McBride plc
("McBride" or the
"Group")
Preliminary Results
Announcement
Strong operational and
strategic progress delivering sales volume and profit growth
17
September 2024
McBride, the leading European
manufacturer and supplier of private label and contract
manufactured products for the domestic household and
professional cleaning/hygiene markets, announces its preliminary
results for the year ended 30 June 2024.
Divisional and customer focus delivering improved
results
· Overall market for private label household cleaning products
continues to grow
· Total
market sales volumes grew 5.7%, with private label volumes up 7.2%,
reflecting our focus on customer partnerships
· Good
performance in strategic focus areas of laundry and Germany, which
saw sales volume growth of 8.0% and 6.2% respectively
· Strong
second half recovery in contract manufacturing, with early start of
a new long-term contract
· All
divisions delivered profit growth, building on momentum of
2023
· Transformation programme progressing to plan and on track to
deliver £50 million of net benefits by 2028
· Sustainability commitment enhanced with appointment of a
dedicated team; confirmation of Science Based Target initiative
(SBTi) alignment with targets set for the coming years
Financial highlights
· Revenue of £934.8m (2023: £889.0m), up 5.2% (6.2% at constant
currency(1))
· Adjusted operating profit(2) of £67.1m (2023:
£13.5m), slightly ahead of upgraded market expectations
· Operating profit of £64.3m (2023: £10.3m)
· Adjusted profit before tax(2) of £53.1m (2023:
£0.3m)
· Profit
before tax of £46.5m (2023: loss of £15.1m)
· Net
debt(2) at £131.5m (30 June 2023: £166.5m), representing
1.5x adjusted EBITDA(1)
Positive outlook for continued profitable
growth
· Early
months of new financial year seeing overall sales volumes in line
with expectations
· Encouraging signs of continued contract manufacturing
momentum, building on strong second half
· Healthy pipeline of new launches and business wins, as the
Group prioritises growth initiatives
· Input
costs for the main raw materials remain steady, with costs of
recycled materials and natural-based chemicals increasing in line
with our expectations
· Group
full-year outlook is consistent with current market expectations*,
targeting a third consecutive year of revenue growth, with
profitability significantly ahead of the historical
average
*
Current market expectations refer to a Group compiled consensus of
broker forecasts for FY25 of:
·
Adjusted operating profit £59.7m
·
Net debt £111.3m
Chris Smith, Chief Executive
Officer, commented:
"It has been an excellent financial and operational
performance by the Group. While market dynamics have remained
favourable, with a continued consumer trend towards private label
across European household cleaning product markets, it is the
effective execution of our strategy that has led McBride to
capitalise on this environment. Our efforts to further develop our
customer partnerships, together with improved consumer insights to
support product range developments and innovation led by our
specialist divisional teams, will continue to drive future
growth.
Strong operational delivery, focused growth initiatives, and
effective cost and margin management, have led each division to
generate profitable growth for the year, resulting in the Group's
significantly increased adjusted operating profit, slightly ahead
of the upgraded market expectations. In addition, our commitment to
reducing debt levels has led to a £35.0 million reduction in net
debt for the year.
The Transformation programme is progressing to plan, with a
number of key projects moving from design to delivery phase in
2025. The Group has made an encouraging start to the new financial
year and while there are signs of increased brander activity,
private label demand remains robust with contract manufacturing
maintaining the momentum of the fourth quarter. As such, we look
forward to the future with confidence."
|
Year ended
|
Year
ended
|
|
Constant
|
|
30 June
|
30
June
|
Reported
|
currency
|
£m (unless otherwise
stated)
|
2024
|
2023
|
Change
|
change(1)
|
Revenue
|
934.8
|
889.0
|
5.2%
|
6.2%
|
Adjusted operating profit
|
67.1
|
13.5
|
53.6
|
53.8
|
Operating profit
|
64.3
|
10.3
|
54.0
|
|
Adjusted profit before
taxation
|
53.1
|
0.3
|
52.8
|
52.9
|
Profit/(loss) before
taxation
|
46.5
|
(15.1)
|
61.6
|
|
Adjusted diluted earnings per
share(3)
|
21.7p
|
0.0p
|
21.7p
|
|
Diluted earnings/(loss) per
share(3)
|
18.8p
|
(6.6)p
|
25.4p
|
|
Net debt
|
131.5
|
166.5
|
(35.0)
|
|
Adjusted return on capital
employed(2)
|
33.5%
|
6.4%
|
27.1ppts
|
|
1Comparatives translated at
financial year 2024 exchange rates.
2Refer to note 19 for
definition.
3See note
8.
Analyst and investor presentation
A results presentation will be
available on the McBride plc investor relations website from
10.00am today.
McBride plc
|
|
Chris Smith, Chief Executive
Officer
|
|
Mark Strickland, Chief Financial
Officer
|
|
|
|
Instinctif Partners
|
0207 457 2020
|
Guy Scarborough
Hannah Scott
|
|
Forward-looking
Statements
This announcement contains forward-looking statements about
financial and operational matters. Forward-looking statements can
be identified by the fact that they do not relate strictly to
historical or current facts. They sometimes use words such as
"may", "will", "could", "should", "aim", "expect", "plan",
"intend", "anticipate", "believe", "achieve", "project", "predict",
"seek", "estimate", "objective", "goal", "target" or other words of
similar meaning. These statements are based on the current views,
expectations, assumptions and intentions of management, and are
based on information available to management as at the date of this
announcement. Because they relate to future events and are subject
to future circumstances, these forward-looking statements are
subject to risks, uncertainties and other factors which may not
have been in contemplation as at the date of the announcement
and/or which are beyond McBride plc's ability to control or
precisely estimate, including (but not limited to) those set out in
this announcement and the economic and business circumstances
occurring from time to time in the countries, sectors and markets
in which McBride plc operates. As a result, actual financial
results, operational performance and other future developments
could differ materially from those envisaged by the forward-looking
statements. No assurance can be given that any particular
expectation will be met, and undue reliance should not be placed on
any forward-looking statements. Additional factors that may affect
future results are contained in the "Principal risks and
uncertainties" section of McBride plc's most recent Annual Report
and Accounts.
Any forward-looking statements contained in this announcement
speak only as of the date they are made. Neither McBride plc nor
any of its affiliates undertake any obligation to update or revise
any forward-looking statements, whether as a result of new
information, future developments or otherwise, except to the extent
required by applicable law or regulation.
This announcement does not constitute an offer or invitation
to underwrite, subscribe for, or otherwise acquire or dispose of
any McBride plc shares or other securities, or of any of the
businesses or assets described in the announcement, nor shall it
(or any part of it) or the fact of its distribution form the basis
of, or be relied upon in connection with, any contract
therefore.
Overall business performance
It has been a year of significant
growth and progress for McBride, with the Group delivering an
excellent financial and operational performance. All five divisions
maintained the positive momentum created in the second half of
2023, generating profit growth for the year, which is a testament
to our specialist teams and their ability to execute our strategy.
Whilst the consumer trend towards private label has presented a
rising tide of potential growth opportunities, it is McBride's
operational delivery that has ensured such a strong trading and
financial performance.
It is also pleasing to report that
the Group continued to make good progress against its strategic
imperative of ensuring a safe working environment. The lost time
incident frequency rate fell to 0.75 (2023: 0.88), with new tools
and an online reporting system being introduced. At the year end,
11 of the Group's 15 manufacturing locations had been free of lost
time incidents for over 100 days.
The Group continued to capitalise on
higher demand for everyday value private label household cleaning
products, with overall sales volumes up 5.7% and private label
sales volumes up 7.2%. The strong demand for McBride's products was
driven by a combination of new business wins and growth of existing
private label products. Whilst contract manufacturing volumes were
lower in the first half of the year and for the year overall, they
increased by 13.4% in the second half, largely due to strong fourth
quarter volumes from the commencement of a substantial new
long-term contract. In the second half, there were some signs of
increased promotional activity from manufacturers of branded
products, but all divisions continued to see solid demand for
private label products. Customer service levels (CSL) improved by
2.5ppts compared to last year, with the second half performance
being over 3ppts higher than the first half, as issues on a small
number of the Group's manufacturing lines were resolved.
The Group's strong sales volume
performance resulted in revenue increasing by 5.2% to £934.8
million (2023: £889.0m), and adjusted operating profit of £67.1
million (2023: £13.5m) being delivered slightly ahead of upgraded
market expectations. The Group performed well in its strategic
focus areas of laundry and Germany, which delivered sales volume
growth of 8.0% and 6.2% respectively. Whilst the Group's profit
performance has been driven in part by sales volume growth, it was
underpinned by a combination of strong margin management, improved
operational output and tight cost control in an inflationary
environment.
Net debt reduction has remained a
key area of focus for McBride. As presented at the Capital Markets
Day (CMD) in March 2024, net debt/adjusted EBITDA is one of the
primary financial metrics used to measure progress against the
Group's strategic priorities. Pleasingly, this focus resulted in
net debt closing at £131.5 million, a £35.0 million reduction
versus the prior year (2023: £166.5m) and a net debt/adjusted
EBITDA of 1.5x, already positioning the Group close to achieving
its net debt/adjusted EBITDA ambition of less than 1.5x.
Inflationary environment
Over the course of the year, prices
for consumers continued to rise and cost-of-living pressures
resulted in continued strong demand for good value, high-quality
private label products across the Group's markets. The challenge
for McBride has been how to effectively and reliably serve the
significantly increased demand. As such, the divisions have
successfully focused on efficient supply chain and logistics
management, with a key principle of the business being the ability
to deliver an effective end-to-end supply chain
solution.
The raw materials environment has
been relatively benign, with generally weaker demand lowering input
cost pressure, which has supported McBride's strong financial
performance. However, as the Group exited the financial year, it
has started to see upward pressure on certain materials,
particularly recycled materials and natural alcohol-based products,
as customer and consumer demand for these materials continued to
increase.
Strategic progress
At the CMD, McBride presented the
significant progress achieved in the implementation of its Compass
strategy and outlined the key elements of its Transformation
programme. Importantly, each division remains focused on delivery
of its key objectives, with the strategies continuing to be as
relevant today as they were when they were first implemented in
2021.
In terms of the Transformation
programme, it is pleasing to report that the initiatives are
progressing to plan, as the Group works towards its target of £50
million of net benefits, annualising at £17 million adjusted
operating profit in 2028. The focus at present is on the transition
from the technical design stages to a phased implementation of
three priority initiatives: SAP S/4HANA, 'Commercial Excellence'
and 'Service Excellence'.
One of McBride's key strengths is
the depth to which its divisions are embedded in their sectors and
markets. It is this focused specialism that provides exceptional
product and technological knowledge, together with the ability to
adapt to changing customer and consumer needs. Over the past two
years, the Group has developed closer partnerships with its
customers to enhance the value proposition provided to them. In
addition to creating more dynamic pricing arrangements, the clear
customer-centric approach means that the divisions can respond
quickly and with agility to evolving consumer needs, as well as
having a better platform to promote product innovations.
Innovation
The development of innovative
products remains at the heart of McBride and is a driver of many of
its new business wins. Throughout the year, the divisions have
continued to create new solutions to meet changing consumer demands
and ensure reliable delivery for their customers. A common theme
across the whole business is the move to more compact or more
concentrated products, reducing the weight of product to transport
and the volume of required packaging. Additionally, during the
year, Unit Dosing adapted product packaging formats from plastic to
carton packs, Liquids introduced improved product formulations,
Powders developed innovative solutions for greater compaction and
Aerosols introduced lighter-weight packaging to mitigate the impact
of input cost pressures.
Sustainability
A commitment to sustainability,
relevant and tuned to the needs of our stakeholders and wider
society, is core to the Group's strategy and corporate proposition.
McBride continues to operate strong levels of governance, as would
be expected of a listed company, and has made great strides in
engaging with its workforce and local communities. During the year,
McBride appointed a small, dedicated team to drive its
environmental impact reduction plans. The Group signed up to the
SBTi, the only major private label household supplier to have done
so, setting goals for the coming years on all three carbon scopes.
The divisions' research and development teams work to ensure that
each new product launched is less carbon intense than the one it
replaces.
