TIDMHFG

RNS Number : 5932T

Hilton Food Group PLC

31 March 2016

   31(st)   March 2016 

Hilton Food Group plc

Strong progress

Highlights

Hilton Food Group plc, the specialist retail meat packing business supplying major international food retailers in thirteen European countries and Australia, today announces its preliminary results for the 53 weeks ended 3 January 2016.

 
 Financial highlights 
                                    2015           2014        Change 
                                  53 weeks       52 weeks 
                                      to             to 
                                  3 January     28 December 
                                                    2014 
                                    2016 
 Volume (tonnes)                  244,140        231,504       +5.5% 
 Revenue                        GBP1,094.8m    GBP1,099.0m     -0.4% 
 Operating profit                GBP29.0m       GBP26.1m      +11.3% 
 Profit before tax               GBP28.0m       GBP25.2m      +11.0% 
 Basic earnings per share          27.5p          25.0p       +10.0% 
 Investment expenditure          GBP13.7m       GBP43.3m 
 Closing net cash / (debt)       GBP12.7m       GBP(7.7)m 
 Dividends paid and proposed 
  in respect of the year          14.6 p         13.3 p        +9.8% 
 

Strategic highlights

 
 --   Investment to modernise and expand capacity of UK 
       site in Huntingdon, to service increased volumes 
       for Tesco, completed during 2015. New production 
       facilities are fully bedded in, working well and 
       delivering planned operational efficiencies. 
 
 --   Encouraging progress from the Australian joint venture 
       with Woolworths. New dedicated retail packed meat 
       facility, near Melbourne, operated by the joint venture 
       company, commenced production on schedule in September 
       2015. Store roll out plan covering Victoria and South 
       Australia now completed. 
 

Operating highlights

 
 --   Volume growth of 5.5%, with growth in the UK, Ireland 
       and Holland for Tesco and Albert Heijn with particularly 
       strong Christmas trading partly offset by continuing 
       pressure on consumer spending in Denmark. 
 
 --   Revenue reduced by 0.4% despite the volume gains, 
       reflecting strengthening of Sterling, which decreased 
       revenue by 7.4%. 
 
 --   Operating profit at GBP29.0m 11.3% ahead of last 
       year (2014: GBP26.1m) and 20.9% higher on a constant 
       currency basis. 
 
 --   Investment expenditure returning to maintenance levels 
       at GBP13.7m (2014: GBP43.3m), following completion 
       of the major re-investment programmes undertaken 
       in the UK and Sweden. 
 
 --   Free cash inflow of GBP31.7m (compared to an outflow 
       of GBP2.1m in 2014) generating net cash balances 
       of GBP12.7m at year end, as compared with net debt 
       of GBP7.7m at end of 2014. 
 
 --   Strong ungeared balance sheet providing a firm platform 
       for future expansion. 
 

Commenting on the results Chief Executive Robert Watson OBE said:

"I am pleased to report that during 2015 Hilton made strong progress in pursuing its growth strategy, including the expansion of the Australian joint venture and the completion of the major UK capacity expansion project. We will continue to look for available opportunities to progressively and profitably expand the scale and scope of our operations as they arise using a business model that has over time proved to be successful, resilient, relevant and internationally transferable."

Enquiries

 
 Hilton Food Group          Tel: 01480 387214 
 Robert Watson OBE, Chief 
  Executive 
 Nigel Majewski, Chief 
  Financial Officer 
 
 Citigate Dewe Rogerson     Tel: 020 7638 7591 
 Angharad Couch 
 

Chairman's introduction

Strategic delivery

I am pleased to report that continued strong strategic progress was achieved during 2015. A new meat processing facility for Woolworths near Melbourne in Victoria, operated by the joint venture company, commenced production on time in September 2015, with the store roll out plan across Victoria and South Australia now completed.

The major investment program undertaken at the Group's UK facilities in Huntingdon, involving a significant extension of the site's processing and packing capacity, the addition of a further production unit and the streamlining and modernisation of the complete facility has been successfully completed, with the new facilities now bedded in and generating improved operational performances more rapidly than previously expected.

Group performance and shareholder returns

Further volume growth was achieved during 2015, notwithstanding relatively challenging market conditions in some countries. Strong underlying profit progress was achieved despite a material impact on our profitability reported in Sterling from adverse exchange translation movements.

The Group's net income in 2015 at GBP20.0m was 10.8% ahead of 2014 (GBP18.1m) and 20.7% higher in constant currency terms. Basic earnings per share at 27.5p were 10% ahead of last year. Hilton continued to generate significant free cash flow during 2015, which enabled the Group to move into a positive GBP12.7m net cash position by the year end (as compared with net debt of GBP7.7m at the end of 2014).

Over the last two years we have made major new investments to secure the Group's future growth potential. The principal items of expenditure involved the redevelopment of the Group's facilities in Huntingdon to enable the planned UK volume increases for Tesco and a re-investment programme at Vasteras in Sweden. Both projects were successfully completed in early 2015, providing additional capacity and delivering considerable improvements in operational efficiency.

The Board considers that the Group's progressive dividend policy maintained since flotation remains appropriate, given both the further strategic progress achieved in 2015 and Hilton's continuing strong level of cash generation. With the proposed final dividend of 1.3p per ordinary share for 2015, total dividends paid in respect of 2015 will have increased by 9.8%, as compared to last year.

Our Board

The Board is responsible for the long term success of the Group and to achieve this it contains an appropriate mix of skills and depth and a range of practical business experience, which is available to support and guide our management teams across a wide range of countries.

After nine years valuable service Chris Marsh has stepped down as a Non-Executive Director and I will be stepping down as Non-Executive Chairman following the forthcoming Annual General Meeting, with Colin Smith assuming this role. We are delighted to welcome Christine Cross and John Worby as new Non-Executive Directors, both of whom will bring a wide range of skills and expertise to our business.

I have been privileged to serve on the Board since just before our Company's flotation in 2007, for the last six years as Non-Executive Chairman. I am pleased to confirm that there is well planned succession in the Group. I will continue to assist the Group on agricultural matters and would like to take this opportunity to thank my colleagues on the Board for their support, counsel and expertise over the six years of my chairmanship. I am confident that under the leadership of Colin Smith and Robert Watson the Group will continue to make excellent progress.

Annual General Meeting

This year's AGM will be held at the Old Bridge Hotel, 1 High Street, Huntingdon, Cambridgeshire PE29 3TQ on 25 May 2016 at noon and my colleagues and I very much look forward to seeing those of you who are able to attend.

Sir David Naish DL

Non-Executive Chairman

30 March 2016

Chief Executive's summary

Strategic objectives

Our strategy is focussed on supporting our customers' brands and their development in their local markets, whilst achieving attractive and sustainable rates of growth in value for our shareholders. This straightforward approach has generated growth over an extended period of time and, with a strong reputation, well invested modern facilities and a robust balance sheet, the Group remains well positioned to achieve continuing progress.

Hilton seeks to build long term customer and shareholder value by focusing on:

 
 --   Growing volumes and extending product ranges supplied and services provided 
       to its existing customers; 
 --   Optimising the use of its assets and investing in new technology and capacity 
       expansion as required; 
 --   Maintaining a vigilant focus on food safety and integrity and reducing unit 
       costs, while improving product quality and service provision; and 
 --   Entering new territories either with new customers or in partnership with 
       our existing customers. 
 

We will continue to pursue disciplined geographical expansion, whilst at the same time actively developing, enriching, deepening and expanding the scope of our existing business partnerships, playing a full and proactive role in strongly supporting our customers and the successful development of their brands.

Business model

Our business model is the means by which we deliver on our strategic objectives. The Hilton business model is proven and sustainable, whilst being relatively simple and straightforward. We operate large scale, extensively automated and robotised meat processing and packing facilities for major international multiple retailers on a dedicated basis. The one exception is in Central Europe, where our facility in Poland supplies more multiple retailers in order to achieve critical mass in terms of volumes supplied and the consequent ability to achieve competitive unit packing costs.

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Raw material meat is sourced, in close co-operation with our retail partners, from local sources and a wide international base of proven suppliers. It is then processed, packed and delivered to the retailers' distribution centres or stores. Our plants are highly automated and use advanced robotics for the storage of raw materials and finished products. Developing robotics technology has been extended in recent years both in the production environment and to the sorting of finished products by retailer store order, achieving material supply chain efficiencies for our customers.

To ensure our continued competitiveness, we seek to keep ourselves at the forefront of the meat packing industry. We constantly seek to drive further efficiencies, always maintaining a pipeline of clear identifiable cost reduction initiatives and an open minded approach designed to continually challenge the status quo. We consider our modern, very well invested facilities to be a key factor in keeping unit packing costs as low as possible. Over the past twelve years we have invested continuously across all areas of our business, including the sourcing of raw materials, the design of packaging materials, increased efficiency in processing and storage solutions and updating our IT infrastructure. Capital expenditure over this period has totalled over GBP210m.

In Europe we have facilities in six countries each run by a local management team enhanced by specialist central leadership, expertise, advice and support. These businesses operate under the terms of five to ten year Long Term Supply Agreements with our retail partners, either on a cost plus or agreed packing rate basis. These contractual arrangements, combined with our customer dedication, serve to maximise achievable volume throughput whilst minimising unit packing costs. In Australia our joint venture company receives a volume related management fee in respect of the facilities it operates on behalf of Woolworths.

Under the long term agreements we have in place with our customers the parameters of our revenue are clearly defined. As well as income derived from the supply of retail packed meat products there are also provisions whereby our income can be increased or decreased subject to achievement of certain pre-agreed and pre-defined key performance measures and targets.

We are a committed and loyal partner with a continuing record of delivering value through quality products with the highest levels of food safety, traceability and integrity, whilst providing a range of services which enable our customers to evolve and improve their meat supply chain management. Our customer base comprises high quality multiple retailers and our in-depth understanding of our customers' needs, together with those of their consumers, enables us to play an active role in managing their meat supply chains whilst providing agile solutions to supply chain challenges as they arise. As our customers' markets change and competition increases, we need to keep a constant focus on the challenges they face so as to be able to put forward flexible solutions, together with continuing increases in efficiency and cost competitiveness.

The strength of our long term partnerships with our retail customers has been a key driver of our growth since the Group was formed and will continue to underpin the Group's strategy. Hilton's business model has proved successful across a range of European countries, appropriately adapted in each case by working in close collaboration with its local customers to meet their specific requirements. Our experience to date continues to indicate that our business model, appropriately adapted, can be successfully transferred to a number of new countries.

