Final Results
Greencore Group PLC
30 November 2000
PRELIMINARY STATEMENT OF THE RESULTS
FOR THE YEAR ENDED 29 SEPTEMBER 2000
FINANCIAL HIGHLIGHTS
YEAR ENDED 29 SEPTEMBER 2000
* Turnover Euro 906 million (1999: Euro 862m).
* Operating profit before goodwill and exceptional items Euro 80.2m (1999
Euro 81.9m).
* Pretax profit before exceptional items Euro 70.6m (1999: Euro 74.3
million).
* Final Dividend IR6.5p (1999: IR6.2p).
* Total Dividend IR9.95p (1999 : IR9.35p).
Chairman's Statement
year ended 29 September 2000
Results
Sales for the year increased by 5% to Euro 906m while operating profit before
goodwill amortisation and exceptional items showed a decline of 2% to Euro
80.2m. Operating profit in both food and ingredients and agribusiness showed
an increase while sugar was adversely impacted by changes in the E.U. sugar
regime. Pretax profit before exceptional items was Euro 70.6m (1999: Euro
74.3m).
Headline earnings per share amounted to 34.0c (1999: 34.5c). A final dividend
of IR6.5p (8.253298c) (1999: IR6.2p (7.872376c)) is proposed making a total
dividend for the year of IR9.95p (12.633894c), an increase of 6.4% on the 1999
total dividend of IR9.35p (11.872051c).
Review of Operations
Food and Ingredients
The Food and Ingredients sector is now the largest sector of our business
measured in terms of both sales and operating profit. Sales increased by 10%
to Euro 571m while operating profit showed a small increase to Euro 36.2m.
Malt sales and profits were impacted by the re-organisation commented upon at
the interim stage including the closure of the malting at Wallingford. This
closure did, however, result in an exceptional net credit of Euro 7.6m on the
disposal of the property and related closure costs.
In baked goods, Kears again improved profitability while the pizza operations
of Paramount showed significant growth in sales and profits. In wet sauces,
Meridian again improved sales and profits and, in dry soups and sauces, Erin
benefited from the acquisition of the complementary business in the U.K. of
William Rodgers Foods. Sales and profits in flour milling showed a decline on
the prior year with lower industrial flour prices being the principal factor.
Edible oils again produced good results.
Sugar
Sales decreased by 3% to Euro 187m while operating profit decreased by 8% to
Euro 33.7m. Operating profit for the year was reduced by the full year impact
of the reduction in storage reimbursement support from the E.U. introduced in
the summer of 1999 and, also, of the final green pound adjustment following
Ireland's entry into the Euro pean Monetary Union on 1 January 1999. Retail
pricing pressures increased in the year. Industrial demand for sugar continued
to be strong while the benefits of the capital expenditure programme helped
offset some of the increased inflationary pressures. Results from beet
by-products were in line with the strong performance of the previous year.
Agribusiness
Operating profit increased by 8% to Euro 10.2m on sales down by 1% at Euro
147m. Volumes in fertilisers were good and results benefited from improved
efficiencies and cost reduction. Contribution from the grain assembly business
showed a decline while molasses again performed well.
Associates
Share of profits from associates, net of share of interest payable and
goodwill amortisation but before exceptional items, showed an improvement of
Euro 2.5m to Euro 6.6m.
As stated at the interim stage, the conditions requiring Greencore to account
for its investment in Imperial Sugar as an associate no longer apply and a
share of its results is, therefore, not included in the Group accounts for the
second half of the year. The very difficult market conditions being
experienced by the entire US sugar industry, compounded by changes in the
regulatory environment, are likely to continue for the foreseeable future. The
Board has, therefore, determined that the value of the investment in Imperial
should be written off and an exceptional charge of Euro 32.1m to write off the
carrying cost of the investment, including related hedge cost, has, therefore,
been included in the results. Additionally, Euro 38.8m, representing goodwill
previously eliminated against reserves, has been reinstated and charged
through the profit and loss account although this will not impact on
shareholders' funds.