Current trading and outlook
The first two months of the new
financial year have seen overall volume levels in line with the
Group's expectations. The overall market for household cleaning
products is showing volume growth, and within that demand for
private label products remains robust in the face of initiatives
from branded manufacturers to recover market share. The divisions
have a good pipeline of new product launches and business wins
ahead and continue to prioritise growth initiatives. Input costs
for the main raw materials remain steady overall, but with costs of
recycled materials and natural-based chemicals increasing in line
with expectations. The business will continue to manage its margins
through informed and co-operative dialogue with its
customers.
The next year is a crucial period
for a number of the Group's transformation projects, especially the
'gold programmes', being the SAP S/4HANA ERP system upgrade,
Commercial Excellence and Service Excellence. The Group remains
confident in the quality of delivery and the benefits that will be
delivered from these Transformation initiatives.
The Group's outlook for the year is
consistent with analyst expectations, which would represent a third
consecutive year of revenue growth, with profitability levels
significantly ahead of our historical average.
Divisional performance review
|
Year ended
|
Year
ended
|
|
Constant
|
|
30 June
|
30
June
|
Reported
|
currency
|
|
2024
|
2023
|
change
|
change
|
Revenue
|
£m
|
£m
|
%
|
%
|
Liquids
|
532.8
|
497.9
|
7.0%
|
7.7%
|
Unit Dosing
|
233.6
|
234.2
|
(0.3)%
|
0.7%
|
Powders
|
92.8
|
85.9
|
8.0%
|
9.2%
|
Aerosols
|
50.9
|
46.2
|
10.2%
|
11.6%
|
Asia Pacific
|
24.7
|
24.8
|
(0.4)%
|
8.3%
|
Group
|
934.8
|
889.0
|
5.2%
|
6.2%
|
|
Year ended
|
Year
ended
|
|
Constant
|
|
30 June
|
30
June
|
Reported
|
currency
|
|
2024
|
2023
|
change
|
change
|
Adjusted operating
profit/(loss)
|
£m
|
£m
|
£m
|
£m
|
Liquids
|
45.6
|
10.5
|
35.1
|
35.0
|
Unit Dosing
|
19.4
|
10.0
|
9.4
|
9.2
|
Powders
|
6.0
|
(0.7)
|
6.7
|
7.0
|
Aerosols
|
2.1
|
0.3
|
1.8
|
1.8
|
Asia Pacific
|
1.4
|
1.1
|
0.3
|
0.4
|
Corporate
|
(7.4)
|
(7.7)
|
0.3
|
0.4
|
Group
|
67.1
|
13.5
|
53.6
|
53.8
|
Liquids performance review
Revenue grew to £532.8 million
(2023: £497.9m), a 7.7% increase on a constant currency basis,
generating an adjusted operating profit of £45.6 million (2023:
£10.5m) and resulting in an adjusted operating profit margin of
8.6% (2023: 2.1%).
Driven by sales volume growth of
6.6%, the strong performance was supported by efficient operational
delivery and the effect of prior year pricing actions agreed with
customers to offset significant input cost inflation. All major
geographies saw sales volume and revenue growth, with a standout
performance in France, as consumers continued to switch from
branded to private label products in response to increased pressure
on their disposable incomes.
Private label revenue increased by
9.4%, driven principally by private label share growth and new
contract wins, and was the result of a strategic focus on building
customer partnerships. In the strategic focus areas of laundry,
private label sales volumes grew by 17.9% on a constant currency
basis, driven by contract wins and a focused approach. Sales
volumes of private label products in the dishwash and cleaners
categories grew broadly in line with the wider markets.
Contract manufacturing volumes
decreased by 1.8%; however, volumes in the second half increased by
24.1%, driven by a major new customer contract, which is expected
to generate further growth in 2025.
Liquids has made good progress with
the Transformation programme, creating efficiencies and capacity
through the continued rollout of Lean manufacturing methodology
across the division and using innovation to improve sustainability.
The development of more concentrated products, together with a move
towards carton packaging, supports the Group's commitment to
sustainability by reducing the use of water and plastic in the
manufacturing process.
Unit Dosing performance review
On a constant currency basis,
revenue increased by 0.7% to £233.6 million (2023: £234.2m),
generating an adjusted operating profit of £19.4 million (2023:
£10.0m) and resulting in an adjusted operating profit margin of
8.3% (2023: 4.3%).
While the number of customer units
grew by 1.1%, the volume of individual doses sold grew by 6.2%,
driven by a shift in sales mix towards larger consumer packs.
Volume growth in doses was seen across all product categories and
in both private label and contract manufacturing customer segments,
despite certain operational challenges limiting laundry capsules
output. Contract manufacturing sales volumes increased by 22.4% in
the second half, mainly driven by new product launches, with this
positive momentum expected to continue into 2025.
Despite the average sales price per
dose reducing by 5.2% on a constant currency basis, driven by
successful efforts to create more compact and increasingly
sustainable products and certain price reductions, the division
improved profitability through operating leverage from higher
production volumes, strong margin management and tight cost
controls.
As outlined at the CMD, product
leadership remains at the heart of Unit Dosing's strategy.
Expertise in designing and manufacturing compacted products and
sustainable packaging solutions, providing its customers with
affordable, easy-to-use, fit-for-purpose, sustainable products, led
to multiple new business wins in 2024 and created a healthy
pipeline of new product launches. Under the 'FleXellence'
initiative also discussed at the CMD, the division made investments
to improve the flexibility of operations and increase capacity for
key product and packaging formats, while ensuring the right balance
between output increases, cost to produce and the flexibility
required to fully satisfy its customers' needs.
Powders performance review
Revenue grew to £92.8 million (2023:
£85.9m), a 9.2% increase on a constant currency basis, generating
an adjusted operating profit of £6.0 million (2023: loss of £0.7m)
and resulting in an adjusted operating profit margin of 6.5% (2023:
operating loss margin of 0.8%).
This strong turnaround performance
resulted from a combination of good operational delivery, business
wins outpacing contract losses, and a strong recovery in demand
from industrial and institutional customers. More broadly,
underlying cost-of-living pressures supported the continued trend
of consumers switching to private label laundry powder from branded
products and other higher-cost laundry product formats.
The division's return to
profitability was also underpinned by the proactive cost mitigation
actions initiated in 2023 and, in part, by the easing of raw
material cost inflation.
In the overall powders market,
whilst volumes increased slightly by 0.9%, pricing increased in
value by 5.5%, mainly due to branders increasing prices, widening
the price gap between private label and brands. The Powders
division gained market share versus higher-cost branded
competition. Across the five major European markets, private label
volume share in laundry rose to 29.8% (2023: 29.1%).
In line with the strategic
priorities initially outlined in 2021, Powders continued to deliver
award-winning products, led by research and development product
compaction and sustainability actions. This is a key component of a
wider programme to better tailor products to meet the needs of
European consumers, with the aim of being the 'go-to' powder
specialist. The focus on operational excellence resulted in
efficiency improvements and improved customer service levels.
Powders secured a number of new customer wins, gaining new contract
manufacturing customers and expanding its private label presence
into new geographic regions.
As outlined at the CMD, laundry
powder remains a core part of the Group's product offering in the
strategically important laundry category. Powders has developed a
winning formula of being an efficient powder specialist, meeting
its customers' needs by offering a wide portfolio of products,
ranging from low-cost everyday value to premium award-winning
products. Powders will continue on its journey to become the 'go
to' powder specialist, by being the low-cost leader, driving
efficiencies by improving asset utilisation, continuing to build on
technical and R&D expertise and targeting growth opportunities
in new geographies and channels.
Aerosols performance review
Revenue grew to £50.9 million (2023:
£46.2m), an 11.6% increase on a constant currency basis, generating
an adjusted operating profit of £2.1 million (2023: £0.3m) and
resulting in an adjusted operating profit margin of 4.1% (2023:
0.6%).
Delivering on its strategy to expand
horizons beyond France, several contract
wins in the year delivered good growth in Germany and Iberia.
Private label and personal care achieved standout performances,
with revenue increasing by 16.0% and 17.5% respectively, on a
constant currency basis. A clear focus on innovation, particularly
leveraging sustainability credentials, allowed the introduction of
more eco-friendly packaging and greener formulations using natural
ingredients. In addition to making its products more sustainable,
new product developments enabled the realisation of cost
efficiencies.
As outlined at the CMD, Aerosols has
developed strong relationships with customers, thanks to its proven
track record of being fast, agile and reliable. From its
established position as a leader in personal care and household
aerosol products, Aerosols has a strong base from which to expand
into new territories, driving further growth supported by
significant capex investments to expand its manufacturing capacity
and capabilities.
Asia Pacific performance review
Revenue grew to £24.7 million (2023:
£24.8m), an 8.3% increase on a constant currency basis, generating
an adjusted operating profit of £1.4 million (2023: £1.1m), and
resulting in an adjusted operating profit margin of 5.7% (2023:
4.4%).
During the year, sales of personal
care products grew strongly, particularly as the Malaysia facility
returned to normal supply levels to customers in Southeast Asia and
Australia after the extended Covid-19 slowdown period. Second half
revenue growth of 13.1% on a constant currency basis, was
significantly up versus 4.0% growth in the first half, as the
division secured new personal care contracts, offsetting the
partial loss of business with a major customer at the end of the
prior financial year. Production output at the Vietnam facility
increased significantly in the fourth quarter as a result of a new
contract manufacturing agreement.
As outlined at the CMD, with its
well-invested and flexible manufacturing capacity, the division is
well positioned to grow in the Asia-Pacific region that boasts some
of the world's fastest growing economies and a growing middle class
that is increasingly demanding environmentally-friendly health and
wellness products. The division will leverage its manufacturing
capacity and product development knowhow to drive growth
opportunities in household cleaning products, developing new
contract manufacturing relationships and extending the regional
reach for its private label products. More concretely, while the
personal care products should continue their strong momentum into
FY25, the Malaysia site will also begin to supply new household
products to Australia in the first half.
Group operating results
Operating profit of £64.3 million
was significantly higher than the prior year (2023: £10.3m).
Adjusted operating profit of £67.1 million also improved
significantly (2023: £13.5m), with the adjusted operating profit
margin increasing from 1.5% to 7.2%. The Group's improved
profitability continues to be underpinned by a focus on margin
management and volume growth realised through a combination of new
business wins and higher demand on existing private label
contracts.
Adjusted EBITDA of
£87.1 million (2023: £34.1m) reflected the strong trading and
operational performance.
Exceptional items
Exceptional items of £4.6 million
were recorded during the year (2023: £13.0m). The charge
comprised the following:
· £0.8 million costs relating to the re-evaluation of the
environmental remediation provision (2023: £0.8m); and
· £3.8
million charged to finance costs (2023: £12.2m). The charge
primarily related to the termination of the upside sharing fee. As
announced on 25 October 2023, the Group agreed to make a one-off
payment of £5.0 million to its lender group in respect of the
upside sharing fee. As £1.5 million had already been recognised at
30 June 2023, a further £3.5 million cost was recognised in the
year. Costs of £12.2 million incurred in the prior year related to
the independent business review and amendment of the Group's
revolving credit facility (RCF).
Finance costs
The decrease in total finance costs
from £25.4 million to £17.8 million was mainly driven by the
reduction in exceptional finance costs. At £14.0 million,
adjusted finance costs were £0.8 million higher than the prior
year (2023: £13.2m), driven by high market interest rates.
Excluding pension interest costs and the impact of
foreign exchange movements, underlying adjusted finance costs of
£12.1 million (2023: £12.9m) decreased by £0.8 million despite high
market interest rates, due to the reduction in the cost of
borrowing resulting from lower levels of net debt.
Taxation
Reported profit before taxation was
£46.5 million (2023: loss of £15.1m). Adjusted profit before
taxation was £53.1 million (2023: £0.3m). The tax charge on
adjusted profit before tax for the year is £14.8 million
(2023: £0.3m) and the effective tax rate is 28% (2023:
100%).
The statutory effective tax rate for
the year is 28% (2023: 24%).
The Group operates across a number
of jurisdictions and tax risk can arise in relation to the pricing
of cross‑border
transactions. Associated provisions have reduced in the year mainly
due to statute of limitation expiries.
Earnings/(loss) per share
On an adjusted basis, diluted
earnings per share was 21.7 pence (2023: loss of 0.0p). Total
adjusted basic earnings per share(1) increased to 22.2
pence (2023: loss of 0.0p), with basic earnings per share at 19.3
pence (2023: loss of 6.6p).
