TIDMTHT

RNS Number : 0453M

Thorntons PLC

12 September 2012

Thorntons Plc

Announcement of Preliminary Results

Thorntons Plc ("Thorntons" or "the Company") today announced its preliminary results for the 53 weeks ended 30 June 2012.

Financial

   --   Revenues of GBP217.1 million (2011: GBP218.3 million) 
   --   Profit before tax and exceptional items of GBP0.9 million (2011: GBP4.3 million) 

-- Exceptional items total GBP3.1 million (2011: GBP5.4 million) consisting of impairment and onerous lease provisions

   --   Net debt at period end was GBP29.1 million (2011: GBP24.5 million) 
   --   Dividend waived (2011: 2.20p) 

Operational

   --   Market share increased from 7.7% to 7.8% in a weak market 

-- Actions taken to improve first half margin decline have started to flow through in the second half

-- Own Store like for like sales declined by 3.8%. Store closure programme on track - 36 stores closed in the course of the financial year

   --   Sales growth of 7.9% in the Commercial channel 

-- Franchise channel adversely affected by a weak economy and the administration of a major franchise partner

   --   Online consumer sales increased by 9.8% 
   --   Production responded positively to changing market demand and manufacturing volumes maintained 

Jonathan Hart, Thorntons' Chief Executive, said:

"This last year was the first of our three-year plan to restore the Company's fortunes. Despite the challenge to profitability over the past year, in particular during a difficult first half, the actions we have taken have started to deliver benefits during an improved second half. The quality of our products, our brand and customer loyalty remain our core strengths and we are pleased that our products continue to be as popular as ever. We do not foresee the economic landscape improving in the near future. We have made our plans accordingly and believe that the actions we have taken and continue to take will deliver improvements to profitability. We therefore approach the coming year with cautious optimism."

For further information please contact:

Nadja Vetter / Emma Crawshaw / Georgina Hall, Cardew Group T: 020 7930 0777

Chairman's statement

During the past year Thorntons has continued to operate in a difficult trading environment as the UK economy moved into a double-dip recession. We maintained production volumes and grew our market share in an overall weak marketplace. This was, however, achieved at the expense of margin and as a result profitability was affected in particular during the first half of the financial year. We have taken actions to improve margins and the second half of the financial year saw encouraging year on year improvements, reviewed in the Finance Director's report.

Sales declined by 0.5% to GBP217.1 million (2011: GBP218.3 million) and profit before tax and exceptional items was GBP0.9 million (2011: GBP4.3 million). This performance was affected by weak consumer demand caused by a decline in discretionary income, combined with structural problems in many of the UK's High Streets, which continued to suffer from high vacancy rates and weak footfall. Promotional activity remained high as shoppers sought value. This was most evident around our key Christmas season which negatively impacted gross margins and consequently profitability as stated in our trading statement in December. These events reaffirmed our three-year strategic plan to rebalance the business, create a smaller Retail estate, revitalise our brand and, most importantly, restore profitability.

Our strategy to rebalance the business is progressing well and has started to bear fruit: in the second half we delivered a strong Easter across all our channels and ended the year with good growth in our Commercial channel and a small like for like growth in our Own Stores. Reducing exposure to underperforming stores in weaker locations whilst growing our sales through other channels, specifically through our Commercial channel with our grocery partners, is proving the right way forward for our business.

The UK High Street

Following our strategy review last year we announced that we would reshape our Own Store portfolio having concluded that we could trade profitably from an estate of approximately 180 to 200 stores. These stores will be located in vibrant High Streets and malls with sustainable footfall and rents that support our business model. Our exit from the remaining stores is progressing well and this will continue throughout the next two financial years. The majority of these stores will close upon their lease expiry. During the period, 36 stores were closed at a cost of GBP1.0 million (2011: GBP0.6 million)

In May this year our largest franchisee went into administration. This contributed to a significant decline in Franchise store numbers and sales in the final quarter of the year. Our remaining franchisees, whilst similarly challenged by the overall environment did, however, respond positively to the new ranges and initiatives for spring 2012.

