Final Results
Mitchells & Butlers PLC
04 December 2003
4 December 2003
MITCHELLS & BUTLERS plc
PRELIMINARY RESULTS
(for the financial year ended 30 September 2003)
Financial Highlights - Pro forma
- Turnover up 2% to £1,513m
- EBITDA flat on 2002 at £374m
- Operating profit down 5% to £275m
- Profit before tax down 1% at £199m
- Net operating cash flow £241m up £106m
- Earnings per share down 0.1p to 18.4p
- Final dividend per share 5.65p
MAB was established as an independent company in April 2003. The basis of
preparation of the Financial Highlights is set out in Note 1 to the Pro forma
Financial Statements
Business Highlights
Turnaround in like for like sales performance in second half
- Same outlet like for like sales up 1.8%, (-0.1% uninvested basis)
- Positive trend continuing in first 8 weeks of 2004, +4.5% same outlet like
for like sales, (+2.6% uninvested basis)
Purchasing and productivity improvements help to mitigate impact of
additional external costs
- Product range and purchasing cost improvements from increasing non tied
supply
- Retail staff productivity up 4.5%, £10m annualised saving in support
costs
Continued high returns on investment
- Incremental EBIT returns of 13% from 134 development projects and 14 new site
acquisitions
- Total cash returns on cash capital employed of over 10%
Balance Sheet Efficiency
- Largest ever whole business securitisation completed
- Returning £0.5 billion to shareholders on 8 December
Tim Clarke, Chief Executive, commented:
'At demerger our priorities were to deliver value to shareholders through our
operating performance, an appropriate financing of the balance sheet and a
return of surplus funds. We have completed a £1.9billion securitisation
providing the business with long term fixed rate finance at attractive rates to
support our growth strategy and releasing £0.5 billion of cash for
shareholders.'
'Our sales generating actions have delivered a 3.6% point turnaround in
uninvested sales from those reported in May. This trend has continued into the
first eight weeks of the new financial year, with 4.5% growth in like for like
sales boosted by the sporting calendar and good Autumn weather. The 70% of the
estate in the residential areas is leading the way, same outlet like for like
sales were up 0.9% in 2003 and are 5.7% ahead in the new financial year.'
'Our operating focus has been on improving customer choice and value supported
by enhanced sales and service training. Higher sales volumes, better mix,
improved productivity and lower purchasing costs are helping to offset the
pressure on margins from continuing increases in external costs.'
Current Trading and Outlook
The improvement in sales seen in the second half of 2003 has continued into the
first 8 weeks of 2004 aided by some good weather and major sporting events which
we estimated to account for up to 1.5% points of the improvement. Same outlet
(i.e. invested and uninvested) like for like sales were up 4.5% in the 8 weeks
to 22 November. Uninvested like for like sales were up 2.6%. This continuing
positive trend has been driven by Mitchells & Butlers' focus on delivering high
quality amenity and service standards and increased choice at competitive
prices, improving overall customer value.
Trading in the 70% of the estate in residential areas has strengthened further
with same outlet like for like sales up 5.7%, 3.8% on an uninvested basis.
Sales have continued to be stronger in the Midlands and the North than the
South.
Trading in our high street pubs and bars, where our sales generation activity
has been strongest, has seen a sharp improvement with same outlet like for like
sales up 2.3%, 0.6% on an uninvested basis. There continued to be a contrast
between positive growth on the high streets outside London and marginal decline
in a still slowly recovering central London market, which is still down albeit
that the decline has now slowed.
On the basis of extrapolating our current sales generating activities, we expect
our average prices net of promotions in 2004 to be approximately 2% lower for
the year as a whole, although the effect will be greater in the first half when
the comparison with 2003 will be most evident. We are taking positive action on
product mix, purchasing costs and carefully targeting promotions to minimise the
dilution effect on percentage gross margins. Trials of new activity are
continuing and will be extended across the estate based on their success in
driving cash gross profits.
At the net operating margin level, we continue to focus on raising productivity
and reducing costs in order to defend margins against the £17m additional
employment, pensions, property and insurance costs we anticipate this year.
The outlook for the business is improving as many of the negative trends which
have affected the pub industry over the last five years are now starting to
reverse. In particular, new capacity on the high street has virtually ceased
and investment in existing pubs in residential areas is low.
Overall, we expect the impact of the new Licensing Bill on Mitchells & Butlers
to be positive although there remains some uncertainty about its practical
application. We await details of the Local Authority guidelines due later this
year to allow us to evaluate more fully the impact on the business.
Whilst we remain cautious on the outlook for UK consumer spending, demographic
trends are favourable with forecast growth among the 18 to 25 and 45 plus age
groups, two of our key customer groups. In addition, social trends are
continuing to strongly favour value for money, informal eating out in
neighbourhood pubs. We believe our estate and our brands and formats are well
placed to profitably meet those trends.
Whilst in the short term therefore the pub sector continues to bear some
significant cost increases, the positive actions we are taking to drive sales,
raise productivity and reduce costs makes us well placed to mitigate their
impact. We are confident that our medium term business plan and the improving
competitive prospects for Mitchells & Butlers will underpin the positive sales
and earnings potential of the business over the next few years.
Refinancing and return of funds
The securitisation, completed on 13 November, provides £1.9 billion of cost
effective, long term, fixed rate finance. Furthermore, it has enabled us to
release £0.5 billion of surplus funds for shareholders and achieve a financial
structure appropriate for the business and our strategy. The level of debt and
agreed terms provide the flexibility we need to maintain the quality of our
assets, continue to churn the estate and maintain our progressive dividend
policy.
Shareholders voted in favour of the share consolidation and accompanying return
of funds at an EGM on 1 December 2003. As a result, Mitchells & Butlers'
shares, having been consolidated, commenced trading ex the special dividend of
68p per share on Tuesday 2 December. Payment of the special dividend will be
made on 8 December and in total will amount to a return of £501m to
shareholders. Following the return of funds Mitchells & Butlers will have net
debt of approximately £1.8bn and 520 million shares in issue.
Dividends
The Board are recommending a final dividend of 5.65 pence per share payable in
February 2004 and intends to recommend a dividend 9.5 pence per share for the
financial year ending 30 September 2004. Thereafter, Mitchells & Butlers will
pursue a progressive dividend policy to deliver growth in real terms, consistent
with the medium term sales and earnings potential of the business.
