Final Results

RNS Number : 6648A

Barr(A.G.) PLC

28 March 2017

 

28 March 2017

A.G. BARR p.l.c.

FINAL RESULTS for the 52 weeks ended 28 January 2017

A.G. BARR p.l.c. ("A.G. BARR"), which produces and markets some of the UK's leading brands, including IRN-BRU, Rubicon, Strathmore and Funkin, announces its final results for the 52 weeks ended 28 January 2017.

Financial headlines 

·      Statutory profit before tax increased by 4.4% to £43.1m (2016: £41.3m) on revenue of £257.1m (2016: £258.6m).

·      Profit before tax and exceptional items* increased by 2.7% to £42.4m (2016: £41.3m) with underlying revenue* increasing by 1.5% to £257.1m (2016: £253.2m).

·      Robust financial position:

o  Gross margin* increased by 10 bps to 46.9%

o  Operating margin before exceptional items* increased by 50bps to 16.8%

o  Basic earnings per share increased by 3.9% to 30.78p (2016: 29.63p)

o  Net cash position at year end of £9.7m (2016: Net debt £11.3m)

·      Proposed final dividend of 10.87p per share (2016: 9.97p) to give a proposed total dividend for the year of 14.40p per share, an increase of 8.0% over the prior year.

Strategic highlights

·      Strong core brand performance driven by innovation - IRN-BRU sales up 3.2%, Rubicon up 4.9%, on an underlying basis*

·      Maintained overall market share in UK soft drinks

·      Funkin revenue growth of 27% reflecting growth across all product segments

·      Commitment that 90% of our Company owned brands will contain less than 5g of total sugars per 100ml by the autumn of 2017

·      Successful implementation of a Company-wide business reorganisation that has both enhanced our organisational capability and reduced our overhead base by around £3m

·      Continued investment in our assets and infrastructure - introduction of new glass filling capability at Cumbernauld and commencement of PET investment at our Milton Keynes site

·      Announcement of a share repurchase programme of up to £30m

Roger White, Chief Executive, commented:

"We have made considerable progress across the business over the last 12 months and delivered a solid financial performance in volatile and uncertain market conditions.  

As consumer tastes and preferences continue to change, our recent announcement that 90% of Company owned brands will contain less than 5g of total sugars per 100ml by the autumn of 2017 is a positive demonstration of how the business is responding to consumers' needs with both pace and commitment.  

The UK consumer environment remains uncertain, however we are confident that our great brands, effective business model, clear strategy and strong team ensure we are well placed to realise the full potential of our business and to deliver consistent long-term shareholder value."

For more information, please contact:

A.G. BARR	01236 852400	Instinctif Partners	020 7457 2020
	Roger White, Chief Executive		Justine Warren
	Stuart Lorimer, Finance Director		Matthew Smallwood

Next trading update - July 2017

*Definitions

Items marked with an asterisk are non-GAAP measures.  Definitions and relevant reconciliations are provided in the Glossary at the end of this announcement.

The term "underlying" has been used to improve comparability between the 52 week reporting period ended 28 January 2017 and the 53 weeks ended 30 January 2016. In the 53 week reporting period ended 30 January 2016 the Group received non-recurring income associated to the termination of the Orangina franchise and incurred one-off transaction fees associated to corporate development activities including Funkin Limited.

The underlying figures for the 53 week reporting period ended 30 January 2016 have been adjusted for the revenue and profit associated to week 53 and the non-recurring Orangina franchise and one-off corporate development transaction fees.

The underlying figures for the period ended 28 January 2017 are the reported figures before exceptional items as disclosed in the consolidated income statement.  

The key reconciliations are listed below.

Reconciliation of underlying measures

52 weeks to 28 January 2017

	Revenue	Gross profit	Operating profit	Profit before tax
	£m	£m	£m	£m
2016/17 as reported 52 week period ended 28 January 2017	257.1	120.7	43.8	43.1
Exceptional items	-	-	(0.7)	(0.7)
Underlying	257.1	120.7	43.1	42.4

53 weeks to 30 January 2016

	Revenue	Gross profit	Operating profit	Profit before tax
	£m	£m	£m	£m
2015/16 as reported 53 week period ended 30 January 2016	258.6	121.1	42.1	41.3
Week 53	(4.2)	(2.2)	(2.2)	(2.2)
Orangina franchise	(1.2)	(0.3)	(0.3)	(0.3)
Corporate development	-	-	0.8	0.8
Underlying	253.2	118.6	40.4	39.6

CHAIRMAN'S INTRODUCTION

Over the past 12 months we have seen some extremely significant events unfold across the UK and beyond.  The announcement of a soft drinks sugar tax in the Chancellor's budget in March 2016, and the devaluation of sterling following the UK's referendum vote to leave the European Union in June, added additional external headwinds in a soft drinks market already impacted by price deflation.

Despite these macro external influences, the business has retained a clear focus on the execution of its strategy and in particular on internal improvement actions.

Financially, the business has delivered another solid performance with profit before tax and exceptional items* of £42.4m, an increase of 2.7% on the prior year (£41.3m), and exits the year with a strong balance sheet.

We maintained our market share across the period and continued to invest in our brands, with the key brands, IRN-BRU and Rubicon, delivering good growth.  Innovation has been a key strategic focus across the year and the launches of IRN-BRU XTRA and Rubicon Spring in particular, both no added sugar products, have proven successful. 

As consumer tastes and preferences continue to change, and the demand for great tasting, reduced sugar products increases, the recent announcement that 90% of our Company owned brands will contain less than 5g of total sugars per 100ml by the autumn of 2017 is an extremely positive demonstration of how the business is responding with both pace and commitment.    

Our key partnerships with Rockstar and Dr Pepper Snapple Group continued to progress, complementing our own portfolio both in the UK and increasingly on an international basis, where we have delivered further growth, extending our international footprint and our franchise territory agreements.

The Funkin business, acquired in 2015, continues to exceed our acquisition expectations, and we remain highly encouraged by the continued growth momentum of the Funkin brand and business.

Our drive for improvement across the business has not abated.  We have continued to invest in our asset base, including the installation of a new glass filling line at Cumbernauld, and are in the process of adding new PET capability in our Milton Keynes facility. In addition, we have successfully completed a Company-wide business reorganisation that has both enhanced our organisational capability and reduced our overhead base.

