TIDMALLG

RNS Number : 0387M

All Leisure Group PLC

11 July 2014

11(th) July 2014

All Leisure group plc ("All Leisure", the "Company" or the "Group")

Unaudited interim results for the six months ended 30 April 2014

Highlights

Revenue for the seasonally quieter first half was GBP49.1m. The Group's result for the six months ended 30 April 2014 is a loss after tax of GBP15.6m compared to a loss of GBP13.4m for the equivalent six month period last year. This loss includes unrealised losses on derivatives of GBP3.9m (six months ended 30 April 2013: loss of GBP1.0m). The loss before tax and derivatives has improved to a loss of GBP11.5m (six months ended 30 April 2013: loss of GBP12.6m) largely as a result of a reduction in restructuring costs which were GBP0.3m in the period (six months ended 30 April 2013: costs of GBP1.3m) following the successful integration of the Tour

Operations business last year.   Highlights of the period under review include: 

-- Improved year on year Tour Operating performance despite a significantly reduced Egyptian Nile programme that resulted from geopolitical events.

-- Year on Year revenue growth within cruise with a slight increase in losses due to longer planned winter programme.

   --   Both tour operating and cruise performed in line with expectations. 

-- The successful integration of the Tour Operating business realising significant synergy savings to the Group.

-- The Group has fully hedged, to the end of the financial year its foreign currency requirements (2013 - over 95%) as well as over 50% (2013 - 30%) of its projected cruise fuel requirement, for the same period.

Outlook

The performance in the first half of the year has been in line with expectations despite a continued tough trading environment. We have currently sold 85% of budgeted escorted tour revenue and 91% of budgeted cruise revenue for FY14. We advertised and sold very well two Black Sea cruises in the second half of the year which originally included ports of call in Ukraine and Crimea. Recent political and civil unrest in this area has impacted on trading and we have had to offer customers the opportunity to cancel which a number have done, or transfer to alternative cruises. These two cruises are currently being offered with revised itineraries and the financial impact of these two cruises will not be known until later in the year. Looking further forward, the successful integration of the tour operating business and consequent restructuring program have placed the Group in a stronger position to maximise the benefits of the increase in year-on-year revenues that we are seeing for 2015. We remain committed to our previously announced plan to dispose of mv Discovery at the end of the current financial year. Going forward, this will have a beneficial impact on the financial performance of the Group.

Commenting Roger Allard, Executive Chairman of All Leisure group plc said:

"I am extremely pleased to report that we are continuing to enjoy the benefits of integrating the Tour Operating and Cruise divisions into the Group with the Tour Operating division complementing our existing products even after a sizeable reduction in our Egyptian Nile tour programme and creating encouraging cross-selling opportunities. The majority of the business has now been relocated to our freehold premises in Market Harborough, after the closure of our Swan office in Southampton at the end of the calendar year. Furthermore, I am excited for the future of the Group following the successful integration of Page & Moy where full year synergy savings in excess of GBP1.5m have been achieved and our decision to reduce the risk of the cruise division by our proposed disposal of mv Discovery.

"The recent political and civil unrest in the Ukraine and Crimea has regrettably led to cruises being rescheduled and has resulted in a large number of cancellations. We are currently reselling the cabins with two revised itineraries; these cruises are departing August and October respectively.

"We believe that we have laid solid foundations for future growth which can be enjoyed once the wider economic environment and trading conditions improve."

For further information:

All Leisure group plc

Roger Allard, Executive Chairman 07836 382 767

Ian Smith, Chief Executive Officer 01858 588 396

Chris Gadsby, Group Finance Director 01858 588 216

Broker and Nominated Adviser

Panmure Gordon Andrew Godber/Charles Leigh-Pemberton 020 7886 2500

Financial Public Relations

Citigate Dewe Rogerson Ginny Pulbrook 020 7282 2945

 
                                                                       Full year 
                                          Half year       Half year           to 
                                                 to              to   31 October 
                                      30 April 2014   30 April 2013         2013 
                                          Unaudited       Unaudited      Audited 
                                            GBP'000         GBP'000      GBP'000 
 
Revenue                                      49,109          53,288      142,143 
 
Loss before tax and unrealised 
 losses on derivative contracts.           (11,523)        (12,649)      (9,359) 
 
Operating loss before unrealised 
 losses on 
 derivative contracts                      (11,382)        (12,267)      (9,132) 
 
