chair of our ESG Forum I am pleased to
report that we have continued the successful delivery of our ESG
roadmap, staying on track to achieve our Net Zero 2040 target as
well as our near-term objectives. We continue to work with
consultant, Sustainable Advantage, which monitors our progress,
prioritises our activities and provides examples of best practice
from other industries. We also engaged auditors EcoVadis and CDP,
global leaders in ESG accreditation, to independently assess our
progress.
Our achievements are once again detailed in the
Sustainability section, but for now I would like to highlight three
significant achievements:
1.
|
We launched our customer CO2
reporting suite, rolling it out to several key accounts. This
reporting allows customers to understand the carbon footprint of
their hiring activities and make better choices to reduce
carbon.
|
2.
|
In May 2023, the SBTi completed its audit of
our plans to reduce GHG emissions and has approved them as being in
line with the ambition to limit global warming by 1.5°C. We were
the first in our sector to achieve this approval in May
2023.
|
3.
|
In September we were delighted to be awarded
Gold status by EcoVadis following its audit of our business. This
puts us in the 95th percentile in our peer group and reflects the
significant progress we have made.
|
During the year we also launched a new waste
reduction programme, continued on our journey of fleet
electrification, rolled out colleague ESG training, completed a
Biodiversity impact assessment and completed over 250 supplier
audits as part of our new ESG accreditation programme. We look
forward to realising the benefits of these activities in the years
to come.
You can read more about ESG in our second
Impact Report published in June which is available on our
website.
STRATEGY
We separated our business in FY22 with the
creation of ProService and Operations: two distinct divisions to
take advantage of our fragmented market and capitalise on customer
and supplier requirements. Each division has a clear focus to
advance their differentiated propositions, defined through their
visions and strategic objectives.
ProService
To become the market-leading marketplace for
building services
ProService has three strategic
objectives:
1.
|
Enhance our market-leading
proposition
|
|
ProService addresses customers' demand for a
one-stop shop. As such, we will continue to introduce new product
verticals, expanding our offering within equipment hire and beyond
into areas such as training and resale. We have been encouraged by
the uptake of our equipment sales and building materials product
verticals in FY23 and will increase activity here in
FY24.
|
|
Our in-house technology developers are
constantly striving to improve the user journey for customers,
suppliers and colleagues. Following the launch of ProService
version 2.0 in December 2023, our team will be closely monitoring
user behaviours with a view to optimising the self-service platform
even further. This will include enhancing content, covering
additional product photos, videos and 'how-to' guides. We will also
drive ESG, showing customers carbon credentials of alternative
products and offering carbon reporting.
|
2.
|
Expand both our buyer and seller
network
|
|
As we constantly strive for market-leading
availability, we will deepen our seller base, both in equipment
hire and new product categories. A specific area of focus for us in
FY24 will be the ongoing expansion of our Training Plus network of
third party trainers, offering courses well beyond technical
equipment training.
|
|
We will focus on brand promotion and improved
messaging, to drive buyer and supplier loyalty. Buyer acquisition
will be data driven and increasingly targeted at different customer
segments.
|
|
We will build on the progress made during FY23
with our supplier audit programme, helping to reduce upstream
carbon footprint, increase buyer choice and improve carbon
reporting.
|
3.
|
Drive self-service adoption
|
|
We have seen strong appetite from customers for
a self-service platform, both from market research and the trials
carried out so far. It is now a priority for us to promote this
self-service channel to all customers, drive improved engagement
and enable greater loyalty. Alongside this we will streamline other
channels to ensure a consistent, high-quality customer experience,
which also results in a leaner cost-to-serve model, enabled by the
centralisation and automation of activities.
|
Operations
To become the most efficient, high-quality
rental operator in the UK
Operations has clear strategic
objectives:
1.
|
Lead with ESG
|
|
We will always prioritise the safety and
wellbeing of our customers and colleagues, while continuing to
pursue our Net Zero 2040 pledge alongside our shorter-term ESG
objectives. There are many ongoing activities in this area (see
later in our ESG section). Priorities include reducing carbon
footprint with ongoing distribution efficiencies together with
further migration to electric vehicles (EVs). We also continue to
prioritise the ongoing reduction in the carbon footprint of our
physical network (linking to objectives 2 and 3 below).
|
2.
|
Optimise our network
|
|
Our Operations business is currently completing
the transition from fixed-cost, low-footfall traditional hire
branches to variable, low-cost, high-footfall builders merchant
locations. As this network is finalised it also provides an
opportunity to optimise the distribution network that supports
it.
|
3.
|
Focus on customer service
|
|
We look to technology to improve our levels of
service and efficiency. We will continue to leverage the benefits
of our Satalia route optimisation software and explore the
potential to introduce narrower time windows for customers. The
roll-out of our DSP, which I mentioned earlier, will improve
equipment standards and efficiency.
|
Divestment of specialist Power
business
On 7 March 2024, we announced the sale of our
specialist Power businesses, ABird and Apex, to CES Global. ABird
and Apex have been a valued part of our Group business for a number
of years, and will continue to provide an important element of our
customer proposition as they will be a key specialist power
generation supplier to ProService going forward. The teams at ABird
and Apex have made an excellent contribution to the Group and I am
confident that this change in ownership will give them the
specialist support they need to continue to grow. For the HSS
Group, the divestment creates yet more focus on technology
development, enhanced customer focus and operational excellence. I
would like to thank all my ex-colleagues at ABird and Apex for
their contributions over the years, and wish them every success for
the future.
OUTLOOK
Following significant strategic investment in
FY23 the Group retains a healthy balance sheet and industry-leading
returns. We continue to operate in a challenging UK economy,
impacted by wider uncertainty in global markets, but our
lower-cost, technology-enabled operating model positions us well.
The investment we have made over the last 12 months puts us in a
strong position to capitalise as markets recover.
Our self-service marketplace technology
provides the foundation to drive customer loyalty and revenue
growth, whilst providing opportunities to further optimise our
operating model in future years. The scale of our customer and
supplier networks sets us apart from other marketplace startups and
our team continues to be highly engaged and motivated to deliver on
our ambitions.
We enter 2024 with our business in great shape
to continue taking market share and providing an alternative
technology-driven, lower-cost operating model. Our one-stop shop
proposition, combined with our self-service marketplace solution,
provides customers with the opportunity to reduce their procurement
costs which will be particularly relevant irrespective of market
conditions.
We have made significant progress in recent
years, transforming our customer proposition through the
reorganisation of our business and the introduction of new
technology. I believe these changes will deliver market share
gains, enhanced customer service and greater productivity across
the Group, as we leverage new product verticals, improved routes to
market and our differentiated technology over the coming year. I am
confident that this will deliver improved shareholder returns
through progressive improvements in earnings per share. I remain
excited about the prospects for the Group in FY24 and
beyond.
I would like to thank all my colleagues once
again for their efforts during FY23, and the continued support of
our Chairman, the Board and all our Shareholders.
Steve
Ashmore
Chief Executive Officer
FINANCIAL REVIEW
"With continued investment in our marketplace
strategy and strong balance sheet, we are well
positioned for growth."
OVERVIEW
The Group has delivered a resilient financial
performance in a challenging market. Revenue growth has
outperformed the market with high returns consistently achieved, a
strong balance sheet maintained and investment in our strategy
stepped up.
FY23 has been a resilient year for the Group
against the backdrop of market uncertainty. Revenue growth of 4.9%
has outperformed the market and, throughout a period of material
strategic change, industry-leading returns and a strong balance
sheet have been maintained. As always, this is testament to the
hard work and commitment demonstrated by each and every
colleague across the business.
Strategic investment has been centred around
our marketplace business with £5.5m invested in the further
development of our Brenda technology platform and £5.1m increased
overhead including our Central Sales team, product expansion and
in-housing senior technology leaders from the third party
developer. This investment sets the Group up for future growth,
building on already impressive Services performance with revenue
growth of 12.0% in the year.
There has been continued focus on ensuring a
leaner operating model. This included accelerating the transition
from traditional branches to builders merchants. Exceptional costs
of £2.2m were recognised in relation to these changes.
While profitability fell year on year, the
strategic investment accounted for a material element of this
reduction. The Board will always focus on maintaining the
appropriate balance between shorter-term profitability and future
growth.
Alongside our strong balance sheet, we now have
our technology and organisation in place and, through the flexible,
low-cost, scalable model we are well positioned to deliver improved
returns in the future.
Revenue
Group revenue grew by 4.9% to £349.1m (FY22:
£332.8m), driven by 12.0% growth in our Services business and 0.5%
growth in our Rental business.
Group revenue growth is one of our KPIs as,
combined with estimates of market size and growth rates,
it provides us with a measure of our market share. HSS's
revenue recognition accounting policy includes the judgment that
some of the Group's contracts with customers contain leases.
Accordingly, the policy explains that the Group's hire and rehire
revenue streams fall within the scope of IFRS 16 Leases.
Segmental performance
As disclosed in the Group's 2022 Annual Report,
the Group completed a significant internal restructuring exercise
to support its long-term strategic objectives. This included the
creation of a new divisional structure, separating out the
ProService and Operations businesses:
· ProService -
Digital marketplace business focused on customer and supplier
acquisition. Technology driven, extremely scalable and uniquely
differentiated including training services.
· Operations -
Fulfilment business including power generation, focused on health
and safety and quality, with circular economy credentials,
comprehensive national footprint and high customer
satisfaction.
As a result of this, the Group's operating
segments have changed from those presented in the prior year. Under
IFRS 8 Operating Segments, comparatives should be restated when
reportable segments change as a result of internal restructuring.
The Group has not previously had the ability to reliably separate
the results, assets and cash flows of the business between the
ProService and Operations businesses. IFRS 8 allows for
comparatives to be omitted where the information is unavailable and
would involve excessive cost to create. The availability of
information prior to the restructure is such that the Group is not
able to present comparatives under the newly identified reportable
segments.
To ensure that comparable segmental information
is available to the users of the financial statements,
the Group has presented two segmental reporting disclosures
for the current period's results. After the period of
transition for FY23, the Group will only present the newly
identified reportable segments.
The table below provides the FY23 revenues,
EBITDA and EBITA from our new segments. Central includes
intercompany eliminations reflecting the high level of trading
between Operations and ProService and central management
costs.
£m
|
FY23
Revenue
|
FY23 Adjusted
EBITDA
|
FY23 Adjusted
EBITA
|
ProService
|
311.0
|
14.4
|
12.8
|
Operations
|
135.8
|
58.3
|
22.3
|
Ireland
|
27.4
|
6.9
|
3.9
|
Central
|
(125.1)
|
(14.5)
|
(14.7)
|
Total
|
349.1
|
65.1
|
24.3
|
To enable comparability we continue to disclose
our old operating segments of Rental and Services.
Rental and related revenues
Rental revenues increased marginally by 0.5% to
£207.3m (FY22: £206.2m) and accounted for 59% of Group revenue
(FY22: 62%). The growth was underpinned by strong like-for-like
performance through our builders merchants and targeted investment
in high-demand product categories, which all performed well despite
softening demand in certain buyer segments and the impact of mild
weather on our seasonal product. Rental and related revenues is one
of our KPIs.
Contribution, defined as revenue less cost of
sales (excluding depreciation and exceptional items), distribution
costs and directly attributable costs, of £136.7m (FY22: £138.4m)
was down 1.3%, reflecting the mix of revenues towards larger
customers, growth of lower-margin ancillary revenue and continued
inflationary pressure on distribution costs.
Services
Services revenues increased by 12.0% to £141.8m
(FY22: £126.6m), accounting for 41% (FY22: 38%) of Group
revenue. Customers continue to value our one-stop shop
marketplace proposition underpinned by our Brenda technology
platform and large network of supply chain partners. Over recent
years, we have consistently delivered double-digit revenue growth
and our continued investment to make the customer experience
even easier puts the Group in a positive position for the
future.
Contribution from Services increased by 1.4%
to £19.5m (FY22: £19.3m).
Costs
Our cost analysis set out below is on a
reported basis and therefore includes exceptional costs.
Our cost of sales increased by 9.3% to £180.0m
(2022: £164.6m), mainly volume driven, with another year of
double-digit growth in Services revenues.
Distribution costs increased by 4.7% to £31.7m
(2022: £30.3m) mainly due to a combination of revenue growth and
inflationary pressures impacting driver salaries, fuel and third
party haulage.
Administrative expenses increased by 2.7% to
£115.3m (2022: £112.3m) principally due to additional overhead
investment to support delivery of the Group's strategy.
Adjusted EBITDA and Adjusted EBITA
Our Adjusted EBITDA for FY23 was £6.5m lower at
£65.1m (FY22: £71.6m) with margins reduced to 18.7% (FY22: 21.5%),
reflective of the mix of revenue towards Services and £5.1m (FY22:
£0.8m) strategic investment for future growth. Adjusting for the
strategic investment, underlying margin was 20.1%. Adjusted EBITDA
and EBITDA margin are included in our KPIs.
Our Adjusted EBITA for FY23 was £24.3m (FY22:
£32.0m), a combination of reduced EBITDA and increased
depreciation. The increased depreciation is from £0.9m property,
plant and equipment which is net of a £2.7m benefit from the
extension of the useful economic life for Powered Access equipment
and £0.3m right of use assets. Adjusted EBITA margin decreased
2.6pp to 7.0% (FY22: 9.6%). Adjusting for the strategic investment,
underlying margin was 8.4%. Adjusted EBITA and EBITA margin are
included in our KPIs.
Other operating income
Total other operating income of £0.1m (FY22:
£0.5m) relates to sub-lease rental and service charge income
related to non-trading properties. The value has reduced from FY22
as we have surrendered non-trading leases.
Operating profit
Our operating profit decreased by £4.5m to
£19.9m (FY22: £24.4m). This was mainly due to strategic investment
in the year.
Exceptional items
Our exceptional costs are summarised in the
table below:
|
FY23
£m
|
FY22
£m
|
Onerous property costs
|
0.8
|
(0.4)
|
Costs relating to branch network
restructure
|
1.5
|
-
|
Costs relating to group
restructure
|
0.2
|
3.2
|
Onerous contract
|
0.3
|
(0.4)
|
Total
|
2.8
|
2.4
|
Exceptional costs totalled £2.8m (FY22 £2.4m).
This included £1.7m costs relating to restructuring, primarily from
the further transition of moving from traditional branches to
builders merchants. This compares with £3.2m in FY22 which included
the costs to complete the Group's legal restructuring. The
remaining costs of £1.1m relate to onerous contract and property
provisions, which compare with exceptional credits from provision
releases of £0.8m in FY22.
The total costs for accelerating the transition
from traditional branches to builders merchants was £2.1m, £1.5m
within costs relating to restructure and £0.6m within onerous
property costs.
Finance costs
Net financial expense increased to £10.9m
(FY22: £7.8m) due to UK base rate interest increases. These costs
are summarised in the table below:
|
FY23
£m
|
FY22
£m
|
Senior finance facility
|
5.3
|
3.0
|
Interest on hire purchase
arrangements
|
0.8
|
1.0
|
IFRS 16 lease liabilities
|
3.6
|
2.9
|
Other
|
1.4
|
0.9
|
Total finance costs
|
11.1
|
7.8
|
Bank interest received
|
(0.2)
|
-
|
Net
finance expense
|
10.9
|
7.8
|
Taxation
The Group had a tax charge for the year of
£4.7m (FY22: tax credit of £3.9m). This represents £5.6m (FY22:
£5.1m credit) deferred tax charge, partly offset by £0.8m (FY22:
£1.2m charge) current tax credit. The change in deferred tax is
partly from last year's move to a deferred tax asset based on a
three-year recognition window rather than one year, followed by a
FY23 reduction in deferred tax asset, reflecting a more cautious
outlook based on macroeconomic uncertainty.
Deferred tax assets have been recognised to the
extent that management considers it probable that tax losses will
be utilised. In FY23 a three-year (FY22: three-year) recognition
window has been applied.
Reported and adjusted earnings per share
Our basic and diluted earnings per share, both
on a reported and adjusted basis, reduced in FY23 driven by lower
profits from the demand softness in certain end markets, reflective
of the mix of revenue towards Services and £5.1m (FY22 £0.8m)
strategic investment for future growth.
Capital allocation
Our goal is to create long-term shareholder
value. In FY23 we have focused on investing in our marketplace
business, providing a differentiated proposition in the market for
both customers and suppliers. The foundations laid in FY23 set the
Group up for future growth and improved shareholder
returns.