We exit the year with a strong balance sheet, and are well placed to exploit growth opportunities as and when they arise.

Dividend

The Board is pleased to be in a position to maintain its commitment to a progressive dividend policy and recommend a final dividend of 10.87p per share to give a total dividend for the full year of 14.40p per share, a full year increase of 8% on the prior year.  The final dividend is payable on 9 June 2017 to shareholders on the Register of Members at the close of business on 12 May 2017.  The ex-dividend date is 11 May 2017.

Share repurchase programme 

Given the strength of the balance sheet and the cash generative nature of the business, the Board has decided to return up to £30 million to shareholders via an on-market share repurchase programme.  This programme is anticipated to commence in the spring of 2017 and complete within 24 months.  The AGM in May 2017 will be requested to approve the renewal of the authority granted in June 2016 for the Board to repurchase up to 10% of the Company's own shares.  We do not believe that the repurchase programme will have any material impact on our ability to secure acquisition opportunities should these be identified.

People

The continued success of the business is testament to the commitment and skills of the whole team and I would like to take this opportunity to extend a thank you to each and every team member for their efforts across this year of change and reorganisation.

The Board continues to operate effectively, with a complementary mix of skills and experience providing solid and effective governance controls.  We will continue to review how to enhance both the governance model and the advisory aspect of the Board.

Prospects

The business has achieved a great deal in the past year, building a strong platform for the future while sustaining current financial performance.

With great brands, an effective business model, a clear strategy and a strong team in place to deliver it, the business remains well placed to develop further and realise its long-term potential.

John Nicolson

CHAIRMAN

CHIEF EXECUTIVE'S REVIEW

During the past 12 months our thirst for improvement has continued, despite the numerous external challenges that we have had to overcome.  We have delivered significant business improvement across our brands, assets, infrastructure, organisation and our teams, to support the successful long-term development of the Company.

The unexpected and unwelcome announcement of a new punitive tax regime associated with the manufacture of soft drinks with added sugar had the potential to be a major business distraction.  However, I am pleased to report that we have continued to place consumers at the heart of our business, not regulators, and have responded positively to changing consumer tastes and preferences across our portfolio.  We will of course continue to work with the various government bodies involved in the new regime to ensure that this new regulatory environment is deployed appropriately and with as much common sense as possible.

In this reporting period:

●    We maintained overall market share in UK soft drinks with total Group revenue of £257.1m, an underlying* increase of 1.5% on the previous year

●    Profit before tax increased 4.4% on the prior year to £43.1m

●    Statutory profit before tax and exceptional items* increased 2.7% on the prior year to £42.4m

●    Operating margin before exceptional items* improved 50bps to 16.8% following our continued tight cost control

●    Our defined benefit pension scheme was closed to future accrual further reducing our corporate risk profile

●    Benefits from our Fit for the Future enabling programme began to filter through as planned, including significantly better customer service, tighter inventory management and the implementation of a Company-wide reorganisation

●    Strong cash flow resulted in a net cash position of £9.7m

Soft drinks market performance

The UK soft drinks market has performed robustly across the last 12 months, with growth of 1.2% in value and 1.6% in volume.  This total market position masks a higher degree of volatility than in prior years, both in terms of monthly market movements and individual sub category performance.

As we previously forecast, deflation has eased across the latter part of the year.  However, the more structural element of this deflation, related to the continued growth of the lower value water category, has continued to impact the total market.  Stills experienced volume growth of just over 3% and value growth of 1%, with water growth continuing to be the driving force.  In contrast, the carbonates sector experienced modest inflation, growing value by just over 1% versus a flat volume position.

The past year has seen a number of material changes to the macro environment in which we operate - the soft drinks sugar tax, the UK's decision to leave the EU, the devaluation of sterling and increased geopolitical volatility.  However, perhaps most important to our business are the continuing development of UK consumer preferences in soft drinks, the further consolidation and development of our customer environment and finally, the advances across the digital communication landscape we operate in.  We have continued to respond positively and with pace to these changes, focusing on the opportunities that arise.

Our long-standing reformulation and product development programme has seen our portfolio develop significantly across the past year.  In March 2017 we announced our intention to meet consumers' changing tastes and preferences with a number of further significant portfolio developments.  The successful development and launch of Rubicon Spring and IRN-BRU XTRA have contributed to our forward development plans, giving us the insight and confidence to announce our intention that over 90% of Company owned brands will contain less than 5g of total sugars per 100ml by the autumn of 2017.  This is a significant and positive move which supports our consumer focused strategy, at the same time as reducing our overall exposure to regulatory changes.

During the course of the last financial year our key brands have benefited from continued investment and innovation.  IRN-BRU and Rubicon in particular exit the full year with strong momentum based on positive brand fundamentals.

Strategy

In times of elevated uncertainty, clarity of purpose and consistency of approach yield the best outcome, in our experience.  We have remained consistent to our approach and principles across the past year, focusing on:

●    strongly differentiated brands

●    effective and flexible operations

●    innovation based on consumer understanding

●    growth driven partnerships and

●    leveraging the strength and commitment of our teams

In each of these areas we have invested effort and resources to drive improvement and thus increase competitiveness.  Our innovation has been instrumental in building our portfolio into the lower and no sugar consumer space and our technical developments in this area are critical to our future success.  Our investment in our assets and infrastructure has continued with the introduction of new glass filling capability at Cumbernauld and the announcement of our intention to extend PET capability to our Milton Keynes site.  This gives us a flexible platform to improve our service, control our costs and ensure we are capable of adapting our operations to meet the portfolio needs of the future.

Our core partnerships, with Rockstar and the Dr Pepper Snapple Group, have continued to develop across the period, with notable extensions to the territories covered under our Rockstar agreement.  In September 2016 we signed a further exclusive extension with Rockstar for a further seven territories, including the Russian Federation.  The Snapple brand has enjoyed growth of over 20% across 2016/17, with significant product innovation, packaging advancements and further distribution growth in the UK and internationally.  The expansion of these selective partnerships remains an important part of our long-term growth strategy.

We have enjoyed an excellent performance from our Funkin cocktail business building on the strong progress made last year, our first year of ownership. The Funkin team has continued to deliver excellent opportunities to customers to access cocktail market growth with simplicity, authenticity and excitement.  We anticipate continued growth for the Funkin business in the traditional on-trade environment and also from our planned launch into retail, with a new ready to mix cocktail product format which has exciting brand development and growth potential for the future.

