Final Results

RNS Number : 0535F
Marshalls PLC
17 March 2022
 

Embargoed until 7.00am on Thursday 17 March 2022

 

Marshalls plc

 

Strong growth - positive trading outlook

 

Marshalls plc, the specialist Landscape Products group, announces its full year results for the year ended 31 December 2021.

 

Financial Highlights

Year ended

31 December 2021

Year ended

31 December 2020

 

change 2021/2020

Year ended

31 December

2019

 

change 2021/2019

Adjusted results (1) (2) (3)

 

 

 

 

 

Revenue

 

£589.3m

£469.5m

26%

£541.8m

9%

Adjusted EBITDA

Adjusted operating profit

Adjusted profit before tax

Adjusted basic EPS

 

£107.1m

£76.2m

£72.1m

28.6p

£57.6m

£27.2m

£22.5m

8.6p

86%

180%

221%

233%

£103.9m

£73.7m

£69.9m

29.4p

3%

3%

3%

 

Adjusted ROCE

Net debt

 

20.6%

£41.1m

8.2%

£75.6m

 

21.4%

£60.0m

 

Statutory results (2)

EBITDA

Operating profit

Profit before tax

Basic EPS

 

Proposed final dividend

Total ordinary dividend for the year

 

£107.1m

£76.2m

£69.3m

27.5p

 

9.6p

14.3p

 

£45.3m

£9.4m

£4.7m

1.2p

 

4.3p

4.3p

 

 

£103.9m

£73.7m

£69.9m

29.4p

 

-

4.7p

 

 

 

Financial highlights

· Record sales and adjusted profitability, reflecting the sustained heightened demand post COVID-19

· Full year revenue of £589.3 million, an increase of 26% on 2020 and 9% on 2019

· Adjusted EBITDA of £107.1 million, an increase of 86% on 2020 and 3% on 2019

· Adjusted profit before tax up 3% against 2019 at £72.1 million (up 221% on 2020)

· Profit before tax on a statutory basis was £69.3 million (2020: £4.7 million; 2019: £69.9 million)

· Net debt of £41.1 million (2020: £75.6 million). Pre-IFRS 16 net positive cash of £0.1 million

· Strong balance sheet, with a flexible capital structure and a clear capital allocation policy

· Recovery in adjusted ROCE to 20.6 per cent (2020: 8.2%; 2019: 21.4%)

· Proposed final dividend of 9.6 pence giving rise to a total dividend for the year of 14.3 pence

· Continued momentum in trading during the first two months of 2022 - healthy order books underpinning management confidence

· The Board's expectations for the current year are now ahead of its previous view

 

Operational highlights

· Continued focus on customer service and satisfying increased demand

· Proactive supply chain management to mitigate raw material shortages and cost inflation

· Focus on flexibility within manufacturing and logistics and short-term labour availability

· Sustained emphasis on growth opportunities arising from ESG leadership

· Capital investment of around £35 million planned for 2022 - construction at St Ives on track

· Priority given to health and safety

 

Commenting on these results, Martyn Coffey, Chief Executive, said:

 

"Trading remains strong and has continued to improve since the start of the year, notwithstanding ongoing supply chain challenges. At the end of February revenues were up 13 per cent and order volumes up 5 per cent compared to the same period in 2021. Despite the terrible situation in Ukraine and the current geo-geopolitical uncertainties that prevail, the outlook for the construction market remains positive.  This continues to be supported by strong forward indicators, particularly in our target markets in New Build Housing, Road, Rail and Water Management.

 

Our strong market positions, focused investment plans and established brand underpin the Group's Business Strategy. We remain confident that our strategy will continue to deliver profitable long term growth and that we will be able to mitigate raw material shortages and cost inflation through the effective management of our supply chain.

 

Given the strength of recent and current trading the Board's expectations for the current year are now ahead of its previous view."

 

There will be a video webcast for analysts and investors today at 09:00am. The presentation will be available for analysts and investors who are unable to view the webcast live and can be viewed on Marshalls' website at www.marshalls.co.uk . Users can register to access the webcast using the following link:

https://webcasting.brrmedia.co.uk/broadcast/61e7db357eb59509ae2fb669 .   There will also be a telephone dial in facility available Tel: +44 (0)330 336 9601- Access Code: 8226602.

 

Certain information contained in this announcement would have constituted inside information (as defined by Article 7 of Regulation (EU) No 596/2014), as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018) ("MAR") prior to its release as part of this announcement and is disclosed in accordance with the Company's obligations under Article 17 of those Regulations.

 

Notes:

1.

Alternative performance measures are used consistently throughout this Preliminary Announcement.  These relate to EBITA, EBITDA, return on capital employed ("ROCE"), net debt and results before adjusting items. Following the transition to IFRS 16, reference has been made to "pre-IFRS 16" and "reported basis," the latter referring to amounts required under IFRS 16. For further details of their purpose, definition and reconciliation to the equivalent statutory measures, see Note 2.

2.

In order to provide a more relevant performance commentary, comparison in this statement has been made to the corresponding period for both 2020 and 2019, the latter considered to represent a more meaningful pre-COVID-19 baseline for performance comparison.

3.

The results for the year ended 31 December 2021 have been disclosed before adjusting items. These are set out in Note 4.

 

 

Enquiries:

  Martyn Coffey

Chief Executive

Marshalls plc

+44 (0)1422 314777

  Justin Lockwood

 

Chief Financial Officer

Marshalls plc

+44 (0)1422 314777

  Andrew Jaques

 

MHP Communications

+44 (0)20 3128 8540

  Charlie Barker

 

 

 

 

 

Group results

 

Market conditions have remained supportive over the last year, notwithstanding increasingly challenging supply chain pressures. The Group has performed well and delivered a record trading performance, despite experiencing issues with both raw material and labour shortages. These operational challenges have given rise to significant raw material cost inflation, additional overtime costs to cover COVID-19 related absenteeism and some customer project delays. Nevertheless, demand for our products has remained strong, and cost increases were recovered through a mid-year price increase and a further price increase was implemented successfully in January 2022. We have strong supplier relationships, and our centralised procurement team is actively managing our supply chain to create flexibility and reduce risk. Trading in the first two months of 2022 has continued to be positive with revenue growth of 13 per cent and the order books remain strong.

 

We have continued to prioritise health and safety, and we are committed to taking the safety and wellbeing of our employees and other stakeholders to the highest possible level. We have maintained robust health and safety procedures throughout our manufacturing, logistics and office-based operations. In 2021, we launched our Health and Employee Wellbeing Strategy and in 2022 we will be introducing a new mental health and wellbeing programme. Our goal is to recognise employee ill-health as early as possible and to provide the best support that we can. Our dedicated, external confidential Employee Assistance Helpline, has actively supported colleagues who have been working from home.

 

Group revenue for the year ended 31 December 2021 was £589.3 million (2020: £469.5 million; 2019: £541.8 million), which is 26 per cent ahead of the 2020 comparative and 9 per cent ahead of the same period in 2019.  Revenue growth in the second half of the year was increasingly strong and was 11 per cent ahead of the comparative figures for 2019.

 

Revenue in the Domestic end market, which represented approximately 28 per cent of Group sales, was £167.0 million. This represents an increase of 30 per cent compared with the prior year, and is up 18 per cent compared with the same period in 2019. The survey of Marshalls' register of approved installers at the end of February 2022 revealed order books of 17.4 weeks (2021:19.4 weeks) which compared with 16.7 weeks at the end of October 2021 and remains at historically high levels. The Private Housing "repair, maintenance and improvement" trend continues to be strong and is the main driver in the UK Domestic end market. There remains strong demand for DIY projects, with customers spending more time at home and investing in home and garden improvements. This demand is underpinned by the unusually high level of household savings accumulated during the pandemic.

 

Revenue in the Public Sector and Commercial end market was £389.1 million and 66 per cent of Group revenue. This represents an increase of 26 per cent compared with the prior year, and is up 4 per cent compared with the same period in 2019. The comparison with 2019 was 6 per cent after adjusting for the impact on sales caused by the planned reduction in Marshalls Mortars and Screed sites in the first half of 2020. The Group continues to focus on those market areas where future demand is expected to be greatest, including New Build Housing, Road, Rail and Water Management. Infrastructure is also expected to be a key element of medium-term construction growth. The ABI lead indicator supports a strong outlook for commercial contract work in 2022.

 

Revenue in the International business, which includes Marshalls NV in Belgium, was up 6 per cent compared with the prior period and 23 per cent compared with 2019. International revenue represented 6 per cent of Group sales in the period. The Group  continues to develop its international supply chains to ensure that they remain sustainable and aligned with market risks and opportunities. Freight costs from overseas have been particularly challenging, with the cost of container transport increasing significantly in the last year. The breadth of our operations is a strength and we continue to be able to balance the demand for imported stone with quality materials from our UK-based quarries.

 

Adjusted EBITDA was £107.1 million (2020: £57.6 million; 2019: £103.9 million). The Group's adjusted operating profit was £76.2 million (2020: £27.2 million; 2019: £73.7 million) and was 3 per cent ahead of the 2019 comparative. The operating profit margin of 12.9 per cent for the year ended 31 December 2021 (2020: 5.8 per cent; 2019: 13.6 per cent) has been adversely impacted by the temporary effect of supply chain issues and by increased levels of overtime required as a consequence of labour shortages and absenteeism during COVID-19.