Finance
Net interest payable, excluding share of associates' interest, increased from
Euro 11.4m to Euro 15.3m as a result of higher rates and the impact of
acquisitions made in the year. Net debt increased from Euro 151m to Euro 198m.
The major factors underlying the increase in debt were acquisitions, including
The Roberts Group for an initial cash consideration of Euro 31m in August
2000, and the effect of translation caused by the strength of sterling on the
Group's sterling borrowings. Working capital increased with the main increases
being in the Agribusiness sector, primarily as a result of a larger grain
harvest and, in the Food and Ingredients sector, the phasing of shipments in
malt. Capital expenditure for the year of Euro 34m compared to the previous
year's figure of Euro 41m with the main spend again being in the Food and
Ingredients sector. Depreciation amounted to Euro 31m (1999: Euro 27m). The
exceptional items had no impact on the tax charge for the year of Euro 6.5m
(1999: Euro 6.9m). Total dividends of Euro 23.6m are covered 2.6 times by
attributable profit before exceptional items.
Current Trading and Outlook
In the Food and Ingredients sector, the outlook for malt markets is more
encouraging than for some years and the steps taken to improve efficiency in
our malt operations ensure that the Group is in a good position to take
advantage of the anticipated upturn in the market in the key selling period
which has recently commenced. In baked goods, the bread market continues to be
very competitive and the impact of the loss of business from one retail
customer in the second half of 1999 is steadily being offset by business gains
with other customers. In pizza, demand continues to be very strong and plans
to build a major new topped pizza facility at a total cost of Euro 22m were
announced in August 2000. Our other ingredient and consumer foods businesses
anticipate further progress in the year, including the benefit of a full year
contribution from Roberts, although the flour market is likely to remain
difficult.
The current Irish Sugar beet processing campaign is progressing satisfactorily
and total sugar production in excess of quota is anticipated. The E.U. has
announced minor cuts in quota for the current year which amount to
approximately 4,000 tonnes (2%) in the case of Irish Sugar.
In Agribusiness, a further satisfactory year is anticipated helped by good
opening positions in grain and fertilisers.
Our strategy is focused on generating sustained earnings performance and the
acquisition of businesses which have the capacity to develop strong market
positions in their sectors and to benefit from the operational strengths and
cashflow of Greencore. We believe that the proposed acquisition of Hazlewood
fits directly with our corporate strategy and represents a logical and
important step in pursuit of this strategy.
Hazlewood Foods
On 10 November 2000, Greencore announced a recommended cash offer to acquire
the U.K. based convenience foods manufacturer, Hazlewood Foods plc. This
values Hazlewood at approximately Stg£258m together with debt which amounted
to Stg£90m at the date of its last interim accounts at 30 September 2000.
Further details of this important proposal are included in the circular sent
to shareholders on 21 November 2000.
The proposed acquisition represents a further major step in Greencore's
strategy of expanding into value-added and growing areas of the U.K. and
Continental Euro pean convenience retail and food service markets. Hazlewood
has a portfolio of businesses with strong market positions and significant
potential for growth including chilled products such as sandwiches, pizzas,
quiches, sauces and ready meals and also grocery products including cakes and
desserts, bottled sauces and ambient grocery goods.
The combination of Greencore and Hazlewood has a very strong strategic,
operational and financial rationale. The enlarged Group will have a stronger
market presence in the U.K. in various growing segments and a broader base
from which to drive the potential of the business. Greencore's skill in
improving the cost base of U.K. businesses it has acquired will assist in
addressing the under-performing aspects of Hazlewood's operations. It is
Greencore's intention to accelerate this through additional innovation and
investment in the growth categories, through rationalisation of the slower
growing activities and through elimination of certain loss-making activities.
The Board of Greencore is confident that significant value will be created
through the acquisition and integration of Hazlewood.
B.M. Cahill,
Chairman.
