TIDMLMR
RNS Number : 2207S
Luminar Group Holdings PLC
14 May 2009
Luminar Group Holding plc
Condensed consolidated financial information for the year ended 26 February 2009
As at 26 February 2009, Luminar operated 89 high quality destination nightclubs
predominately under the brands of Oceana, Liquid and Lava & Ignite.
Results highlights
* Strong performance in a very challenging market
* Profit before tax in line with market expectations of GBP20.3m (2008: GBP31.5m)
from continuing operations before exceptional items
* EBITDA of GBP51.3m (2008: GBP57.7m) in continuing operations before exceptional
items
* High quality well maintained venues average an industry leading unit EBITDA of
GBP0.7m
* Same outlet sales down 3.6% due to lower market retail prices for alcoholic
drinks and lower admissions in early part of the year
* Earnings per share from the continuing business before exceptional items were
25.9p, (2008: 45.8p).
* Strong cash generation from operating activities of GBP42.1m (2008: GBP47.0m)
* Net borrowings of GBP141.8m (2008: GBP137.5m) well within bank facility
agreements of GBP180m which are agreed to August 2012
Current trading and outlook
* Current trading includes encouraging increase in admissions but overall same
outlet sales decline of 3.8% due primarily to lower drink prices
* Continued strong cash generation will reduce net debt in the current year
* Luminar is well placed within our competitor set to continue and enhance market
leadership
Statutory figures:
* Loss after tax of GBP21.5m including GBP37.1m of exceptional items primarily
made up of the prudent write down in value of Luminar's investment in 3D
Entertainment Group
* Basic loss per share of 35.3p, compared with a gain of 6.2p in 2008
Stephen Thomas, Chief Executive, said:
"Luminar has the pre-eminent portfolio of late night venues in the market place.
We are managing them efficiently in extremely difficult economic conditions and
we believe we are outperforming our competitors.
We are strong financially and with the steps we have taken our balance sheet
will strengthen further enabling us both to maintain our leading market position
and to emerge even stronger"
14 May 2009
Enquiries
+------------------------------------+------------------------------------+
| Luminar Group Holdings plc | |
+------------------------------------+------------------------------------+
| Stephen Thomas, Chief Executive | Tel: 020 7457 2020 (today) |
+------------------------------------+------------------------------------+
| Robert McDonald, Finance Director | Tel: 01908 544100 (thereafter) |
+------------------------------------+------------------------------------+
| | |
+------------------------------------+------------------------------------+
| College Hill | |
+------------------------------------+------------------------------------+
| Matthew Smallwood | Tel: 020 7457 2020 |
+------------------------------------+------------------------------------+
Overview
The last year has seen Luminar continue to strengthen its market leading
position within the late night entertainment sector. Our high quality venues are
performing well in a very difficult trading environment, and our operational
skills and experience continue to provide a competitive edge.
We have benefited from the actions taken in prior years to rationalise our
estate, focusing on the best venues in each location and concentrating our
efforts on maximising the returns available from those units. During the early
part of the year we invested significantly to refurbish 12 of our units and our
core year end estate of 89 high quality venues are all well equipped to optimise
their trading potential.
Our customers are primarily young people in the 18 - 24 age group, who continue
to appreciate the entertainment we provide but who are not immune from the
economic environment. This environment has not only seen a general tightening of
consumer spending and increased desire to seek good value, but also a specific
downward shift in the perception of the retail price to be paid for alcoholic
drinks.
We have seen a small reduction in admissions across the full year, but more
recently an encouraging stabilisation of that trend and a willingness of
customers to pay a higher admission price for the competitive value and quality
of our facilities. Overall sales per head however, whilst showing slight growth
in the year, reduced in the second half as we have responded to lower market
prices for alcohol.
Whilst our results for the year were lower than we had hoped for, our business
has performed well in the context of a difficult trading environment. The two
most significant influences on our profit reduction were the impact of falling
retail drinks prices and higher interest costs following an increase in debt
caused by last years shareholder return programme.
Our business is naturally cash generative and we have reacted quickly to the
tougher economic climate in order to conserve cash. As a result our financial
position is secure with headroom in our bank facilities and covenants, and no
need to refinance until 2012.
This year sees Luminar celebrate its 21st birthday and ever since it was formed,
we have faced challenges from economic, social and legislative changes. We have
seen each change as a new opportunity for our business and thanks to the efforts
of our staff, who are the most experienced operational management in the
industry, we have been able to maintain and extend our position as the leading
operator.
The Group's strategy remains clearly focused on continuing to be the premier
operator in local markets, delivering high quality entertainment in safe venues
at an affordable price, and utilising our operational skills to generate the
best returns available for all stakeholders. Whilst the market is challenging at
present, we remain confident in our prospects for the future.
Our Market
The Group operates in the late night market for entertaining, dancing and
drinking, and is the largest operator in this field with the competition
principally consisting of much smaller groups and privately owned premises. We
are very careful to operate within the legal and regulatory framework which
governs our trade, and we take very seriously our corporate responsibility on
issues such as responsible retailing, underage drinking, health and safety, drug
awareness, smoking and the environment.
Our market is predominantly young people, a vibrant ever-changing generation who
continue to seek modern quality entertainment at good value. Whilst generally
resilient to economic conditions, the depth of the current recession has seen
additional pressure on our customers who have become more selective in their
choice of spending. Research confirms a preference for nightclubs and active
occasions rather than middle of the road experiences, and our venues are well
placed and targeted to exploit this preference. We place great emphasis on the
quality of facilities and entertainment, particularly viewing music as a key
business driver, and communicate actively with our customers through our
customer experience programme, focus groups, and particularly through our
growing customer networks. Our customer database has almost 2 million members,
who we are able to contact regularly through text or email to advertise new
events at their local club. In addition, in September 2008 we launched a new
membership scheme, the UK Club Network. This is being piloted at our Watford
Oceana where we already have over 37,000 members, and is aimed at increasing
interaction with our customers.
Estate Development
The number of trading units remained fairly constant during the year at 89
although we incurred some downtime for investment particularly during the first
half. 86 of these outlets have traded for the last two years which allows us to
measure progress on a same outlet basis. In addition to these trading units we
own 5 additional high quality properties which are available for development at
some time in the future. 36 of our properties are owned freehold or on a long
leasehold basis and all of our units are located in England, Scotland, Wales and
the Channel Islands.
Our properties are consistently well maintained, are well invested, and provide
some of the best facilities available in the market. They are physically adapted
for the best execution of entertainment. During the year we invested GBP31.4m in
further modernisation including the rebranding of 7 units, bringing the branded
portfolio to 57 units, being 13 Oceana, 36 Liquid and eight Lava & Ignite. Our
branded units bring consistency, quality and scale, and all of our units retain
flexibility to reflect the character of the particular building and the local
market. Having completed our investment programme in the first half of 2009, we
believe the quality of our estate is such that much lower levels of investment
will be required to maintain these units in good condition in future.
Prior to 2009 the Group completed a disposal programme to rationalise the estate
and concentrate on the bigger and better venues. This strategy has served us
well and has markedly reduced our tail of unprofitable units, such that all but
one unit made a positive contribution to fixed costs during 2009 and no
leasehold reversions occurred in the year.
We continue to hold a 49% equity share in our former associate company 3D
Entertainment Group ("3DEG"). 3DEG now operates 57 late night bars, principally
under the Chicago Rock Café brand, and whilst trading conditions have been
difficult the company continues to be profitable and strengthened its portfolio
in March 2009 by the sale of 28 non-core units to Helena Leisure Limited. During
the year we have written down the value of our investment in 3DEG by GBP24.1m to
GBP3.6m, but we continue to carry an interest bearing loan of GBP19.3m plus
accrued interest of GBP3.4m. We anticipate that our investment in 3DEG will be
sold in due course.
Operational Focus
The key drivers of profitability in Luminar are footfall in our units, sales per
head, and cost control, and these are the main operational KPIs we use to
monitor performance of the business.
During the year we attracted 15.7 million admissions to our clubs, a fall of
3.5% on a same outlet basis but on a trend that stabilised in the second half of
the year. We operated 20,327 sessions, an increase of 1.1% as we sought to
maximise the midweek opportunity with some success. Whilst Friday and Saturday
evenings still account for 59% of our admissions, Tuesday to Thursday admissions
increased 4.5% this year as we benefited from a good student market, the success
of our under 18's initiative UK Club Culture (which operated in 69 venues), and
other sales initiatives.
Our average sales per head during the year was GBP12.29, 0.4% higher than in the
previous year. Admission income rose 6.4% to GBP3.32 per head on average, as
customers were prepared to pay more for the quality of our facilities. However
drink sales per head fell 2.5% to GBP8.30, due to the average price per drink
being 10.6% lower by February 2009 than a year earlier. This lower average price
is brought about by promotional sales and the mix impact of midweek sessions,
and has had the impact of reducing drink gross margins to 75.1% from 77.6% the
previous year.