Geographical spread

The Group's rapid past expansion has been based on its established track record, together with its growing international reputation and experience and the recognised success of the close partnerships it has forged and maintained with successful retail partners. We are an international business and the seven countries in which the Group currently has production facilities, with the dates operations commenced in each country, are set out below:

 
 Year   Country     Location        Customers 
 1994   UK          Huntingdon      Tesco UK 
 2000   Holland     Zaandam         Albert Heijn 
 2004   Ireland     Drogheda        Tesco Ireland 
 2004   Sweden      Vasteras        ICA 
 2006   Central     Tychy, Poland   Ahold (2006) 
         Europe                      Tesco (2007) 
                                     Rimi (2009) 
                                   -------------- 
 2011   Denmark     Aarhus          Coop Danmark 
 2013   Australia   Bunbury         Woolworths 
                     and Brisbane 
                     (2013), 
                     Melbourne 
                     (2015) 
-----  ----------  --------------  -------------- 
 

The facility in Tychy supplies Ahold stores in Czech Republic and Slovakia, Tesco stores in Hungary, Czech Republic, Poland and Slovakia and Rimi stores in Latvia, Lithuania and Estonia. The facility at Zaandam also supplies Albert Heijn stores in Belgium.

The joint venture with Woolworths in Australia involves our joint venture company managing Woolworths' meat processing and packing facilities at Bunbury in Western Australia, Brisbane in Queensland and, from September 2015, a new state of the art meat packing facility near Melbourne, in Victoria.

Currency translation

In 2015 62% of the Group's turnover was earned in countries outside the United Kingdom, together with 73% of the volumes of meat delivered. Although these percentages remain significant they have declined since last year reflecting the increase achieved in sales and volumes in the UK during 2015 and the decline in the Sterling value of overseas sales.

This wide geographical spread increases the Group's resilience by minimising its reliance on the fortunes of any one individual economy, but makes its results reported in Sterling sensitive to changes in the value of Sterling as compared to the range of overseas currencies in which the Group trades. During 2015 the average exchange rates for the various overseas currencies in which the Group trades have all depreciated significantly against Sterling, compared with the corresponding period in 2014, the Euro by 10.0%, the Danish Krone by 10.0%, the Polish Zloty by 10.0%, the Swedish Krona by 12.4% and the Australian Dollar by 10.2%.

Culture and people

To our mind successful businesses are principally about having the right people in the right positions at the right time working together as "one team", with local management teams empowered, encouraged and advised in specialist areas to enable them to support their local customers. The Group benefits from each of its businesses being part of a larger organisation, which enables them to share best practice solutions, including equipment selection, IT solutions and ways of working along with the collaborative sharing of new learnings, ideas and techniques.

We are committed to providing an inclusive working environment where everyone feels valued, respected and able to fulfil their potential. We recognise that people from different backgrounds, countries and experiences can bring benefits to our business. We fully recognise the benefits of gender diversity and details of the gender composition of our staff are set out in our Corporate and social responsibility report.

The Group currently employs 2,833 employees in six European countries. Our business model is largely decentralised, with capable, largely self-sufficient management teams running our businesses in each local country. We consider this devolved structure to be a critical success factor, as it achieves very close working relationships with our customers, who benefit from personal, dedicated, flexible and rapid local support.

The Board fully understands and appreciates just how much our progress relies on the effort, personal commitment, enthusiasm, enterprise and initiative of our employees. I would like to take this opportunity, on behalf of the Board, to personally thank all of them both for their dedicated efforts during 2015 and their continuing commitment to the Group's on-going growth and development.

Performance overview

Our business comprises three separate operating segments:

Western Europe

Operating profit of GBP32.1m (2014: GBP27.1m) on turnover of GBP1,020.7m (2014: GBP1,016.8m)

This operating segment covers the Group's businesses in the UK, Ireland, Holland, Sweden and Denmark. Volume growth of 5.1% was achieved in 2015, principally reflecting volume growth in the UK, Ireland and Holland, driven mainly by gaining an increased share of our customers' business in the UK, with the recently expanded meat processing capacity, and the introduction of new product lines in each country. Volumes in Denmark were reduced with consumer spending remaining under continuing pressure and in Sweden volumes remained relatively steady. Turnover grew by only 0.4%, but by 7.7% in constant currency terms. The redevelopment of the Huntingdon site was completed in 2015. This was a complex project involving the re-equipping and re-alignment of the site and the addition of a further production area whilst working around a live production environment with the highest customer service levels needing to be maintained throughout the process. The re-equipment of the Vasteras site in Sweden faced similar challenges. Both projects were executed successfully, with improved operational efficiencies being realised in addition to the capacity expansion. In the UK the operational efficiencies were realised somewhat earlier than predicted and with a lower level of start-up costs.

Central Europe

Operating profit of GBP2.3m (2014: GBP2.4m) on turnover of GBP74.1m (2014: GBP82.2m)

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In Central Europe the Group's meat packing business, based at Tychy in Poland, supplies customers across Central Europe, from Hungary to the Baltics. This multi-customer business supplies Ahold stores in Czech Republic and Slovakia, Tesco stores in Hungary, Czech Republic, Poland and Slovakia and Rimi stores in Latvia, Lithuania and Estonia. Volumes increased by 7.8%, but in very competitive market conditions with consumer down-trading, unfavourable exchange rate movements of 10.0% and lower raw material prices, turnover decreased by 9.7%.

Central costs and other

Net operating cost GBP5.4m (2014: GBP3.4m)

This segment includes our share of the management fee earned by our joint venture with Woolworths of GBP1.2m (2014: GBP1.3m), start-up and support costs in connection with the joint venture of GBP1.2m (2014: GBP0.9m) and central costs of GBP5.4m (2014: GBP3.8m).

In Australia the Group is involved in a joint venture with Woolworths, under which it earns a fifty per cent share of the agreed management fees charged by the joint venture company to Woolworths for operating certain Woolworths' meat processing and packing plants, based on the volume of retail packed meat delivered to Woolworths' stores. The joint venture company is currently responsible for the operation of Woolworths' Western Australian meat processing centre in Bunbury, its Queensland meat processing centre in Brisbane and the new purpose built retail packing facility near Melbourne in Victoria which started production in September 2015. Start-up costs inevitably peak in the period immediately before a new production facility such as that in Melbourne comes on stream and then subsequently fall away.

Past and future trends

Over recent decades as major retail chains have progressively gained a greater share of the grocery markets in most countries, they have increasingly turned to large scale, centralised meat packing solutions capable of producing private label packed meat products more safely and cost effectively. In doing so, they have rationalised their supply base, achieving lower costs with higher food safety, food integrity, traceability and quality standards. This has allowed supermarket groups to focus on their core business and maximise their return on available retail space whilst addressing consumers' continuing requirement for quality and value.

Grocery retail markets are expected to remain extremely competitive, with continuing pressure on consumer expenditure. The trend towards increased use of centralised meat packing solutions is still continuing, however, albeit at different speeds across the world. This gives rise to a wide range of potential future geographical expansion opportunities for Hilton, but inevitably in a range of different timescales as markets develop and change over time.

Within retail markets patterns are continuing to change fairly rapidly, with increased internet based ordering and a growth in the number of "click and collect" facilities. Following pressures on consumer expenditure over a number of years there has been increased use by cost conscious consumers of local convenience stores and discount outlets, to shop more frequently for a reduced overall basket cost per visit and at a wider range of retail outlets. These developments which appear to be structural rather than cyclical will all tend to reinforce the overall trend towards retail packed meat, as this is the meat offering in all these growth areas.

Outlook and current trading

Hilton's medium term growth outlook remains encouraging following the successful completion of the UK capacity expansion and site redevelopment project in Huntingdon and the start of production with our Australian joint venture partner at Melbourne.

Notwithstanding competitive market conditions, overseas currency fluctuations and pressure on consumer expenditure Hilton is therefore confident of growing its business with continued focus on new product development and range extension.

In the early months of 2016 Hilton's operating performance has been in line with the Board's expectations. The Group will continue to explore further opportunities for geographical expansion in both domestic and overseas markets and is well placed to capture those opportunities as they arise.

Robert Watson OBE

Chief Executive

30 March 2016

Performance and financial review

Group performance

Hilton's financial performance was robust in 2015, despite material headwinds from adverse currency movements, with underlying operating profit 20.9% ahead of last year in constant currency terms. With investment expenditure returning to lower levels, continued strong cash flow generation resulted in a net cash position at the end of the year, compared with a net debt position at the end of 2014.This performance and financial review covers the main highlights of the Group's financial performance and position in 2015.

Basis of preparation

The Group is presenting its results for the 53 week period ended 3 January 2016, with comparative information for the 52 week period ended 28 December 2014. The financial statements of the Group are prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU).

2015 Financial performance

Revenue

Volumes grew overall by 5.5% (4.0% on a 52-week basis) with volume increases in the UK, Ireland, Holland and Central Europe, but lower volumes in Denmark. Further details of volume growth by business segment are set out in the Chief Executive's summary. Revenue fell by 0.4% (1.9% fall on a 52-week basis) to GBP1,094.8m, as compared to GBP1,099.0m in 2014, with unfavourable exchange rate movements more than offsetting the volume gains.

Operating profit and margin

Operating profit, at GBP29.0m was 11.3% (9.0% on a 52-week basis) above the previous year's level (2014: GBP26.1m) and 20.9% higher on a constant currency basis. The operating profit margin in 2015 was 2.6%, as compared with 2.4% in 2014, reflecting the higher operating profit level and the operating profit per kilogram of packed meat sold was 11.9p (11.3p in 2014).

Net finance costs

Net finance costs, at GBP1.1m, were slightly above the previous year's level (2014: GBP0.9m) with higher borrowings. Interest rates paid have remained at historically low levels, reflecting continuing low LIBOR and other interbank rates, which determine the interest rates on the Group's principal borrowings. Interest cover in 2015 remained high, but decreased marginally to 28 times, as compared with 30 times in 2014.

Taxation

The taxation charge for the period was GBP6.5m (2014: GBP5.6m). This represented an effective taxation rate of 23.2% compared with 22.4% last year, with a reduced proportion of profits being earned in the lower taxed regimes in which the Group operates.

Net income

Net income, representing profit for the year attributable to owners of the parent, at GBP20.0m (2014: GBP18.1m) was 10.8% (8.4% on a 52-week basis) higher than last year reflecting the increase in operating profit and 20.7% higher in constant currency terms.

Earnings per share

Basic earnings per share at 27.5p (2014: 25.0p) were 10.0% higher than last year (7.7% on a 52-week basis). Diluted earnings per share were 27.2p (2014: 24.7p).

Earnings before interest, taxation, depreciation and amortisation

EBITDA increased by 16.2% to GBP48.4m (2014: GBP41.7m) reflecting the increase in operating profit together with higher depreciation and amortisation charges.