Operating loss                             (15,243)        (13,275)     (13,409) 
 
Loss before tax                            (15,384)        (13,657)     (13,636) 
 
Loss for the financial period/year         (15,567)        (13,395)     (13,410) 
 
Loss per share - basic and diluted 
 (pence)                                    (25.2)p         (21.7)p      (21.7)p 
 
Unrestricted bank deposits and 
 cash and cash equivalents                    5,083           9,640       10,685 
 
Total equity                                  3,602          17,932       19,237 
 
 

Unaudited Interim Condensed Financial Statements

Chairman's Statement

Overview

The first half of the 2014 financial year has again been challenging. The Group continues to operate in a trading environment characterised by adverse geo-political events and challenging market conditions. Against this back-drop, the cruise business has benefitted from a strategic decision to reduce the risk of the business through the continued joint venture with Cruise & Maritime Voyages Ltd. This has enabled us to improve performance by more effectively deploying our ships throughout the year.

The Group reports a loss after tax for the half year ended 30 April 2014 of GBP15.6m (half year ended 30 April 2013: loss of GBP13.4m; full year ended 31 October 2013: loss of GBP13.4m). Loss per share - basic and diluted - for the half year ended 30 April 2014 was 25.2 pence compared with 21.7 pence loss per share for the comparative period (full year ended 31 October 2013: 21.7 pence loss per share).

The Group's result before tax and losses on derivative contracts for the half year ended 30 April 2014 was a loss of GBP11.5m (half year ended 30 April 2013: loss of GBP12.6m; full year ended 31 October 2013: loss of GBP9.4m).

In terms of cash, half year gross cash balances at 30 April 2014 stood at GBP8.6m (unrestricted: GBP5.1m, restricted: GBP3.5m) compared with GBP13.3m at 30 April 2013 (unrestricted: GBP9.6m, restricted: GBP3.7m) and GBP14.3m at 31 October 2013 (unrestricted: GBP10.7m, restricted: GBP3.6m).

Operational Review

Cruise

In the six months to April 2014 mv Minerva completed a full winter itinerary sailing in South America and the Caribbean. Mv Voyager also operated a full winter itinerary sailing around India and Asia. In Spring mv Discovery entered its second year of charter to Cruise and Maritime Voyages Limited under our arrangement with them. Mv Hebridean Princess is operating its usual autumn and spring season around West Scotland.

Tour Operating

Although volumes are lower in the tour operating division compared to 2013, our gross margins for Travelsphere and Just You brands improved year on year. This has more than mitigated the impact of a significantly curtailed Discover Egypt Program.

Hedging

As was the case in the prior year, a significant element of the Group's costs are in non-sterling denominations, especially US dollars and Euros. The Group is actively engaged in managing the impact of these currency headwinds, but unfortunately the nature and deployment of the instruments used preclude the application of hedge accounting.

Both currency and fuel hedging remain important tools for managing the cost base. The Group has fully hedged its foreign currency requirements for the current financial year, at or better than budgeted rates. Looking forward, we have currently hedged 95% of our 2015 currency requirements. For calendar year 2014, we have hedged approximately 50% of our projected cruise fuel requirement.

Future Outlook

Looking forward there are some positive signs for future trading. Where previously the Group had experienced later bookings, trading at this early stage of the financial year 2014/15 has started well in both the Cruising and Tour Operating divisions. Sales remain ahead of last year.

In summary, the UK cruise market continues to be challenging with the continuing themes of political unrest and economic uncertainty impacting trade. However, the Group continues to see the benefits of the acquisition of Page & Moy with new cross-selling initiatives and significant synergy savings identified, especially since the closure of the Burgess Hill office. The Group will benefit further next year from further capacity reduction in the Cruise division through the previously announced disposal of mv Discovery. We expect these factors to provide the basis of a significant improvement in shareholder returns.