 

The reported operating profit for the year ended 31 December 2021 is after a number of adjusting items, the net impact of which is not material. These items comprise a net profit on the sale of a surplus site at Ryton which is largely offset by adjusting charges totalling £8.8 million. The adjusting items are set out in Note 4.

 

Net financial expenses were £6.9 million (2020: £4.7 million; 2019: £3.8 million), including £1.9 million (2020: £1.6 million) of IFRS 16 lease interest. However, this is after making a charge to recognise an additional pension liability of £2.8 million in accordance with the requirements of IAS19. Details of this non-cash adjustment are set out at Note 4.

 

Adjusted profit before tax was £72.1 million (2020: £22.5 million; 2019: £69.9 million). Statutory profit before tax was £2.8 million lower than the adjusted result at £69.3 million reflecting the additional pension interest charge of £2.8 million (2020: £4.7 million; 2019: £69.9 million). 

 

The adjusted effective tax rate was 20.8 per cent (2020: 23.1 per cent). The 2021 Budget announced that the UK corporation tax rate would increase to 25 per cent from 2023, and this rate change was substantively enacted on 10 June 2021. Consequently, the deferred tax liability at 31 December 2021 has been calculated at the rate at which the deferred tax is expected to unwind in the future, using rates enacted at the balance sheet date. This rate change has given rise to an increase in the deferred tax charge of £4.9 million. The impact of this on the tax charge has been partially mitigated by the temporary increases in capital allowances in the year arising from the announcement of a 130 per cent first year allowance for plant and machinery and the reversal of certain tax provisions made in prior years which are no longer required.

 

Earnings per share for the year, was 27.5 pence (2020: 1.2 pence), which increases to 28.6 pence on an adjusted basis after adding back the impact of the pension interest adjustment.

 

Capital discipline remains a key priority, and the Group's strong cash generation continued during the year which contributed to a significant reduction in Group net debt. Due to the supply chain challenges and raw material shortages experienced, we increased our investment in inventory driven by higher shipping costs on imported product lines and our desire to maintain availability and customer service. Inventory at 31 December 2021 was £107.4 million (2020: £89.8 million; 2019: £89.2 million).

 

Operational initiatives

 

During the year ended 31 December 2021, capital expenditure totalled £21.9 million, which was lower than the £30 million originally planned for 2021. Supply chain issues experienced during the year have led to delays in some of our capital expenditure projects. We continue to generate a good pipeline of capital investment projects that will drive future organic growth, and we are now planning for capital investment of around £35 million in 2022.

 

The construction of our flagship dual block plant at our St Ives site is progressing in line with plan. The overall 3-year investment will be around £24 million and will incorporate the latest advanced technologies. It will be the first facility of its kind in the UK, and the project will significantly increase capacity, improve efficiency, enable multiple secondary finishing and facilitate the launch of new products.

 

There continues to be a focus on innovation and new product development across all parts of the Group. The development pipeline is strong, and the Group is committed to providing sustainable, high-performance product solutions. Investment is being driven by our sustainability agenda and by anticipating future trends. Two examples are our new facing concrete bricks which have a significantly lower embedded carbon footprint and new granite choices which have lower Ethical Risk Index scores.

 

Marshalls 5 year Strategy and ESG agenda

 

Our overall strategy continues to focus on the maintenance of a strong balance sheet, a flexible capital structure and a clear capital allocation policy. The Group's strong ESG agenda is fully integrated into our business operations and our eight strategic growth pillars. For example, our ability to deliver our own products to our customers is a key part of our service proposition and sits within our Logistics Excellence strategic growth pillar. We continue to invest in our own fleet, supplemented by third party logistics contractors, and we aim to maximise the benefits of new technology and reduce vehicle carbon emissions. We believe that our ESG strategy continues to generate opportunities which, going forward, will be a source of significant competitive advantage.

 

COP 26 reminded us all how companies need to adapt to mitigate climate change. Marshalls began its sustainability journey over 20 years ago and we have worked hard to reduce our carbon footprint throughout this period. Since 2008 the Group has reduced its footprint by 50 per cent and we are on target to make a further 50 per cent reduction by 2030, in line with our commitment to net zero emissions by this date.

 

Our commitment is to reduce scope 1 and 2 greenhouse gas emissions by 40 per cent per tonne of production by 2030 from a 2018 base year. For scope 3, we have also committed that 73 per cent of our suppliers by emissions, covering purchase goods and services and upstream transport and distribution, will have science-based targets by 2024. Our emission reduction targets have been approved by the Science Based Targets initiative as consistent with levels required to meet this net-zero commitment. We were the first company in our sector to achieve this accreditation and we have a published roadmap to support these targets. We continue to make and plan operational changes, with a focus on our fleet using lower emission fuels and installing solar panels across our manufacturing sites. In 2021 we installed solar panels at our Sittingbourne site in Kent and all our major manufacturing sites have now had solar energy assessments. Our new dual block plant at St Ives has been designed to be compatible with solar energy supply, with the aim of using solar power for all forklift trucks and electric car charging points.

 

We continue to take the lead in supporting and upholding human rights, at home and overseas in our supply chain. We aim to ensure that all our products and services are ethically sourced and sustainable.

 

We joined the Ethical Trading Initiative in 2006 and continue to support the UN Global Compact sustainable development goals. Marshalls has again been awarded the Fair Tax Mark accreditation. This recognises social responsibility and transparency in our tax affairs.

 

Balance Sheet and net debt

 

Net assets at 31 December 2021 were £344.3 million (2020: £287.8 million). The Group has a strong balance sheet with a good range of medium-term bank facilities available to fund investment initiatives to generate growth.

 

Reported net debt was £41.1 million at 31 December 2021 (2020: £75.6 million; 2019: £60.0 million). On a pre-IFRS 16 basis, the Group was cash positive at 31 December 2021 at £0.1 million (2020: £26.9 million net debt; 2019: £18.7 million net debt). The strong cash generation reflects the continuing focus given to capital discipline. Operating cash flow for the twelve months to 31 December 2021 represented 80 per cent of EBITDA. This is lower than usual due to the operating decision to increase investment in imported inventory as a result of significant increases in shipping costs to ensure ongoing availability and maintain the desired high levels of customer service.

 

The balance sheet value of the Group's defined benefit Pension Scheme was a surplus of £25.8 million (2020: £2.7 million; 2019: £15.7 million). The amount has been determined by the Scheme's pension adviser. The fair value of the Scheme assets at 31 December 2021 was £392.1 million (2020: £402.7 million; 2019: £368.9 million) and the present value of the Scheme liabilities is £366.3 million (2020: £400.0 million; 2019 £353.1 million).

 

Dividend

 

The Group maintains a progressive dividend policy of two times dividend cover over the business cycle. The aim of this policy is to increase returns for shareholders whilst at the same time recognising an appropriate degree of caution and stewardship.

 

The Board is now proposing a final dividend of 9.6 pence which, when combined with the interim dividend of 4.7 pence, gives rise to a total dividend for the year of 14.3 pence. This compares with adjusted earnings per share of 28.6 pence for the year ending 31 December 2021 and represents two times cover.

 

Outlook

 

Trading remains strong and has continued to improve since the start of the year, notwithstanding ongoing supply chain challenges. At the end of February revenues were up 13 per cent and order volumes up 5 per cent compared to the same period in 2021. Despite the terrible situation in Ukraine and the current geo-political uncertainties that prevail, the outlook for the construction market remains positive. This continues to be supported by strong forward indicators, particularly in our target markets in New Build Housing, Road, Rail and water Management.

 

Our strong market positions, focused investment plans and established brand underpin the Group's Business Strategy. We remain confident that our strategy will continue to deliver profitable long term growth and that we will be able to mitigate raw material shortages and cost inflation through the effective management of our supply chain.

 

Given the strength of recent and current trading the Board's expectations for the current year are now ahead of its previous view.

 

 

Martyn Coffey

Chief Executive

 

 

Marshalls plc

Preliminary Announcement of Results

Consolidated Income Statement

For the year ended 31 December 2021

 

 

 

Year ended

Year ended

 

 

2021

2020

 

Notes

£'000

£'000

Revenue

2

589,264

469,454

Net operating costs

3

(513,041)

(460,081)

Operating profit

2

76,223

9,373

Financial expenses

5

(6,903)

(4,730)

Financial income

5

2

10

Profit before tax

2

69,322

4,653

Income tax expense

6

(14,424)

(2,095)

Profit for the financial year

 

54,898

2,558

 

 

 

 

 

 

 

 

Profit for the year

 

 

 

Attributable to:

 

 

 

Equity shareholders of the Parent

 

54,806

2,370

Non-controlling interests

 

92

188

 

 

54,898

2,558

Earnings per share

 

 

 

Basic

7

27.5p

1.2p

Diluted

7

27.4p

1.2p

 

 

 

 

Dividend

 

 

 

Pence per share

8

14.3p

4.3p

Dividends declared

8

28,484

8,562

 

Profit before adjusting items

 

 

 

Profit before tax (reported)

 

69,322

4,653

Adjusting items

4

2,748

17,809

Profit before tax (before adjusting items)

 

72,070

22,462

 

 

 

 

Profit for the financial year (reported)

 

54,898

2,558

Adjusting items (net of tax)

4

2,142

14,708

Profit after tax (before adjusting items)

 

57,040

17,266

 

 

 

 

Earnings per share before adjusting items

 

 

 

Basic

7

28.6p

8.6p

Diluted

7

28.4p

8.5p

 