1Refer to note 19 for
definition.
Payments to shareholders
Under the terms of the amended RCF
announced on 29 September 2022, the Company may not, except
with the consent of its lender group, declare, make or pay any
dividend or distribution to its shareholders prior to an 'exit
event', being a change of control, refinancing of the RCF in full,
prepayment and cancellation of the RCF in full, or upon the
termination date of the RCF, being May 2026. Hence, the Board is
not recommending a final dividend for the financial year
ended 30 June 2024.
Cash flow and balance sheet
|
Year ended
30 June
2024
|
Year
ended
30
June
2023
|
|
£m
|
£m
|
Adjusted EBITDA
|
87.1
|
34.1
|
Working capital excluding provisions
and pensions
|
(4.6)
|
7.1
|
Share-based payments
|
1.6
|
0.5
|
Loss on disposal of property, plant
and equipment
|
1.4
|
0.3
|
Impairment of property, plant and
equipment
|
0.2
|
-
|
Pension deficit reduction
contributions
|
(4.0)
|
(4.0)
|
Free cash flow(1)
|
81.7
|
38.0
|
Exceptional items
|
(1.0)
|
(1.4)
|
Interest on borrowings and lease
liabilities less interest receivable
|
(10.9)
|
(11.4)
|
Refinancing costs paid
|
(5.5)
|
(12.3)
|
Tax paid
|
(5.1)
|
(1.8)
|
Net
cash generated from operating activities
|
59.2
|
11.1
|
Net capital
expenditure(2)
|
(19.6)
|
(12.0)
|
Repayment of lease
liabilities
|
(4.5)
|
(4.3)
|
Debt financing activities
|
(25.9)
|
2.6
|
Settlement of derivatives
|
1.1
|
0.4
|
Free cash flow to equity(3)
|
10.3
|
(2.2)
|
Purchase of own shares
|
(2.8)
|
-
|
Net
increase/(decrease) in cash and cash equivalents
|
7.5
|
(2.2)
|
Free cash flow was £81.7 million
(2023: £38.0m) in the year to 30 June 2024, mostly attributable to
the strong performance in adjusted EBITDA. Working capital outflows
of £4.6 million (2023: £7.1m inflow) reflected an increase in trade
receivables, driven by the growth in revenue.
Refinancing costs paid of £5.5
million (2023: £12.3m) mainly reflected the payment of £5.0 million
to McBride's lender group to terminate the upside sharing fee. The
increase in tax paid to £5.1 million (2023: £1.8m) reflects the
return to taxable profit across the tax jurisdictions in which the
Group operates.
During the year, net capital
expenditure was £19.6 million (2023: £12.0m) in cash terms. The
£7.6 million increase reflects a return to more normal levels of
capital expenditure after a period of careful management of cash
flows to mitigate increases in net debt. The Group continues to
prioritise investment to support divisional growth objectives and
the SAP S/4HANA programme.
Strong levels of cash generation
resulted in a net repayment of £25.9 million external debt,
significantly reducing the amount drawn on the Group's
RCF.
The Group's net assets increased to
£63.4 million (2023: £37.1m). Gearing(4) decreased
to 66.0% (30 June 2023: 78.4%) as net debt levels decreased by
£35.0 million. Adjusted ROCE(1) of 33.5% was
significantly higher than the prior year (2023: 6.4%) driven by the
increased operating profit.
1Refer to note 19 for
definition.
2Net capital expenditure is
capital expenditure less proceeds from sale of fixed
assets.
3Free cash flow to equity
excludes cash flows relating to transactions with
shareholders.
4Gearing represents net debt
divided by the average of opening and closing
capital.
Bank facilities and net debt
Net debt at 30 June 2024 was £35.0
million lower than the prior year end at £131.5 million (2023:
£166.5m).
Throughout the year, the Group had a
€175 million multi-currency, sustainability-linked RCF. This
facility ensures the Group continues to have significant levels of
liquidity headroom.
At 30 June 2024,
liquidity(1) was £98.3 million (2023: £59.3m). Liquidity
throughout the year remained comfortably above the RCF's minimum
liquidity covenant of £15 million.
At 30 June 2024, the net debt cover
ratio(1), as defined under the RCF funding arrangements,
was 0.8x (2023: 2.9x) and the interest cover(1) was 6.8x
(2023: 2.7x). The amount undrawn on the facility was £82.9 million
(2023: £40.0m). Under the RCF agreement, net debt cover and
interest cover covenants will be tested quarterly with effect from
30 September 2024.
The RCF, which is aligned with the
Loan Market Association's 'Sustainability Linked Loan Principles',
incorporates three sustainability performance targets which are
central to McBride's commitment to maintaining a responsible
business and contributing actively to a more sustainable
future:
1. Renewable energy:
McBride strives to reduce its environmental impact by increasing
the percentage of energy from renewable sources from 5.9% in 2020
to 70.0% in 2026. During the year, 54.9% (2023: 42.1%) of the
Group's energy came from renewable sources, surpassing the loan
agreement target of 50.0% by 30 June 2024.
2. Recycled content:
Plastics are a significant element in many of McBride's final
products. During the year, 98.8% (2023: 98.2%) of polyethylene
terephthalate (PET) plastic packaging sourced in manufacturing the
Group's products had post‑consumer recycled (PCR) content,
exceeding the loan agreement target of 84.0%. This also
significantly exceeds the Company's own target of 94.0% PCR by
2026.
3. Responsible sourcing:
McBride aims to source all paper and card components responsibly
via FSC®-approved suppliers, with the percentage of virgin carton
sourced from FSC®-approved suppliers increasing from 50.0% in 2020
to 100.0% in 2026. By 30 June 2024, the percentage of
FSC®-certified skillets sourced was 78.9% (2023: 55.6%), slightly
below the loan agreement target of 80.0% by 30 June 2024.
The limitation in the use of FSC®-sourced board is due to product
mix and transition impacts. McBride continues to focus on improving
recyclability via product design and working closely with
customers.
Successful achievement of all three
annual targets results in a reduction of 0.05% of the margin of the
facility.
At 30 June 2024, the Group had a
number of facilities whereby it could borrow against certain of its
trade receivables. In the UK, the Group had a £20 million facility,
committed until May 2026. In Germany and Denmark, the Group had a
€45 million facility, committed until May 2026. In France, Belgium
and Spain, the Group had an unlimited facility, committed until May
2026. The Group can borrow from the provider of the relevant
facility up to the lower of the facility limit and the value of the
qualifying receivables.
1Refer to note 19 for
definition.
Pensions
In the UK, the Group operates a
defined benefit pension scheme, which is closed to new members and
to future accrual.
A cash flow driven investment (CDI)
strategy was implemented during the first half of the financial
year to 30 June 2020. Using credit/bond investments, the CDI
strategy was intended to deliver a stable, more certain, expected
return and reduce volatility. The strategy previously targeted a
c.100% hedge of interest rates and inflation. This strategy worked
well until the UK government bond crisis in 2022. Following that
crisis, and the resultant changes in liability-driven investment
managers' collateral requirements, the Trustee amended the strategy
in October 2022 and, as an interim step, moved to an unlevered
government bond-based hedge with c.40% of interest rate and
inflation hedging. The investment strategy was then reviewed and
hedging was increased to c.65% of interest rates and inflation
during October to December 2023 to broadly hedge the funding level
of the Fund and strike a balance between risk and return objectives
and liquidity needs of the Fund.
At 30 June 2024, the Group
recognised a deficit in the scheme of £27.5 million (30 June 2023:
£24.7m). The increase in deficit is due to a reduction in corporate
bond yields over the year, leading to a decrease in the discount
rate used to value the Fund's liabilities, which has led to an
increase in the liabilities and a loss on assets in excess of
interest income.
Following the triennial valuation at
31 March 2021, McBride and the Trustee agreed a new deficit
reduction plan based on the scheme funding deficit of £48.4
million. The current level of deficit contributions of £4.0 million
per annum is payable until 31 March 2028. McBride separately agreed
that, from 1 October 2024, conditional profit-related contributions
of £1.7 million per annum will be paid over the period to 31 March
2028. If adjusted operating profit exceeds £35.0 million,
additional annual deficit contributions of £1.7 million will be due
over the following year. If adjusted operating profit is below
£30.0 million then no profit-related contributions will be due the
following year. If reported adjusted operating profit is between
£30.0m and £35.0m, a proportion of the £1.7 million contribution
will be due over the following year, with incremental increases of
£0.34 million of additional contributions for each whole £1.0
million of adjusted operating profit in excess of £30.0 million. As
adjusted operating profit for the twelve months ended 31 March 2024
exceeded £35.0 million, additional deficit contributions of £0.14
million will be payable each month from 1 October 2024, with total
additional payments for the year ended 30 June 2025 expected to be
£1.3 million. McBride also agreed to make additional contributions
such that the total deficit contributions in any year match the
value of any dividend paid. The funding arrangements and recovery
plan will next be reviewed by McBride and the Trustee as part of
the 31 March 2024 valuation, which has a statutory deadline for
signing of 30 June 2025.
The Directors acknowledge the appeal
judgement dated 25 July 2024 in the case of NTL vs Virgin Media and
will be reviewing the implications for the Group in the coming
months.
The Group has other post-employment
benefit obligations outside the UK that amounted to £1.9 million
(30 June 2023: £1.9m).
Principal risks and uncertainties
The Group is subject to both
internal and external risk factors to its business and has a
well-established set of risk management procedures. The following
risks and uncertainties are those that the Directors believe could
have the most significant impact on the Group's
business:
·
Changing market, customer and consumer
dynamics;
·
Disruption to systems and processes;
·
Financing risks;
·
Supply chain resilience;
·
Safe and high-quality products;
·
Health and safety;
·
Climate change and environmental
concerns;
·
Challenges in attracting and retaining
talent;
·
Increased regulation;
·
Economic, political and macro environment
instability; and
·
Business transformation challenges.