Overall sales turnover of GBP193.2m was 4.0% below previous year, or 3.6% on a
same outlet basis. Within these numbers our branded estate fared best, achieving
sales growth of 0.8%. Sales in our previously defined Dancing segment fell by
1.9%.
A key operational target for our managers is controlling cost, so as to convert
sales into operational profit. This is a difficult task when markets are weak,
as many costs are also key sales drivers. Overall we were able to reduce the
costs of operating our units by GBP1.0m or 1.0% in the year, including a 4.0%
reduction in remuneration and despite inflationary pressures in key costs such
as energy. Operational profit conversion (measured at unit level before fixed
costs) of 42.8% in the year was a good result in the circumstances, although
lower than the 45.0% achieved in the prior year.
In addition we were able to reduce the operating cost of our support services
during the year by GBP1.9m, to GBP9.5m.
At the heart of all of our activities are our people and we place great emphasis
on getting the right people to staff our clubs and our support teams. It is the
managers and staff in our venues that create the right atmosphere, in an
exciting but safe and controlled environment, so our customers enjoy the
experience of our nightclubs and return frequently. We insist on the right level
of training and development opportunities for all of our unit staff. These can
lead to a Foundation Degree in Leadership and Management (Late Night
Entertainment) and 101 support managers graduated in January. We are now
launching a BA (Honours) degree in Leadership and Management, aimed at our unit
General Managers. We also actively monitor as a KPI the turnover of the crew in
our venues, and are pleased to have achieved a continued reduction in staff
turnover to 149%, from 180% in February 2008. This creates greater continuity
and efficiency in our units.
Financial Review
We have decided this year to take early adoption of IFRS 8, and to merge the
reporting segments of "Dancing" and "Non-Core" in order to better represent the
way the business is managed. Following improvements to the estate in recent
years the non-core segment only comprised of 3 trading units, such that
separation would be immaterial. Unless otherwise stated the sales and profit
numbers referred to in this report refer to continuing operations, which
comprised all 89 trading units at the year end.
Profit before tax in the continuing business and before exceptional items of
GBP20.3m was GBP11.2m lower than that achieved in 2008 for two principal
reasons. Firstly, a market shift in retail drink prices has led to a reduction
in our average net selling price with a direct impact on drink gross margins
which were GBP10.7m lower across the year. Secondly, the Group's capital
reconstruction and share buyback programme in 2007/8 created a significantly
higher average net debt for this year, contributing to additional interest costs
of GBP3.7m.
Driven largely by lower selling prices, overall sales from continuing operations
of GBP193.2m were 4.0% below last year (2008: GBP201.3m) and with margins
consequently weaker at 82.3% (2008: 83.7%), gross profit of GBP159.1m was
GBP9.3m lower than last year (2008: GBP168.4m).
Before exceptional items, cost savings of GBP1.0m in our trading units and
GBP1.9m in our central costs led to EBITDA of GBP51.3m, 11.1% lower than last
year (2008: GBP57.7m). Depreciation and amortisation of GBP22.7m was 5.1% higher
than prior year (2008: 21.6m) due to investment in the estate. Interest costs
were GBP8.3m (2008: GBP4.6m) and tax was provided at GBP4.5m on the continuing
business before exceptional items (2008: GBP3.4m).
The discontinued business included units sold to Cavendish Bars Limited and
contributed GBP1.4m of sales (2008: GBP5.3m), and a post-tax loss of GBP0.2m
before exceptional items (2008: GBP1.0m loss).
Exceptional items in the year totalled GBP37.1m after tax, the majority of this
relating to discontinued businesses. Within the continuing business, impairment
provisions of GBP8.1m (2008: GBP2.9m) and other charges gave rise to a post tax
exceptional cost of GBP8.4m (2008: GBP5.7m). Within discontinued businesses, the
largest charges were for impairment to the investment value of our former
associate 3DEG of GBP24.1m (which was recognised in the interim accounts),
impairment to other assets held for sale of GBP1.5m, and further charges arising
from completion of the sale of units to Cavendish Bars Limited of GBP2.8m.
Statutory loss after tax was GBP21.5m (2008: profit GBP3.8m).
Earnings per share from the continuing business before exceptional items were
25.9p, (2008: 45.8p). Overall basic earnings per share constituted a loss of
35.3p, compared with a gain of 6.2p in 2008.
The Group was very cash generative in the year with cash inflow from operating
activities of GBP42.1m (2008: GBP47.0m). Within this inflow the primary use of
cash was capital investment which totalled GBP38.3m (2008: GBP48.9m). Investment
mainly took place in the first half of the year, and completed our current
rebranding and refurbishment programme. Overall Group cash flow was constrained
by GBP7.5m cash outflow within the discontinued businesses. Cash requirements
for investment and discontinued businesses may be expected to be lower in future
years.
During the year GBP13.8m (2008: GBP7.8m) was raised from asset disposals, the
largest element of which was an asset financing arrangement completed in
February 2009 whereby the Group raised GBP10.0m by the sale of certain equipment
which will be leased back over a period of 42 months, with the option to be
repurchased at that time. The leasing costs will reduce EBITDA by GBP3.0m per
annum over the 42 months to completion.
During the year dividends were paid to shareholders totalling GBP11.8m (2008:
GBP11.8m). No shares were repurchased (2008: share buy-backs of GBP18.9m and
return of capital of GBP40.8m). In order to reduce debt the Group does not
propose to pay a final dividend for 2009 (2008: 13.95p per share). We will
continually review our dividend strategy, and seek to restore dividend payments
as the relationship between profits and debt improves.
Balance sheet net assets totalled GBP267.3m (2008: GBP307.9m) and included
GBP308.9m of property, plant and equipment (2008: GBP314.6m). Net debt including
obligations under finance leases was GBP150.0m (2008: GBP145.8m) and included a
cash balance of GBP27.9m (2008: GBP7.0m), of which GBP20.0m has since been used
to reduce drawings under our bank facility.
Net borrowings for banking covenant purposes excludes obligations under finance
leases and totalled GBP141.8m at year end, GBP4.4m higher than previous year,
but well within the agreed banking facilities of GBP180.0m (including GBP5.0m
overdraft facility) which continue until August 2012. The key bank debt covenant
test measures net borrowings to adjusted EBITDA with a maximum covenant ratio of
3.0. The Group continues to operate within this covenant; at year end the ratio
was 2.7 (2008: 2.2).
The Group uses financial instruments totalling GBP140.0m to hedge debts.
Weighted average interest rate for the year was 6.3% (2008: 6.5%) but total
interest costs increased as average debt for the year rose to GBP155.9m (2008:
GBP104.7m). The interest cover ratio for the year, for continuing operations
excluding exceptional items, was 3.4 (2008: 7.8).
Total provision for corporation tax in the year was GBP2.4m (2008: GBP2.3m) with
GBP4.5m related to the continuing business pre exceptional items, a ratio of
22.2% (2008: 3.4m, 10.8%). No cash tax was paid during the year (2008: nil). The
Group holds significant current tax balance sheet provisions totalling GBP42.7m
(2008: GBP38.2m) in respect of prior year tax matters that remain under
discussion.
Industry Issues
We operate in a very regulated market and seek at all times to provide a safe
and controlled environment for our customers and to build strong relationships
with local authorities and police. The cost of compliance is considerable, but
we accept that in most cases regulations are appropriate in order to maintain
professional standards across the industry.
It is clear, however, that market pressures which have been building for some
time and initially led by supermarkets are having a significant impact on the
price of alcohol, with irresponsibly low pricing in some areas leading to a
public expectation of unsustainably cheap alcohol. The social and commercial
consequences of this trend are unwelcome, and we support initiatives to
eliminate instances of irresponsible selling and pricing of alcohol.
The late night venue market is large, with over 2500 units in the UK described
as nightclubs. The market has become very competitive, with reputable operators
including ourselves sometimes seeming to operate at a disadvantage. Whilst it is
expected that the number of venues will ultimately reduce significantly in the
recession, we are seeing a trend for some units to reopen and trade on a short
term and very competitive basis. We will watch this development carefully.
Strategic Focus
We have largely completed our last 3 year plan and our estate is in good shape
to optimise the impact of the current environment.
For the time being, our strategic focus is very clearly on reducing debt ratios,
maximising the operational potential and flexibility of our estate, and looking
for complementary opportunities that will add value to our venues or that will
fit well into gaps in our coverage.