Commercial customers

Despite the challenging economic environment our business with third party retailers, particularly the major grocers, continued to grow both in terms of sales and market share where our leadership of the inlaid boxed chocolate market was maintained. As we rebalance we anticipate that this growth will continue, offsetting the reduction in sales due to the decline in our Own Store numbers.

Pension scheme

Following the regular triennial review the pension scheme actuarial deficit as at 31 May 2011 increased to GBP29.4 million. Despite regular contributions to the scheme the deficit has grown due in particular to the impact of the Bank of England's fiscal policy on the discount rates being applied to future liabilities. Since the year end an agreement with the Pension Trustees has been concluded which secures an increase in regular funding and a cash payment of GBP1.0 million into the scheme.

Dividends

The Board is not recommending a final dividend.

Employees and Directors

I would like to take this opportunity to acknowledge the commitment, passion and hard work of the people at Thorntons. Along with our franchisees and commercial and business partners, I would like to thank them all for their continued support. I would especially like to express my sincere thanks and best wishes to those in our Own Store teams that have had to leave us during the past year as we proceeded with store closures. I am delighted that we have been able to retain so many but I have been overwhelmed by the positive approach shown by those to whom we have regrettably had to say good-bye.

In February Mike Killick joined Thorntons as Finance Director succeeding Mark Robson, whom I would like to thank for his positive contribution to the business.

In February Keith Edelman joined the Board as Non-Executive Director, bringing considerable and valuable experience in retail and general management. Since the year end we have further strengthened the Board with the appointment of Martin George as Non-Executive Director with effect from 1 November 2012. Martin has extensive experience in the marketing and commercial development of consumer brands and we look forward to his future contribution.

With regard to the role of Chairman, I announced my intention to retire from the Board this time last year. The Board has now asked me to remain in role until February 2013 after which Paul Wilkinson, currently the Senior Non-Executive Director, will succeed me as Chairman. Paul has significant knowledge and understanding of Thorntons, gained not least through his six years as Non-Executive Director, and considerable FMCG and Board experience. I am confident that he will do an outstanding job as we continue to implement our strategy. From February 2013 Keith Edelman will become the Senior Non-Executive Director.

Outlook

Following a difficult first half and many quarters of continuing tough trading conditions I have been heartened by the level of sales in the final quarter of the year. Albeit a nine-week period that accounts for less than 12% of our sales, our Own Store like for like sales were positive and our sales to Commercial customers particularly strong.

We do not expect the external economic environment to improve. However, we enter the financial year with a strong order book from our Commercial customers for the Christmas period, trading plans for our Own Stores and Franchises supported by new year-round and seasonal ranges as well as having secured some new international business. Additionally we will continue to seek margin improvements and cost savings. Whilst we have confidence in our plans we are mindful of the challenges in these difficult and uncertain economic times.

John von Spreckelsen

Chairman

11 September 2012

Chief Executive's report

The past year has seen some of the most challenging economic conditions in Thorntons' history.

Sales in the year fell by 0.5% to GBP217.1 million, partly due to the impact of our store closure programme. Our reported pre-tax profit before exceptional items was GBP0.9 million (2011: GBP4.3 million). Net debt at 30 June 2012 was GBP29.1 million (2011: GBP24.5 million), partially affected by the timing of balancing quarterly VAT payments.

Although a multi-channel strategy helps to de-risk our business, the impact of the weakness in the economy was felt across the Company. Consumer spending continued to be squeezed and this was most evident during our key Christmas selling season when customers purchased selectively which resulted in a higher proportion of sales coming from lower priced items and promotional lines. This had an adverse effect on both revenues and margins as our sales mix shifted into promoted lines and we lost sales of higher priced items. Our overall production volumes were however maintained as a result of the changing mix between Retail and Commercial sales as we progress our strategy.

In recent years increasing business costs, in particular raw material costs, have put pressure on our margins. Since we produce most of our own products, we are afforded the opportunity to influence product costs. During the course of the year we took a number of actions to mitigate such pressures including product and packaging engineering, ingredient optimisation and procurement initiatives. Although the benefits of such actions take some time to feed through into the business we did begin to see year on year improvements in margin during the second half of the year. We expect these benefits to continue into the current financial year.