Consolidated Income Statement
Year ended 30 June 2024
|
|
2024
|
2023
|
|
|
Adjusted
|
Adjusting
items
|
Total
|
Adjusted
|
Adjusting
items
|
Total
|
|
Note
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
Revenue
|
3
|
934.8
|
-
|
934.8
|
889.0
|
-
|
889.0
|
Cost of sales
|
|
(586.9)
|
-
|
(586.9)
|
(625.4)
|
-
|
(625.4)
|
Gross profit
|
|
347.9
|
-
|
347.9
|
263.6
|
-
|
263.6
|
Distribution costs
|
|
(81.3)
|
-
|
(81.3)
|
(77.9)
|
-
|
(77.9)
|
Administrative costs
|
|
(196.3)
|
(2.8)
|
(199.1)
|
(168.4)
|
(3.2)
|
(171.6)
|
Impairment of trade
receivables
|
|
(1.6)
|
-
|
(1.6)
|
(3.5)
|
-
|
(3.5)
|
Loss on disposal of property, plant
and equipment
|
|
(1.4)
|
-
|
(1.4)
|
(0.3)
|
-
|
(0.3)
|
Impairment of property, plant and
equipment
|
|
(0.2)
|
-
|
(0.2)
|
-
|
-
|
-
|
Operating profit/(loss)
|
|
67.1
|
(2.8)
|
64.3
|
13.5
|
(3.2)
|
10.3
|
Finance costs
|
6
|
(14.0)
|
(3.8)
|
(17.8)
|
(13.2)
|
(12.2)
|
(25.4)
|
Profit/(loss) before taxation
|
|
53.1
|
(6.6)
|
46.5
|
0.3
|
(15.4)
|
(15.1)
|
Taxation
|
7
|
(14.8)
|
1.6
|
(13.2)
|
(0.3)
|
3.9
|
3.6
|
Profit/(loss) for the year
|
|
38.3
|
(5.0)
|
33.3
|
-
|
(11.5)
|
(11.5)
|
Earnings/(loss) per ordinary share attributable to the owners
of the parent during the year
|
8
|
|
|
|
|
|
|
Basic earnings/(loss) per
share
|
|
|
|
19.3p
|
|
|
(6.6)p
|
Diluted earnings/(loss) per
share
|
|
|
|
18.8p
|
|
|
(6.6)p
|
|
|
|
|
|
|
|
| |
Consolidated Statement of Comprehensive
Income
Year ended 30 June 2024
|
|
2024
|
2023
|
|
|
£m
|
£m
|
Profit/(loss) for the year
|
|
33.3
|
(11.5)
|
Other comprehensive income/(expense)
|
|
|
|
Items that may be reclassified to
profit or loss:
|
|
|
|
Currency translation differences of
foreign subsidiaries
|
|
0.1
|
(0.6)
|
Gain on net investment
hedges
|
|
0.8
|
0.4
|
(Loss)/gain on cash flow hedges in
the year
|
|
(1.3)
|
3.7
|
Cash flow hedges transferred to
profit or loss
|
|
(1.6)
|
(1.4)
|
Taxation relating to the items
above
|
|
(0.6)
|
(0.4)
|
|
|
(2.6)
|
1.7
|
Items that will not be reclassified
to profit or loss:
|
|
|
|
Net actuarial loss on
post‑employment
benefits
|
|
(5.6)
|
(14.1)
|
Taxation relating to the items
above
|
|
1.3
|
3.5
|
|
|
(4.3)
|
(10.6)
|
Total other comprehensive expense
|
|
(6.9)
|
(8.9)
|
Total comprehensive income/(expense)
|
|
26.4
|
(20.4)
|
Consolidated Balance Sheet
At 30 June 2024
|
|
2024
|
2023
|
|
Note
|
£m
|
£m
|
Non-current assets
|
|
|
|
Goodwill
|
10
|
19.7
|
19.7
|
Other intangible assets
|
10
|
9.8
|
6.5
|
Property, plant and
equipment
|
10
|
114.4
|
117.8
|
Derivative financial
instruments
|
11
|
1.7
|
4.5
|
Right-of-use assets
|
10
|
8.1
|
8.5
|
Deferred tax assets
|
|
42.8
|
41.6
|
|
|
196.5
|
198.6
|
Current assets
|
|
|
|
Inventories
|
|
119.6
|
121.5
|
Trade and other
receivables
|
|
148.8
|
145.7
|
Current tax assets
|
|
2.1
|
2.3
|
Derivative financial
instruments
|
11
|
0.3
|
0.6
|
Cash and cash equivalents
|
12
|
9.3
|
1.6
|
|
|
280.1
|
271.7
|
Total assets
|
|
476.6
|
470.3
|
|
|
|
|
Current liabilities
|
|
|
|
Trade and other payables
|
|
220.1
|
219.6
|
Borrowings
|
11
|
67.4
|
49.3
|
Lease liabilities
|
11
|
3.1
|
3.5
|
Derivative financial
instruments
|
11
|
0.4
|
1.8
|
Current tax liabilities
|
|
12.9
|
6.7
|
Provisions
|
14
|
2.2
|
2.7
|
|
|
306.1
|
283.6
|
Non-current liabilities
|
|
|
|
Borrowings
|
11
|
65.0
|
109.8
|
Lease liabilities
|
11
|
5.3
|
5.5
|
Pensions and other post-employment
benefits
|
13
|
29.4
|
26.6
|
Provisions
|
14
|
1.4
|
2.6
|
Deferred tax liabilities
|
|
6.0
|
5.1
|
|
|
107.1
|
149.6
|
Total liabilities
|
|
413.2
|
433.2
|
Net
assets
|
|
63.4
|
37.1
|
|
|
|
|
Equity
|
|
|
|
Issued share capital
|
16
|
17.4
|
17.4
|
Share premium account
|
|
68.6
|
68.6
|
Other reserves
|
|
76.3
|
78.9
|
Accumulated losses
|
|
(98.9)
|
(127.8)
|
Total equity
|
|
63.4
|
37.1
|
Consolidated Cash Flow Statement
Year ended 30 June 2024
|
|
|
|
|
|
2024
|
2023
|
|
Note
|
£m
|
£m
|
Operating activities
|
|
|
|
Profit/(loss) before tax
|
|
46.5
|
(15.1)
|
Finance costs
|
|
17.8
|
25.4
|
Exceptional items excluding finance
costs
|
4
|
0.8
|
0.8
|
Share-based payments
charge
|
|
1.6
|
0.5
|
Depreciation of property, plant and
equipment
|
10
|
16.3
|
16.8
|
Depreciation of right-of-use
assets
|
10
|
3.7
|
3.8
|
Loss on disposal of property, plant
and equipment
|
|
1.4
|
0.3
|
Amortisation of intangible
assets
|
10
|
2.0
|
2.4
|
Impairment of property, plant and
equipment
|
|
0.2
|
-
|
Operating cash flow before changes in working capital and
exceptional items
|
|
90.3
|
34.9
|
Increase in receivables
|
|
(5.2)
|
(1.3)
|
Decrease/(increase) in
inventories
|
|
0.6
|
(2.7)
|
Increase in payables
|
|
-
|
11.1
|
Operating cash flow after changes in working capital before
exceptional items
|
|
85.7
|
42.0
|
Additional cash funding of pension
scheme
|
|
(4.0)
|
(4.0)
|
Cash generated from operations before exceptional
items
|
|
81.7
|
38.0
|
Cash outflow in respect of
exceptional items
|
|
(1.0)
|
(1.4)
|
Cash generated from operations
|
|
80.7
|
36.6
|
Interest paid
|
|
(10.9)
|
(11.4)
|
Refinancing costs paid
|
|
(5.5)
|
(12.3)
|
Taxation paid
|
|
(5.1)
|
(1.8)
|
Net
cash generated from operating activities
|
|
59.2
|
11.1
|
Investing activities
|
|
|
|
Purchase of property, plant and
equipment
|
|
(14.3)
|
(10.3)
|
Purchase of intangible
assets
|
|
(5.3)
|
(1.7)
|
Settlement of derivatives used in
net investment hedges
|
|
1.1
|
0.4
|
Net
cash used in investing activities
|
|
(18.5)
|
(11.6)
|
Financing activities
|
|
|
|
Drawdown/(repayment) of
overdrafts
|
12
|
11.2
|
(6.2)
|
Drawdown/(repayment) of other
loans
|
12
|
7.4
|
(4.9)
|
(Repayment)/drawdown of bank
loans
|
12
|
(44.5)
|
13.7
|
Repayment of IFRS 16 lease
obligations
|
12
|
(4.5)
|
(4.3)
|
Purchase of own shares
|
|
(2.8)
|
-
|
Net
cash used in financing activities
|
|
(33.2)
|
(1.7)
|
|
|
|
|
Increase/(decrease) in net cash and cash
equivalents
|
|
7.5
|
(2.2)
|
Net cash and cash equivalents at the
start of the year
|
|
1.6
|
4.5
|
Currency translation
differences
|
|
0.2
|
(0.7)
|
Net
cash and cash equivalents at the end of the year
|
|
9.3
|
1.6
|
Consolidated Statement of Changes in Equity
Year ended 30 June 2024
|
|
|
Other
reserves
|
|
|
|
Issued
share
capital
£m
|
Share
premium
account
£m
|
Cash
flow
hedge
reserve
£m
|
Currency
translation
reserve
£m
|
Capital
redemption
reserve
£m
|
Accumulated
losses
£m
|
Total
equity
£m
|
At
1 July 2023
|
17.4
|
68.6
|
3.7
|
(2.0)
|
77.2
|
(127.8)
|
37.1
|
Profit for the year
|
-
|
-
|
-
|
-
|
-
|
33.3
|
33.3
|
Other comprehensive income/(expense)
|
|
|
|
|
|
|
|
Items that may be
reclassified
to profit or loss:
|
|
|
|
|
|
|
|
Currency translation
differences
of foreign subsidiaries
|
-
|
-
|
-
|
0.1
|
-
|
-
|
0.1
|
Gain on net investment
hedges
|
-
|
-
|
-
|
0.8
|
-
|
-
|
0.8
|
Loss on cash flow hedges in the
year
|
-
|
-
|
(1.3)
|
-
|
-
|
-
|
(1.3)
|
Cash flow hedges transferred to
profit or loss
|
-
|
-
|
(1.6)
|
-
|
-
|
-
|
(1.6)
|
Taxation relating to the items
above
|
-
|
-
|
(0.6)
|
-
|
-
|
-
|
(0.6)
|
|
-
|
-
|
(3.5)
|
0.9
|
-
|
-
|
(2.6)
|
Items that will not be
reclassified
to profit or loss:
|
|
|
|
|
|
|
|
Net actuarial loss on
post‑employment benefits
|
-
|
-
|
-
|
-
|
-
|
(5.6)
|
(5.6)
|
Taxation relating to the items
above
|
-
|
-
|
-
|
-
|
-
|
1.3
|
1.3
|
|
-
|
-
|
-
|
-
|
-
|
(4.3)
|
(4.3)
|
Total other comprehensive (expense)/income
|
-
|
-
|
(3.5)
|
0.9
|
-
|
(4.3)
|
(6.9)
|
Total comprehensive (expense)/income
|
-
|
-
|
(3.5)
|
0.9
|
-
|
29.0
|
26.4
|
Transactions with owners of the parent
|
|
|
|
|
|
|
|
Purchase of own shares
|
-
|
-
|
-
|
-
|
-
|
(2.8)
|
(2.8)
|
Share-based payments
|
-
|
-
|
-
|
-
|
-
|
1.6
|
1.6
|
Taxation relating to the items
above
|
-
|
-
|
-
|
-
|
-
|
1.1
|
1.1
|
At
30 June 2024
|
17.4
|
68.6
|
0.2
|
(1.1)
|
77.2
|
(98.9)
|
63.4
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
Other
reserves
|
|
|
|
Issued
share
capital
£m
|
Share
premium
account
£m
|
Cash
flow
hedge
reserve
£m
|
Currency
translation
reserve
£m
|
Capital
redemption
reserve
£m
|
Accumulated
losses
£m
|
Total
equity
£m
|
At 1 July 2022
|
17.4
|
68.6
|
1.8
|
(1.8)
|
77.2
|
(106.2)
|
57.0
|
Loss for the year
|
-
|
-
|
-
|
-
|
-
|
(11.5)
|
(11.5)
|
Other comprehensive income/(expense)
|
|
|
|
|
|
|
|
Items that may be
reclassified
to profit or loss:
|
|
|
|
|
|
|
|
Currency translation
differences
of foreign subsidiaries
|
-
|
-
|
-
|
(0.6)
|
-
|
-
|
(0.6)
|
Gain on net investment
hedges
|
-
|
-
|
-
|
0.4
|
-
|
-
|
0.4
|
Gain on cash flow hedges in the
year
|
-
|
-
|
3.7
|
-
|
-
|
-
|
3.7
|
Cash flow hedges transferred to
profit or loss
|
-
|
-
|
(1.4)
|
-
|
-
|
-
|
(1.4)
|
Taxation relating to the items
above
|
-
|
-
|
(0.4)
|
-
|
-
|
-
|
(0.4)
|
|
-
|
-
|
1.9
|
(0.2)
|
-
|
-
|
1.7
|
Items that will not be
reclassified
to profit or loss:
|
|
|
|
|
|
|
|
Net actuarial loss on
post‑employment benefits
|
-
|
-
|
-
|
-
|
-
|
(14.1)
|
(14.1)
|
Taxation relating to the items
above
|
-
|
-
|
-
|
-
|
-
|
3.5
|
3.5
|
|
-
|
-
|
-
|
-
|
-
|
(10.6)
|
(10.6)
|
Total other comprehensive income/(expense)
|
-
|
-
|
1.9
|
(0.2)
|
-
|
(10.6)
|
(8.9)
|
Total comprehensive income/(expense)
|
-
|
-
|
1.9
|
(0.2)
|
-
|
(22.1)
|
(20.4)
|
Transactions with owners of the parent
|
|
|
|
|
|
|
|
Share-based payments
|
-
|
-
|
-
|
-
|
-
|
0.5
|
0.5
|
At 30 June 2023
|
17.4
|
68.6
|
3.7
|
(2.0)
|
77.2
|
(127.8)
|
37.1
|
|
|
|
|
|
|
|
|
|
|
| |
At 30 June 2024, the accumulated
losses include a deduction of £3.2 million (2023: £0.4m) for the
cost of own shares held in relation to employee share
schemes.
