The Company has had a good year and sales have increased in all areas. We have come to the end of several long-term projects and completed a three-year period of investment. As a result of this our businesses are in extremely good order, and they are in a strong position to continue to grow their sales.
Our pubs and inns both posted strong performance and growth in the year, partly as a result of a long period of hot summer weather and the Football World Cup. However, the hotels and spas faced more of a challenge, experiencing significant cost headwinds, as well as disruption from Brexit, a weakening in corporate demand and room rate pressure in an increasingly competitive hotel market. Overall, the growth in one area has balanced the challenges in the other.
The challenges we face from increasing costs, particularly the national living wage, auto enrolment and fixed charge levies on green energy have led us to look at ways to increase productivity. We have taken various steps to deal with these including restructuring the teams in our hotels in the first half of the year. Our objective is to improve performance by focusing on increasing sales and the quality of service delivery in our front of house teams. Whilst there was inevitably some disruption as a result of this, we are pleased with the new structure which is now bedded in and starting to deliver the benefits that we were looking for.
Our strategy of investing in our core pub estate, inns and hotels, whilst continuing to sell poorer quality properties to recycle capital into higher returning and more sustainable assets is a successful one, which has significantly improved the quality of our asset base over the past few years, and allowed the business to grow.
Turnover for the year to
Underlying operating profit (before GMP equalisation) is level with last year at
Profit before tax was
Cash generation has continued to be strong, with EBITDA increasing to
Acquisitions, Developments and Disposals
We have continued to invest in developing our properties and have completed several large projects, including the
We acquired the Funny Girls business from the Administrators but did not acquire any new properties in the year and will only do so where outstanding opportunities present themselves. We continued to divest of pubs that no longer suit our requirements with nine properties sold in the year.
An interim dividend of 1.10p (2018: 1.10p) was paid in
At the end of the financial year,
Following the appointment of
I am delighted that
There is no doubt that the steps that we have taken over the last few years to provide development pathways within the business have helped us to attract and retain great team members. This has been recognised once again by a number of our businesses being recognised in the Sunday Times Best Companies to Work For.
We are a strong business with a long track record and excellent reputation as an employer of choice in our local markets. However, the current nature of the labour market means that we cannot afford to be complacent. Our family values are an important part of our proposition, but offering an exciting career with the prospect of development and progression is even more important and we are well placed to do this.
I would like to thank all our staff, customers, suppliers and shareholders for their support over the past year and look forward to the year ahead.
There is much uncertainty in the country which stems from a lack of political leadership, cohesion and direction and this has unsurprisingly seeped into both business and consumer confidence. This lack of confidence means that for us, now is a time to be cautious. After some years of significant capital investment this next year is a time for consolidation and for us to focus on fine tuning our core business. We have a reduced capital investment programme, but are ever mindful to maintain the quality of our properties.
In the current environment the trading patterns of our business seem to have become more seasonal, event and weather driven. The excellent weather over Easter and in the early part of our new financial year means that we have got off to a good start, which is encouraging.
The business is in good health with talented and motivated teams, and we are well positioned to grow and make further progress in the year to come.
R A J Bailey Chairman
11 June 2019
The issues that have overshadowed the last few years persist, with the common theme being increasing costs in most areas. This is most acute in labour and utilities and we continue to make sure that where possible these are as flexible as possible, although there is a fixed element to our cost base. The compounding effect of increases to the National Living Wage and pension costs are having a major structural change on hospitality businesses, and with limited scope to increase prices we have to find new ways to enhance the overall level of sales through increasing value, developing our customer proposition and harnessing technology.
The first half of the year was encouraging, with an extended period of hot sunny weather helping the pubs and the inns to get off to an excellent start. The pattern of trade seems to have become more variable and unpredictable than ever with consumers and corporate demand changing on what would appear to be small variations in sentiment or weather. In particular, October and November were extremely weak months with lower levels of activity than the year before. Christmas was a strong period, but overall some of the gains made in the first half of the year were eroded in the second half of the year.