Despite these strong headwinds, we have made progress with the implementation of our strategy and delivered an encouraging second half performance. Our share of the UK chocolate market grew further to circa 7.8% (2011: circa 7.7%), reflecting the continued strength of the Thorntons brand with our customers.

Strategy

The 2012 financial year saw us begin the implementation of our new strategy, announced in June last year, which set out our plan for the future of Thorntons. Underpinning this plan are three main objectives:

Rebalance our sales and resources to ensure we are where our customers want to buy from us, be that on the High Street, in supermarkets or online. We want to meet our customers' current and future needs, trading from a reduced but sustainable and profitable Own Stores estate whilst growing sales across our other channels, specifically our Commercial channel, which will become our largest channel over the next two years.

Revitalise the Thorntons brand, developing the year-round chocolate gifting market, whilst retaining our special reputation for the key seasons. Through the creation of clear and consistent brand positioning supported by outstanding new products, we want to encourage our customers to buy from us once more per year.

Restore our profitability to industry competitive returns over the medium to long term.

We have made good progress in implementing this three-year plan. The past year has presented many challenges but we have been encouraged by the way in which the business has demonstrated its ability to cope with these difficulties. I am confident that the core direction of our strategy is right.

The year in review

Retail

Total Retail sales including Own Stores, Franchise and Thorntons Direct declined by 5.2% to GBP132.1 million (2011: GBP139.5 million).

Own Stores

Good progress was made with the store closure programme. During the period, 36 stores were closed at a cost of GBP1.0 million (2011: GBP0.6 million) and three stores were refurbished, two of which were successful resites, resulting in a total of 330 stores at the year end (2011: 364). We remain on track to reach our target of 120 closures over the three-year period.

Overall Own Store sales were down 5.8% to GBP111.4 million (2011: GBP118.3 million), reflecting the reduced estate and declines in like for like performance. Sales in Own Stores declined on a like for like basis by 3.8% as a result of the further weakening of consumer expenditure and footfall. As mentioned earlier, this was particularly apparent during the key Christmas period.

Improvements were made in merchandising, trading and new products. We launched a number of initiatives to improve the customer experience including "Smiles" sampling, new "Finishing Touches" including improved gift-wrapping service and gift creation and our customer experience measurement programme. We believe our strong Easter performance and improved like for like sales in the final quarter of the year reflect the impact of these initiatives.

During the year we opened three stores trading in a new format focusing on year-round gifting supported by an outstanding customer experience. Whilst it is still early days, we have been encouraged by their performance. We have taken learnings from these stores to improve the wider estate as well as informing future refurbishments.

Recognising the challenging conditions in many of the more distressed locations where we trade and may have plans to close, we adopted a tactical trading approach which presents a simpler offer through a reduced range supplemented by residual, short-dated and end-of-line products. Consumers in these locations have responded positively to these "Outlet" stores which will decrease in number as our closure programme continues.

Franchise

Franchise sales for the period declined 7.8% to GBP10.7 million (2011: GBP11.6 million). Our franchisees were similarly affected by the difficult trading conditions resulting in a dampening of prospective franchisees' appetite for investment.

During the year we were affected by the challenges facing our major franchise partner which culminated in their administration in May 2012. We are encouraged that this business has subsequently been purchased by new owners.

We opened 19 new franchise locations during the year and closed 69 (of which 46 were with our major franchise partner) resulting in 177 stores at the year end (2011: 227).

A combination of the above factors meant that we have been unable to deliver on our plan to open a franchise in the majority of locations where we closed an Own Store. In light of this, we have adapted our franchise offer to include a new "mini-franchise" format, which requires less space and lower investment. This new format has been well received and the first opened in August 2012.

Thorntons Direct

Thorntons Direct sales over the period rose by 4.2% to GBP10.0 million (2011: GBP9.6 million). Our online consumer business grew strongly by 9.8% with good performances at Christmas and Easter. Visitors to our website grew by 13% and orders by 15% reflecting a further improvement in conversion levels. During the year, we put considerable effort behind the development of a new website, which will launch later this month. The new website will offer greater flexibility for both us and our customers, along with opportunities to further enhance personalisation.

Our corporate sales declined slightly as customers continued to be cautious about their level of spending in this area.