Notes to the Consolidated Financial
Information
1.
Corporate information
McBride plc ('the Company') is a
public company limited by shares incorporated and domiciled in the
United Kingdom and registered in England and Wales. The Company's
ordinary shares are listed on the London Stock Exchange. The
registered office of the Company is Middleton Way, Middleton,
Manchester M24 4DP. For the purposes of DTR 6.4.2R, the Home State
of McBride plc is the United Kingdom.
The Company and its subsidiaries
(together, 'the Group') is Europe's leading manufacturer and
supplier of private label and contract manufactured products for
the domestic household and professional cleaning/hygiene markets.
The Company develops and manufactures products for retailers and
brand owners in Europe and the Asia-Pacific region.
2.
Accounting policies
Basis of
preparation
The financial information does not
constitute statutory accounts of the Group for the years ended 30
June 2024 and 2023 within the meaning of sections 434(3) and 435(3)
of the Companies Act 2006 or contain sufficient information to
comply with the disclosure requirements of IFRS. The financial
information for 2023 is derived from the statutory accounts for
2023 which have been delivered to the Registrar of
Companies.
The statutory accounts for the year
ended 30 June 2024 have been reported on by the Company's auditors,
PricewaterhouseCoopers LLP, and will be delivered to the Registrar
of Companies in due course. The auditors have reported on those
statutory accounts; their report was (i) unqualified, (ii) did not
include a reference to any matters to which the auditors drew
attention by way of emphasis without qualifying their report and
(iii) did not contain a statement under Section 498 (2) or (3) of
the Companies Act 2006.
The financial information has been
prepared on the going concern basis in accordance with UK-adopted
International Financial Reporting Standards and with the
requirements of the Companies Act 2006 as applicable to companies
reporting under those standards. The financial statements have been
prepared under the historical cost convention, modified in respect
of the revaluation to fair value of financial assets and
liabilities (derivative financial instruments) at fair value
through profit or loss, assets held for sale and defined benefit
pension plan assets. The financial information has been prepared
applying accounting policies that were applied in the preparation
of the Company's published consolidated financial statements for
the year ended 30 June 2023.
Going
concern
The Group's base case forecasts are
based on the Board-approved budget and three-year plan. They
indicate sufficient liquidity, debt cover and interest cover
throughout the going concern review period to ensure compliance
with current banking covenants. The Group's base case scenario
assumes:
·
revenue growth of c.4% per annum, driven
predominantly by volume increases;
·
raw material prices stabilising after the
exceptional levels of input cost inflation seen in the previous two
years;
·
interest rates reducing in line with current
market expectations; and
·
a Sterling to Euro exchange rate of
£1:€1.15.
The Directors have considered the
Group's principal risks with the highest likelihood of occurrence
or the severest impact, and the adverse effect this would have on
the Group's financial forecasts. Changing market, customer and
consumer dynamics could adversely impact revenue growth. Lack of
supply chain resilience influences raw material and packaging input
costs. Economic, political and macro environment instability
potentially affects both revenue growth and input costs, in
addition to market interest rates and foreign exchange rates.
Considering these risks, together with the risk that the Group's
revolving credit facility is reduced as part of the upcoming
refinancing project, a severe but plausible downside scenario to
stress test the Group's financial forecasts has been modelled, with
the following assumptions:
·
no revenue growth in 2025;
·
revenue growth reducing to 1% in 2026, being half
of the Group's long-term target of 2%;
·
an increase in raw material and packaging input
costs compared to latest forecasts;
·
interest rates increasing by 100 basis
points;
·
Sterling appreciating significantly against the
Euro to £1:€1.25; and
·
revolving credit facility reducing from €175
million to €150 million.
In the event that such a severe but
plausible downside risk scenario occurs, the Group would remain
compliant with current banking covenants.
After reviewing the current
liquidity position and financial forecasts, stress testing for
potential risks and considering the uncertainties described above,
and based on the currently committed funding facilities, the
Directors have a reasonable expectation that the Group has
sufficient resources to continue in operational existence and
without significant curtailment of operations for the foreseeable
future. For these reasons, the Directors continue to adopt the
going concern basis of accounting in preparing the Group financial
statements.
Viability
statement
In accordance with the requirements
of the UK Corporate Governance Code 2018, the Directors have
performed a robust assessment of the principal risks facing the
Group, including those that would threaten its business model,
future performance, solvency or liquidity. The Board has determined
that a three-year period to 30 June 2027 constitutes an appropriate
period over which to provide its viability statement. The
strategic plan is based on detailed action plans developed by the
Group with specific initiatives and accountabilities. There is
inherently less certainty in the projections for years four and
five.
The Group has a €175 million
multi‑currency,
sustainability-linked RCF, with a tenor to May 2026, as well as a
number of facilities whereby it could borrow against certain of its
trade receivables: in the UK a £20 million facility, committed
until May 2026; in Germany and Denmark a €45 million facility,
committed until May 2026; and in France, Belgium and Spain an
unlimited facility committed until May 2026. The Group can borrow
from the provider of the relevant facility up to the lower of the
facility limit and the value of the qualifying receivables. The
Group's strategic plan assumes that financing facilities will be
available on an appropriate basis and as required to meet the
Group's capital investment and growth strategies for the entire
viability period.
In assessing the Group's viability,
the Directors have considered the current financial position of the
Group and its principal risks and uncertainties. The analysis
considers a severe but plausible downside scenario, featuring the
principal risks from a financial and operational perspective, with
the resulting impact on key metrics, such as liquidity headroom and
covenants. The downside risk scenario assumes sensitivity around
exchange rates and interest rates, along with significant
reductions in revenue and cash flow over the three-year period. The
Group's geographic footprint, product diversification and access to
external financing all provide resilience against these factors and
the other principal risks to which the Group is exposed.
Whilst the Group ends the year with
net current liabilities of £26.0 million (2023: £11.9m), the
Directors conclude that the Group has access to sufficient
financing facilities in order to support this position.
After conducting their viability
review, the Directors confirm that they have a reasonable
expectation that the Group will be able to continue in operation
and meet its liabilities as they fall due over the three-year
period of their assessment to 30 June 2027.
Critical accounting
judgements and key sources of estimation
uncertainty
The preparation of the consolidated
financial statements from which this preliminary announcement is
derived requires management to make judgements, estimates and
assumptions that affect the application of accounting policies and
the reported assets, liabilities, income and expenses. Actual
results may differ from these estimates. The significant judgements
made by management in applying the Group's accounting policies and
the key sources of estimation uncertainty were the same as those
applied to the consolidated financial statements for the year ended
30 June 2023.
Alternative performance
measures (APMs)
The performance of the Group is
assessed using a variety of adjusted measures that are not defined
under IFRS and are therefore termed non-GAAP measures.
APM
|
Definition
|
Source
|
|
Adjusted operating profit
|
Operating profit before amortisation
of intangible assets and exceptional items
|
Consolidated Income
Statement
|
Adjusted EBITDA
|
Adjusted operating profit before
depreciation
|
Consolidated Income
Statement
|
Adjusted profit before
tax
|
Adjusted profit before tax is based
on adjusted operating profit less adjusted finance costs
|
Consolidated Income
Statement
|
Adjusted profit for the
year
|
Adjusted profit for the year is
based on adjusted profit before tax less taxation relating to
non-adjusting items
|
Consolidated Income
Statement
|
Adjusted earnings per
share
|
Adjusted earnings per share is based
on the Group's profit/(loss) for the year adjusted for the items
excluded from operating profit in arriving at adjusted operating
profit, and the tax relating to those items
|
Note 8
Consolidated Income
Statement
|
Free cash flow
|
Free cash flow is defined as cash
generated before exceptional items
|
Consolidated Cash Flow
Statement
|
Cash conversion %
|
Cash conversion % is defined as free
cash flow as a percentage of adjusted EBITDA (applicable only when
adjusting EBITDA is positive)
|
Consolidated Income
Statement
Consolidated Cash Flow
Statement
|
Adjusted return on capital employed
(ROCE)
|
Adjusted ROCE is defined as adjusted
operating profit divided by the average of opening and closing
capital employed. Capital employed is defined as the total of
goodwill and other intangible assets, property, plant and
equipment, right-of-use assets, inventories, trade and other
receivables less trade and other payables.
|
Consolidated Income
Statement
Consolidated Balance
Sheet
|
Liquidity
|
Liquidity means, at any time,
without double counting, the aggregate of: (a) cash; (b) cash
equivalents; (c) the available facility at that time, which
comprises the headroom available in the RCF and other committed
facilities; and (d) the aggregate amount available for drawing
under uncommitted facilities.
|
Consolidated Cash Flow
Statement
Note 19
|
Net debt
|
Net debt consists of cash and cash
equivalents, overdrafts, bank and other loans and lease
liabilities.
|
Consolidated Balance
Sheet
|
|
|
|
| |
The APMs we use may not be directly
comparable with similarly titled measures used by other
companies.
Adjusted measures
Adjusted measures exclude specific
items that are considered to hinder comparison of the trading
performance of the Group's businesses either year on year or with
other businesses. This presentation is consistent with the way that
financial performance is measured by management and reported to the
Board and Executive Committee, and is used for internal performance
analysis and in relation to employee incentive arrangements. The
Directors present these adjusted measures in the financial
statements in order to assist investors in their assessment of the
trading performance of the Group. Directors do not regard these
measures as a substitute for, or superior to, the equivalent
measures calculated and presented in accordance with
IFRS.
During the years under review, the
items excluded from operating profit in arriving at adjusted
operating profit were the amortisation of intangible assets and
exceptional items. Exceptional items and amortisation are excluded
from adjusted operating profit because they are not considered to
be representative of the trading performance of the Group's
businesses during the year.
See note 19 'Additional information'
for further information on alternative performance
measures.
3.
Segment information
Segmental
reporting
Financial information is presented
to the Board by business division for the purposes of allocating
resources within the Group and assessing the performance of the
Group. There are five separately managed and accountable business
divisions. The European business is managed as four divisions based
on product technology and the Asia Pacific division is based on
geography:
· Liquids;
· Unit
Dosing;
· Powders;
· Aerosols; and
· Asia
Pacific.
Intra-group revenue from the sale of
products is agreed between the relevant customer-facing units and
eliminated in the segmental presentation that is presented to the
Board, and therefore excluded from the reported figures. Most
overhead costs are directly attributed within the respective
divisions' income statements. Central overheads are allocated to a
reportable segment proportionally using an appropriate cost driver.
Corporate costs, which include the costs associated with the Board
and the Executive Leadership Team, governance and listed company
costs. The costs of certain Group functions (mostly associated with
financial disciplines such as treasury) are reported separately.
Exceptional items are detailed in note 4 and are not allocated to
the reportable segments as this reflects how they are reported to
the Board. Finance expense and income are not allocated to the
reportable segments, as the Group Treasury function manages
this activity, together with the overall net debt position of the
Group.
The Board uses adjusted operating
profit to measure the profitability of the Group's businesses.