For further information, please contact:
Mitchells & Butlers plc
Kate Holligon, Investor Relations 0121 498 5092
Jeremy Probert, Media 0121 498 5547
Finsbury Group
James Murgatroyd 0207 251 3801
Notes to Editors:
Mitchells & Butlers owns and operates over 2000 high quality, managed pubs in
prime locations nationwide. The group's predominantly freehold estate is biased
towards large sites in residential locations. With some 3% of the pubs in the
UK, Mitchells & Butlers' estate has 9% of industry sales, an average weekly take
per pub of over three times the industry average.
CHIEF EXECUTIVE'S REVIEW
The creation of Mitchells & Butlers as a stand-alone plc in April has provided a
new enthusiasm and sense of purpose to a business that was already a leader in
its field. The year has been a period of major change at the corporate level
which makes the focus and achievements of our operations and support teams all
the more notable.
Trading Performance
We believe that delivering increasing consumer value is the best route to
driving profitable sales volume growth, enhancing asset productivity and
increasing returns. Increasing throughputs, improving product mix and generating
better cash gross profits in turn facilitates improvements in productivity and
purchasing terms which help to underpin operating margins against external cost
pressures.
Our programme of marketing activity, introduced since the half year, has been
extensive. We are progressively widening the drinks range as our contractual
ties unwind, broadening and improving the quality of our menus, introducing
competitive prices and using carefully targeted promotional activity to
communicate our value proposition. In parallel, we have been increasing staff
training in service and selling and continuing to maintain and develop the
amenity levels of our pubs so as to compete not only with other pubs, but also
with the alternatives of eating and drinking at home.
The results of this strategy so far have been encouraging, with a 3.6% point
turnaround in uninvested like for like sales from those reported at the
Interims. Momentum has continued to build in the first 8 weeks of 2004 with
like for like sales growth of 2.6% on an uninvested basis. As well as driving
sales volumes, a wider choice on range and carefully targeted promotions on
higher gross margin products is also allowing us to influence mix trends. As a
result, despite our average drink selling price being down over 3% in the first
8 weeks of 2004, our gross margin percentage was only marginally down and we are
driving positive growth in cash gross profits. Following these successful
results, we are continuing to trial ways of further extending this activity to
ensure that we achieve the most profitable balance of volume, mix and margins.
We are also seeking to drive further impact from our marketing activity through
the enhancement of our IT systems. Alongside the current powerful controls we
have on cash, stock and margins we are looking for greater capabilities in the
fast implementation and flexing of promotional and staff selling activity, as
well as facilitating more direct staff reward and incentivisation.
Purchasing and Productivity Improvements
We have maintained our focus on improving staff productivity. Our roll-out of
new scheduling systems has not only enabled us to cut non-productive hours from
our pub rosters but also to re-deploy some of those hours to peak trading
periods thereby increasing both customer satisfaction and sales in a cost
effective manner. This, combined with our continued investment in training and
staff development, has led to staff productivity improvements of 4.5% for the
year.
Our growing headroom under our tied supply contracts is providing us with
increasing commercial freedom to introduce new products to the estate at
attractive prices. Our central purchasing team negotiate all supply contracts
across the company. They have delivered reductions of over 4% on the 40% of the
total cost of goods sold renegotiated in the year. Therefore we are able to
source the products and services our customers require, at attractive prices and
to the required quality, in turn providing us with a competitive advantage.
At the start of the year, we conducted a further review of our corporate cost
base in order to drive efficiency and cost effectiveness. As a result of this
review £5m of savings were made in the second half of this year and £10m will be
made on an annualised basis. At less than 4% of sales, our central support
costs are one of the lowest amongst managed pub operators.
Investment Performance
The profitable evolution of our brands and formats to meet changing customer
demand is also critical to raising asset productivity. In residential areas the
key consumer trend is the increase in demand for informal, integrated food and
drink offers. As a result in our local pub offers such as Ember and Sizzling
Pub Co, we have been building the attractiveness of our food, wine and soft
drinks offers so as to attract new customers. In our pub restaurant offers,
Harvester, Vintage and Toby, we are improving the amenity of the bar areas and
the drinks offer to capture incremental trade before or after the primary meal
occasion.
We invested £73m of expansionary capital during the year, over 70% of which was
spent on pubs and pub restaurants in residential locations. We continue to see
good results with incremental EBIT returns of 13% on this year's openings. We
believe that our development pipeline of over 350 sites provides us with the
opportunity to generate further high incremental returns over the next 2 to 3
years through the application of our brands and formats to prime licensed sites.
Balance Sheet Efficiency
We announced at the half year the conclusion of our refinancing review and our
intention to complete a whole business securitisation of our UK pubs and pubs
restaurant business in the Autumn. The securitisation is now complete and the
return of £0.5bn of cash to shareholders is imminent. The resultant share
consolidation was approved by shareholders and implemented on 2 December. We now
have the optimal capital structure to support the business for the long term.
This method of finance provides appropriate flexibility for the business and has
the advantage of long term fixed rate interest at attractive rates.
Conclusion
This has been an eventful year for Mitchells and Butlers, achieving
independence, refinancing the balance sheet, evaluating a major acquisition
opportunity which ultimately did not meet our strict criteria and turning round
our like for like sales performance. We now have a focused pub business with a
solid platform from which we can continue to drive profitable sales growth and
create shareholder value.
OPERATING AND FINANCIAL REVIEW
This operating and financial review (OFR) provides a commentary on the
performance of the Mitchells & Butlers Group for the financial year ended 30
September 2003 and compares it with the financial year ended 30 September 2002.
It reviews strategy, business performance and future developments, together with
others aspects of the Group's activities including taxation, treasury management
and accounting policies.
Strategy, Estate Positioning and Development
Mitchells & Butlers is one of the UK's leading operators of managed pubs, bars
and restaurants with an estate of 2,077 sites as at 30 September 2003. These
businesses are predominantly large freehold sites of which some 70% are located
in residential areas. Average unit sales of over £14,000 per week are three
times the industry average and with 3% of the UK's 60,000 pubs, Mitchells and
Butlers has a 9% share of pub retail sales.
The Group builds its market position from this quality asset base by driving
sales growth through superior product, price and service offers and by
developing brands and formats to suit developing consumer needs.
The business seeks to maximise returns from its £3.5bn asset base by identifying
the most appropriate operating format or brand for each trading property.