Free cash flow

Cash flow remained strong in 2015, with the Group generating a GBP31.7m free cash inflow before dividends and financing (2014: free cash outflow GBP2.1m), after incurring capital expenditure of GBP13.7m. Group borrowings were GBP40.1m at the end of 2015 and, with net cash balances of GBP52.8m, this resulted in a closing net cash position of GBP12.7m, as compared with a net debt level of GBP7.7m at the end of 2014. At the end of 2015 the Group had undrawn overdraft and loan facilities of GBP28.3m (2014: GBP46.5m).

A strong ungeared balance sheet gives the Group considerable flexibility for potential future expansion.

Dividends

The Board aims to maintain a dividend policy that provides a dividend level that grows broadly in line with the underlying earnings of the Group and has recommended a final dividend of 1.3p per ordinary share in respect of 2015. This, together with the first interim dividend of 4.1p per ordinary share paid in November 2015 and the second interim dividend of 9.2p per ordinary share payable in April 2016, represents a 9.8% increase in the full year dividend, as compared with last year. The final dividend, if approved by shareholders, will be paid on 1 July 2016 to shareholders on the register on 3 June 2016 and the shares will be ex dividend on 2 June 2016.

Key performance indicators

How we measure our performance against our strategic objectives

The Board monitors a range of financial and non-financial key performance indicators "KPIs" to measure the Group's performance over time in building shareholder value and achieving the Group's strategic priorities. The nine headline "KPI" metrics used by the Board for this purpose, together with our performance over the past two years, is set out below:

 
 Financial KPIs             2015          2014       Definition, method of calculation 
                                                      and analysis 
                          (53 weeks)    (52 weeks) 
----------------------  ------------  ------------  ------------------------------------- 
                                                     Year on year revenue growth 
                                                      expressed as a percentage. 
                                                      The 2015 decrease reflected 
                                                      volume growth of 5.5%, which 
                                                      was more than offset by the 
 Revenue growth                                       impact of unfavourable exchange 

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  (%)                      (0.4%)        (2.3%)       translation rate movements. 
----------------------  ------------  ------------  ------------------------------------- 
                                                     Operating profit expressed 
                                                      as a percentage of turnover. 
 Operating profit                                     The increase in 2015 reflected 
  margin                                              the increased operating profit 
  (% turnover)              2.6%          2.4%        level. 
----------------------  ------------  ------------  ------------------------------------- 
 Operating profit 
  margin                                             Operating profit per kilogram 
  (pence per kg)            11.9          11.3        sold 
----------------------  ------------  ------------  ------------------------------------- 
                                                     Operating profit before depreciation 
                                                      and amortisation. The increase 
                                                      reflected higher underlying 
                                                      operating profits, together 
 Earnings before                                      with higher depreciation 
  interest, taxation,                                 and amortisation charges 
  depreciation                                        following the high level 
  and amortisation                                    of capital expenditure in 
  (EBITDA) (GBPm)           48.4          41.7        2014. 
----------------------  ------------  ------------  ------------------------------------- 
                                                     Cash inflow before minorities, 
                                                      dividends and financing. 
                                                      The improvement reflected 
                                                      growth in operating cash 
 Free cash flow                                       flows together with the reduction 
  (GBPm)                    31.7          (2.1)       in capital expenditure. 
----------------------  ------------  ------------  ------------------------------------- 
 Gearing ratio               n/a           18%       Year end net debt as a percentage 
  (%)                                                 of EBITDA. The Group was 
                                                      ungeared at the end of 2015, 
                                                      with a net cash position. 
----------------------  ------------  ------------  ------------------------------------- 
 Non-financial              2015          2014       Definition, method of calculation 
  KPIs                                                and analysis 
                          (53 weeks)    (52 weeks) 
----------------------  ------------  ------------  ------------------------------------- 
 Growth in volume 
  of packed meat                                     Year on year volume growth, 
  sales (%)                 5.5%          3.5%        expressed as a percentage. 
----------------------  ------------  ------------  ------------------------------------- 
 Employee and                                        The decrease reflects efficiency 
  labour agency                                       gains, continuing low levels 
  costs (pence                                        of wage inflation and exchange 
  per kg)                   36.2          39.3        translation rate movements. 
----------------------  ------------  ------------  ------------------------------------- 
                                                     Packs of meat delivered as 
                                                      a % of the orders placed. 
                                                      Little year on year change, 
                                                      with high service levels 
 Customer service                                     being maintained throughout 
  level (%)                 99.2%         99.0%       the year. 
----------------------  ------------  ------------  ------------------------------------- 
 

In addition, a much wider range of financial and operating KPIs are continuously tracked at business unit level.

Treasury management

Hilton does not engage in any speculative trading in financial instruments and transacts only in relation to its underlying business requirements. The Group's policy is designed to ensure adequate financial resources are made available as required for the continuing development and growth of its businesses, whilst taking practical steps to reduce exposures to foreign exchange, interest rate fluctuation, credit, pricing and liquidity risks, as described below:

Foreign exchange rate movements and country specific risks

Whilst the presentational currency of the Group is Sterling, most of its revenues are earned in other currencies, principally the Euro, Swedish Krona, Danish Krone and Australian Dollar. The earnings of the Group's overseas subsidiaries are translated into Sterling at the average exchange rates for the year and their assets and liabilities at the year end closing rates. Changes in relevant currency parities are monitored on a continuing basis, with the timing of the repatriation of overseas profits by dividend payments and the repayment of any intra-group loans to UK holding companies paying due regard to actual and forecast exchange rate movements.

The Group has to date decided not to hedge its foreign exchange rate exposures, but this policy is kept under continuing review and may be reappraised over time as the Group's geographic spread continues to widen. The Group's overseas subsidiaries all have natural hedges in place as they, for the most part, buy raw materials, employ people, source services, sell products and arrange funding in their local currencies. As a result the Group's exposure is in the main limited to its equity investment in each overseas subsidiary and its joint venture.

The level of country specific risk currently remains material for many businesses, in terms of the impact of macroeconomic developments, including the impact of austerity programmes and commodity price movements in some countries. The Group sells high quality basic food products, for which there will always be continuing demand, to successful blue chip multiple retailers in developed countries. Hilton has not to date been materially adversely affected by the lengthy recessionary environments seen in some countries, but will keep any future identified country specific risks under continuing review.

Interest rate fluctuation risk

This risk stems from the fact that the interest rates on the Group's borrowings are variable, being at set margins over LIBOR and other interbank rates which fluctuate over time. The Board's policy is to have an interest rate cap on a proportion of this borrowing. The Board will review hedging costs and options should the current low interest rate environment change materially.

Customer credit and pricing risks

As Hilton's customers comprise a small number of successful and credit worthy major multiple retailers, the level of credit risk is considered to be insignificant. Historically the incidence of bad debts has been immaterial. Hilton's pricing is based predominately either on cost plus agreements or agreed packing rates with its customers.

Liquidity risk

This has for many businesses represented an area of concern over recent years, given the continuing difficult and uncertain economic environment in some countries. Hilton Food Group remains strongly cash generative, has a robust balance sheet and has committed banking facilities for the medium term, sufficient to support its existing business. All bank positions are monitored on a daily basis and capital expenditure above set levels, together with decisions on intra-group dividends, are all approved at Board meetings. All long term debt is arranged centrally and is subject to Board approval.

Going concern statement

The Directors have performed a detailed assessment, including a review of the Group's budget for the 2016 financial year and its longer term plans, including consideration of the principal risks faced by the Company. Following this review, the Directors are satisfied that the Company and the Group have adequate resources to continue to operate and meet its liabilities as they fall due for the foreseeable future, a period considered to be at least 12 months from the date of signing these financial statements. For this reason they continue to adopt the going concern basis for preparing the financial statements.

The Group's bank borrowings are detailed in the financial statements and the principal banking facilities, which support the Group's existing and contracted new business, are committed, with no renewal required for three years. The Group is in full compliance with all its banking covenants. Future geographical expansion which is not yet contracted, and which is not built into our internal budgets and forecasts, may require additional or extended banking facilities and such future geographical expansion will depend on our ability to negotiate appropriate additional or extended facilities, as and when they are required.

The Group's internal budgets and forward forecasts, which incorporate all reasonably foreseeable changes in trading performance, are regularly reviewed in detail by the Board and show that it will be able to operate within its current banking facilities, taking into account available cash balances, for the foreseeable future.

Viability statement

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In accordance with provision C.2.2 of the 2014 revision of the UK Corporate Governance Code, the Directors confirm that they have a reasonable expectation that the Group will continue to operate and meet its liabilities, as they fall due, for the three years ending in December 2018. A period of three years has been chosen for the purpose of this viability statement as it is aligned with the Group's three year plan, which is based on the Group's current customers and does not incorporate the benefits from any potential new contract gains over this period.

The Directors' assessment has been made with reference to the Group's current position and strategy taking into account the Group's principal risks and how these are managed. The strategy and associated principal risks, which the Directors review at least annually, are incorporated in the three year plan and such related scenario testing as is required. The three year plan makes reasoned assumptions in relation to volume growth based on the position of our customers and expected changes in the macroeconomic environment and retail market conditions, expected changes in raw material meat, packaging and other costs, together with the anticipated level of capital investment required to maintain our facilities at state of the art levels. The achievement of the three year plan is not dependant on any new or expanded financing facilities.

Forward looking statements

This Strategic report contains forward looking statements that are inevitably subject to risk factors associated with, amongst other things, economic, political and business developments which may occur from time to time across the countries in which the Group operates. It is believed that the expectations reflected in these statements are reasonable based on current knowledge, but all forward looking statements and forecasts are inherently predictive, speculative and involve risk and uncertainty, simply because they relate to events and depend on circumstances that will occur in the future.

Nigel Majewski

Chief Financial Officer

30 March 2016

Risk management and principal risks

Risks and risk management

In accordance with provision C.2.1 of the 2014 revision of the UK Corporate Governance Code the Directors confirm that they have carried out a robust assessment of the principal risks facing the Group, including those which could threaten its business model, future performance, solvency or liquidity. As a leading food processor in a fast moving environment it is critical that the Group identifies, assesses and prioritises its risks. This, together with the adoption of appropriate mitigation actions, enables us to monitor, minimise and control both the probability and potential impact of these risks.

How we manage risk

Responsibility for risk management across the Group, including the appropriate identification of risks and the effective application of actions designed to mitigate those risks, resides with the Board which believes that a successful risk management framework carefully balances risk and reward, and applies reasoned judgement and consideration of potential likelihood and impact in determining its principal risks. The Group takes a proactive approach to risk management with well-developed structures and range of processes for identifying, assessing, prioritising and mitigating its key risks, as the delivery of our strategy depends on our ability to make sound risk informed decisions.