Roger Allard

Chairman

Unaudited Interim Condensed Financial Statements

Consolidated Income Statement

For the six months ended 30 April 2014

 
                                               Six month      Six month 
                                            period ended   period ended    Year ended 
                                                30 April       30 April    31 October 
                                                    2014           2013          2013 
                                               Unaudited      Unaudited       Audited 
                                     Note        GBP'000        GBP'000       GBP'000 
 
Revenue 
  Cruising                                        27,903         27,508        65,824 
  Tour operating                                  21,206         25,780        76,319 
 
 Total revenue                          3         49,109         53,288       142,143 
 
Costs, expenses and other 
 income 
Operating 
  Cruising                                      (29,984)       (27,242)      (51,002) 
  Tour operating                                (15,030)       (18,994)      (54,699) 
 
Total operating                                 (45,014)       (46,236)     (105,701) 
 
Selling and administrative                      (12,781)       (15,060)      (29,363) 
Depreciation                                     (1,711)        (2,291)       (5,487) 
Amortisation                                       (637)          (709)       (1,344) 
Exceptional items                       4          (349)        (1,261)       (9,388) 
Rental income                                          1              2             8 
 
Total costs, expenses and 
 other income                                   (60,491)       (65,555)     (151,275) 
 
Operating loss before unrealised 
 losses on derivative contracts                 (11,382)       (12,267)       (9,132) 
 
Unrealised losses on derivative 
 contracts                                       (3,861)        (1,008)       (4,277) 
 
Operating loss                                  (15,243)       (13,275)      (13,409) 
 
Investment revenues                                   40             58           160 
Finance costs                                      (181)          (440)         (387) 
 
Loss before taxation                            (15,384)       (13,657)      (13,636) 
Tax (charge)/credit                     5          (183)            262           226 
 
Loss for the financial period/year              (15,567)       (13,395)      (13,410) 
 
Loss per share (pence): 
Basic and diluted                       7        (25.2)p        (21.7)p       (21.7)p 
 
 

All results derive from continuing operations and are attributable to equity holders of the parent company.

Unaudited Interim Condensed Financial Statements

Consolidated Statement of Comprehensive Income

For the six months ended 30 April 2014

 
                                          Six month      Six month 
                                       period ended   period ended    Year ended 
                                           30 April       30 April    31 October 
                                               2014           2013          2013 
                                          Unaudited      Unaudited       Audited 
                                            GBP'000        GBP'000       GBP'000 
 
Loss for the financial period/year         (15,567)       (13,395)      (13,410) 
 
Items that will not be reclassified 
 subsequently to profit or loss 
 Losses on property revaluation                   -              -          (24) 
Actuarial (losses)/gains on defined 
 benefit pension schemes                       (85)          (582)         1,258 
Deferred tax on pensions                         17            131         (365) 
 
Total comprehensive loss for the 
 period/year                               (15,635)       (13,846)      (12,541) 
 
 

Unaudited Interim Condensed Financial Statements

Consolidated Balance Sheet

At 30 April 2014

 
                                                   At          At           At 
                                             30 April    30 April   31 October 
                                                 2014        2013         2013 
                                            Unaudited   Unaudited      Audited 
                                     Note     GBP'000     GBP'000      GBP'000 
Non-current assets 
  Intangible assets                            20,722      22,077       21,324 
  Property, ship, plant and 
   equipment                            8      38,800      49,846       39,567 
  Deferred tax asset                            1,512       2,416        1,739 
  Deposits                                      3,840       3,840        3,840 
 
                                               64,874      78,179       66,470 
Current assets 
  Inventories                                   2,436       1,526        2,312 
  Trade and other receivables                   9,792       8,094        9,400 
  Derivative financial instruments                  -         694           91 
  Asset held for sale                               -           -          350 
-----------------------------------  ----  ----------  ----------  ----------- 
  Restricted bank balances                      3,471       3,727        3,594 
  Cash and cash equivalents                     5,083       9,640       10,685 
-----------------------------------  ----  ----------  ----------  ----------- 
 
  Total current bank balances 
   and cash in hand                             8,554      13,367       14,279 
 
Total current assets                           20,782      23,681       26,432 
 
Total assets                                   85,656     101,860       92,902 
 
Current liabilities 
  Trade and other payables                   (62,283)    (67,440)     (57,321) 
  Current tax liabilities                         (8)        (15)          (5) 
  Derivative financial instruments            (8,717)     (2,280)      (4,947) 
  Provisions                                    (321)           -        (358) 
  Borrowings                                    (580)       (580)        (580) 
 
                                             (71,909)    (70,315)     (63,211) 
Non-current liabilities 
  Borrowings                                  (4,622)     (5,202)      (4,622) 
  Deferred tax liabilities                    (2,238)     (2,584)      (2,299) 
  Long term provisions                        (1,319)     (1,438)      (1,432) 
  Retirement benefit obligations              (1,966)     (4,389)      (2,101) 
 
