4
September 2024
Hilton Food Group
plc
Strong profit performance
and like-for-like volume growth
Current trading in line with
expectations
Hilton Foods today announces its
interim results for the 26 weeks to 30 June 2024. The business has
also published a separate announcement this morning regarding a
Board appointment.
Business highlights
· Core meat category delivering strong retail volume growth
across all operating regions
· Seafood business continues to improve, underpinning profit
growth in UK & Ireland
· Good progress in developing cross-sell
opportunities
· Hilton Foods Canada remains on track for 2027 with
Walmart
· Vegan and vegetarian now in single operating site
· Foods Connected wins new global contract with
McDonald's
· Commitment to sustainability and progress continues across
all areas, especially packaging
Financial overview
H1 2024 represents a 26 week
period and is compared with a 28 week period in H1 2023. Variances
below are presented on a reported basis and for a comparable
like-for-like 26 week constant currency basis
2.
· Volume increase of 3.2% with revenue up by 1.0% on a
like-for-like basis with volume growth offset by raw material price
deflation in the APAC region. On a statutory basis revenue down
8.4% to £1.94bn
· Adjusted operating profit 2 increased by 23.2% on
a like-for-like basis and by 12.2% on a reported basis to £46.9m.
Statutory operating profit up 42.3%
· Strong free cash flow 2 of £34.7m (2023: £18.9m);
remaining a highly cash generative business
· Net bank debt 2 of £137.0m (£139.7m at 2023
year-end) (£216.5m at 16 July 2023); period end net bank debt as a
proportion of adjusted EBITDA 2 0.9x (2023 year-end:
1.0x)
· Interim dividend of 9.6p (2023: 9.0p)
|
2024
|
2023
|
Change
|
|
26 weeks
to
30 June
2024
|
28 weeks
to
16 July
2023
|
Reported
|
26 week
constant
currency
|
|
|
|
|
|
Volume (tonnes) 1
|
260,907
|
272,321
|
-4.2%
|
3.2%
|
Revenue
|
£1,943.8m
|
£2,123.1m
|
-8.4%
|
1.0%
|
Adjusted operating profit 2
|
£46.9m
|
£41.8m
|
12.2%
|
23.2%
|
Adjusted profit before tax 2
|
£33.5m
|
£26.8m
|
25.3%
|
37.8%
|
Adjusted basic earnings per share
2
|
25.8p
|
21.6p
|
19.4%
|
31.3%
|
|
|
|
|
|
Statutory operating profit
|
£43.6m
|
£30.6m
|
42.3%
|
|
Statutory profit before tax
|
£25.4m
|
£11.3m
|
125.7%
|
|
Statutory basic earnings per share
|
18.8p
|
7.6p
|
147.4%
|
|
Free cash flow 2
|
£34.7m
|
£18.9m
|
|
|
Net bank debt 2
|
£137.0m
|
£216.5m
|
|
|
Interim dividends
|
9.6p
|
9.0p
|
6.7%
|
|
|
|
|
|
|
Outlook
Hilton Foods is well-positioned
and continues to trade in line with expectations for the full year.
The Group maintains a strong financial position and we continue to
be well placed in a large, attractive marketplace, underpinned by
long-standing customer partnerships. Hilton Foods continues to
invest in its clear strategic priorities while exploring further
growth opportunities and wider geographic expansion with existing
and new customers.
Steve Murrells CBE
Hilton Foods
Chief Executive Officer, said:
"These results represent another step forward as Hilton Foods
further improves business performance and profitability. Our core
meat category performed particularly well, driving volume growth,
while the continued positive momentum in our seafood business has
helped to underpin profit performance. Our core product ranges
remain highly attractive to both our customers and their consumers,
while the breadth of our offering make us well placed to win across
every meal, in both retail and food service.
"The hard work of all our teams, coupled with our proprietary
technology and market-leading innovation, has underpinned the
strength of our relationships with customers during the period. I
would like to take this opportunity to thank all my colleagues for
their ongoing commitment.
"As I look ahead, Hilton Foods has all the right attributes
in place. Our strong financial platform, unique multi-category
offer, and market-leading technology adds to my confidence in the
Group's ability to achieve further international
growth."
Notes
1 Volume
includes 50% share of the Portuguese joint venture
activities
2 Hilton uses
Alternative Performance Measures (APMs) to monitor the underlying
performance of the Group which are detailed in note 16 and the
Glossary. Management considers that APMs, in addition to statutory
metrics, provide useful information on business performance which
enables management to monitor and manage the business day-to-day.
Unless otherwise stated financial metrics in the Business
highlights, Financial overview, Review of operations and Financial
review refer to the Adjusted results.
A presentation for analysts and
investors will be held this morning at 09.00, which will also be
webcast. For access to the live webcast, please register at the
following link: https://stream.brrmedia.co.uk/broadcast/66a8dad227d380a9b7f0c665.
Enquiries:
Hilton Food Group
Tel: +44 (0) 1480 387214
Steve Murrells CBE, Chief Executive
Officer
Matt Osborne, Chief Financial
Officer
Headland Consultancy
Limited
Tel: +44 (0) 20 3805 4822
Susanna
Voyle
Email: hiltonfood@headlandconsultancy.com
Will Smith
Joanna
Clark
This announcement contains inside
information.
About Hilton Foods
Hilton Foods is a leading
international multi-protein producer, serving customers and retail
partners across the world with high quality meat, seafood, vegan
and vegetarian foods and meals. We are a business of over 7,000
employees, operating from 24 technologically advanced food
processing, packing and logistics facilities across 19 markets
in Europe, Asia Pacific and North America. For thirty years,
our business has been built on dedicated partnerships with our
customers and suppliers, many forged over several decades, and
together we target long-term, sustainable growth and shared value.
We supply our customers with high quality, traceable, and assured
food products, with high standards of technical excellence and
expertise.
Cautionary statement
This interim management report
contains forward-looking statements. Such statements are based on
current expectations and assumptions and are subject to risk
factors and uncertainties which we believe are reasonable.
Accordingly, Hilton's actual future results may differ materially
from the results expressed or implied in these forward-looking
statements. We do not undertake to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise.
Alternative performance measures (APMs)
Hilton uses Alternative
Performance Measures (APMs) to monitor the underlying performance
of the Group which are detailed in note 16. Management considers
that APMs, in addition to statutory metrics, provide useful
information on business performance which enables management to
monitor and manage the business day-to-day.
Review of operations
The Group is presenting its
interim results for the 26 weeks 30 June 2024, together with
comparative information for the 28 weeks to 16 July 2023. These
interim results are prepared in accordance with UK-adopted
International Accounting Standard 34 and the Disclosure Guidance
and Transparency Rules sourcebook of the UK Financial Conduct
Authority.
Performance overview
A strong business performance in
the period saw volumes increase by 3.2% on a like-for-like basis*.
Revenue decreased by 8.4% to £1.94bn but was up by 1.0% on a
like-for-like basis* with the benefits of strong volume growth in
the UK & Ireland offset by the impact of raw material price
deflation in the APAC region. The adjusted operating margin
increased to 2.4% (2023: 2.0%) and the adjusted operating margin
per kg increased to 18.0p per kg (2023: 15.3p per kg).
UK and Ireland
Adjusted operating profit of £21.1m (2023: £12.8m) on revenue
of £709.6m (2023: £701.1m)
This operating segment covers the
Hilton Foods businesses and joint ventures in the UK and Ireland
including meat processing facilities in Huntingdon, fish facilities
in Grimsby as well as the Fairfax Meadow food service
business.
Volumes were 2.1% higher and
revenue increased by 9.3% on a like-for-like basis* driven through
core retail meat and strong performing premium tier products.
Adjusted operating margins increased to 3.0% (2023: 1.8%)
reflecting the performance of our improving seafood business and
our strong core meat category performance including positive shifts
in product mix.
Europe
Adjusted operating profit of £19.2m (2023: £20.4m) on revenue
of £519.7m (2023: £553.8m)
This operating segment covers the
Hilton Foods meat, fish, vegan and vegetarian businesses and joint
ventures in Holland, Belgium, Sweden, Denmark, Central Europe,
Greece and Portugal.