Risk management process and risk appetite

All types of risk applicable to the business are regularly reviewed and a formal risk assessment is carried out to highlight key risks to the business and to determine actions that can reasonably and cost effectively be taken to mitigate them. The Group's Risk Register is compiled through a combination of business unit risk registers and Board input. The Board believes that in carrying out the Group's businesses it is vital to strike the right balance between an appropriate and comprehensive control environment and encouraging the level of entrepreneurial freedom of action required to seek out and develop new business opportunities, but, however skilfully this balance between risk and reward is struck, the business will always be subject to a number of risks and uncertainties, as illustrated below.

Not all the risks listed below are within the Group's control and others may be unknown or currently considered immaterial, but could turn out to be material in the future. The risks set out in the following table, together with our risk mitigation strategies, should be considered in the context of the Group's risk management and internal control framework, details of which are set out in the Corporate governance statement. It must be recognised that systems of internal control are designed to manage rather than completely eliminate any identified risks.

The most significant risks the Group faces

The six most significant business risks that the Group faces, are, as might be expected with an unchanged and relatively straightforward business model, the same as in previous years. These risks, which will continue to affect the Group's businesses, together with the measures we have adopted to mitigate these risks, are outlined in the table below. This is not intended to constitute an exhaustive analysis of all risks faced by the Group, but rather to highlight those which are the most significant, as viewed from the standpoint of the Group as a whole.

 
 Description       The Group is dependent on a small number of 
  of risk           customers who can exercise significant buying 
                    power and influence when it comes to contractual 
                    renewal terms at 5 to 10 year intervals. 
----------------  ------------------------------------------------------- 
 Its potential     The Group has a relatively narrow, but expanding, 
  impact            customer base, with sales to subsidiary or 
                    associated companies of the Tesco and Ahold 
                    groups still comprising the larger part of 
                    Hilton's revenue in 2015. The larger retail 
                    chains have over many years increased their 
                    market share of meat products in many countries, 
                    as customers continue to move away from high 
                    street butchers towards one stop convenience 
                    shopping in supermarkets. This has increased 
                    the buying power of the Group's customers which 
                    in turn increases their negotiating power with 
                    the Group, which could enable them to seek 
                    better terms over time. 
----------------  ------------------------------------------------------- 
 Risk mitigation   The Group is progressively widening its customer 
  measures          base and its maintained high level of investment 
  and strategies    in state of the art facilities, which together 
  adopted           with management's continuous focus on reducing 
                    costs, allow it to operate very efficiently 
                    at very high throughputs and price its products 
                    competitively. Hilton operates a decentralised, 
                    entrepreneurial business structure, which enables 
                    it to work very closely and flexibly with its 
                    retail partners in each country, in order to 
                    achieve high service levels in terms of orders 
                    delivered, delivery times, compliance with 
                    product specifications and accuracy of documentation, 
                    all backed by an uncompromising focus on food 
                    safety, product integrity and traceability 
                    assurance. Hilton has long term supply agreements 
                    in place with its major customers, with pricing 
                    either on a cost plus or agreed packing rate 
                    basis. 
----------------  ------------------------------------------------------- 
 
 
 Description       The Group's growth potential is dependent on 
  of risk           the success of its customers and the growth 
                    of their packed meat sales. 
----------------  ------------------------------------------------------- 
 Its potential     The Group's products carry the brand labels 
  impact            of the customer to whom packed meat is supplied 
                    and it is accordingly dependent on its customers' 
                    success in maintaining or improving consumer 
                    perception of their own brand names and packed 
                    meat offerings. 
----------------  ------------------------------------------------------- 
 Risk mitigation   The Group plays a very pro-active role in enhancing 
  measures          its customers' brand values, through providing 
  and strategies    high quality, competitively priced products, 
  adopted           high service levels, continuing product and 
                    packaging innovation and category management 
                    support. It recognises that quality and traceability 
                    assurance are integral to its customers' brands 
                    and works closely with its customers to ensure 
                    rigorous quality assurance standards are met. 
                    It is continuously measured by its customers 
                    across a very wide range of parameters, including 
                    delivery time, product specification, product 
                    traceability and accuracy of documentation 
                    and targets demanding service levels across 
                    all these parameters. The Group works closely 
                    with its customers to identify continuing improvement 
                    opportunities across the supply chain, including 
                    enhancing product presentation, extending shelf 
                    life and reducing wastage at every stage in 

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                    the supply chain. 
----------------  ------------------------------------------------------- 
 
 
 Description       The progress of the Group's business is dependent 
  of risk           on the macroeconomic environment and levels 
                    of consumer spending in the countries in which 
                    it operates. 
----------------  -------------------------------------------------- 
 Its potential     No business is immune to difficult economic 
  impact            climates and the consequent pressure on levels 
                    of consumer spending, such as those seen over 
                    recent years across Europe. 
----------------  -------------------------------------------------- 
 Risk mitigation   With a sound business model, strong retail 
  measures          partners and a single minded focus on minimising 
  and strategies    unit packing costs, whilst maintaining high 
  adopted           levels of product quality and integrity, the 
                    Group has made continued progress over recent 
                    difficult economic periods. It expects to be 
                    able to continue to make progress, even if 
                    the current pressures on consumer spending, 
                    as expected, persist in some countries. 
----------------  -------------------------------------------------- 
 
 
 Description       The Group's business is reliant on a small 
  of risk           number of key personnel and its ability to 
                    manage growth and change successfully. 
----------------  ----------------------------------------------------- 
 Its potential     The Group is critically dependent on the skills 
  impact            and experience of a small number of senior 
                    managers and specialists and as the business 
                    develops and expands, the Group's success will 
                    inevitably depend on its ability to attract 
                    and retain the necessary calibre of personnel 
                    for key positions, both for managing and growing 
                    its existing businesses and setting up new 
                    ones. 
----------------  ----------------------------------------------------- 
 Risk mitigation   To continue to manage growth successfully, 
  measures          the Group will carefully manage its skill resources 
  and strategies    and continue to invest in on-the-job training 
  adopted           and career development, together with the cost 
                    effective management of quality information 
                    and control systems, whilst recruiting high 
                    quality new employees, as required, to facilitate 
                    the Group's ongoing growth. The continuing 
                    growth of Hilton's business, together with 
                    its growing reputation, is facilitating the 
                    recruitment of more top class specialists with 
                    the key skill sets required both to support 
                    our existing individual country business units 
                    and manage the Group's future geographical 
                    expansion. 
----------------  ----------------------------------------------------- 
 
 
 Description       The Group's business is dependent on maintaining 
  of risk           a wide and flexible global meat supply base 
                    operating at standards that can continuously 
                    achieve the specifications set by Hilton and 
                    its customers. 
----------------  -------------------------------------------------------- 
 Its potential     The Group is reliant on its suppliers to provide 
  impact            sufficient volume of products, to the agreed 
                    specifications, in the very short lead times 
                    required by its customers, with efficient supply 
                    chain management being a key business attribute. 
                    The Group sources certain of its meat requirements 
                    globally. Tariffs, quotas or trade barriers 
                    imposed by countries where the Group procures 
                    meat, or which they may impose in the future, 
                    together with the progress of World Trade Organisation 
                    talks and other global trade developments, 
                    could materially affect the Group's international 
                    procurement ability but has not done so in 
                    recent years. 
----------------  -------------------------------------------------------- 
 Risk mitigation   The Group maintains a flexible global meat 
  measures          supply base, which is progressively widening 
  and strategies    as it expands and is continuously audited to 
  adopted           ensure standards are maintained, so as to have 
                    in place a wide range of options should supply 
                    disruptions occur. 
----------------  -------------------------------------------------------- 
 
 
 Description       Outbreaks of disease and feed contamination 
  of risk           affecting livestock and media concerns relating 
                    to these and instances of product adulteration 
                    can impact the Group's sales. 
----------------  -------------------------------------------------- 
 Its potential     Reports in the public domain concerning the 
  impact            risks of consuming meat can cause consumer 
                    demand for meat to drop significantly in the 
                    short to medium term. A food scare similar 
                    to the Bovine Spongiform Encephalopathy ("BSE") 
                    scare that took place in 1996 or the much more 
                    recent concerns with regard to meat substitution 
                    can affect public confidence in red meats. 
----------------  -------------------------------------------------- 
 Risk mitigation   The Group sources its meat from a trusted raw 
  measures          material supply base, all components of which 
  and strategies    meet stringent national, international and 
  adopted           customer standards. The Group is subject to 
                    demanding standards which are independently 
                    monitored in every country and reliable product 
                    traceability and high welfare standards from 
                    the farm to the consumer are integral to the 
                    Group's business model. The Group ensures full 
                    traceability from source to packed product 
                    across all suppliers. 
----------------  -------------------------------------------------- 
 

Note: References in this preliminary announcement to the Strategic report, the Corporate and social responsibility report, the Directors' report and the Corporate Governance statement are to reports which will be available in the Company's full published accounts.

Responsibility statement of the Directors in respect of the Annual report and financial statements

Each of the Directors whose names and functions are set out below confirms that to the best of their knowledge and belief:

 
 --   the Group and parent company financial statements, 
       prepared in accordance with applicable UK law 
       and in conformity with IFRS, as adopted by the 
       EU, give a true and fair view of the assets, liabilities, 
       financial position and profit of the Group and 
       the Company; and 
 --   the management reports, which comprise the Strategic 
       report and the Directors' report, include a fair 
       review of the development and performance of the 
       business and the position of the Group and the 
       Company, together with a description of the principal 
       risks and uncertainties they face. 
 