Dividend
With a strong balance sheet and confidence in
the strategy, the Board remains committed to a progressive dividend
policy. As such a final dividend of 0.38p is recommended, bringing
the full year to 0.56p, an increase of 4% over the prior year
(FY22: 0.54p).
Capital expenditure
Additions to Intangible assets, property, plant
and equipment and right of use hire equipment in the year were
£40.2m (FY22: £43.8m). Investment in technology, principally in our
Brenda platform to support future marketplace business growth,
totalled £7.1m (FY22: £5.6m). This included £1.3m to acquire full
IP of the source code underpinning the Brenda platform. Investment
in hire fleet to support our Rental business was £30.6m (FY22:
£32.7m) with decisions informed from our insight tools to maximise
returns.
Return on capital employed
We believe that our ROCE remains
market-leading. In FY23 we achieved 16.2% which was a decrease of
6.6% from FY22, but still comfortably in excess of our weighted
cost of capital. A reduction was expected as we invested to support
the future growth of the marketplace business, both in terms of
overheads and software development. Our underlying ROCE excluding
this investment was 19.6% (FY22: 23.3%). ROCE is one of our
KPIs.
Trade and other receivables
Gross trade debtors increased 2% over FY23,
following increased revenue throughout the financial year. There
has been significant focus and improved performance on cash
collections. However, with the ongoing macroeconomic uncertainty,
we continue to adapt our processes and systems to mitigate this
risk (refer to Principal Risk and Uncertainties section) and have
applied an adjusted risk factor to expected loss rates in
determining the provision for impairment which increased the
provision by £0.7m.
Provisions
Provisions reduced £2.7m to £18.6m (FY22:
£21.3m). The vast majority of this reduction relates to the ongoing
annual onerous contract payments to Unipart following the exit from
the National Distribution and Engineering Centre in 2018. At 30
December 2023, the remaining balance on this provision was
£6.8m.
Cash generated from operations
Net cash generated from operating activities
was £20.2m, a decrease of £18.8m compared with FY22. The reduction
is mainly from lower EBITA, higher interest costs and movements in
working capital, including settlement of FY22 exceptional costs and
the ESA award.
Leverage and net debt
Net debt increased £17.3m to £111.6m (FY22:
£94.3m) and at 30 December 2023 the Group had access to £68.2m (31
December 2022: £84.0m) of combined liquidity from available cash
and undrawn borrowing facilities. With the reduced Adjusted EBITDA
and higher net debt, leverage increased to 1.7x (FY22: 1.3x).
Leverage ratio is one of our KPIs.
Use of alternative performance measures to assess and
monitor performance
In addition to the statutory figures reported
in accordance with IFRS, we use alternative performance measures
(APMs) to assess the Group's ongoing performance. The main APMs we
use are Adjusted EBITDA, Adjusted EBITA, Adjusted profit before
tax, Adjusted earnings per share, leverage (or Net Debt Ratio) and
ROCE, which are included in our KPIs.
We believe that Adjusted EBITDA, a widely used
and reported metric amongst listed and private companies, presents
a 'cleaner' view of the Group's operating profitability for the
year by excluding exceptional costs, finance costs, tax charges and
non-cash accounting elements such as depreciation and
amortisation.
Additionally, analysts and investors assess our
operating profitability using the Adjusted EBITA metric, which
treats depreciation charges as an operating cost to reflect the
capital-intensive nature of the sector in which we operate. This
metric was used in FY23 to calculate annual bonuses payable to
Executive Directors.
The Adjusted profit before tax figure comprises
the reported profit before tax, amortisation of customer
relationships and brands-related intangibles as well as exceptional
costs added back. This amount is then reduced by an illustrative
tax charge at the prevailing rate of corporation tax (a blended
rate of 23.5% has been used following the increase to 25% in April
2023) to give an Adjusted profit after tax.
Analysts and investors also assess our earnings
per share using an Adjusted earnings per share measure, calculated
by dividing Adjusted profit after tax by the weighted average
number of shares in issue over the period. This approach aims to
show the implied underlying earnings of the Group.
The calculation of Adjusted EBITDA and Adjusted
EBITA can vary between companies, and a reconciliation of Adjusted
EBITDA and Adjusted EBITA to operating profit and Adjusted profit
before tax to profit before tax is provided in the Consolidated
Financial Statements. A reconciliation of reported profit per share
to Adjusted earnings per share is provided in the Consolidated
Financial Statements.
In accordance with broader market practice, we
comment on the amount of net debt in the business by reference to
leverage (or Net Debt Ratio), which is the multiple of our Adjusted
EBITDA that the net debt represents.
We use ROCE to assess the return (the Adjusted
EBITA) that we generate on the average tangible fixed assets and
average working capital employed in each year. We exclude all
elements of net debt from this calculation.
Post balance sheet events
On 7 March 2024, the Group sold ABird and Apex
(the Power businesses) within the Group to a third party, CES
Global. The businesses were sold for an enterprise value of
£23.25m, with customary working capital and debt adjustments
resulting in a cash consideration of £20.7m. Net assets disposed
were £20.7m (including consolidation related intangibles of £6.4m)
for a gain before transaction costs of £nil. In connection with the
sale of the businesses the Group has incurred transaction costs of
£0.7m in 2024. Subsequent to the sale, proceeds of £12.5m on the
sale of the Power businesses were used to make a partial repayment
of the Group's senior loan facility, reducing the total liability
from £70.0m at the year end to £57.5m.
Based on the ongoing successful performance of
the Group's builders merchant locations, the decision was made
during FY23 to accelerate the migration to this lower variable cost
model. To this end, in March 2024 the further closure of four
branches located in England and Scotland was approved reducing
ongoing costs by c£0.7m per annum, with expected exceptional costs
of between £0.8m and £1.3m
Paul
Quested
Chief Financial Officer
RISK MANAGEMENT
MANAGING RISK AND
UNCERTAINTY
"Effective risk management underpins everything
we do at HSS, from strategy development to managing day-to-day
activities. We employ a comprehensive risk management process to
help the Group identify emerging risks, assessing impact
and ensuring appropriate mitigating actions are put in
place."
Ownership
The Board has overall responsibility for the
business strategy and managing the risks associated with its
delivery, setting the risk appetite, tolerance and culture to
achieve its goals. The Audit Committee plays a key supporting
role through monitoring the effectiveness of risk management and
the control environment, reviewing and requesting deep dives on
emerging risk areas and directing and reviewing independent
assurance. The Group's Executive Management Team (EMT) has overall
responsibility for day-to-day risk management. Mark Shirley, HSS's
Risk and Assurance Director, maintains the Group's risk register
which is reviewed in detail by the EMT on a quarterly basis with
changes to the risk landscape, assessment and mitigating actions
agreed.
Identification and assessment
Risks are identified through a variety of
sources, both internal and external, to ensure that key developing
themes are considered. This process is focused on those risks
which, if they occurred, would have a material financial or
reputational impact on the Group. Management identifies the
controls in place for each risk and assesses the impact and
likelihood of the risk occurring, taking into account the effect of
these controls, with the result being the residual risk. This
assessment is compared with the Group's risk appetite to determine
whether further mitigating actions are required. All risks have an
overall EMT owner responsible for the day-to-day management. Health
and safety and ESG are key areas in our industry and, as such,
require collective ownership to continually improve. There is an
established Executive Health and Safety Forum which is made up of
the EMT, Operational Managing Directors and the Risk and Assurance
Director. The forum meets bi-monthly (and more frequently if
required) to review trends, incidents and issues. For ESG we
have an ESG Committee that oversees improvement actions and
monitors risk and opportunities, and the EMT reviews ESG progress
on a monthly basis.
Monitoring
The Risk and Assurance Director reports and
meets with the EMT monthly to review the findings of risk-based
assurance activity. Risk-based assurance work is then reported to
the Audit Committee on a quarterly basis for
review.
How we manage risk
We adopt a three lines of defence model for
managing risk, providing the Board and the EMT with assurance that
risk is appropriately managed. This is achieved by dividing
responsibilities as follows:
· The first line of
defence- Functions that own and manage risk.
· The second line
of defence- Functions that oversee or specialise in specific risk
such as Health, Safety, Environment and Quality (HSEQ), Supply
Chain Auditors, Performance Reporting, and Control Risk
Self-Assessment (CRSA) audits undertaken by regional
management.
· The third line of
defence- Functions that provide independent assurance, in the HSS
case primarily Internal Audit.
Culture and values
The Board is cognisant that risk management
processes alone are not enough to mitigate risk, and behaviour is a
critical element in risk management. The wellbeing of our
colleagues, the drive and skill sets they bring and the training
and environment we provide are key to our success. These are
underpinned in the HSS values, which are vital
in us achieving our strategy as well as mitigating
the risks associated with it.
Macroeconomic risk
This risk continues to be one of the main
risks facing the Group with a combination of domestic and
global issues likely to impact UK growth and therefore demand. We
have faced an unprecedented period of macroeconomic
uncertainty over recent years, starting with Brexit and followed by
a pandemic, international conflict, global inflationary pressures
and resultant interest rate rises. While inflation pressure has
started to ease, we recognise that escalating conflicts in 2024
have the potential to adversely affect energy costs and disrupt
global shipping which could impact supply chain lead times and
equipment costs. We continue to focus on the direct impact of these
macroeconomic conditions on the Group and the mitigating actions
that can be taken. While the uncertainty continues to evolve, the
Group's risk rating remains unchanged due to actions taken.
The transition to a lower-cost and flexible operating model
have been key in combating inflationary pressures and a higher
cost of borrowing. Credit control systems and procedures continue
to be enhanced, mitigating the risk of increased levels of
customer insolvency.
ESG risk
ESG risk is integrated into our risk management
process as part of the Group's commitment to the recommendations of
the Task Force on Climate-related Financial Disclosures (TCFD), and
climate-related risks and opportunities have been considered across
multiple timeframes. These are covered in more detail in the
Sustainability at HSS section.
FY23 risk management developments
The focus in FY23 was on broadening the
organisation's risk and assurance capacity and capability to
increase coverage as well as ensuring flexibility to evolve
with our changing business.
•
|
Achieved ISO 27001 Information Security
Management accreditation to enhance cyber
risk management.
|
•
|
Incident management and investigation training
provided to all operational management and assurance team members
to help improve standards and reporting.
|
•
|
Revised branch standards (CRSA audits)
performed by regional managers by aligning to Internal Audit
specific location audits.
|
•
|
Introduced new Central Sales audit, monitoring
the standards of our Manchester-based team.
|
•
|
Quarterly ESG risk reviews instigated
to ensure the Group progresses on its journey to net
zero.
|
•
|
Implemented new supply chain policy with
defined standards for third party suppliers and increased the size
of the supply chain auditing team to ensure compliance with this
policy.
|
FY24 planned improvements to risk management
process
The focus for FY24 will be on improving
performance standards through broadened, focused and increased
capacity alongside targeted activity on specific risk
areas.
•
|
Introduce balanced scorecards to evaluate
locations and departments, using a blend of audit scores and
performance data, with a focus on safety and standards.
This will support the identification of improvement areas
alongside recognition of good performance.
|
•
|
Refresh the Group's safety brand through
a combination of campaigns and enhanced targeted training
linked to the balanced scorecard insight and recognition of role
model behaviours.
|
•
|
Implementation of enhanced, more dynamic credit
governance processes including quarterly fraud and security reviews
of trends and emerging threats, new process introduction and
targeted training for customer-facing colleagues.
|
•
|
Develop a new customer complaints module to
give better insight into supply chain performance.
|
•
|
Embed the supply chain audit process ensuring
adherence to revised policy.
|
•
|
Expand the frequency and depth of risk reviews
of third party service suppliers, regularly assessing the security
and contingency measures in place to ensure continuity of
supply.
|
PRINCIPAL RISKS AND UNCERTAINTIES
Key
risk
|
Description and impact
|
How
we mitigate
|
What we have done in FY23
|
1.
MACROECONOMIC CONDITIONS
Movement - None
Owner: Steve Ashmore
Chief Executive Officer
|
The Group's sales and profits,
either volume or price, are adversely impacted by any decline in
the macroeconomic environment.
International conflicts,
inflationary pressures and the higher cost of borrowing lowers
growth, affecting demand, supply chains and financial
performance.
|
The Group is not over-exposed to any
one area or segment.
Ongoing monitoring and modelling of
macroeconomic indicators and performance, both of which are
reviewed regularly by the EMT.
Lower and flexible cost operating
model, mitigating against any downturn in future demand.
|
We have continued to maintain tight
cost control measures, taking decisive action during the year in
response to softness in certain customer segments whilst ensuring
we adequately invest in the strategy and monitor
implementation.
We have reduced long-term costs in
our operating model, including moving more standalone branches to
builders merchants.
The Group's Procurement team worked
with suppliers to ensure that any supply chain disruption was
minimised including, where appropriate, seeking alternative
providers.
Reverse stress-test impact of
economic slowdown and higher interest rates.
Mitigating action plans developed to
respond to uncertain macroeconomic environment.
|
2.
COMPETITOR CHALLENGE
Movement - None
Owner: Steve Gaskell Group
Strategy Director
|
A highly competitive and fragmented
industry, with the chance that increased competition could result
in excess capacity, therefore creating pricing pressure and adverse
impacts on planned growth.
|
Differentiated technology platforms,
including fully integrated self-service interfaces for customers,
suppliers and colleagues, providing fast and efficient user
journeys.
Through our continually expanding
supply chain, the Group gives customers a one-stop shop providing
access to a huge range of products and complementary services such
as training courses.
Our organisational structure allows
for a strong focus on sales acquisition.
We have a low-cost operating model,
providing national coverage from a network of CDCs, builders
merchants and traditional branches.
|
Following the creation of two
distinct divisions in ProService and Operations, clearly defined
visions and strategic objectives have been created for each,
providing focus to advance their differentiated
propositions.
Each division has delivered its
strategic roadmap during the year, both based on technology
investment to enhance the customer experience.
The Group continues to monitor
innovation outside of the equipment rental market to enable the
propositions to further evolve.
|
3.
STRATEGY EXECUTION
Movement - None
Owner: Steve Gaskell Group
Strategy Director
|
Failure to successfully implement
the Group's strategic plans alongside lower than expected realised
benefits lead to reduced forecast financial performance in terms of
revenue growth and cost savings.
|
A clearly defined and communicated
strategic plan is in place.
Clear governance structure, with
defined accountabilities. Each strategic initiative is sponsored by
an EMT member.
Implementation of projects is
monitored by the EMT, including resource allocation.
Regular updates, including
initiative specific deep dives, provided to the Board.
|
The Group has continued to implement
against initiative milestones underpinning the strategic
plan.
Enhanced KPI reporting has been
implemented to monitor delivery of expected benefits for each
initiative and take appropriate actions to ensure that they remain
on track.
|
4.
CUSTOMER SERVICE
Movement - None
Owner: Tom Shorten Chief
Commercial Officer
|
The provision of the Group's
expected service levels depends on its ability to efficiently
transport the hire fleet across the network to ensure it is in the
right place, at the right time and of the appropriate
quality.
Management of customer relationships
is important to ensure appropriate payment is received for the
quality of service provided.
Any disruption in supply, quality or
relationship management can reduce revenue and drive additional
costs into the business.
|
National reach and presence through
CDCs, branches, builders merchant partners and online.
Diverse range of rehire suppliers
provides ongoing flexibility to ensure continuity of supply for
customers.
Clear business continuity plans to
maintain supply.
Extensive and continued training to
ensure testing and repair quality standards are
maintained.
Audits and reporting covering
quality, contracts and complaints.
Business accreditations are
maintained, including ISO 9001, providing customers with confidence
in the quality of the services provided.
|
Extensive training put in place for
all new colleagues.
The Digital Service Portal was
introduced to digitally capture images of equipment serviced and
repaired, helping to improve quality and enhance training for
colleagues working in engineering roles.
A central team to manage pricing was
introduced (trading desk) to improve consistency on pricing and
discounts.
|
5.
THIRD PARTY RELIANCE
Movement - None
Owner: Tom Shorten Chief
Commercial Officer
|
A significant amount of Group
revenue is derived from the Services business which is dependent on
the performance of third party service providers.
Other third parties, such as
builders merchants, are an increasingly important part of the
operating model.
If any third parties become unable
to provide reliable equipment, refuse to fulfil their obligations
or violate laws or regulations, there could be a negative impact on
the Group's operations leading to an adverse impact on
profitability and reputation.
|
Third party rehire suppliers are
subject to rigorous onboarding processes.
Each supplier is subject to
demanding service level agreements with performance monitored on an
ongoing basis.
The wide and diverse range of rehire
suppliers provides flexibility to select those who meet required
service levels.