 

Marshalls plc

Preliminary Announcement of Results

Consolidated Statement of Comprehensive Income

For the year ended 31 December 2021

 

 

 

2021

2020

 

Notes

£'000

£'000

Profit for the financial year before adjusting items

 

57,040

17,266

Adjusting items

4

(2,142)

(14,708)

Profit for the financial year

 

54,898

2,558

Other comprehensive income/(expense)

 

 

 

Items that will not be reclassified to the Income Statement:

 

 

 

Remeasurements of the net defined benefit surplus

 

26,383

(12,741)

Deferred tax arising

 

(6,600)

2,421

Impact of the change in rate of deferred tax on defined benefit plan actuarial gain/(loss)

 

17

(314)

Total items that will not be reclassified to the Income Statement

 

19,800

(10,634)

Items that are or may in the future be reclassified to the Income Statement:

 

 

 

Effective portion of changes in fair value of cash flow hedges

 

1,403

(1,526)

Fair value of cash flow hedges transferred to the Income Statement

 

(922)

1,238

Deferred tax arising

 

36

42

Exchange difference on retranslation of foreign currency net investment

 

(232)

922

Exchange movements associated with borrowings designated as a hedge against net investment

 

640

(1,117)

Foreign currency translation differences - non-controlling interests

 

(55)

39

Total items that are or may be reclassified to the Income Statement

 

870

(402)

Other comprehensive income/(expense) for the year, net of income tax

 

20,670

(11,036)

Total comprehensive income/(expense) for the year

 

75,568

(8,478)

Attributable to:

 

 

 

Equity shareholders of the Parent

 

75,531

(8,705)

Non-controlling interests

 

37

227

 

 

75,568

(8,478)

 

 

Marshalls plc

Preliminary Announcement of Results

Consolidated Balance Sheet

For the year ended 31 December 2021

 

 

 

2021

2020

 

Notes

£'000

£'000

Assets

 

 

 

Non-current assets

 

 

 

Property, plant and equipment

 

173,931

179,401

Right-of-use assets

 

36,445

44,990

Intangible assets

 

95,004

94,679

Employee benefits

11

25,757

2,726

Deferred taxation assets

 

1,605

2,620

 

 

332,742

324,416

Current assets

 

 

 

Inventories

 

107,436

89,782

Trade and other receivables

 

111,909

95,742

Cash and cash equivalents

 

41,212

103,707

Assets classified as held for sale

 

1,860

450

Derivative financial instruments

 

813

332

 

 

263,230

290,013

Total assets

 

595,972

614,429

Liabilities

 

 

 

Current liabilities

 

 

 

Trade and other payables

 

138,218

119,816

Corporation tax

 

2,198

7,277

Lease liabilities

9

8,545

10,065

Interest-bearing loans and borrowings

10

1,673

20,000

 

 

150,634

157,158

Non-current liabilities

 

 

 

Lease liabilities

9

32,776

38,926

Interest-bearing loans and borrowings

10

39,341

110,282

Provisions

 

839

3,149

Deferred taxation liabilities

 

28,065

17,066

 

 

101,021

169,423

Total liabilities

 

251,655

326,581

Net assets

 

344,317

287,848

Equity

 

 

 

Capital and reserves attributable to equity shareholders of the Parent

 

 

 

Called-up share capital

 

50,013

50,013

Share premium account

 

24,482

24,482

Own shares

 

(646)

(806)

Capital redemption reserve

 

75,394

75,394

Consolidation reserve

 

(213,067)

(213,067)

Hedging reserve

 

830

313

Foreign exchange reserve

 

47

(361)

Retained earnings

 

406,277

350,930

Equity attributable to equity shareholders of the Parent

 

343,330

286,898

Non-controlling interests

 

987

950

Total equity

 

344,317

287,848

 

 

Marshalls plc

Preliminary Announcement of Results

Consolidated Cash Flow Statement

For the year ended 31 December 2021

 

 

 

 

2021

2020

 

Notes

£'000

£'000

Cash flows from operating activities

 

 

 

Profit before adjusting items

 

57,040

17,266

Adjusting items

 

(2,142)

(14,708)

Profit for the financial year

 

54,898

2,558

Income tax expense on continuing operations

6

15,030

5,196

Income tax credit on adjusting items

6

(606)

(3,101)

Profit before tax

 

69,322

4,653

Adjustments for:

 

 

 

Depreciation of property, plant and equipment

 

16,423

15,657

Asset impairments

 

233

5,489

Depreciation of right-of-use assets

 

11,315

12,060

Amortisation

 

3,178

2,719

Gain on sale of property, plant and equipment

 

(9,194)

(1,103)

Equity settled share-based payments

 

2,303

2,998

Financial income and expenses (net)

5

6,901

4,720

Operating cash flow before changes in working capital

 

100,481

47,193

Increase in trade and other receivables

 

(16,696)

(26,031)

Increase in inventories

 

(18,108)

(180)

Increase in trade and other payables

 

19,740

7,442

Adjusting items

 

(2,820)

(6,946)

Cash generated from operations

 

82,597

21,478

Financial expenses paid

 

(3,534)

(4,475)

Income tax paid

 

(13,527)

(4,631)

Net cash flow from operating activities

 

65,536

12,372

Cash flows from investing activities

 

 

 

Proceeds from sale of property, plant and equipment

 

14,892

11,450

Financial income received

 

2

10

Acquisition of property, plant and equipment

 

(19,037)

(13,158)

Acquisition of intangible assets

 

(2,885)

(1,599)

Net cash flow from investing activities

 

(7,028)

(3,297)

Cash flows from financing activities

 

 

 

Payments to acquire own shares

 

(3,567)

(2,705)

Repayment of borrowings

 

(121,286)

(10,009)

New loans

 

32,658

67,900

Cash payment for the principal portion of lease liabilities

 

(10,828)

(13,780)

Equity dividends paid

 

(17,924)

-

Net cash flow from financing activities

 

(120,947)

41,406

Net (decrease) / increase in cash and cash equivalents

 

(62,439)

50,481

Cash and cash equivalents at the beginning of the year

 

103,707

53,258

Effect of exchange rate fluctuations

 

(56)

(32)

Cash and cash equivalents at the end of the year

 

41,212

103,707

 

 

Marshalls plc

Preliminary Announcement of Results

Consolidated Statement of Changes in Equity

For the year ended 31 December 2021

 

 

 

Attributable to equity holders of the Company

 

 

 

 

Share

 

Capital

 

 

Foreign

 

 

Non-

 

 

Share

premium

Own

redemption

Consolidation

Hedging

exchange

Retained

 

controlling

Total

 

capital

account

shares

reserve

reserve

reserve

reserve

earnings

Total

interests

equity

 

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

Current year

 

 

 

 

 

 

 

 

 

 

 

At 1 January 2021

50,013

24,482

(806)

75,394

(213,067)

313

(361)

350,930

286,898

950

287,848

Total comprehensive income/(expense) for the year

 

 

 

 

 

 

 

 

 

 

 

Profit for the financial year attributable to equity shareholders of the Parent

-

-

-

-

-

-

-

54,806

54,806

92

54,898

Other comprehensive
income/(expense)

 

 

 

 

 

 

 

 

 

 

 

Foreign currency
translation differences

-

-

-

-

-

-

408

-

408

(55)

353

Effective portion of changes in fair value of cash flow hedges

-

-

-

-

-

1,403

-

-

1,403

-

1,403

Net change in fair value of cash flow hedges transferred to the Income Statement

-

-

-

-

-

(922)

-

-

(922)

-

(922)

Deferred tax arising

-

-

-

-

-

36

-

-

36

-

36

Defined benefit plan actuarial gain

-

-

-

-

-

-

-

26,383

26,383

-

26,383

Deferred tax arising

-

-

-

-

-

-

-

(6,600)

(6,600)

-

(6,600)

Impact of the change in rate of deferred tax on defined benefit plan actuarial gain

-

-

-

-

-

-

-

17

17

-

17

Total other comprehensive income/(expense)

-

-

-

-

-

517

408

19,800

20,725

(55)

20,670

Total comprehensive income/(expense) for the year

-

-

-

-

-

517

408

74,606

75,531

37

75,568

Share-based payments

-

-

-

-

-

-

-

2,303

2,303

-

2,303

Deferred tax on
share-based payments

-

-

-

-

-

-

-

(256)

(256)

-

(256)

Corporation tax on
share-based payments

-

-

-

-

-

-

-

345

345

-

345

Dividends to equity shareholders

-

-

-

-

-

-

-

(17,924)

(17,924)

-

(17,924)

Purchase of own shares

-

-

(3,567)

-

-

-

-

-

(3,567)

-

(3,567)

Disposal of own shares

-

-

3,727

-

-

-

-

(3,727)

-

-

-

Total contributions by and distributions to owners

-

-

160

-

-

-

-

(19,259)

(19,099)

-

(19,099)

Total transactions with owners of the Company

-

-

160

-

-

517

408

55,347

56,432

37

56,469

At 31 December 2021

50,013

24,482

(646)

75,394

(213,067)

830

47

406,277

343,330

987

344,317

                         

 

 

Marshalls plc

Preliminary Announcement of Results

Consolidated Statement of Changes in Equity

For the year ended 31 December 2021

 

 

 

Attributable to equity holders of the Company

 

 

 

 

Share

 

Capital

 

 

Foreign

 

 

Non-

 

 