30 November, 2000
Consolidated Profit and Loss Account
year ended 29 September 2000
Notes 2000 1999
Euro '000 Euro '000
Turnover 1 905,933 862,399
Cost of sales 697,113 667,707
Gross profit 208,820 194,692
Net operating costs 128,655 112,749
Operating profit before goodwill amortisation
and exceptional items 1 80,165 81,943
Goodwill amortisation (844) (267)
Exceptional item 2 - 917
Operating profit 79,321 82,593
Share of operating profit of associated undertakings
before goodwill amortisation and exceptional items 10,962 12,347
Goodwill amortisation of associates (170) (283)
Share of operating profit of associated undertakings 10,792 12,064
Share of exceptional item - associates 2 - (2,201)
90,113 92,456
Exceptional Items: Profit on disposal of property 7,620 -
Write off of investment in Imperial Sugar 2 (32,120) -
Goodwill in Imperial Sugar reinstated 2 (38,822) -
Profit on ordinary activities before interest 26,791 92,456
Interest receivable and similar income 4,370 3,292
Interest payable and similar charges (19,624) (14,705)
Share of interest payable - associates (4,228) (8,003)
Profit on ordinary activities before taxation 7,309 73,040
Taxation on profit on ordinary activities 6,499 6,929
Profit on ordinary activities after taxation 810 66,111
Minority interests 1,679 2,576
(Loss)/profit attributable to group shareholders (869) 63,535
Dividends 3 23,617 22,178
Retained (loss)/profit (24,486) 41,357
Adjusted earnings per ordinary share
Basic 4 34.0c 34.5c
Fully diluted 33.9c 34.4c
(Loss)/earnings per ordinary share 4
Basic (0.5c) 34.0c
Fully diluted (0.5c) 33.9c
Consolidated Balance Sheet
at 29 September 2000
2000 1999
Euro '000 Euro '000
Fixed assets
Intangible assets 32,781 14,248
Tangible assets 387,659 356,666
Financial assets 8,902 24,426
429,342 395,340
Current assets
Stocks 180,090 163,523
Debtors 159,682 137,087
Cash and bank balances 134,977 116,140
474,749 416,750
Creditors
Amounts falling due within one year 257,103 231,827
Net current assets 217,646 184,923
Total assets less current liabilities 646,988 580,263
Creditors
Amounts falling due after more than one year 302,179 252,268
Provisions for liabilities and charges 41,406 35,147
Development grants 2,057 2,368
345,642 289,783
Net assets 301,346 290,480
Capital and reserves
Called up share capital 120,880 121,718
Capital conversion reserve fund 934 -
Share premium account 84,488 84,262
Profit and loss 90,096 79,692
Shareholders' funds - equity interests 296,398 285,672
Minority interests - equity interests 4,948 4,808
301,346 290,480
Consolidated Cash Flow Statement
year ended 29 September 2000
2000 1999
Euro '000 Euro '000
Operating activities
Operating profit 80,165 81,943
Non cash items
- depreciation (net of grants) 30,130 26,854
- other including translation differences (11,889) (3,648)
Changes in working capital (32,451) (9,292)
Cash flow from operating activities 65,955 95,857
Dividends from associates 3,664 1,771
Returns on investments and servicing of finance (17,020) (12,061)
Taxation (4,796) (7,288)
Capital expenditure (net) (29,120) (31,596)
Acquisition of subsidiary undertakings (18,139) (82,958)
Net cash (overdraft) acquired (1,125) 333
Equity dividends paid (22,892) (20,871)
Cash outflow before use of liquid resources
and financing (23,473) (56,813)
Management of liquid resources (13,288) (21,085)
Financing 41,978 75,496
Increase (decrease) in cash in the period 5,217 (2,402)
Increase (decrease) in cash in the period 5,217 (2,402)
Cash flow from increase in debt and lease financing (41,656) (75,405)
Cash flow from increase in liquid resources 13,288 21,085
Change in net debt resulting from cash flow (23,151) (56,722)
Loans and finance leases acquired with subsidiaries (6,520) (1,063)
New finance leases - (33)
Loan notes issued on acquisition (10,055) (8,445)
Translation differences (6,709) (14,579)
Movement in net debt in period (46,435) (80,842)
Net debt at 25 September 1999 (151,170) (70,328)
Net debt at 29 September 2000 (197,605) (151,170)
Statement of Total Recognised Gains and Losses
year ended 29 September 2000
2000 1999
Euro '000 Euro '000
(Loss)/profit for year attributable to group
shareholders (869) 63,535
Exchange adjustments (3,932) (2,636)
Total recognised (losses)/gains for the year (4,801) 60,899
The financial information for the year ended 24 September 1999 has been
extracted from audited accounts on which the auditors issued an unqualified
opinion and which have been delivered to the Registrar of Companies.