Volumes were 0.8% higher and
revenue increased by 2.8% on a like-for-like basis*. Adjusted
operating margins were maintained at 3.7% (2023: 3.7%) with
operating profit up 1.9% on a like-for-like* basis. The results
reflect expansion in localised convenience foods across Sweden and
Central Europe although a structural market reset in vegan and
vegetarian remains challenging and we are continuing to optimise
vegan and vegetarian single operating site performance.
The property damage and business
interruption insurance claim in connection with a fire at our
facility in Belgium in 2021 has been concluded with a final payment
of £13m received since the period end. In line with accounting
standards this has not been recognised in the interim financial
statements and will be recognised in the second half of the
year.
APAC
Adjusted operating profit of £14.5m (2023: £16.5m) on revenue
of £714.5m (2023: £868.2m)
In Australia, the Group operates
plants in Bunbury, Western Australia, Melbourne, Victoria and
Brisbane, Queensland. We also have a facility in Auckland, New
Zealand.
Volumes during the period
increased by 6.8% through strong trade and best fit product range
although revenues were 6.7% lower on a like-for-like basis*
primarily due to raw material price deflation. Adjusted operating
margins increased slightly to 2.0% (2023: 1.9%) with operating
profit 0.3% lower on a like-for-like basis*, after adjusting for
the impact of a weaker Australian Dollar and reduced interest cost
recovery under our cost plus contract.
* 26 week constant currency like-for-like
basis
Strategic progress
Our growth strategy will be
delivered through a focus on the following four strategic
priorities;
1. We will grow our
international footprint
2. We will expand our
multi-category offer
3. We will build
further expertise as a supply chain partner
4. We will leverage
technology as a driver of value
Throughout the first half of the
year, we have made significant progress across all four of our
strategic priorities.
1. Growing our international footprint:
The team has been working closely in partnership with our new
customer Walmart to finalise product ranges. We have employed our
first resource in the country for closer everyday working relations
and we remain on track to launch Hilton Foods Canada in 2027, our
first operating facility in North America. In addition to this, we
have put in place an international trading team who will target
expanding the reach of our existing product portfolio into the
Asian market.
2. Expanding our multi-category offer: We
have unlocked growth opportunities through cross-selling,
harnessing the international reach of our business and the
opportunity within our multi-category offer, working across our
markets to sell products from one to another. For example, we have
launched coated seafood products into the New Zealand market and
slow-cooked meat products in Ireland, both produced at our
facilities in the UK. The team continues to work on a pipeline of
future opportunities of a similar nature, increasing our share of
business in existing categories and entering new categories across
the markets we operate.
3. Building further expertise as a supply chain
partner: Although we specialise in the middle section of the
farm-to-fork supply chain we influence and guide throughout. Our
customer teams have worked with their retail and supplier partners
to review end-to-end opportunities which has unlocked growth
opportunities in beef steaks in the UK market. Within the APAC
region, we have become further integrated into our customers in all
aspects of supply chain planning, including procurement demand
planning.
4. Leveraging technology as a driver of
value: Technology has supported our improving seafood
business through automation and most recently a new white fish
processing line which has been installed in the first half of the
year, improving efficiency and reducing labour reliance. We have
continued in the first half of the year with our UK automation
programme in our meat facilities, roll-out of flow wrap packaging
technology for our mince products into more European countries and
Foods Connected continues to support our business and our customers
to best manage a complex supply chain. We have also made progress
in commercialising our tech stack including a global contract
between McDonald's and Foods Connected, and Agito was chosen as a
supplier partner for an automation project with Coca-Cola
Europacific Partners.
These strategic priorities are
underpinned by our rigorous approach to sustainability across
people, the planet and product, and our financial ambitions. We
have achieved 36% of positions of leadership held by women,
surpassing our target of 30% by the end of 2025. We have supported
the development of a standardised carbon measurement tool enabling
targeted decarbonisation of the seafood supply chain and installed
Solar PV arrays at our processing facilities in Truganina,
Australia. In addition to this, in Australia, 91% of our packaging
is now recyclable, and in May we completed a project that will
remove 23 million pads from our meat trays annually. Furthermore we
will save 390 tonnes of plastic annually from our mince packaging
through further roll-out of flow wrap packaging to Denmark, Ireland
and Central Europe. We have also continued to make progress versus
our financial ambitions, notably an improvement in ROCE to 20.2%
(see Glossary for definition).
Investments in our facilities
Hilton continues to invest in all
its facilities maintaining state of the art levels required to
service our customers' growth, extend the range of products
supplied to those customers and deliver both first class service
levels and further increases in production efficiency. These
focused investment target strong growth. Capital expenditure during
the period was £27.1m (2023: £27.8m) which included investment in
UK factory automation, smoked salmon efficiency improvements and
the consolidation of the vegan and vegetarian operations into a
single facility.
Financial review
Adjusted results represent the
IFRS results before deduction of acquisition intangibles
amortisation, other adjusting/exceptional items and IFRS 16 lease
adjustments. These adjustments are detailed in the Alternative
performance measures note 16.
Group results
Revenue reduced by 8.4% to
£1,943.8m (2023: £2,123.1m) but was up 1.0% on a like-for-like
basis* reflecting higher volumes but lower raw material prices.
Further details of revenue and volume growth by segment are
detailed in the Review of operations above.
Adjusted operating profit for the
first 26 weeks of 2024 was £46.9m, 12.2% higher than in the
previous year (2023: £41.8m) and 23.2% higher on a like-for-like
basis*. The adjusted operating profit margin increased to 2.4%
(2023: 2.0%). IFRS operating profit for the first 26 weeks of 2024
was £43.6m (2023: £30.6m) after charging exceptional costs of £0.4m
(2023: £7.7m).
Adjusted net finance costs
excluding exceptional items and lease interest decreased to £13.3m
(2023: £15.0m) reflecting lower benchmark rates as well as lower
borrowings. Interest cover was 3.5 times (2023: 2.8 times).
Similarly IFRS net finance costs decreased to £18.1m (2023:
£19.3m).
The adjusted taxation charge for
the period was £9.3m (2023: £6.8m) representing an effective
adjusted tax rate of 27.9%, compared with 25.2% last year. The IFRS
taxation charge was £7.6m (2023: £3.8m) representing a lower
effective tax rate of 29.8% (2023: 34.0%) attributable to the lower
exceptional costs.
Net income represents profit for
the year attributable to owners of the parent. Adjusted net income
of £23.2m was 19.8% higher than last year (2023: £19.3m) primarily
reflecting the higher operating profit and lower interest costs.
IFRS net income was £16.8m (2023: £6.8m) also reflecting lower
exceptional costs.
Adjusted basic earnings per share
of 25.8p in the first 26 weeks of 2024 were 19.4% above 21.6p last
year reflecting the higher net income. Similarly IFRS basic
earnings per share was higher at 18.8p (2023: 7.6p).
Adjusted EBITDA increased to
£70.7m for the period (2023: £67.5m) and EBITDA was £81.5m (2023:
£72.3m).
Balance sheet, cash flow and funding
In the first 26 weeks the Group
generated £34.7m of free cash flow (2023: £18.9m). Net cash
generated from operating activities was £64.2m (2023: £48.1m).
During the period a further £4.4m was invested in Cellular
Agriculture Ltd following the achievement of
development milestones.
Return on capital employed (ROCE),
calculated as adjusted operating profit divided by average of
opening and closing capital employed representing total equity
adjusted for net bank debt, leases, derivatives and deferred tax,
was 20.2% (18.3% for the 2023 financial year).
Cash balances at 30 June 2024 were
£95.3m (2023: £79.7m) which, net of bank borrowings of £232.3m
(2023: £296.1m), resulted in net bank debt of £137.0m (£216.5m at
16 July 2023 and £139.7m at 31 December 2023). Net bank debt at the
end of the period as a proportion of annualised adjusted EBITDA was
0.9 times (2023 year-end: 1.0 times). Net debt including lease
liabilities was £355.2m (£442.4m at 16 July 2023 and £366.6m at 31
December 2023).
At 30 June 2024 the Group had
undrawn committed facilities under its syndicated banking
facilities of £138.3m (£108.7m at 31 December 2023). These banking
facilities are subject to covenants comprising net bank debt to
EBITDA and EBITDA interest cover. There was comfortable headroom
under these covenants at 30 June 2024 for these metrics.