                                             (10,145)    (13,613)     (10,454) 
 
Total liabilities                            (82,054)    (83,928)     (73,665) 
 
Net assets                                      3,602      17,932       19,237 
 
Equity 
Share capital                           9         617         617          617 
Share premium account                          13,346      13,346       13,346 
Revaluation reserve                                 -          47           23 
Currency translation reserve                       12          12           12 
Retained earnings                            (10,373)       3,910        5,239 
 
Total equity                                    3,602      17,932       19,237 
 
 

Unaudited Interim Condensed Financial Statements

Consolidated Statement of Changes in Equity

For the six months ended 30 April 2014

 
                                            Six month  Six month 
                                               period     period         Year 
                                                ended      ended        ended 
                                             30 April   30 April   31 October 
                                      Note       2014       2013         2013 
                                            Unaudited  Unaudited      Audited 
                                              GBP'000    GBP'000      GBP'000 
 
Opening total equity                           19,237     31,778       31,778 
 
Loss for the financial period/year           (15,567)   (13,395)     (13,410) 
 
Revaluation of property                             -          -         (24) 
 
Actuarial (losses)/gains on defined 
 benefit 
 pension schemes                                 (85)      (582)        1,258 
 
Deferred tax on pensions                           17        131        (365) 
 
Total comprehensive loss for the 
 financial period/year                       (15,635)   (13,846)     (12,541) 
 
Closing total equity                            3,602     17,932       19,237 
 
 

Unaudited Interim Condensed Financial Statements

Consolidated Cash Flow Statement

For the six months ended 30 April 2014

 
 
                                                   Six month       Six month 
                                                period ended    period ended    Year ended 
                                                    30 April        30 April    31 October 
                                                        2014            2013          2013 
                                                   Unaudited       Unaudited       Audited 
                                         Note        GBP'000         GBP'000       GBP'000 
 
Net cash outflow from operating 
 activities                                11        (3,580)         (2,838)       (3,312) 
 
Investing activities: 
Interest received                                         40              58           152 
Rental income                                              1               2             8 
Purchases of property, plant and 
 equipment                                             (977)         (7,746)       (8,348) 
Proceeds on disposal of property, 
 plant and equipment                                       -               -           499 
Proceeds on disposal of assets 
 held for sale                                           350             250           250 
Movement in long-term restricted 
 cash held on deposit                                    123           1,839         1,972 
 
Net cash used for investing activities                 (463)         (5,597)       (5,467) 
 
Financing activities: 
Repayment of borrowings                                    -               -         (580) 
Net cash used for financing activities                     -               -         (580) 
 
Net decrease in cash and cash 
 equivalents                                         (4,043)         (8,435)       (9,359) 
 
Cash and cash equivalents at the 
 start of the period/year                             10,685          18,242        18,242 
Effect of foreign exchange rate 
 changes                                             (1,559)           (167)         1,802 
 
Cash and cash equivalents at the 
 end of the period/year                                5,083           9,640        10,685 
 
 

Unaudited Interim Condensed Financial Statements

Notes to the Unaudited Interim Condensed Financial Statements

For the six months ended 30 April 2014

   1.      Basis of presentation 

The interim condensed unaudited financial statements of the Group for the six months ended 30 April 2014 have been prepared in accordance with the International Financial Reporting Standards ('IFRS') accounting policies adopted by the Group and set out in the annual report and financial statements for the year ended 31 October 2013. IAS 19 (revised) and the related consequential amendments have not impacted the accounting for the Group's defined benefit schemes. The Group does not anticipate any changes in these accounting policies for the year ended 31 October 2014. The following standard has been adopted in the period:

-- IFRS 13 Fair Value Measurement: This standard applies to IFRSs that require or permit fair value measurements or disclosures and provides a single IFRS framework for measuring fair value and requires disclosures about fair value measurement. The adoption of this standard has had no impact on the measurement of fair value for the Group's assets and liabilities and no retrospective changes were required as a result of adopting this standard. Additional disclosures required by this standard have been included within the interim financial statements (note 10).

As permitted, this interim report has been prepared in accordance with the AIM rules and not in accordance with IAS 34 "Interim financial reporting". While the financial figures included in these interim condensed financial statements have been computed in accordance with IFRSs applicable to interim periods, this announcement does not contain sufficient information to constitute an interim financial report as that term is defined in IFRSs.