Sales have increased by 5%, and on a like for like basis, excluding acquisitions, they increased by 4%. Continued refurbishments have been an important factor in supporting this growth. Despite pressure on food and labour margins, EBITDA has increased by 1.5% to
Early in the year we relaunched our websites, with the objective of bringing them up to date and also encouraging people to book directly with us rather than through online agents. This has been partially successful, and we have seen the rate of increase in our online commissions slow year on year. This year we will be looking at our loyalty programmes which have not been refreshed for some time to address this same area from another angle.
In the summer we launched ‘The House of Daniel Thwaites’ as a way of collectively marketing our hotels and inns. For the last few years we have been working on the individuality and character of our properties and the
In September, we took on the operation of Funny Girls in
Our core strategy remains to focus on our pubs, inns and hotels and we have plans to continue to invest in them to secure our future growth.
Pubs and Inns
Our freehold estate of tenanted pubs numbers approximately 240 properties, and we have continued to dispose of pubs that no longer suit our requirements. Our pub estate encompasses community locals to destination food led pubs in both rural and town centre locations, ranging geographically from
We have a well-established approach to our tenanted pub business, focused on investing alongside proven operators to expand and improve the premises with a focus on establishing good quality food offerings and where there is demand, the development and refurbishment of bedrooms. Our strategy has been focused on creating an estate of high quality, sustainable, growth businesses with multiple income streams.
Our tenanted pubs got off to a very strong start of the year aided by both good weather and the Football World Cup, where
Once more we have participated in the annual tenanted pub company survey, which provides an industry benchmark against our peers. This year the survey was carried out by a new company, who have produced what is now known as The Licensee Index. This new survey gives more detailed guidance on ways that we can improve our service and delivery. We were pleased once again to receive a high placing in this benchmarking exercise against our peers, improving our ranking from third to second out of 14 participants.
The costs pressure that we are experiencing first hand in our own managed business are also being felt by our tenanted pubs. As a result, during the year we saw an increase in tenant churn which meant that at the year-end we had 19 pubs (8% of the estate) which were looking for new tenants compared to 14 pubs last year.
During the year we completed 18 development projects at a cost of
We did not acquire any tenanted pubs in the year, however if the opportunity arises we would be interested in adding new tenanted pubs to our estate.
Our new craft brewery launched in July last year. After a very short settling in period running the new equipment, we have been very happy with the quality of the beers that it has produced and have received excellent feedback from our customers.
We were delighted that our cask ales were singled out in the high-profile International Brewing Awards, in Burton upon Trent where we received a gold medal.
The costs that were associated with our old site in
We own and manage a growing portfolio of inns and continue to seek high quality properties in outstanding locations to develop this part of our business. Our Inns have a busy bar at the hub, a home cooked food offering and high quality, comfortable accommodation – they focus on providing outstanding hospitality and offer an attractive and more personal alternative to the mid-market hotel chains.
This segment of the market has seen increased competition with a number of new operators expanding their presence over the past few years. However, the market has proven to be strong, benefiting from the same factors that drove the performance of our pubs. Sales in the current year increased to
The landmark event of the year for the inns was the launch of the Beverley Arms, a project that has been underway since we acquired it in 2016. After a complicated build programme, we launched the new
Elsewhere we undertook a major refurbishment of the bedrooms at the Fleece,
The performance of the inns is encouraging and we continue to look for new acquisition opportunities where we believe we can add value.
Hotels & Spas
We own and operate ten hotels which are spread across
The provincial hotel market has faced challenges over the past year and our hotels were no exception, and in two locations in particular,
At the start of the year we restructured our hotel teams with the objective of mitigating some of these cost increases and improving the focus on service and sales, particularly to our front of house teams. It took us longer than we would have hoped to fill some of the new roles that we created and this inevitably led to some disruption. Now that things have settled down, we are pleased with the new structure.
We continued the accelerated programme of refurbishment in the hotels, which has largely now come to an end. The hotels are in materially better condition than they were a few years ago, although these refurbishments have increased the depreciation charges. In the current year we will see less disruption as we have very few schemes planned. We are currently finalising our development plans for
In March we implemented a new Customer Relationship Management system, which will allow us to talk directly with our customers in a more informed and targeted manner. We hope that this will improve cross selling between our different properties and encourage more customers to book direct.