It has been a very busy, and at times unsettling, year for many of our colleagues as we have implemented significant levels of change, culminating in a Company-wide reorganisation programme in the final quarter.  Following our prior year investment in assets and systems, the reorganisation has allowed us to streamline and improve our organisational structure, reducing employee numbers by around 10% whilst improving operating effectiveness and flexibility.  I would like to thank all our teams across the business who have responded positively to the challenges we face and have now helped to create a stronger business, more capable of delivering against our long-term potential.

Summary

We have made considerable progress across the business over the last 12 months and delivered a solid financial performance in volatile and uncertain market conditions.  The growth drivers of our core brands, innovation, partnerships, Funkin and International remain at the heart of our future plans.  We are operating from a well-invested and sustainable asset base, with our new organisational structures established to support growth.  We will continue to seek opportunities to grow shareholder value by utilising our full suite of options - our organic growth potential, our strong balance sheet, our core competencies and our strong culture - and I believe we are well placed to continue to deliver consistent long-term shareholder value.

Roger White

CHIEF EXECUTIVE

FINANCIAL REVIEW

The following is based on results for the 52 weeks ended 28 January 2017.  Comparatives, unless otherwise stated, are for the 53 weeks ended 30 January 2016.

Overview

Revenue	down (0.6)% to £257.1m
Revenue (underlying basis)*	up 1.5% to £257.1m
Gross margin*	up 10 bps to 46.9%
Operating margin before exceptional items*	up 50 bps to 16.8%
Profit before tax before exceptional items*	up 2.7% to £42.4m
Profit before tax before exceptional items (underlying basis)*	up 7.1% to £42.4m
Free cash flow*	up £15.0m to £43.2m
Net cash	up £21.0m to £9.7m
Basic earnings per share (EPS)	up 3.9% to 30.78p
Proposed final dividend of 10.87p per share (2016: 9.97p) to give a proposed total dividend for the year of 14.40p per share, an increase of 8% over the prior year

Reconciliation of underlying measures

52 weeks to 28 January 2017

	Revenue	Gross profit	Operating profit	Profit before tax
	£m	£m	£m	£m
2016/17 as reported 52 week period ended 28 January 2017	257.1	120.7	43.8	43.1
Exceptional items	-	-	(0.7)	(0.7)
Underlying	257.1	120.7	43.1	42.4

53 weeks to 30 January 2016

	Revenue	Gross profit	Operating profit	Profit before tax
	£m	£m	£m	£m
2015/16 as reported 53 week period ended 30 January 2016	258.6	121.1	42.1	41.3
Week 53	(4.2)	(2.2)	(2.2)	(2.2)
Orangina franchise	(1.2)	(0.3)	(0.3)	(0.3)
Corporate development	-	-	0.8	0.8
Underlying	253.2	118.6	40.4	39.6

This is a positive set of results in a challenging environment and reflects the combined benefits of strong brands, successful innovation and much improved customer service.  It is particularly pleasing to recognise that we have put behind us the supply chain and system implementation challenges that constrained performance in 2015/16.  The strong second half, which recorded both top and bottom line growth, followed a period of soft drinks market volatility in the first half and provides confidence that we enter 2017/18 with positive momentum.

Reported revenue declined (0.6)%, the result of a 53 week prior year comparator.  Our underlying revenue* from the business improved 1.5%, driven by growth from innovation across two of our key brands (IRN-BRU and Rubicon) and an operating margin improvement benefit from the impact of the organisational review that we announced in September 2016. 

The year was not without its challenges.  The commercial environment, while always competitive, was particularly testing this year with customer range rationalisations and deflationary pricing pressures impacting the business, most evidently across Rockstar and our regional brands.  These customer challenges were compounded by the reappearance of inflationary headwinds from the commodity and currency markets during the second half of 2016/17.  While the increased levels of volatility and uncertainty were unhelpful, we took decisive management action which benefited us in the second half, and we expect will continue to underpin our performance going forward.

On an underlying basis* our business delivered revenue growth (+1.5%), gross and operating margin* expansion (+10bps and +80bps respectively), increased profit before tax and exceptional items (+7.1%) and improved overall free cash flow (+£15.0m).  We continue to drive for improved efficiency in all aspects of the business, whether it is through zero-based budgeting, promotional evaluation or our programme of supply chain excellence.  We believe this committed approach to growth, productivity and cash generation will drive further sustainable value creation for shareholders.

We have accomplished much in the year:

●    The investment in our Business Process Redesign programme is now entering its second year of operation and tangible progress in efficiency and flexibility is being made across the network.  This is already delivering improved customer service and will provide a solid platform for future profitability.

●    A Company-wide reorganisation was announced in September 2016.  Our employee base reduces by around 100 at a one-off cost of £3.3m and will generate ongoing savings in the region of c. £3m per annum.  The majority of the employee changes have taken place and an element of the savings has been delivered in 2016/17.

●    Our Defined Benefit ("DB") pension scheme was closed to future accrual during the year.  We continue to offer our employees market-leading pension arrangements, however the DB closure to future accrual has provided us with significant pension de-risking.

●    Our banking arrangements were successfully renegotiated in February 2017 to provide longer term more cost effective revolving credit facilities:  £40m over 3 years and £20m over 5 years.

●    We undertook a competitive tender process for our external audit mandate.  As a result we will be recommending to shareholders at the AGM in May 2017 that we appoint Deloitte LLP as our Group external auditors for the year 2017/18.

Segment performance

We have successfully maintained market share in a challenging market environment. 

Our core carbonates business has performed well, with both our IRN-BRU and Rubicon brands growing through a combination of innovation and distribution gains.  Our portfolio carbonates, including Barr Flavours, Tizer and KA have been impacted by retailer range reduction activity.  The Rockstar brand delivered lower revenues as we maintained our focus on margin and value in the face of competitor deep discounting and distribution reductions in several of the supermarkets.  The second year of our Snapple partnership has seen considerable success both in the UK and internationally, with our new branding and reduced sugar offerings being well received by consumers.

Our stills and water business performed well, led by our new lower sugar Rubicon Light & Fruity range.  Our continued focus on value over volume improved margins, however there were continued market-wide challenges in fruit juices and fruit drinks, with water remaining a very price competitive subcategory.