Extensive commercial and risk
assessment process undertaken before and after entering into a
relationship with a builders merchant or opening a new
location.
|
Given the importance of the Brenda
platform to the Group strategy, we brought the third party
developers and technical teams who have worked on the technology
development in-house. This provides greater control and reduces
third party reliance.
The majority of our remaining
traditional HSS branches were migrated to the builders merchant
model. This included the introduction of new partners, all subject
to our extensive assessment process.
An enhanced supply chain policy was
introduced for third party rehire suppliers. This included a
supplier tiered risk assessment dependent upon type of equipment
provided and was supported by investment in supply chain assurance
with two new dedicated auditors employed and an expanded audit
programme.
|
6.
IT INFRASTRUCTURE
Movement - None
Owner: Paul Quested Chief
Financial Officer
|
The Group requires an IT system that
is appropriately resourced to support the business. An IT system
malfunction may affect the ability to manage operations and
distribute hire equipment and service to customers, affecting
revenue and reputation.
An internal or external security
attack could lead to a potential loss of confidential information
and disruption to transactions with customers and
suppliers.
|
Third party specialists are used to
assess the appropriateness of IT controls, including the risk of
malicious or inadvertent security attacks.
Firewalls, antivirus software,
endpoint detection and clean-up tools are used to protect against
malicious attempts to penetrate the business IT environment and
remove malware or similar agents.
Procedures to update supplier
security patches.
Multi-factor Authentication login
security technology in place for all colleagues remotely accessing
the Group's systems.
Regular disaster recovery tests
conducted and appropriate back-up servers to manage the risk of
primary server failure.
Cross-departmental Data Governance
team to ensure that business processes are, and continue to be,
adequate.
Ongoing resilience and penetration
testing.
|
The cyber security plan continues to
evolve to counter emerging threats and was externally recognised
with the award of Cyber Essentials certification and ISO 27001
accreditation.
Investment has continued in IT
infrastructure including the completion of the first phase of our
server upgrade plan and improved business continuity such as
enhanced data and systems back-up procedures.
Further security enhancements to
systems including reduced phishing risk through email gateway
implementation and expanding Single Sign On (SSO) protocols across
other Group systems.
Raised cyber security awareness
across all colleagues through innovative communication and revised
mandatory training. Monthly phishing simulations were run to assess
effectiveness.
|
7.
FINANCIAL
Movement - Inherent increase
Owner: Paul Quested Chief
Financial Officer
|
To deliver its strategic goals the
Group must have access to funding at a reasonable cost.
Some customers may be unwilling or
unable to fulfil the terms of their rental agreements. Bad debts
and credit losses can arise due to service issues or
fraud.
Unauthorised, incorrect or
fraudulent payments may lead to financial loss or delays which
could affect relationships with suppliers and lead to a disruption
in supply.
High inflation leads to base
interest rate increases and therefore adversely impacts cash
flow.
|
Working capital management with cash
collection targets (which roll up into our net debt
KPI).
Extensive credit checking for
account customers with strict credit control over a diversified
customer base.
Comprehensive risk reporting
including regular detailed credit limit reviews.
Credit insurance in place to
minimise exposure to larger customer default risk.
Investigation team focused on
minimising the Group's exposure to fraud.
Clearly defined authorisation matrix
governing payments and amendments.
|
The inherent risk increased due to
higher levels of customer insolvency. Our comprehensive mitigating
actions mean there is no movement in the residual risk.
Our strong balance sheet, lower debt
and underlying interest cost mitigated the impact of higher
interest costs, with every 1% increase in the base rate increasing
the interest charge by c£0.7m.
The Group is evolving to a more
dynamic, system-led credit governance approach. During the year
this included the implementation of credit checking functionality
at the point of order.
|
8.
INABILITY TO ATTRACT, TRAIN AND RETAIN PERSONNEL
Movement - None
Owner: Max Morgan Group HR
Director
|
The Group needs to ensure the
appropriate human resources are in place to support the existing
and future growth of the business.
Failure to attract and retain the
necessary high-performing colleagues could adversely impact
financial performance.
Global inflationary pressures impact
ability to retain colleagues.
|
Market rates are regularly
benchmarked to ensure competitive pay and benefits
packages.
Training for colleagues is provided
at all levels to build capability and improve compliance. Training
is role related and behaviour focused, via blended
learning.
Colleague engagement surveys are
conducted, with actions taken as a result of feedback.
Recruitment programmes working with
third parties such as prisons offering opportunities to
ex-offenders,
Initiatives such as Earn as you
Learn.
|
Continued evolution of our wellbeing
strategy based on improved data and insight from third party
partners. This provided greater understanding of the challenges
being experienced by different demographics and job roles to inform
specific actions.
Differentiated pay awards were
implemented during the year, focused on giving lower-paid
colleagues more to offset inflationary pressures.
A new discounts platform was
launched, providing all colleagues access to discounts on everyday
items.
Colleague development has been
broadened with wider apprenticeship and leadership development
offerings.
Ensured we remain an attractive
inclusive employer by evolving our ED&I agenda and governance,
the Aim Hire programme (targeting multiple individuals including
ex-military and ex-offenders) and more diversified employer
branding.
|
9.
LEGAL AND REGULATORY REQUIREMENTS Movement - None
Owner: Daniel Joll General
Counsel
|
Failure to comply with applicable
law and regulation could have severe ramifications, including
reputational damage and/or financial loss or penalty.
|
Robust governance is maintained
within the Group, including a strong financial structure, assurance
provision from internal and external audit, and employment of
internal specialist expertise supported by suitably qualified and
experienced external practitioners.
Training and awareness programmes
focusing on a variety of key topics such as anti-bribery,
anti-modern slavery, anti-facilitation of tax evasion, data
protection legislation, ED&I and price collusion have all been
in place during 2023.
Whistleblowing process in place
providing colleagues with the ability to raise non-compliance
issues, which the Company Secretary discusses with the Audit
Committee and the Board.
|
Continued focus on ESG activities,
leading to further awards for the Group.
Increased mandatory training
programme with particular focus on cyber security and the social
element of ESG.
Voluntarily liquidated various
subsidiaries, simplifying the Group structure as well as reducing
administrative burden and compliance requirements.
|
10.
SAFETY
Movement - None
Owner:
Steve Ashmore Chief Executive Officer
|
The Group operates in industries
where safety is paramount for colleagues, customers and the general
public.
Failure to maintain high safety
standards could lead to the risk of serious injury or
death.
|
Clear Health and Safety policy with
ongoing risk management and monitoring of accidents and
incidents.
Health and Safety leadership forum
chaired by the CEO and comprising senior managers with
responsibility for setting direction and monitoring
progress.
Fully skilled HSEQ team and internal
investigators providing assurance and support.
Mandatory training programmes for
higher-risk activities.
The Group is ISO 45001 Health and
Safety accredited.
|
Incident management and
investigation training was provided to all operational management
and assurance team members to help improve coverage as well as
standards and reporting.
Worked with the Group's new
insurance provider to identify improvement opportunities based on
third party best practice.
Safety communication has increased
with four dedicated safety weeks held to promote safe
working.
Use of telematics to improve road
safety, highlighting how a vehicle is being driven and providing
insight to operational management for actions to be
taken.
Whilst RIDDORS have unfortunately
increased by two, our other category of serious accident Lost Time
have significantly reduced. The management team were given the
target of reducing serious accidents, which they have done by
26%.
|
11.
ESG
Movement - None
Owner:
Tom Shorten Chief Commercial Officer
|
If the Group fails to set and meet
appropriate ESG goals, there may be an adverse reputational impact
with stakeholders and it could limit ability to trade with
customers. This could result in revenue reduction, deterring people
from joining the business and limiting attractiveness to
investors.
|
The Group has a comprehensive set of
procedures in place to minimise adverse environmental impact,
including procurement of electricity from renewable sources, third
party monitoring of utility consumption and waste
management.
Procedures are in place to manage
social and governance risks, many of which are covered in key risks
8, 9 and 10.
The Group is ISO 14001 Environmental
Management accredited.
An ESG Committee that oversees
improvement actions and monitors progress.
Monthly Board updates on ESG
progress.
|
SBTi targets were submitted and
approved with the action plan to deliver net zero on track. These
are monitored by the Board and the EMT.
The Group's second ESG Impact Report
was published in June 2023.
ESG credentials were assessed
externally by EcoVadis, which has upgraded our rating and awarded
the HSS Group 'Gold status' for 2022/23, placing HSS in the top 5%
of companies assessed.
Started an assessment of how our
sites impact on biodiversity. This led to the production of the HSS
Sites Biodiversity Report, identifying whether the business has
operational activities near biodiverse sensitive areas and
potential environmental risk, impact and mitigation
measures.
|
SUSTAINABILITY AT HSS
Our People
"Our colleagues are at the heart of our
business, and across our Group we are committed to creating a
diverse and rewarding workplace for everyone."
Health and safety
Our health & safety governance is driven
from the top down, with Steve Ashmore leading our Executive Health
& Safety forum which meets quarterly. The forum reviews
performance, processes and policy, and monitors colleague
training and engagement activity, reporting back
to the Board.
We have a zero-tolerance approach to health and
safety across the Group, which centres on our three core pillars of
correct PPE, robust safety training, and challenging unsafe
behaviours in our locations. Safety commitments form a key part of
our colleague objectives, as well as management performance, and
our senior leadership teams are responsible for driving localised
activity within their own areas.
We have unfortunately seen an increase in
RIDDORs for FY23, and we have taken immediate action to address
these through communications and engagement activity such as safety
weeks, forums, and a complete rebrand of our safety activity for
roll-out in 2024. We are confident that we can improve this
performance moving forward.
Colleague development
We are committed to ensuring that every
colleague is given the training they need to excel in their role
and develop their skills to build a career with HSS. We do this
through a blended approach, with classroom-based and e-learning
tailored to role and topic area.
As we further embedded the new Central Sales
team we created in 2022, we rolled out bespoke training activities
to support them in growing their confidence selling our Group
proposition, with ongoing coaching and development from our
Learning and Development team. We have also rolled these modules
out to our wider salesforce e-learning.
This year we launched two new soft skill
development programmes, aimed at developing our existing colleagues
who we believe could be our future managers. 'Rising Stars' is
aimed at colleagues in HSS Operations who we believe could be
future team leaders. Through a series of workshops we helped them
develop and learn new skills around communication, customer
service, profit and loss, and people management. 'Introduction to
Management' is aimed at helping new or existing managers grow their
skills and confidence in their role, and this supplemented our
existing 'Leaderships Development' programme which sees our current
leadership teams training the next potential leaders in our
business.
Colleague engagement
Our annual engagement survey is key to driving
activity across our Group business, centrally and locally within
individual teams, departments and locations. For 2023, we saw
another strong response rate of 89% across the Group, and
our engagement index remained high at 74%, significantly above
the national average of 62%.
These responses and comments feed action plans
within the various areas of our business, driven by our leadership
teams throughout the following year.
Keeping our colleagues informed on the progress
and performance of our business is key to our engagement
strategy. Alongside our weekly blog from Steve Ashmore, we ran our
digital roadshow in December, inviting colleagues from across the
Group to share their progress and projects from 2023. We also
took the time to celebrate and reward those colleagues going above
and beyond.
Health and wellbeing
Since we introduced our wellbeing strategy over
six years ago, we have worked hard to adapt and shape the activity
to what our colleagues want, as well as wider societal impacts.
This year with the continued cost of living impacts, we have worked
alongside our benefits partners, Salary Finance and Royal London,
on campaigns around financial education, as well as introducing
MyDiscounts, our new discount and cashback portal to help
colleagues manage their day-to-day expenses.
In 2023 we have also utilised more of the data
available to us, adapting communications activity to the topics
raised by our Employee Assistance Programme feedback to ensure we
are addressing topics that matter to colleagues in real time. This
has helped us shape activity around seasonal depression, conflicts
with colleagues and resilience.
We have seen an increase in colleague-led
activity this year, with managers in our locations designing their
own activity for Wellbeing Wednesdays, as well as peer-led mental
wellbeing groups in Think Park. This demonstrates the impact on
colleagues when we break down the stigma around talking about
mental health, it allows them to feel more comfortable being their
true selves at work and offer each other that peer support which
can be so important.
ED&I - Fostering a diverse
workforce
The hire industry is traditionally very similar
to the construction industry, with the majority of colleagues being
white and male, but this is something we are dedicated to
challenging. To ensure a robust governance structure across
all levels of our Group business, we have an ED&I steering
committee, which comprises Executive and Managing Director-level
leaders from across our business, as well as representatives
from our HR and communications teams. This group is
responsible for driving the ED&I strategy, escalating key areas
and progress updates to the Executive Team and Board. This activity
is fed by the ED&I council, made up of colleague
volunteers from various different ethnicities, age groups and
backgrounds, all passionate about driving ED&I activity
and acting as diversity champions within their respective areas.
These groups are actively shaping our strategy
and activity, ensuring that colleague input is key
to driving us forward in this important area.
This year we also committed to the Government's
Disability Confident scheme, demonstrating our commitment to
creating opportunities for everyone to feel welcome and
comfortable within our business, and covering activity from
recruitment and beyond.
Charities and communities
We are passionate about ensuring we have a
positive impact within the many communities we work in across
the UK and Republic of Ireland, and throughout the year we
undertake a range of charitable initiatives driven by our
colleagues and customers.
Working alongside our account customers such as
Canary Wharf Contractors and Sir Robert McAlpine, we've supported
Maggie's and Spread a Smile, working together on everything from
comedy nights, golf events and five-a-side football matches. We've
also been helping the next generation of football stars by
sponsoring sports kit for kids teams such as St Mawgan Under 9's.
We also partnered with our partners at Lords Builders Merchants to
go head to head in a charity football game to raise money for The
UK Sepsis Trust.
At our head office in Manchester we've run
various charity and engagement campaigns, such as Christmas Jumper
day for Save the Children, and clothing collections for Cancer
Research. Our colleagues input into this activity, and we ensure
that we support a range of charities, nationally and locally. These
are just a few examples from 2023 which demonstrate our commitment
to working alongside our customers, suppliers and colleagues to
drive a positive impact within the communities we work in, and we
look forward to continuing this work throughout 2024.
Gender Split
As we aim to increase our percentage of female
colleagues across the Group to 25% by 2025, we have made some good
progress in 2023.
Our industry is typically male dominated, but
we have rolled out a number of initiatives to encourage more women
into our business, adapting job descriptions and working patterns,
as well as continuing the progress built by our Internal Women's
Networking Group to open the discussion and drive activity to
support our target of 25% by 2025. This is an area of
focus we will continue to progress in 2024.
Aim hire
Our Aim Hire programme has significantly grown
throughout 2023, creating opportunities for various groups to join
our business. We signed the Armed Forces Covenant and are actively
promoting roles for ex-military personnel, as well as the families
of actively serving personnel who may be looking
for work.
We have also seen positive growth in our
activity working alongside various prisons to create opportunities
for ex-offenders and people on release on temporary licence to join
our business across a range of roles and locations. We have worked
direct with a number of regional prisons, as well as alongside
charities such as Inside Job to help create awareness of the roles
and support we can offer and the dedicated colleagues we have
welcomed into our business as a result of this
programme.
Our Environment
In FY23 we released our second ESG Impact
Report. We have committed to publish this report annually so that
we can keep ourselves accountable to the ESG vision, strategy and
goals we have publicly set out. This paperless report is available
to anyone online and goes into detail about our ESG
journey.
Our focus sub-goals
SDG No. 7.A. Target - 40% company car fleet
electric by 2025. Achieved 27% in 2023; with cars currently on
order we will achieve the 2025 target.
SDG No. 13.2. Target- 46.2% GHG Scopes 1 and 2
by 2030. With our current projects, we are on track to achieve
this.
How are we contributing?
We remain committed to sourcing the latest
products and are continually expand our offering. We continue to
build on our greener alternatives offering, making it easier than
ever for our customers to make environmentally conscious
choices.
Greener alternatives
Another major achievement in 2023 was
identifying greener alternatives to traditional fuel-based products
that are commonly hired. Developing a database of over 63,000
products, we will implement a greener alternative product prompt
for customers who elect to utilise our self-service platform,
ProService. This real-time, practical and seemingly relatively
simple change will broaden our customers' knowledge and choices of
the latest product innovations available via HSS. Customers can
make informed, data-driven decisions on steps they can take to
reduce their CO2 emissions at product or contract level, real
time.
Science Based Targets initiative
In order to achieve our ambitious Net-Zero
target date of 2040 we understand that we need to take a
materiality-based approach to our ESG goals to drastically reduce
our operational GHG emissions in an achievable
glide-path.