The performance of the hotels has been disappointing with a combination of increased costs and various factors contributing to disruption, this together with increasing competition in
Summary and future developments
The pubs and the inns each had a strong year which was offset by the performance of the hotels and spas. Despite the issues that we face, we are not prepared to compromise the quality of offering that we provide our guests. The government’s wage agenda is forcing us to find different ways of operating, as top line sales growth in the current economic and political environment is difficult to pin down.
The changes and disruption that we have faced, particularly in the hotels this year has been painful, and in the emerging political landscape may not be behind us. Above inflation increases to our cost base means we will continue to seek innovative ways to do business, through developing our operational processes and harnessing technology. The work that we have undertaken with our teams this last year and the training programmes that we have built over the past few years mean that we are in a strong position to attract and retain high quality team members.
We are very aware of the issues that face us and they have our full attention.
Turnover for the year ended
The measurement of the interest rate swaps at fair value resulted in a charge of
Profit before taxation for the year was
The key issues facing the Group are covered in the Chairman’s Statement and Strategic Report. The KPIs used by the Group to monitor its overall financial position can be summarised as follows:
2019 2018 Group GBP’m GBP’m Turnover 96.9 92.2 EBITDA 20.5 20.2 Depreciation 7.6 7.3 Operating profit (before highlighted item) 12.9 12.9 Profit before tax 4.5 9.8 Net debt 69.7 63.7 Earnings per share (pence) 5.9 13.8 Pubs and Inns GBP’m GBP’m Turnover 52.7 48.6 EBITDA 17.9 16.5 Depreciation 3.6 3.8 Operating profit (before Group central charges) 14.3 12.7 Average number Tenanted 238 255 Managed 13 11 Hotels & Spas GBP’m GBP’m Turnover 44.2 43.6 EBITDA 9.8 11.1 Depreciation 3.5 3.2 Operating profit (before Group central charges) 6.3 7.9 Average number Hotels 8 8 Lodges 2 2
The principal non-financial indicators monitored by management are:
Pubs and Inns
Utility consumption, health and safety incidents, beer volumes and tenant recruitment.
Room occupancy rates, customer complaints, health and safety incidents, spa memberships and wedding and event numbers.
GMP adjustment for past service
This highlighted item relates to the cost of adjustments to guaranteed minimum pension (GMP) requirements following a 2018 court judgement in respect of a Lloyds Bank pension scheme. The
Interest rate swaps measured at fair value
The Group has interest rate swaps for
Net interest payable was
The tax charge on profit for the year was
Earnings per share
The earnings per share was 5.9p (2018: 13.8p).
An interim dividend of 1.10p has been paid and the Board recommends a final dividend of 3.36p, which will make a total of 4.46p for 2019 (2018: 4.46p).
Cash flow and financing
The Group’s net borrowing increased by
The Group made deficit contributions to the defined benefit pension schemes of
The Group has
During the year we sold nine pubs and four ancillary properties for a total of
In line with our accounting policy, 20% of our properties were subject to a formal revaluation, and additionally an impairment review was carried out on the rest of our property estate. This resulted in a reduction in the total value of our property portfolio of
GBP3.0m, which was deducted from the revaluation reserve.