Mitchells & Butlers operates a spectrum of brands and formats from the overtly
branded, through a range of operating formats that become less tightly
specified, to individual character pubs. Brands such as O'Neill's and Harvester
trade under a common brand name and with a consistent design, product range,
service style and promotional programme. Offers such as Ember Inns or Vintage
Inns retain their individual pub name but with the brand endorsement and a very
defined customer offer. Other formats such as Metropolitan Professional pubs
trade individually to the consumer's taste whilst maintaining a common
operational template. Our individual pubs operate to templates appropriate for
their markets but with the ability to be flexible and cater for local
opportunities. For example, our 'classic' town and city centre pubs, many in
buildings with historic character, trade on the basis of their local reputation
but with the benefit of our standard operating procedures and disciplines.
The Group has been pursuing the development of a Business Franchise model for
smaller properties that can benefit from entrepreneurial freedom supported by
Mitchells & Butlers' systems and purchasing scale in return for a fixed rent and
turnover related franchise fee. At the year end there were 18 business
franchises trading.
The estate is pro-actively reviewed on a site by site basis to maximise value
and asset productivity, be this through operational action, development,
selective disposal or transfer to a Business Franchise.
Overall Performance
Total sales were £1,513m, up 2.2% on last year. This reflects an improved
second half trend due to the impact of increased sales and marketing activity,
together with good summer weather. The residential sector has continued to
perform well with some recovery seen in the weaker high street and central
London markets.
In total, same outlet like for like (i.e. invested and uninvested) sales for the
year were down 0.4%, down 2.4% on an uninvested basis. Residential areas were up
0.9% (down 1.5% on an uninvested basis) and the High Street declined 3.2%, (down
5.2% on an uninvested basis), reflecting competitive pressures and continued
weakness in the central London market.
In the last 20 weeks of the year, there was a significant improvement over the
first half, same outlet like for like sales up 1.8% and uninvested like for like
sales flat at 0.1% down. Both the high street and central London markets
improved over the latter part of the year with same outlet like for like sales
down 0.6% (down 3.0% on an uninvested basis). Residential areas saw a strong
sales performance with same outlet like for like sales up 3.3% ( up 0.8% on an
uninvested basis).
The second half performance reflected the successful implementation of plans to
drive sales volumes and gross profits. Sales and marketing activity has been
focused on improving customer choice by extending the drinks range and by
further evolving food menus, combined with margin reinvestment into carefully
targeted competitive pricing and promotional activity. This has been
supplemented by further investment in training of service and selling skills.
Growing headroom under the Group's tied beer supply contracts has allowed the
introduction of new beer brands into the estate, in particular Stella Artois,
which was in nearly 1,200 pubs by the year end. Many pubs now offer a choice of
2 or more draught beer brands in each of the main product categories which has
allowed us to increase the value offered to the consumer through improved choice
at a range of prices.
By focusing promotional activity on those products that offer attractive
margins, the benefit of mix improvements has helped to offset the margin
investment, and more importantly, further increase cash gross profit.
Additional purchasing gains have been made in the year. These, together with mix
benefits from the increased product range have held gross margins broadly
unchanged for the year as a whole despite price reductions and the increased
promotional activity implemented during the second half.
The Group has continued to deliver efficiencies in costs to help offset
increasing regulatory and other externally driven cost increases. Staff
productivity improved by some 4.5% over the year through the application of
standardised sales forecasting and staff rostering processes. Overhead
reorganisation and reduction, implemented around the half year, has delivered as
planned, the first £5m of a £10m annualised cost saving. Externally driven
costs from the increase in the National Minimum Wage, changes in legislation
affecting holiday pay and employers' National Insurance contributions and
increases in business rates, together with the increased costs of pension
provision and insurance totalled £18m.
Operating profit for the year, before exceptional items, was £275m, 4.8% down on
last year and EBITDA at £374m, was flat. The Group continued to generate strong
cash returns with a post tax cash return on cash capital employed above 10%.
The capital investment programme has been focused on maintaining the high
quality of the estate and adding incremental returns through expansionary
investment where opportunities arise. Of the £151m gross capital expenditure,
£73m was accounted for by expansionary investment. A total of 134 expansionary
projects were completed on existing outlets and 14 new site acquisitions opened.
This investment is delivering strong incremental pre tax returns of 13%, well
above the Group's cost of capital. The average capital investment in development
projects is some £240k and around £2m per site acquisition.
Net capital expenditure for the year was £103m down £123m against the prior year
due to a sharp reduction in expansionary capital driven by the completion of the
programme of converting the former Allied sites, the reduction in the number of
projects and the average spend per project, as well as £48m of disposal
proceeds. This level of proceeds exceeded initial expectations and resulted
from opportunistic disposals of 42 sites primarily for alternative use.
Pubs & Bars
Sales in the Pubs & Bars division grew 1.3% to £877m following an improved
performance in the second half. The strongest performance was in the
residential estate led by Ember Inns and the Sizzling Pub Company. These
drink-led brands with their distinctive food offers continue to prove a strong
competitive offer in the local market. Trading conditions in the high street
and central London have remained more difficult, although some recovery has been
seen in the second half. Overall, uninvested like-for-like sales were down
3.1%, down 0.2% on a same outlet like for like basis.
The number of managed pubs and bars reduced by 27 to 1,387 over the year as a
result of disposals where higher alternative use values were identified and
transfers to Business Franchises where the net return opportunity was higher.
The programme of converting outlets to brands and formats continued with the
completion of 129 projects during the year, principally conversions to the Ember
Inns and Sizzling Pub Company brands and to the Metropolitan Professional
formats.
Operating profit of £177m was 6.8% down on last year due to the effects of
regulation and difficult trading in central London and the high street markets
to which the Pubs & Bars division is more exposed.
Restaurants
In the Restaurant division, total turnover grew by 1.6% to £619m. Uninvested
like for like sales were down 1.5% in the year and same outlet like for like
sales were down 0.8%. The suburban residential market remained the strongest
led by Toby Carvery and Vintage Inns. The High Street brands are largely
located in central London and their trading performance was influenced by the
general weakness in this market.
We are evolving the offer of All Bar One, our contemporary city bars, first
launched in 1994, to reflect changing market tastes whilst maintaining its core
brand proposition. In our suburban pub restaurants we are extending the drinks
range to optimise the bar trade within these brands. In the second half,
Harvester successfully reintroduced the 'Earlybird' value-oriented offer to
maximise trade during the early evening period.
The Group continues to develop budget hotels where these can be placed alongside
food-led outlets so as to add synergistic benefits to both businesses. At the
year end the Group owned and managed 24 Express by Holiday Inns and a further 67
sites trading as Innkeepers Lodges. In total some 3700 budget hotel rooms are
now owned and operated by the Group.