Adjusted operating profit is, therefore, the measure of segment
profit presented in the Group's segment disclosures. Adjusted
operating profit represents operating profit before specific items
that are considered to hinder comparison of the trading performance
of the Group's businesses either year on year or with other
businesses. During the years under review, the items excluded from
operating profit in arriving at adjusted operating profit were the
amortisation of intangible assets and exceptional items.
|
Liquids
|
Unit Dosing
|
Powders
|
Aerosols
|
Asia
Pacific
|
Corporate
|
Group
|
Year ended 30 June 2024
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
Segment revenue
|
532.8
|
233.6
|
92.8
|
50.9
|
24.7
|
-
|
934.8
|
Adjusted operating profit/(loss)
|
45.6
|
19.4
|
6.0
|
2.1
|
1.4
|
(7.4)
|
67.1
|
Amortisation of intangible
assets
|
|
|
|
|
|
|
(2.0)
|
Exceptional items (note
4)
|
|
|
|
|
|
|
(0.8)
|
Operating profit
|
|
|
|
|
|
|
64.3
|
Finance costs (note 6)
|
|
|
|
|
|
|
(17.8)
|
Profit before taxation
|
|
|
|
|
|
|
46.5
|
|
|
|
|
|
|
|
|
Inventories
|
61.2
|
31.3
|
14.1
|
10.3
|
2.7
|
-
|
119.6
|
Capital expenditure
|
10.3
|
7.7
|
2.0
|
0.6
|
0.3
|
-
|
20.9
|
Amortisation and
depreciation
|
12.8
|
5.8
|
1.4
|
0.6
|
1.4
|
-
|
22.0
|
|
Liquids
|
Unit
Dosing
|
Powders
|
Aerosols
|
Asia
Pacific
|
Corporate
|
Group
|
Year ended 30 June 2023
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
Segment revenue
|
497.9
|
234.2
|
85.9
|
46.2
|
24.8
|
-
|
889.0
|
Adjusted operating profit/(loss)
|
10.5
|
10.0
|
(0.7)
|
0.3
|
1.1
|
(7.7)
|
13.5
|
Amortisation of intangible
assets
|
|
|
|
|
|
|
(2.4)
|
Exceptional items (note
4)
|
|
|
|
|
|
|
(0.8)
|
Operating profit
|
|
|
|
|
|
|
10.3
|
Finance costs (note 6)
|
|
|
|
|
|
|
(25.4)
|
Loss before taxation
|
|
|
|
|
|
|
(15.1)
|
|
|
|
|
|
|
|
|
Inventories
|
59.4
|
33.8
|
15.8
|
9.6
|
2.9
|
-
|
121.5
|
Capital expenditure
|
5.9
|
4.9
|
1.7
|
0.4
|
0.3
|
-
|
13.2
|
Amortisation and
depreciation
|
13.2
|
6.3
|
1.4
|
0.6
|
1.5
|
-
|
23.0
|
Geographical
information
|
Revenue
|
|
Non-current assets
|
|
|
2024
|
2023
|
|
2024
|
2023
|
|
|
£m
|
£m
|
|
£m
|
£m
|
|
United Kingdom
|
194.4
|
187.8
|
|
36.8
|
34.5
|
|
Germany
|
212.4
|
205.8
|
|
-
|
-
|
|
France
|
201.5
|
188.0
|
|
9.8
|
9.1
|
|
Italy
|
78.4
|
73.9
|
|
14.4
|
14.3
|
|
Spain
|
41.2
|
35.1
|
|
9.5
|
9.6
|
|
Other Europe
|
177.5
|
169.5
|
|
77.6
|
80.2
|
|
Asia Pacific
|
25.4
|
25.7
|
|
3.9
|
4.8
|
|
Rest of the World
|
4.0
|
3.2
|
|
-
|
-
|
|
Total
|
934.8
|
889.0
|
|
152.0
|
152.5
|
|
|
|
|
|
|
|
|
|
| |
The geographical revenue information
above is based on the location of the customer.
Non-current assets for this purpose
consist of goodwill, other intangible assets, property, plant and
equipment and right-of-use assets.
Revenue by major
customer
In 2024 and 2023, no individual
customer provided more than 10% of the Group's revenue. During
2024, the top ten customers accounted for 52% of total Group
revenue (2023: 53%).
4.
Exceptional items
Analysis of exceptional
items
|
2024
|
2023
|
|
£m
|
£m
|
Environmental remediation
|
0.8
|
0.8
|
Total charged to operating profit
|
0.8
|
0.8
|
Group refinancing:
|
|
|
Independent business review and
refinancing costs
|
3.8
|
12.2
|
Total charged to finance costs
|
3.8
|
12.2
|
Total exceptional items before tax
|
4.6
|
13.0
|
Total exceptional items of £4.6
million were recorded during the year (2023: £13.0m). The charge
comprised the following:
·
£0.8 million costs relating to the re-evaluation
of the environmental remediation provision (2023: £0.8m);
and
·
£3.8 million charged to finance costs (2023:
£12.2m). The charge primarily related to the termination of the
upside sharing fee. As announced on 25 October 2023, the Group
agreed to make a one-off payment of £5.0 million to its lender
group in respect of the upside sharing fee. As £1.5 million had
already been recognised at 30 June 2023, a further £3.5 million
cost was recognised in the year. Costs of £12.2 million incurred in
the prior year related to the independent business review and
amended RCF.
5.
Operating profit
Operating profit is stated after
charging:
|
2024
|
2023
|
|
£m
|
£m
|
Cost of inventories (included in
cost of sales)*
|
519.9
|
573.2
|
Employee costs
|
157.2
|
142.0
|
Amortisation of intangible assets
(note 10)
|
2.0
|
2.4
|
Depreciation of property, plant and
equipment (note 10)
|
16.3
|
16.8
|
Depreciation of right-of-use assets
(note 10)
|
3.7
|
3.8
|
Impairment:
|
|
|
Property, plant and equipment (note
10)
|
0.2
|
-
|
Inventories
|
8.9
|
3.0
|
Trade receivables
|
1.6
|
2.6
|
Expense relating to short-term
leases
|
0.2
|
0.3
|
Expense relating to low-value
leases
|
0.1
|
0.1
|
Research and development costs not
capitalised
|
10.0
|
7.3
|
Net foreign exchange loss
|
0.5
|
0.4
|
*Direct material costs
only.
6.
Finance costs
|
2024
|
2023
|
|
£m
|
£m
|
Finance costs
|
|
|
Interest on bank loans and
overdrafts
|
10.5
|
11.1
|
Interest on lease
liabilities
|
0.3
|
0.3
|
Net foreign exchange
loss/(gain)
|
0.7
|
(0.2)
|
Amortisation of facility
fees
|
0.5
|
0.5
|
Non-utilisation and other
fees
|
0.8
|
1.0
|
|
12.8
|
12.7
|
Post-employment benefits:
|
|
|
Net interest cost on defined benefit
obligation (note 13)
|
1.2
|
0.5
|
Adjusted finance costs
|
14.0
|
13.2
|
Costs associated with independent
business review and refinancing (note 4)
|
3.8
|
12.2
|
Total finance costs
|
17.8
|
25.4
|
Interest rate caps are used to
manage the interest rate profile of the Group's borrowings.
Accordingly, interest income from interest rate caps of £1.6
million (2023: £0.5m) is included in interest on bank loans and
overdrafts.
No interest costs were capitalised
in the current year (2023: £nil).
7.
Taxation
Income tax
expense/(credit)
|
2024
|
2023
|
Total attributable to
ordinary
|
UK
|
Overseas
|
Total
|
UK
|
Overseas
|
Total
|
shareholders
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
Current tax expense/(credit)
|
|
|
|
|
|
|
Current year
|
0.4
|
12.0
|
12.4
|
-
|
5.0
|
5.0
|
Adjustment for prior
years
|
-
|
(0.8)
|
(0.8)
|
-
|
(0.2)
|
(0.2)
|
|
0.4
|
11.2
|
11.6
|
-
|
4.8
|
4.8
|
Deferred tax expense/(credit)
|
|
|
|
|
|
|
Origination and reversal of
temporary differences
|
1.0
|
(0.3)
|
0.7
|
(8.8)
|
0.9
|
(7.9)
|
Adjustment for prior
years
|
0.7
|
0.2
|
0.9
|
(0.2)
|
(0.3)
|
(0.5)
|
|
1.7
|
(0.1)
|
1.6
|
(9.0)
|
0.6
|
(8.4)
|
|
|
|
|
|
|
|
Income tax expense/(credit)
|
2.1
|
11.1
|
13.2
|
(9.0)
|
5.4
|
(3.6)
|
The current tax adjustment for the
prior year was £0.5 million charge (2023: £nil) and £0.2 million
credit (2023: £0.2m credit) relating to the release of provisions
for uncertain tax treatments due to the expiry of statutes of
limitation.
Reconciliation to UK
statutory tax rate
The total tax charge/(credit) on the
Group's profit/(loss) before tax for the year is higher (2023:
higher) than the amount that would be charged at the UK standard
rate of corporation tax for the following reasons:
|
2024
|
2023
|
Total attributable to ordinary
shareholders
|
£m
|
£m
|
Profit/(loss) before tax
|
46.5
|
(15.1)
|
Profit/(loss) before tax multiplied
by the UK corporation tax rate of 25.0% (2023: 20.5%)
|
11.6
|
(3.1)
|
Effect of tax rates in foreign
jurisdictions
|
0.3
|
1.1
|
Non-deductible expenses
|
0.5
|
0.4
|
Change in tax rate
|
-
|
(1.6)
|
Other differences
|
0.7
|
0.3
|
Adjustment for prior
years
|
0.1
|
(0.7)
|
Total tax charge/(credit) in profit or loss
|
13.2
|
(3.6)
|
Exclude adjusting items
|
1.6
|
3.9
|
Total tax charge in profit or loss before adjusting
items
|
14.8
|
0.3
|
The taxation is provided at current
rates on the profits earned for the year. There have been no
changes in applicable tax rates that have impacted the current year
tax charge.
The main rate of UK corporation tax
applicable for the financial year is 25.0% (2023: 20.5%, being
the weighted average of 19.0% for nine months and 25.0% for three
months).
8.
Earnings/(loss) per ordinary share
Basic earnings/(loss) per ordinary
share is calculated by dividing the profit/(loss) for the year
attributable to owners of the Company by the weighted average
number of the Company's ordinary shares in issue during the
financial year. The weighted average number of the Company's
ordinary shares in issue excludes 1,372,779 shares (2023: 623,968
shares), being the weighted average number of own shares held
during the year in relation to employee share schemes.
|
Reference
|
2024
|
2023
|
Weighted average number of ordinary shares in issue
(million)
|
a
|
172.7
|
173.4
|
Effect of dilutive share options
(million)
|
|
4.2
|
2.5
|
Weighted average number of ordinary shares for calculating
diluted earnings/(loss) per share (million)
|
b
|
176.9
|
175.9
|
Diluted earnings/(loss) per share is
calculated by adjusting the weighted average number of ordinary
shares in issue assuming the conversion of all potentially dilutive
ordinary shares. Where potentially dilutive ordinary shares would
cause an increase in earnings per share, or a decrease in loss per
share, the diluted loss per share is considered equal to the basic
loss per share.
During the year, the Company had
equity-settled awards with a nil exercise price that are
potentially dilutive ordinary shares.
Adjusted earnings per share measures
are calculated based on profit/(loss) for the year attributable to
owners of the Company before adjusting items as follows:
|
|
2024
|
2023
|
|
Reference
|
£m
|
£m
|
Profit/(loss) for calculating basic and diluted
earnings/(loss) per share
|
c
|
33.3
|
(11.5)
|
Adjusted for:
|
|
|
|
Amortisation of intangible assets
(note 10)
|
|
2.0
|
2.4
|
Exceptional items (note
4)
|
|
4.6
|
13.0
|
Taxation relating to the items
above
|
|
(1.6)
|
(3.9)
|
Profit for calculating adjusted earnings per
share
|
d
|
38.3
|
-
|
|
|
2024
|
2023
|
|
Reference
|
pence
|
pence
|
Basic earning/(loss) per share
|
c/a
|
19.3
|
(6.6)
|
Diluted earnings/(loss) per share
|
c/b(1)
|
18.8
|
(6.6)
|
Adjusted basic earnings per share
|
d/a
|
22.2
|
0.0
|
Adjusted diluted earnings per share
|
d/b(1)
|
21.7
|
0.0
|
1Diluted loss per share is
considered equal to the basic loss per share as potentially
dilutive ordinary shares cause a decrease in the loss per
share.
9.
Payments to shareholders
Dividends paid and received are
included in the Company financial statements in the year in which
the related dividends are actually paid or received or, in respect
of the Company's final dividend for the year, approved by
shareholders.
Under the terms of the amended RCF
announced on 29 September 2022, the Company may not, except with
the consent of its lender group, declare, make or pay any dividend
or distribution to its shareholders prior to an 'exit event', being
a change of control, refinancing of the RCF in full, prepayment and
cancellation of the RCF in full, or upon the termination date of
the RCF, being May 2026. Hence, the Board is not recommending a
final dividend for the financial year ended 30 June
2024.
No payments to ordinary shareholders
were made or proposed in respect of this year or the prior
year.
Furthermore, under the RCF the
Company may not, except with the consent of its lender group,
redeem or repay any of its share capital prior to an exit event.
Therefore, the redemption of B Shares that would normally take
place in November each year will not take place. B Shares issued
but not redeemed are classified as current liabilities.