Dividends
The Group has maintained a
progressive dividend policy since flotation. Hilton Foods remains
financially strong with significant cash balances and undrawn loan
facilities, and we continue to operate well within our banking
covenants. The Board is satisfied that the Group has adequate
headroom under its existing facilities, that it is appropriate to
continue to operate and to maintain this dividend policy and has
approved the payment of an interim dividend of 9.6p per ordinary
share (2023: 9.0p). The interim dividend, representing an increase
of 6.7% on the interim dividend declared in the prior year,
amounting to £8.6m will be paid on 29 November 2024 to shareholders
on the register at close of business on 1 November 2024.
* 26 week constant currency like-for-like
basis
Going concern
The Directors have performed a
detailed assessment, including a review of the Group's budget and
forecasts for the 12 months from the date of this report and its
longer term plans, including consideration of the principal risks
faced by the Group. The resilience of the Group in the face of
uncertain challenges has then been assessed by applying significant
downside sensitivities to the Group's cash flow projections.
Allowing for these sensitivities and potential mitigating actions
the Board is satisfied that the Group is able to continue to
operate well within its banking covenants and has adequate headroom
under its existing committed facilities which do not expire until
2027. The Directors are satisfied that the Group has adequate
resources to continue to operate and meet its liabilities as they
fall due for a period of at least 12 months from the date of
signing these interim financial statements and therefore consider
it appropriate to adopt the going concern basis of accounting in
preparing the consolidated interim financial statements.
The Group's borrowings are
detailed in note 11 to this report and the principal banking
facilities which support the Group's existing and contracted new
business, are committed. The Group is in full compliance with all
its banking covenants and based on forecasts and sensitised
projections is expected to remain in compliance.
Future geographical expansion which is not yet
contracted, and which is not built into our internal budgets and
forecasts, may require additional or extended banking facilities
and will depend on our ability to negotiate appropriate additional
or extended facilities, as and when they are required.
The Group's internal budgets and
forward forecasts, which incorporate all reasonably foreseeable
changes in trading performance, are regularly reviewed by the Board
and show that it will be able to operate within its current banking
facilities, taking into account available cash balances, for the
foreseeable future.
The principal risks and uncertainties facing the Group's
businesses
Effective risk management at
Hilton Foods is essential to the delivery of our strategic
objectives and aims to safeguard the interests of all our
stakeholders in an increasingly complex world. Our proactive
approach to risk management ensures the long-term sustainable
growth of all aspects of our business and is integrated into
everything we do. The most significant business risks that Hilton
Foods faces, together with the measures we have adopted to mitigate
these risks, are outlined on pages 28 to 34 of the Hilton Food
Group plc 2023 Annual report. The principal risks and uncertainties
identified in that report were:
·
The progress of the Hilton Foods business is
affected by the macroeconomic and geopolitical environment and
levels of consumer spending;
·
The Hilton Foods growth potential may be affected
by the success of our customers and the growth of their packed
foods sales;
·
Hilton Foods strategy focuses on a small number
of customers who can exercise significant buying power and
influence when it comes to contractual renewal terms at 1 to
15-year intervals;
·
As Hilton Foods continues to grow there is more
reliance on key personnel and their ability to manage growth,
change, integration and compliance across new legislative and
regulatory environments. This risk increases as the Group
continues to expand with new customers and into new territories
either organically or through acquisition with potentially greater
reliance on stretched skilled resource and execution of
simultaneous growth projects;
·
Hilton Foods business strength is affected by our
ability to maintain a wide and flexible global food supply base
operating at standards that can continuously achieve the
specifications set by ourselves and our customers. Increasing
geopolitical tension has heightened this risk exposure into
2024.
·
Contamination within the supply chain including
outbreaks of disease and feed contaminants affecting livestock and
fish;
·
Significant incidents such as fire, flood,
pandemic or interruption of supply of key utilities could impact
the Group's business continuity;
·
Hilton Foods IT systems could be subject to
cyber-attacks, including ransomware and fraudulent external email
activity. Such attacks are rapidly increasing in frequency and
sophistication, especially with the progression of artificial
intelligence;
·
A significant breach of health & safety
legislation or accident resulting from negligence or management
oversight. The complexity of this risk increases as the Group
expands both geographically and into new product groups;
and
·
Hilton Foods business and supply chain is
affected by climate change risks comprising both physical and
transition risks. Physical risks include long-term rises in
temperature and sea levels as well as changes to the frequency and
severity of extreme weather events. Transition risks include policy
changes, reputational impacts, and shifts in market preferences and
technology.
Geopolitical Uncertainty
Geopolitical uncertainty and
increasing levels of active hostilities in multiple regions is a
significant concern and increases the risk impacting our supply
chains and operations. Disruption to energy markets, global
shipping and international trade can also have far-reaching
impacts. However, our continued review of mitigations enables us to
maintain resilience in our supply chains and operations.
The macroeconomic environment
Cost-of-living pressures and
economic uncertainty continue in much of the world, amidst
persistently elevated inflation and interest rates. As the level of
inflation and interest rates start to ease we expect consumer
spending and eating habits to recover but remain cautious. We
recognise the effect of higher interest costs on all businesses and
we continue to focus on ways of reducing our exposure such as the
use of cash pooling and exploring working capital
financing.
Our continued focus on cost
control, innovation and factory efficiency is enabling us to manage
the inflationary pressures the industry is currently facing.
Through our strong customer relationships we are able to support
consumers to navigate through these challenging times.
Changing regulatory landscape and post-Brexit
trade
Hilton Foods has a strong basis of
environmental, social and governance policies and strategy. We
recognise the potential disruption from growing environmental
regulations and the resourcing requirements to meet upcoming
disclosure requirements. We are actively enhancing our mitigations,
including third party risk management and supply chain due
diligence.
We continue to monitor the UK and
EU regulatory and trade environments as they evolve and amend
processes and operations as required. We work closely with our
customers and supply chains to adapt to further revisions to Border
processes.
Cyber Risk
The risk of cyber attacks a are an
increasing threat to businesses and we are aware that specific
sectors including manufacturing and logistics are increasingly a
focus of such attacks. We continue to enhance our risk mitigation
activities focussing on both the direct threat to our operations
and the wider supply chain.
The risks and uncertainties
outlined above had no material adverse impact on the results for
the 26 weeks to 30 June 2024 and are expected to remain virtually
unchanged for the remainder of the 2024 financial year.
Steve Murrells CBE
Chief Executive Officer
Matt Osborne
Chief Financial Officer
3 September 2024
Statement of Directors' responsibilities
The Directors confirm that the
condensed consolidated interim financial statements have been
prepared in accordance with UK-adopted International Accounting
Standard 34, 'Interim Financial Reporting' and the Disclosure
Guidance and Transparency Rules sourcebook of the United Kingdom's
Financial Conduct Authority and that the interim management report
includes a fair review of the information required by DTR 4.2.7 and
DTR 4.2.8, namely:
(a) an indication of important
events that have occurred during the first 26 weeks and their
impact on the condensed set of financial statements, and a
description of principal risks and uncertainties for the remaining
26 weeks of the financial year; and
(b) material related party
transactions in the first 26 weeks and any material changes in the
related party transactions described in the last annual
report.
The maintenance and integrity of
the Hilton Food Group plc website is the responsibility of the
Directors; the work carried out by the authors does not involve
consideration of these matters and, accordingly, the auditors
accept no responsibility for any changes that might have occurred
to the interim financial statements since they were initially
presented on the website.
The Directors of Hilton Food Group
plc are listed in the 2023 Hilton Food Group plc Annual report and
financial statements. There have been no changes in Directors since
31 December 2023. A list of current Directors is maintained on the
Hilton Food Group plc website at
https://www.hiltonfoods.com/.