The year saw the opening of 11 new pub restaurants and 1 Express by Holiday Inn
but the net movement in managed outlets was down 9 as a result of disposals and
transfers to other, non food-led, trading formats.
Sales in the Group's Alex bars in Germany were up 5% during the year. Alex is
the leading branded licensed retail chain in Germany offering all day drinking
and menus to a wide range of customers. Economic conditions in Germany have
shown a slight improvement compared to the start of the year but overall
consumer spending continues to be slow.
Operating profit for the Restaurants division of £96m was 2.0% down on last year
as a result of external cost increases and the difficult London market.
Standard Commercial Property Developments (SCPD)
The property development business aims to maximise value from the development of
the Group's surplus property portfolio. SCPD had a very successful year,
generating an operating profit of £2m on turnover of £17m. Profit was driven by
the construction and sale of an 80,000 square foot leisure and retail scheme at
Middleway, Burton-on-Trent and the disposal of an ex-bingo club site in London.
The business continues to develop its existing properties whilst actively
reviewing the Group's real estate portfolio for additional opportunities to
realise development value.
Exceptional Items
Major exceptional operating costs of £5m were incurred during the year; £1m of
abortive acquisitions fees in relation to the potential acquisition of the
Scottish and Newcastle retail estate and £4m of operating expenses relating to
the securitisation of the business which was completed after the year end. In
addition, the Group incurred non operating exceptional costs of £42m; £32m
relating to the separation of the business from Six Continents and £10m of bid
defence costs in respect of CMI plc's failed takeover attempt of Six Continents
PLC in March of this year.
An exceptional interest charge of £8m arises from the acceleration of facility
fee amortisation in respect of the borrowing facilities put in place at the time
of separation which were repaid on securitisation of the business on 13 November
2003 (see below).
The tax charge includes an exceptional credit of £9m relating to the above items
and a further £22m arising from group relief received from Six Continents before
separation.
All of the above exceptional items, together with their related tax credits,
have been treated as major exceptional items and have therefore been excluded
from the calculations of adjusted and pro forma earnings per share.
Interest
Prior to separation, the Group was principally funded by inter-company loans
from Six Continents PLC that bore interest at commercial rates. On separation,
the inter-company debt was repaid and replaced with external debt of around
£1.3bn under a syndicated loan facility agreement. The interest charge since
separation has reflected the terms of this external floating rate borrowing plus
the amortisation of the facility fees incurred in connection with their
arrangement. Of the total facility fee cost of £15m, £4m has been amortised
through the 'normal' interest line in accordance with the period of the original
facilities and £8m has been reflected as an exceptional cost to reflect the
early repayment of the borrowings on securitisation (see above). The remaining
balance of £3m will be expensed in 2004.
Due to the significant changes that were made to the financing structure of the
Group on separation, the pro forma financial statements include a finance charge
calculated on the basis that the post separation financing structure had been in
place since 1 October 2001.
Taxation
The pro forma tax charge and the statutory tax charge, excluding the impact of
major exceptional items, represent an effective tax rate of 32.3% which is
higher than the UK statutory tax rate of 30% primarily due to non allowable
items, in particular the depreciation of properties. Including the effect of
major exceptional items and prior year items, the statutory tax rate is 24.0%.
Earnings per Share
The pro forma financial statements show a pro forma earnings per share of 18.4p
for the year broadly flat on the equivalent pro forma earnings per share for
2002. This figure has been calculated to show the underlying performance of the
Group on the basis that the post separation capital and taxation structure had
always been in place. It also excludes all major exceptional items and related
tax thereon.
On a statutory basis, earnings totalled £125m in 2003 compared with £164m in
2002, and basic earnings per share were 17.0p and 22.3p respectively. In order
to remove the distorting effect of major exceptional items, an adjusted earnings
per share is also presented which was 20.3p compared with 22.3p in 2002.
Dividends and Returns to Shareholders
The dividend charge for the year of £29m represents the proposed final dividend
on ordinary shares of 5.65p per share. Subject to approval at the AGM the final
dividend will be paid in February 2004 to shareholders registered on 19 December
2003. On 9 April 2003, shareholders of Six Continents PLC also received an
interim dividend of 6.6p per share for the period prior to separation.
Following the successful completion of the securitisation, a special dividend
will be paid to shareholders of 68p per share on 8 December, at a total of
£501m. This will be recorded as an interim dividend in the 2004 financial
statements.
The Board have previously announced their intention to pay an ordinary dividend
of 9.5 pence per share in respect of 2004, comprising an interim dividend of
2.85 pence and a final dividend of 6.65 pence.
Cash flow and Net Debt
The operations of the Group continued to generate significant cash with EBITDA
of £374m, compared to £375m last year. Pro forma net operating cash inflow
after capital expenditure and disposals was £241m compared to £135m last year.
The reduction in capital expenditure and the benefit of proceeds from selective
site disposals have driven this improvement. Net capital expenditure reduced
from £226m to £103m this year and additional pension contributions of £27m were
financed from current year operating cash flows.
Following separation and £702m return of capital to Six Continents' shareholders
in April, the Group had net debt of £1,265m. At the year-end this had reduced
to £1,228m.
Share Price and Market Capitalisation
At 30 September 2003, the share price was 229.5p compared with 222.5p on 15
April 2003, the end of the first day that the Company's shares were listed on
the London Stock Exchange. Throughout this period, the shares have been a
constituent of the FTSE 100. The market capitalisation of the Group at 30
September was approximately £1.7bn.
Treasury Management
Prior to separation, the financial risks faced by the Group were identified and
managed by Six Continents Group Treasury. On separation, the Group established
a new Treasury department to take over this function.
The activities of the treasury function are carried out in accordance with Board
approved policies and are subject to regular audit. The treasury function does
not operate as a profit centre. During the period under review, treasury dealing
activity fell into the following categories: spot foreign exchange deals,
sterling and euro money market deposits and funding utilising the £1.5 billion
syndicated bank loan facility put in place at separation. In addition, the
Treasury department has played a key role in the refinancing of the business
through the securitisation completed in November and ensuring the necessary
procedures are in place for the company to comply with its terms.
The treasury function is responsible for identifying and managing foreign
exchange exposures. Whilst the Group has limited operations in Germany, the
impact of movements in the Euro exchange rate do not have a material affect on
the Group's results. Consequently no foreign exchange hedging transactions were
undertaken in the financial markets.
Permitted interest rate hedging methods include the use of fixed rate debt,
interest rate swaps, options (such as caps) and forward rate agreements.