Sales & Operations

Commercial sales

Commercial sales grew by 7.9% to GBP85.0 million (2011: GBP78.8 million). Both sales and margins came under pressure during the year which saw the total boxed chocolate market decline by 4%. Nevertheless, our overall market share grew by 0.2% to 11.7%*. Whilst we maintained our position as the leading brand in inlaid boxed chocolate with 33.1%* we placed a great amount of effort in growing our share in the key seasons.

Our share in Christmas and Easter specialities grew considerably to 2.7% (2011: 0.9%) and 3.9% (2011: 3.0%) respectively as a result of strong new products and promotions*. Whilst sales of Christmas seasonal products were positive, the overall Christmas period failed to deliver to our expectations and we subsequently made a number of changes to both channel management and trading plans. The effect of this was encouraging and resulted in a strong period of trade through Easter and the year end.

* Source: AC Nielsen July 2012

Export sales

Within this Commercial Sales performance Export sales grew by 8.3% to GBP3.9 million (2011: GBP3.6 million). Our tax- and duty-free sales continued to grow strongly and we saw good growth in a number of territories including South Africa and Australia. Sales to the Republic of Ireland weakened reflecting the poor local economic conditions.

We have now completed our strategic review of international opportunities, the conclusions of which are presented later in this report.

Manufacturing operations

Maintaining or growing our production volumes is a key element of our rebalancing strategy. We are pleased that despite the challenges of the past year we have been able to maintain our production volumes and kept production overheads broadly flat. This is due to the continued benefits of investment and good manufacturing disciplines. We were able to respond quickly to changing demand levels during the year, evidence of the inherent flexibility of our production capability and also the skill and experience of our outstanding Derbyshire manufacturing team. Whilst raw material prices have fluctuated we continue to ensure that we buy in a timely and effective way.

The outsourcing of our Warehousing and Distribution to our new partner, DHL, was completed during the financial year and had a positive impact on service levels, where we saw further improvement from 97.8% in 2011 to 98.1% this year.

Brand and product innovation

Following the presentation of our strategy and the restructuring of our Marketing and New Product Development teams under our newly appointed Director of Brand & Customer Marketing, we have undertaken a thorough review of our brand in the context of our strategy and vision "to be Britain's best-loved chocolate brand making every customer smile". We now have clarity about who we are and what makes us different. Our customers have so many things to say to those they care about and we want to help them say it with chocolate. Underpinning this are our values of Creativity, Excellence and Bringing People Together which will help inform our people, their actions and our communication with our customers.

In this context, we have also simplified our categories, ranges and approach to our customers which will support our activity for next year. A full review of our brand identity has been completed and will start to become visible over the year ahead.

New products are always of critical importance to Thorntons and never more so than now as we seek to gain reappraisal from our customers, encouraging them to see us as relevant all year round, as well as for the key gifting occasions. In addition to the significant levels of product innovation at these key seasons, the past year saw the successful introduction of our "Little Gifts" range of affordable chocolate gifts ideal for those "just because" moments.

We introduced Hampers and Alphabet Truffles into our Own Stores and Franchise channels, both of which continued to be successful online along with further growth in sales of Photo Boxes. Our "Perfect Hearts" along with our "Perfect Eggs" allowed our customers to create personalised, bespoke gifts which were very well received and our "Best of British" range, introduced for the summer of celebration, has also been particularly successful.

In the meantime our brand remains strong. Thorntons was ranked eleventh on the list of the most highly rated brands by UK consumers (YouGov BrandIndex 2011). We retain the highest brand advocacy of any premium chocolate manufacturer and our spontaneous brand awareness reached 50% at Christmas 2011, consistently the highest in our category (HPI Brand Tracker). Over 95% of our customers rate their overall store experience as four or five out of five and 89% rate their likelihood to recommend similarly (ORC Customer Experience Survey).

Our brand and chocolate-making skills continue to win awards. Led by our Master Chocolatier, Keith Hurdman, who continues as the Academy of Chocolate's Chocolatier of the Year, three of our chocolatiers won gold and silver medals at Hotelympia in the Petit Fours class. We were also proud that our Centenary marketing campaign was recognised by the Marketing Society and won an Award for Excellence.