EXTRACT FROM AUDITED FULL FINANCIAL STATEMENTS FOR THE YEAR ENDED
GROUP PROFIT AND LOSS ACCOUNT
2019 2018 GBP’m GBP’m Total Total Turnover 96.9 92.2 Cost of sales (72.8) (68.1) Gross profit 24.1 24.1 Distribution costs (3.7) (3.7) Administrative expenses (7.5) (7.5) Operating profit before highlighted item 12.9 12.9 Highlighted item – GMP adjustment for past service (1.2) - Operating profit 11.7 12.9 Property disposals 0.1 0.1 Operating profit before interest 11.8 13.0 Net interest payable (3.9) (3.5) (Loss) profit on interest rate swaps measured at fair value (2.5) 1.3 Finance charge on pension liability (0.9) (1.0) Profit on ordinary activities before taxation 4.5 9.8 Taxation on profit for the year (1.0) (1.7) Profit on ordinary activities after taxation 3.5 8.1
Dividends : 2019 2018 Ordinary paid per share 1.10p (2018 – 1.10p) 0.6 0.6 Ordinary recommended per 25p share 3.36p (2018 – 3.36p) 2.0 2.0 Earnings per ordinary share 5.9p 13.8p
The final dividend of 3.36p per ordinary share in respect of the year ended
GROUP BALANCE SHEET At 31 March 2019 2019 2018 GBP’m GBP’m ______________________________________________________________________ _______ _______ Fixed Assets Tangible assets 298.0 289.5 Investments 0.8 3.1 ______________________________________________________________________ _______ _______ 298.8 292.6 Current assets Stocks 0.7 0.6 Trade and other debtors 9.8 12.6 Cash at bank and in hand 3.8 2.8 ______________________________________________________________________ _______ _______ Creditors due within one year 14.3 16.0 Trade and other creditors (15.2) (14.7) Loan capital (28.5) - ______________________________________________________________________ _______ _______ (43.7) (14.7) Net current (liabilities) assets (29.4) 1.3 ______________________________________________________________________ _______ _______ Total assets less current liabilities 269.4 293.9 Creditors due after one year (63.9) (84.8) ______________________________________________________________________ ______ _______ Net assets excluding pension liability 205.5 209.1 ______________________________________________________________________ _______ _______ Pension liability (24.8) (34.9) ______________________________________________________________________ _______ _______ Net assets 180.7 174.2 ______________________________________________________________________ _______ _______ Capital and reserves Called up share capital 14.7 14.7 Capital redemption reserve 1.1 1.1 Revaluation reserve 74.1 77.5 Profit and loss account 90.8 80.9 ______________________________________________________________________ _______ _______ Equity shareholders’ funds 180.7 174.2 ______________________________________________________________________ ________ ________
GROUP CASH FLOW STATEMENT
For the year ended
2019 2018 GBP’m GBP’m __________________________________________________________________________ _______ _______ Cash flow from operating activities 19.2 19.5 Tax paid (2.1) (0.1) Cash flow from financing activities 1.2 10.9 Cash flow from investing activities (14.7) (27.3) Equity dividends paid (2.6) (2.6) __________________________________________________________________________ _______ _______ Increase in cash and cash equivalents 1.0 0.4 Cash and cash equivalents at beginning of year 2.8 2.4 __________________________________________________________________________ _______ _______ Cash and cash equivalents at end of year 3.8 2.8 Loan capital (73.5) (66.5) __________________________________________________________________________ _______ _______ Net debt (69.7) (63.7) Reconciliation of net cash flow to movement in net debt Increase in cash 1.0 0.4 Cash flow from increase in debt (7.0) (16.5) ___________________________________________________________________________ _______ _______ (6.0) (16.1) Net debt at beginning of year (63.7) (47.6) ___________________________________________________________________________ _______ _______ Net debt at end of year (69.7) (63.7) __________________________________________________________________ ________ ________
Notice of Meeting
Notice is hereby given that the Annual General Meeting of the Company will be held at
To consider, and if thought fit, pass the following resolutions which will be proposed as ordinary resolutions.
1. To receive and adopt the accounts for the year ended
2. To re-elect
3. To re-elect
4. To re-elect
5. To approve and confirm the remuneration of the directors for the year ended
6. To reappoint
To consider, and if thought fit, pass the following resolutions of which resolutions 7 and 9 will be proposed as ordinary resolutions and resolution 8 as a special resolution.
7. THAT, for the purposes of section 551 of the Companies Act 2006 (the Act) the directors of the Company be and are hereby generally and unconditionally authorised to exercise all powers of the Company to allot equity securities (within the meaning of section 560 of the Act) up to an amount equal to the aggregate nominal amount of the authorised but unissued share capital of the Company provided that this authority shall expire (unless previously renewed, varied or revoked by the Company in general meeting) at the conclusion of the next annual general meeting of the Company, save that the Company may before such expiry make an offer or agreement which would or might require relevant securities to be allotted after such expiry and the directors of the Company may allot relevant securities in pursuance of such an offer or agreement as if the authority conferred hereby had not expired.
This authority is in substitution for any and all authorities previously conferred upon the directors for the purposes of section 551 of the Act, without prejudice to any allotments made pursuant to the terms of such authorities.