However, since demerger the Group's borrowings under its syndicated bank loan
facility remained on a fully floating basis due to the imminent refinancing.
Credit risk on treasury transactions is further minimised by operating a policy
for the investment of surplus funds that generally restricts the bank
counterparties to those with an A credit rating or better, or those providing
adequate security. Limits are also set with individual counterparties. Most of
the Group's surplus funds are held with financial institutions in the United
Kingdom.
Securitisation
On 13 November 2003, the Group announced that it had successfully completed a
securitisation of the majority of its UK pub and pub restaurant business,
raising a total of £1.9bn. The proceeds from the securitisation were used to
repay the Group's outstanding borrowings under its syndicated loan facility,
£1,243m, meet the costs of the refinancing, make special additional
contributions to the pension schemes and return surplus funds of £501m to
shareholders by way of special dividend of 68 pence per share payable on 8
December.
The terms of the securitisation were developed and agreed so as to put in place
the optimal financing structure for the business, maintaining appropriate
flexibility to support the Group's long term strategy of owning and developing
high take, high quality, managed pubs.
The securitisation provides the Group with long term financing at a cash
interest cost of 6%, including swap agreements to hedge the floating rate
tranches of the securitised debt.
Pensions
On an FRS 17 basis, the Group's pensions schemes showed a deficit of £243m at 30
September 2003. The schemes are also in deficit on an actuarial basis and the
Company has agreed with the Trustees to make additional cash contributions of
£55m over the next three years, £35m of which was paid on 14 November 2003.
These amounts are in addition to the £31.5m of additional contributions pledged
following the demerger of which £27m have already been paid into the schemes.
Accounting Policies
There have been no changes to accounting policies during the year.
The financial statements have been prepared under merger accounting principles
to include the results and cash flows of those companies that comprised the
Mitchells & Butlers Group following separation as if the Group had been in
existence since 1 October 2001.
The Group continues to account for pensions in accordance with Statement of
Standard Accounting Practice (SSAP) 24 'Accounting for pension costs'. The
additional disclosures required by the transitional arrangements of Financial
Reporting Standard (FRS) 17 'Retirement Benefits' are given in note 7 to the
financial statements.
PRO FORMA GROUP PROFIT AND LOSS ACCOUNT
for the year ended 30 September 2003
2003 2002
£m £m
Turnover - continuing operations (note 2) 1,513 1,481
Costs and overheads, less other income (1,238) (1,192)
-------- --------
Operating profit - continuing operations (note 2) 275 289
Loss on disposal of fixed assets - (2)
-------- --------
Profit on ordinary activities before interest 275 287
Finance charge (note 3) (76) (86)
-------- --------
Profit on ordinary activities before taxation 199 201
Taxation (note 4) (64) (65)
-------- --------
Profit for the financial year 135 136
======== ========
Earnings per ordinary share (note 5) 18.4p 18.5p
======== ========
The pro forma group profit and loss account excludes major exceptional items.
PRO FORMA GROUP OPERATING ASSETS STATEMENT
30 September 2003
2003 2002
£m £m
Intangible assets 11 11
Tangible assets 3,522 3,526
-------- --------
Fixed assets 3,533 3,537
-------- --------
Stocks 43 49
Debtors 84 82
Creditors (176) (167)
-------- --------
Net current operating liabilities (49) (36)
-------- --------
Total operating assets less current operating liabilities 3,484 3,501
Provisions for liabilities and charges (4) (14)
-------- --------
Net operating assets (note 2) 3,480 3,487
======== ========
Pro forma net operating assets exclude net debt, taxation balances, pension
prepayments, dividend creditors and balances relating to exceptional items.
PRO FORMA GROUP CASH FLOW STATEMENT
for the year ended 30 September 2003
2003 2002
£m £m
Operating profit 275 289
Depreciation and amortisation 99 87
Other non-cash items - (1)
-------- --------
Earnings before interest, taxation, depreciation 374 375
and amortisation
Working capital movement (3) (4)
Additional pension contributions (27) (10)
-------- --------
Net cash inflow from operating activities 344 361
-------- --------
Purchase of tangible fixed assets (151) (256)
Sale of tangible fixed assets 48 30
-------- --------
Capital expenditure and financial investment (103) (226)
-------- --------
Net cash inflow before interest, tax and dividends 241 135
======== ========
The pro forma group cash flow statement excludes cash flows relating to major
exceptional items.
NOTES TO THE PRELIMINARY PRO FORMA FINANCIAL STATEMENTS
1 BASIS OF PREPARATION
The Mitchells & Butlers Group was created on its separation from Six
Continents on 15 April 2003. Significant changes were made to the
financing structure of the Group on separation which resulted in the
replacement of inter company balances owed to Six Continents with external
debt. In addition, the Mitchells & Butlers Group no longer benefited from
the Six Continents Group tax arrangements that were in place prior to the
separation. These pro forma financial statements therefore present the
Mitchells & Butlers Group's results on the basis that the post separation
financing and taxation structure had been in place since 1 October 2001.
However, because of the nature of pro forma financial statements, they
cannot give a complete picture of the financial position of the Mitchells &
Butlers Group.
The Mitchells & Butlers Group pro forma financial statements do not
comprise statutory accounts within the meaning of Section 240 of the
Companies Act 1985 and are unaudited. They have been prepared under the
historical cost convention, as modified by the revaluation of certain
tangible fixed assets, and, except as mentioned above, in accordance with
applicable accounting standards.
The audited statutory financial statements of the Mitchells & Butlers Group
for the year ended 30 September 2003 follow the pro forma financial
statements.
2 SEGMENTAL INFORMATION
2003 2002
£m £m
Turnover
Pubs & Bars 877 866
Restaurants 619 609
-------- --------
Retail 1,496 1,475
SCPD 17 6
-------- --------
1,513 1,481
======== ========
Operating Profit
Pubs & Bars 177 190
Restaurants 96 98
-------- --------
Retail 273 288
SCPD 2 1
-------- --------
275 289
======== ========
Net operating assets
Pubs & Bars 2,141 2,114
Restaurants 1,314 1,347
-------- --------
Retail 3,455 3,461
SCPD 25 26
-------- --------
3,480 3,487
======== ========
3 FINANCE CHARGE
The pro forma finance charge has been calculated to reflect the post
separation capital structure of the Mitchells & Butlers Group as if the
structure had been in place since 1 October 2001. The charge for the
periods before separation have been calculated by reference to the average
indebtedness that would have arisen from this capital structure using the
interest rates that would have applied under the Group's post separation
external borrowings arrangements.