Notes to the Financial Statements
year ended 29 September 2000
1. Analysis of Results
2000 1999
Turnover Operating Net Turnover Operating Net
profit assets profit assets
Euro Euro Euro Euro Euro Euro
'000 '000 '000 '000 '000 '000
By activity
Food and Ingredients 571,495 36,231 318,030 521,258 36,000 256,510
Sugar 187,458 33,716 120,862 193,227 36,518 117,203
Agribusiness 146,980 10,218 51,223 147,914 9,425 45,325
905,933 80,165 490,115 862,399 81,943 419,038
Associated
undertakings 223,537 10,962 8,837 353,143 12,347 22,612
Less Group Net Borrowings (197,606) (151,170)
Net Assets 301,346 290,480
By geographical market
Results by origin
Republic of Ireland 464,287 59,613 385,381 478,679 62,291 350,314
United Kingdom and
rest of the world 441,646 20,552 104,734 383,720 19,652 68,724
905,933 80,165 490,115 862,399 81,943 419,038
Associated
undertakings 223,537 10,962 8,837 353,143 12,347 22,612
Less Group net borrowings (197,606) (151,170)
Net assets 301,346 290,480
Turnover by destination
Republic of Ireland 422,462 426,513
United Kingdom and
rest of world 483,471 435,886
905,933 862,399
2. The write-off of the investment in Imperial Sugar reflects the
elimination of the carrying value of the company's investment, together
with related hedge costs, and goodwill previously written off directly
against reserves. The exceptional items in 1999 related to the partial
annulment of an EU fine on Irish Sugar (Euro 0.917m), and the disposal of
Imperial Sugar's 43% limited partnership interest in Pacific Northwest
Sugar Company (Euro 2.201m).
3. The proposed final dividend per share of IR6.5p (8.253298c) (1999:
IR6.2p (7.872376c)) is payable on 12 February 2001 to shareholders on the
Register of Members as at 15 December 2000. An interim dividend of IR3.45p
(4.380596c) (1999: IR3.15p (3.999675c)) was paid in July 2000.
4. The calculation of headline earnings is after elimination of the
exceptional charges of Euro 63.32m (tax relief nil), and goodwill
amortisation of Euro 1.01m. The calculation of headline earnings in 1999
is after elimination of the share of exceptional charge in associates of
Euro 1.43m (after tax relief of Euro 0.77m), goodwill amortisation of Euro
0.55m and the exceptional credit of Euro 0.92m (tax charge nil). The
calculation of earnings per share is based on a loss of Euro 0.87m (1999:
profit Euro 63.54) and on 186.9 million ordinary shares (1999: 186.8
million) being the weighted average number of ordinary shares in issue
during the period. The calculation of earnings per share excludes 4.9m
treasury shares arising from the share repurchase programme.
5. The year 2000 comprised 53 weeks (1999: 52 weeks).
Notes to the Financial Statements (continued)
year ended 29 September 2000
6. The foregoing accounts are prepared on the basis of the accounting
policies set out in the 1999 Annual Report.
7. The preliminary statement is being sent to all registered
shareholders. Copies are also available from the Company's registered
office at St. Stephen's Green House, Earlsfort Terrace, Dublin 2 and from
the Registrar of the Company, Computershare Services (Ireland) Limited,
Heron House, Corrig Road, Sandyford Industrial Estate, Dublin 18. The
Annual Report and Accounts will be circulated to shareholders in January
2001 prior to the Annual General Meeting to be held on 8 February 2001 in
the Berkeley Court Hotel, Ballsbridge, Dublin 4.
By order of the Board, B.J. Power, Company Secretary, 30 November 2000.
Greencore Group plc, St. Stephen's Green House, Earlsfort Terrace, Dublin 2.