In 2022 we made our submission to the SBTi. In
May of 2023 we were one of the first UK/ROI based companies in
our sector to have our near-term targets validated. This means
that our near and long-term emissions reduction targets, whilst
drastic, are achievable. We've also committed to align with a 1.5ºC
rise in global temperatures compared with pre-industrial
levels through the Business Ambition for 1.5ºC campaign.
This achievement is a great milestone on the road to reaching
our goals.
EcoVadis gold
In 2023 we again participated in the EcoVadis
audit after previously being awarded Silver in our inaugural year.
In 2023 our ESG progress was evidenced by our Gold award, which
demonstrates the hard work and collaboration that many HSS
colleagues have inputted to achieve this recognition. This Gold
award puts us in the top 5% of EcoVadis accredited organisations
globally on issues pertaining to the environment, ethics, labour
and human rights, and sustainable procurement.
Customer carbon reporting
Through continuous dialogue with our customers
and suppliers on ESG elements we recognised that one of the biggest
challenges facing industry at the moment is the lack of readily
available, manufacturer-provided, Life Cycle Analysis (LCA) data.
This data would enable all our stakeholders to have true visibility
over the impact their business has on the environment.
Unfortunately, LCA data from manufacturers is
not being produced quickly enough. This is why we conduct
annual ESG audits of our entire supply chain to focus pressure
upstream for various ESG information. However, in the meantime we
have identified that the 'use' and 'transport' phases of an LCA
have the most impact in our particular industry and have developed
an in-house hybrid database of all the products we offer our
customers.
Using this database, in 2023 we ran a series of
pilot CO2 reporting projects with a variety of different sized
customers. These pilots were delivered in collaboration with our
customers and provided us with the opportunity to develop a refined
in-house customer carbon reporting capability.
These unique tools allow our customers to make
informed, data-driven decisions that allow them to meet their
own emissions reduction targets. Following successful pilots, in
2024 we will add the customer carbon reporting functionality
to customers who use ProService - our innovative self-service
platform.
Zero waste to landfill
We recognise that in order to reach our
ambitious goals, we need to go much further than just reducing our
operational GHGs. A key area of focus for us is our zero waste to
landfill ambition and we are aiming to achieve 95% landfill
diversion by 2025.
To support this goal, we have developed a
series of initiatives such as the introduction of dry
mixed recycling bins in all our locations, and monthly
reporting of all our waste streams to identify locations with
unusually high levels of waste generation. Using league tables,
respective business leaders have targeted conversations
with locations to discuss practical changes that reduce our
waste, in accordance with the waste hierarchy.
After two-way dialogue we developed mandatory
e-learning training for all colleagues on waste management and
reduction, so that everyone understands how they can play their
part, and why it is important that they do - across every
aspect of our business.
Supplier sustainability rating
We understand that applying pressure upstream
on our supply chain is a vital part of our ESG journey. So that we
are actively driving positive change within our industry, we now
have a process that enables us to audit our entire
supply chain on the progress of their own ESG journeys
annually.
In 2023 we received an encouraging 68% response
rate to our ESG audits and we hope to advance this further during
2024. Using this audit information, we have developed a weighted
scoring system and have ranked our suppliers' ESG maturity,
creating a benchmark from which to build on.
To support this, we have trained our
procurement managers, supply chain managers and buyers on
ESG elements and sustainable procurement.
To encourage more sustainable behaviour in
our supply chain, in Q4 2023 we started to introduce a
supplier tiering system. This system, supported by our
revolutionary in-house self-service technology solution ProService,
will offer commercial and financial incentives to
reward suppliers that align with our ambitious ESG vision,
strategy and goals, which in turn will benefit all our
stakeholders.
HSS Sites, key bio-diverse area (KBA)
report
HSS has always fostered a strong reputation for
effective governance which we feel is necessary for an
ethical, profitable and environmentally sustainable business. This
is one of the reasons that we submitted a voluntary Task Force on
Climate-related Financial Disclosures (TCFD) report in 2022, a year
prior to it being mandatory for our business.
With the Taskforce for Nature-related Financial
Disclosures (TNFD) on the horizon we have produced our first
ever HSS Sites Biodiversity Report. This report identifies whether
our business has operational activities that are proximal
to biodiversity sensitive areas and details our potential
environmental risk, impact and mitigation measures. This report
provides an early indication of potential concerns regarding
biodiversity, and serves to give guidance that can be used for
informed decision-making within the group.
Innovation roadshows
At HSS we understand that technology is moving
at an astonishing pace and new products are hitting the market at
an almost constant rate; however, some are simply not suitable for
the hire and construction market due to their extensive use
and conditions on site. So that we remain at the forefront of
suitable technological advancements we have continued with our now
well-established innovation roadshows.
These regional roadshows aim to bring together
HSS colleagues, customers, distribution suppliers and manufacturers
to collaboratively meet, share knowledge and get hands-on
experience of some of the new and innovative equipment available
via HSS. In 2023 we held our first ever innovation roadshow in
Belfast, Northern Ireland and look forward to expanding their reach
even further in 2024 to the benefit of all our
stakeholders.
Data shows that there has been a 73% average
increase in orders for the new types of greener products showcased
at these events.
Fleet
We have continued to make progress on our
journey to transitioning our company car and operational fleet of
vehicles into low-carbon alternatives or EVs where practicably
possible, given current business requirements. In 2023,
as vehicle leases expired, we moved to 69% of our company
car fleet being either plug-in hybrid EVs (PHEV's) or EVs with a
further 30% of vehicles with emissions of less than 120g CO2. This
means we are on target to achieve our 2030 goal to exceed 60%
of our company car fleet being either PHEVs or EVs, and have
already exceeded our 2025 goal of 40%.
Unfortunately, EV and PHEV technology still is
not able to deliver the mileage we require to maintain our high
level of customer service. However, we are taking action where we
can; for example, we have converted 50% of our mobile engineer
fleet to low-emission PHEV vans, and as the EV range improves we
are investigating the trial of EV mobile fitter vans in our fleet.
Furthermore, we are actively exploring the possibility of
converting current EV estate cars, on the fleet into mobile fitter
vans and look forward to sharing our progress.
We aren't just stopping there: our partnership
with Microlise means that we can monitor our drivers' habits and
behaviours on the road, such as excessive acceleration and braking,
all of which can potentially be unsafe, burn unnecessary fuel and
potentially damage our brand reputation. This software enables our
operation managers to review this data and have targeted
conversations with our driver colleagues, so that we are completing
jobs safely, economically and with reduced environmental
impact.
Satalia AI is continuing to achieve benefits as
we further embed it into our daily operations. Delivering better
customer service, by providing more scheduled slots for our
customers coupled with a lower carbon footprint by supplying
real-time milage optimisation of our fleet.
CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 30 DECEMBER 2023
|
|
Year ended 30 December
2023
|
Year ended 31 December
2022
|
|
Note
|
Underlying
£000s
|
Exceptional items (note
4)
£000s
|
Total
£000s
|
Underlying
£000s
|
Exceptional items (note 4)
£000s
|
Total
£000s
|
Revenue
|
2
|
349,110
|
-
|
349,110
|
332,777
|
-
|
332,777
|
Cost of sales
|
|
(179,978)
|
-
|
(179,978)
|
(164,647)
|
-
|
(164,647)
|
Gross profit
|
|
169,132
|
-
|
169,132
|
168,130
|
-
|
168,130
|
Distribution costs
|
|
(31,747)
|
-
|
(31,747)
|
(30,325)
|
-
|
(30,325)
|
Administrative expenses
|
|
(112,888)
|
(2,498)
|
(115,386)
|
(109,554)
|
(2,774)
|
(112,328)
|
Impairment loss on trade receivables
and contract assets
|
11
|
(2,183)
|
-
|
(2,183)
|
(1,667)
|
-
|
(1,667)
|
Other operating income
|
3
|
49
|
41
|
90
|
8
|
539
|
547
|
Operating profit
|
|
22,363
|
(2,457)
|
19,906
|
26,592
|
(2,235)
|
24,357
|
Net finance expense
|
5
|
(10,573)
|
(353)
|
(10,926)
|
(7,650)
|
(176)
|
(7,826)
|
Profit before tax
|
|
11,790
|
(2,810)
|
8,980
|
18,942
|
(2,411)
|
16,531
|
Income tax
(charge)/credit
|
6
|
(4,743)
|
-
|
(4,743)
|
3,946
|
-
|
3,946
|
Profit for the financial period
|
|
7,047
|
(2,810)
|
4,237
|
22,888
|
(2,411)
|
20,477
|
Alternative performance measures (£000s)
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
|
|
65,136
|
|
|
71,572
|
Adjusted EBITA
|
|
|
|
24,306
|
|
|
31,965
|
Adjusted profit before
tax
|
|
|
|
11,915
|
|
|
20,966
|
Earnings per share (pence)
|
|
|
|
|
|
|
|
Adjusted basic earnings per
share
|
7
|
|
|
1.29
|
|
|
2.41
|
Adjusted diluted earnings per
share
|
7
|
|
|
1.25
|
|
|
2.34
|
Basic earnings per share
|
7
|
|
|
0.60
|
|
|
2.90
|
Diluted earnings per
share
|
7
|
|
|
0.58
|
|
|
2.83
|
CONSOLIDATED STATEMENT OF COMPREHENSIVE
INCOME
FOR THE YEAR ENDED 30 DECEMBER 2023
|
Year ended
30 December 2023
£000s
|
Year
ended
31 December 2022
£000s
|
Profit for the financial period
|
4,237
|
20,477
|
Items that may be reclassified to profit or
loss:
|
|
|
Foreign currency translation
differences arising on consolidation of foreign
operations
|
(231)
|
332
|
Other comprehensive (loss)/gain for the
period
|
(231)
|
332
|
Total comprehensive profit for the period attributable to
owners of the Group
|
4,006
|
20,809
|
CONSOLIDATED STATEMENT OF FINANCIAL
POSITION
FOR THE YEAR ENDED 30 DECEMBER 2023
|
Note
|
Year ended
30 December 2023
£000s
|
Year
ended
31 December 2022
£000s
|
ASSETS
|
|
|
|
Non-current assets
|
|
|
|
Intangible assets
|
8
|
152,982
|
147,867
|
Property, plant and
equipment
|
9
|
93,183
|
87,775
|
Of which - Hire equipment
|
9
|
81,191
|
73,613
|
Of which - Non-hire
equipment
|
9
|
11,992
|
14,162
|
Right of use assets
|
10
|
51,811
|
51,813
|
Of which - Hire equipment
|
10
|
2,592
|
2,736
|
Of which - Non-hire
equipment
|
10
|
49,219
|
49,077
|
Deferred tax asset
|
16
|
2,012
|
7,515
|
|
|
299,988
|
294,970
|
Current assets
|
|
|
|
Inventories
|
|
3,823
|
3,779
|
Trade and other
receivables
|
11
|
93,441
|
86,068
|
Cash and cash equivalents
|
|
31,931
|
47,709
|
|
|
129,195
|
137,556
|
Total assets
|
|
429,183
|
432,526
|
EQUITY
|
|
|
|
Share capital
|
17
|
7,050
|
7,050
|
Share premium
|
17
|
45,552
|
45,552
|
Foreign exchange translation
reserve
|
|
(653)
|
(422)
|
Other reserves
|
|
97,780
|
97,780
|
Retained earnings
|
|
33,456
|
32,503
|
Total equity
|
|
183,185
|
182,463
|
LIABILITIES
|
|
|
|
Current liabilities
|
|
|
|
Trade and other payables
|
12
|
85,317
|
88,302
|
Lease liabilities
|
13
|
14,548
|
13,182
|
Borrowings
|
14
|
5,545
|
5,168
|
Provisions
|
15
|
4,816
|
4,258
|
Current tax liability
|
|
-
|
290
|
|
|
110,226
|
111,200
|
Non-current liabilities
|
|
|
|
Lease liabilities
|
13
|
42,822
|
43,110
|
Borrowings
|
14
|
79,015
|
78,591
|
Provisions
|
15
|
13,753
|
17,045
|
Deferred tax liabilities
|
16
|
182
|
117
|
|
|
135,772
|
138,863
|
Total liabilities
|
|
245,998
|
250,063
|
Total equity and liabilities
|
|
429,183
|
432,526
|
The Financial Statements were approved and
authorised for issue by the Board of Directors on 30 April 2024 and
were signed on its behalf by:
Paul Quested
Director
30 April 2024
CONSOLIDATED STATEMENT OF CHANGES IN
EQUITY
FOR THE YEAR ENDED 30 DECEMBER 2023
|
Share
capital
£000s
|
Share
premium
£000s
|
Merger
reserve
£000s
|
Foreign
exchange
translation
reserve
£000s
|
Retained
earnings
£000s
|
Total
equity
£000s
|
At
2 January 2022
|
7,050
|
45,552
|
97,780
|
(754)
|
12,273
|
161,901
|
Profit for the period
|
-
|
-
|
-
|
-
|
20,477
|
20,477
|
Foreign currency translation
differences arising on consolidation of foreign
operations
|
-
|
-
|
-
|
332
|
-
|
332
|
Total comprehensive profit for the period
|
-
|
-
|
-
|
332
|
20,477
|
20,809
|
Transactions with owners recorded directly in
equity:
|
|
|
|
|
|
|
Dividends paid
|
-
|
-
|
-
|
-
|
(1,198)
|
(1,198)
|
Share-based payment
charge
|
-
|
-
|
-
|
-
|
951
|
951
|
At
31 December 2022
|
7,050
|
45,552
|
97,780
|
(422)
|
32,503
|
182,463
|
Profit for the period
|
-
|
-
|
-
|
-
|
4,237
|
4,237
|
Foreign currency translation
differences arising on consolidation of foreign
operations
|
-
|
-
|
-
|
(231)
|
-
|
(231)
|
Total comprehensive profit for the period
|
-
|
-
|
-
|
(231)
|
4,237
|
4,006
|
Transactions with owners recorded directly in
equity:
|
|
|
|
|
|
|
Dividends paid
|
-
|
-
|
-
|
-
|
(3,877)
|
(3,877)
|
Share-based payment
charge
|
-
|
-
|
-
|
-
|
593
|
593
|
As
at 30 December 2023
|
7,050
|
45,552
|
97,780
|
(653)
|
33,456
|
183,185
|
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 DECEMBER 2023
|
Note
|
Year ended
30 December 2023
£000s
|
Year
ended
31 December 2022
£000s
|
Profit for the financial period
|
|
4,237
|
20,477
|
Adjustments for:
|
|
|
|
- Tax
|
6
|
4,743
|
(3,946)
|
- Amortisation
|
|
1,943
|
5,314
|
- Depreciation
|
|
33,673
|
35,494
|
- Accelerated depreciation relating
to hire stock customer losses and hire stock write-offs
|
|
6,653
|
3,951
|
- Accelerated depreciation of other
property, plant and equipment and right of use
assets
|
|
1,459
|
-
|
- Loss on disposal of property,
plant and equipment and right of use assets
|
|
2,504
|
486
|
- Lease disposals
|
13
|
(1,795)
|
(324)
|
- Loss on disposal of
intangibles
|
|
-
|
59
|
- Capital element of receipts from
net investment in sublease
|
|
143
|
255
|
- Share-based payment
charge
|
|
593
|
951
|
- Foreign exchange loss/(gain) on
operating activities
|
|
(23)
|
35
|
- Finance expense
|
5
|
10,926
|
7,826
|
Changes in working capital
(excluding the effects of disposals and exchange differences on
consolidation):
|
|
|
|
- Inventories
|
|
(44)
|
(1,097)
|
- Trade and other
receivables
|
|
(5,767)
|
(6,616)
|
- Trade and other
payables
|
|
(2,327)
|
9,472
|
- Provisions
|
|
(3,192)
|
268
|
Net
cash flows from operating activities before purchase of hire
equipment
|
|
53,726
|
72,605
|
Purchase of hire
equipment
|
9
|
(22,789)
|
(24,538)
|
Cash generated from operating activities
|
|
30,937
|
48,067
|
Interest paid
|
|
(9,550)
|
(6,836)
|
Income tax repaid
|
|
(1,183)
|
(2,220)
|
Net
cash generated from operating activities
|
|
20,204
|
39,011
|
Cash flows from investing activities
|
|
|
|
Proceeds on disposal of non-hire
property, plant and equipment
|
|
541
|
-
|
Purchases of non-hire property,
plant, equipment and software
|
8,9
|
(10,090)
|
(10,571)
|
Net
cash used in investing activities
|
|
(9,549)
|
(10,571)
|
Cash flows from financing activities
|
|
|
|
Dividends paid
|
|
(3,877)
|
(1,181)
|
Facility arrangement fees
|
|
(35)
|
(35)
|
Capital element of lease liability
payments
|
|
(15,729)
|
(15,140)
|
Capital element of hire purchase
arrangement payments
|
|
(6,703)
|
(6,644)
|
Net
cash used in financing activities
|
|
(26,344)
|
(23,000)
|
Net
(decrease)/increase in cash and cash equivalents
|
|
(15,689)
|
5,440
|
Net
effects of foreign exchange on cash and cash
equivalents
|
|
(89)
|
-
|
Cash and cash equivalents at the start of the
year
|
|
47,709
|
42,269
|
Cash and cash equivalents at the end of the
year
|
|
31,931
|
47,709
|
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS
FOR THE YEAR ENDED 30 DECEMBER 2023
1. BASIS
OF PREPARATION
The Group Financial Statements of HSS Hire
Group plc have been prepared in accordance with International
Financial Reporting Standards as adopted by the UK (IFRS) and on a
basis consistent with those policies set out in our audited
financial statements for the year ended 30 December 2023 (which
will be available at www.hsshiregroup.com/
investor-relations/financial-results). These policies are
consistent with those shown in the audited financial statements for
the year ended 31 December 2022, with the exception of certain
revenue streams which are now recognised under IFRS 16. The change
in accounting policy had no effect on the measurement of revenue in
the current or preceding financial year. Further detail is provided
in note 4 of the audited financial statements for the year ended 30
December 2023. The financial statements were approved by the Board
on 30 April 2024.