This responsibility statement was approved by the Board of Directors on 30 March 2016 and is signed on its behalf by:

Directors

 
 R Watson,    Chief Executive 
  OBE 
 N Majewski   Chief Financial 
               Officer 
 

Consolidated income statement

 
                                                        2015       2014 
                                                    53 weeks   52 weeks 
                                            Notes    GBP'000    GBP'000 
------------------------------------------  -----  ---------  --------- 
Continuing operations 
------------------------------------------  -----  ---------  --------- 
Revenue                                         3  1,094,822  1,098,990 
------------------------------------------  -----  ---------  --------- 
Cost of sales                                      (957,067)  (966,809) 
------------------------------------------  -----  ---------  --------- 
Gross profit                                         137,755    132,181 
------------------------------------------  -----  ---------  --------- 
Distribution costs                                  (10,091)   (10,541) 
------------------------------------------  -----  ---------  --------- 
Administrative expenses                             (99,887)   (96,462) 
------------------------------------------  -----  ---------  --------- 
Share of profit in joint venture                       1,222        884 
------------------------------------------  -----  ---------  --------- 
Operating profit                                      28,999     26,062 
------------------------------------------  -----  ---------  --------- 
Finance income                                  4         97        102 
------------------------------------------  -----  ---------  --------- 
Finance costs                                   4    (1,148)      (976) 
------------------------------------------  -----  ---------  --------- 
Finance costs - net                             4    (1,051)      (874) 
------------------------------------------  -----  ---------  --------- 
Profit before income tax                              27,948     25,188 

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==========================================  =====  =========  ========= 
Income tax expense                              5    (6,489)    (5,638) 
------------------------------------------  -----  ---------  --------- 
Profit for the year                                   21,459     19,550 
------------------------------------------  -----  ---------  --------- 
 
Attributable to: 
------------------------------------------  -----  ---------  --------- 
Owners of the parent                                  20,017     18,071 
------------------------------------------  -----  ---------  --------- 
Non-controlling interests                              1,442      1,479 
------------------------------------------  -----  ---------  --------- 
                                                      21,459     19,550 
------------------------------------------  -----  ---------  --------- 
Earnings per share attributable to owners 
 of the parent during the year 
------------------------------------------  -----  ---------  --------- 
Basic (pence)                                   6       27.5       25.0 
------------------------------------------  -----  ---------  --------- 
Diluted (pence)                                 6       27.2       24.7 
------------------------------------------  -----  ---------  --------- 
 
 
 
 
Consolidated statement of comprehensive income 
 
                                                  2015      2014 
                                              53 weeks  52 weeks 
                                               GBP'000   GBP'000 
--------------------------------------------  --------  -------- 
Profit for the year                             21,459    19,550 
--------------------------------------------  --------  -------- 
Other comprehensive income 
--------------------------------------------  --------  -------- 
Currency translation differences               (2,739)   (4,761) 
--------------------------------------------  --------  -------- 
Other comprehensive income for the year net 
 of tax                                        (2,739)   (4,761) 
--------------------------------------------  --------  -------- 
Total comprehensive income for the year         18,720    14,789 
--------------------------------------------  --------  -------- 
 
Total comprehensive income attributable to: 
--------------------------------------------  --------  -------- 
Owners of the parent                            17,552    13,625 
--------------------------------------------  --------  -------- 
Non-controlling interests                        1,168     1,164 
--------------------------------------------  --------  -------- 
                                                18,720    14,789 
--------------------------------------------  --------  -------- 
 
The notes are an integral part of these consolidated 
 financial statements. 
 

Consolidated balance sheet

 
                                                      Group           Company 
                                             2015      2014     2015     2014 
                                  Notes   GBP'000   GBP'000  GBP'000  GBP'000 
--------------------------------  -----  --------  --------  -------  ------- 
Assets 
--------------------------------  -----  --------  --------  -------  ------- 
Non-current assets 
--------------------------------  -----  --------  --------  -------  ------- 
Property, plant and equipment         8    67,230    72,642        -        - 
--------------------------------  -----  --------  --------  -------  ------- 
Intangible assets                     9    10,073    12,547        -        - 
--------------------------------  -----  --------  --------  -------  ------- 
Investments                                 2,396     1,234  102,985  102,985 
--------------------------------  -----  --------  --------  -------  ------- 
Deferred income tax assets                  1,000       771        -        - 
--------------------------------  -----  --------  --------  -------  ------- 
                                           80,699    87,194  102,985  102,985 
--------------------------------  -----  --------  --------  -------  ------- 
Current assets 
--------------------------------  -----  --------  --------  -------  ------- 
Inventories                                18,272    22,029        -        - 
--------------------------------  -----  --------  --------  -------  ------- 
Trade and other receivables                96,095   115,609      470       53 
--------------------------------  -----  --------  --------  -------  ------- 
Current income tax assets                       -     1,532       11       30 
--------------------------------  -----  --------  --------  -------  ------- 
Cash and cash equivalents                  52,806    35,586      150      333 
--------------------------------  -----  --------  --------  -------  ------- 
                                          167,173   174,756      631      416 
--------------------------------  -----  --------  --------  -------  ------- 
Total assets                              247,872   261,950  103,616  103,401 
--------------------------------  -----  --------  --------  -------  ------- 
 
Equity 
--------------------------------  -----  --------  --------  -------  ------- 
Equity attributable to owners 
 of the parent 
---------------------------------------  --------  --------  -------  ------- 
Ordinary shares                             7,286     7,259    7,286    7,259 
--------------------------------  -----  --------  --------  -------  ------- 
Share premium                               8,191     7,235    8,191    7,235 
--------------------------------  -----  --------  --------  -------  ------- 
Employee share schemes reserve                901       441        -        - 
--------------------------------  -----  --------  --------  -------  ------- 
Foreign currency translation 
 reserve                                  (4,489)    -2,024        -        - 
--------------------------------  -----  --------  --------  -------  ------- 
Retained earnings                          82,829    72,717   17,120   13,470 
--------------------------------  -----  --------  --------  -------  ------- 
                                           94,718    85,628   32,597   27,964 
--------------------------------  -----  --------  --------  -------  ------- 
Reverse acquisition reserve              (31,700)  (31,700)        -        - 
--------------------------------  -----  --------  --------  -------  ------- 
Merger reserve                                919       919   71,019   71,019 
--------------------------------  -----  --------  --------  -------  ------- 
                                           63,937    54,847  103,616   98,983 
--------------------------------  -----  --------  --------  -------  ------- 
Non-controlling interests                   4,938     4,786        -        - 
--------------------------------  -----  --------  --------  -------  ------- 
Total equity                               68,875    59,633  103,616   98,983 
--------------------------------  -----  --------  --------  -------  ------- 
 
Liabilities 
--------------------------------  -----  --------  --------  -------  ------- 
Non-current liabilities 
--------------------------------  -----  --------  --------  -------  ------- 
Borrowings                           10    28,405    32,573        -        - 
--------------------------------  -----  --------  --------  -------  ------- 
Deferred income tax liabilities             1,654     1,875        -        - 
--------------------------------  -----  --------  --------  -------  ------- 
                                           30,059    34,448        -        - 
--------------------------------  -----  --------  --------  -------  ------- 
Current liabilities 
--------------------------------  -----  --------  --------  -------  ------- 
Borrowings                           10    11,728    10,687        -        - 
--------------------------------  -----  --------  --------  -------  ------- 
Trade and other payables                  136,537   157,182        -    4,418 
--------------------------------  -----  --------  --------  -------  ------- 
Current income tax liabilities                673         -        -        - 
--------------------------------  -----  --------  --------  -------  ------- 
                                          148,938   167,869        -    4,418 
--------------------------------  -----  --------  --------  -------  ------- 
Total liabilities                         178,997   202,317        -    4,418 
--------------------------------  -----  --------  --------  -------  ------- 
Total equity and liabilities              247,872   261,950  103,616  103,401 
--------------------------------  -----  --------  --------  -------  ------- 
 
The notes are an integral part of these consolidated 
 financial statements. 
 
The financial statements were approved by the Board on 
 30 March 2016 and were signed on its behalf by: 
 
 
 R. Watson OBE   N. Majewski 
 Director        Director 
 

Hilton Food Group plc - Registered number: 06165540

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Consolidated statement of changes in equity

 
                                                                          Attributable to owners of the 
                                                                                                 parent 
                       ================================================================================ 
                                         Employee      Foreign 
                                            share     currency                Reverse 
                         Share    Share   schemes  translation  Retained  acquisition   Merger           Non-controlling     Total 
                       capital  premium   reserve      reserve  earnings      reserve  reserve    Total        interests    equity 
Group           Notes  GBP'000  GBP'000   GBP'000      GBP'000   GBP'000      GBP'000  GBP'000  GBP'000          GBP'000   GBP'000 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Balance at 30 
 December 2013           7,216    5,885       857        2,422    63,989     (31,700)      919   49,588            4,670    54,258 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Profit for the 
 year                        -        -         -            -    18,071            -        -   18,071            1,479    19,550 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Other 
comprehensive 
income 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Currency 
 translation 
 differences                 -        -         -      (4,446)         -            -        -  (4,446)            (315)   (4,761) 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Total 
 comprehensive 
 income for 
 the 
 year                        -        -         -      (4,446)    18,071            -        -   13,625            1,164    14,789 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Issue of new 
 shares                     43      794         -            -         -            -        -      837                -       837 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Adjustment in 
 respect of 
 employee 
 share schemes               -      406     (151)            -         -            -        -      255                -       255 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Tax on employee 
 share schemes               -      150     (265)            -         -            -        -    (115)                -     (115) 
---------------------  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Dividends paid      7        -        -         -            -   (9,343)            -        -  (9,343)          (1,048)  (10,391) 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Total 
 transactions 
 with owners                43    1,350     (416)            -   (9,343)            -        -  (8,366)          (1,048)   (9,414) 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Balance at 28 
 December 2014           7,259    7,235       441      (2,024)    72,717     (31,700)      919   54,847            4,786    59,633 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
 
Profit for the 
 year                        -        -         -            -    20,017            -        -   20,017            1,442    21,459 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Other 
comprehensive 
income 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Currency translation 
 differences                 -        -         -      (2,465)         -            -        -  (2,465)            (274)   (2,739) 
---------------------  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Total 
 comprehensive 
 income for 
 the 
 year                        -        -         -      (2,465)    20,017            -        -   17,552            1,168    18,720 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Issue of new 
 shares                     27      516         -            -         -            -        -      543                -       543 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Adjustment in 
 respect of 
 employee 
 share schemes               -      408       342            -         -            -        -      750                -       750 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Tax on employee 
 share schemes               -       32       118            -         -            -        -      150                -       150 
---------------------  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Dividends paid      7        -        -         -            -   (9,905)            -        -  (9,905)          (1,016)  (10,921) 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Total transactions 
 with owners                27      956       460            -   (9,905)            -        -  (8,462)          (1,016)   (9,478) 
---------------------  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Balance at 3 
 January 2016            7,286    8,191       901      (4,489)    82,829     (31,700)      919   63,937            4,938    68,875 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
 
Company 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Balance at 30 
 December 2013           7,216    5,885         -            -    11,922            -   71,019   96,042 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Profit for the 
 year                        -        -         -            -    10,891            -        -   10,891 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Total 
 comprehensive 
 income for 
 the 
 year                        -        -         -            -    10,891            -        -   10,891 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Issue of new 
 shares                     43      794         -            -         -            -        -      837 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Adjustment in 
 respect of 
 employee 
 share schemes               -      406         -            -         -            -        -      406 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Tax on employee 
 share schemes               -      150         -            -         -            -        -      150 
---------------------  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Dividends paid      7        -        -         -            -   (9,343)            -        -  (9,343) 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Total 
 transactions 
 with owners                43    1,350         -            -   (9,343)            -        -  (7,950) 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Balance at 28 
 December 2014           7,259    7,235         -            -    13,470            -   71,019   98,983 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
 
Profit for the 
 year                        -        -         -            -    13,555            -        -   13,555 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Total 
 comprehensive 
 income for 
 the 
 year                        -        -         -            -    13,555            -        -   13,555 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Issue of new 
 shares                     27      516         -            -         -            -        -      543 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Adjustment in 
 respect of 
 employee 
 share schemes               -      408         -            -         -            -        -      408 

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--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Tax on employee 
 share schemes               -       32         -            -         -            -        -       32 
---------------------  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Dividends paid      7        -        -         -            -   (9,905)            -        -  (9,905) 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Total transactions 
 with owners                27      956         -            -   (9,905)            -        -  (8,922) 
---------------------  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
Balance at 3 
 January 2016            7,286    8,191         -            -    17,120            -   71,019  103,616 
--------------  -----  -------  -------  --------  -----------  --------  -----------  -------  -------  ---------------  -------- 
 

The notes are an integral part of these consolidated financial statements.