4 TAXATION
The pro forma tax charge has been calculated to reflect the pro forma
finance charge and excludes the benefits arising from the tax arrangements
of the Six Continents Group. The effective tax rate implied by the pro
forma tax charge is 32.3% (2002 32.2%).
5 EARNINGS PER SHARE
Pro forma earnings per ordinary share are calculated by dividing the pro
forma profit for the financial year of £135m (2002 £136m), by 735m (2002
734m) shares, being the weighted average number of ordinary shares of
Mitchells & Butlers plc in issue during the year, assuming that the number
of shares issued on separation of 734m was the number of shares in issue
prior to separation.
GROUP PROFIT AND LOSS ACCOUNT
for the year ended 30 September 2003
Before
major Major
except'l except'l
items items Total
2003 2003 2003 2002
£m £m £m £m
Turnover - continuing 1,513 - 1,513 1,481
operations
(note 2)
Costs and overheads, less (1,238) (5) (1,243) (1,192)
other income
------ ------ ------- -------
Operating profit - 275 (5) 270 289
continuing operations
(note 3)
Loss on disposal of fixed - - - (2)
assets
Separation costs (note 4) - (42) (42) -
------ ------ ------- -------
Profit on ordinary 275 (47) 228 287
activities
before interest
Net interest payable (note (55) (8) (63) (43)
5)
------ ------ ------- -------
Profit on ordinary 220 (55) 165 244
activities
before taxation
Tax on profit on ordinary (71) 31 (40) (80)
activities
(note 6)
------ ------ ------- -------
Earnings available for 149 (24) 125 164
shareholders
Dividends on equity shares (29) - (29) -
------ ------ ------- -------
Retained profit for the 120 (24) 96 164
financial year
====== ====== ======= =======
Earnings per ordinary
share
(note 7):
Basic - - 17.0p 22.3p
Diluted - - 17.0p 22.3p
Adjusted 20.3p - - 22.3p
====== ====== ======= =======
Final dividend per ordinary - - 5.65p -
share
====== ====== ======= =======
STATEMENT OF TOTAL RECOGNISED GROUP GAINS AND LOSSES
for the year ended 30 September 2003
2003 2002
£m £m
Earnings available for shareholders 125 164
Exchange differences arising on foreign currency net 7 -
investments
------- -------
Total recognised gains for the year 132 164
======= =======
RECONCILIATION OF MOVEMENT IN GROUP SHAREHOLDERS' FUNDS
for the year ended 30 September 2003
2003 2002
£m £m
Total recognised gains for the year 132 164
Dividends (29) -
Funding with Six Continents Group 184 (11)
Arising from separation transaction (702) -
Issue of ordinary shares 4 -
------- -------
Net (decrease)/increase in shareholders' funds (411) 153
Opening shareholders' funds 2,475 2,322
------- -------
Closing shareholders' funds 2,064 2,475
======= =======
GROUP BALANCE SHEET
30 September 2003
2003 2002
£m £m
Intangible assets 11 11
Tangible assets 3,522 3,526
-------- --------
Fixed assets 3,533 3,537
-------- --------
Stocks 43 49
Debtors:
Amounts falling due within one year 88 82
Amounts falling due after more than one year 109 61
Investments 3 2
Cash at bank and in hand 4 16
-------- --------
Current assets 247 210
Creditors: amounts falling due within one year (508) (1,060)
-------- --------
Net current liabilities (261) (850)
-------- --------
Total assets less current liabilities 3,272 2,687
Creditors: amounts falling due after more than one year (1,001) (1)
Provisions for liabilities and charges:
Deferred taxation (203) (197)
Other provisions for liabilities and charges (4) (14)
-------- --------
Net assets (note 8) 2,064 2,475
======== ========
Capital and reserves
Equity share capital 37 -
Share premium account 4 -
Revaluation reserve 341 -
Profit and loss account reserve 1,682 -
Owners' investment - 2,475
-------- --------
Equity shareholders' funds 2,064 2,475
======== ========
GROUP CASH FLOW STATEMENT
for the year ended 30 September 2003
2003 2002
£m £m
Net cash inflow from operating activities (note 9) 342 371
-------- --------
Separation costs paid (36) -
-------- --------
Interest paid (51) (45)
Facility fees paid (15) -
Interest received 2 2
Prepaid issue costs paid in respect of the securitisation (1) -
-------- --------
Returns on investments and servicing of finance (65) (43)
-------- --------
UK corporation tax paid (44) (82)
-------- --------
Purchase of tangible fixed assets (151) (256)
Sale of tangible fixed assets 48 30
-------- --------
Capital expenditure and financial investment (103) (226)
-------- --------
Net cash inflow before management of liquid resources and 94 20
financing
-------- --------
Management of liquid resources (1) -
-------- --------
Issue of ordinary share capital 4 -
Borrowings drawn down under syndicated loan facility 1,350 -
Borrowings repaid (132) (1)
Repayment of amounts due to Six Continents Group (831) 6
Net funding flows with Six Continents Group 193 (27)
Cash payment to former Six Continents PLC shareholders (702) -
-------- --------
Financing (118) (22)
-------- --------
Decrease in cash and overdrafts (note 11) (25) (2)
======== ========
NOTES TO THE PRELIMINARY FINANCIAL STATEMENTS
1 BASIS OF PREPARATION
The Mitchells & Butlers Group was created on its separation from Six
Continents on 15 April 2003. The preliminary financial statements have
been prepared under merger accounting principles to include the results
and cash flows of those companies that comprised the Mitchells & Butlers
Group following separation as if the Group had been in existence since 1
October 2001.
The preliminary financial statements comply with applicable accounting
standards under UK GAAP and have been prepared using the same accounting
policies and principles as set out in the Mitchells & Butlers plc Listing
Particulars dated 17 February 2003.
The results of overseas operations have been translated into sterling at
the weighted average rate of exchange for the year of £1 = €1.48 (2002 £1
= €1.60) and euro denominated assets and liabilities have been translated
into sterling at the rate of exchange at the balance sheet date of £1 =
€1.44 (2002 £1 = €1.59).
2 TURNOVER
2003 2002
£m £m
Pubs & Bars 877 866
Restaurants 619 609
-------- --------
Retail 1,496 1,475
SCPD 17 6
-------- --------
1,513 1,481
======== ========
3 OPERATING PROFIT
2003 2002
£m £m
Pubs & Bars 177 190
Restaurants 96 98
-------- --------
Retail 273 288
SCPD 2 1
-------- --------
Operating profit before operating exceptional 275 289
items
Operating exceptional items (5) -
-------- --------
Operating profit 270 289
======== ========
Due to the nature of the operating exceptional items (see note 4), it is
not possible to provide a meaningful allocation of the costs to the
operating segments.