We believe we are well placed to weather the recession and continue to be the
strongest operator in the sector when buoyancy returns. The opportunities are
considerable in the late night leisure sector and we are planning to ensure we
are ready to take advantage at that time.
People
We recently recruited Robert McDonald to the position of Finance Director and he
joined the Board in March 2009. He brings substantial experience of the leisure
sector and has a strong track record of delivery.
Current Trading and Outlook
Since our year end trading levels have continued to be subdued. In the first 9
weeks to 30th April 2009 same outlet sales were down 3.8% compared to the
previous year. Within this result, admissions footfall has increased by 3.2%
however spend per head, particularly on drinks, was down. Increasing footfall is
a very positive sign, and provides encouragement for the rest of the year.
However, with few other signs of recovery in the economy, we remain cautious on
the outlook for the year.
Summary
This has undoubtedly been a very challenging year in the leisure sector with
unprecedented market conditions, and patterns of trade continue to evolve.
Luminar has great strengths in the quality and shape of our estate, and the
quality and professionalism of our staff. We have the best venues and the best
operational capability in our sector. We are well financed, and very cash
generative. Our customers are a vibrant, ever changing generation who continue
to value the active entertainment our facilities provide.
We remain confident that these strengths will continue to serve Luminar well,
and that we can continue to enhance our position as the leading operator in our
field. We therefore face the challenges ahead with confidence.
Consolidated Income Statement
for the year ended 26 February 2009
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| | Year ended 26 February 2009 | Year ended 28 February 2008 |
+-----------------------+-------------------------------------+--------------------------------------+
| | Note | Pre- | Exceptional | Total | Pre- | Exceptional | Total |
| | | exceptional | items | GBPm | exceptional | items | GBPm |
| | | items | (note 7) | | items | (note 7) | |
| | | GBPm | GBPm | | GBPm | GBPm | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Continuing | | | | | | | |
| operations | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Revenue | | 193.2 | | 193.2 | 201.3 | | 201.3 |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Cost of sales | | (34.1) | | (34.1) | (32.9) | | (32.9) |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Gross profit | | 159.1 | | 159.1 | 168.4 | | 168.4 |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Administrative | | (130.5) | (9.8) | (140.3) | (129.7) | (6.0) | (135.7) |
| expenses | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Profit / | | 28.6 | (9.8) | 18.8 | 38.7 | (6.0) | 32.7 |
| (loss) from | | | | | | | |
| operations | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Finance | 3 | 1.8 | | 1.8 | 1.9 | | 1.9 |
| income | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Finance costs | 3 | (10.1) | | (10.1) | (6.5) | (0.5) | (7.0) |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Loss from | | - | | - | (2.6) | | (2.6) |
| associates | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Profit / | | 20.3 | (9.8) | 10.5 | 31.5 | (6.5) | 25.0 |
| (loss) before | | | | | | | |
| taxation | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Tax on profit | 4 | (4.5) | 1.4 | (3.1) | (3.4) | 0.8 | (2.6) |
| / (loss) | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Profit / | | 15.8 | (8.4) | 7.4 | 28.1 | (5.7) | 22.4 |
| (loss) for | | | | | | | |
| the year from | | | | | | | |
| continuing | | | | | | | |
| operations | | | | | | | |
| attributable | | | | | | | |
| to equity | | | | | | | |
| shareholders | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| (Loss) / | 8 | (0.2) | (28.7) | (28.9) | (1.0) | (17.6) | (18.6) |
| profit from | | | | | | | |
| discontinued | | | | | | | |
| operations * | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Profit / | | 15.6 | (37.1) | (21.5) | 27.1 | (23.3) | 3.8 |
| (loss) for | | | | | | | |
| the year | | | | | | | |
| attributable | | | | | | | |
| to equity | | | | | | | |
| shareholders | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Earnings per | 6 | | | | | | |
| share from | | | | | | | |
| continuing | | | | | | | |
| operations | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Basic | | | | 12.2p | | | 36.5p |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Diluted** | | | | 12.2p | | | 36.2p |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Earnings per | 6 | | | | | | |
| share from | | | | | | | |
| continuing | | | | | | | |
| and | | | | | | | |
| discontinued | | | | | | | |
| operations | | | | | | | |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Basic | | | | (35.3p) | | | 6.2p |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
| Diluted** | | | | (35.3p) | | | 6.1p |
+----------------+------+-------------+-------------+---------+-------------+-------------+----------+
* The (loss) / profit from discontinued operations is stated post tax.
**At 26 February 2009, as the Group is loss-making, any share options in issue
are considered to be "anti-dilutive" and as such, the calculation is the same
for both basic and diluted earnings per share.
The accompanying accounting policies and notes form an integral part of these
financial statements.
Consolidated Balance Sheet
at 26 February 2009
+-----------------------------------------------+-------+--------------------+-------------------+
| | | 26 February 2009 | 28 February 2008 |
| | Note | GBPm | GBPm |
+-----------------------------------------------+-------+--------------------+-------------------+
| Non-current assets | | | |
+-----------------------------------------------+-------+--------------------+-------------------+
| Goodwill | | 171.9 | 172.6 |
+-----------------------------------------------+-------+--------------------+-------------------+
| Other intangible assets | | 3.1 | 2.3 |
+-----------------------------------------------+-------+--------------------+-------------------+
| Property, plant and equipment | | 308.9 | 314.6 |
+-----------------------------------------------+-------+--------------------+-------------------+
| Other non-current assets | | 3.9 | 4.1 |
+-----------------------------------------------+-------+--------------------+-------------------+
| Trade and other receivables | | 22.7 | 21.1 |
+-----------------------------------------------+-------+--------------------+-------------------+
| | | 510.5 | 514.7 |
+-----------------------------------------------+-------+--------------------+-------------------+
| | | | |
+-----------------------------------------------+-------+--------------------+-------------------+
| Current assets | | | |
+-----------------------------------------------+-------+--------------------+-------------------+
| Inventories | | 2.1 | 2.3 |
+-----------------------------------------------+-------+--------------------+-------------------+
| Trade and other receivables | | 7.5 | 7.6 |
+-----------------------------------------------+-------+--------------------+-------------------+
| Cash and cash equivalents | | 27.9 | 7.0 |
+-----------------------------------------------+-------+--------------------+-------------------+
| | | 37.5 | 16.9 |
| | | | |
| Assets classified as held for sale | 8 | 2.4 | 10.3 |
+-----------------------------------------------+-------+--------------------+-------------------+
| Investment in associate held for sale | | 3.6 | 27.7 |
+-----------------------------------------------+-------+--------------------+-------------------+
| Total current assets held for sale | | 6.0 | 38.0 |
+-----------------------------------------------+-------+--------------------+-------------------+
| | | 43.5 | 54.9 |
+-----------------------------------------------+-------+--------------------+-------------------+
| | | | |
+-----------------------------------------------+-------+--------------------+-------------------+
| Current liabilities | | | |
+-----------------------------------------------+-------+--------------------+-------------------+
| Trade and other payables | | (17.8) | (21.5) |
+-----------------------------------------------+-------+--------------------+-------------------+
| Current tax liabilities | | (42.7) | (38.2) |
+-----------------------------------------------+-------+--------------------+-------------------+
| Deferred income | | (0.5) | (0.5) |
+-----------------------------------------------+-------+--------------------+-------------------+
| Provisions | | (1.5) | (1.9) |
+-----------------------------------------------+-------+--------------------+-------------------+
| | | (62.5) | (62.1) |
+-----------------------------------------------+-------+--------------------+-------------------+
| Liabilities classified as held for sale | 8 | (6.0) | (11.1) |
+-----------------------------------------------+-------+--------------------+-------------------+
| | | (68.5) | (73.2) |
+-----------------------------------------------+-------+--------------------+-------------------+
| | | | |
+-----------------------------------------------+-------+--------------------+-------------------+
| Net current liabilities | | (25.0) | (18.3) |
+-----------------------------------------------+-------+--------------------+-------------------+
| | | | |
+-----------------------------------------------+-------+--------------------+-------------------+
| Total assets less current liabilities | | 485.5 | 496.4 |
+-----------------------------------------------+-------+--------------------+-------------------+
| | | | |
+-----------------------------------------------+-------+--------------------+-------------------+
| Non-current liabilities | | | |
+-----------------------------------------------+-------+--------------------+-------------------+
| Borrowings and loans | | (169.7) | (144.5) |
+-----------------------------------------------+-------+--------------------+-------------------+
| Derivative financial instruments | | (13.2) | (2.7) |
+-----------------------------------------------+-------+--------------------+-------------------+
| Deferred income | | (6.3) | (6.7) |
+-----------------------------------------------+-------+--------------------+-------------------+
| Obligations under finance leases | | (7.9) | (7.9) |
+-----------------------------------------------+-------+--------------------+-------------------+
| Provisions | | (0.7) | (1.5) |
+-----------------------------------------------+-------+--------------------+-------------------+
| Deferred tax liabilities | | (20.4) | (25.2) |
+-----------------------------------------------+-------+--------------------+-------------------+
| | | (218.2) | (188.5) |
+-----------------------------------------------+-------+--------------------+-------------------+
| | | | |
+-----------------------------------------------+-------+--------------------+-------------------+
| Net assets | | 267.3 | 307.9 |
+-----------------------------------------------+-------+--------------------+-------------------+
| | | | |