The financial information for the year ended 30
December 2023 and the year ended 31 December 2022 does not
constitute the company's statutory accounts for those years.
Statutory accounts for the year ended 31 December 2022 have been
delivered to the Registrar of Companies. The statutory accounts for
the year ended 30 December 2023 will be delivered to the Registrar
of Companies following the Company's Annual General
Meeting
The auditors' reports on the accounts for the
years ended 30 December 2023 and 31 December 2022 were unqualified
and did not contain a statement under 498(2) or 498(3) of the
Companies Act 2006, nor did they draw attention to any matters by
way of emphasis.
The Annual Report and Accounts for the year
ended 30 December 2023 will be posted to shareholders in early May
2024.
Going concern
At 30 December 2023, the Group's financing
arrangements consisted of a fully drawn senior finance facility of
£70.0m, an undrawn revolving credit facility (RCF) of £19.0m and
undrawn overdraft facilities of £6.0m. Cash at the balance sheet
date was £31.9m providing liquidity headroom of £56.9m (2022:
£72.7m). Both the senior finance facility and RCF are subject to a
net debt leverage and interest cover financial covenant tests each
quarter. At the financial year end the Group had 44% and 54%
headroom against these covenants respectively (2022: 57% and 134%
respectively). The Directors have prepared a going concern
assessment up to 28 June 2025, which confirms that the Group is
capable of continuing to operate within its existing facilities and
can meet its covenant tests during that period. With regard to the
assessment of going concern, the Directors have reviewed the
Group's cash flow forecasts, taking into account strategic
initiatives and sensitivity analysis based on the possible changes
in trading performance in an uncertain market
environment.
The Directors have considered the impact of the
expiration of the Group's Senior Finance Facility in November 2025,
shortly after the end of the going concern assessment period. The
Directors expect to refinance before the expiration date, with no
impact on going concern.
The Board has considered various downside
scenarios including a 'reasonable worst case' driven by
macroeconomic downturn and assumes reducing demand with decline in
our revenue generated from the Group's owned assets, lower than
historic growth from third party supply (rehire) rental revenue,
our strategic cost initiatives deliver less than planned, wage
inflation is above forecast, rehire margins are lower than forecast
and there is an increase in debtor days.
This reasonable worst case scenario has been
modelled without mitigating actions and the Group is forecast to
maintain headroom against its working capital requirements and
financial covenants within the assessment period.
Whilst the Directors consider that there is a
degree of subjectivity involved in their assumptions, taking into
account the adequacy of the Group's debt facilities, its ability to
deploy mitigating actions where appropriate and the principal
risks and uncertainties and, after making appropriate enquiries,
they have a reasonable expectation that the Group has adequate
resources to continue in operational existence for the foreseeable
future. Accordingly, they continue to adopt the going concern basis
in preparing the Financial Statements included within this Annual
Report.
2.
SEGMENT REPORTING
As disclosed in the Group's 2022 Annual Report,
the Group completed a significant internal restructuring
exercise to support its long-term strategic objectives. This
included the creation of a new divisional structure, separating out
the ProService and Operations businesses:
· ProService -
Digital marketplace business focused on customer and supplier
acquisition. Technology driven, extremely scalable and uniquely
differentiated including training services.
· Operations -
Fulfilment business including power generation, focused on health
and safety and quality, with circular economy credentials,
comprehensive national footprint and high customer
satisfaction.
Since the start of the current financial period
the Group's Chief Operating Decision Maker, identified as the Board
of Directors, has changed its internal reporting to reflect the two
divisions that have been created.
As a result of this, the Group's operating
segments have changed from those presented in the prior year. Under
IFRS 8 Operating Segments (IFRS 8), comparatives should be restated
when reportable segments change as a result of internal
restructuring. The Group has not previously had the ability to
reliably separate the results, assets and cash flows of the
business between the Operations and ProService divisions. IFRS 8
allows for comparatives to be omitted where the information is
unavailable and would involve excessive cost to create. The
availability of information prior to the restructure is such
that the Group are not able to present any comparatives under the
newly identified reportable segments. To ensure that comparable
segmental information is available to the users of the
Financial Statements, the Group has presented two segmental
reporting disclosures for the current period's results. After
the period of transition for FY23, the Group will only present
the newly identified reportable segments.
The reportable segments identified in the
previous period were 'Rental (and related revenue)' and 'Services'.
Rental (and related revenue) comprises the rental income
earned from owned tools and equipment, including powered access,
power generation and HVAC assets, together with directly related
revenue such as resale (fuel and other consumables), transport and
other ancillary revenues. Services comprise the Group's rehire
business and training business. These ceased
to be reportable segments in FY23 and will not
be presented in the FY24 Annual Report.
The Group continues to present separately the
costs relating to central management within the 'Central' heading
in the disclosure. This segment also includes the elimination of
revenue between trading segments. Under the new divisional
structure, it is possible to allocate more costs against the
relevant underlying segments and accordingly the level of central
costs shown within this category has fallen, making it not
comparable with the former 'Central' heading used by the
Group.
All segment revenue, operating profit, assets
and liabilities are attributable to the principal activity of the
Group, being the provision of tool and equipment hire and related
services in, and to customers in, the United Kingdom except
for the HSS Operations - Ireland segment whose revenues are derived
from customers in the Republic of Ireland. No single customer
represented more than 10% of Group revenue in the current year
(2022: none).
|
Year ended 30 December
2023
|
|
ProService
£000s
|
Operations -
UK
£000s
|
Operations -
Ireland
£000s
|
Central
£000s
|
Total
£000s
|
Equipment hire and related
revenue
|
264,934
|
122,615
|
23,305
|
(116,933)
|
293,921
|
Sale of goods and related
services
|
26,593
|
13,231
|
4,130
|
(8,213)
|
35,741
|
Other services rendered
|
19,448
|
-
|
-
|
-
|
19,448
|
Total revenue
|
310,975
|
135,846
|
27,435
|
(125,146)
|
349,110
|
Adjusted EBITDA
|
14,407
|
58,299
|
6,920
|
(14,490)
|
65,136
|
Less: Depreciation
|
(1,573)
|
(36,023)
|
(3,067)
|
(167)
|
(40,830)
|
Adjusted EBITA
|
12,834
|
22,276
|
3,853
|
(14,657)
|
24,306
|
Less: Amortisation
|
|
|
|
|
(1,943)
|
Less: Exceptional items
(non-finance)
|
|
|
|
|
(2,457)
|
Operating profit
|
|
|
|
|
19,906
|
Net finance expenses
|
|
|
|
|
(10,926)
|
Profit before tax
|
|
|
|
|
8,980
|
The timing of the satisfaction of performance
obligations as it relates to revenue recognition is shown
below:
|
Year ended 30 December
2023
|
|
ProService
£000s
|
Operations -
UK
£000s
|
Operations -
Ireland
£000s
|
Central
£000s
|
Total
£000s
|
Revenue from operating
lease
|
236,446
|
100,727
|
20,913
|
(97,280)
|
260,806
|
Revenue recognised at a point in
time
|
55,081
|
35,119
|
6,522
|
(27,866)
|
68,856
|
Revenue recognised over
time
|
19,448
|
-
|
-
|
-
|
19,448
|
Total revenue recognised
|
310,975
|
135,846
|
27,435
|
(125,146)
|
349,110
|
Central includes the elimination of revenue
between trading segments, the largest being between Operations - UK
and ProService, along with central management costs to support the
businesses.
|
Year ended 30 December
2023
|
|
ProService
£000s
|
Operations -
UK
£000s
|
Operations -
Ireland
£000s
|
Central
£000s
|
Total
£000s
|
Additions to non-current assets
|
|
|
|
|
|
Property, plant and
equipment
|
458
|
26,081
|
5,539
|
-
|
32,078
|
Right of use assets
|
3,037
|
15,100
|
741
|
309
|
19,187
|
Intangibles
|
5,718
|
1,340
|
-
|
-
|
7,058
|
Net
book value
|
|
|
|
|
|
Property, plant and
equipment
|
649
|
82,242
|
10,292
|
-
|
93,183
|
Right of use assets
|
4,477
|
44,311
|
2,601
|
422
|
51,811
|
Intangibles
|
71,613
|
73,859
|
7,510
|
-
|
152,982
|
Deferred tax assets
|
|
|
|
2,012
|
2,012
|
Current assets
|
|
|
|
129,195
|
129,195
|
Current liabilities
|
|
|
|
(110,226)
|
(110,226)
|
Non-current liabilities
|
|
|
|
(135,772)
|
(135,772)
|
Net
assets
|
|
|
|
|
183,185
|
Included within intangible assets is goodwill
of £115.9m. Historically, the Group's goodwill has been allocated
to HSS Core - UK, HSS Core - Ireland and HSS Power. Under the newly
identified reporting segments, the Group has now allocated HSS Core
- UK goodwill between ProService and HSS Core Operations of £38.0m
and £64.3m respectively. There has been no change to the goodwill
allocated to HSS Core - Ireland or HSS Power.
|
Year ended 30 December 2023
(Historic segments)
|
|
Rental (and related
revenue)
£000s
|
Services
£000s
|
Central
£000s
|
Total
£000s
|
Total revenue from external customers
|
207,273
|
141,837
|
-
|
349,110
|
Contribution
|
136,661
|
19,532
|
-
|
156,193
|
Branch and selling costs
|
|
|
(62,055)
|
(62,055)
|
Central costs
|
|
|
(29,002)
|
(29,002)
|
Adjusted EBITDA
|
|
|
|
65,136
|
Less: Exceptional items
(non-finance)
|
|
|
(2,457)
|
(2,457)
|
Less: Depreciation and
amortisation
|
(23,052)
|
(1,488)
|
(18,233)
|
(42,773)
|
Operating profit
|
|
|
|
19,906
|
Net finance expenses
|
|
|
|
(10,926)
|
Profit before tax
|
|
|
|
8,980
|
Income tax charge
|
|
|
|
(4,743)
|
Profit after tax
|
|
|
|
4,237
|
|
Year ended 30 December 2023
(Historic segments)
|
|
Rental
(and related revenue)
£000s
|
Services
£000s
|
Central
£000s
|
Total
£000s
|
Additions to non-current assets
|
|
|
|
|
Property, plant and
equipment
|
29,551
|
11
|
2,516
|
32,078
|
Right of use assets
|
1,062
|
753
|
17,372
|
19,187
|
Intangibles
|
-
|
5,718
|
1,340
|
7,058
|
Net
book value
|
|
|
|
|
Property, plant and
equipment
|
81,191
|
115
|
11,877
|
93,183
|
Right of use assets
|
2,592
|
1,008
|
48,211
|
51,811
|
Intangibles
|
138,097
|
11,751
|
3,134
|
152,982
|
Deferred tax assets
|
|
|
2,012
|
2,012
|
Current assets
|
|
|
129,195
|
129,195
|
Current liabilities
|
|
|
(110,226)
|
(110,226)
|
Non-current liabilities
|
|
|
(135,772)
|
(135,772)
|
Net
assets
|
|
|
|
183,185
|
|
Year
ended 31 December 2022
|
|
Rental
(and related revenue)
£000s
|
Services
£000s
|
Central
£000s
|
Total
£000s
|
Total revenue from external customers
|
206,175
|
126,602
|
-
|
332,777
|
Contribution
|
138,439
|
19,271
|
-
|
157,710
|
Branch and selling costs
|
|
|
(53,612)
|
(53,612)
|
Central costs
|
|
|
(32,526)
|
(32,526)
|
Adjusted EBITDA
|
|
|
|
71,572
|
Less: Exceptional items
|
|
|
(2,235)
|
(2,235)
|
Less: Depreciation and
amortisation
|
(22,998)
|
(359)
|
(21,623)
|
(44,980)
|
Operating profit
|
|
|
|
24,357
|
Net finance expenses
|
|
|
|
(7,826)
|
Profit before tax from continuing operations
|
|
|
|
16,531
|
Income tax charge
|
|
|
|
3,946
|
Profit after tax from continuing operations
|
|
|
|
20,477
|
|
Year
ended 31 December 2022
|
|
Rental
(and related revenue)
£000s
|
Services
£000s
|
Central
£000s
|
Total
£000s
|
Additions to non-current assets
|
|
|
|
|
Property, plant and
equipment
|
30,436
|
49
|
5,461
|
35,946
|
Right of use assets
|
2,220
|
521
|
7,672
|
10,413
|
Intangibles
|
3,052
|
35
|
2,505
|
5,592
|
Net
book value
|
|
|
|
|
Property, plant and
equipment
|
73,613
|
138
|
14,024
|
87,775
|
Right of use assets
|
2,736
|
614
|
48,463
|
51,813
|
Intangibles
|
145,430
|
67
|
2,370
|
147,867
|
Deferred tax assets
|
|
|
7,515
|
7,515
|
Current assets
|
|
|
137,556
|
137,556
|
Current liabilities
|
|
|
(111,200)
|
(111,200)
|
Non-current liabilities
|
|
|
(138,863)
|
(138,863)
|
Net
assets
|
|
|
|
182,463
|
3. OTHER
OPERATING INCOME
|
Year ended
30 December 2023
£000s
|
Year
ended
31 December 2022
£000s
|
Property sublease rental and service
charge income
|
90
|
547
|
During the year, the Group received sublet
rental income of £0.1m (2022: £0.5m) on vacant
properties.
4.
EXCEPTIONAL ITEMS
Items of income or expense have been shown as
exceptional either because of their size or nature or because they
are outside the normal course of business. As a result, during the
year ended 30 December 2023 the Group has recognised
exceptional items as follows:
|
Included in
administrative
expenses
£000s
|
Included in
other operating income
£000s
|
Included in
finance expense
£000s
|
Year ended
30 December 2023
£000s
|
Onerous property costs
|
838
|
(41)
|
42
|
839
|
Costs relating to branch network
restructure
|
1,467
|
-
|
-
|
1,467
|
Costs relating to group
restructure
|
221
|
-
|
-
|
221
|
Onerous contract
|
(28)
|
-
|
311
|
283
|
Total
|
2,498
|
(41)
|
353
|
2,810
|
During the year ended 31 December 2022, the
Group recognised exceptional items analysed as follows:
|
Included
in
administrative
expenses
£000s
|
Included
in other operating income
£000s
|
Included
in
finance expense
£000s
|
Year
ended
31 December 2022
£000s
|
Onerous property costs
|
112
|
(539)
|
26
|
(401)
|
Costs relating to group
restructure
|
3,182
|
-
|
-
|
3,182
|
Onerous contract
|
(520)
|
-
|
150
|
(370)
|
Total
|
2,774
|
(539)
|
176
|
2,411
|
Exceptional items incurred in 2023 and 2022
Costs related to onerous properties: branch
and office closures
In October 2020, the Group announced a decision
to permanently close 134 stores as part of an acceleration of
strategy. Since that date the Group has been working to agree exits
from these and pre-existing closed stores. In the current year,
expenses incurred in respect of historic closures included within
exceptional items were £0.2m (2022: credit of £0.4m). In the prior
year, the credit related primarily to sublet rental income received
where properties have been sublet; amounts from sublet rental
income are included within other operating income.