Consolidated cash flow statement

 
                                                        Group             Company 
                                               2015      2014      2015      2014 
                                           53 weeks  52 weeks  53 weeks  52 weeks 
                                    Notes   GBP'000   GBP'000   GBP'000   GBP'000 
----------------------------------  -----  --------  --------  --------  -------- 
Cash flows from operating 
 activities 
----------------------------------  -----  --------  --------  --------  -------- 
Cash generated from operations         11    50,960    47,626     (386)         - 
----------------------------------  -----  --------  --------  --------  -------- 
Interest paid                               (1,148)     (976)      (72)     (171) 
----------------------------------  -----  --------  --------  --------  -------- 
Income tax (paid)/received                  (4,553)   (5,530)         -        87 
----------------------------------  -----  --------  --------  --------  -------- 
Net cash generated from/(used 
 in) operating activities                    45,259    41,120     (458)      (84) 
----------------------------------  -----  --------  --------  --------  -------- 
 
Cash flows from investing 
 activities 
----------------------------------  -----  --------  --------  --------  -------- 
Purchases of property, plant 
 and equipment                             (13,676)  (31,830)         -         - 
----------------------------------  -----  --------  --------  --------  -------- 
Proceeds from sale of property, 
 plant and equipment                             77       129         -         - 
----------------------------------  -----  --------  --------  --------  -------- 
Purchases of intangible assets                 (54)  (11,599)         -         - 
----------------------------------  -----  --------  --------  --------  -------- 
Interest received                                97       102         -         - 
----------------------------------  -----  --------  --------  --------  -------- 
Dividends received                                -         -    13,600    11,000 
----------------------------------  -----  --------  --------  --------  -------- 
Net cash (used in)/generated 
 from investing activities                 (13,556)  (43,198)    13,600    11,000 
----------------------------------  -----  --------  --------  --------  -------- 
 
Cash flows from financing 
 activities 
----------------------------------  -----  --------  --------  --------  -------- 
Proceeds from borrowings                      3,336    36,193         -         - 
----------------------------------  -----  --------  --------  --------  -------- 
Repayments of borrowings                    (6,157)  (21,923)         -         - 
----------------------------------  -----  --------  --------  --------  -------- 
Repayment of inter-company 
 loan                                             -         -   (3,963)   (2,266) 
----------------------------------  -----  --------  --------  --------  -------- 
Issue of ordinary shares                        543       837       543       837 
----------------------------------  -----  --------  --------  --------  -------- 
Dividends paid to owners 
 of the parent                              (9,905)   (9,343)   (9,905)   (9,343) 
----------------------------------  -----  --------  --------  --------  -------- 
Dividends paid to non-controlling 
 interests                                  (1,016)   (1,048)         -         - 
----------------------------------  -----  --------  --------  --------  -------- 
Net cash (used in)/ generated 
 from financing activities                 (13,199)     4,716  (13,325)  (10,772) 
----------------------------------  -----  --------  --------  --------  -------- 
 
Net increase/(decrease) in 
 cash and cash equivalents                   18,504     2,638     (183)       144 
----------------------------------  -----  --------  --------  --------  -------- 
Cash and cash equivalents 
 at beginning of the year                    35,586    34,642       333       189 
----------------------------------  -----  --------  --------  --------  -------- 
Exchange losses on cash and 
 cash equivalents                           (1,284)   (1,694)         -         - 
----------------------------------  -----  --------  --------  --------  -------- 
Cash and cash equivalents 
 at end of the year                          52,806    35,586       150       333 
----------------------------------  -----  --------  --------  --------  -------- 
 
The notes are an integral part of these consolidated 
 financial statements. 
 

Notes to the financial statements

1 General information

Hilton Food Group plc ("the Company") and its subsidiaries (together "the Group") is a specialist retail meat packing business supplying major international food retailers in thirteen European countries and Australia. The Company's subsidiaries are listed in a note.

The Company is a public limited company incorporated and domiciled in the UK. The address of the registered office is 2-8 The Interchange, Latham Road, Huntingdon, Cambridgeshire PE29 6YE. The registered number of the Company is 06165540.

The Company maintains a Premium Listing on the London Stock Exchange.

The financial year represents the 53 weeks to 3 January 2016 (prior financial year 52 weeks to 28 December 2014).

This preliminary announcement was approved for issue on 30 March 2016.

2 Summary of significant accounting policies

The accounting policies are consistent with those of the annual financial statements for the year ended 28 December 2014.

Basis of preparation

The consolidated financial statements of Hilton Food Group plc have been prepared under the historical cost convention and in accordance with International Financial Reporting Standards as adopted by the European Union (IFRS), IFRIC interpretations and the Companies Act 2006 applicable to companies reporting under IFRS.

The consolidated financial statements have been prepared on the going concern basis. The reasons why the Directors consider this basis to be appropriate are set out in the Performance and financial review.

The financial statements are presented in Sterling and all values are rounded to the nearest thousand (GBP'000) except when otherwise indicated.

The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in a note.

The financial information included in this preliminary announcement does not constitute statutory accounts of the Group for the years ended 3 January 2016 and 28 December 2014 but is derived from those accounts. Statutory accounts for 2014 have been delivered to the Registrar of Companies and those for 2015 will be delivered following the Company's Annual General Meeting. The auditors have reported on those accounts; their reports were (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498(2) or (3) of the Companies Act 2006.

3 Segment information

Management have determined the operating segments based on the reports reviewed by the Executive Directors that are used to make strategic decisions.

The Executive Directors have considered the business from both a geographic and product perspective.

From a geographic perspective, the Executive Directors consider that the Group has seven operating segments: i) United Kingdom; ii) Netherlands; iii) Republic of Ireland; iv) Sweden; v) Denmark, vi) Central Europe including Poland, Czech Republic, Hungary, Slovakia, Latvia, Lithuania and Estonia and vii) Central costs and other including the share of profit from the joint venture in Australia. The United Kingdom, Netherlands, Republic of Ireland, Sweden and Denmark have been aggregated into one reportable segment 'Western Europe' as they have similar economic characteristics as identified in IFRS 8. Central Europe and Central costs and other comprise the other reportable segments.

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From a product perspective the Executive Directors consider that the Group has only one identifiable product, wholesaling of meat. The Executive Directors consider that no further segmentation is appropriate, as all of the Group's operations are subject to similar risks and returns and exhibit similar long term financial performance.

 
The segment information provided to the Executive 
 Directors for the reportable segments is as 
 follows: 
                                                      Central                                 Central 
                                    Western  Central    costs       2015    Western  Central    costs       2014 
                                                          and                                     and 
                                     Europe   Europe    other      Total     Europe   Europe    other      Total 
                                    GBP'000  GBP'000  GBP'000    GBP'000    GBP'000  GBP'000  GBP'000    GBP'000 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Total segment 
 revenue                          1,020,844   74,165        -  1,095,009  1,018,368   82,156        -  1,100,524 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Inter-segment 
 revenue                              (187)        -        -      (187)    (1,534)        -        -    (1,534) 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Revenue from 
 external customers               1,020,657   74,165        -  1,094,822  1,016,834   82,156        -  1,098,990 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Operating profit/(loss)/segment 
 result                              32,107    2,255  (5,363)     28,999     27,115    2,426  (3,479)     26,062 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Finance income                           20       76        1         97         20       81        1        102 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Finance costs                       (1,066)        -     (82)    (1,148)      (667)        -    (309)      (976) 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Income tax expense                  (6,959)    (455)      925    (6,489)    (5,902)    (502)      766    (5,638) 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Profit/(loss) 
 for the year                        24,102    1,876  (4,519)     21,459     20,566    2,005  (3,021)     19,550 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
 
Depreciation 
 and amortisation                    18,205    1,036      122     19,363     14,354    1,186       96     15,636 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Additions to 
 non-current 
 assets                              12,905      547      278     13,730     42,492      824      113     43,429 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
 
Segment assets                      224,739   17,836    4,297    246,872    240,231   15,949    3,467    259,647 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Current income 
 tax assets                                                            -                                   1,532 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Deferred income 
 tax assets                                                        1,000                                     771 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Total assets                                                     247,872                                 261,950 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
 
Segment liabilities                 165,283    9,411    1,976    176,670    190,316    7,521    1,163    199,000 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Borrowings                                                             -                                   1,442 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Current income 
 tax liabilities                                                     673                                       - 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Deferred income 
 tax liabilities                                                   1,654                                   1,875 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
Total liabilities                                                178,997                                 202,317 
--------------------------------  ---------  -------  -------  ---------  ---------  -------  -------  --------- 
 

Sales between segments are carried out at arm's length. Revenue from external customers reported to the Executive Directors is measured in a manner consistent with that in the income statement.

The Executive Directors assess the performance of each operating segment based on its operating profit. Operating profit is measured in a manner consistent with that in the income statement.

The amounts provided to the Executive Directors with respect to total assets and liabilities are measured in a manner consistent with that of the financial statements. The assets are allocated based on the operations of the segment and their physical location. The liabilities are allocated based on the operations of the segment. The Group interest bearing reorganisation loan is not considered to be a segment liability.

The Group has four principal customers (comprising groups of entities known to be under common control), Tesco, Ahold, Coop Danmark and ICA Gruppen. These customers are located in the United Kingdom, Netherlands, Republic of Ireland, Sweden, Denmark and Central Europe including Poland, Czech Republic, Hungary, Slovakia, Latvia, Lithuania and Estonia.