On behalf of the Board
Robert Watson OBE
Chairman
Matt Osborne
Chief Financial Officer
Condensed Consolidated Statement of changes in
equity
|
|
Attributable to owners of the
parent
|
|
|
|
|
Share
capital
|
Share
premium
|
Employee share schemes
reserve
|
Foreign currency translation
reserve
|
Cashflow hedge
reserve
|
Other
reserve
|
Retained
earnings
|
Total
|
Non-controlling
interests
|
Total
equity
|
|
Note
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Balance at 2 January 2023
|
|
8,943
|
144,926
|
5,004
|
(2,379)
|
786
|
(30,781)
|
167,862
|
294,361
|
10,956
|
305,317
|
Comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the period
|
|
-
|
-
|
-
|
-
|
-
|
-
|
6,770
|
6,770
|
670
|
7,440
|
Currency translation
differences
|
|
-
|
-
|
-
|
(1,317)
|
-
|
-
|
-
|
(1,317)
|
(181)
|
(1,498)
|
Loss on cash flow hedging
|
|
-
|
-
|
-
|
-
|
(3,252)
|
-
|
-
|
(3,252)
|
-
|
(3,252)
|
Total comprehensive income for the
period
|
|
-
|
-
|
-
|
(1,317)
|
(3,252)
|
-
|
6,770
|
2,201
|
489
|
2,690
|
Issue of new shares
|
12
|
17
|
-
|
-
|
-
|
-
|
-
|
-
|
17
|
-
|
17
|
Employee share schemes - value of
employee services
|
|
-
|
-
|
897
|
-
|
-
|
-
|
-
|
897
|
-
|
897
|
Dividends paid
|
6
|
-
|
-
|
-
|
-
|
-
|
-
|
(20,221)
|
(20,221)
|
(1,554)
|
(21,775)
|
Total transactions with
owners
|
|
17
|
-
|
897
|
-
|
-
|
-
|
(20,221)
|
(19,307)
|
(1,554)
|
(20,861)
|
Balance at 16 July 2023
|
|
8,960
|
144,926
|
5,901
|
(3,696)
|
(2,466)
|
(30,781)
|
154,411
|
277,255
|
9,891
|
287,146
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 January 2024
|
|
8,960
|
144,926
|
6,793
|
(2,992)
|
7,442
|
(30,781)
|
175,963
|
310,311
|
11,167
|
321,478
|
Comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the period
|
|
-
|
-
|
-
|
-
|
-
|
-
|
16,823
|
16,823
|
1,043
|
17,866
|
Currency translation differences
|
|
-
|
-
|
-
|
(2,664)
|
-
|
-
|
-
|
(2,664)
|
(120)
|
(2,784)
|
Loss
on cash flow hedging
|
|
-
|
-
|
-
|
-
|
(2,911)
|
-
|
-
|
(2,911)
|
81
|
(2,830)
|
Total comprehensive income for the period
|
|
-
|
-
|
-
|
(2,664)
|
(2,911)
|
-
|
16,823
|
11,248
|
1,004
|
12,252
|
Issue of new shares
|
12
|
10
|
-
|
-
|
-
|
-
|
-
|
-
|
10
|
-
|
10
|
Employee share schemes - value of employee
services
|
|
-
|
-
|
1,790
|
-
|
-
|
-
|
-
|
1,790
|
-
|
1,790
|
Dividends paid
|
6
|
-
|
-
|
-
|
-
|
-
|
-
|
(20,621)
|
(20,621)
|
(1,496)
|
(22,117)
|
Total transactions with owners
|
|
10
|
-
|
1,790
|
-
|
-
|
-
|
(20,621)
|
(18,821)
|
(1,496)
|
(20,317)
|
Balance at 30 June 2024
|
|
8,970
|
144,926
|
8,583
|
(5,656)
|
4,531
|
(30,781)
|
172,165
|
302,738
|
10,675
|
313,413
|
The above condensed consolidated
statement of changes in equity should be read in conjunction with
the accompanying notes.
Condensed Consolidated Cash flow statement
|
|
26 weeks
ended
|
28 weeks
ended
|
|
|
30 June
2024
|
16 July
2023
|
|
|
£'000
|
£'000
|
Cash flows from operating activities
|
|
|
|
Cash generated from
operations
|
|
88,903
|
73,654
|
Interest paid
|
|
(18,624)
|
(19,386)
|
Income tax paid
|
|
(6,081)
|
(6,195)
|
Net cash generated from operating
activities
|
|
64,198
|
48,073
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
Acquisition of investments in joint
ventures and associates
|
|
(4,374)
|
(1,635)
|
Purchases of property, plant and
equipment
|
|
(25,578)
|
(26,151)
|
Proceeds from sale of property,
plant and equipment
|
|
900
|
266
|
Purchases of intangible
assets
|
|
(1,522)
|
(1,689)
|
Interest received
|
|
503
|
43
|
Dividends received from joint
venture
|
|
546
|
-
|
Net cash used in investing
activities
|
|
(29,525)
|
(29,166)
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
Proceeds from borrowings
|
|
33,376
|
18,312
|
Repayments of borrowings
|
|
(67,006)
|
(13,743)
|
Payment of lease
liability
|
|
(8,749)
|
(6,871)
|
Dividends paid to owners of the
parent
|
|
(20,621)
|
(20,221)
|
Dividends paid to non-controlling
interests
|
|
(1,496)
|
(1,554)
|
Net cash used in financing
activities
|
|
(64,496)
|
(24,077)
|
|
|
|
|
Net
decrease in cash and cash equivalents
|
|
(29,823)
|
(5,170)
|
Cash and cash equivalents at
beginning of the period
|
|
126,715
|
87,224
|
Exchange losses on cash and cash
equivalents
|
|
(1,575)
|
(2,378)
|
Cash and cash equivalents at end of the
period
|
|
95,317
|
79,676
|
|
|
|
|
The above condensed consolidated
statement of cash flows should be read in conjunction with the
accompanying notes.
|
Notes to the interim financial statements
1
General information
Hilton Food Group plc ("the
Company") and its subsidiaries (together "the Group") is a leading
international multi-protein food business.
The Company is a public company
limited by shares incorporated and domiciled in the UK. The address
of the registered office is 2-8 The Interchange, Latham Road,
Huntingdon, Cambridgeshire PE29 6YE. The registered number of the
Company is 06165540.
The Company maintains a Premium
Listing on the London Stock Exchange.
These interim financial statements
were approved for issue on 3 September 2024.
These interim financial statements
do not comprise statutory accounts within the meaning of Section
434 of the Companies Act 2006. Statutory accounts for the 52 weeks
ended 31 December 2023 were approved by the Board of Directors on 2
April 2024 delivered to the Registrar of Companies. The report of
the predecessor auditor on those accounts was unqualified, did not
contain an emphasis of matter paragraph and did not contain any
statement under Section 498 of the Companies Act 2006.
These interim financial statements
have been reviewed, not audited.
2
Basis of preparation
This consolidated interim financial
report for the 26 weeks ended 30 June 2024 (prior financial period
28 weeks ended 16 July 2023) has been prepared in accordance with
the UK-adopted International Accounting Standard 34, 'Interim
Financial Reporting' and the Disclosure Guidance and Transparency
Rules sourcebook of the UK Financial Conduct Authority. In 2024,
the Group changed its accounting period to harmonise its
subsidiaries with parent company reporting cycle.
Going concern
The consolidated interim financial
statements have been prepared on the going concern basis as the
Directors consider that adequate resources exist for the Company to
continue in operation for the foreseeable future, being 12 months
from the date of this report (the relevant period). There is
significant liquidity/financing headroom on 30 June 2024 (£138.3m)
and throughout the going concern forecast period. Forecast covenant
compliance is considered further below.
The Group's banking facility has
two financial covenants being a net debt to adjusted EBITDA
(leverage) covenant and interest cover covenant, both of which are
tested half yearly in June and December.
The financial covenants for the
going concern period as follows:
|
30 June
2024
|
29
December 2024
|
29 June
2025
|
Net bank debt to adjusted
EBITDA
|
3.0x
|
3.0x
|
3.0x
|
Interest cover
|
4.0x
|
4.0x
|
4.0x
|
The Group has undertaken a
detailed going concern assessment, including a review of its budget
and forecasts for the 2024 financial year and its longer-term
plans, including consideration of the principal risks faced by the
Group. The resilience of the Group in the face of uncertain
challenges has then been assessed by applying significant downside
sensitivities to the Group's cash flow projections. Allowing for
these sensitivities and potential mitigating actions the Board is
satisfied that the Group is able to continue to operate well within
its banking covenants and has adequate headroom under its existing
committed facilities. The Directors are satisfied that the Group
has adequate resources to continue to operate and meet its
liabilities as they fall due for a period of at least 12 months
from the date of signing these interim financial statements and
therefore consider it appropriate to adopt the going concern basis
of accounting in preparing the consolidated interim financial
statements.