Also included within onerous property costs
during the current year are the costs to create provisions for the
UK branch network restructure discussed in more detail below. The
costs of creating these provisions amounted to £0.6m (2022: £nil).
Amounts in respect of accelerated depreciation arising on the exit
of these trading locations is included within the costs relating to
restructuring category.
Costs related to group restructure
In the previous year, the Group completed the
legal separation of HSS ProService. The majority of the costs
associated with this separation were incurred in the prior year, a
total of £0.2m of residual costs were incurred in the current year
(2022: £3.2m). Costs associated with the separation in the prior
year include a detailed strategy refresh, working with third party
advisors to develop the growth plans for HSS ProService and
evaluate opportunities to create greater shareholder
value.
Costs related to branch network
restructure
During the current year, the Group took the
strategic decision to migrate the remaining UK HSS branches to the
Builder's Merchant model. The impact of the change includes the
closure of 16 branches during the current year, with additional
closures approved by the Board subsequent to the year-end. This
strategic initiative is expected to generate annual cost savings of
c£1m and all impacted colleagues have been redeployed to new
locations.
The total costs incurred in respect of the UK
branch network restructure were £1.5m (2022: £nil). These costs
materially all relate to accelerated depreciation on the exit of
these trading locations. These costs are incurred where useful
economic life estimates for assets at these branches, which cannot
be repurposed elsewhere, have been revised downwards to the
expected closure date.
Separately to the above, in the previous year,
the Group completed the legal separation of HSS ProService. The
majority of the costs associated with this separation were incurred
in the prior year, a total of £0.2m of residual costs were incurred
in the current year (2022: £3.2m). Costs associated with the
separation in the prior year include a detailed strategy refresh,
working with third party advisors to develop the growth plans for
HSS ProService and evaluate opportunities to create greater
shareholder value.
Onerous contract
The Group maintains a provision to cover the
expected outflows related to its onerous contract with Unipart for
the NDEC operation which ceased in early 2018. The liability at the
balance sheet date is £6.8m (2022: £9.8m). The discount rate used
to calculate the present value of the provision is the five-year UK
gilt rate of 3.98% (2022: 3.62%). Application of the new discount
rate at the balance sheet date resulted in a credit to
the income statement of £28k (2022: credit of £368k), recognised as
exceptional in line with the original provision. An interest charge
(discount unwind) of £0.3m (2022: £0.2m) was recognised through
exceptional finance costs.
5. NET
FINANCE EXPENSE
|
Year ended
30 December 2023
£000s
|
Year
ended
31 December 2022
£000s
|
Interest on senior finance
facility
|
5,278
|
3,041
|
Debt issue costs
|
506
|
473
|
Interest on lease
liabilities
|
3,620
|
2,907
|
Interest on hire purchase
arrangements
|
775
|
1,001
|
Unwind on discounted
provisions
|
693
|
150
|
Interest on other bank loans and
overdrafts
|
169
|
254
|
Other interest payable
|
83
|
-
|
Gross finance expense
|
11,124
|
7,826
|
Bank interest receivable
|
(198)
|
-
|
Net
finance expense
|
10,926
|
7,826
|
6. INCOME
TAX CHARGE
a) Analysis of tax charge/(credit) in the
year
|
Year ended
30 December 2023
£000s
|
Year
ended
31 December 2022
£000s
|
Current tax (credit)/charge
|
|
|
UK corporation tax on the result for
the year
|
236
|
1,495
|
Adjustments in respect of prior
years
|
(1,061)
|
(299)
|
Total current tax (credit)/charge
|
(825)
|
1,196
|
Deferred tax charge/(credit) for the year
|
|
|
Deferred tax charge/(credit) for the
year
|
4,935
|
(5,493)
|
Deferred tax impact of change in tax
rate
|
(27)
|
(40)
|
Adjustments in respect of prior
years
|
660
|
391
|
Total deferred tax credit
|
5,568
|
(5,142)
|
Income tax charge/(credit)
|
4,743
|
(3,946)
|
b) Factors affecting the income tax charge/(credit) in
the year
The tax assessed on the profit for the year
differs from the standard UK corporation rate of tax. The
differences are explained below:
|
Year ended
30 December 2023
£000s
|
Year
ended
31 December 2022
£000s
|
Profit before tax
|
8,980
|
16,531
|
Profit before tax multiplied by the
effective standard rate of corporation tax of 23.5% (2022:
19.0%)
|
2,110
|
3,141
|
Effects of:
|
|
|
Unprovided deferred tax movements on
short-term temporary differences and capital allowance timing
differences
|
(2,715)
|
(2,530)
|
Adjustments in respect of prior
years
|
(402)
|
92
|
Expenses not deductible for tax
purposes
|
283
|
1,096
|
Derecognition/(recognition) of
brought forward tax losses and temporary timing
differences
|
6,485
|
(5,367)
|
Utilisation of unrecognised tax
losses brought forward
|
(739)
|
(449)
|
Differential in oversees tax
rates
|
(252)
|
-
|
Foreign tax suffered
|
-
|
111
|
Impact of change in tax
rate
|
(27)
|
(40)
|
Income tax charge/(credit)
|
4,743
|
(3,946)
|
The charge of £0.3m (2022: £1.1m) arising in
respect of expenses not deductible is mainly attributable to costs
associated with share options awarded to some employees, the Group
exiting property leases and removing dormant entities from the
Group structure. This amount has decreased in the current year due
to the lower level of properties exited during the previous year.
The charge of £6.5m (2022: credit of £5.4m) arises from the
reduction in deferred tax assets in respect of the utilisation of
forecast losses in the three-year (2022: three-year) recognition
window.
c) Factors that may affect future tax charge
The standard rate of UK corporation tax
increased to 25% from 1 April 2023. The increased rate has been
used to calculate the above deferred tax disclosures.
At 30 December 2023 the Group had an
unrecognised deferred tax asset relating to losses of £21.1m (2022:
£13.1m). The gross value of this balance at 30 December 2023 was
£84.5m (2022: £52.3m).
At 30 December 2023 the Group also had an
unrecognised deferred tax asset relating to temporary differences
on plant and equipment, intangible assets and provisions of £3.1m
(2022: £9.8m). The gross value of this balance at 30 December 2023
was £12.5m (2022: £39.4m).
The unrecognised deferred tax assets have not
been recognised on the basis that it is not sufficiently certain
when taxable profits that can be utilised to absorb the reversal of
the temporary difference will occur.
7.
EARNINGS PER SHARE
Basic earnings per share:
|
Profit after tax
£000s
|
Weighted average number of
shares
000s
|
Earnings
per share
Pence
|
Year ended 30 December 2023
|
4,237
|
704,988
|
0.60
|
Year ended 31 December
2022
|
20,477
|
704,988
|
2.90
|
Basic earnings per share is calculated by
dividing the result attributable to equity holders by the weighted
average number of ordinary shares in issue for that
year.
Diluted earnings per share:
|
Profit after tax
£000s
|
Diluted weighted average
number of
shares
000s
|
Earnings
per share
Pence
|
Year ended 30 December 2023
|
4,237
|
728,238
|
0.58
|
Year ended 31 December
2022
|
20,477
|
723,950
|
2.83
|
Diluted earnings per share is calculated using
the profit for the year divided by the weighted average number of
shares outstanding assuming the conversion of potentially dilutive
equity derivatives outstanding, being market value options,
nil-cost share options (LTIP shares) and restricted stock
grants.
All of the Group's potentially dilutive equity
derivative securities were dilutive for the purpose of diluted
earnings per share in both 2023 and 2022.
The following is a reconciliation between the
basic earnings per share and the adjusted basic earnings per
share:
|
Year ended
30 December 2023
Pence
|
Year
ended
31 December 2022
Pence
|
Basic earnings per share
|
0.60
|
2.90
|
Add
back:
|
|
|
Exceptional items per
share1
|
0.40
|
0.34
|
Amortisation of customer
relationships and brands per share2
|
0.02
|
0.29
|
Tax charge/(credit) per
share
|
0.67
|
(0.56)
|
Charge:
|
|
|
Tax charge at prevailing
rate
|
(0.40)
|
(0.56)
|
Adjusted basic earnings per share
|
1.29
|
2.41
|
1 Exceptional
items per share is calculated as total exceptional items divided by
the weighted average number of shares in issue through the
year.
2 Amortisation of
customer relationships and brands per share is calculated as the
amortisation charge on customer relationships and brands divided by
the weighted average number of shares in issue through the
year.
The following is a reconciliation between the
diluted earnings per share and the adjusted diluted earnings per
share:
|
Year ended
30 December 2023
Pence
|
Year
ended
31 December 2022
Pence
|
Diluted earnings per
share
|
0.58
|
2.83
|
Add
back:
|
|
|
Exceptional items per
share1
|
0.39
|
0.33
|
Amortisation of customer
relationships and brands per share2
|
0.02
|
0.28
|
Tax charge/(credit) per
share
|
0.66
|
(0.55)
|
Charge:
|
|
|
Tax charge at prevailing
rate
|
(0.40)
|
(0.55)
|
Adjusted diluted earnings per share
|
1.25
|
2.34
|
1 Exceptional
items per share is calculated as total finance and non-finance
exceptional items divided by the diluted weighted average number of
shares in issue through the year.
2 Amortisation of
customer relationships and brands per share is calculated as the
amortisation charge on customer relationships and brands divided by
the diluted weighted average number of shares in issue through the
year.
The weighted average number of shares for the
purposes of calculating the adjusted diluted earnings per share is
as follows:
|
Year ended
30 December 2023
Weighted average number of shares
000s
|
Year
ended
31 December 2022
Weighted average number of shares
000s
|
Basic
|
704,988
|
704,988
|
LTIP share options
|
3,003
|
3,843
|
Restricted stock grant
|
20,164
|
15,036
|
Company Share Option Plan (CSOP)
options
|
83
|
83
|
Diluted
|
728,238
|
723,950
|
8.
INTANGIBLE ASSETS
|
Goodwill
£000s
|
Customer relationships
£000s
|
Brands
£000s
|
Software
£000s
|
Total
£000s
|
Cost
|
|
|
|
|
|
At 1 January 2023
|
115,855
|
25,400
|
22,585
|
32,764
|
196,604
|
Additions
|
-
|
-
|
-
|
7,058
|
7,058
|
Disposals
|
-
|
-
|
-
|
(360)
|
(360)
|
At 30 December 2023
|
115,855
|
25,400
|
22,585
|
39,462
|
203,302
|
Amortisation
|
|
|
|
|
|
At 1 January 2023
|
-
|
25,291
|
327
|
23,119
|
48,737
|
Charge for the year
|
-
|
91
|
34
|
1,818
|
1,943
|
Disposals
|
-
|
-
|
-
|
(360)
|
(360)
|
At 30 December 2023
|
-
|
25,382
|
361
|
24,577
|
50,320
|
Net book value
|
|
|
|
|
|
At 30 December 2023
|
115,855
|
18
|
22,224
|
14,885
|
152,982
|
|
Goodwill
£000s
|
Customer relationships
£000s
|
Brands
£000s
|
Software
£000s
|
Total
£000s
|
Cost
|
|
|
|
|
|
At 2 January 2022
|
115,855
|
25,400
|
22,590
|
31,856
|
195,701
|
Additions
|
-
|
-
|
-
|
5,592
|
5,592
|
Disposals1
|
-
|
-
|
(5)
|
(4,684)
|
(4,689)
|
At 31 December 2022
|
115,855
|
25,400
|
22,585
|
32,764
|
196,604
|
Amortisation
|
|
|
|
|
|
At 2 January 2022
|
-
|
23,301
|
298
|
24,454
|
48,053
|
Charge for the year
|
-
|
1,990
|
34
|
3,290
|
5,314
|
Disposals1
|
-
|
-
|
(5)
|
(4,625)
|
(4,630)
|
At 31 December 2022
|
-
|
25,291
|
327
|
23,119
|
48,737
|
Net book value
|
|
|
|
|
|
At 31 December 2022
|
115,855
|
109
|
22,258
|
9,645
|
147,867
|
1 As part of the
internal legal restructuring an asset verification exercise was
conducted. As a result, intangible assets, with a gross book value
of £4.6m and accumulated depreciation of £4.6m, have been disposed
during the prior year.
Analysis of goodwill, indefinite life brands,
other brands and customer relationships by cash generating
unit:
|
Goodwill
£000s
|
Indefinite life brands
£000s
|
Other
brands
£000s
|
Customer relationships
£000s
|
Total
£000s
|
Allocated to
|
|
|
|
|
|
HSS Core Operations
|
64,328
|
-
|
-
|
-
|
64,328
|
HSS ProService
|
37,964
|
21,900
|
-
|
-
|
59,864
|
HSS Core - Ireland
|
7,510
|
-
|
-
|
-
|
7,510
|
HSS Power
|
6,053
|
-
|
324
|
19
|
6,396
|
At 30 December 2023
|
115,855
|
21,900
|
324
|
19
|
138,098
|
|
Goodwill
£000s
|
Indefinite
life brands
£000s
|
Other
brands
£000s
|
Customer relationships
£000s
|
Total
£000s
|
Allocated to
|
|
|
|
|
|
HSS Core - UK
|
102,292
|
21,900
|
-
|
-
|
124,192
|
HSS Core - Ireland
|
7,510
|
-
|
-
|
-
|
7,510
|
HSS Power
|
6,053
|
-
|
358
|
109
|
6,520
|
At 31 December 2022
|
115,855
|
21,900
|
358
|
109
|
138,222
|
The remaining life of intangible assets other
than goodwill and indefinite life brands is between nil and 11
years (2022: nil and 12 years). For the purpose of calculating
Adjusted EBITDA and Adjusted EBITA, amortisation is calculated
as the total of the amortisation charge for the year and the loss
on disposal of intangible assets. For the purpose of calculating
Adjusted profit before tax, amortisation of customer relationships
and brands is calculated as the total amortisation charge for
the year and the loss on disposal of customer relationships and
brands.
The Group tests property, plant and equipment,
right of use assets, goodwill and brands for impairment annually
and considers at each reporting date whether there are indicators
that impairment may have occurred. In identifying indicators
of impairment management considers current market capitalisation,
asset obsolescence or closure, adverse trading performance and any
other relevant wider economic or operational factors.
During the prior year, the Group completed a
restructure which included the legal creation of HSS Hire Ireland
Limited in the Republic of Ireland. Following this restructure, the
HSS Core CGU was subdivided into HSS Core - UK and HSS Core -
Ireland and, in line with IAS 36, the goodwill allocated based on
each CGU's value in use (VIU).
As part of this process and first disclosed in
the Group's interim Financial Statements, the Goodwill historically
allocated to HSS Core - UK had to be allocated to HSS ProService
and HSS Core Operations - UK for the first time. This was done
using a VIU-based allocation and the table above shows the
allocation between CGUs. The identification of segments, CGUs and
the allocation of the Goodwill balance is all considered to be part
of a significant judgement in the current year.
The recoverable amounts of the goodwill and
indefinite life brands, which are allocated to CGUs, are estimated
from VIU calculations which model pre-tax cash flows for the next
five years (2022: five years) together with a terminal value using
a long-term growth rate. The key assumptions underpinning the
recoverable amounts of the CGUs tested for impairment are those
regarding the discount rate, long-term growth rate, forecast EBITDA
and capital expenditure including cash flows required to maintain
the Group's right of use assets.
The key variables applied to the VIU
calculations were determined as follows:
· Cash flows were
derived based on the budget for 2024 and model for the following
two years (to the end of 2026).
· Operational
activity then had a long-term growth rate applied to reflect
expectations of spend in the following years, giving a model of
five years in total after which a terminal value was calculated.
The long-term growth factor used was 2.0% for each of the CGUs
(2022: 2.0%).
· A pre-tax
discount rate of 13.3% (2022: 12.2%), calculated by reference to a
weighted average cost of capital based on an industry peer group of
quoted companies and including a 3.1% premium reflective
of the Group's market capitalisation (2022:
2.0%).
An impairment may be identified if changes to
any of the factors mentioned above become significant, including
under-performance of the Group against forecast, negative changes
in the UK tool hire market or a deterioration in the UK
economy, which would cause the Directors to reconsider their
assumptions and revise their cash flow projections.