 
Analysis of revenues from external customers 
 and non-current assets are as follows: 
                                                                   Non-current assets 
                                          Revenues from            excluding deferred 
                                     external customers                    tax assets 
                                  ---------------------  ---------------------------- 
                                        2015       2014                 2015     2014 
                                     GBP'000    GBP'000              GBP'000  GBP'000 
--------------------------------  ----------  ---------  -------------------  ------- 
Analysis by geographical area 
--------------------------------  ----------  ---------  -------------------  ------- 
United Kingdom - country of 
 domicile                            441,673    391,139               39,784   40,200 
--------------------------------  ----------  ---------  -------------------  ------- 
Netherlands                          257,398    266,049                9,445   10,645 
--------------------------------  ----------  ---------  -------------------  ------- 
Sweden                               182,621    197,603               13,752   13,828 
--------------------------------  ----------  ---------  -------------------  ------- 
Republic of Ireland                   55,880     60,289                3,999    4,351 
--------------------------------  ----------  ---------  -------------------  ------- 
Denmark                               83,174    101,754                9,757   13,821 
--------------------------------  ----------  ---------  -------------------  ------- 
Central Europe                        74,076     82,156                2,962    3,578 
--------------------------------  ----------  ---------  -------------------  ------- 
                                   1,094,822  1,098,990               79,699   86,423 
--------------------------------  ----------  ---------  -------------------  ------- 
Analysis by principal customer 
--------------------------------  ----------  ---------  -------------------  ------- 
Customer 1                           513,401    472,883 
--------------------------------  ----------  ---------  -------------------  ------- 
Customer 2                           284,560    299,779 
--------------------------------  ----------  ---------  -------------------  ------- 
Customer 3                           197,608    212,698 
--------------------------------  ----------  ---------  -------------------  ------- 
Customer 4                            81,634     99,996 
--------------------------------  ----------  ---------  -------------------  ------- 
Other                                 17,619     13,634 
--------------------------------  ----------  ---------  -------------------  ------- 
                                   1,094,822  1,098,990 
--------------------------------  ----------  ---------  -------------------  ------- 
 
4 Finance income and costs 
                                                                        2015       2014 
Group                                                                GBP'000    GBP'000 
-------------------------------------------------------  -------------------  --------- 
Finance income 

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-------------------------------------------------------  -------------------  --------- 
Interest income on short term bank deposits                               90         97 
-------------------------------------------------------  -------------------  --------- 
Interest on income taxes                                                   7          5 
-------------------------------------------------------  -------------------  --------- 
Finance income                                                            97        102 
-------------------------------------------------------  -------------------  --------- 
Finance costs 
-------------------------------------------------------  -------------------  --------- 
Bank borrowings                                                        (920)      (765) 
-------------------------------------------------------  -------------------  --------- 
Finance leases                                                         (161)      (189) 
-------------------------------------------------------  -------------------  --------- 
Exchange (losses)/gains on foreign currency 
 borrowings                                                              (3)         22 
-------------------------------------------------------  -------------------  --------- 
Other interest expense                                                  (64)       (44) 
-------------------------------------------------------  -------------------  --------- 
Finance costs                                                        (1,148)      (976) 
-------------------------------------------------------  -------------------  --------- 
Finance costs - net                                                  (1,051)      (874) 
-------------------------------------------------------  -------------------  --------- 
 
 
 
5 Income tax expense 
                                                       2015     2014 
Group                                               GBP'000  GBP'000 
--------------------------------------------------  -------  ------- 
Current income tax 
--------------------------------------------------  -------  ------- 
Current tax on profits for the year                   6,787    4,795 
--------------------------------------------------  -------  ------- 
Adjustments to tax in respect of previous 
 years                                                 (18)       47 
--------------------------------------------------  -------  ------- 
Total current tax                                     6,769    4,842 
--------------------------------------------------  -------  ------- 
Deferred income tax 
--------------------------------------------------  -------  ------- 
Origination and reversal of temporary differences     (389)      704 
--------------------------------------------------  -------  ------- 
Adjustments to tax in respect of previous 
 years                                                  109       92 
--------------------------------------------------  -------  ------- 
Total deferred tax                                    (280)      796 
--------------------------------------------------  -------  ------- 
Income tax expense                                    6,489    5,638 
--------------------------------------------------  -------  ------- 
 

Deferred tax credited directly to equity during the year in respect of employee share schemes amounted to GBP118,000 (2014: GBP265,000 charge).

The tax on the Group's profit before income tax differs from the theoretical amount that would arise using the standard rate of UK Corporation Tax of 20.25% (2014: 21.5%) applied to profits of the consolidated entities as follows:

 
                                                   2015     2014 
                                                GBP'000  GBP'000 
==============================================  =======  ======= 
Profit before income tax                         27,948   25,188 
----------------------------------------------  -------  ------- 
Tax calculated at the standard rate of UK 
 Corporation Tax 20.25% (2014: 21.5%)             5,659    5,415 
----------------------------------------------  -------  ------- 
Expenses not deductible/(income not taxable) 
 for tax purposes                                   371     (37) 
----------------------------------------------  -------  ------- 
Adjustments to tax in respect of previous 
 years                                               91      139 
----------------------------------------------  -------  ------- 
Profits taxed at rates other than 20.25% 
 (2014: 21.5%)                                      375      133 
----------------------------------------------  -------  ------- 
Other                                               (7)     (12) 
----------------------------------------------  -------  ------- 
Income tax expense                                6,489    5,638 
----------------------------------------------  -------  ------- 
 
There is no tax impact relating to components 
 of other comprehensive income. 
 

6 Earnings per share

Basic earnings per share are calculated by dividing the profit attributable to owners of the parent by the weighted average number of ordinary shares in issue during the year.

Diluted earnings per share are calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. The Company has share options for which a calculation is done to determine the number of shares that could have been acquired at fair value (determined as the average annual market share price of the Company's shares) based on the monetary value of the subscription rights attached to outstanding share options. 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.

 
                                                        2015             2014 
Group                                         Basic  Diluted   Basic  Diluted 
-----------------------------  ------------  ------  -------  ------  ------- 
Profit attributable to 
 owners of the parent             (GBP'000)  20,017   20,017  18,071   18,071 
-----------------------------  ------------  ------  -------  ------  ------- 
Weighted average number 
 of ordinary shares in issue    (thousands)  72,748   72,748  72,379   72,379 
-----------------------------  ------------  ------  -------  ------  ------- 
Adjustment for share options    (thousands)       -      970       -      714 
-----------------------------  ------------  ------  -------  ------  ------- 
Adjusted weighted average 
 number of ordinary shares      (thousands)  72,748   73,718  72,379   73,093 
-----------------------------  ------------  ------  -------  ------  ------- 
Basic and diluted earnings 
 per share                          (pence)    27.5     27.2    25.0     24.7 
-----------------------------  ------------  ------  -------  ------  ------- 
 
 
7 Dividends 
                                                 2015     2014 
Group and Company                             GBP'000  GBP'000 
--------------------------------------------  -------  ------- 
Final dividend in respect of 2014 paid 9.5p 
 per ordinary share (2014: 9.1p)                6,919    6,590 
--------------------------------------------  -------  ------- 
Interim dividend in respect of 2015 paid 
 4.1p per ordinary share (2014: 3.8p)           2,986    2,753 
--------------------------------------------  -------  ------- 
Total dividends paid                            9,905    9,343 
--------------------------------------------  -------  ------- 
 

The Directors declared a second interim dividend of 9.2p which is to be paid on 1 April 2016 and propose a final dividend of 1.3p per share payable on 1 July 2016 to shareholders who are on the register at 3 June 2016. These dividends totalling GBP7.7m have not been recognised as a liability in these consolidated financial statements.

 
8 Property, plant and equipment 
                                 Land and 
                                buildings 
                               (including 
                                leasehold           Plant       Fixtures      Motor 
                            improvements)   and machinery   and fittings   vehicles     Total 
Group                             GBP'000         GBP'000        GBP'000    GBP'000   GBP'000 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Cost 
-------------------------  --------------  --------------  -------------  ---------  -------- 
At 30 December 2013                26,162         153,085         11,151        311   190,709 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Exchange adjustments                (909)         (9,319)          (636)        (3)  (10,867) 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Additions                          13,176          17,473          1,165         16    31,830 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Reclassification                    (754)           3,344        (2,672)         82         - 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Disposals                               -         (4,368)          (454)      (109)   (4,931) 
-------------------------  --------------  --------------  -------------  ---------  -------- 
At 28 December 2014                37,675         160,215          8,554        297   206,741 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Accumulated depreciation 
-------------------------  --------------  --------------  -------------  ---------  -------- 
At 30 December 2013                16,328         106,567          8,805        133   131,833 
-------------------------  --------------  --------------  -------------  ---------  -------- 

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Exchange adjustments                (535)         (6,364)          (476)        (1)   (7,376) 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Charge for the year                 1,966          11,391          1,006         74    14,437 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Reclassification                    (492)           2,582        (2,090)          -         - 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Disposals                               -         (4,265)          (443)       (87)   (4,795) 
-------------------------  --------------  --------------  -------------  ---------  -------- 
At 28 December 2014                17,267         109,911          6,802        119   134,099 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Net book amount 
-------------------------  --------------  --------------  -------------  ---------  -------- 
At 30 December 2013                 9,834          46,518          2,346        178    58,876 
-------------------------  --------------  --------------  -------------  ---------  -------- 
At 28 December 2014                20,408          50,304          1,752        178    72,642 
-------------------------  --------------  --------------  -------------  ---------  -------- 
 
Cost 
-------------------------  --------------  --------------  -------------  ---------  -------- 
At 29 December 2014                37,675         160,215          8,554        297   206,741 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Exchange adjustments                (724)         (5,167)          (250)        (1)   (6,142) 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Additions                           3,521           9,391            755          9    13,676 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Reclassification                        -           (235)             53          -     (182) 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Disposals                         (1,464)           (561)           (88)        (7)   (2,120) 
-------------------------  --------------  --------------  -------------  ---------  -------- 
At 3 January 2016                  39,008         163,643          9,024        298   211,973 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Accumulated depreciation 
-------------------------  --------------  --------------  -------------  ---------  -------- 
At 29 December 2014                17,267         109,911          6,802        119   134,099 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Exchange adjustments                (460)         (3,573)          (188)          -   (4,221) 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Charge for the year                 3,737          12,219            860         68    16,884 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Reclassification                        -            (72)             21          -      (51) 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Disposals                         (1,464)           (406)           (91)        (7)   (1,968) 
-------------------------  --------------  --------------  -------------  ---------  -------- 
At 3 January 2016                  19,080         118,079          7,404        180   144,743 
-------------------------  --------------  --------------  -------------  ---------  -------- 
Net book amount 
-------------------------  --------------  --------------  -------------  ---------  -------- 
At 3 January 2016                  19,928          45,564          1,620        118    67,230 
-------------------------  --------------  --------------  -------------  ---------  -------- 
 

Land and buildings are held under short leaseholds. Details of bank borrowings secured on assets of the Group are given in note 10. Depreciation charges are included within administrative expenses in the income statement.

The cost and net book amount of property plant and equipment in the course of its construction included above comprise plant and machinery GBP1,654,000 (2014: GBP1,209,000).