+-----------------------------------------------+-------+--------------------+-------------------+
| Capital and reserves | | | |
+-----------------------------------------------+-------+--------------------+-------------------+
| Share capital | | 134.2 | 134.2 |
+-----------------------------------------------+-------+--------------------+-------------------+
| Capital redemption reserve | | 29.8 | 29.8 |
+-----------------------------------------------+-------+--------------------+-------------------+
| Equity reserve | | 1.2 | 1.2 |
+-----------------------------------------------+-------+--------------------+-------------------+
| Retained earnings | | 102.1 | 142.7 |
+-----------------------------------------------+-------+--------------------+-------------------+
| | | | |
| Shareholders' equity | | 267.3 | 307.9 |
+-----------------------------------------------+-------+--------------------+-------------------+
Consolidated Cash Flow Statement
for the year ended 26 February 2009
+-----------------------------------+------+----------------+--------------+
| | Note | Year ended | Year ended |
| | | 26 February | 28 February |
| | | 2009 | 2008 |
| | | GBPm | GBPm |
+-----------------------------------+------+----------------+--------------+
| Cash flows from operating | | | |
| activities | | | |
+-----------------------------------+------+----------------+--------------+
| Net cash inflow from operations | 9 | 42.1 | 47.0 |
+-----------------------------------+------+----------------+--------------+
| Finance costs paid | | (10.1) | (6.6) |
+-----------------------------------+------+----------------+--------------+
| | | 32.0 | 40.4 |
+-----------------------------------+------+----------------+--------------+
| | | | |
+-----------------------------------+------+----------------+--------------+
| Cash flows from investing | | | |
| activities | | | |
+-----------------------------------+------+----------------+--------------+
| Purchase of property, plant and | | (37.0) | (45.1) |
| equipment | | | |
+-----------------------------------+------+----------------+--------------+
| Purchase of intangible assets | | (1.3) | (1.1) |
+-----------------------------------+------+----------------+--------------+
| Net proceeds from sale of | | 13.8 | 7.8 |
| property, plant and equipment | | | |
| (including motor vehicles) | | | |
+-----------------------------------+------+----------------+--------------+
| Acquisition of business units | | - | (2.7) |
+-----------------------------------+------+----------------+--------------+
| Costs associated with disposal of | | - | (2.4) |
| business | | | |
+-----------------------------------+------+----------------+--------------+
| Payments associated with | | - | (0.2) |
| surrender of leases | | | |
+-----------------------------------+------+----------------+--------------+
| Finance income received | | 0.1 | 0.3 |
+-----------------------------------+------+----------------+--------------+
| | | (24.4) | (43.4) |
+-----------------------------------+------+----------------+--------------+
| | | | |
+-----------------------------------+------+----------------+--------------+
| Cash flows from financing | | | |
| activities | | | |
+-----------------------------------+------+----------------+--------------+
| Repayment of long-term borrowings | | - | (90.0) |
+-----------------------------------+------+----------------+--------------+
| Drawdown of old facility | | - | 16.7 |
+-----------------------------------+------+----------------+--------------+
| Drawdown of new facility | | 25.0 | 144.5 |
| (post-issue costs) | | | |
+-----------------------------------+------+----------------+--------------+
| Repurchase of shares | | - | (20.4) |
+-----------------------------------+------+----------------+--------------+
| Purchase of shares through | | - | (2.7) |
| Luminar plc Employee Trust | | | |
+-----------------------------------+------+----------------+--------------+
| Cash receipts through Luminar plc | | - | 0.5 |
| Employee Trust | | | |
+-----------------------------------+------+----------------+--------------+
| Issue costs paid from share | | - | (0.6) |
| premium account | | | |
+-----------------------------------+------+----------------+--------------+
| Dividends paid | | (11.8) | (11.8) |
+-----------------------------------+------+----------------+--------------+
| Return of capital under the | | - | (40.8) |
| Scheme of Arrangement | | | |
+-----------------------------------+------+----------------+--------------+
| | | 13.2 | (4.6) |
+-----------------------------------+------+----------------+--------------+
| | | | |
+-----------------------------------+------+----------------+--------------+
| Net increase / (decrease) in cash | | 20.8 | (7.6) |
| and cash equivalents | | | |
+-----------------------------------+------+----------------+--------------+
| | | | |
+-----------------------------------+------+----------------+--------------+
| Cash and cash equivalents at | | 7.1 | 14.7 |
| beginning of year * | | | |
+-----------------------------------+------+----------------+--------------+
| | | | |
+-----------------------------------+------+----------------+--------------+
| | | | |
+-----------------------------------+------+----------------+--------------+
| Cash and cash equivalents at end | | 27.9 | 7.1 |
| of year * | | | |
+-----------------------------------+------+----------------+--------------+
* Cash and cash equivalents of GBP27.9m (2008: GBP7.1m) includes cash and cash
equivalents presented within assets classified as held for sale of GBPnil (2008:
GBP0.1m).
Net Debt Statement
for the year ended 26 February 2009
The movement in net debt in the year was analysed as follows:
+-----------------------------------------+---------------+--------------+
| | Year ended | Year ended |
| | 26 February | 28 February |
| | 2009 | 2008 |
| | GBPm | GBPm |
+-----------------------------------------+---------------+--------------+
| (Increase) / Decrease in cash in the | (20.8) | 7.6 |
| year | | |
+-----------------------------------------+---------------+--------------+
| Non-cash changes - movement in finance | - | (0.9) |
| lease liabilities | | |
+-----------------------------------------+---------------+--------------+
| - issue costs on new bank facility | - | 0.5 |
+-----------------------------------------+---------------+--------------+
| Cash inflow from increases in debt | 25.0 | 161.2 |
| (post-issue costs) | | |
+-----------------------------------------+---------------+--------------+
| Cash outflow from repayment of debt | - | (90.0) |
+-----------------------------------------+---------------+--------------+
| | | |
+-----------------------------------------+---------------+--------------+
| Movement in net debt in the year | 4.2 | 78.4 |
+-----------------------------------------+---------------+--------------+
| | | |
+-----------------------------------------+---------------+--------------+
| Opening net debt | 145.8 | 67.4 |
+-----------------------------------------+---------------+--------------+
| | | |
+-----------------------------------------+---------------+--------------+
| Closing net debt | 150.0 | 145.8 |
+-----------------------------------------+---------------+--------------+
Consolidated Statement of Changes in Shareholders' Equity
for the year ended 26 February 2009
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| | Share | Share | Capital | Capital | Merger | Equity | Retained | Total |
| | capital | premium | reserve | redemption | reserve | reserve | earnings | GBPm |
| | GBPm | GBPm | GBPm | reserve | GBPm | GBPm | GBPm | |
| | | | | GBPm | | | | |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Brought forward at 2 | 17.5 | 61.0 | 2.3 | 0.8 | 235.3 | 0.4 | 61.5 | 378.8 |
| March 2007 | | | | | | | | |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Profit for the year | - | - | - | - | - | - | 3.8 | 3.8 |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Share buy-backs | (1.8) | - | - | 1.8 | - | - | (18.9) | (18.9) |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Issue costs | - | (0.6) | - | - | - | - | - | (0.6) |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Transfers as a result of | 118.5 | (60.4) | (2.3) | 27.2 | (235.3) | - | 152.3 | - |
| restructure | | | | | | | | |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Share-based payment | - | - | - | - | - | 0.8 | - | 0.8 |
| charge | | | | | | | | |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Tax on items credited to | - | - | - | - | - | - | 1.3 | 1.3 |
| equity (note 4) | | | | | | | (40.8) | (40.8) |
| Return of capital | | | | | | | | |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Dividends paid (note 5) | - | - | - | - | - | - | (11.8) | (11.8) |
| Change in fair value of | - | - | - | - | - | - | (2.7) | (2.7) |
| cash flow hedge | - | - | - | - | - | - | (2.0) | (2.0) |
| Net purchase of shares | | | | | | | | |
| through Employee Benefit | | | | | | | | |
| Trust | | | | | | | | |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Carried forward at 28 | 134.2 | - | - | 29.8 | - | 1.2 | 142.7 | 307.9 |
| February 2008 | | | | | | | | |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| | | | | | | | | |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Brought forward at 29 | 134.2 | - | - | 29.8 | - | 1.2 | 142.7 | 307.9 |
| February 2008 | | | | | | | | |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Loss for the year | - | - | - | - | - | - | (21.5) | (21.5) |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Share-based payment | - | - | - | - | - | 0.3 | - | 0.3 |
| charge | | | | | | | | |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Change in fair value of | - | - | - | - | - | - | (10.5) | (10.5) |
| cash flow hedge | | | | | | | | |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Tax on items credited to | - | - | - | - | - | - | 2.9 | 2.9 |
| equity (note 4) | | | | | | | | |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Issue of shares out of | - | - | - | - | - | (0.3) | 0.3 | - |
| Luminar plc Employee | | | | | | | | |
| trust | | | | | | | | |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Dividends paid (note 5) | - | - | - | - | - | - | (11.8) | (11.8) |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
| Carried forward at 26 | 134.2 | - | - | 29.8 | - | 1.2 | 102.1 | 267.3 |
| February 2009 | | | | | | | | |
+---------------------------+---------+---------+---------+------------+---------+---------+----------+--------+
Notes to the Consolidated Financial Statements
1 Basis of preparation
The preliminary announcement for the year ended 26 February 2009 has been
prepared in accordance with International Financial Reporting Standards (IFRSs)
as adopted by the European Union and International Financial Reporting
Interpretations Committee (IFRIC) and with those parts of the Companies Act 1985
applicable to companies reporting under IFRSs. The Group has complied with those
IFRSs or IFRIC interpretations where the implementation date is relevant to the
financial year ended 26 February 2009 and has early adopted IFRS 8, 'Operating
Segments',' as disclosed in Note 2 'Segmental Reporting'. No other IFRSs or
IFRIC interpretations have been early adopted.