8. THAT, subject to the passing of resolution 7 above, the directors of the Company be and are hereby empowered pursuant to section 570 of the Act to allot equity securities (within the meaning of section 560 of the Act) pursuant to the authority conferred by resolution 7 above as if section 561 of the Act did not apply to any such allotment provided that the power conferred by this resolution shall be limited to:
i. the allotment of equity securities for cash in connection with an issue or offer of equity securities (including, without limitation, under a rights issue, open offer or similar arrangement) to holders of equity securities in proportion (as nearly as may be practicable) to their respective holdings of equity securities subject only to such exclusions or other arrangements as the directors of the Company may consider necessary or expedient to deal with fractional entitlements or legal or practical problems under the laws of any territory, or the requirements of any regulatory body or stock exchange in any territory; and
ii. the allotment (otherwise than pursuant to resolution 8.1) of equity securities for cash up to an aggregate nominal amount of
The power conferred by this resolution 8 shall expire (unless previously renewed, revoked or varied by the Company in general meeting), at such time as the general authority conferred on the directors of the Company by resolution 7 above expires, except that the Company may at any time before such expiry make any offer or agreement which would or might require equity securities to be allotted after such expiry and the directors of the Company may allot equity securities in pursuance of such an offer or agreement as if the authority conferred hereby had not expired.
9. To authorise the Company generally and unconditionally to make market purchases (within the meaning of section 693(4) of the Companies Act 2006) of ordinary shares of
i. the maximum aggregate number of ordinary shares that may be purchased is 5,882,750. Representing 10% of the issued share capital of the Company;
ii. the minimum price (excluding expenses) which may be paid for each ordinary share is
iii. the maximum price (excluding expenses) which may be paid for each ordinary share is an amount equal to 105 per cent of the average of the middle market quotations for an ordinary share of the Company (as derived from the NEX Exchange website) for the five business days immediately preceding the day on which the purchase is made; and
iv. unless previously renewed, varied or revoked, the authority conferred by this resolution shall expire at the earlier of the conclusion of the Company’s next Annual General Meeting and the date which is six months from the end of the Company’s next financial year save that the Company may, before the expiry of the authority granted by this resolution, enter into a contract to purchase ordinary shares which will or may be executed wholly or partly after the expiry of such authority.
Resolution 7 – Authority to allot relevant securities
The Company requires the flexibility to allot shares from time to time. The directors are limited as to the number of shares they can at any time allot because allotment authority continues to be required under the Companies Act 2006 (the Act).
Accordingly, resolution 7 would grant this authority (until the next Annual General Meeting or unless such authority is revoked or renewed prior to such time) by authorising the directors (pursuant to section 551 of the Act) to allot relevant securities up to an amount equal to the aggregate nominal amount of the authorised but unissued share capital of the Company as at
Resolution 8 – Disapplication of statutory pre-emption rights
This resolution seeks to disapply the pre-emption rights provisions of section 561 of the Act in respect of the allotment of equity securities for cash pursuant to rights issues and other pre-emptive issues, and in respect of other issues of equity securities for cash up to an aggregate nominal value of
Resolution 9 - Authority to make market purchases of shares
Resolution 9 seeks authority for the Company to make market purchases of its own ordinary shares. If passed, the resolution gives authority for the Company to purchase up to 5,882,750 of its ordinary shares, representing 10 per cent of the Company’s issued ordinary share capital.
Resolution 9 specifies the minimum and maximum prices which may be paid for any ordinary shares purchased under this authority. The authority will expire at the conclusion of the Company’s next Annual General Meeting in 2020 or, if earlier, the date which is six months from the end of the Company’s financial year which commenced on
Any shares purchased under this authority will be cancelled. As a member of the Company entitled to attend and vote at the meeting convened by this notice you are entitled to appoint another person as your proxy to exercise all or any of your rights to attend and to speak and vote in your place at the meeting. Your proxy need not be a member of the Company.
You may appoint more than one proxy in relation to the meeting convened by this notice provided that each proxy is appointed to exercise the rights attached to a different share or shares held by you. You may not appoint more than one proxy to exercise rights attached to any one share.
By order of the Board