Movements in the number of B Shares
outstanding were as follows:
|
|
Nominal
|
|
Number
|
value
|
|
000
|
£'000
|
Issued and fully paid
|
|
|
At
1 July 2022, 30 June 2023 and 30 June 2024
|
665,888
|
666
|
B Shares carry no rights to attend,
speak or vote at Company meetings, except on a resolution relating
to the winding up of the Company.
10.
Intangible assets, property, plant and equipment and right-of-use
assets
|
Goodwill
|
|
|
|
and
other
|
Property,
|
|
|
intangible
|
plant
and
|
Right-of-use
|
|
assets
|
equipment
|
assets
|
|
£m
|
£m
|
£m
|
Net book value at 1 July
2023
|
26.2
|
117.8
|
8.5
|
Currency translation
differences
|
-
|
(1.1)
|
(0.1)
|
Additions
|
5.3
|
15.6
|
3.4
|
Disposal of assets
|
-
|
(1.4)
|
-
|
Impairment
|
-
|
(0.2)
|
-
|
Depreciation charge
|
-
|
(16.3)
|
(3.7)
|
Amortisation charge
|
(2.0)
|
-
|
-
|
Net
book value at 30 June 2024
|
29.5
|
114.4
|
8.1
|
Included within goodwill and other
intangible assets is goodwill of £19.7 million (2023: £19.7m),
computer software of £5.0 million (2023: £5.6m) and customer
relationships of £0.2 million (2023: £0.6m).
Capital commitments at 30 June 2024
amounted to £5.7 million (2023: £5.5m). At 30 June 2024, the Group
was committed to future minimum lease payments of £0.3 million
(2023: £2.1m) in respect of leases which have not yet commenced and
for which no lease liability has been recognised.
11.
Financial risk management
The Group's activities expose it to
a variety of financial risks: market risk (including currency risk,
fair value interest rate risk, cash flow interest rate risk and
price risk), credit risk and liquidity risk.
There have been no material changes
in the Group's risk management policies in either the 30 June 2024
or 30 June 2023 financial years.
The table below analyses financial
instruments carried at fair value, by valuation method. The
different levels have been defined as follows:
·
Level 1 - unadjusted quoted prices in active
markets for identical assets or liabilities
·
Level 2 - inputs other than Level 1 that are
observable for the asset or liability, either directly (prices) or
indirectly (derived from prices)
·
Level 3 - inputs that are not based on observable
market data (unobservable inputs).
|
|
|
|
At
|
At
|
|
30 June
|
30
June
|
|
2024
|
2023
|
|
£m
|
£m
|
Level 2 assets
|
|
|
Derivative financial
instruments
|
|
|
Forward currency
contracts
|
-
|
0.2
|
Interest rate caps
|
2.0
|
4.9
|
Total financial assets
|
2.0
|
5.1
|
Level 2 liabilities
|
|
|
Derivative financial
instruments
|
|
|
Forward currency
contracts
|
(0.4)
|
-
|
Interest rate caps
|
-
|
(0.3)
|
Upside sharing fee
|
-
|
(1.5)
|
Total financial liabilities
|
(0.4)
|
(1.8)
|
Derivative financial
instruments
Derivative financial instruments
comprise the foreign currency derivatives and interest rate
derivatives that are held by the Group in designated hedging
relationships.
Foreign currency forward contracts
are measured by reference to prevailing forward exchange rates.
Foreign currency options are measured using a variant of the Monte
Carlo valuation model. Interest rate caps are measured by
discounting the related cash flows using yield curves derived from
prevailing market interest rates.
In the prior year, an upside sharing
fee was identified as an embedded derivative. The amended RCF that
the Group agreed with its lender group on 29 September 2022
included an upside sharing mechanism whereby a fee would become
payable by the Group to members of the lender group upon the
occurrence of an 'exit event'. Such a fee was to be determined as
the percentage of any increase in the market capitalisation of the
Group from 29 September 2022 to the date of the exit event. At 30
June 2023, a valuation was performed using a conventional
Black-Scholes pricing model. As announced on 25 October 2023, the
Group agreed to make a one-off payment of £5.0 million to its
lender group in respect of the upside sharing fee, therefore the
derivative was not recognised in the current financial
year.
Valuation levels and
techniques
There were no transfers between
levels during the year and no changes in valuation
techniques.
Financial assets and
liabilities measured at amortised cost
The fair value of borrowings
(including overdrafts and lease liabilities) are as
follows:
|
|
|
|
|
|
At
|
At
|
|
|
30 June
|
30
June
|
|
|
2024
|
2023
|
|
|
£m
|
£m
|
Current
|
|
70.5
|
52.8
|
Non-current
|
|
70.3
|
115.3
|
Total borrowings
|
|
140.8
|
168.1
|
The fair value of the following
financial assets and liabilities approximate to their carrying
amount:
·
trade and other receivables;
·
other current financial assets;
·
cash and cash equivalents; and
·
trade and other payables.
12.
Net debt
Movements in net debt were as
follows:
|
|
IFRS
16
|
|
Currency
|
|
|
At 1
July
|
non-cash
|
Cash
|
translation
|
At 30 June
|
|
2023
|
movements(1)
|
flows
|
differences
|
2024
|
|
£m
|
£m
|
£m
|
£m
|
£m
|
Overdrafts
|
(0.6)
|
-
|
(11.2)
|
-
|
(11.8)
|
Bank loans
|
(109.8)
|
-
|
44.5
|
0.3
|
(65.0)
|
Other loans
|
(48.7)
|
-
|
(7.4)
|
0.5
|
(55.6)
|
Lease liabilities
|
(9.0)
|
(3.7)
|
4.5
|
(0.2)
|
(8.4)
|
Financial liabilities
|
(168.1)
|
(3.7)
|
30.4
|
0.6
|
(140.8)
|
Cash and cash equivalents
|
1.6
|
-
|
7.5
|
0.2
|
9.3
|
Net
debt
|
(166.5)
|
(3.7)
|
37.9
|
0.8
|
(131.5)
|
1IFRS 16 non-cash movements
includes additions £3.4 million, disposals of £nil and interest
charged of £0.3 million.
13.
Pensions and post-employment benefits
The Group provides a number of
post-employment benefit arrangements. In the UK, the Group operates
a closed defined benefit pension scheme and a defined contribution
pension scheme. Elsewhere in Europe, the Group has a number of
smaller post-employment benefit arrangements that are structured to
accord with local conditions and practices in the countries
concerned. The Group also recognises the assets and liabilities for
all members of the defined contribution scheme in Belgium,
accounting for the whole defined contribution section as a defined
benefit scheme under IAS 19 'Employee Benefits', as there is a risk
the underpin will require the Group to pay further contributions to
the scheme.
At 30 June 2024, the Group
recognised a deficit on its UK defined benefit pension plan of
£27.5 million (2023: £24.7m). The Group's
post-employment benefit obligations outside the UK amounted to £1.9
million (2023: £1.9m).
Non-governmental collected
post-employment benefits had the following effect on the Group's
results and financial position:
|
|
|
|
2024
|
2023
|
|
£m
|
£m
|
Profit or loss
Operating profit
Defined benefit schemes
|
|
|
Service cost and administration
expenses (net of employee contribution)
|
(0.6)
|
(1.0)
|
Net
charge to operating profit
|
(0.6)
|
(1.0)
|
Finance costs
Net interest cost on defined benefit
obligation
|
(1.2)
|
(0.5)
|
Charge to profit/(loss) before taxation
|
(1.8)
|
(1.5)
|
Other comprehensive income/(expense)
|
|
|
Net actuarial loss
|
(5.6)
|
(14.1)
|
|
|
|
|
|
|
2024
|
2023
|
|
|
£m
|
£m
|
Balance sheet
|
|
|
|
Defined benefit
obligations
|
|
|
|
UK - funded
|
|
(101.6)
|
(98.1)
|
Other - unfunded
|
|
(12.0)
|
(12.4)
|
|
|
(113.6)
|
(110.5)
|
Fair value of scheme
assets
|
|
|
|
UK - funded
|
|
74.1
|
73.4
|
Other - unfunded
|
|
10.1
|
10.5
|
Deficit on the schemes
|
|
(29.4)
|
(26.6)
|
For accounting purposes, the UK
scheme's benefit obligation as at 30 June 2024 has been calculated
based on data gathered for the 2021 triennial actuarial valuation
and by applying assumptions made by the Company on the advice of an
independent actuary in accordance with IAS 19, 'Employee
Benefits'.
Impact of NTL vs Virgin Media case, 25 July
2024
In June 2023, the High Court judged
that amendments made to the Virgin Media scheme were invalid
because the scheme's actuary did not provide the associated Section
37 certificate. The High Court's decision has wide-ranging
implications, affecting other schemes that were contracted out on a
salary-related basis and made amendments between April 1997 and
April 2016. The Fund was contracted out until 29 February 2016 and
amendments were made during the relevant period. As such, the
ruling could have implications for the Company. Following the Court
of Appeal upholding the 2023 High Court ruling on 25 July 2024, the
Trustees initiated the process of investigating any potential
impact for the Fund.
As the detailed investigation is in
progress, the Company considers that the amount of any potential
impact on the defined benefit obligation cannot be confirmed and/or
measured with sufficient reliability at the 2024 year end. We are
therefore disclosing this issue as a potential contingent liability
at 30 June 2024 and will review again in 2025 based on the findings
of the detailed investigation.
14.
Provisions
|
Reorganisation
|
|
|
Independent
|
|
|
|
and
|
Leasehold
|
Environmental
|
business
|
|
|
|
restructuring
|
dilapidations
|
remediation
|
review
|
Other
|
Total
|
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
At 1 July 2022
|
0.8
|
1.5
|
2.7
|
1.7
|
0.5
|
7.2
|
(Released)/charged to profit or
loss
|
(0.1)
|
0.2
|
0.7
|
1.0
|
-
|
1.8
|
Currency translation
differences
|
-
|
-
|
0.1
|
-
|
-
|
0.1
|
Utilisation
|
(0.4)
|
-
|
(0.5)
|
(2.6)
|
(0.3)
|
(3.8)
|
At 30 June 2023
|
0.3
|
1.7
|
3.0
|
0.1
|
0.2
|
5.3
|
(Released)/charged to profit or
loss
|
-
|
(0.1)
|
0.8
|
3.8
|
-
|
4.5
|
Currency translation
differences
|
-
|
-
|
(0.2)
|
-
|
-
|
(0.2)
|
Utilisation
|
-
|
(1.3)
|
(0.8)
|
(3.9)
|
-
|
(6.0)
|
At
30 June 2024
|
0.3
|
0.3
|
2.8
|
-
|
0.2
|
3.6
|
Analysis of provisions:
|
2024
|
2023
|
|
£m
|
£m
|
Current
|
2.2
|
2.7
|
Non-current
|
1.4
|
2.6
|
Total
|
3.6
|
5.3
|
The closing provision for
reorganisation and restructuring relates to the Group's logistics
transformation programme only. The provision is expected to be
fully utilised within twelve months of the balance sheet
date.
The leasehold dilapidations
provision relates to costs expected to be incurred to restore
leased properties to their original condition at the end of the
respective lease terms. A provision has been recognised for the
present value of the estimated expenditure required to undertake
restoration works. Amounts will be utilised as the respective
leases end and restoration works are carried out, within a period
of approximately twelve months.
The environmental remediation
provision relates to historical environmental contamination at a
site in Belgium. The additional costs in the year of
£0.8 million relate to a re-evaluation of the cost of
environmental remediation. The closing provision is expected to be
utilised as the land is restored within a period of approximately
ten years, with £1.6 million expected to be utilised within twelve
months.
The independent business review
provision related to the amendment of the Group's revolving credit
facility and banking covenants. The provision for consultancy
support for the independent business review programme was utilised
in the year.
Other provisions of
£0.2 million are expected to be settled within a period of
approximately three years.
The amount and timing of all cash
flows related to the provisions are reasonably certain.
15.