The annual financial information presented within the preliminary announcement
for the year ended 26 February 2009 is extracted from and is consistent with,
that in the Group's consolidated financial statements for the year ended 26
February 2009, and those financial statements will be delivered to the Registrar
of Companies following the Group's Annual general Meeting, together with an
unqualified audit opinion thereon.
Information in this preliminary announcement does not constitute the full
financial statements of the Group within the meaning of s240 of the Companies
Act 1985. Financial statements for the year ended 28 February 2008, on which
PricewaterhouseCoopers LLP expressed an unqualified opinion, have been filed
with the Registrar of Companies.
2 Segmental reporting
For the year ended 26 February 2009, the Group has adopted IFRS 8 'Operating
Segments'. IFRS 8 replaces IAS 14 'Segment Reporting'.
IFRS 8 requires operating segments to be identified on the basis of internal
reports about components of the Group that are regularly reviewed by the Chief
Operating Decision Maker (CODM) to allocate resources to the segments and to
assess their performance. In contrast, the predecessor Standard (IAS 14 Segment
Reporting) required the Group to identify two sets of segments (business and
geographical), using a risks and rewards approach, with the Group's system of
internal financial reporting to key management personnel serving only as the
starting point for the identification of such segments.
We report our segment information on the same basis as our internal management
reporting structure, which drives how our company is organised and managed. This
is different to prior reporting periods where certain adjustments and
reallocations were made to our internal structure for segment reporting
purposes, pursuant to the definitions of segment revenues and segment expenses
contained in the previous accounting standard.
The Group is principally engaged as owner, developer and operator of nightclubs
and themed bars in the UK. The CODM has been identified as the Senior Executive
Management (SEM) that exercises the day-to-day management function of the Group.
Operational and financial information, which is primarily at an individual unit
level, is received by the CODM on a monthly basis. Luminar do not distinguish
between geography or brand. The unit information does not meet the quantitative
thresholds as required by IFRS 8, as such management have judged it appropriate
to aggregate the financial information relating to all units into a single
reportable segment.
All revenue is earned from sales to external customers.
3 Net finance costs
Net finance costs relating to continuing operations were as follows:
+------------------------------------------+---------------+--------------+
| | Year ended | Year ended |
| | 26 February | 28 February |
| | 2009 | 2008 |
| | GBPm | GBPm |
+------------------------------------------+---------------+--------------+
| Interest payable on bank borrowings | (9.8) | (6.8) |
+------------------------------------------+---------------+--------------+
| Interest payable on obligations under | (0.4) | (0.4) |
| finance leases | | |
+------------------------------------------+---------------+--------------+
| Amortisation of issue costs of the bank | (0.2) | (0.2) |
| loan (note 18) | | |
+------------------------------------------+---------------+--------------+
| Total borrowing costs | (10.4) | (7.4) |
+------------------------------------------+---------------+--------------+
| Less amounts capitalised in the cost of | 0.3 | 0.9 |
| qualifying assets | | |
+------------------------------------------+---------------+--------------+
| Finance costs | (10.1) | (6.5) |
+------------------------------------------+---------------+--------------+
| Income on bank deposits | 0.1 | 0.3 |
| Interest on loan to associate | 1.7 | 1.6 |
+------------------------------------------+---------------+--------------+
| Finance income | 1.8 | 1.9 |
+------------------------------------------+---------------+--------------+
| Net finance costs | (8.3) | (4.6) |
+------------------------------------------+---------------+--------------+
Finance costs relating to discontinued operations, being interest payable on
obligations under finance leases, totalled GBPnil (2008: GBP0.1m).
Interest capitalised in the cost of qualifying assets is calculated using the
borrowing rate obtainable by the Group under its current facility at the start
of each financial year. Interest is calculated from the date capital expenditure
commences until the opening of the relevant unit.
4 Tax on (loss) / profit
(a) Analysis of charge in period
The taxation charge is based on the loss for the year and represents:
+------------------------------------------+--------------+---------------+
| | Year ended | Year ended |
| | 26 February | 28 February |
| | 2009 | 2008 |
| | GBPm | GBPm |
+------------------------------------------+--------------+---------------+
| Current tax (charge)/ credit | | |
+------------------------------------------+--------------+---------------+
| - Continuing operations: | | |
+------------------------------------------+--------------+---------------+
| - Current period | (6.6) | (8.4) |
+------------------------------------------+--------------+---------------+
| - Adjustments from prior periods | 1.9 | 6.5 |
+------------------------------------------+--------------+---------------+
| - Discontinued operations: | | |
+------------------------------------------+--------------+---------------+
| - Current period | 0.2 | (0.6) |
+------------------------------------------+--------------+---------------+
| | (4.5) | (2.5) |
+------------------------------------------+--------------+---------------+
| | | |
+------------------------------------------+--------------+---------------+
| Deferred tax credit / (charge) | | |
+------------------------------------------+--------------+---------------+
| - Continuing operations | 1.6 | (0.7) |
+------------------------------------------+--------------+---------------+
| - Discontinued operations | 0.5 | 0.9 |
+------------------------------------------+--------------+---------------+
| | 2.1 | 0.2 |
+------------------------------------------+--------------+---------------+
| Total taxation (charge)/credit | | |
+------------------------------------------+--------------+---------------+
| - Continuing operations | (3.1) | (2.6) |
+------------------------------------------+--------------+---------------+
| - Discontinued operations | 0.7 | 0.3 |
+------------------------------------------+--------------+---------------+
| | (2.4) | (2.3) |
+------------------------------------------+--------------+---------------+
(b) Tax on items credited / (charged) to equity
+--------------------------------------------------------+-------------------+--------------------+
| | Year ended | Year ended |
| | 26 February 2009 | 28 February 2008 |
| | GBPm | GBPm |
+--------------------------------------------------------+-------------------+--------------------+
| Share-based payments | - | 0.5 |
+--------------------------------------------------------+-------------------+--------------------+
| Derivative financial instruments | 2.9 | 0.8 |
+--------------------------------------------------------+-------------------+--------------------+
| | 2.9 | 1.3 |
+--------------------------------------------------------+-------------------+--------------------+
(c) Factors affecting tax charge for period
The tax assessed for the period is higher (2008: lower) than the standard rate
of corporation tax in the UK. The differences are explained as follows:
+------------------------------------------+--------------+--------------+
| | Year ended | Year ended |
| | 26 February | 28 February |
| | 2009 | 2008 |
| | GBPm | |
| | | GBPm |
+------------------------------------------+--------------+--------------+
| Profit on ordinary activities from | 10.5 | 25.0 |
| continuing operations before tax | | |
+------------------------------------------+--------------+--------------+
| Profit on ordinary activities multiplied | (2.9) | (7.5) |
| by standard rate of corporation tax in | | |
| the UK of 28% (2008: 30%) | | |
+------------------------------------------+--------------+--------------+
| Effects of: | | |
+------------------------------------------+--------------+--------------+
| Expenses not deductible for tax purposes | (0.1) | (0.3) |
+------------------------------------------+--------------+--------------+
| Non-deductible exceptional items | (2.7) | (1.7) |
+------------------------------------------+--------------+--------------+
| Loss after tax of associate not taxed | - | (0.8) |
+------------------------------------------+--------------+--------------+
| Remeasurement of deferred tax change in | - | 1.8 |
| UK tax rate | | |
+------------------------------------------+--------------+--------------+
| Adjustments in respect of the prior year | 1.9 | 6.5 |
+------------------------------------------+--------------+--------------+
| Non-qualifying depreciation | 0.7 | (0.6) |
+------------------------------------------+--------------+--------------+
| Total tax charge from continuing | (3.1) | (2.6) |
| operations for the year | | |
+------------------------------------------+--------------+--------------+
5 Dividends
+------------------------------------------+--------------+--------------+
| | Year ended | Year ended |
| | 26 February | 28 February |
| | 2009 | 2008 |
| | GBPm | GBPm |
+------------------------------------------+--------------+--------------+
| Ordinary shares - previous year final | 8.5 | 8.5 |
| dividend paid: 13.95 pence per share | | |
| (2008: 12.32 pence per share) | | |
+------------------------------------------+--------------+--------------+
| | | |
+------------------------------------------+--------------+--------------+
| Ordinary shares - current year interim | 3.3 | 3.3 |
| dividend paid: 5.37 pence per share | | |
| (2008: 5.37 pence per share) | | |
+------------------------------------------+--------------+--------------+
| | | |
+------------------------------------------+--------------+--------------+
| | 11.8 | 11.8 |
+------------------------------------------+--------------+--------------+
The Directors are not proposing a final dividend in respect of the current
financial year.