Estimates and judgements
The preparation of interim
financial statements requires management to make judgements,
estimates and assumptions that affect the application of accounting
policies and the reported amounts of assets and liabilities, income
and expense. Actual results may differ from these
estimates.
New and amended standards adopted by the
Group
A number of new or amended
standards became applicable for the current reporting period. The
Group did not have to change its accounting policies or make
retrospective adjustments as a result of adopting these
standards.
3
Accounting policies
The accounting policies adopted in
the preparation of these interim results are consistent with those
applied in the preparation of the Group's annual report for the
year ended 31 December 2023 and corresponding interim reporting
period.
The Group has recognised
exceptional items during the period, the accounting policy in
respect of these is summarised below.
Alternative performance measure
The Group's performance is
assessed using a number of alternative performance measures
(APMs).
The Group's alternative
profitability measures are presented before other
adjusting/exceptional items, amortisation of certain intangible
assets and depreciation of fair value adjustments made to property,
plant and equipment acquired through business combinations and the
impact of IFRS 16 - Leases.
The measures are presented on this
basis, as management believe they provide useful additional
information about the Group's performance and aids a more effective
comparison of the underlying Group's trading performance from one
period to the next.
Other adjusting/exceptional items
are not defined under IFRS. However, the Group classifies other
adjusting/exceptional items as those that are separately
identifiable by virtue of their size, nature or expected frequency
and that therefore warrant separate presentation.
As detailed in note 16 during the
period to 30 June 2024 the Group has recognised other
adjusting/exceptional items in respect of costs associated with the
fire at its facility in Belgium and re-organisation
programs. The operating profit reconciliations between
statutory and adjusted measures used by the Group is presented in
note 16. Presentation of these other adjusting/exceptional
items and the reconciliations between adjusted and statutory
measures is not intended to be a substitute for or intended to
promote the adjusted measures above statutory measures.
Current income tax
Taxes on income in the interim
periods are accrued using the tax rate that would be applicable to
expected total annual earnings.
4
Segment information
Management have determined the
operating segments based on the reports reviewed by the Executive
Directors that are used to make strategic decisions. The Executive
Directors are considered to be the Chief Operating Decisions Makers
in the Group.
The Executive Directors have
considered the business from both a geographic and product
perspective.
From a geographic perspective, the
Executive Directors consider that the Group has four operating
segments: i) UK & Ireland which comprises the Group's
operations in United Kingdom and Republic of Ireland; ii) Europe
which includes the Group's operations in the Netherlands, Sweden,
Denmark, Central Europe and Portugal; iii) APAC comprising the
Group's operations in Australia and New Zealand; and iv) Central
costs.
From a product perspective the
Executive Directors consider that the Group has only one
identifiable product, wholesaling of food protein products
including meat, fish and vegetarian. The Executive Directors
consider that no further segmentation is appropriate, as all of the
Group's operations are subject to similar risks and returns and
exhibit similar long term financial performance.
The segment information provided to
the Executive Directors for the reportable segments is as
follows:
|
|
|
|
|
Operating
|
|
|
|
Total
segment
|
profit/(loss)
|
|
|
|
revenue
|
segment
result
|
|
|
|
£'000
|
£'000
|
26
weeks ended 30 June 2024
|
|
|
|
|
UK
& Ireland
|
|
|
709,550
|
18,679
|
Europe
|
|
|
519,719
|
16,636
|
APAC
|
|
|
714,497
|
16,152
|
Central
|
|
|
-
|
(7,905)
|
Total
|
|
|
1,943,766
|
43,562
|
|
|
|
|
|
28 weeks ended 16 July
2023
|
|
|
|
UK & Ireland
|
|
|
701,097
|
9,018
|
Europe
|
|
|
553,846
|
12,339
|
APAC
|
|
|
868,196
|
17,266
|
Central
|
|
|
-
|
(8,006)
|
Total
|
|
|
2,123,139
|
30,617
|
The Group uses a number of
alternative performance measures to assess underlying performance,
these are explained and reconciled to the segmental results
presented above in note 16. There is no inter-segment revenue
included in the figures above.
|
30 June
|
16
July
|
31
December
|
|
2024
|
2023
|
2023
|
|
£'000
|
£'000
|
£'000
|
Total assets
|
|
|
|
UK & Ireland
|
392,022
|
381,643
|
404,751
|
Europe
|
332,827
|
360,432
|
397,551
|
APAC
|
400,231
|
431,999
|
431,684
|
Central
|
41,218
|
32,375
|
36,128
|
Total segment assets
|
1,166,298
|
1,206,449
|
1,270,114
|
Current income tax assets
|
-
|
7,137
|
-
|
Deferred income tax
assets
|
15,302
|
12,765
|
19,136
|
Total assets per balance
sheet
|
1,181,600
|
1,226,351
|
1,289,250
|
|
|
|
|
|
30 June
|
16
July
|
31
December
|
|
2024
|
2023
|
2023
|
|
£'000
|
£'000
|
£'000
|
Total liabilities
|
|
|
|
UK & Ireland
|
177,797
|
166,084
|
187,225
|
Europe
|
152,720
|
178,953
|
199,881
|
APAC
|
359,481
|
379,749
|
380,598
|
Central
|
164,957
|
200,253
|
184,621
|
Total segment liabilities
|
854,955
|
925,039
|
952,325
|
Current income tax
liabilities
|
2,478
|
-
|
704
|
Deferred income tax
liabilities
|
10,754
|
14,166
|
14,743
|
Total liabilities per balance
sheet
|
868,187
|
939,205
|
967,772
|
5
Income tax expense
Income tax expense is recognised
based on management's best estimate of the weighted average annual
income tax rate expected for the full financial year. The estimated
average annual tax rate used for the 26 weeks to 30 June 2024 is
29.8%. The estimated average annual effective tax rate for the 28
weeks ended 16 July 2023 was 34.0%.
6
Dividends
|
|
|
|
26 weeks
ended
|
28 weeks
ended
|
|
30 June
2024
|
16 July
2023
|
|
£'000
|
£'000
|
Final dividend paid 23p per ordinary
share (2023: 22.6p)
|
20,621
|
20,221
|
Total dividends paid
|
20,621
|
20,221
|
The Directors have approved the
payment of an interim dividend of 9.6p per share payable on 29
November 2024 to shareholders who are on the register at 1 November
2024. This interim dividend, amounting to £8.6m has not been
recognised as a liability in these interim financial statements. It
will be recognised in shareholders' equity in the 52 weeks to 29
December 2024.
Dividends paid to non-controlling
interests in the period totalled £1,496,000 (2023:
£1,554,000).
7
Earnings per share
Basic earnings per share are
calculated by dividing the profit attributable to equity holders of
the Company by the weighted average number of ordinary shares in
issue during the period.
Diluted earnings per share are
calculated by adjusting the weighted average number of ordinary
shares outstanding to assume conversion of all dilutive potential
ordinary shares. The Company has share options for which a
calculation is performed to determine the number of shares that
could have been acquired at fair value (determined as the average
annual market share price of the Company's shares) based on the
monetary value of the subscription rights attached to outstanding
share options. The number of shares calculated as below is compared
with the number of shares that would have been issued assuming the
exercise of the share options.