Exchange rates
The principal exchange rates used to
translate the results, assets and liabilities and cash flows of the
Group's foreign operations into Sterling were as
follows:
|
Average
rate
|
Closing
rate
|
|
2024
|
2023
|
2024
|
2023
|
Euro
|
1.16
|
1.15
|
1.18
|
1.17
|
US Dollar
|
1.26
|
1.20
|
1.26
|
1.27
|
Danish Krone
|
8.68
|
8.56
|
8.81
|
8.68
|
Polish Zloty
|
5.11
|
5.38
|
5.09
|
5.17
|
Czech Koruna
|
28.72
|
27.72
|
29.57
|
27.66
|
Hungarian Forint
|
449.75
|
453.41
|
466.81
|
433.34
|
Malaysian Ringgit
|
5.91
|
5.41
|
5.97
|
5.91
|
Australian Dollar
|
1.92
|
1.79
|
1.90
|
1.91
|
16.
Share capital
|
Authorised, allotted and fully paid
|
|
Number
|
£m
|
Ordinary shares of 10 pence
each
|
|
|
At
1 July 2022, 30 June 2023 and 30 June 2024
|
174,057,328
|
17.4
|
Ordinary shares carry full voting
rights and ordinary shareholders are entitled to attend Company
meetings and to receive payments to shareholders.
17.
Related party transactions
Transactions between the Company and
its subsidiaries, which are related parties of the Company, have
been eliminated on consolidation and therefore are not required to
be disclosed in these financial statements. Details of transactions
between the Group and other related parties are disclosed
below.
Post-employment benefit
plans
Contributions amounting to £7.0
million (2023: £6.5m) were payable by the Group to pension schemes
established for the benefit of its employees. At 30 June 2024, £0.5
million (2023: £0.6m) in respect of contributions due was included
in other payables.
Compensation of key
management personnel
For the purposes of these
disclosures, the Group regards its key management personnel as the
Directors and certain members of the senior executive
team.
Compensation relating to key
management personnel in respect of their services to the Group was
as follows:
|
2024
|
2023
|
|
£m
|
£m
|
Short-term employee
benefits
|
3.8
|
2.5
|
Post-employment benefits
|
0.1
|
0.1
|
Share-based payments
|
1.2
|
0.3
|
Total
|
5.1
|
2.9
|
18.
Key performance indicators (KPIs)
Management uses a number of KPIs to
measure the Group's performance and progress against its strategic
objectives. The most important of these are noted and defined
below:
Financial:
·
Revenue: Revenue from contracts with customers
from the sale of goods is measured at the invoiced amount, net of
sales rebates, discounts, value added tax and other sales
taxes.
·
Transformation benefits: Net profit benefit
achieved from the implementation of the Transformation
programmes.
·
Adjusted EBITDA margin: The calculation of
adjusted EBITDA, which when divided by revenue gives this EBITDA
margin, is defined in note 19.
·
Free cash flow increase: Free cash flow is defined
as cash generated before exceptional items.
·
Adjusted ROCE: Total adjusted operating profit
divided by the average of opening and closing capital employed.
Capital employed is defined as the total of goodwill and other
intangible assets, property, plant and equipment, right-of-use
assets, inventories, and trade and other receivables, less trade
and other payables.
Non-financial:
·
Lost time incident frequency rate: The number of
lost time incidents x 100,000 divided by total number of
person-hours worked.
·
Customer service level: The volume of products
delivered in the correct volumes and within requested timescales,
as a percentage of total volumes ordered by customers.
19.
Additional information
Alternative performance
measures
The performance of the Group is
assessed using a variety of adjusted measures that are not defined
under IFRS and are therefore termed non-GAAP measures. A
reconciliation for each non-GAAP measure to the most directly
comparable IFRS measure is set out below.
Adjusted operating profit and
adjusted EBITDA
Adjusted EBITDA means adjusted
operating profit before depreciation. A reconciliation between
adjusted operating profit, adjusted EBITDA and the Group's reported
statutory operating profit is shown below:
|
2024
|
2023
|
|
£m
|
£m
|
Operating profit
|
64.3
|
10.3
|
Exceptional items in operating
profit (note 4)
|
0.8
|
0.8
|
Amortisation of intangibles (note
10)
|
2.0
|
2.4
|
Adjusted operating profit
|
67.1
|
13.5
|
Depreciation of property, plant and
equipment (note 10)
|
16.3
|
16.8
|
Depreciation of right-of-use assets
(note 10)
|
3.7
|
3.8
|
Adjusted EBITDA
|
87.1
|
34.1
|
Adjusted profit before tax
and adjusted profit for the year
Adjusted profit before tax is based
on adjusted operating profit less adjusted finance costs. Adjusted
profit for the year is based on adjusted profit before tax less
taxation relating to non-adjusting items. The table below
reconciles adjusted profit before tax to the Group's reported
profit/(loss) before tax.
|
2024
|
2023
|
|
£m
|
£m
|
Profit/(loss) before tax
|
46.5
|
(15.1)
|
Exceptional items (note
4)
|
4.6
|
13.0
|
Amortisation of intangibles (note
10)
|
2.0
|
2.4
|
Adjusted profit before tax
|
53.1
|
0.3
|
Taxation (note 7)
|
(14.8)
|
(0.3)
|
Adjusted profit for the year
|
38.3
|
-
|
Adjusted earnings/(loss) per
share
Adjusted earning/(loss) per share is
based on the Group's profit/(loss) for the year adjusted for the
items excluded from operating profit in arriving at adjusted
operating profit, and the tax relating to those items.
Free cash flow and cash
conversion %
Free cash flow is one of the Group's
KPIs by which our financial performance is measured. It is
primarily a liquidity measure; however free cash flow and cash
conversion % are also important indicators of overall operational
performance as they reflect the cash generated from operations.
Free cash flow is defined as cash generated before exceptional
items. Cash conversion % is defined as free cash flow as a
percentage of adjusted EBITDA (applicable only when adjusted EBITDA
is positive). A reconciliation from net cash generated from
operating activities, the most directly comparable IFRS measure to
free cash flow, is set out as follows:
|
2024
|
2023
|
|
£m
|
£m
|
Net
cash generated from operating activities
|
59.2
|
11.1
|
Add back:
|
|
|
Taxation paid
|
5.1
|
1.8
|
Interest paid
|
10.9
|
11.4
|
Refinancing costs paid
|
3.8
|
12.3
|
Cash outflow in respect of
exceptional items
|
2.7
|
1.4
|
Free cash flow
|
81.7
|
38.0
|
|
|
|
Adjusted EBITDA
|
87.1
|
34.1
|
|
|
|
Cash conversion %
|
94%
|
111%
|
Adjusted return on capital
employed (ROCE)
Adjusted ROCE serves as an indicator
of how efficiently we generate returns from the capital invested in
the business. It is a Group KPI that allows management to evaluate
the outcome of investment decisions. Adjusted ROCE is defined as
total adjusted operating profit divided by the average of opening
and closing capital employed. Capital employed is defined as the
total of goodwill and other intangible assets, property, plant and
equipment, right-of-use assets, inventories, trade and other
receivables less trade and other payables. There is no equivalent
statutory measure within IFRS. Adjusted ROCE is calculated as
follows:
|
2024
|
2023
|
2022
|
|
£m
|
£m
|
£m
|
Goodwill (note 10)
|
19.7
|
19.7
|
19.7
|
Other intangible assets (note
10)
|
9.8
|
6.5
|
7.3
|
Property, plant and equipment (note
10)
|
114.4
|
117.8
|
122.9
|
Right-of-use assets (note
10)
|
8.1
|
8.5
|
11.3
|
Inventories
|
119.6
|
121.5
|
118.9
|
Trade and other
receivables
|
148.8
|
145.7
|
145.4
|
Trade and other payables
|
(220.1)
|
(219.6)
|
(206.9)
|
Capital employed
|
200.3
|
200.1
|
218.6
|
Average of opening and closing
capital employed
|
200.2
|
209.4
|
214.0
|
Adjusted operating
profit/(loss)
|
67.1
|
13.5
|
(24.5)
|
Adjusted ROCE %
|
33.5%
|
6.4%
|
(11.4)%
|
Liquidity
Liquidity means, at any time,
without double counting, the aggregate of:
(a) cash;
(b) cash
equivalents;
(c) the available facility at
that time, which comprises the headroom available in the RCF and
other committed facilities; and
(d) the aggregate amount
available for drawing under uncommitted facilities.
The Company uses this measure to
manage cash flow and ensure that financial covenants are adhered
to.
|
|
2024
|
2023
|
|
|
£m
|
£m
|
Cash and cash equivalents
|
|
9.3
|
1.6
|
RCF headroom
|
|
82.9
|
40.0
|
Other committed facilities
headroom
|
|
-
|
17.5
|
Uncommitted facilities
|
|
6.1
|
0.2
|
Liquidity
|
|
98.3
|
59.3
|
Net debt
Net debt consists of cash and cash
equivalents, overdrafts, bank and other loans and lease
liabilities.
Net debt is a key indicator used by
management to assess the Group's indebtedness and overall balance
sheet strength.
Net debt is an alternative
performance measure as it is not defined in IFRS. A reconciliation
from loans and other borrowings, lease liabilities and cash and
cash equivalents, the most directly comparable IFRS measures to net
debt is set out below:
|
2024
|
2023
|
|
£m
|
£m
|
Current assets
|
|
|
Cash and cash equivalents
|
9.3
|
1.6
|
Current liabilities
|
|
|
Borrowings
|
(67.4)
|
(49.3)
|
Lease liabilities
|
(3.1)
|
(3.5)
|
|
(70.5)
|
(52.8)
|
Non-current liabilities
|
|
|
Borrowings
|
(65.0)
|
(109.8)
|
Lease liabilities
|
(5.3)
|
(5.5)
|
|
(70.3)
|
(115.3)
|
|
|
|
Net
debt
|
(131.5)
|
(166.5)
|
Net debt cover ratio (banking
basis)
The net debt cover ratio (banking
basis) is an indicator of the Company's ability to repay its debts.
Under the RCF it is calculated as net debt (as defined in the RCF
agreement) divided by EBITDA (as defined in the RCF agreement). The
Company uses the ratio to ensure compliance with the RCF financial
covenants that will be tested quarterly from 30 September
2024.
|
2024
|
2023
|
|
£m
|
£m
|
Net debt (as defined
above)
|
(131.5)
|
(166.5)
|
Invoice discounting
facilities
|
55.6
|
48.7
|
B Shares (note 9)
|
(0.7)
|
(0.7)
|
Lease liabilities
|
8.4
|
9.0
|
Adjustment for average exchange
rates
|
(0.9)
|
(0.7)
|
Net
debt banking basis (as defined in the RCF
agreement)
|
(69.1)
|
(110.2)
|
Adjusted EBITDA
|
87.1
|
34.1
|
Net interest cost on defined benefit
obligation (note 6)
|
(1.2)
|
(0.5)
|
Loss on disposal of property, plant
and equipment (note 10)
|
1.4
|
0.3
|
Lease payments
|
4.5
|
4.3
|
EBITDA banking basis (as defined in the RCF
agreement)
|
91.8
|
38.2
|
Net
debt cover ratio (banking basis)
|
0.8x
|
2.9x
|
Interest cover ratio (banking
basis)
The interest cover ratio (banking
basis) is a measure of the Company's ability to pay the interest on
its outstanding debts. Under the RCF it is calculated as EBITDA (as
defined in the RCF agreement) divided by adjusted finance costs
(excluding net interest cost on defined benefit obligation). The
Company uses the ratio to ensure compliance with the RCF financial
covenants that will be tested quarterly from 30 September
2024.
|
2024
|
2023
|
|
£m
|
£m
|
EBITDA banking basis (as defined in
the RCF agreement)
|
91.8
|
38.2
|
Lease payments
|
(4.5)
|
(4.3)
|
EBITDA banking basis (as defined in the RCF
agreement)
|
87.3
|
33.9
|
|
|
|
Adjusted finance costs excluding net interest cost on defined
benefit obligation (note 6)
|
12.8
|
12.7
|
|
|
|
Interest cover ratio (banking basis)
|
6.8x
|
2.7x
|
Annual General
Meeting
The Annual General Meeting will be
held on 12 November 2024.
Annual Report and
Accounts
The Annual Report and Accounts will
be published on the McBride plc website by no later than 30
September 2024. Reflecting McBride's commitment to the environment,
a small number of printed copies will be sent to shareholders in
October 2024, on a 'by request only' basis.