The international business has delivered double digit revenue growth* through brand development in our established core markets, new distributor arrangements in existing markets and the opening up of new markets. 

Our Funkin business has performed very strongly, with sales growth of 27% (reported within our 'Other' segment).  The key on-trade business has grown in each of its product segments (syrups, mixers and purees) and the Funkin team is on track to launch the first Funkin branded consumer retail product in spring 2017.  On the basis of the audited results, and the achievement of agreed financial performance targets, there will be an associated cash "earn-out" payment in 2017/18 which has been fully provided for at the year end.

Margins

Modest price deflation impacted carbonates gross margins*, slightly down (30bps), however a combination of tight cost control and favourable mix limited the impact.  Stills and water delivered gross margin improvement as growth was driven from the higher margin core brands and innovation.

Operating expenses benefited from a net £0.7m exceptional credit and a continued focus on cost control, supply chain efficiencies and some early benefits from the organisational review which has been successfully implemented slightly ahead of plan.

Financial performance benefited from the stabilisation of our infrastructure and systems, the continued growth in both our international business and Funkin partially offset by negative movements on foreign exchange and the return to a 52 week year (2015/16 - 53 weeks).  Operating margin before exceptional items* increased from 16.3% to 16.8%.

Interest

Net finance charges, totalling £0.7m, largely comprise the notional interest on the pension deficit.  Debt interest charges continued to reduce, reflecting our improved debt profile as we successfully paid down our debt and transitioned to a net cash position.

The constituent elements of the interest charge comprised:

	2016/17	2015/16
	£m	£m
Finance income	-	0.1
Finance costs	(0.2)	(0.2)
Interest related to Group borrowings	(0.2)	(0.1)
Finance costs related to pension	(0.5)	(0.7)
Net finance costs	(0.7)	(0.8)

Taxation

The tax charge of £7.5m is £0.5m higher than the prior year and represents an effective tax rate of 17.4%.  This is an increase of 0.3% from the prior year and primarily reflects the impact of the reduction in the deferred tax rate from 18% to 17% this year compared to the reduction from 20% to 18% included in the charge last year.

Balance sheet and cash flow

The Group's balance sheet continues to strengthen, with net asset growth* of £1.7m to £181.8m over the 52 weeks ended 28 January 2017 despite a £14.5m increase in the pension deficit under IAS19.

The key balance sheet highlights can be summarised as:

●    Non-current assets increased slightly to £195.4m (up £2.6m) after several years of sustained investment in assets and infrastructure.  We are now in the favourable position of having a modern, well-invested asset base capable of accommodating growth.

●    Inventories have increased by £1.7m, driven by the deliberate decision to secure favourable mango pricing following a good 2016 harvest by purchasing much of our 2017/18 requirements in advance.  Finished goods inventories are down in volume, value and days.

●    Trade payables have, as expected, increased substantially due to the timing of the year end and the phasing of monthly payment runs.  Trade payables, at £15.8m, were up £7.4m on the prior year.

●    Trade and other receivables were broadly flat at £51.4m (2015/16: £52.7m).  We continue to benefit from good customer relationships and strong credit controls and, as a result, have modest aged debt and experienced no bad debts during the financial year.

●    ROCE* improved from 18.8% in 2015/16 to 20.2% in 2016/17 largely driven by working capital phasing.

The movement from a net debt position as at January 2016 (£11.3m) to a net cash position as at January 2017 (£9.7m) reflects the strong cash generative nature of our business, working capital phasing and lower capital expenditure requirements as we come out of a period of sustained capital investment.

In the year ahead we will continue to invest in the fabric of the business and to support our growth agenda. Capital expenditure* in 2017/18 is anticipated to be at a slightly higher level than in 2016/17 primarily driven by the phasing of our new £10m PET bottling line at Milton Keynes.  This expansionary capital will deliver logistics cost savings and provide production flexibility to support our innovation pipeline.

A strong balance sheet and accessibility to cost effective and flexible debt facilities provide optionality and ensure we have the ability and the agility to take advantage of any opportunities that may be identified.  Our recently renegotiated banking facilities ensure that we have sufficient headroom at our disposal to meet expected future requirements.

The business remains highly cash generative.  Operating cash flow before movements in working capital has increased £2.1m to £53.3m.

We believe that EBITDA* and Free Cash Flow* permit a more meaningful analysis of the underlying performance of the Group.  EBITDA* increased to £51.7m (up 2.4%), representing an EBITDA margin* of 20.1% and a strong cash generating performance, with EBITDA to free cash flow conversion* of 83.6%.

Free cash flow statement	2016/17	2015/16
	£m	£m
Operating profit before exceptional items	43.1	42.1
Depreciation and amortisation	8.6	8.4
EBITDA	51.7	50.5
(Increase) / decrease in inventories	(1.7)	1.8
Decrease in receivables	1.3	0.6
Increase / (decrease) in payables	10.2	(15.8)
Movement in pension liability	(2.2)	(0.7)
Share-based payment costs	0.9	0.5
Exceptional cash items	(4.2)	(1.0)
Loss on sale of property, plant and equipment	-	0.2
Net operating cash flow	56.0	36.1
Net interest	(0.2)	(0.2)
Taxation	(7.2)	(6.8)
Cash flow from operations	48.6	29.1
Maintenance capex	(5.5)	(1.8)
Capex proceeds	0.1	0.9
Free cash flow	43.2	28.2
Expansionary capex*	(6.9)	(12.9)
Dividends	(15.6)	(14.3)
Acquisition of subsidiary (net of cash acquired)	-	(15.7)
Acquisition of intangible assets	-	(4.8)
Net sale / (purchases) of shares by employee benefit trusts	0.3	(2.0)
Loans (repaid)/received (incl arrangement fees)	(17.5)	2.4
Cash flow from financing	(39.7)	(47.3)
Net increase / (decrease) in cash	3.5	(19.1)
Opening cash and cash equivalents	6.2	25.3
Closing cash and cash equivalents	9.7	6.2
Borrowings	-	(17.5)
Closing net cash / (debt)	9.7	(11.3)

The Group utilises its cash appropriately and with care.  More than £12m was invested in long-term assets and almost £16m was distributed in dividends to our shareholders.

Shares with a net value of £0.3m were disposed of on behalf of various employee benefit trusts to satisfy the ongoing requirements of the Group's employee share schemes.