|
|
26 weeks
ended
|
28 weeks
ended
|
|
|
30 June
2024
|
16 July
2023
|
|
|
Basic
|
Diluted
|
Basic
|
Diluted
|
Profit attributable to equity
holders of the Company
|
(£'000)
|
16,823
|
16,823
|
6,770
|
6,770
|
Weighted average number of ordinary
shares in issue
|
(thousands)
|
89,678
|
89,678
|
89,525
|
89,525
|
Adjustment for share
options
|
(thousands)
|
-
|
839
|
-
|
942
|
Adjusted weighted average number of
ordinary shares
|
(thousands)
|
89,678
|
90,517
|
89,525
|
90,467
|
Basic and diluted earnings per
share
|
(pence)
|
18.8
|
18.6
|
7.6
|
7.5
|
8
Property, plant and equipment, right-of-use and intangible
assets
|
|
|
Property, plant
and equipment
|
Lease: Right-of-use
assets
|
Intangible
assets
|
|
|
£'000
|
£'000
|
£'000
|
|
28 weeks ended 16 July
2023
|
|
|
|
|
Opening net book amount as at 2
January 2023
|
327,611
|
216,578
|
160,480
|
|
Exchange adjustments
|
(12,563)
|
(13,558)
|
(191)
|
|
Additions
|
26,151
|
2,348
|
1,689
|
|
Disposals
|
(340)
|
(86)
|
(760)
|
|
Lease modifications
|
-
|
46
|
-
|
|
Transfers to/from
intangibles
|
(46)
|
-
|
46
|
|
Reclassification to right of use
asset
|
(94)
|
94
|
-
|
|
Depreciation and
amortisation
|
(25,253)
|
(9,553)
|
(5,706)
|
|
Impairment
|
(1,200)
|
-
|
-
|
|
Closing net book amount as at 16
July 2023
|
314,266
|
195,869
|
155,558
|
|
|
|
|
|
|
26
weeks ended 30 June 2024
|
|
|
|
|
Opening net book amount as at 1 January
2024
|
324,135
|
194,083
|
156,122
|
|
Exchange adjustments
|
(4,357)
|
(3,730)
|
(82)
|
|
Additions
|
25,578
|
1,932
|
1,522
|
|
Disposals
|
(900)
|
(943)
|
-
|
|
Lease modifications
|
-
|
2,494
|
-
|
|
Depreciation and amortisation
|
(22,984)
|
(9,625)
|
(5,372)
|
|
Transfers to/from intangibles
|
(66)
|
-
|
66
|
|
Closing net book amount as at 30 June 2024
|
321,406
|
184,211
|
152,256
|
|
|
|
|
|
|
The Group has commitments to
purchase property, plant and equipment of £16,042,000 (2023:
£5,555,000).
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill impairment testing
Given the current challenges in
the alternative proteins market impacting volumes, an indicator of
impairment was considered to exist at the interim balance sheet
date, and therefore, an impairment assessment was performed in
respect of the carrying value of the Dalco cash-generating unit.
The assessment included a review of Dalco's goodwill, recognised at
£10,168,000, as well as its customer and brand relationships,
recognised at £7,585,000. The assumptions used to derive operating
profit margins takes into account an increase from returning sale
volumes in addition to normal cost saving activities and a
significant contribution from committed reorganisation activity.
The combination of these results in operating margins aligned to
business plans for the medium-term, albeit risk adjusted in the
discounted cash flow models.
The recoverable amount of the
Dalco cash generating unit, calculated on a value in use basis,
exceeded its carrying value by £3,900,000 and therefore no
impairment was required. Key assumptions applied in the
calculations of the recoverable amount were forecast EBITDA, a
pre-tax discount rate of 11.2% and a long-term growth rate of
2%.
Sensitivity analysis has been
carried out on Dalco and a reasonably possible change in key
assumptions in isolation or in combination may lead to a material
impairment. A change in the pre-tax discount rate and long-term
growth rate from 11.2% to 11.95% or from 2% to 1% respectively
would reduce headroom to £nil. A reduction in the risk adjusted
terminal operating margin of 1.0 ppts would also reduce headroom to
£nil. A 5% reduction in volume growth rate would give rise to an
impairment of goodwill.
No indicators for impairment of
any of the other CGUs have been identified. As a result, management
has not updated any other impairment assessments at the interim
date.
​
9
Investments
|
|
|
|
|
|
|
|
Investments in joint ventures and
associates
|
|
|
|
|
26 weeks
ended
|
28 weeks
ended
|
52 weeks
ended
|
|
30 June
|
16
July
|
31
December
|
|
2024
|
2023
|
2023
|
|
£'000
|
£'000
|
£'000
|
At the beginning of the
period
|
7,939
|
6,208
|
6,208
|
Additions
|
4,374
|
1,635
|
1,685
|
Profit/(Loss) for the
period
|
(174)
|
772
|
585
|
Dividends received
|
(546)
|
-
|
(468)
|
Effect of movements in foreign
exchange
|
(52)
|
(130)
|
(71)
|
At
the end of the period
|
11,541
|
8,485
|
7,939
|
|
|
|
|
The Group made additional
investments of £4,374,000 (2023: £1,635,000) in Cellular
Agriculture Limited.
|
10
Business Combinations
2024
On 29th August 2023 the
Group acquired 80% of the share capital of Evolve 4 Group Limited a
software provider of ERP systems for the food and drink
manufacturing industry. Due to the timing of the acquisition by the
Group in 2023, the assessment of the fair value of assets and
liabilities acquired, and Goodwill was treated as provisional in
the 2023 accounts.
Evolve 4 Group Limited
Consideration for the acquisition
of the 80% interest in Evolve 4 Group Limited totalled £598,000.
The acquisition of Evolve 4 Group provides an opportunity to
deliver growth through new agreements with manufacturers in the
foods and drinks industry across Europe and Australia, but also
provides HFG a flexible and tailored ERP system to support
increasing efficiencies of the core HFG operations.
Goodwill of £857,000 has been
recognised in 2024 compared to £1,325,000 in 2023. Residual
goodwill relates to the strategic benefits for Hilton of
diversifying its business and the know-how of Evolve 4
employees.
The fair value of the technology
acquired was established at £812,000. We have utilised the income
approach based on the Relief from Royalty method, with the value
derived reflecting the present value of future royalty savings due
to owning the assets.
The value of other assets and
liabilities reflect the amounts expected to be realised or paid,
respectively.
|
|
|
Evolve 4 Group
Limited
|
Group
|
£'000
|
Property, plant and
equipment
|
5
|
Intangibles-Computer
Software
|
812
|
Trade and other
receivables
|
294
|
Cash and cash equivalents
|
42
|
Trade and other payables
|
(1,315)
|
Deferred tax
|
53
|
Goodwill
|
857
|
Fair value of assets
acquired
|
748
|
|
|
Consideration
|
|
Paid on completion
|
455
|
Deferred Payment
|
143
|
Non-controlling interest
|
150
|
|
748
|
11
Borrowings
|
|
|
|
|
30 June
|
16
July
|
31
December
|
|
2024
|
2023
|
2023
|
|
£'000
|
£'000
|
£'000
|
Current
|
27,053
|
27,971
|
28,641
|
Non-current
|
205,251
|
268,159
|
237,792
|
Total borrowings
|
232,304
|
296,130
|
266,433
|
Movements in borrowings is analysed
as follows:
|
|
|
|
|
26 weeks
ended
|
28 weeks
ended
|
52 weeks
ended
|
|
30 June
|
16
July
|
31
December
|
|
2024
|
2023
|
2023
|
|
£'000
|
£'000
|
£'000
|
Opening amount
|
266,433
|
298,789
|
298,789
|
Exchange adjustments
|
(499)
|
(7,228)
|
(5,415)
|
Proceeds from borrowings
|
33,376
|
18,312
|
11,372
|
Repayment of borrowings
|
(67,006)
|
(13,743)
|
(38,313)
|
Closing amount
|
232,304
|
296,130
|
266,433
|
12
Ordinary shares
|
|
|
|
|
Number of
|
Ordinary
|
|
|
shares
|
shares
|
Total
|
|
(thousands)
|
£'000
|
£'000
|
At 2 January 2023
|
89,433
|
8,943
|
8,943
|
Issue of new shares on exercise of
employee share options
|
169
|
17
|
17
|
At 16 July 2023
|
89,602
|
8,960
|
8,960
|
|
|
|
|
At
1 January 2024
|
89,602
|
8,960
|
8,960
|
Issue of new shares on exercise of employee share
options
|
100
|
10
|
10
|
At
30 June 2024
|
89,702
|
8,970
|
8,970
|
|
|
|
|
All ordinary shares of 10p each have
equal rights in respect of voting, receipt of dividends and
repayment of capital.
|
|
|
|
|
|
​
13
Related party transactions
The Directors do not consider
there to be one ultimate controlling party. The companies noted
below are all deemed to be related parties by way of common
Directors.