Based on the VIU modelling and impairment
testing, the Directors do not consider an impairment charge to be
required in respect of any of the property, plant and equipment,
goodwill or indefinite life brand assets carried in the
balance sheet at 30 December 2023 for any of the CGUs. The
Directors carried out sensitivity analysis on various inputs to the
models, including growth rates and discount rates, which did not
result in an impairment charge for any CGU. The level of headroom
in all CGUs except HSS Power was sufficient that the Directors did
not believe a reasonably possible change could trigger an
impairment.
In respect of HSS Power, further evidence
became available subsequent to the balance sheet date for the
recoverable amount of the CGU, as the HSS Power business was sold
on 8 March 2024. As the carrying value of goodwill allocated to HSS
Power would be measured as the higher of the value in use
calculation and the fair value less costs to sell, even if
estimates used in the value in use calculation changed
unfavourably, the evidence for the fair value less costs of
disposal would be sufficient to confirm that no impairment was
required at the balance sheet date.
The Directors also noted that the market
capitalisation of the Group at the balance sheet date was below the
consolidated net asset position - which is an indicator that an
impairment may exist. On consideration of various factors,
including the concentrated shareholder base and recent shareholder
and investor activity, they concluded that an impairment was not
required in this regard.
The following tables summarise the results of
sensitivity testing and scenario modelling on the headroom from
impairment testing in respect of the Group's CGUs in the current
and prior period:
|
At 30 December
2023
|
|
HSS
ProService
|
HSS
Core
Operations
|
HSS
Power
|
HSS Operations
- Ireland
|
Headroom between VIU and carrying
value before sensitivity
|
£25.3m
|
£31.5m
|
£2.2m
|
£10.9m
|
Discount rate required to eliminate the
headroom above
|
16.3%
|
15.7%
|
14.5%
|
19.7%
|
Long-term growth rate required to eliminate the
headroom above
|
(2.0%)
|
(1.4%)
|
0.4%
|
(7.8%)
|
The permanent reduction in EBITDA before an
impairment would be triggered
|
9.2%
|
5.6%
|
3.1%
|
14.2%
|
Headroom with 0% long-term growth and an
increase of 1% to the discount rate before mitigating
actions
|
3.3m
|
(£0.3m)
|
(£2.0m)
|
£5.5m
|
|
At 31
December 2022
|
|
HSS
Core - UK
|
HSS
Power
|
HSS
Core - Ireland
|
Headroom between VIU and carrying
value before sensitivity
|
£229.5m
|
£8.4m
|
£16.4m
|
Discount rate required to eliminate the
headroom above
|
22.2%
|
16.1%
|
21.8%
|
Long-term growth rate required to eliminate the
headroom above
|
(14.5%)
|
(3.4%)
|
(13.8%)
|
The reduction in EBITDA before an impairment
would be triggered
|
26.6%
|
10.0%
|
18.3%
|
Headroom with 0% long-term growth and an
increase of 1% to the discount rate
|
£139.1m
|
£2.4m
|
£9.8m
|
9.
PROPERTY, PLANT AND EQUIPMENT
|
Land &
buildings
£000s
|
Plant &
machinery
£000s
|
Materials & equipment
held for hire
£000s
|
Total
£000s
|
Cost
|
|
|
|
|
At 1 January 2023
|
35,045
|
29,196
|
174,508
|
238,749
|
Transferred from right of use assets
|
-
|
-
|
372
|
372
|
Transferred to right of use assets
|
-
|
-
|
(483)
|
(483)
|
Additions
|
1,680
|
847
|
29,551
|
32,078
|
Disposals
|
(724)
|
(8,128)
|
(22,753)
|
(31,605)
|
Re-measurement
|
(216)
|
-
|
-
|
(216)
|
Foreign exchange differences
|
(26)
|
(3)
|
(141)
|
(170)
|
At 30 December 2023
|
35,759
|
21,912
|
181,054
|
238,725
|
|
|
|
|
|
Accumulated depreciation
|
|
|
|
|
At 1 January 2023
|
23,957
|
26,122
|
100,895
|
150,974
|
Transferred from right of use assets
|
-
|
-
|
323
|
323
|
Transferred to right of use assets
|
-
|
-
|
(380)
|
(380)
|
Charge for the year
|
2,531
|
1,248
|
15,296
|
19,075
|
Disposals
|
(444)
|
(8,124)
|
(16,382)
|
(24,950)
|
Accelerated depreciation on exit of trading
locations
|
507
|
9
|
-
|
516
|
Foreign exchange differences
|
(12)
|
-
|
(4)
|
(16)
|
Transfers
|
-
|
(115)
|
115
|
-
|
At 30 December 2023
|
26,539
|
19,140
|
99,863
|
145,542
|
Net book value
|
|
|
|
|
At 30 December 2023
|
9,220
|
2,772
|
81,191
|
93,183
|
During the year, as part of a routine review of
the useful lives of assets, the Group revised the useful economic
lives of assets included within the "material and equipment held
for hire" class of property, plant and equipment. As part of this
review, the Group has considered the levels of disposals and
write-offs for these assets, as well as their period of service in
the business and anticipated remaining useful economic lives. The
result of this review was that certain assets' useful lives were
extended but remained within the original estimates as disclosed in
the Group's 2022 Consolidated Financial Statements, with one
exception.
The Group's powered access equipment had
previously been depreciated over between five and ten years but has
been revised to between five and fifteen years from the start of
the current period; this was due to evidence that this equipment
was being consistently used for a period in excess of its original
estimate. The total impact of the change was a reduction in
depreciation for these assets of £2.7m in the current financial
period; the impact on future periods is expected to be materially
the same as the current year subject to the impact of future
additions and disposals. All changes to estimates have been applied
prospectively.
Accelerated depreciation on exit of trading
locations relates to additional depreciation charged as a result of
reductions to specific useful economic lives when branches cease
operations early.
|
Land &
buildings
£000s
|
Plant &
machinery
£000s
|
Materials & equipment
held for hire
£000s
|
Total
£000s
|
Cost
|
|
|
|
|
At 2 January 2022
|
37,303
|
43,163
|
160,131
|
240,597
|
Transferred from right of use assets
|
-
|
-
|
283
|
283
|
Additions
|
4,919
|
592
|
30,435
|
35,946
|
Disposals1
|
(4,606)
|
(14,561)
|
(16,686)
|
(35,853)
|
Re-measurement
|
(2,497)
|
-
|
-
|
(2,497)
|
Foreign exchange differences
|
28
|
2
|
243
|
273
|
Transfer
|
(102)
|
-
|
102
|
-
|
At 31 December 2022
|
35,045
|
29,196
|
174,508
|
238,749
|
|
|
|
|
|
Accumulated depreciation
|
|
|
|
|
At 2 January 2022
|
25,453
|
39,408
|
97,008
|
161,869
|
Transferred from right of use assets
|
-
|
-
|
261
|
261
|
Charge for the year
|
2,433
|
1,501
|
16,654
|
20,588
|
Disposals1
|
(3,927)
|
(14,621)
|
(13,189)
|
(31,737)
|
Foreign exchange differences
|
(2)
|
(5)
|
-
|
(7)
|
Transfers
|
-
|
(161)
|
161
|
-
|
At 31 December 2022
|
23,957
|
26,122
|
100,895
|
150,974
|
Net book value
|
|
|
|
|
At 31 December 2022
|
11,088
|
3,074
|
73,613
|
87,775
|
1 As part of the
internal legal restructuring an asset verification exercise was
conducted. As a result, land and buildings and plant and machinery
assets, with a net book value of £0.5m (£18.0m gross book value
less £17.5m accumulated depreciation), have been disposed during
the year.
The transferred from right of use category
represents the acquisition of right of use assets at expiry of the
lease in cases where the title is transferred to the
Group.
Included within property, plant and equipment
are assets against which charges have been registered as security
against their acquisition through hire purchase arrangements. The
total value of assets subject to these securities at the balance
sheet date was £20.5m (2022: £19.3m).
10. RIGHT OF USE
ASSETS
|
Property
£000s
|
Vehicles
£000s
|
Equipment for internal use
£000s
|
Equipment held for hire
£000s
|
Total
£000s
|
Cost
|
|
|
|
|
|
At 1 January 2023
|
56,895
|
31,613
|
520
|
3,606
|
92,634
|
Additions
|
5,243
|
12,882
|
-
|
1,062
|
19,187
|
Re-measurements
|
(608)
|
-
|
-
|
-
|
(608)
|
Transferred to property, plant and
equipment
|
-
|
-
|
-
|
(372)
|
(372)
|
Transferred from property, plant and
equipment
|
-
|
-
|
-
|
483
|
483
|
Disposals
|
(8,558)
|
(16,573)
|
(520)
|
(645)
|
(26,296)
|
Foreign exchange differences
|
(37)
|
(14)
|
-
|
-
|
(51)
|
At 30 December 2023
|
52,935
|
27,908
|
-
|
4,134
|
84,977
|
|
|
|
|
|
|
Accumulated depreciation
|
|
|
|
|
|
At 1 January 2023
|
20,540
|
18,909
|
502
|
870
|
40,821
|
Transferred to property, plant and
equipment
|
-
|
-
|
-
|
(323)
|
(323)
|
Transferred from property, plant and
equipment
|
-
|
-
|
-
|
380
|
380
|
Charge for the period
|
6,625
|
6,976
|
18
|
979
|
14,598
|
Accelerated depreciation on exit of trading
locations
|
943
|
-
|
-
|
-
|
943
|
Disposals
|
(6,787)
|
(15,582)
|
(520)
|
(364)
|
(23,253)
|
At 30 December 2023
|
21,321
|
10,303
|
-
|
1,542
|
33,166
|
Net book value
|
|
|
|
|
|
At 30 December 2023
|
31,614
|
17,605
|
-
|
2,592
|
51,811
|
Accelerated depreciation on exit of trading
locations relates to additional depreciation charged as a result of
reductions to specific useful economic lives when branches cease
operations early.
|
Property
£000s
|
Vehicles
£000s
|
Equipment for internal use
£000s
|
Equipment held for hire
£000s
|
Total
£000s
|
Cost
|
|
|
|
|
|
At 2 January 2022
|
56,847
|
26,283
|
520
|
2,328
|
85,978
|
Additions
|
2,290
|
5,903
|
-
|
2,220
|
10,413
|
Transferred to property, plant and
equipment
|
-
|
-
|
-
|
(293)
|
(293)
|
Disposals
|
(2,273)
|
(548)
|
-
|
(649)
|
(3,470)
|
Foreign exchange differences
|
31
|
(25)
|
-
|
-
|
6
|
At 31 December 2022
|
56,895
|
31,613
|
520
|
3,606
|
92,634
|
|
|
|
|
|
|
Accumulated depreciation
|
|
|
|
|
|
At 2 January 2022
|
15,104
|
12,773
|
444
|
468
|
28,789
|
Transferred to property, plant and
equipment
|
-
|
-
|
-
|
(271)
|
(271)
|
Charge for the period
|
7,458
|
6,522
|
58
|
868
|
14,906
|
Disposals
|
(2,022)
|
(386)
|
-
|
(195)
|
(2,603)
|
At 31 December 2022
|
20,540
|
18,909
|
502
|
870
|
40,821
|
Net book value
|
|
|
|
|
|
At 31 December 2022
|
36,355
|
12,704
|
18
|
2,736
|
51,813
|
The transferred to property, plant and
equipment category represents the acquisition of right of use
assets at expiry of the lease in cases where the title is
transferred to the Group.
11. TRADE
AND OTHER RECEIVABLES
|
30 December
2023
|
31 December
2022
|
Gross
£000s
|
Provision for impairment
£000s
|
Provision for
credit notes
£000s
|
Net of provision
£000s
|
Gross
£000s
|
Provision for impairment
£000s
|
Provision for
credit notes
£000s
|
Net of provision
£000s
|
Trade receivables
|
76,620
|
(3,607)
|
(5,528)
|
67,485
|
77,308
|
(3,343)
|
(5,554)
|
68,411
|
Accrued income
|
13,318
|
(103)
|
-
|
13,215
|
10,543
|
(106)
|
-
|
10,437
|
Total trade receivables and contract
assets
|
89,938
|
(3,710)
|
(5,528)
|
80,700
|
87,851
|
(3,449)
|
(5,554)
|
78,848
|
Net investment in sublease
|
569
|
-
|
-
|
569
|
712
|
-
|
-
|
712
|
Other debtors
|
5,846
|
-
|
-
|
5,846
|
3,493
|
-
|
-
|
3,493
|
Prepayments
|
6,326
|
-
|
-
|
6,326
|
3,015
|
-
|
-
|
3,015
|
Total trade and other receivables
|
102,679
|
(3,710)
|
(5,528)
|
93,441
|
95,071
|
(3,449)
|
(5,554)
|
86,068
|
Included in other debtors is £2.8m (2022:
£1.0m) relating to tax receivables.
The following table details the movements in
the provisions for impairment of trade receivables and contract
assets and credit notes:
|
30 December 2023 Provision for
impairment
£000s
|
30 December 2023
Provision for
credit notes
£000s
|
31 December 2022 Provision for
impairment
£000s
|
31 December 2022
Provision for
credit notes
£000s
|
Balance at the beginning of the
period
|
(3,449)
|
(5,554)
|
(3,931)
|
(3,225)
|
Increase in provision
|
(2,183)
|
(4,166)
|
(1,667)
|
(6,278)
|
Utilisation
|
1,922
|
4,192
|
2,149
|
3,949
|
Balance at the end of the period
|
(3,710)
|
(5,528)
|
(3,449)
|
(5,554)
|
The bad debt provision based on expected credit
losses and applied to trade receivables, all of which are current
assets, is as follows:
30 December
2023
|
Current
£000s
|
0-60 days
past due
£000s
|
61-365 days
past due
£000s
|
1-2 years
past due
£000s
|
Total
£000sl
|
Trade receivables and contract
assets
|
73,810
|
7,594
|
7,031
|
1,503
|
89,938
|
Expected loss rate (%)
|
0.6%
|
2.4%
|
24.1%
|
90.6%
|
4.1%
|
Provision for impairment
|
469
|
184
|
1,696
|
1,361
|
3,710
|
31 December
2022
|
Current
£000s
|
0-60 days
past due
£000s
|
61-365
days
past due
£000s
|
1-2 years
past due
£000s
|
Total
£000s
|
Trade receivables and contract
assets
|
71,292
|
7,747
|
7,262
|
1,550
|
87,851
|
Expected loss rate (%)
|
0.9%
|
2.8%
|
20.9%
|
69.4%
|
3.9%
|
Provision for impairment
|
638
|
218
|
1,517
|
1,076
|
3,449
|
Contract assets consist of accrued income which
is invoiced to customers in the next financial period.
The bad debt provision is estimated using the
simplified approach to expected credit loss methodology and is
based upon past default experience and the Directors' assessment of
the current economic environment for each of the Group's
ageing categories.
The Directors have given specific consideration
to the macroeconomic uncertainty leading to pressures on businesses
facing staff and material shortages and, more latterly, increased
inflation. At the balance sheet date, similar to 2022, the Group
considers that historical losses are not a reliable predictor of
future failures and has exercised judgement in increasing the
expected loss rates across all categories of debt. In so doing the
Group has applied an adjusted risk factor of 1.25x (2022:
1.25x) to reflect the increased risk of future insolvency. In so
doing the provision has been increased by £0.7m (2022: £0.7m) from
that which would have been required based on loss experience over
the past two years. As in the prior year, historical loss rates
have been increased where debtors have been identified as high risk
with a reduction applied to customer debt
covered by credit insurance.
The total amount expensed was £3.0m (2022:
£3.1m). Unless the counterparty is in liquidation, these amounts
are still subject to enforcement actions.
In line with the requirements of IFRS 15,
provisions are made for credit notes expected to be raised after
year end for income recognised during the year.
The combined provisions for bad debt and credit
notes amount to 10.3% of trade receivables and contract assets at
30 December 2023 (2022: 10.2%). A 0.5% increase in the combined
provision rate would give rise to an increased provision
of £0.4m (2022: £0.4m).
12. TRADE AND OTHER
PAYABLES
|
Year ended
30 December 2023
£000s
|
Year ended
31 December 2022
£000s
|
Current
|
|
|
Trade payables
|
50,410
|
41,693
|
Other taxes and social security
costs
|
4,631
|
4,718
|
Other creditors
|
1,020
|
2,010
|
Accrued interest on borrowings
|
716
|
534
|
Accruals
|
27,204
|
38,689
|
Deferred income
|
1,336
|
658
|
|
85,317
|
88,302
|
All deferred income relates to goods and
services to be provided to customers in the next financial
period.