Share

premium

Own

redemption

Consolidation

Hedging

exchange

Retained

 

controlling

Total

 

capital

account

shares

reserve

reserve

reserve

reserve

earnings

Total

interests

equity

 

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

Prior year

 

 

 

 

 

 

 

 

 

 

 

At 1 January 2020

50,013

24,482

(1,391)

75,394

(213,067)

559

(166)

359,219

295,043

723

295,766

Total comprehensive (expense)/ income for the year

 

 

 

 

 

 

 

 

 

 

 

Profit for the financial year attributable to equity shareholders of the Parent

-

-

-

-

-

-

 

 

-

2,370

2,370

188

2,558

Other comprehensive
(expense)/income

 

 

 

 

 

 

 

 

 

 

 

Foreign currency
translation differences

-

-

-

-

-

-

 

(195)

-

(195)

39

(156)

Effective portion of changes in fair value of cash flow hedges

-

-

-

-

-

(1,526)

 

-

-

(1,526)

-

(1,526)

Net change in fair value of cash flow hedges transferred to the Income Statement

-

-

-

-

-

1,238

 

 

-

-

1,238

-

1,238

Deferred tax arising

-

-

-

-

-

42

-

-

42

-

42

Defined benefit plan actuarial loss

-

-

-

-

-

-

 

-

(12,741)

(12,741)

-

(12,741)

Deferred tax arising

-

-

-

-

-

-

-

2,421

2,421

-

2,421

Impact of the change in rate of deferred tax on defined benefit plan actuarial loss

-

-

-

-

-

-

 

 

-

(314)

(314)

-

(314)

Total other comprehensive (expense)/income

-

-

-

-

-

(246)

 

(195)

(10,634)

(11,075)

39

(11,036)

Total comprehensive (expense)/income for the year

-

-

-

-

-

(246)

 

 

(195)

(8,264)

(8,705)

227

(8,478)

Share-based payments

-

-

-

-

-

-

-

2,998

2,998

-

2,998

Deferred tax on
share-based payments

-

-

-

-

-

-

-

(104)

(104)

-

(104)

Corporation tax on
share-based payments

-

-

-

-

-

-

-

371

371

-

371

Purchase of own shares

-

-

(2,705)

-

-

-

-

-

(2,705)

-

(2,705)

Disposal of own shares

-

-

3,290

-

-

-

-

(3,290)

-

-

-

Total contributions by and distributions to owners

-

-

585

-

-

-

 

-

(25)

560

-

560

Total transactions with owners of the Company

-

-

585

-

-

(246)

 

(195)

(8,289)

(8,145)

227

(7,918)

At 31 December 2020

50,013

24,482

(806)

75,394

(213,067)

313

(361)

350,930

286,898

950

287,848

 

 

Marshalls plc

Preliminary Announcement of Results

Notes to the Consolidated Financial Statements

For the year ended 31 December 2021

 

1 Basis of Preparation

Whilst the Financial Information included in this Preliminary Announcement has been prepared on the basis of the recognition and measurement criteria of International Financial Reporting Standards ("IFRS") this announcement does not itself contain sufficient information to comply with IFRS. The Group expects to publish full Consolidated Financial Statements in April 2022.

 

The Financial Information set out in this Preliminary Announcement does not constitute the Company's Consolidated Financial Statements for the years ended 31 December 2021 or 2020, but is derived from those Financial Statements. Statutory Financial Statements for 2020 have been delivered to the Registrar of Companies and those for 2021 will be delivered following the Company's Annual General Meeting. The auditor, Deloitte LLP, has reported on those Financial Statements. The audit reports were unqualified, did not draw attention to any matters by way of emphasis without qualifying the reports and did not contain statements under Section 498(2) or (3) of the Companies Act 2006 in respect of the Financial Statements for 2021 or 2020.

 

The Consolidated Financial Statements have been prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006 and International Financial Reporting Standards as issued by the International Accounting Standards Board. The Group has applied all accounting standards and interpretations issued by the IASB and International Financial Reporting Committee relevant to its operations and which are effective in respect of these Financial Statements.

Details of the Group's funding position are set out in Note 12. The additional short-term bank facilities of £90 million established in May 2020 were not utilised and have now reached maturity. In addition, the COVID Corporate Financing Facility ("CCFF") that was put in place at the same time was also not required and expired in 2021. Bank facilities have returned to pre COVID-19 levels and total £165 million, of which £140 million are committed. On 13 August 2021, the Group entered into a new £20 million revolving credit facility with HSBC and the Group renewed its on-demand, short-term working capital facilities of £25 million with NatWest. 

Amendment agreements were entered into with all partner banks prior to the cessation of LIBOR at the end of 2021. The Group's committed bank facilities are all revolving credit facilities with interest now charged at variable rates based on SONIA. The Group's bank facilities continue to be aligned with the current strategy to ensure that headroom against available facilities remains at appropriate levels. The maturity profile of borrowing facilities are structured to provided balanced, committed and phased medium-term debt. The Group has significant headroom of £114 million at 31 December 2021 against its bank facilities.

In assessing the appropriateness of adopting the going concern basis in the Consolidated Financial Statements, the Board reviewed a range of severe downside scenarios to stress test the potential impact of emerging and longer term risks. The latest stress tests reviewed by the Board in relation to the completion of these Consolidated Financial Statements assumed a further sales revenue sensitivity of 20 per cent over each of the next two years, cumulatively 60 per cent against 2021 revenue. None of the stress tests applied impact the Directors' opinion that there are sufficient unutilised facilities held which mature after twelve months.

The Group's performance is dependent on economic and market conditions, the outlook for which is difficult to predict. However, the potential impact of wider political and economic uncertainties has been considered, including issues or delays as a consequence of continuing issues relating to the availability of raw materials and labour and the potential impact of cost inflation that could lead to a reduction in consumer confidence and a slowdown in the UK economy. The financial impact of climate change risk continues to be assessed along with market changes driven by advances in technology. Based on current expectations the Group's latest cash forecasts continue to meet half year and year-end bank covenants and there is adequate headroom that is not dependent on facility renewals. At 31 December 2021, on a covenant test basis (pre-IFRS 16), the relevant ratios were comfortably achieved and were as follows:

• EBITA: interest charge - 54.4 times (covenant test requirement - to be greater than 2.5 times).

• Net debt: EBITDA - 0 times (covenant test requirement - to be less than 3.0 times).

In performing an assessment of the Group's going concern, the Directors have considered the group's capital allocation policy and priorities for capital and the possible future cash requirements arising from each of these priorities for capital.

After considering these capital allocation priorities and the risks associated with relevant uncertainties (including the impact on markets and supply chains of geo-political risks such as the current crisis in Ukraine, the risk of further COVID-19 uncertainty and continuing macro-economic factors and inflation), the Directors believe that the Group is well placed to manage its business risks successfully. The Board considers that the facilities now available to the Group are sufficient to meet significant downside liquidity scenarios over a prolonged period and that there are sufficient unutilised facilities held which mature after twelve months. Accordingly, the Directors continue to adopt the going concern basis in preparing the Consolidated Financial Statements.

The Consolidated Financial Statements are prepared on the historical cost basis except that the following assets and liabilities are stated at their fair value: derivative financial instruments and liabilities for cash settled share-based payments.

The Consolidated Financial Statements are presented in Sterling, rounded to the nearest thousand. Sterling is the currency of the primary economic environment in which the Group operates.

Adoption of new standards in 2021

The Group adopted 'Interest Rate Benchmark Reform - Phase II - Amendments to IFRS 9 'Financial instruments', IFRS 16 'Leases' and other IFRSs with effect from 1 January 2021. The Group has also followed the IFRIC Interpretations Committee's guidance published in April 2021 on the Capitalisation of costs of configuring or customising application software under "Software as a Service" ('SaaS') arrangements.

Other than items in respect of additional disclosure in relation to adjusting items, including for the year ended 31 December 2020, "operational restructuring costs and asset impairments", the accounting policies have been applied consistently throughout the Group for the purposes of these Consolidated Financial Statements and are also set out on the Company's website (www.marshalls.co.uk/investor/financial-performance). Adjusting items have been disclosed separately because of their size, nature or incidence to enable a full understanding of the Group's underlying results.

There are no new or amended standards or interpretations adopted during the year that have a significant impact on the consolidated financial statements.

The following other standards, interpretations and amendments to existing standards have been issued but were not mandatory for accounting periods beginning 1 January 2021 and are not expected to have a material impact on the Group. These standards have not been applied in these financial statements, and were pending endorsement by the UK Educational Board:

• IFRS 10 (amended) "Consolidated Financial Statements" and IAS 28 (amended) "Investments in Associates and Joint Ventures (2011)", effective date deferred indefinitely;

• IFRS 17 "Insurance Contracts", effective from 1 January 2023;

• IAS 1(amended) - "Classification of Liabilities as Current or Non-current", effective from 1 January 2023;

• IAS 1(amended) - "Disclosure of Accounting Policies", effective from 1 January 2023;

• IAS 8 (amended) - "Definition of Accounting Estimates", effective from 1 January 2023;

• IFRS 16 (amended) - "Property, Plant and Equipment - Proceeds before Intended Use", effective from 1 January 2022;

• IFRS 37 - "Onerous Contracts - Cost of Fulfilling a Contract", effective from 1 January 2022;

• IFRS 3 - "Reference to the Conceptual Framework", effective from 1 January 2022;

• Annual Improvements 2018 - 2020 cycle, effective from 1 January 2022; and

• IAS 12 (amended) - "Income Taxes - Assets and Liabilities arising from a Single Transaction", effective from 1 January 2023.