4 EXCEPTIONAL ITEMS
2003 2002
£m £m
Securitisation costs (note a) * 4 -
Abortive acquisition costs (note b) * 1 -
-------- --------
Operating exceptional items 5 -
-------- --------
Loss on disposal of fixed assets - 2
Separation costs (note c) * 42 -
-------- --------
Non-operating exceptional items 42 2
-------- --------
Exceptional interest charge (note d) * 8 -
-------- --------
Total exceptional items before tax 55 2
Tax credit on above items (9) (1)
Exceptional tax credit (note e) * (22) -
-------- --------
Total exceptional items after tax 24 1
======== ========
a Securitisation costs relate to operating expenses incurred in relation
to the securitisation of the Group's UK pubs and restaurants business
(see note 15).
b Abortive acquisition costs were incurred in respect of the Scottish &
Newcastle retail business.
c Separation costs relate to the costs of separating the Group's
operations from the hotels and soft drinks businesses of Six Continents
PLC. The cost includes external advisers' fees, bid defence costs and
various other costs directly related to the separation.
d The exceptional interest charge arises from the acceleration of facility
fee amortisation in respect of the existing borrowing facilities which
were repaid on securitisation.
e The exceptional tax credit arises in respect of group relief received
from Six Continents Group.
* Major exceptional items for the purposes of calculating adjusted
earnings per share (see note 7).
All exceptional items relate to continuing operations.
5 NET INTEREST PAYABLE
Before
major Major
exceptional exceptional
items items Total
2003 2003 2003 2002
£m £m £m £m
Bank overdrafts and 33 8 41 -
loans
Six Continents Group 24 - 24 45
------- ------- ------ ------
Interest payable 57 8 65 45
Interest receivable (2) - (2) (2)
------- ------- ------ ------
55 8 63 43
======= ======= ====== ======
6 TAXATION
Before
major Major
exceptional exceptional
items items Total
2003 2003 2003 2002
£m £m £m £m
UK corporation tax at 60 (24) 36 60
30%
Deferred tax 11 (7) 4 20
------- ------- ------ ------
71 (31) 40 80
======= ======= ====== ======
Further analysed as tax
relating to:
Profit before 71 - 71 81
exceptional
items
Exceptional items:
Operating - (1) (1) -
Non-operating - (6) (6) (1)
Interest - (2) (2) -
Tax credit - (22) (22) -
------- ------- ------ ------
71 (31) 40 80
======= ======= ====== ======
7 EARNINGS PER SHARE
Basic earnings per share have been calculated by dividing the earnings
available for shareholders of £125m (2002 £164m) by 735m (2002 734m), being
the weighted average number of ordinary shares, excluding investment in own
shares, in issue during the year.
Diluted earnings per share have been calculated by adjusting basic earnings
per share to reflect the notional exercise of the weighted average number of
dilutive ordinary share options outstanding under the Group's share option
schemes. The resulting weighted average number of ordinary shares is 736m
(2002 734m).
In arriving at the weighted average number of shares it has been assumed
that the ordinary shares of Mitchells & Butlers plc in issue on 15 April
2003 following separation from Six Continents of 734m was the number of
shares in issue prior to separation.
Adjusted earnings per ordinary share are calculated as follows:
2003 2002
pence pence
per per
ordinary ordinary
share share
Basic earnings 17.0 22.3
Major exceptional items, less tax thereon 3.3 -
-------- --------
Adjusted earnings 20.3 22.3
======== ========
Adjusted earnings per share are disclosed in order to show performance
undistorted by abnormal items and thereby give shareholders a clearer
understanding of the trading performance of the Group. However, due to the
significant changes made to the financing structure of the Group on
separation, adjusted earnings per share above does not give a true
indication of the underlying performance of the Group. Pro forma earnings
per share, which adjusts for the changes in financing structure, are
therefore presented in the preliminary pro forma financial statements.
8 NET ASSETS
2003 2002
£m £m
Pubs & Bars 2,141 2,114
Restaurants 1,314 1,347
-------- --------
Retail 3,455 3,461
SCPD 25 26
-------- --------
Net operating assets 3,480 3,487
Net debt (1,228) (817)
Other net non-operating liabilities (188) (195)
-------- --------
Net assets 2,064 2,475
======== ========
9 NET CASH INFLOW FROM OPERATING ACTIVITIES
2003 2002
£m £m
Operating profit before major exceptional items 275 289
Depreciation and amortisation 99 87
Other non-cash items - (1)
-------- --------
Earnings before interest, taxation, deprecation, 374 375
amortisation and major exceptional items
Decrease/(increase) in stocks 6 (5)
(Increase)/decrease in debtors (34) 7
Increase/(decrease) in creditors 2 (6)
Provisions expended (4) -
-------- --------
Net cash inflow from operating activities before 344 371
expenditure relating to major exceptional items
Major operating exceptional expenditure (2) -
-------- --------
Net cash inflow from operating activities 342 371
======== ========
10 NET CASH FLOW
2003 2002
£m £m
Net cash inflow from operating activities before 344* 371
expenditure relating to major exceptional items
Net capital expenditure (103) (226)
-------- --------
Operating cash flow after net capital expenditure 241 145
Net interest paid (49) (43)
Tax paid (44) (82)
-------- --------
Normal cash flow 148 20
Issue of ordinary share capital 4 -
Major operating exceptional expenditure (2) -
Separation costs paid (36) -
Facility fees paid (15) -
Prepaid issue costs in respect of the securitisation (1) -
-------- --------
Net cash flow 98 20
======== ========
* includes £27m of additional pension contributions
11 NET DEBT
2003 2002
£m £m
Decrease in cash and overdrafts (25) (2)
Management of liquid resources 1 -
Financing activities 118 22
Issue of ordinary share capital 4 -
-------- --------
Net cash flow (note 10) 98 20
Net funding flows with Six Continents Group 193 (27)
Cash payment to former Six Continents PLC (702) -
shareholders
-------- --------
Increase in net debt arising from cash flows (411) (7)
Opening net debt (817) (810)
-------- --------
Closing net debt (1,228) (817)
======== ========
Comprising:
Cash at bank and in hand 4 16
Overdrafts (13) -
Current asset investments 3 2
Borrowings due within one year (221) (3)
Borrowings due after one year (1,001) (1)
Amounts due to Six Continents Group - (831)
-------- --------
(1,228) (817)
======== ========
12 PENSIONS
The Group continues to account for pensions under SSAP 24 'Accounting for
pension costs'. FRS 17 'Retirement benefits' requires additional
disclosures in the notes to the accounts including the surplus or deficit
in the pension schemes measured on a market value basis at the balance
sheet date. At 30 September 2003, the FRS 17 deficit in the Group's two
principal pension schemes was £243m (2002 £198m), reduced to £170m (2002
£139m) after tax.