Transactions between related
parties made on an arm's length basis were as follows:
|
26 weeks
ended
|
28 weeks
ended
|
52 weeks
ended
|
|
30 June
|
16
July
|
31
December
|
|
2024
|
2023
|
2023
|
Group sales:
|
£'000
|
£'000
|
£'000
|
Sohi Meat Solutions Distribuicao de
Carnes SA -
|
|
|
|
Fee for
services
|
1,830
|
1,690
|
3,426
|
Sohi Meat Solutions Distribuicao de
Carnes SA -
|
|
|
|
Recharge of joint
venture costs
|
84
|
225
|
467
|
Agito Holdings Limited
|
-
|
-
|
211
|
|
|
|
|
Group purchases:
|
|
|
|
Agito Holdings Limited
|
1,216
|
2,840
|
6,203
|
|
|
|
|
Amounts owing from related parties
were as follows:
|
|
30 June
|
16
July
|
31
December
|
|
2024
|
2023
|
2023
|
|
£'000
|
£'000
|
£'000
|
Agito Holdings Limited
|
3,092
|
484
|
1,855
|
Sohi Meat Solutions Distribuicao de
Carnes SA
|
277
|
263
|
1,631
|
Sphere Design Limited
|
199
|
-
|
189
|
Cellular Agriculture Ltd
|
1,433
|
-
|
406
|
|
|
|
|
Amounts owing to related parties
were as follows:
|
|
30 June
|
16
July
|
31
December
|
|
2024
|
2023
|
2023
|
|
£'000
|
£'000
|
£'000
|
Agito Holdings Limited
|
184
|
-
|
401
|
Sohi Meat Solutions Distribuicao de
Carnes SA
|
505
|
439
|
117
|
14
Financial instruments
The Group holds a number of
financial instruments which are carried at cost which is the
equivalent of their fair value unless otherwise stated
below.
The Group has derivative financial
instruments amounting to £212,000 liability and £762,000 asset (16
July 2023: £6,649,000 liability). The derivative financial
instruments are plain vanilla derivatives including foreign
currency options/forwards. The instruments that have a fair value
where specific valuation techniques are used to arrive at the
carrying value which include for foreign currency forwards -
present value of future cash flows based on the forward exchange
rates at the balance sheet date and for foreign currency options -
option pricing models. These derivative financial instruments are
classified as Level 2.
The fair values have been
classified into three categories depending on the inputs used in
the valuation technique.
The categories are as
follows:
Level 1: quoted prices for
identical instruments;
Level 2: directly or indirectly
observable market inputs, other than Level 1 inputs; and
Level 3: inputs which are not based
on observable market data.
Specific valuation techniques used
to value financial instruments include:
·
the use of quoted market prices or dealer quotes
for similar instruments
·
for foreign currency forwards - the present value
of future cash flows based on the forward exchange rates at the
reporting date
·
for foreign currency options - option pricing
models (e.g. Black-Scholes model), and
·
for other financial instruments - discounted cash
flow analysis.
15
Post balance sheet event
Since the half-year end the Group
has received a final insurance payment of £13m in respect of
property damage and business interruption following the fire at its
facility in Belgium in 2021. Legal claims have been made against
the Group in connection with the fire, however at this stage the
Group considers the likelihood of incurring financial liabilities
as a result of these claims to be remote.
​
16
Alternative Performance Measures
|
|
|
|
|
|
|
|
|
|
The Group's performance is assessed
using a number of alternative performance measures (APMs) that are
not required or defined under IFRS.
|
|
|
|
|
|
|
|
|
The Group considers adjusted results
to be an important measure used to monitor how the Group is
performing as they achieve consistency and comparability between
reporting periods and management believe they provide useful
additional information about the Group's performance and trends to
stakeholders.
|
|
|
|
|
|
|
|
|
These measures are consistent with
those used internally and are considered important to understanding
the financial performance and financial health of the
Group.
|
|
|
|
|
|
|
|
|
The Group's alternative
profitability measures are presented before other
adjusting/exceptional items, amortisation of certain intangible
assets and depreciation of fair value adjustments made to property,
plant and equipment acquired through business combinations and the
impact of IFRS 16 - Leases.
|
|
|
|
|
|
|
|
|
Adjusted profitability measures are
reconciled to unadjusted IFRS results on the face of the income
statement below with other APMs used by the Group defined in the
subsequent glossary.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26 weeks
ended
|
28 weeks
ended
|
|
|
|
|
|
|
30 June
|
16
July
|
|
|
|
|
|
|
2024
|
2023
|
|
|
|
|
|
|
£'000
|
£'000
|
Operating profit
|
|
|
|
|
|
43,562
|
30,617
|
Add back IFRS 16
depreciation
|
|
|
9,599
|
9,459
|
Less: IAS 17 lease
accounting
|
|
|
(11,280)
|
(11,301)
|
Add back: Amortisation of acquired
intangibles and fair value adjustments
|
|
|
4,591
|
5,252
|
Other adjusting/exceptional
items:
|
|
|
|
|
Costs related to the Belgium
fire1
|
|
|
148
|
5,239
|
Reorganisation
costs2
|
|
|
239
|
1,304
|
Dalco
impairment3
|
|
|
-
|
1,200
|
Adjusting items
|
|
|
|
|
|
3,297
|
11,153
|
Adjusted operating profit
|
|
|
|
|
|
46,859
|
41,770
|
|
|
|
|
|
|
|
|
Profit before tax
|
|
|
|
|
|
25,441
|
11,274
|
Adjustment to operating profit as
above
|
|
|
|
3,297
|
11,153
|
Add back: IFRS 16
interest
|
|
|
|
4,118
|
4,330
|
Other adjusting/exceptional
items:
|
|
|
|
|
|
Costs relating to the Belgium
fire1
|
|
|
|
678
|
-
|
Adjusting items
|
|
|
|
|
|
8,093
|
15,483
|
Adjusted PBT
|
|
|
|
|
|
33,534
|
26,757
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26 weeks
ended
|
28 weeks
ended
|
|
|
|
|
|
|
30 June
|
16
July
|
|
|
|
|
|
|
2024
|
2023
|
|
|
|
|
|
|
£'000
|
£'000
|
Profit attributable to share holders
|
|
|
16,823
|
6,770
|
Adjustments to PBT
|
|
|
|
8,093
|
15,483
|
Tax effect of adjustments to
PBT
|
|
|
|
(1,770)
|
(2,916)
|
Impact on non-controlling interest
of adjustments to PBT
|
|
|
6
|
(19)
|
Adjusting items
|
|
|
|
|
|
6,329
|
12,548
|
Adjusted profit attributable to members of the
parent
|
|
|
23,152
|
19,318
|
|
|
|
|
|
|
|
|
Adjusted earnings per share
|
|
|
|
|
|
|
|
Basic
|
|
|
|
|
|
25.8
|
21.6
|
Diluted
|
|
|
|
|
|
25.6
|
21.4
|
|
|
|
|
|
|
26 weeks
ended
|
28 weeks
ended
|
|
|
|
|
|
|
|
30 June
|
16
July
|
|
|
|
|
|
|
|
2024
|
2023
|
|
|
|
|
|
|
|
£'000
|
£'000
|
|
Operating profit
|
|
|
|
|
|
43,562
|
30,617
|
|
Add back: Depreciation, amortisation
and impairment
|
|
|
37,981
|
41,656
|
|
EBITDA
|
|
|
81,543
|
72,273
|
|
Add back: IFRS 16 lease
accounting
|
|
|
20
|
-
|
|
Less: IAS 17 lease
accounting
|
|
|
(11,280)
|
(11,301)
|
|
Other adjusting/exceptional
items:
|
|
|
|
|
|
Costs related to the Belgium
fire1
|
|
|
148
|
5,239
|
|
Reorganisation
costs2
|
|
|
239
|
1,304
|
|
Adjusting items
|
|
|
|
|
|
(10,873)
|
(4,758)
|
|
Adjusted EBITDA
|
|
|
|
|
|
70,670
|
67,515
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segmental operating profit
reconciles to adjusted segmental operating profit as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
UK&I
|
Europe
|
APAC
|
Central
|
Total
|
26
weeks end 30 June 2024
|
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Operating profit
|
|
|
18,679
|
16,636
|
16,152
|
(7,905)
|
43,562
|
Add
back IFRS 16 depreciation
|
1,661
|
2,263
|
5,617
|
58
|
9,599
|
Less: IAS 17 lease accounting
|
(1,956)
|
(1,965)
|
(7,296)
|
(63)
|
(11,280)
|
Add
back: Amortisation of acquired intangibles and fair value
adjustments
|
2,490
|
2,101
|
-
|
-
|
4,591
|
Other adjusting/exceptional items:
|
|
|
|
|
|
Costs related to the Belgium
fire1
|
-
|
148
|
-
|
-
|
148
|
Reorganisation costs2
|
|
|
239
|
-
|
-
|
-
|
239
|
Adjusting items
|
|
|
2,434
|
2,547
|
(1,679)
|
(5)
|
3,297
|
Adjusted operating profit
|
|
|
21,113
|
19,183
|
14,473
|
(7,910)
|
46,859
|
|
|
|
|
|
|
|
|
|
|
|
UK&I
|
Europe
|
APAC
|
Central
|
Total
|
28 weeks end 16 July 2023
|
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Operating profit
|
|
|
9,018
|
12,339
|
17,266
|
(8,006)
|
30,617
|
Add back IFRS 16
depreciation
|
1,508
|
1,900
|
5,992
|
59
|
9,459
|
Less: IAS 17 lease
accounting
|
(2,009)
|
(2,511)
|
(6,781)
|
-
|
(11,301)
|
Add back: Amortisation of acquired
intangibles and fair value adjustments
|
3,039
|
2,213
|
-
|
-
|
5,252
|
Other adjusting/exceptional
items:
|
|
|
|
|
|
Costs related to the Belgium
fire1
|
-
|
5,239
|
-
|
-
|
5,239
|
Reorganisation
costs2
|
1,242
|
-
|
-
|
62
|
1,304
|
Dalco
Impairment3
|
-
|
1,200
|
-
|
-
|
1,200
|
Adjusting items
|
|
|
3,780
|
8,041
|
(789)
|
121
|
11,153
|
Adjusted operating profit
|
|
|
12,798
|
20,380
|
16,477
|
(7,885)
|
41,770
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other adjusting/exceptional items
1Fire in
Belgium
In June 2021, the Group's facility
in Belgium suffered an extensive fire. The results for the period
to 30 June 2024 do not include potential income that may be
received in respect of the insurance claims. Finance Costs of
£678,000 and cost related to the insurance claim of £148,000 have
been recognised in the period relating to additional costs incurred
in continuing to operate in Belgium pending receipt of the
insurance proceeds.