Given the current net cash position, the relatively benign outlook for short-term interest rates and the expectation of continued strong free cash generation, no interest rate hedging activity has taken place during the year.

Exceptional items

We have undergone significant reorganisation during 2016/17, the scale and nature of which made it appropriate that the related costs be recognised as exceptional items for reporting purposes.  We believe that this permits a more meaningful analysis of the underlying performance of the Group.

A net credit of £0.7m pre-tax (£0.6m post tax) for exceptional items included:

Net gain arising on closure of DB pension scheme to future accrual	£(5.5)m
Reorganisation and capability refresh programme	£ 3.3m
Redundancy costs relating to direct sales reorganisation	£ 0.6m
Costs in relation to a strategic review of e-commerce capabilities	£ 0.5m
Professional fees relating to corporate development	£ 0.4m
Net exceptional credit	£(0.7)m

UK referendum and exit from the European Union

The level of uncertainty and volatility in the external environment is unprecedented.  Given the largely UK focus of our commercial activities, our current assessment is that the specific issue of the UK's future exit from the European Union will not have a significant impact on our business other than through its effects on foreign exchange.  The current value of sterling has created an inflationary pressure on our commodity cost base, primarily Euro or US dollar denominated.  We have a well developed risk management framework in place at both functional and corporate levels of the business and we will continue to closely monitor political and commercial developments and react accordingly to these.

Post balance sheet events

Certain events and decisions have taken place between the financial year end and the approval of these accounts that merit highlighting.

Debt finance

During the financial year we entered into discussions on our longer term debt cover.  These discussions concluded in February 2017, with the Board approving three revolving credit facilities over periods of 3 to 5 years with Royal Bank of Scotland plc, Bank of Scotland plc and HSBC Bank plc.  These facilities provide £60m of sterling debt facilities to 2020, reducing to £20m for the period to 2022.  Our long-term financial modelling indicates significant financial headroom with these facilities in place.

Share repurchase programme

The Board has approved a share repurchase programme of up to £30m, as part of the Group's approach to capital allocation and under the authority to repurchase up to 10% of its own shares granted at the AGM in June 2016.  This programme is anticipated to commence in the spring of 2017 and complete within 24 months.  The AGM in May 2017 will be requested to approve the renewal of the authority for the Board to repurchase up to 10% of the Company's own shares.  We do not believe that the repurchase programme will have any material impact on our ability to secure acquisition opportunities should these be identified.

Asset sale

The disposal of our Walthamstow site (sale proceeds £3.8m; gain on sale £2.5m) was concluded in February 2017.  We have entered into a short term lease of the premises as we finalise our long-term plans for direct customer deliveries in the area.

Pensions

The Group continues to operate two pension plans, being the A.G. BARR p.l.c. (2005) Defined Contribution Pension Scheme and the A.G. BARR p.l.c. (2008) Pension and Life Assurance Scheme.  The latter is a defined benefit scheme based on final salary, which also includes a defined contribution section for pension provision to senior managers.

The defined benefit scheme ("the scheme") has been closed to new entrants since 5 April 2002 (and to new executive entrants since 14 August 2003).  During the year, after employee consultation, and with the support of the Pension Trustee, the scheme was closed to future accrual.  Despite these actions, the scheme deficit continued to grow during the year as gilt yields and interest discount rates remained low.  The deficit (on an IAS19 valuation basis) increased from £12.9m at the end of 2015/16 to £27.4m at the balance sheet date.  The increase in the deficit in the current financial year is primarily as a result of a lower net discount rate being used to value the scheme's liabilities in the year.  The Company continues to work proactively with the Pension Trustee to de-risk the pension liabilities and secure the commitments to employee benefits as part of the Group's ongoing strategic risk management.  The Group is comfortable that the overall pension deficit is supportable.

Share price and market capitalisation

At 28 January 2017, the closing share price for A.G. BARR p.l.c. was £5.02, a reduction of 4.9% on the closing January 2016 position.  The Group is a member of the FTSE 250, with a market capitalisation* of £586m at the year end.

Stuart Lorimer

FINANCE DIRECTOR

Consolidated Income Statement for the year ended 28 January 2017

	2017			2016
	Adjusted	Exceptional items	Total	Total
	£m	£m	£m	£m
Revenue	257.1	-	257.1	258.6
Cost of sales	(136.4)	-	(136.4)	(137.5)
Gross profit	120.7	-	120.7	121.1
Other income	0.7	-	0.7	-
Operating expenses	(78.3)	0.7	(77.6)	(79.0)
Operating profit	43.1	0.7	43.8	42.1
Finance income	-	-	-	0.1
Finance costs	(0.7)	-	(0.7)	(0.9)
Profit before tax	42.4	0.7	43.1	41.3
Tax on profit	(7.4)	(0.1)	(7.5)	(7.0)
Profit attributable to equity holders	35.0	0.6	35.6	34.3
Earnings per share (p)
Basic earnings per share			30.78	29.63
Diluted earnings per share			30.57	29.51

Consolidated Statement of Comprehensive Income for the year ended 28 January 2017

	2017	2016
	£m	£m
Profit after tax	35.6	34.3
Other comprehensive income
Items that will not be reclassified to profit or loss
Remeasurements on defined benefit pension plans	(21.9)	5.4
Deferred tax movements on items above	2.7	(2.5)
Current tax movements on items above	1.0	1.3
Items that will be or have been reclassified to profit or loss
Effective portion of changes in fair value of cash flow hedges	(1.4)	1.7
Deferred tax movements on items above	0.2	(0.3)
Other comprehensive income for the year, net of tax	(19.4)	5.6
Total comprehensive income attributable to equity holders of the parent	16.2	39.9