6 (Loss) / Earnings per share
The calculation of the basic earnings per share (EPS) is calculated by dividing
the earnings attributed to equity shareholders by the weighted average number of
shares in issue during the year. For diluted earnings per share the weighted
average number of ordinary shares in issue is adjusted to assume conversion of
all dilutive potential ordinary shares. The Group has two classes of dilutive
potential ordinary shares: share options granted to Directors and employees
where the exercise price is less than the average market price of the Group's
ordinary shares during the year, and the contingently issuable shares under the
Group's long-term incentive plan (i.e. the Deferred Bonus Plan). At the year end
an assessment is made as to whether the performance criteria for the vesting of
awards under the share option schemes of the Group is likely to be met and any
potential shares unlikely to be exercised are excluded from the diluted EPS
calculation.
An alternative measure of earnings per share has also been presented below, that
being earnings per share from continuing operations pre-exceptional items, as
the Directors believe that this measure of pre-exceptional earnings from
continuing operations is more reflective of the ongoing trading of the Group.
Reconciliation of the earnings and weighted average number of shares used in the
calculations are set out below:
+---------------------------------+-------------+------------+-------------+
| | Year ended 26 February 2009 |
+---------------------------------+----------------------------------------+
| | Earnings | Weighted | Per share |
| | GBPm | average | amount |
| | | number of | (pence) |
| | | shares (in | |
| | | millions) | |
+---------------------------------+-------------+------------+-------------+
| Basic and diluted EPS | | | |
+---------------------------------+-------------+------------+-------------+
| Earnings attributable to | (21.5) | 60.9 | (35.3) |
| ordinary shareholders | | | |
+---------------------------------+-------------+------------+-------------+
| | | | |
+---------------------------------+-------------+------------+-------------+
| Basic and diluted EPS from | 7.4 | 60.9 | 12.2 |
| continuing operations | | | |
+---------------------------------+-------------+------------+-------------+
| | | | |
+---------------------------------+-------------+------------+-------------+
| Basic and diluted EPS from | (28.9) | 60.9 | (47.5) |
| discontinued operations | | | |
+---------------------------------+-------------+------------+-------------+
| | | | |
+---------------------------------+-------------+------------+-------------+
| EPS from continuing operations | | | |
| pre-exceptional items | | | |
+---------------------------------+-------------+------------+-------------+
| Basic and diluted EPS from | 15.8 | 60.9 | 25.9 |
| continuing operations | | | |
| pre-exceptional items | | | |
+---------------------------------+-------------+------------+-------------+
At 26 February 2009, as the Group is loss-making, any share options in issue are
considered to be "anti-dilutive" and as such, the calculation is the same for
both basic and diluted earnings per share. Comparatives have not been restated
as the Group was not loss-making as at 28 February 2008.
+---------------------------------+-------------+------------+-------------+
| | Year ended 28 February 2008 |
+---------------------------------+----------------------------------------+
| | Earnings | Weighted | Per share |
| | GBPm | average | amount |
| | | number of | (pence) |
| | | shares (in | |
| | | millions) | |
+---------------------------------+-------------+------------+-------------+
| Basic EPS | | | |
+---------------------------------+-------------+------------+-------------+
| Earnings attributable to | 3.8 | 61.4 | 6.2 |
| ordinary shareholders | | | |
+---------------------------------+-------------+------------+-------------+
| Effect of dilutive options and | - | 0.4 | - |
| warrants | | | |
+---------------------------------+-------------+------------+-------------+
| Diluted EPS | 3.8 | 61.8 | 6.1 |
+---------------------------------+-------------+------------+-------------+
| | | | |
+---------------------------------+-------------+------------+-------------+
| Basic EPS from continuing | 22.4 | 61.4 | 36.5 |
| operations | | | |
+---------------------------------+-------------+------------+-------------+
| Diluted EPS from continuing | 22.4 | 61.8 | 36.2 |
| operations | | | |
+---------------------------------+-------------+------------+-------------+
| | | | |
+---------------------------------+-------------+------------+-------------+
| Basic EPS from discontinued | (18.6) | 61.4 | (30.3) |
| operations | | | |
+---------------------------------+-------------+------------+-------------+
| Diluted EPS from discontinued | (18.6) | 61.8 | (30.1) |
| operations | | | |
+---------------------------------+-------------+------------+-------------+
| | | | |
+---------------------------------+-------------+------------+-------------+
| EPS from continuing operations | | | |
| pre-exceptional items | | | |
+---------------------------------+-------------+------------+-------------+
| Basic EPS from continuing | 28.1 | 61.4 | 45.8 |
| operations pre-exceptional | | | |
| items | | | |
+---------------------------------+-------------+------------+-------------+
| Diluted EPS from continuing | 28.1 | 61.8 | 45.5 |
| operations pre-exceptional | | | |
| items | | | |
+---------------------------------+-------------+------------+-------------+
7 Exceptional items
(a) Continuing operations
The Group incurred exceptional items on continuing operations as follows:
+----------------------------------------------+------------+-----------+
| | Year ended | Year |
| | 26 | ended |
| | February | 28 |
| | 2009 | February |
| | GBPm | 2008 |
| | | GBPm |
+----------------------------------------------+------------+-----------+
| Exceptional items relating to trading | | |
+----------------------------------------------+------------+-----------+
| Impairment of property, plant and equipment | (7.4) | (2.9) |
+----------------------------------------------+------------+-----------+
| Catch up of depreciation on units no longer | (0.5) | - |
| held for sale | | |
+----------------------------------------------+------------+-----------+
| Costs relating to reorganisation and | (0.6) | (2.4) |
| rationalisation | | |
+----------------------------------------------+------------+-----------+
| Impairment of goodwill | (0.7) | - |
+----------------------------------------------+------------+-----------+
| Provision for onerous lease commitments | (0.8) | (1.2) |
+----------------------------------------------+------------+-----------+
| Reversal of provision for onerous lease | 0.5 | 0.5 |
| commitments | | |
+----------------------------------------------+------------+-----------+
| Legal settlement | (0.3) | - |
+----------------------------------------------+------------+-----------+
| | (9.8) | (6.0) |
+----------------------------------------------+------------+-----------+
| | | |
+----------------------------------------------+------------+-----------+
| Exceptional items relating to finance costs | - | (0.5) |
+----------------------------------------------+------------+-----------+
| | | |
+----------------------------------------------+------------+-----------+
| Pre-tax exceptional items relating to | (9.8) | (6.5) |
| continuing operations | | |
+----------------------------------------------+------------+-----------+
| Tax on exceptional items | 1.4 | 0.8 |
+----------------------------------------------+------------+-----------+
| Post-tax exceptional items relating to | (8.4) | (5.7) |
| continuing operations | | |
+----------------------------------------------+------------+-----------+
The exceptional items recognised within continuing operations have been split
between those which relate to units associated with the ongoing trading of the
Group and those which relate to finance costs.
The impairment of property, plant and equipment of GBP7.4m (2008: GBP2.9m) on
trading units reflects the difference between the value in use of cash
generating units (e.g. discrete trading units) and their carrying value.