The Directors do not expect that the adoption of the standards listed above will have a material impact on the Financial Statements of the Group in future periods.

Alternative performance measures

The Group uses alternative performance measures ("APMs") which are not defined or specified under IFRS. The Group believes that these APMs, which are not considered to be a substitute for IFRS measures, provide additional helpful information. APMs are consistent with how business performance is planned, reported and assessed internally by management and the Board and provide additional comparative information.

Adjusting items

Adjusting items are items that are unusual because of their size, nature or incidence and which the Directors consider should be disclosed separately to enable a full understanding of the Group's underlying results.

For the year ended 31 December 2021, adjusting items include the disposal of the Group's site at Ryton, significant asset impairments, the costs of closing the site at Stoke and exiting the manufacture of cast stone and the special "thank you" bonus paid to employees in recognition of their contributions during the COVID-19 pandemic. Adjusting items in 2021 also included an accounting charge relating to additional consideration for the acquisition of CPM and a non-cash finance charge resulting from the receipt of a Counsel legal opinion in relation to certain historic pension issues. Further details have been disclosed in Note 4.

For the year ended 31 December 2020, adjusting items comprise items previously disclosed separately under the heading of "operational restructuring costs and asset impairments." Further details have been included in Note 4.

 

Profit before adjusting items

 

 

 

2021

2020

 

 

 

£'000

£'000

Profit before tax (reported)

 

 

69,322

4,653

Adjusting items (Note 4)

 

 

2,748

17,809

Profit before tax (before adjusting items)

 

 

72,070

22,462

 

 

 

 

 

Profit for the financial year (reported)

 

 

54,898

2,558

Adjusting items (net of tax) (Note 4)

 

 

2,142

14,708

Profit after tax (before adjusting items)

 

 

57,040

17,266

 

 

 

 

 

Earnings per share before adjusting items

 

 

 

 

Basic (pence)

 

 

28.6p

8.6p

Diluted (pence)

 

 

28.4p

8.5p

 

Pre-IFRS 16 basis

Disclosures required under IFRS are referred to as either on a post-IFRS 16 basis or on a reported basis. Disclosures referred to on a pre-IFRS 16 basis are restated to those that applied before the adoption of IFRS 16 and are used to provide additional information and a more detailed understanding of the Group results. Certain financial information, on both a reported basis and on a pre-IFRS 16 basis, is set out below. Both are disclosed before adjusting items.

 

Pre-IFRS 16

December

2021

Impact of

IFRS 16

Post-IFRS 16

December

2021

Pre-IFRS 16

December

2020

Impact of

IFRS 16

Post-IFRS 16

December

2020

EBITDA (£'000)

96,246

10,828

107,074

43,838

13,780

57,618

EPS (pence)

29.8

(1.2)

28.6

8.5

0.1

8.6

Net (cash)/debt (£'000)

(75)

41,198

41,123

26,945

48,621

75,566

ROCE (%)

22.9

(2.3)

20.6

8.9

(0.7)

8.2

Net debt: EBITDA

-

0.4

0.4

0.6

0.7

1.3

Gearing (%)

-

11.9

11.9

9.3

17.0

26.3

 

EBITA and EBITDA

EBITA represents earnings before interest, tax and the amortisation of intangibles. This is a component of the ROCE calculation. EBITDA is calculated by adding back depreciation to EBITA. Both EBITA and EBITDA are disclosed before adjusting items.

 

Pre-IFRS 16

Post-IFRS 16

Pre-IFRS 16

Post-IFRS 16

 

2021

2021

2020

2020

 

£'000

£'000

£'000

£'000

EBITDA

96,246

107,074

43,838

57,618

Depreciation

(16,423)

(27,738)

(15,657)

(27,717)

EBITA

79,823

79,336

28,181

29,901

Amortisation of intangible assets

(3,178)

(3,178)

(2,719)

(2,719)

Operating profit

76,645

76,158

25,462

27,182

 

ROCE

Reported ROCE is defined as EBITA divided by shareholders' funds plus net debt. ROCE is disclosed before adjusting items.

 

Pre-IFRS 16

Post-IFRS 16

Pre-IFRS 16

Post-IFRS 16

 

2021

2021

2020

2020

 

£'000

£'000

£'000

£'000

EBITA

79,823

79,336

28,181

29,901

Shareholders' funds

348,788

344,317

289,816

287,848

Net (cash)/debt

(75)

41,123

26,945

75,566

 

348,713

385,440

316,761

363,414

Reported ROCE

22.9%

20.6%

8.9%

8.2%

Net debt

Net debt comprises cash at bank and in hand, bank loans and leasing liabilities. An analysis of net debt is provided in Note 11.

The ratio of operating cash flow to EBITDA

The ratio of adjusted operating cash flow to EBITDA is calculated as set out below:

 

2021

£'000

2020

£'000

Net cash flows from operating activities

65,536

12,372

Adjusting items paid

2,820

6,946

Net financial expenses paid

3,534

4,475

Taxation paid

13,527

4,631

Adjusted operating cash flow

85,417

28,424

EBITDA

107,074

57,618

Ratio of adjusted operating cash flow to EBITDA

79.8%

49.3%

 

2 Segmental analysis

Segment revenues and results

 

2021

 

2020

 

Landscape

 

 

 

Landscape

 

 

 

Products

Other

Total

 

Products

Other

Total

 

£'000

£'000

£'000

 

£'000

£'000

£'000

Total revenue

499,561

94,092

593,653

 

381,304

90,903

472,207

Inter-segment revenue

(226)

(4,163)

(4,389)

 

(314)

(2,439)

(2,753)

External revenue

499,335

89,929

589,264

 

380,990

88,464

469,454

Segment operating profit

76,221

4,618

80,839

 

32,413

1,517

33,930

Adjusting items (Note 4)

 

 

65

 

 

 

(17,809)

Unallocated administration costs

 

 

(4,681)

 

 

 

(6,748)

Operating profit

 

 

76,223

 

 

 

9,373

Finance charges (net) (Note 5)

 

 

(6,901)

 

 

 

(4,720)

Profit before tax

 

 

69,322

 

 

 

4,653

Taxation (Note 6)

 

 

(14,424)

 

 

 

(2,095)

Profit after tax

 

 

54,898

 

 

 

2,558

 

 

The Group has two customers which each contributed more than 10 per cent of total revenue in the current and prior year.

The Landscape Products reportable segment operates a national manufacturing plan that is structured around a series of production units throughout the UK, in conjunction with a single logistics and distribution operation. A national planning process supports sales to both of the key end markets, namely the UK Domestic and Public Sector and Commercial end markets, and the operating assets produce and deliver a range of broadly similar products that are sold into each of these end markets. Within the Landscape Products operating segment the focus is on one integrated production, logistics and distribution network supporting both end markets.

Included in "Other" are the Group's Landscape Protection, Mineral Products, Mortars and Screeds and International operations, which do not currently meet the IFRS 8 reporting requirements.

The accounting policies of the Landscape Products operating segment are the same as the Group's accounting policies. Segment profit represents the profit earned without allocation of certain central administration costs that are not capable of allocation. Centrally administered overhead costs that relate directly to the reportable segment are included within the segment's results.

Segment assets

 

2021

2020

 

£'000

£'000

Property, plant and equipment, right-of-use assets and inventory:

 

 

Landscape Products

260,198

248,245

Other

57,614

65,928

Total segment property, plant and equipment, right-of-use assets and inventory

317,812

314,173

Unallocated assets

278,160

300,256

Consolidated total assets

595,972

614,429

 

 

For the purpose of monitoring segment performance and allocating resources between segments, the Group's CODM monitors the property, plant and equipment, right-of-use assets and inventory. Assets used jointly by reportable segments are not allocated to individual reportable segments.

Other segment information

 

Depreciation

and amortisation

 

Property, plant and equipment and right-of-use asset additions

 

2021

2020

 

2021

2020

 

£'000

£'000

 

£'000

£'000

Landscape Products

24,588

23,707

 

22,423

24,723

Other

6,328

6,729

 

5,246

6,528

 

30,916

30,436

 

27,669

31,251

 

 

Geographical destination of revenue

 

2021

2020

 

£'000

£'000

United Kingdom

556,110

438,173

Rest of the world

33,154

31,281

 

589,264

469,454

 

The Group's revenue is subject to seasonal fluctuations resulting from demand from customers. In particular, demand is higher in the summer months. The Group manages the seasonal impact through the use of a seasonal working capital facility.

 

3 Net operating costs

 

2021

2020

 

£'000

£'000

Raw materials and consumables

246,478

182,605

Changes in inventories of finished goods and work in progress

(15,762)

378

Personnel costs

130,903

122,260

Depreciation of property, plant and equipment

16,423

15,657

Depreciation of right-of-use assets

11,315

12,060

Amortisation of intangible assets

3,178

2,719

Own work capitalised

(2,758)

(2,991)

Other operating costs

124,665

112,603

Redundancy and other costs

398

356

Operating costs

514,840

445,647

Other operating income

(1,687)

(2,272)

Net gain on asset and property disposals

(47)

(1,103)

Net operating costs before adjusting items

513,106

442,272

Adjusting items (Note 4)

(65)

17,809

Total net operating costs

513,041

460,081

 

4 Adjusting items

 

2021

2020

 

£'000

£'000

Additional special COVID-19 bonus paid to all colleagues

2,216

-

Redundancy and other closure costs

1,175

12,320

Write-off of property plant and equipment

1,666

5,489

Additional consideration to the CPM vendors

3,750

-

Net gain on sale of significant surplus site

(8,872)

-

Total adjusting items within operating costs (Note 3)

(65)

17,809

Adjusting interest expense on defined benefit pension scheme (Note 5)

2,813

-

Total adjusting items before taxation

2,748

17,809

Current taxation on adjusting items (Note 6)

97

(2,341)

Deferred taxation on adjusting items (Note 6)

(703)

(760)

Total adjusting items after taxation

2,142

14,708

(i)  The additional special bonus payable to employees as a thank you for their support during the pandemic.