13. LEASE
LIABILITIES
|
Year ended
30 December 2023
£000s
|
Year ended
31 December 2022
£000s
|
Lease liabilities - Current
|
14,548
|
13,182
|
Lease liabilities - Non-current
|
42,822
|
43,110
|
|
57,370
|
56,292
|
The interest rates on the Group's lease
liabilities are as follows:
|
30 December 2023
|
31 December 2022
|
Equipment for hire
Fixed
|
10.6 to 19.1%
|
11.1 to 19.1%
|
Other
Fixed
|
5.7 to 6.1%
|
3.5 to 6.0%
|
The weighted average interest rates on the
Group's borrowings are as follows:
|
30 December 2023
|
31 December 2022
|
Lease liabilities
|
6.4%
|
6.1%
|
The lease liability movements are detailed
below:
|
Property
£000s
|
Vehicles
£000s
|
Equipment for hire and internal use
£000s
|
Total
£000s
|
Lease liability movement
|
|
|
|
|
At 1 January 2023
|
39,268
|
13,472
|
3,552
|
56,292
|
Additions
|
5,167
|
12,955
|
1,126
|
19,248
|
Re-measurements
|
(720)
|
-
|
-
|
(720)
|
Unwind of discount
|
2,320
|
764
|
536
|
3,620
|
Payments (including interest)
|
(9,483)
|
(7,924)
|
(1,942)
|
(19,349)
|
Disposals
|
(584)
|
(1,091)
|
-
|
(1,675)
|
Foreign exchange differences
|
(28)
|
(18)
|
-
|
(46)
|
At 30 December 2023
|
35,940
|
18,158
|
3,272
|
57,370
|
|
Property
£000s
|
Vehicles
£000s
|
Equipment for hire and internal use
£000s
|
Total
£000s
|
Lease liability movement
|
|
|
|
|
At 2 January 2022
|
44,879
|
14,247
|
2,339
|
61,465
|
Additions
|
2,290
|
5,903
|
2,090
|
10,283
|
Unwind of discount
|
2,460
|
444
|
3
|
2,907
|
Payments (including interest)
|
(10,144)
|
(7,023)
|
(880)
|
(18,047)
|
Disposals
|
(217)
|
(107)
|
-
|
(324)
|
Foreign exchange differences
|
-
|
8
|
-
|
8
|
At 31 December 2022
|
39,268
|
13,472
|
3,552
|
56,292
|
The Group's leases have the following maturity
profile:
|
30 December 2023
£000s
|
31 December 2022
£000s
|
Less than one year
|
17,735
|
16,227
|
Two to five years
|
37,765
|
36,798
|
More than five years
|
13,375
|
15,133
|
|
68,875
|
68,158
|
|
|
|
Less interest cash flows:
|
(11,505)
|
(11,866)
|
Total principal cash flows
|
57,370
|
56,292
|
The maturity profile, excluding interest cash
flows, of the Group's leases is as follows:
|
30 December 2023
£000s
|
31 December 2022
£000s
|
Less than one year
|
14,548
|
13,182
|
Two to five years
|
31,737
|
30,690
|
More than five years
|
11,085
|
12,420
|
|
57,370
|
56,292
|
14.
BORROWINGS
|
30 December 2023
£000s
|
31 December 2022
£000s
|
Current
|
|
|
Hire purchase arrangements
|
5,545
|
5,168
|
|
|
|
Non-current
|
|
|
Hire purchase arrangements
|
9,930
|
9,978
|
Senior finance facility
|
69,085
|
68,613
|
|
79,015
|
78,591
|
The senior finance facility is stated net of
transaction fees of £0.9m (2022: £1.4m) which are being amortised
over the loan period.
The nominal value of the Group's loans at each
reporting date is as follows:
|
30 December 2023
£000s
|
31 December 2022
£000s
|
Hire purchase arrangements
|
15,475
|
15,146
|
Senior finance facility
|
70,000
|
70,000
|
Revolving credit facility
|
-
|
-
|
|
85,475
|
85,146
|
The senior finance facility and revolving
credit facility are covered by composite company unlimited
multilateral guarantee across all group subsidiaries and are
secured over the assets of Hampshire TopCo Limited and Hero
Acquisitions Limited and all of its subsidiaries. These
subsidiaries comprise all of the trading activities of the Group.
The £25.0m revolving credit facility includes a £6.0m overdraft
facility and in 2021 also included a £1.8m guarantee arrangement to
secure the Group's card-acquiring services provided by a third
party, which concluded during 2022.
The Group had undrawn committed borrowing
facilities of £36.3m at 30 December 2023 (2022: £36.3m), including
£11.3m (2022: £11.3m) of finance lines to fund hire fleet capital
expenditure not yet utilised. Including net cash balances, the
Group had access to £68.2m of combined liquidity from available
cash and undrawn committed borrowing facilities at 30 December 2023
(2022: £84.0m).
The interest rates on the Group's borrowings
are as follows:
|
|
|
30 December 2023
|
31 December 2022
|
Hire purchase arrangements
|
Floating
|
percentage above NatWest base rate
|
2.2 to 2.5%
|
2.3 to 2.9%
|
Senior finance facility
|
Floating
|
percentage above SONIA
|
3.0%
|
3.0%
|
Revolving credit facility
|
Floating
|
percentage above SONIA
|
3.0%
|
3.0%
|
The margin above of 3.0% that applies to the
senior finance facility and revolving credit facility is subject to
a ratchet mechanism, the output of which ranges from 2.75% to
3.50%. The specific margin to apply is dependent on the Group's net
leverage position and updated quarterly based on the latest
position.
The weighted average interest rates on the
Group's borrowings are as follows:
|
30 December 2023
|
31 December 2022
|
Hire purchase arrangements
|
7.7%
|
6.0%
|
Senior finance facility
|
8.2%
|
6.4%
|
Revolving credit facility
|
8.2%
|
6.4%
|
Amounts under the revolving credit facility are
typically drawn for a one to three month borrowing period, with the
interest set for each borrowing period based upon SONIA and a fixed
margin.
The Group's borrowings have the following
maturity profile:
|
30 December
2023
|
31 December
2022
|
|
Hire purchase arrangements
£000s
|
Borrowings
£000s
|
Hire purchase arrangements
£000s
|
Borrowings
£000s
|
Less than one year
|
6,333
|
5,733
|
5,718
|
2,235
|
Two to five years
|
10,805
|
75,096
|
10,670
|
74,245
|
|
17,138
|
80,829
|
16,388
|
76,480
|
Less interest cash flows:
|
|
|
|
|
Hire purchase arrangements
|
(1,663)
|
-
|
(1,242)
|
-
|
Senior finance facility
|
-
|
(10,829)
|
-
|
(6,480)
|
Total principal cash flows
|
15,475
|
70,000
|
15,146
|
70,000
|
15.
PROVISIONS
|
Onerous property costs
£000s
|
Dilapidations
£000s
|
Onerous
contracts
£000s
|
Total
£000s
|
At 1 January 2023
|
117
|
11,380
|
9,806
|
21,303
|
Additions
|
492
|
230
|
-
|
722
|
Utilised during the period
|
(60)
|
(508)
|
(3,289)
|
(3,857)
|
Unwind of discount
|
5
|
377
|
311
|
693
|
Impact of change in discount rate
|
-
|
907
|
(28)
|
879
|
Unused amounts reversed
|
-
|
(1,153)
|
-
|
(1,153)
|
Foreign exchange
|
-
|
(18)
|
-
|
(18)
|
At 30 December 2023
|
554
|
11,215
|
6,800
|
18,569
|
|
|
|
|
|
Of which:
|
|
|
|
|
Current
|
271
|
1,477
|
3,068
|
4,816
|
Non-current
|
283
|
9,738
|
3,732
|
13,753
|
|
554
|
11,215
|
6,800
|
18,569
|
|
Onerous property costs
£000s
|
Dilapidations
£000s
|
Onerous
contracts
£000s
|
Total
£000s
|
At 2 January 2022
|
186
|
10,174
|
13,463
|
23,823
|
Additions
|
-
|
4,430
|
-
|
4,430
|
Utilised during the period
|
(7)
|
(58)
|
(3,289)
|
(3,354)
|
Unwind of discount
|
1
|
113
|
-
|
114
|
Impact of change in discount rate
|
(6)
|
(2,822)
|
(368)
|
(3,196)
|
Unused amounts reversed
|
(57)
|
(467)
|
-
|
(524)
|
Foreign exchange
|
-
|
10
|
-
|
10
|
At 31 December 2022
|
117
|
11,380
|
9,806
|
21,303
|
|
|
|
|
|
Of which:
|
|
|
|
|
Current
|
47
|
1,232
|
2,979
|
4,258
|
Non-current
|
70
|
10,148
|
6,827
|
17,045
|
|
117
|
11,380
|
9,806
|
21,303
|
Onerous property costs
The provision for onerous property costs
represents the current value of contractual liabilities for future
rates payments and other unavoidable costs (excluding lease costs)
on leasehold properties the Group no longer uses. The additions of
£0.5m (2022: £nil) and the release of the provision of £nil (2022:
£0.1m) have been treated as exceptional and are included in the
property cost charge of £0.8m (2022: credit of £0.1m). These
additions relate primarily to the UK branch network restructure.
The releases in the prior year are the result of early surrenders
being agreed with landlords - the associated liabilities are
generally limited to the date of surrender but provided to the date
of the first exercisable break clause to align with recognition of
associated lease liabilities.
The liabilities, assessed on a
property-by-property basis, are expected to arise over a period of
up to six years (2022: four years) with the weighted
average period expected for onerous property costs being
2.64 years (2022: 2.73 years). The onerous property cost
provision is discounted at a rate of 3.48% (2022: 3.62%),
representing a short-term risk free rate based upon UK 5-year
GILT rates. Sensitivity analysis has not been conducted due to the
immaterial nature of the remaining provision.
Dilapidations
An amount equal to the provision for
dilapidation is recognised as part of the asset of the related
property. The timing and amounts of future cash flows related to
lease dilapidations are subject to uncertainty. The provision
recognised is based on management's experience and understanding of
the commercial retail property market and third party surveyors'
reports commissioned for specific properties in order to best
estimate the future out-flow of funds, requiring the exercise of
judgement applied to existing facts and circumstances, which can be
subject to change. The estimates used by management in the
calculation of the provision take into consideration the location,
size and age of the properties. The weighted average dilapidations
provision at 30 December 2023 was £8.61 per square foot (psf)
(2022: £8.83 psf). The increase is mainly due to a revision of the
£ psf estimates in line with actual expenditure on the exit of
properties. Estimates for future dilapidations costs are regularly
reviewed as and when new information is available. Given the large
portfolio of properties, the Directors do not believe it is useful
or practical to provide sensitivities on a range of reasonably
possibly outcomes on a site-by-site basis. Instead consideration is
given to the impact of a sizeable shift in the average rate. A
£1.00 psf increase in the dilapidations provision would lead to an
increase in the provision at 30 December 2023 of £1.2m (2022:
£1.1m).
The dilapidations provisions have been
discounted depending on the remaining lease term and the rate is
based on the 5 or 10 year UK gilt yields of 3.48% and 3.54%
respectively (2022: 3.62% and 3.7% respectively). A 1%
increase in both the discount rates at 30 December 2023 would
decrease the dilapidations provision by £0.5m (2022: £0.6m). The
inflation rate applied in the calculation of the dilapidations
provision was 5% for year 1 and thereafter 2.5% (2022: 5% for
year 1 and a 2.5% average used thereafter).
The aggregate movement in additions, releases
and change in discount rate of has generated a net decrease of
£0.1m (2022: increase of £1.1m) to property, plant and
equipment through asset additions, re-measurements and
disposals.
Onerous contract
The onerous contract represents amounts payable
in respect of the agreement reached in 2017 between the Group and
Unipart to terminate the contract to operate the NDEC. Under the
terms of that agreement, at 30 December 2023 £6.8m is payable over
the period to 2026 (2022: £9.8m) and £3.3m has been paid during the
year (2022: £3.3m). The provision has been re-measured to present
value by applying a discount rate of 3.98% (2022: 3.62%). A 1%
increase in the discount rate at 30 December 2023 would
decrease the provision by £0.1m (2022: £0.2m).
16. DEFERRED
TAX
Deferred tax is provided in full on taxable
temporary differences under the liability method using applicable
tax rates.
Deferred tax
asset/(liability)
|
Other temporary timing differences
£000s
|
Tax losses
£000s
|
Property, plant
and equipment
and other items
£000s
|
Acquired
intangible
assets
£000s
|
Total
£000s
|
At 1 January 2023
|
-
|
7,367
|
148
|
(117)
|
7,398
|
(Charge)/credit to the income
statement
|
1,130
|
(6,485)
|
(244)
|
31
|
(5,568)
|
At 30 December 2023
|
1,130
|
882
|
(96)
|
(86)
|
1,830
|
Deferred tax
asset/(liability)
|
|
Tax losses
£000s
|
Property, plant
and equipment
and other items
£000s
|
Acquired
intangible
assets
£000s
|
Total
£000s
|
At 2 January 2022
|
|
2,000
|
404
|
(148)
|
2,256
|
Credit/(charge) to the income
statement
|
|
5,367
|
(256)
|
31
|
5,142
|
At 31 December 2022
|
|
7,367
|
148
|
(117)
|
7,398
|
Deferred tax assets have been recognised to the
extent that management considers it probable that tax losses will
be utilised. Due to trading losses in prior years, the Directors
expect to phase in the recognition of taxable losses expected to be
utilised in the medium and long term as they can better assess the
probability of their utilisation. The level of losses to be
utilised is measured by reference to the Board approved budget and
3-year plan, which, is also used to determine value in use for the
Group's cash generating units. In the year ended 30 December 2023 a
three-year (2022: three-year) recognition window has been
applied.
The net deferred tax liability on property,
plant and equipment and other items, and the deferred tax liability
on acquired intangible assets, are stated after offset of deferred
tax assets from available tax losses of £2.9m (2022: £0.3m) and
£5.5m (2022: £5.5m) respectively.
At 30 December 2023 the Group had an
unrecognised deferred tax asset relating to losses of £21.1m (2022:
£13.1m). The gross value of the balance at 30 December 2023 was
£84.5m (2022: £52.3m).
At 30 December 2023 the Group also had an
unrecognised deferred tax asset relating to temporary differences
on plant and equipment, intangible assets and provisions of £3.1m
(2022: £9.8m). The gross value of the balance at 30 December 2023
was £12.5m (2022: £39.4m).
A deferred tax liability of £0.1m has been
recognised on the net book value of acquired intangibles. This
amount has not been offset against deferred tax assets
elsewhere in the Group due to there being no legal right of offset
in the relevant tax jurisdictions.
At 30 December 2023 £0.1m (2022: £0.1m) of the
deferred tax liability is expected to crystallise after more than
one year.
17. SHARE
CAPITAL
The number of shares in issue and the related
share capital and share premium are as follows:
|
Ordinary shares
Number
|
Ordinary shares
£000s
|
Share premium
£000s
|
At 1 January 2023 and 30 December
2023
|
704,987,954
|
7,050
|
45,552
|
18. POST BALANCE
SHEET EVENTS
Sale of Power businesses
Subsequent to the year end, on 7 March 2024,
the Group sold ABird Superior Limited, ABird Limited and Apex
Generators Limited (together the 'Power' businesses within the
Group) to a third party, CES Global. The businesses were sold
for an enterprise value of £23.25m, with customary working capital
and debt adjustments resulting in a cash consideration of £20.7m.
Net assets disposed were £20.7m (including consolidation related
intangibles of £6.4m) for a gain before transaction costs of £nil.
In connection with the sale of the businesses the Group has
incurred transaction costs of £0.7m in 2024.
The disposed entities contributed £26.5m
revenues to the group, and management expect to retain a majority
of the revenues on an ongoing basis through a continuing supplier
agreement between ProService and the disposed entities.
Subsequent to the sale, proceeds of £12.5m on
the sale of the Power businesses were used to make a partial
repayment of the Group's senior loan facility, reducing the total
liability from £70.0m at the year end to £57.5m.
UK branch network
Based on the ongoing successful performance of
the Group's builders merchant locations, the decision was made
during FY23 to accelerate the migration to this lower variable cost
model. To this end, in March 2024 the further closure of four
branches located in England and Scotland was approved. This change
will reduce ongoing costs by c£0.7m per annum with expected
exceptional costs of between £0.8m and £1.3m, the majority of which
are property related.
Dividends
Subsequent to the year end, on 30 April 2024, a
final dividend of 0.38p per share was approved by the Board. This
will be paid in cash during July 2024 and had an ex-dividend date
of 23 May 2024.