The financial information contained in the interim report also does not constitute statutory financial statements for the purposes of s434 of the Companies Act 2006. The financial information for the year ended 31 October 2013 is based on the statutory financial statements for the year ended 31 October 2013. The auditor reported on those financial statements. This report was unqualified, did not draw attention to any matters by way of emphasis and did not contain a statement under s498(2) or (3) Companies Act 2006.

Going concern

After conducting a further review of the Group's forecasts of earnings and cash over the next twelve months and after making appropriate enquiries as considered necessary, including exposure to external risks as described in the Chairman's Statement, the directors have a reasonable expectation that the Company and Group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the half yearly condensed financial statements.

Operating loss

Operating loss is stated as loss before tax, investment income, finance costs and other gains and losses.

Unaudited Interim Condensed Financial Statements

Notes to the Unaudited Interim Condensed Financial Statements

For the six months ended 30 April 2014

   2.     Critical accounting judgements and key sources of estimation uncertainty 

The directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities at each period end. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The following are the critical accounting judgements and estimates that the Directors have made in the process of applying the Group's accounting policies and that have the most significant effect on the amounts recognised in financial statements:

   --      Residual value of cruise ships 
   --      Valuation of derivative financial instruments 
   --      Dry dock provisions 
   --      Retirement benefits 
   --      Impairment of Swan Hellenic assets 
   --      Impairment of goodwill 
   --      Impairment of ship values 
   --      Provision against a material counterparty 
   --      Recognition of deferred tax asset relating to carry-forward unused losses 

The estimates and underlying assumptions are reviewed on an ongoing basis. There has been no change to the application of critical accounting judgements or key sources of estimation uncertainty from those set out in the 31 October 2013 financial statements.

Unaudited Interim Condensed Financial Statements

Notes to the Unaudited Interim Condensed Financial Statements

For the six months ended 30 April 2014

3. Business segments

The Group has identified that each of its divisions is an operating segment and that these operating segments meet the criteria to be aggregated into the two reporting segments: Cruising (including the Voyages of Discovery, Swan Hellenic and Hebridean Island Cruises brands) and Tour Operating (including the Travelsphere, Just You and Discover Egypt brands).

Cruising: This includes the cruise operating segments. Revenue streams are principally from the UK but also from the USA and rest of the world.

Tour operating: This segment represents the Group's escorted tours operation, providing escorted tour holidays to a wide range of overseas destinations. Revenue streams are from the UK.

The Group holds all its derivative contracts to maturity and for this reason, coupled with being unable to hedge account under IAS 39, the information on these instruments is reported separately to the chief operating decision maker. Furthermore, these movements are not allocated to any one reporting segment in the management accounts. As a consequence the information is presented below with an adjustment that reconciles the operating profit on an IFRS basis, which includes the mark-to-market impact of the Group's open derivative financial instruments.

The following is an analysis of the Group's revenue and results by reportable segments in 2014:

 
  Six months ended                               Cruising  Tour Operating  Corporate  Consolidated 
   30 April 2014                                     2014            2014       2014          2014 
                                                  GBP'000         GBP'000    GBP'000       GBP'000 
         Revenue 
         External sales                            27,903          21,206          -        49,109 
 
         Total revenue                             27,903          21,206          -        49,109 
 
         Result 
         Underlying loss from operations          (8,238)         (2,072)      (475)      (10,785) 
         Separately disclosed items                 (201)           (148)          -         (349) 
         Amortisation of business combination 
          intangibles                                   -           (248)          -         (248) 
 
         Operating loss before adjustment 
          for derivative financial instruments    (8,439)         (2,468)      (475)      (11,382) 
         Losses on derivative financial 
          instruments                                                                      (3,861) 
 
         Operating loss                                                                   (15,243) 
         Investment revenues                                                                    40 
         Finance costs                                                                       (181) 
 
         Loss before tax                                                                  (15,384) 
         Tax charge                                                                          (183) 
 
         Loss for the financial period                                                    (15,567) 
 
 

Unaudited Interim Condensed Financial Statements

Notes to the Unaudited Interim Condensed Financial Statements

For the six months ended 30 April 2014

3. Business segments (continued)

 
  Six months ended                               Cruising  Tour Operating  Corporate  Consolidated 
   30 April 2013                                     2013            2013       2013          2013 
                                                  GBP'000         GBP'000    GBP'000       GBP'000 
         Revenue 
         External sales                            27,508          25,780          -        53,288 
 