(ii)  Redundancy and other closure costs relate to the Edenhall Stoke site following a network review. The site was used to manufacture cast stone and the Group has decided to exit this market.

(iii)  Write-off of property, plant and equipment relates to assets at our St Ives site that are being dismantled to allow construction of the dual block plant.

(iv)  The additional consideration to the CPM vendors represents an accounting charge relating to the acquisition of CPM following the agreement reached with the vendors to release of funds initially set aside in escrow, following the identification of an under-funded pension scheme of a related company. This risk is now considered to be remote and £3,750,000 will be released from escrow and paid to the vendors as additional consideration. This results in a charge to the Income Statement because it falls outside the hindsight period of twelve months set out under IAS.

(v)  The net gain on a significant surplus site relates to the sale of Ryton near Coventry.

(vi)  The interest expense on defined benefit pension scheme relates to a technical non-cash, finance charge resulting from the receipt of Counsel's opinion on certain historic benefit issues (Note 5).

 

 

5 Financial expenses and income

 

2021

2020

 

£'000

£'000

(a) Financial expenses

 

 

Net interest expense on defined benefit pension scheme

439

154

Interest expense on bank loans

1,762

2,972

Interest expense on lease liabilities

1,889

1,604

 

4,090

4,730

(b) Adjusting items

 

 

Adjusting interest expense on defined benefit pension scheme (Note 4)

2,813

-

 

6,903

4,730

(c) Financial income

 

 

Interest receivable and similar income

2

10

Net interest expense on the defined benefit pension scheme is disclosed net of Company recharges (Note 11).

6 Income tax expense

 

 

 

Year ended

Year ended

 

 

 

2021

2020

 

 

 

£'000

£'000

Current tax expense

 

 

 

 

Current year

 

 

11,360

2,731

Adjustments for prior years

 

 

(2,147)

(1,768)

 

 

 

9,213

963

Deferred taxation expense

 

 

 

 

Origination and reversal of temporary differences:

 

 

 

 

Current year

 

 

6,519

158

Adjustments for prior years

 

 

(1,308)

974

Total tax expense

 

 

14,424

2,095

Current tax on adjusting items (Note 4)

 

 

(97)

2,341

Deferred tax on adjusting items (Note 4)

 

 

703

  760

Total tax expenses before adjusting items

 

 

15,030

5,196

 

 

2021

2021

2020

2020

 

%

£'000

%

£'000

Reconciliation of effective tax rate

 

 

 

 

Profit before tax

100.0

69,322

100.0

4,653

Tax using domestic corporation tax rate

19.0

13,171

19.0

884

Impact of capital allowances in excess of depreciation

(3.3)

(2,260)

3.7

173

Short-term timing differences

(0.1)

(74)

13.9

645

Adjustment to tax charge in prior year

(3.1)

(2,147)

(38.0)

(1,768)

Expenses not deductible for tax purposes

0.8

523

22.1

1,029

Corporation tax charge for the year

13.3

9,213

20.7

963

Impact of capital allowances in excess of depreciation

2.3

1,610

(34.1)

(1,585)

Short-term timing differences

-

(22)

1.1

52

Pension scheme movements

0.9

659

(2.7)

(124)

Other items

(0.9)

(633)

0.4

18

Adjustment to tax charge in prior year

(1.9)

(1,308)

20.9

974

Impact of the change in the rate of corporation tax on deferred taxation

7.1

4,905

38.7

1,797

Total tax charge for the year

20.8

14,424

45.0

2,095

 

The net amount of deferred taxation debited to the Consolidated Statement of Comprehensive Income in the year was £6,547,000 (2020: credited £2,149,000).

The majority of the Group's profits are earned in the UK with the standard rate of corporation tax being 19 per cent for the year to 31 December 2021. The 2021 Budget announced that the UK corporation tax rate would increase to 25 per cent from 2023.  This change was substantively enacted on 10 June 2021 and consequently, the deferred taxation liability at 31 December 2021 has been calculated at 25 per cent, which is the rate at which the deferred tax is expected to unwind in the future using rates enacted at the balance sheet date. The rate change has given rise to an increase to the deferred tax charge of £4.9 million which in turn has given rise to an increase in the effective tax rate.

Capital allowances are tax reliefs provided in law for the expenditure the Group makes on fixed assets. The rates are determined by Parliament annually, and spread the tax relief due over a number of years. This contrasts with the accounting treatment for such spending, where the expenditure on fixed assets is treated as an investment with the cost then being spread over the anticipated useful life of the asset, and/or impaired if the value of such assets is considered to have reduced materially.

The different accounting treatment of fixed assets for tax and accounting purposes is one reason why the taxable income of the Group is not the same as its accounting profit. During the year ended 31 December 2021 the capital allowances due to the Group exceeded the depreciation charge for the year.

Short-term timing differences arise on items such as depreciation in stock and share-based payments because the treatment of such items is different for tax and accounting purposes. These differences usually reverse in the years following those in which they arise, as is reflected in the deferred tax charge in the Financial Statements.

Adjustments to tax charges arising in earlier years arise because the tax charge to be included in a set of accounts has to be estimated before those Financial Statements are finalised. Such charges therefore include some estimates that are checked and refined before the Group's corporation tax returns for the year are submitted to HM Revenue & Customs, which may reflect a different liability as a result.

Some expenses incurred may be entirely appropriate charges for inclusion in the Financial Statements but are not allowed as a deduction against taxable income when calculating the Group's tax liability for the same accounting period. Examples of such disallowable expenditure include business entertainment costs and some legal expenses.

The prior year adjustment in corporation tax includes the reversal of tax provisions made in prior years which are no longer required, including provisions made on acquisition of subsidiaries. 

As can be seen from the tax reconciliation, the process of adjustment that can give rise to current year adjustments to tax charges arising in previous periods can also give rise to revisions in prior year deferred tax estimates. This is why the current year adjustments to the current year charge for capital allowances and short-term timing differences are not exactly replicated in the deferred taxation charge for the year.

The Group's overseas operations comprise a manufacturing operation in Belgium and sales and administration offices in the USA and China. The sales of these units, in total, were approximately 5 per cent of the Group's turnover in the year ended 31 December 2021. In total, the trading profits were not material and a minimal amount of tax is due to be paid overseas.

7 Earnings per share

Basic earnings per share from total operations of 27.5 pence (2020: 1.2 pence) per share is calculated by dividing the profit attributable to Ordinary Shareholders for the financial year, after adjusting for non-controlling interests, of £54,806,000 (2020: £2,370,000) by the weighted average number of shares in issue during the period of 199,094,964 (2020: 198,642,224).

Basic earnings per share before adjusting items of 28.6 pence (2020: 8.6 pence) per share is calculated by dividing the profit attributable to Ordinary Shareholders for the financial year, after adjusting for non-controlling interests, of £56,948,000 (2020: £17,078,000) by the weighted average number of shares in issue during the period of 199,094,964 (2020: 198,642,224).

Profit attributable to Ordinary Shareholders

 

2021

2020

 

£'000

£'000

Profit before adjusting items

57,040

17,266

Adjusting items

(2,142)

(14,708)

Profit for the financial year

54,898

2,558

Profit attributable to non-controlling interests

(92)

(188)

Profit attributable to Ordinary Shareholders

54,806

2,370

 

Weighted average number of Ordinary Shares

 

2021

2020

 

Number

Number

Number of issued Ordinary Shares

200,052,157

200,052,157

Effect of shares transferred into Employee Benefit Trust

(957,193)

(1,409,933)

Weighted average number of Ordinary Shares at the end of the year

199,094,964

198,642,224

 

Diluted earnings per share from total operations of 27.4 pence (2020: 1.2 pence) per share is calculated by dividing the profit for the financial year, after adjusting for non-controlling interests, of £54,806,000 (2020: £2,370,000) by the weighted average number of shares in issue during the period of 199,094,964 (2020: 198,642,224) plus potentially dilutive shares of 1,222,847 (2020: 1,614,132), which totals 200,317,811 (2020: 200,256,356).

Diluted earnings per share before adjusting items of 28.4 pence (2020: 8.5 pence) per share is calculated by dividing the profit for the financial year, after adjusting for non-controlling interests, of £56,948,000 (2020: £17,078,000) by the weighted average number of shares in issue during the period of 199,094,964 (2020: 198,642,224) plus potentially dilutive shares of 1,222,847 (2020: 1,614,132), which totals 200,317,811 (2020: 200,256,356).

Weighted average number of Ordinary Shares (diluted)

 

2021

2020

 

Number

Number

Weighted average number of Ordinary Shares

199,094,964

198,642,224

Potentially dilutive shares

1,222,847

1,614,132

Weighted average number of Ordinary Shares (diluted)

200,317,811

200,256,356

 

8 Dividends

After the balance sheet date, a final dividend of 9.6 pence was proposed by the Directors. This dividend has not been provided for and there are no income tax consequences.