Consolidated Statement of Changes in Equity for the year ended 28 January 2017

	Share capital	Share premium account	Share options reserve	Cash flow hedge reserve	Retained earnings	Total
	£m	£m	£m	£m	£m	£m
At 30 January 2016	4.9	0.9	1.4	1.0	171.9	180.1
Profit for the year	-	-	-	-	35.6	35.6
Other comprehensive income	-	-	-	(1.2)	(18.2)	(19.4)
Total comprehensive income for the year	-	-	-	(1.2)	17.4	16.2
Company shares purchased for use by employee benefit trusts	-	-	-	-	(1.0)	(1.0)
Proceeds on disposal of shares by employee benefit trusts	-	-	-	-	1.3	1.3
Recognition of share-based payment costs	-	-	0.9	-	-	0.9
Transfer of reserve on share award	-	-	(0.4)	-	0.4	-
Deferred tax on items taken direct to reserves	-	-	(0.1)	-	-	(0.1)
Dividends paid	-	-	-	-	(15.6)	(15.6)
At 28 January 2017	4.9	0.9	1.8	(0.2)	174.4	181.8
At 25 January 2015	4.9	0.9	2.3	(0.4)	148.8	156.5
Profit for the year	-	-	-	-	34.3	34.3
Other comprehensive income	-	-	-	1.4	4.2	5.6
Total comprehensive income for the year	-	-	-	1.4	38.5	39.9
Company shares purchased for use by employee benefit trusts	-	-	-	-	(5.1)	(5.1)
Proceeds on disposal of shares by employee benefit trusts	-	-	-	-	3.1	3.1
Recognition of share-based payment costs	-	-	0.5	-	-	0.5
Transfer of reserve on share award	-	-	(0.9)	-	0.9	-
Deferred tax on items taken direct to reserves	-	-	(0.5)	-	-	(0.5)
Dividends paid	-	-	-	-	(14.3)	(14.3)
At 30 January 2016	4.9	0.9	1.4	1.0	171.9	180.1

Consolidated Statement of Financial Position as at 28 January 2017

	2017	2016
	£m	£m
Non-current assets
Intangible assets	106.0	107.5
Property, plant and equipment	89.4	85.3
	195.4	192.8
Current assets
Inventories	17.3	15.6
Trade and other receivables	51.4	52.7
Derivative financial instruments	0.1	1.1
Assets classified as held for sale	1.3	-
Cash and cash equivalents	10.1	6.8
	80.2	76.2
Total assets	275.6	269.0
Current liabilities
Loans and other borrowings	0.5	0.7
Trade and other payables	52.3	37.4
Derivative financial instruments	0.3	-
Provisions	0.9	0.1
Current tax liabilities	2.7	3.6
	56.7	41.8
Non-current liabilities
Loans and other borrowings	0.1	17.5
Trade and other payables	-	4.5
Deferred tax liabilities	9.6	12.2
Retirement benefit obligations	27.4	12.9
	37.1	47.1
Capital and reserves attributable to equity holders
Share capital	4.9	4.9
Share premium account	0.9	0.9
Share options reserve	1.8	1.4
Cash flow hedge reserve	(0.2)	1.0
Retained earnings	174.4	171.9
	181.8	180.1
Total equity and liabilities	275.6	269.0

Consolidated Cash Flow Statement for the year ended 28 January 2017

	2017	2016
	£m	£m
Operating activities
Profit before tax	43.1	41.3
Adjustments for:
Interest receivable	-	(0.1)
Interest payable	0.7	0.9
Depreciation of property, plant and equipment	7.1	7.3
Amortisation of intangible assets	1.5	1.1
Share-based payment costs	0.9	0.5
Loss on sale of property, plant and equipment	-	0.2
Operating cash flows before movements in working capital	53.3	51.2
(Increase) / decrease in inventories	(1.7)	1.8
Decrease in receivables	1.3	0.6
Increase / (decrease) in payables	11.0	(16.8)
Difference between employer pension contributions and amounts recognised in the income statement	(7.9)	(0.7)
Cash generated by operations	56.0	36.1
Tax on profit paid	(7.2)	(6.8)
Net cash from operating activities	48.8	29.3
Investing activities
Acquisition of subsidiary (net of cash acquired)	-	(15.7)
Acquisition of intangible assets	-	(4.8)
Purchase of property, plant and equipment	(12.4)	(14.7)
Proceeds on sale of property, plant and equipment	0.1	0.9
Interest received	-	0.1
Net cash used in investing activities	(12.3)	(34.2)
Financing activities
New loans received	25.5	34.0
Loans repaid	(43.0)	(31.5)
Bank arrangement fees paid	-	(0.1)
Purchase of Company shares by employee benefit trusts	(1.0)	(5.1)
Proceeds from disposal of Company shares by employee benefit trusts	1.3	3.1
Dividends paid	(15.6)	(14.3)
Interest paid	(0.2)	(0.3)
Net cash used in financing activities	(33.0)	(14.2)
Net increase/(decrease) in cash and cash equivalents	3.5	(19.1)
Cash and cash equivalents at beginning of year	6.2	25.3
Cash and cash equivalents at end of year	9.7	6.2

1.   General information

A.G. BARR p.l.c. ('the Company') and its subsidiaries (together 'the Group') manufacture, distribute and sell soft drinks. The Group has manufacturing sites in the UK and sells mainly to customers in the UK with some international sales.

The Company is a public limited company, which is listed on the London Stock Exchange and incorporated and domiciled in Scotland. The address of its registered office is Westfield House, 4 Mollins Road, Cumbernauld, G68 9HD.

The financial year represents the 52 weeks ended 28 January 2017 (prior financial year 53 weeks ended 30 January 2016).

Basis of preparation

The consolidated and parent Company financial statements of A.G. BARR p.l.c. have been prepared in accordance with International Financial Reporting Standards ('IFRS') as adopted by the European Union. They have been prepared under the historical cost accounting rules except for the derivative financial instruments and the assets of the Group pension scheme which are stated at fair value and the liabilities of the Group pension scheme which are valued using the projected unit credit method.

2.   Segment reporting

The Group's management committee has been identified as the chief operating decision maker.  The management committee reviews the Group's internal reporting in order to assess performance and allocate resources.  The management committee has determined the operating segments based on these reports.

The management committee considers the business from a product perspective. This has led to the operating segments identified in the table below: there has been no change to the segments during the year (after aggregation).  The performance of the operating segments is assessed by reference to their gross profit before exceptional items.

The operating segments disclosed have been aggregated by the nature of the products and the production processes that they share in addition to similar long-term average gross margins for the operating segments.

Year ended 28 January 2017

	Carbonates	Still drinks and water	Other	Total
	£m	£m	£m	£m
Total revenue	188.3	56.0	12.8	257.1
Gross profit before exceptional items	97.3	17.0	6.4	120.7

Year ended 30 January 2016
	Carbonates		Still drinks and water	Other	Total
	£m		£m	£m	£m
Total revenue	189.7		57.1	11.8	258.6
Gross profit	98.6		16.9	5.6	121.1

There are no intersegment sales.  All revenue is from external customers.