         Total revenue                             27,508          25,780          -        53,288 
 
         Result 
         Underlying loss from operations          (7,614)         (2,443)      (447)      (10,504) 
         Separately disclosed items               (1,005)           (208)       (48)       (1,261) 
         Amortisation of business combination 
          intangibles                               (253)           (249)          -         (502) 
 
         Operating loss before adjustment 
          for derivative financial instruments    (8,872)         (2,900)      (495)      (12,267) 
         Losses on derivative financial 
          instruments                                                                      (1,008) 
 
         Operating loss                                                                   (13,275) 
         Investment revenues                                                                    58 
         Finance costs                                                                       (440) 
 
         Loss before tax                                                                  (13,657) 
         Tax charge                                                                            262 
 
         Loss for the financial period                                                    (13,395) 
 
 
 
  Unaudited Interim Condensed Financial Statements 
   Notes to the Unaudited Interim Condensed Financial Statements 
   For the six months ended 30 April 2014 
  3. Business segments (continued) 
 
 
  Year ended                                        Cruising  Tour Operating  Corporate  Consolidated 
   31 October 2013                                      2013            2013       2013          2013 
                                                     GBP'000         GBP'000    GBP'000       GBP'000 
         Revenue 
         External sales                               65,824          76,319          -       142,143 
 
         Total revenue                                65,824          76,319          -       142,143 
 
         Result 
         Underlying (loss)/profit from operations    (1,944)           4,117    (1,420)           753 
         Separately disclosed items                  (8,556)           (500)      (332)       (9,388) 
         Amortisation of business combination 
          intangibles                                      -           (497)          -         (497) 
 
         Operating (loss)/profit before 
          adjustments for 
          derivative financial instruments          (10,500)           3,120    (1,752)       (9,132) 
 
         Losses on derivative financial 
          instruments                                                                         (4,277) 
 
         Operating loss                                                                      (13,409) 
         Investment revenues                                                                      160 
         Finance costs                                                                          (387) 
 
         Loss before tax                                                                     (13,636) 
         Tax credit                                                                               226 
 
         Loss for the financial year                                                         (13,410) 
 
 

Unaudited Interim Condensed Financial Statements

Notes to the Unaudited Interim Condensed Financial Statements

For the six months ended 30 April 2014

   4.      Exceptional costs 
 
                                              Half year        Half year       Full year 
                                            to 30 April      to 30 April   to 31 October 
                                         2014 Unaudited   2013 Unaudited    2013 Audited 
                                                GBP'000          GBP'000         GBP'000 
 
         Onerous lease provision                      -                -           (139) 
         Restructuring costs                      (349)          (1,261)         (1,655) 
         Impairment of ship                           -                -         (6,700) 
         Cruise cancellation costs                    -                -           (563) 
         Software costs write off                     -                -           (263) 
         Loss on disposal of property                 -                -            (68) 
 
         Total exceptional costs                  (349)          (1,261)         (9,388) 
 
 

The restructuring costs disclosed above relate to costs associated with the closure of the Group's offices in Burgess Hill and Southampton, and relocation of operations to Market Harborough.

During the year ended 31 October 2013 the Group announced the closure of its offices in Southampton. The onerous lease provision arises as a result of the ongoing lease commitment for the Southampton premises.

At 31 October 2013 an impairment review was undertaken in respect of mv Discovery. This revealed a decline in the market value of the ship and an impairment charge of GBP6,700k was therefore incurred.

Costs of GBP563k were incurred during the year ended 31 October 2013 due to the cancellation of certain cruises following major mechanical problems on-board mv Voyager.

Costs of GBP263k were written off during the year ended 31 October 2013 in relation to expenditure on software prior to the integration of the businesses.

The Group disposed of Lynnem House, Burgess Hill during the year ended 31 October 2013 and incurred a loss on disposal of GBP68k.

   5.   Income taxes 

The tax charge of GBP183,000 (six months ended 30 April 2013: credit of GBP262,000; year ended 31 October 2013: credit of GBP226,000) represents an effective rate of (1.2)% (six months ended 30 April 2013: 1.9%; year ended 31 October 2013: 1.7%). Certain of the Group subsidiary companies are subject to taxation under the UK Tonnage Tax regime. Under this regime, a shipping company may elect to have its taxable profits computed by reference to the net tonnage of each of the qualifying ships it operates.