 

Pence per

2021

2020

 

qualifying share

£'000

£'000

2021 final

9.6

19,122

 

2021 interim

4.7

9,362

 

 

14.3

23,484

 

 

 

 

 

2020 final

4.3

-

8,562

2020 interim

-

-

-

 

4.3

-

8,562

 

The following dividends were approved by the shareholders and recognised in the Financial Statements:

 

Pence per

2021

2020

 

qualifying share

£'000

£'000

2021 interim

4.7

9,362

-

2020 final

4.3

8,562

-

 

9.0

17,924

-

Due to the impact of COVID-19 the Board did not propose an interim dividend during 2020.

The Board recommends a 2021 final dividend of 9.6 pence per qualifying Ordinary Share (amounting to £19,122,000, to be paid on 1 July 2022 to shareholders registered at the close of business on 10 June 2022).

 

9 Lease liabilities

 

2021

2020

 

£'000

£'000

Analysed as:

 

 

Amounts due for settlement within 12 months (shown under current liabilities)

8,545

10,065

Amounts due for settlement after 12 months

32,776

38,926

 

41,321

48,991

 

 

2021

 

2020

 

Minimum

 

 

 

Minimum

 

 

 

lease

 

 

 

lease

 

 

 

payments

Interest

Principal

 

payments

Interest

Principal

 

£'000

£'000

£'000

 

£'000

£'000

£'000

Less than 1 year

9,828

1,283

8,545

 

11,579

1,514

10,065

1 to 2 years

7,316

1,110

6,206

 

8,605

1,287

7,318

2 to 5 years

13,149

2,434

10,715

 

12,350

2,036

10,314

In more than 5 years

21,915

6,060

15,855

 

28,598

7,304

21,294

 

52,208

10,887

41,321

 

61,132

12,141

48,991

 

As at 31 December 2021, the total minimum lease payments (above) comprised property of £33,272,000 (2020: £32,122,000) and plant, machinery and vehicles of £18,936,000 (2020: £29,010,000).

On 10 September 2020 the Group completed a sale and leaseback transaction in relation to its site in Rumst, Belgium. The net cash proceeds of €12,481,000 have been used to pay down the inter-company indebtedness between Marshalls NV and Marshalls Mono Limited. The net profit for the Group of £1,484,000 has been disclosed within the net gain on asset and property disposals (Note 3). The lease has a 10-year term, with an option to extend after 5 years. It has currently not been assumed that the option to extend will be exercised as the Directors do not believe that this is reasonably certain.

Certain leased properties have been sublet by the Group. Sublease payments of £285,254 (2020: £239,003) are expected to be received during the following financial year. An amount of £295,548 (2020: £225,786) was recognised as income in the Consolidated Income Statement within net operating costs in respect of subleases.

The Group does not face a significant liquidity risk with regard to its lease liabilities. For the year ended 31 December 2021, the interest expense on lease liabilities amounted to £1,889,000 (2020: £1,604,000). Lease liabilities are calculated at the present value of the lease payments that are not paid at the commencement date.

For the year ended 31 December 2021, the average effective borrowing rate was 3.4 per cent. Interest rates are fixed at the contract date. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

The vast majority of lease obligations are denominated in Sterling.

For the year ended 31 December 2021, the total cash outflow in relation to leases amounts to £12,717,000 (2020: £13,780,000). The total cash outflow in relation to short-term and low value leases was £5,671,000 (2020: £4,551,000).

10 Loans

 

2021

2020

 

£'000

£'000

Analysed as:

 

 

Current liabilities

1,673

20,000

Non-current liabilities

39,341

110,282

 

41,014

130,282

 

Bank loans

The bank loans are secured by intra-group guarantees with certain subsidiary undertakings.

11 Employee benefits

The Company sponsors a funded defined benefit pension scheme in the UK (the "Scheme"). The Scheme is administered within a trust which is legally separate from the Company. The Trustee Board is appointed by both the Company and the Scheme's membership and acts in the interest of the Scheme and all relevant stakeholders, including the members and the Company. The Trustee is also responsible for the investment of the Scheme's assets.

The defined benefit section of the Scheme provides pension and lump sums to members on retirement and to dependants on death. The defined benefit section closed to future accrual of benefits on 30 June 2006 with the active members becoming entitled to a deferred pension. Members no longer pay contributions to the defined benefit section. Company contributions to the defined benefit section after this date are used to fund any deficit in the Scheme and the expenses associated with administering the Scheme, as determined by regular actuarial valuations.

The Trustee is required to use prudent assumptions to value the liabilities and costs of the Scheme whereas the accounting assumptions must be best estimates.

The defined benefit section of the Scheme poses a number of risks to the Company, for example longevity risk, investment risk, interest rate risk, inflation risk and salary risk. The Trustee is aware of these risks and uses various techniques to control them. The Trustee has a number of internal control policies, including a Risk Register, which are in place to manage and monitor the various risks it faces. The Trustee's investment strategy incorporates the use of liability-driven investments ("LDIs") to minimise sensitivity of the actuarial funding position to movements in interest rates and inflation rates.

The defined benefit section of the Scheme is subject to regular actuarial valuations, which are usually carried out every three years. The next actuarial valuation is being carried out with an effective date of 5 April 2021. These actuarial valuations are carried out in accordance with the requirements of the Pensions Act 2004 and so include deliberate margins for prudence. This contrasts with these accounting disclosures which are determined using best estimate assumptions.

A formal actuarial valuation was carried out as at 5 April 2018. The results of that valuation have been projected to 31 December 2021 by a qualified independent actuary. The figures in the following disclosure were measured using the projected unit method.

The amounts recognised in the Consolidated Balance Sheet were as follows:

 

2021

2020

2019

 

£'000

£'000

£'000

Present value of Scheme liabilities

(366,359)

(399,938)

(353,136)

Fair value of Scheme assets

392,116

402,664

368,857

Net amount recognised at the year end (before any adjustments for deferred tax)

25,757

2,726

15,721

 

The current and past service costs, settlements and curtailments, together with the net interest expense for the year, are included in the employee benefits expense in the Consolidated Statement of Comprehensive Income. Remeasurements of the net defined benefit surplus are included in other comprehensive income.

 

2021

2020

 

£'000

£'000

Net interest expense before adjusting items

539

254

Adjusting interest expense (Note 4)

2,813

-

Net interest expense recognised in the Consolidated Income Statement

3,352

254

Remeasurements of the net liability:

 

 

Return on scheme assets (excluding amount included in interest expense)

3,786

(40,151)

(Gain)/loss arising from changes in financial assumptions

(20,383)

52,491

(Gain)/loss arising from changes in demographic assumptions

(6,317)

1,209

Experience gain

(3,469)

(808)

(Credit)/debit recorded in other comprehensive income

(26,383)

12,741

Total defined benefit (credit)/debit

(23,031)

12,995

 

The principal actuarial assumptions used were:

 

2021

2020

 

£'000

£'000

Liability discount rate

1.90%

1.40%

Inflation assumption - RPI

3.30%

2.85%

Inflation assumption - CPI

2.70%

2.20%

Rate of increase in salaries

n/a

n/a

Revaluation of deferred pensions

2.70%

2.20%

Increases for pensions in payment:

 

 

CPI pension increases (maximum 5% p.a.)

2.70%

2.20%

CPI pension increases (maximum 5% p.a., minimum 3% p.a.)

3.35%

3.25%

CPI pension increases (maximum 3% p.a.)

2.35%

1.95%

Proportion of employees opting for early retirement

0%

0%

Proportion of employees commuting pension for cash

80%

80%

Mortality assumption - before retirement

Same as post-

retirement

Same as post-

retirement

Mortality assumption - after retirement (males)

S2PXA tables

S2PXA tables

Loading

110%

110%

Projection basis

Year of birth

CMI_2020

Year of birth

CMI_2019

 

1.0%

1.0%

Mortality assumption - after retirement (females)

S2PXA tables

S2PXA tables

Loading

110%

110%

Projection basis

Year of birth

CMI_2020

Year of birth

CMI_2019

 

1.0%

1.0%

Future expected lifetime of current pensioner at age 65:

 

 

Male aged 65 at year end

85.4

85.7

Female aged 65 at year end

87.5

87.7

Future expected lifetime of future pensioner at age 65:

 

 

Male aged 45 at year end

86.3

86.7

Female aged 45 at year end

88.7

88.9

 

12 Analysis of net debt

 

1 January

 

 

Other

31 December

 

2021

Cash flow

New leases

changes*

2021

 

£'000

£'000

£'000

£'000

£'000

Cash at bank and in hand

103,707

(62,439)

-

(56)

41,212

Debt due within 1 year

(20,000)

20,000

-

(1,673)

(1,673)

Debt due after 1 year

(110,282)

68,628

-

2,313

(39,341)

Lease liabilities

(48,991)

10,828

(3,158)

-

(41,321)

 

(75,566)

37,017

(3,158)

584

(41,123)

 

* Other changes include foreign currency movements on cash and loan balances.