Two units previously classified as held for sale are no longer being actively
marketed, nor expected to be sold within the next 12 months. An exceptional
charge of GBP0.5m (2008: GBPnil) has been recognised in relation a depreciation
catch up arising from this change in classification.
Costs of reorganisation and rationalisation of GBP0.6m (2008: GBP2.4m) primarily
relate to costs incurred in respect of previous reorganisations. The more
significant costs incurred in the prior year were in relation to the listing of
Luminar Group Holdings plc and negotiating new banking facilities.
The impairment of goodwill of GBP0.7m (2008: GBPnil) has arisen following an
impairment test to compare the carrying value of the cash generating units to
their recoverable value (their value in use). The need to carry out an
impairment test was triggered due to the reduction in profit contribution.
The charges arising from onerous lease commitments of GBP0.8m (2008: GBP1.2m)
were to recognise the obligation for rent, rates and other property related
holding costs on currently vacant or closed units, where the likelihood of
assignment of the lease or sub-let of the property is unlikely in the short
term. These units are closed or vacant due to them being unprofitable and
unsuitable for re-branding.
The legal settlement charge of GBP0.3m (2008: GBPnil) relates to expected costs
to be incurred with regard to a legal case against the Group in relation to a
one-off incident at a unit, which was ongoing as at 26 February 2009.
During the year a GBP0.5m (2008: GBP0.5m) provision for onerous lease
commitments was reversed in relation to one unit due to a change in the intended
use of the unit as a result of the re-branding strategy.
The Group has recognised GBPnil (2008: GBP0.5m) of unamortised costs written off
during the year in relation to the previous bank facility as an exceptional
finance cost.
(b) Discontinued operations
The Group incurred exceptional items relating to discontinued operations as
follows:
+------------------------------------------+--------------+----------------+
| | Year ended | Year ended |
| | 26 February | 28 February |
| | 2009 | 2008 |
| | GBPm | GBPm |
+------------------------------------------+--------------+----------------+
| Impairment of property, plant and | (1.5) | (1.1) |
| equipment | | |
+------------------------------------------+--------------+----------------+
| Impairment of investment in associate | (24.1) | - |
+------------------------------------------+--------------+----------------+
| Costs relating to reorganisation and | (0.7) | (0.2) |
| rationalisation | | |
+------------------------------------------+--------------+----------------+
| Provision for onerous lease commitments | (0.8) | (1.1) |
+------------------------------------------+--------------+----------------+
| Reversal of provision for onerous lease | 0.3 | 0.3 |
| commitments | | |
+------------------------------------------+--------------+----------------+
| Realised loss on disposal of the | (0.4) | (0.6) |
| Entertainment Division | | |
+------------------------------------------+--------------+----------------+
| Lease surrender | - | (0.2) |
+------------------------------------------+--------------+----------------+
| Realised profit on disposals | 0.7 | - |
+------------------------------------------+--------------+----------------+
| | (26.5) | (2.9) |
+------------------------------------------+--------------+----------------+
| | | |
+------------------------------------------+--------------+----------------+
| Costs associated with the disposal of | | |
| companies: | | |
+------------------------------------------+--------------+----------------+
| Goodwill impairment | - | (2.9) |
+------------------------------------------+--------------+----------------+
| Impairment of property, plant and | - | (4.6) |
| equipment | | |
+------------------------------------------+--------------+----------------+
| Impairment of non-current assets | - | (0.4) |
+------------------------------------------+--------------+----------------+
| Release of finance lease creditor | - | 0.8 |
+------------------------------------------+--------------+----------------+
| Release of onerous lease provisions | - | 3.3 |
+------------------------------------------+--------------+----------------+
| Provision for cash injection into | (1.4) | (4.8) |
| businesses | | |
+------------------------------------------+--------------+----------------+
| Transaction costs including advisors | (0.9) | (2.5) |
| fees | | |
+------------------------------------------+--------------+----------------+
| | (2.3) | (11.1) |
+------------------------------------------+--------------+----------------+
| Indemnity provision | (0.5) | (3.5) |
+------------------------------------------+--------------+----------------+
| | (2.8) | (14.6) |
+------------------------------------------+--------------+----------------+
| | | |
+------------------------------------------+--------------+----------------+
| Pre-tax exceptional items relating to | (29.3) | (17.5) |
| discontinued operations | | |
+------------------------------------------+--------------+----------------+
| Tax on exceptional items | 0.6 | (0.1) |
+------------------------------------------+--------------+----------------+
| Post-tax exceptional items relating to | (28.7) | (17.6) |
| discontinued operations | | |
+------------------------------------------+--------------+----------------+
The impairment of property, plant and equipment of GBP1.5m (2008: GBP1.1m) has
resulted from re-measuring to fair value less costs to sell units held for sale.
A GBP24.1m (2008: GBPnil) impairment was recognised at the interim date, 28
August 2008, against the carrying value of the Group's investment in 3D
Entertainment Group Limited. This impairment reflects the Board's commitment to
dispose of this investment in the short-term and as a result, reflects the
difference between management's latest estimate of the recoverable value of the
investment and its carrying value, due to the lower trading multiples which are
currently being experienced in the market.
During the year, property, plant and equipment with a net book value of GBP2.8m
(within assets held for sale) were disposed of for GBP3.6m proceeds. This
created a GBP0.7m profit on disposal, after GBP0.1m transaction costs.
The provision for onerous lease commitments of GBP0.8m (2008: GBP1.1m),
relating to sites presented within discontinued operations, has arisen from the
closure of sites following the decision to exit from non-core operations.
During the year a GBP0.3m (2008: GBP0.3m) provision for onerous lease
commitments was reversed in relation to two units, GBP0.1m in respect of
dilapidation costs previously provided for which are no longer expected to be
payable, and GBP0.2m in respect of a previously recognised provision on a unit
which is held for sale and therefore only requires a provision for one year's
costs in line with the fact it is expected to be sold within 12 months.
On 16 April 2008 the Group agreed to sell 26 units within five subsidiary
companies to Cavendish Bars Limited for a consideration of GBP1 each. Completion
of three of the companies took place on the same day. Completion of the sale of
two of the Disposal Companies (which own ten of the 26 units) was conditional
upon Luminar receiving landlord consent to the transfer of certain units, which
do not form part of the disposal, out of the Disposal Companies. One of these
companies completed on 18 June 2008. As at 26 February 2009, the sale of the
final company is yet to be completed and the assets and liabilities of this
company remain classified as Held for Sale. This transaction generated a loss of
GBP11.1m in the prior year. A further loss of GBP2.3m has been recognised in the
year ended 26 February 2009, comprising a cash cost of GBP1.4m and estimated
transaction costs of GBP0.9m.
As part of the deal, the Group also agreed to enter into indemnities capped at
GBP4.2m in favour of Cavendish Bars Limited in relation to guarantee liabilities
given on leases for units sold previously. As at 26 February 2009, GBP0.7m
(2008: GBP3.5m) remains provided for in relation to this indemnity, being the
amount relating to property costs. A further GBP0.5m indemnity has been provided
for at 26 February 2009 in relation to dilapidation costs for a unit sold to
Cavendish Bars Limited.
8 Discontinued operations and non-current assets held for sale
(a) Results of discontinued operations
The results of discontinued operations, which comprise the 26 units sold to
Cavendish Bars Limited, the former Entertainment Division and other non-core
units, either disposed of or held for sale, forming part of the Group's plan to
exit from non-core operations, included within the Consolidated Income Statement
were as follows:
+--------------------------------------------+--------------+--------------+
| | Year ended | Year ended |
| | 26 February | 28 February |
| | 2009 | 2008 |
| | | |
+--------------------------------------------+--------------+--------------+
| | GBPm | GBPm |
+--------------------------------------------+--------------+--------------+
| Revenue | 1.4 | 5.3 |
+--------------------------------------------+--------------+--------------+
| Administrative expenses | (1.7) | (6.6) |
+--------------------------------------------+--------------+--------------+
| Finance costs | - | (0.1) |
+--------------------------------------------+--------------+--------------+
| (Loss) / profit before tax pre-exceptional | (0.3) | (1.4) |
| items | | |
+--------------------------------------------+--------------+--------------+
| Attributable tax credit / (charge) | 0.1 | 0.4 |
+--------------------------------------------+--------------+--------------+
| (Loss) / profit after tax pre-exceptional | (0.2) | (1.0) |
| items | | |
+--------------------------------------------+--------------+--------------+
| Exceptional items (see note 7) | (29.3) | (17.5) |
+--------------------------------------------+--------------+--------------+
| Attributable tax (charge) / credit | 0.6 | (0.1) |
+--------------------------------------------+--------------+--------------+
| (Loss) / profit from discontinued | (28.9) | (18.6) |
| operations | | |
+--------------------------------------------+--------------+--------------+
(b) Cash flow from discontinued operations
The Consolidated Cash Flow Statement includes the following cash flows arising
from discontinued operations:
+----------------------------------------+----------------+---------------+
| | Year ended | Year ended |
+----------------------------------------+----------------+---------------+
| | 26 February | 28 February |
| | 2009 | 2008 |
| | | |
+----------------------------------------+----------------+---------------+
| | GBPm | GBPm |
+----------------------------------------+----------------+---------------+
| Net cash flows from operating | (11.0) | (3.9) |
| activities | | |
+----------------------------------------+----------------+---------------+
| Net cash flows from investing | 3.5 | 3.4 |
| activities | | |
+----------------------------------------+----------------+---------------+
| Net cash flows from financing | - | - |
| activities | | |
+----------------------------------------+----------------+---------------+
| | (7.5) | (0.5) |
+----------------------------------------+----------------+---------------+
(c) Assets and liabilities of units held for sale
As at 26 February 2009 nine units were classified as held for sale, of which
eight of the units were reported within discontinued operations, and the
remaining unit was reported within continuing operations.