   6.     Dividends 

It was announced on 27 July 2012 that the Group is not proposing to pay dividends for the foreseeable future (please refer to the Chairman's Statement in the 2013 Annual Report and Financial Statements for further details on the Group's dividend policy).

Unaudited Interim Condensed Financial Statements

Notes to the Unaudited Interim Condensed Financial Statements

For the six months ended 30 April 2014

   7.    Loss per share (pence) 
 
                                                               Six month      Six month 
                                                            period ended   period ended    Year ended 
                                                                30 April       30 April    31 October 
                                                                    2014           2013          2013 
                                                               Unaudited      Unaudited       Audited 
                                                                   pence          pence         pence 
         Loss per share (pence) 
           Basic and diluted                                      (25.2)         (21.7)        (21.7) 
 
 
  The calculation of basic and diluted loss per share is based on 
   the following data: 
         Loss                                                    GBP'000        GBP'000       GBP'000 
         Loss for the purposes of basic and diluted 
          earnings per share being net loss attributable 
          to shareholders of the parent                         (15,567)       (13,395)      (13,410) 
 
 
                                                                  Number         Number        Number 
         Number of shares 
  Weighted average number of ordinary shares 
   for the purposes of basic and diluted 
   loss per share                                             61,744,777     61,744,777    61,744,777 
 
 
   8.     Property, plant and equipment 

During the period, the Group spent GBP977,000 on capital expenditure. The majority of this was in relation to the annual dry dock of MV Hebridean Princess.

   9.     Share capital 
 
                                                         At          At           At 
                                                   30 April    30 April   31 October 
                                                       2014        2013         2013 
                                                  Unaudited   Unaudited      Audited 
                                                    GBP'000     GBP'000      GBP'000 
         Issued and fully paid: 
         61,744,777 ordinary shares of 1p each          617         617          617 
 
 

The Company has one class of ordinary shares which carry no rights to fixed income.

Unaudited Interim Condensed Financial Statements

Notes to the Unaudited Interim Condensed Financial Statements

For the six months ended 30 April 2014

   10.   Financial Instruments fair value disclosures 

The only assets and liabilities of the Group in the current period and proceeding period and year which have been measured at fair value through profit and loss are its derivative financial instruments. The fair values of these are derived from those inputs other than quoted prices that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices) and they therefore are categorised within level 2 of the fair value hierarchy set out in IFRS 7. Accordingly, no table presenting an analysis of financial instruments that are measured subsequent to initial recognition at fair value by Levels 1 - 3 is presented.

For the derivative financial instruments (both currency and fuel), the fair value has been calculated by discounting the future estimated cash flows based on the applicable yield curve derived from quoted interest rates. The derivatives are carried at fair value and accordingly, the book value and fair value are the same.

Unaudited Interim Condensed Financial Statements

Notes to the Unaudited Interim Condensed Financial Statements

For the six months ended 30 April 2014

   11.   Notes to the consolidated cash flow statement 
 
                                                                 Six month      Six month 
                                                              period ended   period ended    Year ended 
                                                                  30 April       30 April    31 October 
                                                                      2014           2013          2013 
                                                                 Unaudited      Unaudited       Audited 
                                                                   GBP'000        GBP'000       GBP'000 
 
  Loss for the financial period/year                              (15,567)       (13,395)      (13,410) 
 
  Adjustments for: 
              Investment revenues                                     (40)           (58)         (160) 
              Rental income                                            (1)            (2)           (8) 
              Finance costs                                            181            440           387 
              Other gains and losses                                     -              -           232 
              Income tax                                               183          (262)         (226) 
              Depreciation and amortisation                          2,348          3,000         6,831 
              Impairment losses                                          -              -         6,700 
              Foreign exchange movements                             1,559            167       (1,802) 
              Movement in fair value of derivatives                  3,861          1,008         4,277 
              (Decrease)/increase in provisions                      (150)          (146)           206 
              Adjustment for pension funding                         (220)          (220)         (440) 
 
 
          Operating cash (outflows)/inflows 
           before movements in                                     (7,846)        (9,468)         2,587 
           working capital 
       (Increase)/decrease in inventories                            (124)            103         (683) 
       (Increase)/decrease in receivables                            (392)          2,643         1,422 
       Increase/(decrease) in payables                               4,779          3,884       (6,630) 
 