Other segments represent income from the sale of Funkin cocktail solutions, the sale of ice-cream and other soft drink related items.

The gross profit from the segment reporting is stated before exceptional costs. There are no exceptional costs included within gross profit for either year presented.

The gross profit from the segment reporting is reconciled to the total profit before income tax, as shown in the consolidated income statement.

All of the assets and liabilities of the Group are managed by the management committee on a central basis rather than at a segment level.  As a result no reconciliation of segment assets and liabilities to the statement of financial position has been disclosed for either of the periods presented.

All of the segments included within Carbonates and Still drinks and water meet the aggregation criteria set out in IFRS 8 Operating Segments.

Geographical information

The Group operates predominately in the UK with some worldwide sales.  All of the operations of the Group are based in the UK.

			2017	2016
Revenue			£m	£m
UK			246.6	249.4
Rest of the world			10.5	9.2
			257.1	258.6

The Rest of the world revenue includes sales to Ireland and wholesale export houses. 

All of the assets of the Group are located in the UK.

Major customers

No single customer accounted for 10% or more of the Group's revenue in either of the years presented. 

3.   Exceptional items

	2017	2016
	£m	£m
Abortive acquisition costs	0.4	-
Investigation of online sales capabilities	0.5	-
Redundancy costs - reorganisation of direct sales routes	0.6	-
Redundancy costs for business reorganisation	2.7	-
Other costs relating to business reorganisation	0.6	-
Curtailment gain on closure of pension scheme to future accrual	(7.0)	-
Other costs relating to pension scheme closure to future accrual	1.5	-
Total exceptional net credit	(0.7)	-
	2017	2016
	£m	£m
Items included in selling and distribution costs
Redundancy costs - reorganisation of direct sales routes	0.6	-
Costs relating to closure of pension scheme to future accrual	0.2	-
Redundancy costs for business reorganisation	1.2	-
Other costs relating to business reorganisation	0.3	-
Total included in selling and distribution costs	2.3	-
Items included in administration costs
Abortive acquisition costs	0.4	-
Investigation of online sales capabilities	0.5	-
Curtailment gain	(7.0)	-
Other costs relating to pension scheme closure to future accrual	1.3	-
Redundancy costs for business reorganisation	1.5	-
Other costs relating to business reorganisation	0.3	-
Total included in administration costs	(3.0)	-
Total exceptional net credit	(0.7)	-

During the period, £0.4m of acquisition fees were incurred in relation to an unsuccessful acquisition.  These costs included advisory and legal fees.

£0.5m of advisory costs have been incurred as part of a strategic review of the market threats posed by new and emerging digital trading models.

£0.6m of redundancy costs have been incurred, arising from a reorganisation of direct sales routes that was completed in the six months ended 30 July 2016.  A further £2.7m of redundancy costs were incurred in the six months ended 28 January 2017, following the announcement of a Company restructuring in September 2016.  Following the announcement of the business restructuring and reorganisation, a further £0.6m of costs were incurred, being mainly recruitment costs, accrual for unpaid holiday entitlement, business development consultancy fees, legal fees and termination costs for employee vehicles and mobile phone contracts.

The Group's defined benefit pension scheme closed to future accrual in May 2016.  This resulted in a £7.0m curtailment gain.  Offsetting the curtailment gain is a further £1.5m of costs incurred in relation to the closure of the defined benefit pension scheme.  This includes the cost of £1.3m past service cost for one year's additional service negotiated with the active members of the scheme and £0.2m of further costs relating to the closure of the scheme to future accrual.

4.   Earnings per share

Basic earnings per share have been calculated by dividing the earnings attributable to equity holders of the parent by the weighted average number of shares in issue during the year, excluding shares held by the employee share scheme trusts.

	2017	2016
Profit attributable to equity holders of the Company (£m)	35.6	34.3
Weighted average number of ordinary shares in issue	115,664,757	115,714,487
Basic earnings per share (pence)	30.78	29.63

For diluted earnings per share, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all potentially dilutive ordinary shares. These represent share options granted to employees where the exercise price is less than the average market price of the Company's ordinary shares during the year. The number of shares calculated as above is compared with the number of shares that would have been issued assuming the exercise of the share options.            

	2017	2016
Profit attributable to equity holders of the Company (£m)	35.6	34.3
Weighted average number of ordinary shares in issue	115,664,757	115,714,487
Adjustment for dilutive effect of share options	781,074	505,871
Diluted weighted average number of ordinary shares in issue	116,445,831	116,220,358
Diluted earnings per share (pence)	30.57	29.51

The underlying EPS figure is calculated by using Profit attributable to equity holders before exceptional items:

	2017	2016
Profit attributable to equity holders of the Company before exceptional items (£m)	35.0	34.3
Weighted average number of ordinary shares in issue	115,664,757	115,714,487
Underlying earnings per share (pence)	30.26	29.63

This measure has been included in the financial statements as it provides a closer guide to the underlying financial performance as the calculation excludes the effect of exceptional items.

5.   Dividends

	2017		2016		2017	2016
	per share		per share		£m	£m
Final dividend	9.97	p	9.01	p	11.5	10.4
Interim dividend	3.53	p	3.36	p	4.1	3.9
	13.50	p	12.37	p	15.6	14.3

The directors have proposed a final dividend in respect of the year ended 28 January 2017 of 10.87p per share, amounting to a dividend of £12.7m.  It will be paid on 9 June 2017 to all shareholders who are on the Register of Members on 12 May 2017.

Dividends payable in respect of the financial year were as follows:

	2017		2016
	per share		per share
Final dividend proposed in respect of financial year	10.87	p	9.97	p
Interim dividend paid	3.53	p	3.36	p
	14.40	p	13.33	p

6.   Cash and cash equivalents

	2017	2016
	£m	£m
Cash and cash equivalents	10.1	6.8

Cash and cash equivalents include the following for the purposes of the cash flow statements:

	2017	2016
	£m	£m
Cash and cash equivalents	10.1	6.8
Bank overdrafts	(0.4)	(0.6)
	9.7	6.2

Annual General Meeting

The Annual General Meeting will be held at 11:00am on 31 May 2017 at the offices of Deloitte LLP, 110 Queen Street, Glasgow, G1 3BX.