 

Reconciliation of net cash flow to movement in net debt

 

2021

2020

 

£'000

£'000

Net (decrease)/increase in cash equivalents

(62,439)

50,481

Cash outflow/(inflow) from decrease/(increase) in bank borrowings

88,628

(57,891)

Cash outflow from lease repayments

10,828

13,780

New leases entered into

(3,158)

(20,811)

Effect of exchange rate fluctuations

584

(1,149)

Movement in net debt in the year

34,443

(15,590)

Net debt at 1 January

(75,566)

(59,976)

Net debt at 31 December

(41,123)

(75,566)

 

Borrowing facilities

The total bank borrowing facilities at 31 December 2021 amounted to £155.0 million (2020: £255.0 million), of which £114.0 million (2020: £124.7 million) remained unutilised. The undrawn facilities available at 31 December 2021, in respect of which all conditions precedent had been met, were as follows:

 

2021

2020

 

£'000

£'000

Committed:

 

 

Expiring in more than 5 years

-

-

Expiring in more than 2 years but not more than 5 years

80,659

9,718

Expiring in 1 year or less

18,327

90,000

Uncommitted:

 

 

Expiring in 1 year or less

15,000

25,000

 

113,986

124,718

 

The additional short-term bank facilities of £90 million established in May 2020 were not utilised and have now reached maturity. In addition, the COVID Corporate Financing Facility ("CCFF") that was put in place at the same time was also not required. Bank facilities have returned to pre-COVID-19 levels and total £165 million, of which £140 million are committed.

On 13 August 2021, the Group entered into a new £20 million revolving credit facility with HSBC and the Group has also renewed its short-term working capital facilities of £25 million with NatWest.

Amendment agreements have also been entered into with all our partner banks following the announcement that LIBOR will cease at the end of 2021. The Group's committed bank facilities are all revolving credit facilities with interest now charged at variable rates based on SONIA. The Group's bank facilities continue to be aligned with the current strategy to ensure that headroom against available facilities remains at appropriate levels. The maturity profile of borrowing facilities is structured to provide balanced, committed and phased medium-term debt.

The current facilities are set out as follows:

 

 

Cumulative

 

Facility

facility

 

£'000

£'000

Committed facilities

 

 

Q3: 2025

20,000

20,000

Q3: 2024

35,000

55,000

Q1: 2024

25,000

80,000

Q3: 2023

20,000

100,000

Q2: 2023

20,000

120,000

Q4: 2022

20,000

140,000

On-demand facilities

 

 

Available all year

15,000

155,000

Seasonal (February to August inclusive)

10,000

165,000

 

Marshalls is party to a reverse factoring finance arrangement between a third party UK bank and one of the Group's key customers. The principal relationship is between the customer and its partner bank. The agreement enables Marshalls to benefit from additional credit against approved invoices and, in practice, this provides facilities of between £5 million and £15 million which the Group utilises periodically in order to help manage its short-term, mid-month funding requirements. The credit risk is retained by the customer and Marshalls pays a finance charge upon utilisation.

13 Fair values of financial assets and financial liabilities

A comparison by category of the book values and fair values of the financial assets and liabilities of the Group at 31 December 2021 is shown below:

 

2021

 

2020

 

Book amount

Fair value

 

Book amount

Fair value

 

£'000

£'000

 

£'000

£'000

Trade and other receivables

95,032

95,032

 

86,699

86,699

Cash and cash equivalents

41,212

41,212

 

103,707

103,707

Bank loans

(41,014)

(40,023)

 

(130,282)

(126,010)

Trade payables, other payables and provisions

(118,888)

(118,888)

 

(110,039)

(110,039)

Interest rate swaps, forward contracts and fuel hedges

813

813

 

332

332

Contingent consideration

(1,563)

(1,563)

 

(1,800)

(1,800)

Financial instrument assets and liabilities - net

(24,408)

 

 

(51,383)

 

Non-financial instrument assets and liabilities - net

368,725

 

 

339,231

 

 

344,317

 

 

287,848

 

 

Estimation of fair values

The following summarises the major methods and assumptions used in estimating the fair values of financial instruments reflected in the table. Other than contingent consideration, which uses a level 3 basis, all use level 2 valuation techniques.

(a) Derivatives

Derivative contracts are either marked to market using listed market prices or by discounting the contractual forward price at the relevant rate and deducting the current spot rate. For interest rate swaps, broker quotes are used.

(b) Interest-bearing loans and borrowings

Fair value is calculated based on the expected future principal and interest cash flows discounted at the market rate of interest at the balance sheet date.

(c) Trade and other receivables/payables

For receivables/payables with a remaining life of less than one year, the notional amount is deemed to reflect the fair value. All other receivables/payables are discounted to determine the fair value.

(d) Fair value hierarchy

The table below analyses financial instruments, measured at fair value, into a fair value hierarchy based on the valuation techniques used to determine fair value.

• Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

• Level 2: inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

• Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

Level 1

Level 2

Level 3

Total

 

£'000

£'000

£'000

£'000

31 December 2021

 

 

 

 

Derivative financial assets/(liabilities)

-

813

(1,563)

(750)

31 December 2020

 

 

 

 

Derivative financial assets/(liabilities)

-

332

(1,800)

(1,468)

 

14. Principal risks and uncertainties

Risk management is the responsibility of the Marshalls plc Board and is a key factor in the delivery of the Group's strategic objectives. The Board establishes the culture of effective risk management and is responsible for maintaining appropriate systems and controls. The Board sets the risk appetite and determines the policies and procedures that are put in place to mitigate exposure to risks. The Board plays a central role in the Group's Risk Review process, which covers emerging risks and incorporates scenario planning and detailed stress testing.

 

Alongside the current supply chain challenges that are causing shortages of both materials and labour and cost inflation across the sector, the current assessment identifies external market demand as being the key medium-term risk. The Group is dependent on the level of activity in its end markets. Accordingly, it is susceptible to economic downturn, the impact of Government policy, increases in interest rates, volatility in world markets and any continuing issues associated with COVID-19. Other factors include the increasing impact of wider geo-political factors (including the conflict in Ukraine) and unprecedented levels of Government borrowings. The Group closely monitors trends and lead indicators, invests in market research and is an active member of the Construction Products Association. The Group benefits from the diversity of its business and end markets. The proactive development of the product range continues to offer protection.

 

The impact of COVID-19 continues to have implications for the business and its underlying risks. This is particularly true in the areas of health and safety, cyber security and the security of raw materials supply. In all these cases specific assessments continue to be reviewed and certain new operating procedures have been developed. Mitigating controls continue to be reviewed as appropriate. The Group's risk function has placed particular emphasis on the following areas during the year:

 

• Health and safety - the Group has used frequent and consistent messaging with mental and physical health prioritised for all employees and stakeholders. We have maintained our established COVID-19 workplace protocols throughout the last year.

• IT and cyber risk - the Group has continued to ensure business continuity during the COVID-19 restrictions. Practical support and guidance, together with additional cyber security training, has been provided to facilitate home working and this has remained a priority as the focus has shifted to a more "business as usual" environment. Cyber security risk within the wider market is also an increasing risk for the Group and continues to be an area of major focus.

• Security of raw materials supply - the Group has continued to ensure that product and distribution can continue to meet the increased levels of demand.

• Our ESG agenda continues to embrace risk management and governance and the generation of detailed climate risk assessments and scenario planning continues to be a priority.

 

The other principal risks and uncertainties that could impact the business for the remainder of the current financial year are those detailed in the Annual Report. These cover the strategic, financial and operational risks and have not changed significantly during the period. Strategic risks include those relating to the ongoing Government policy in relation to COVID-19, general economic conditions, the actions of customers, suppliers and competitors, and weather conditions. The Group also continues to be subject to various financial risks in relation to access to funding and to the pension scheme, principally the volatility of the discount (AA corporate bond) rate, any downturn in the performance of equities and increases in the longevity of members. The other main financial risks arising from the Group's financial instruments are liquidity risk, interest rate risk, credit risk and foreign currency risk. External operational risks other than COVID-19 include the effect of legislation or other regulatory actions and new business strategies.

 

The Group continues to monitor all these risks and pursue policies that take account of, and mitigate, the risks where possible.

 

The Annual General Meeting will be held at the offices of Walker Morris, 33 Wellington Street, Leeds, West Yorkshire, LS1 4DL at 11.00am on Wednesday 11 May 2022.

 

The Board

The Directors serving during the year ended 31 December 2021 were as follows:

 

Vanda Murray OBE

Chair

Angela Bromfield

Non-Executive Director

Martyn Coffey

Chief Executive

Avis Darzins

Non-Executive Director

Justin Lockwood

Chief Financial Officer

Tim Pile

Non-Executive Director

Graham Prothero

Senior Non-Executive Director

 

By order of the Board

 

Shiv Sibal

Group Company Secretary

17 March 2022

 

Cautionary Statement

This Preliminary Results announcement contains certain forward looking statements with respect to the financial condition, results, operations and business of Marshalls plc. These statements and forecasts involve risk and uncertainty because they relate to events and depend upon circumstances that will occur in the future. There are a number of factors that could cause actual results or developments to differ materially from those expressed or implied by these forward looking statements and forecasts. Nothing in this Preliminary Results announcement should be construed as a profit forecast.

 

Directors' Liability

Neither the Company nor the Directors accept any liability to any person in relation to the contents of this Preliminary Results announcement except to the extent that such liability arises under English law. Accordingly, any liability to a person who has demonstrated reliance on any untrue or misleading statement or omission shall be determined in accordance with section 90A of the Financial Services and Market Act 2020.

 

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Companies

Marshalls (MSLH)
UK 100

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