 
  Cash outflow generated from operations                           (3,583)        (2,838)       (3,304) 
  Income taxes refunded/(paid)                                           3              -           (8) 
 
 
 Net cash outflow from operating 
  activities                                                       (3,580)        (2,838)       (3,312) 
 
 
 
 

Unaudited Interim Condensed Financial Statements

Notes to the Unaudited Interim Condensed Financial Statements

For the six months ended 30 April 2014

   12.   Related party transactions 

Trading transactions

During the period/year, Group companies entered into the following transactions with related parties who are not members of the Group:

 
                                                               Purchase of services 
 
                                               Six month     Six month 
                                                  period        period 
                                                   ended         ended      Year ended 
                                                30 April      30 April      31 October 
                                                    2014          2013            2013 
                                               Unaudited     Unaudited         Audited 
                                                     GBP           GBP             GBP 
 
         Roger Allard Limited                     91,872       105,140         179,061 
         PB Consultancy Services Limited           7,200        26,239          38,413 
 
 
 
                                                               Amounts owed to related parties 
 
                                                          At                At                 At 
                                                    30 April          30 April         31 October 
                                                        2014              2013               2013 
                                                   Unaudited         Unaudited            Audited 
                                                         GBP               GBP                GBP 
 
         Roger Allard Limited                         15,887            18,838             53,851 
         PB Consultancy Services Limited               2,378             5,140              1,623 
 
 

Roger Allard Limited is a company owned and controlled by Mr R J Allard, a director of the Company and majority shareholder of the Group, and the payments made are for consultancy services.

PB Consultancy services is owned and controlled by Mr P E Buckley, the Company Secretary of the Group, and the payments are for consultancy, accounting and Company Secretarial services.

In addition to the above transactions, the Group sold a property to Mr R J Allard for GBP350,000 during the period ended 30 April 2014. This transaction was made on an arms-length basis based on an independent valuation.

Unaudited Interim Condensed Financial Statements

Notes to the Unaudited Interim Condensed Financial Statements

For the six months ended 30 April 2014

   12.   Related party transactions (continued) 

Trading transactions (continued)

On 15 May 2012, All Leisure Group PLC acquired 100% of the issued share capital of Page & Moy Travel Group Limited ("PMTGL"), on a debt free basis, for a consideration of GBP3.3m. The consideration was funded with a GBP5.8m loan from a consortium of individual investors, some of whom were related parties. The lenders who meet the definition of related parties, and the amounts loaned to the Group are as follows:

 
                                                  Loan amount                         Accrued interest 
                                      30 April                   31 October    30 April    30 April  31 October 
                                          2014         30 April        2013        2014        2013        2013 
                                     Unaudited   2013 Unaudited     Audited   Unaudited   Unaudited     Audited 
                                           GBP              GBP         GBP         GBP         GBP         GBP 
 
         R J Allard and interests    4,010,000        4,400,000   4,010,000     269,164     295,342     437,968 
         N J Jenkins                   225,000          250,000     225,000      15,103      16,781      24,972 
         D A Wiles and interests       360,000          400,000     360,000      24,164      26,849      39,668 
 
 

N J Jenkins is a director and shareholder in All Leisure group plc. D A Wiles is a director of All Leisure Holidays Limited, a subsidiary of All Leisure group plc.

   13.   Ultimate Controlling Party 

By virtue of his majority shareholding, the ultimate controlling party is Mr R J Allard.

Unaudited Interim Condensed Financial Statements

Independent Review Report to All Leisure group plc

We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 April 2014 which comprises the Consolidated Income Statement, the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Consolidated Statement of Changes in Equity, the Consolidated Cash Flow Statement and related notes 1 to 13. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

This report is made solely to the Company in accordance with the International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. Our work has been undertaken so that we might state to the Company those matters we are required to state to it in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our review work, for this report, or for the conclusions we have formed.

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the AIM Rules of the London Stock Exchange.

As disclosed in note 1, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report have been prepared in accordance with the accounting policies the Group intends to use in preparing its next annual financial statements.

Our responsibility

Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.

Scope of Review

We conducted our review in accordance with the International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 April 2014 is not prepared, in all material respects, in accordance with the AIM Rules of the London Stock Exchange.

Deloitte LLP

Chartered Accountants and Statutory Auditor

Nottingham, United Kingdom

11 July 2014

This information is provided by RNS

The company news service from the London Stock Exchange

END

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