In the prior period other
adjusting/exceptional items totalling £5,239,000 were recognised
relating to additional costs incurred in continuing to operate in
Belgium.
In December 2023 the Group
received an interim insurance payment of £9,776,000 related to the
fire insurance claim. Post half-year end the Group has received a
final insurance payment of £13,000,000 in respect of property
damage and business interruption. The additional insurance payment
of £13,000,000 has not been recognised in the results for the
period to 30 June 2024.
2Reorganisation
Costs
During the period other
adjusting/exceptional reorganisation costs of £239,000 (2023:
£1,304,000) have been recognised by the Group. These costs resulted
from on-going efficiency and restructuring programs resulting in
redundancies at a number of facilities operated by the
Group.
3Dalco Impairment of Property,
Plant and Equipment
The closure of one of the sites
operated by our Dalco business allows us to optimise production and
drive efficiencies at a single site centre of excellence for our
vegan and vegetarian products. In 2023, an exceptional impairment
charge of £1.2m has been recognised in respect of property, plant
and equipment that the Group does not expect to be able to
re-purpose for use in its other facilities.
Glossary
Alternative Performance Measures
In the reporting of financial
information, the Group uses certain measures that are not required
under IFRS. These additional measures (commonly referred to as
APMs) provide additional information on the performance of the
business and trends to stakeholders. These measures are consistent
with those used internally and are considered important to
understanding the financial performance and financial health of the
Group. APMs are considered to be an important measure to monitor
how the businesses are performing because this provides a
meaningful comparison of how the business is managed and measured
on a day-to-day basis and achieves consistency and comparability
between reporting periods.
These APMs may not be directly
comparable with similarly titled measures reported by other
companies and they are not intended to be a substitute for, or
superior to, IFRS measures.
APM
|
Definition and purpose
|
Constant currency
|
The Group uses GBP based constant
currency models to measure performance. These are calculated by
applying 2023 26 weeks average exchange rates to local currency
reported results for the current and prior periods. This gives a
GBP denominated Income Statement which excludes any variances
attributable to foreign exchange rate movements.
|
Free cash flow
|
Free cash flow represents cash
generated from operating activities less cash flows from investing
activities.
|
This measure provides additional
useful information in respect of cash generation and is consistent
with how business performance is measured internally.
|
Net bank debt
|
Net bank debt represents borrowings
excluding lease liabilities less cash equivalents.
|
Net bank debt is one measure that
could be used to indicate the strength of the Group's Balance Sheet
position and is a useful measure of the indebtedness of the
Group.
|
Adjusted net finance
costs
|
Adjusted net finance costs
represents finance costs excluding exceptional items and lease
interest.
|
Net finance costs is borrowing costs
and other costs that are incurred in connection with the borrowing
of funds less interest received from banks for the deposit of
funds.
|
Adjusted taxation charge
|
Taxation charge excluding adjusting
items. Adjusting measures are reconciled to statutory measures by
removing adjusting items, the nature of which are disclosed in note
16.
|
Effective adjusted tax
rate
|
The income tax charge for the Group
excluding adjusting tax items, and the tax impact of adjusting
items, divided by adjusted profit before tax. This measure is a
useful indicator of the ongoing tax rate for the Group.
|
Return on capital employed
(ROCE)
|
Annualised 12 month adjusted
operating profit divided by average opening and closing capital
employed representing total equity adjusted for net bank cash/debt,
leases, derivatives and deferred tax.
|
Independent review report to Hilton Food Group
plc
Report on
the condensed consolidated interim financial statements
Conclusion
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 June 2024
which comprises the Condensed Consolidated Income Statement, the
Condensed Consolidated Statement of Comprehensive Income, Condensed
Consolidated Balance Sheet, the Condensed Consolidated Statement of
changes in equity, the Condensed Consolidated Cash Flow Statement,
and related notes 1 to 16.
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 June 2024 is not prepared, in all material
respects, in accordance with United Kingdom adopted International
Accounting Standard 34 and the Disclosure Guidance and Transparency
Rules of the United Kingdom's Financial Conduct
Authority.
Basis for Conclusion
We conducted our review in
accordance with International Standard on Review Engagements (UK)
2410 "Review of Interim Financial Information Performed by the
Independent Auditor of the Entity" issued by the Financial
Reporting Council for use in the United Kingdom (ISRE (UK) 2410). 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 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.
As disclosed in note 2, the annual
financial statements of the group are prepared in accordance with
United Kingdom adopted international accounting standards. The
condensed set of financial statements included in this half-yearly
financial report has been prepared in accordance with United
Kingdom adopted International Accounting Standard 34, "Interim
Financial Reporting".
Conclusion Relating to Going Concern
Based on our review procedures,
which are less extensive than those performed in an audit as
described in the Basis for Conclusion section of this report,
nothing has come to our attention to suggest that the directors
have inappropriately adopted the going concern basis of accounting
or that the directors have identified material uncertainties
relating to going concern that are not appropriately
disclosed.
This Conclusion is based on the
review procedures performed in accordance with ISRE (UK) 2410;
however future events or conditions may cause the entity to cease
to continue as a going concern.
Responsibilities of the directors
The directors are responsible for
preparing the half-yearly financial report in accordance with the
Disclosure Guidance and Transparency Rules of the United Kingdom's
Financial Conduct Authority.
In preparing the half-yearly
financial report, the directors are responsible for assessing the
group's ability to continue as a going concern, disclosing as
applicable, matters related to going concern and using the going
concern basis of accounting unless the directors either intend to
liquidate the company or to cease operations, or have no realistic
alternative but to do so.
Auditor's Responsibilities for the review of the financial
information
In reviewing the half-yearly
financial report, we are responsible for expressing to the company
a conclusion on the condensed set of financial statements in the
half-yearly financial report. Our Conclusion, including our
Conclusion Relating to Going Concern, are based on procedures that
are less extensive than audit procedures, as described in the Basis
for Conclusion paragraph of this report.
Use of our report
This report is made solely to the
company in accordance with ISRE (UK) 2410. 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.
Deloitte LLP
Statutory Auditor
Cambridge, United
Kingdom
3 September 2024