The major classes of assets and liabilities comprising the units classified as
held for sale were as follows:
+----------------------------------------+----------------+--------------+
| | 26 February | 28 February |
| | 2009 | 2008 |
| | | |
+----------------------------------------+----------------+--------------+
| | GBPm | GBPm |
+----------------------------------------+----------------+--------------+
| Property, plant and equipment | 2.3 | 9.6 |
+----------------------------------------+----------------+--------------+
| Inventories | - | 0.1 |
+----------------------------------------+----------------+--------------+
| Trade and other receivables | 0.1 | 0.5 |
+----------------------------------------+----------------+--------------+
| Cash and cash equivalents | - | 0.1 |
+----------------------------------------+----------------+--------------+
| Total assets classified as held for | 2.4 | 10.3 |
| sale | | |
+----------------------------------------+----------------+--------------+
| | | |
+----------------------------------------+----------------+--------------+
| Trade and other payables | (0.1) | (1.1) |
+----------------------------------------+----------------+--------------+
| Deferred income | - | (0.1) |
+----------------------------------------+----------------+--------------+
| Provisions | (5.8) | (9.7) |
+----------------------------------------+----------------+--------------+
| Deferred tax liabilities | (0.1) | (0.2) |
+----------------------------------------+----------------+--------------+
| Total liabilities classified as held | (6.0) | (11.1) |
| for sale | | |
+----------------------------------------+----------------+--------------+
| | | |
+----------------------------------------+----------------+--------------+
| Net (liabilities) / assets classified | (3.6) | (0.8) |
| as held for sale | | |
+----------------------------------------+----------------+--------------+
The total loss incurred in writing these assets down to fair value less costs to
sell has been included in exceptional items (see note 7).
9 Cash flow from operating activities
a) Reconciliation of net cash inflow from operating activities
+-----------------------------------------------+---------------------+---------------------+
| | Year ended | Year ended |
| | 26 February 2009 | 28 February 2008 |
| | GBPm | GBPm |
+-----------------------------------------------+---------------------+---------------------+
| Profit before taxation - continuing | 10.5 | 25.0 |
| operations | | |
+-----------------------------------------------+---------------------+---------------------+
| Loss before taxation - discontinued | (29.6) | (18.9) |
| operations | | |
+-----------------------------------------------+---------------------+---------------------+
| Profit before taxation | (19.1) | 6.1 |
+-----------------------------------------------+---------------------+---------------------+
| Depreciation and amortisation | 22.7 | 22.2 |
+-----------------------------------------------+---------------------+---------------------+
| Amortisation of lease premiums | 0.2 | 0.2 |
+-----------------------------------------------+---------------------+---------------------+
| Amortisation of issue costs | 0.3 | 0.1 |
+-----------------------------------------------+---------------------+---------------------+
| Loss from associate | - | 2.6 |
+-----------------------------------------------+---------------------+---------------------+
| Net impairment of property, plant and | 8.9 | 8.6 |
| equipment | | |
+-----------------------------------------------+---------------------+---------------------+
| Impairment of goodwill | 0.7 | 2.9 |
+-----------------------------------------------+---------------------+---------------------+
| Impairment of other non-current assets | - | 0.4 |
+-----------------------------------------------+---------------------+---------------------+
| Impairment of investment in associate | 24.1 | - |
+-----------------------------------------------+---------------------+---------------------+
| Movement accrued transaction costs | (2.5) | 2.3 |
+-----------------------------------------------+---------------------+---------------------+
| (Profit) / loss on sale of property, plant | (0.7) | - |
| and equipment | | |
+-----------------------------------------------+---------------------+---------------------+
| Loss / (profit) on sale of motor vehicles | 0.1 | (0.2) |
+-----------------------------------------------+---------------------+---------------------+
| Loss on disposal of intangible assets | 0.1 | 0.2 |
+-----------------------------------------------+---------------------+---------------------+
| Loss on disposal of Entertainment Division | - | 0.6 |
+-----------------------------------------------+---------------------+---------------------+
| Non-cash charges for share-based payments | 0.3 | 0.8 |
+-----------------------------------------------+---------------------+---------------------+
| Net finance costs | 8.3 | 4.7 |
+-----------------------------------------------+---------------------+---------------------+
| | 43.4 | 52.0 |
+-----------------------------------------------+---------------------+---------------------+
| Decrease in inventories | 0.2 | 0.1 |
+-----------------------------------------------+---------------------+---------------------+
| Decrease / (increase) / decrease in | 0.4 | (1.0) |
| receivables | | |
+-----------------------------------------------+---------------------+---------------------+
| Increase / (decrease) in trade and other | 3.2 | (6.0) |
| payables | | |
+-----------------------------------------------+---------------------+---------------------+
| (Decrease) / increase in provisions | (5.1) | 2.8 |
+-----------------------------------------------+---------------------+---------------------+
| (Decrease) / increase in finance lease | - | (0.9) |
| liabilities | | |
+-----------------------------------------------+---------------------+---------------------+
| Net cash inflow from operations | 42.1 | 47.0 |
+-----------------------------------------------+---------------------+---------------------+
b) Cash flows from continuing operations
To assist in the understanding of cash flows relating to the ongoing business of
the Group, the following tables outline the cash flows relating to discontinued
operations and exceptional items to be excluded in order to present operating
cash flows that relate to the Group's continuing business:
+------------------------------------------+--------------+--------------+
| | Year ended | Year ended |
| | 26 February | 28 February |
| | 2009 | 2008 |
| | GBPm | GBPm |
+------------------------------------------+--------------+--------------+
| Cash flows from operating activities | 32.0 | 40.4 |
+------------------------------------------+--------------+--------------+
| Add: net cash flows from operating | 11.0 | 3.9 |
| activities - discontinued operations | | |
| (including exceptional cash items) | | |
+------------------------------------------+--------------+--------------+
| Cash flows from operating activities - | 43.2 | 44.3 |
| continuing operations | | |
+------------------------------------------+--------------+--------------+
| Add: net exceptional cash flows from | 1.2 | 3.2 |
| operating activities - continuing | | |
| operations | | |
+------------------------------------------+--------------+--------------+
| Pre-exceptional cash flows from | 44.4 | 47.5 |
| operating activities - continuing | | |
| operations | | |
+------------------------------------------+--------------+--------------+
+------------------------------------------+--------------+--------------+
| | Year ended | Year ended |
| | 26 February | 28 February |
| | 2009 | 2008 |
| | GBPm | GBPm |
+------------------------------------------+--------------+--------------+
| Net cash inflow from operations | 42.1 | 47.0 |
+------------------------------------------+--------------+--------------+
| Add: net cash flows from operating | 11.0 | 3.9 |
| activities - discontinued operations | | |
| (including exceptional cash items) | | |
+------------------------------------------+--------------+--------------+
| Net cash inflow from operations - | 53.3 | 50.9 |
| continuing operations | | |
+------------------------------------------+--------------+--------------+
| Add: net exceptional cash flows from | 1.2 | 3.2 |
| operations - continuing operations | | |
+------------------------------------------+--------------+--------------+
| Net pre-exceptional cash inflow from | 54.5 | 54.1 |
| operations - continuing operations | | |
+------------------------------------------+--------------+--------------+
This information is provided by RNS
The company news service from the London Stock Exchange
END
FR UORARKVRVAUR
Luminar Group (LSE:LMR)
Historical Stock Chart
From Jun 2024 to Jul 2024
Luminar Group (LSE:LMR)
Historical Stock Chart
From Jul 2023 to Jul 2024