The schemes are also in deficit on an actuarial basis and the Company has
therefore agreed to make additional cash contributions of £55m over the
next three years, £35m of which was paid on 14 November 2003. These
amounts are in addition to the £27m of additional contributions already
paid since separation.
13 CONTINGENT LIABILITIES
The Company has given indemnities in respect of the disposal of certain
companies previously within the Six Continents Group. It is the view of
the Directors that, other than to the extent that liabilities have been
provided for in these financial statements, such indemnities are not
expected to result in financial loss to the Group.
14 US GAAP INFORMATION
Generally accepted accounting practice in the United States (US GAAP)
differs in certain respects from its counterpart in the United Kingdom (UK
GAAP). Details of the significant differences as they apply to the Group
are set out in the Listing Particulars and the Form 20-F Registration
Document.
Under US GAAP, the Group's net income per American Depositary Share and
shareholders' equity, in dollars translated at the rates of exchange shown
below, would be:
2003 2002*
£m £m
Net income 101 169
========= =========
$ $
Net income (in US $) 162 250
========= =========
Translation rate £1 = $1.60 £1 = $1.48
Net income per American Depositary Share: c c
Basic ** 22.0 34.1
Diluted *** 22.0 34.1
========= =========
£m £m
Shareholders' equity 1,067 1,627
========= =========
$m $m
Shareholders' equity (in US $) 1,771 2,538
========= =========
Translation rate £1 = $1.66 £1 = $1.56
* Restated following a review of the historical tax base costs of the
Group's properties used in prior years. This has resulted in
additional goodwill of £100m arising on an acquisition in 2000. The
goodwill impact in 2002 was to reduce net income by £3m ($4m) and
increase shareholders' equity by £91m ($142m). Deferred tax
restatements in 2002 have decreased net income by £6m ($9m) and
shareholders' equity by £33m ($51m).
** Calculated by dividing net income in accordance with US GAAP of $162m
(2002 $250m), by 735m (2002 734m) shares, being the weighted average
number of ordinary shares in issue during the year. Each American
Depositary Share represents one ordinary share.
*** Calculated by adjusting basic net income in accordance with US GAAP to
reflect the notional exercise of the weighted average number of
dilutive ordinary share options outstanding during the year. The
resulting weighted average number of ordinary shares is 736m (2002
734m).
15 POST BALANCE SHEET EVENTS
On 13 November 2003, the Group announced that it had completed the
securitisation of its UK pubs and restaurants business, raising £1.9bn.
The funds raised were used to repay existing bank borrowings of £1,243m
with most of the balance set aside to pay a special dividend to
shareholders of 68p per share. It is expected that the special dividend,
at a total cost of £501m, will be paid on 8 December 2003. The special
dividend will be accompanied by a share consolidation which was approved
by shareholders at an Extraordinary General Meeting held on 1 December
2003.
16 FINANCIAL STATEMENTS
This preliminary statement of results was approved by the Board of
Directors on 3 December 2003. It does not constitute the Group's
statutory financial statements for the years ended 30 September 2003 or 30
September 2002. The financial information is derived from the statutory
financial statements of the Group for the year ended 30 September 2003.
The auditors, Ernst & Young LLP, have reported on those financial
statements and given an unqualified report under Section 235 of the
Companies Act. The 2003 financial statements will be delivered to the
Registrar of Companies in due course.
______________________________________
Responsibility statement
The directors of Mitchells & Butlers plc accept responsibility for the
information contained in this announcement. To the best of the knowledge
and belief of the directors of Mitchells & Butlers plc (who have taken all
reasonable care to ensure that such is the case), the information
contained in this announcement is in accordance with the facts and does
not omit anything likely to affect the import of such information.
Cautionary note regarding forward-looking statements
This announcement contains certain forward-looking statements as defined
under US law (Section 21E of the Securities Exchange Act of 1934). These
forward-looking statements can be identified by the fact that they do not
relate to historical or current facts. Forward-looking statements often
use words such as 'target', 'expect', 'intend', 'believe' or other words
of similar meaning. By their nature, forward-looking statements are
inherently predictive, speculative and involve risk and uncertainty.
There are a number of factors that could cause actual results and
developments to differ materially from those expressed in or implied by
such forward-looking statements. Factors that could affect the business
and the financial results are described in Item 3 Key Information - Risk
Factors in the Mitchells & Butlers plc Form 20-F filed with the United
States Securities and Exchange Commission on 28 March 2003.
INVESTOR INFORMATION
Dividend - Ordinary Shares
Subject to the dividend being approved at the Annual General Meeting to be
held on 12 February 2004, the final dividend of 5.65 pence per ordinary
share will be paid on 16 February 2004 to holders of ordinary shares on
the Company's Register at the close of business on 19 December 2003. The
ordinary shares will be quoted ex div from 17 December 2003.
Dividend - American Depositary Receipts (ADRs)
Payment of the final dividend to ADR holders will be made on 24 February
2004 to holders of record on 19 December 2003. The ADRs will be quoted ex
div from 17 December 2003. The exchange rate to be used in determining
the dollar payment to ADR holders will be the £/$ rate on 16 February
2004.
Annual General Meeting (AGM)
The Annual General Meeting of the company will be held at 12 noon on
Thursday 12 February 2004 at the Queen Elizabeth II Conference Centre,
Broad Sanctuary, Westminster, London SW1P 3EE. The Notice of the Annual
General Meeting, setting out the business to be transacted, will be
enclosed with the Annual Report which will shortly be posted to holders of
the listed securities in Mitchells & Butlers plc. Copies also will be
available to the public on the Mitchells & Butlers plc website at
www.mbplc.com. Hard copies will also be available from:
The Deputy Secretary
Mitchells & Butlers plc
Marble Arch Tower
55 Bryanston Street
London W1H 7AA
Telephone: 0121 498 6500
-ends-
This information is provided by RNS
The company news service from the London Stock Exchange