Statutory Accounts

The financial information set out above does not constitute the Company's statutory accounts for the years ended 28 January 2017 or 30 January 2016 but is derived from the 2017 accounts. Statutory accounts for 2016 have been delivered to the registrar of companies, and those for 2017 will be delivered in due course. The auditors have reported on those accounts; their reports were (i) unqualified and (ii) did not contain statements under section 498(2) or (3) of the Companies Act 2006. 

GLOSSARY

Non-GAAP measures are provided because they are tracked by management to assess the Group's operating performance and to inform financial, strategic and operating decisions.

The term "underlying" has been used to improve comparability between the 52 week reporting period ended 28 January 2017 and the 53 weeks ended 30 January 2016.  In the 53 week reporting period ended 30 January 2016 the Group received non-recurring income associated to the termination of the Orangina franchise and incurred one-off transaction fees associated to corporate development activities including Funkin Limited.

The underlying figures for the 53 week reporting period ended 30 January 2016 have been adjusted for the revenue and profit associated to week 53 and the non-recurring Orangina franchise and one-off corporate development transaction fees.

The underlying figures for the period ended 28 January 2017 are the reported figures before exceptional items as disclosed in the consolidated income statement. 

Full year dividend per share is a non-GAAP measure calculated as the sum of all interim dividends declared during the reporting period plus any proposed dividend payable in respect of that reporting period.

Revenue (underlying basis) adjusts the reported revenue for the 53 weeks ended 30 January 2016 by the revenue in the final week and non-recurring revenue related to the terminated Orangina franchise, to provide a comparable 52 week period.

Revenue growth is a non-GAAP measure calculated as the difference in revenue between two reporting periods divided by the revenue of the earlier reporting period.

Gross margin is a non-GAAP measure calculated by dividing gross profit by revenue.

Carbonates gross margin is a non-GAAP measure calculated by dividing the gross profit for carbonates by the revenue for carbonates using the values disclosed in the segment reporting note. 

Operating margin is a non-GAAP measure calculated by dividing operating profit by revenue.

Operating margin before exceptional items is a non-GAAP measure calculated by dividing operating profit before exceptional items by revenue.

Operating profit before exceptional items is a non-GAAP measure calculated as operating profit less any exceptional items. This figure appears on the income statement.

Profit before tax and exceptional items is a non-GAAP measure calculated as profit before tax less any exceptional items.  This figure appears on the income statement.

EBITDA is a non-GAAP measure defined as operating profit before exceptional items, depreciation and amortisation.  It is reconciled in the free cash flow statement. 

EBITDA margin is a non-GAAP measure and calculated as EBITDA divided by revenue.

EBITDA to free cash flow conversion is a non-GAAP measure and calculated as free cash flow divided by EBITDA.

Free cash flow is a non-GAAP measure and is defined as the net cash flow as per the cash flow statement excluding the movements in borrowings, expansionary capex, the net cash flow on the purchase and sale of shares by employee benefit trusts, dividend payments and non-cash exceptional items. 

Expansionary capex is a non-GAAP measure and is defined as the purchase of property, plant and equipment that is not the normal replacement of property, plant and equipment that has come to the end of its useful life.  Maintenance capex is a non-GAAP measure and is defined as the purchase of property, plant and equipment that is the normal replacement of property, plant and equipment that has come to the end of its useful life.  Expansionary capex and maintenance capex add together to the value of purchase of property, plant and equipment that appears in the consolidated cash flow statement. 

Net asset growth is a non-GAAP measure and defined as the increase in net assets from one reporting period to another.  Net assets is a non-GAAP measure and defined as total assets less current liabilities less non-current liabilities.

ROCE is a non-GAAP measure and defined as operating profit before exceptional items as a percentage of invested capital. Invested capital is a non-GAAP measure defined as period end non-current plus current assets less current liabilities excluding all balances relating to any provisions, financial instruments, interest-bearing liabilities and cash or cash equivalents.

Capital expenditure is a non-GAAP measure and defined as the cash purchases of property, plant and equipment as disclosed in the consolidated cash flow statement. 

Market capitalisation is a non-GAAP measure and defined as the closing share price at the end of a reporting period multiplied by the number of issued and fully paid shares of the Company.

Reconciliation of underlying measures

52 weeks to 28 January 2017

	Revenue	Gross profit	Operating profit	Profit before tax
	£m	£m	£m	£m
2016/17 as reported 52 week period ended 28 January 2017	257.1	120.7	43.8	43.1
Exceptional items	-	-	(0.7)	(0.7)
Underlying	257.1	120.7	43.1	42.4

53 weeks to 30 January 2016

	Revenue	Gross profit	Operating profit	Profit before tax
	£m	£m	£m	£m
2015/16 as reported 53 week period ended 30 January 2016	258.6	121.1	42.1	41.3
Week 53	(4.2)	(2.2)	(2.2)	(2.2)
Orangina franchise	(1.2)	(0.3)	(0.3)	(0.3)
Corporate development	-	-	0.8	0.8
Underlying	253.2	118.6	40.4	39.6

Reconciliations of non-GAAP measures

Free cash flow

	2016/17	2015/16
	£m	£m
Net increase/(decrease) in cash and cash equivalents	3.5	(19.1)
Expansionary capex*	6.9	12.9
Dividends	15.6	14.3
Acquisition of subsidiary (net of cash acquired)	-	15.7
Acquisition of intangible assets	-	4.8
Purchase of Company shares by employee benefit trusts	1.0	5.1
Proceeds from disposal of Company shares by employee benefit trusts	(1.3)	(3.1)
New loans received	(25.5)	(34.0)
Loans repaid	43.0	31.5
Bank arrangement fees paid	-	0.1
Free cash flow	43.2	28.2

ROCE
	2016/17	2015/16
Profit before tax	43.1	41.3
Exceptional items	(0.7)	-
Profit before tax and exceptional items	42.4	41.3
Intangible assets	106.0	107.5
Property, plant and equipment	89.4	85.3
Inventories	17.3	15.6
Trade and other receivables	51.4	52.7
Current tax	(2.7)	(3.6)
Assets held for sale	1.3	-
Trade and other payables	(52.3)	(37.4)
Capital employed	210.4	220.1
ROCE	20.2%	18.8%

 

END

 

 

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