Property, plant and equipment include the following amounts where the Group is a lessee under a finance lease:

 
                                             2015     2014 
                                          GBP'000  GBP'000 
---------------------------------------  --------  ------- 
Cost - capitalised finance leases           3,011    3,195 
---------------------------------------  --------  ------- 
Accumulated depreciation                  (1,794)  (1,742) 
---------------------------------------  --------  ------- 
Net book amount                             1,217    1,453 
---------------------------------------  --------  ------- 
Included in assets held under finance leases are land 
 and buildings with a net book amount of GBP1,217,000 
 (2014: GBP1,453,000). 
 
 
9 Intangible assets 
                             Product   Computer 
                            licences   software  Goodwill    Total 
Group                        GBP'000    GBP'000   GBP'000  GBP'000 
-------------------------  ---------  ---------  --------  ------- 
Cost 
-------------------------  ---------  ---------  --------  ------- 
At 30 December 2013            8,833      4,441       836   14,110 
-------------------------  ---------  ---------  --------  ------- 
Exchange adjustments           (977)      (475)         -  (1,452) 
-------------------------  ---------  ---------  --------  ------- 
Additions                     11,449        150         -   11,599 
-------------------------  ---------  ---------  --------  ------- 
At 28 December 2014           19,305      4,116       836   24,257 
-------------------------  ---------  ---------  --------  ------- 
Accumulated amortisation 
-------------------------  ---------  ---------  --------  ------- 
At 30 December 2013            7,789      3,661         -   11,450 
-------------------------  ---------  ---------  --------  ------- 
Exchange adjustments           (525)      (414)         -    (939) 
-------------------------  ---------  ---------  --------  ------- 
Charge for the year              892        307         -    1,199 
-------------------------  ---------  ---------  --------  ------- 
At 28 December 2014            8,156      3,554         -   11,710 
-------------------------  ---------  ---------  --------  ------- 
Net book amount 
-------------------------  ---------  ---------  --------  ------- 
At 30 December 2013            1,044        780       836    2,660 
-------------------------  ---------  ---------  --------  ------- 
At 28 December 2014           11,149        562       836   12,547 
-------------------------  ---------  ---------  --------  ------- 
 
Cost 
-------------------------  ---------  ---------  --------  ------- 
At 29 December 2014           19,305      4,116       836   24,257 
-------------------------  ---------  ---------  --------  ------- 
Exchange adjustments           (560)      (137)         -    (697) 
-------------------------  ---------  ---------  --------  ------- 
Additions                          -         54         -       54 
-------------------------  ---------  ---------  --------  ------- 
Reclassifications                  -        182         -      182 
-------------------------  ---------  ---------  --------  ------- 
Disposals                          -      (123)         -    (123) 
-------------------------  ---------  ---------  --------  ------- 
At 3 January 2016             18,745      4,092       836   23,673 
-------------------------  ---------  ---------  --------  ------- 
Accumulated amortisation 
-------------------------  ---------  ---------  --------  ------- 
At 29 December 2014            8,156      3,554         -   11,710 
-------------------------  ---------  ---------  --------  ------- 
Exchange adjustments           (408)      (109)         -    (517) 
-------------------------  ---------  ---------  --------  ------- 
Charge for the year            2,142        337         -    2,479 
-------------------------  ---------  ---------  --------  ------- 
Reclassifications                  -         51         -       51 
-------------------------  ---------  ---------  --------  ------- 
Disposals                          -      (123)         -    (123) 
-------------------------  ---------  ---------  --------  ------- 
At 3 January 2016              9,890      3,710         -   13,600 
-------------------------  ---------  ---------  --------  ------- 
Net book amount 
-------------------------  ---------  ---------  --------  ------- 
At 3 January 2016              8,855        382       836   10,073 
-------------------------  ---------  ---------  --------  ------- 
 

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Amortisation charges are included within administrative expenses in the income statement.

 
10 Borrowings 
                                                  2015         2014 
Group                                          GBP'000      GBP'000 
-----------------------------------------  -----------  ----------- 
Current 
-----------------------------------------  -----------  ----------- 
Bank borrowings                                 11,562       10,531 
-----------------------------------------  -----------  ----------- 
Finance lease liabilities                          166          156 
-----------------------------------------  -----------  ----------- 
                                                11,728       10,687 
-----------------------------------------  -----------  ----------- 
Non-current 
-----------------------------------------  -----------  ----------- 
Bank borrowings                                 26,428       30,304 
-----------------------------------------  -----------  ----------- 
Finance lease liabilities                        1,977        2,269 
-----------------------------------------  -----------  ----------- 
                                                28,405       32,573 
-----------------------------------------  -----------  ----------- 
Total borrowings                                40,133       43,260 
-----------------------------------------  -----------  ----------- 
 
Due to the frequent re-pricing dates of the Group's loans, 
 the fair value of current and non-current borrowings 
 is approximate to their carrying amount. 
The carrying amounts of the Group's borrowings are denominated 
 in the following currencies: 
                                                  2015         2014 
Currency                                       GBP'000      GBP'000 
-----------------------------------------  -----------  ----------- 
UK Pound                                        25,080       30,737 
-----------------------------------------  -----------  ----------- 
Euro                                             2,144        2,425 
-----------------------------------------  -----------  ----------- 
Swedish Krona                                   12,909       10,098 
-----------------------------------------  -----------  ----------- 
                                                40,133       43,260 
-----------------------------------------  -----------  ----------- 
 

Borrowings are repayable in quarterly instalments by 2019. Interest on borrowings in Sterling is charged at LIBOR plus 1.6% subject to interest rate caps over GBP12m of borrowings where LIBOR is capped at 2.5%. Interest on borrowings in Swedish Krona is charged at STIBOR plus 1.6% subject to interest rate caps over SEK 75m of borrowings where STIBOR is capped at 3%.

Bank borrowings totalling GBP37,989,000 (2014: GBP40,835,000) are secured by fixed and floating charges over the assets of the individual Group borrowers and through joint and several guarantees from each active Group undertaking.

The Group has undrawn overdraft and loan borrowing facilities of GBP28.3m (2014: GBP46.5m) which expire after one year.

The undiscounted contractual maturity profile of the Group's borrowings is described in a note.

The minimum lease payments and present value of finance lease liabilities is as follows:

 
                                       Minimum lease     Present value 
                                            payments 
                                       2015     2014     2015     2014 
Group                               GBP'000  GBP'000  GBP'000  GBP'000 
----------------------------------  -------  -------  -------  ------- 
No later than one year                  317      329      166      156 
----------------------------------  -------  -------  -------  ------- 
Later than one year and no later 
 than five years                      1,351    1,398    1,977    2,269 
----------------------------------  -------  -------  -------  ------- 
Later than five years                 1,282    1,732        -        - 
----------------------------------  -------  -------  -------  ------- 
                                      2,950    3,459    2,143    2,425 
----------------------------------  -------  -------  -------  ------- 
Future finance charges on finance 
 leases                               (807)  (1,034)        -        - 
----------------------------------  -------  -------  -------  ------- 
Present value of finance lease 
 liabilities                          2,143    2,425    2,143    2,425 
----------------------------------  -------  -------  -------  ------- 
 

Lease liabilities are effectively secured as the rights to the leased asset revert to the lessor in the event of default. The fair value of the Group's finance lease liabilities is GBP2,843,000 (2014: GBP3,315,000). The fair values are based on cash flows discounted using the European Central Bank benchmark main refinancing operations fixed interest rate of 0.05% (2014: 0.05%).

 
11 Cash generated from operations 
                                                      2015     2014 
Group                                              GBP'000  GBP'000 
------------------------------------------------  --------  ------- 
Profit before income tax                            27,948   25,188 
------------------------------------------------  --------  ------- 
Finance costs - net                                  1,051      874 
------------------------------------------------  --------  ------- 
Operating profit                                    28,999   26,062 
------------------------------------------------  --------  ------- 
Adjustments for non-cash items: 
------------------------------------------------  --------  ------- 
Share of post tax profits of joint venture         (1,222)    (884) 
------------------------------------------------  --------  ------- 
Depreciation of property, plant and equipment       16,884   14,437 
------------------------------------------------  --------  ------- 
Amortisation of intangible assets                    2,479    1,199 
------------------------------------------------  --------  ------- 
Loss on disposal of non-current assets                  75        7 
------------------------------------------------  --------  ------- 
Adjustment in respect of employee share schemes        750      255 
------------------------------------------------  --------  ------- 
Changes in working capital: 
------------------------------------------------  --------  ------- 
Inventories                                          3,126      424 
------------------------------------------------  --------  ------- 
Trade and other receivables                         16,283    (112) 
------------------------------------------------  --------  ------- 
Prepaid expenses                                     (744)      592 
------------------------------------------------  --------  ------- 
Trade and other payables                          (15,150)    3,947 
------------------------------------------------  --------  ------- 
Accrued expenses                                     (520)    1,699 
------------------------------------------------  --------  ------- 
Cash generated from operations                      50,960   47,626 
------------------------------------------------  --------  ------- 
 
The parent company has no operating cash 
 flows. 
 

12 Related party transactions and ultimate controlling party

The Directors do not consider there to be one ultimate controlling party. The companies noted below are all deemed to be related parties by way of common Directors.

Sales made on an arm's length basis on normal credit terms to related parties during the year were as follows:

 
 
                                                        2015      2014 
Group                                                GBP'000   GBP'000 
--------------------------------------------       ---------  -------- 
Woolworths Limited and subsidiaries 
 - recharge of joint venture costs                     1,581     1,245 
-------------------------------------------------  ---------  -------- 
 
 
Amounts owing from related parties at the year end were 
 as follows: 
                                                     Owed from related 
                                                               parties 
                                                        2015      2014 
Group                                                GBP'000   GBP'000 
--------------------------------------------       ---------  -------- 
Woolworths Limited and subsidiaries                      605        33 
-------------------------------------------------  ---------  -------- 
 
 
The Company's related party transactions with other Group 
 companies during the year were as follows: 
                                                        2015      2014 
Company                                              GBP'000   GBP'000 
--------------------------------------------       ---------  -------- 
Hilton Foods Limited - dividend 
 received                                             13,600    11,000 
-------------------------------------------------  ---------  -------- 
Hilton Foods Limited - interest 
 expense                                                  56       140 
-------------------------------------------------  ---------  -------- 
Hilton Foods UK Limited - payment 
 for group relief                                         30        53 
-------------------------------------------------  ---------  -------- 
 
At the year end GBP439,000 was owed by Hilton Foods Limited 
 (2014: GBP4,403,000 owed to Hilton Foods Limited) and 
 GBP31,000 (2014: GBP53,000) was owed by Hilton Foods 
 UK Limited. 
 
Details of key management compensation are given in a 
 note. 
 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

FR WGURCWUPQGCU

(END) Dow Jones Newswires

March 31, 2016 02:00 ET (06:00 GMT)

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