The year ahead - the second year of our plan

Rebalancing

We will continue with our Own Store closure programme and expect to close around 40 stores over the course of the current financial year. When store leases expire we will take advantage of opportunities to extend our period of trading on significantly reduced rent. Most of the stores identified for closure continue to make a positive cash contribution, albeit an unsatisfactory one, so we are in control of this programme and will take advantage of short-term opportunities should they arise. We routinely review our long-term objective and remain confident that we can retain a sustainable and profitable Own Store estate of between 180 to 200 stores.

Our plans for our Franchise channel are not based on improvement in the underlying economy and prospective franchisee sentiment. We now anticipate a low percentage of franchise openings in Own Store closure locations but are more confident of the wider opportunity that our new "Mini-Franchise" format presents. Whilst we have not budgeted to recover any business with our major franchise partner, we are currently working with the new owners and have recommenced modest levels of trading.

Thorntons Direct will be boosted by the new website launching in September 2012, with improved functionality and improved personalisation. We are also working further on improving our operations and delivery services ahead of our peak trading period.

Our ambition for the Commercial business is that it should be able to generate over half of our overall sales over the next two years, making it the largest channel. With a strengthened team we are focusing on building on our positive relationships with the major grocers, achieving broader and deeper year-round listings supported by further strong growth in share during the key Christmas and Easter seasons.

During the year ahead we expect to rebuild our Retailer Brand business, an area which we have previously moved away from due to low margins. As a result of the quality, flexibility and efficiency of our New Product Development and Manufacturing we have secured profitable business from retailers at home and overseas. We do not however currently supply private label to existing commercial customers who sell the Thorntons brand.

We have now completed our review of the opportunities for developing our business internationally. The coming year will see us embark upon the first stage of a long-term development programme that has the prospect of adding significantly to the overall profitability of the business over a three- to five-year time frame. We have a targeted approach to a few markets where we can learn and develop our international capabilities. Alongside the further development of our tax- and duty-free business, we will start with a focus on English-speaking markets where the Thorntons brand has an existing level of awareness as well as some modest sales. We will not export our retail format nor pursue Franchise at this time but will invest resources solely on developing commercial relationships. We will not incur heavy investment or start-up losses.

We expect that rebalancing during the year ahead will benefit growth in production volumes with manufacturing overheads remaining broadly flat.

Revitalising

We will continue to focus our energies on improving our Own Stores, making them the place where the Thorntons brand is brought to life. Ahead of Christmas we will refurbish three further stores with a refined version of our new store format. Taking learnings from our new store format and building on last year's activity, we will embark on further improvements to merchandising in our core estate in the coming year. This will be supported by enhancements to our customer engagement focus including additional support to our new "Finishing Touches" programme.

In the autumn we launch our new boxed chocolate brand, created to appeal to the less formal, female customer, a range that will signal our intent to encourage new year-round purchase occasions, expanding the market and inviting reappraisal of our brand. This supports a strong programme of new product development that includes a re-launch of our models range, further new "Little Gifts", a trio of limited edition "Wow" boxes in addition to a Christmas seasonal line-up that includes two new iconic Continental items: our first Continental advent calendar and a magnificent Christmas table centrepiece.

With the work on the Thorntons brand now complete we are embarking on an extensive programme to review almost all of our products over the course of the next year. This will deliver a step change in our ranging, packaging and merchandising by the autumn of 2013.

Restoring profitability

Restoring profitability is our top priority. We have taken a number of actions to rebalance our business and revitalise our brand which we believe will deliver improved profits. We have also invested significant effort in product and packaging engineering, ingredient optimisation and procurement. Combined with the restructuring and outsourcing completed during the past financial year, these actions should positively impact margins and profitability.

In the meantime we have created and adopted new approaches to manage costs and cash aggressively and will continue to do so.

Jonathan Hart

Chief Executive

11 September 2012

Finance Director's report

Key performance indicators

The Board uses five key performance indicators to measure progress in building shareholder value. These are shown below for the last two financial years:

 
                                               2012       2011 
-----------------------------------------  --------  --------- 
 Net sales movement                          (0.5)%       1.7% 
 Own Stores like for like sales growth       (3.8)%     (7.9)% 
 Profit before tax and exceptional items    GBP0.9m    GBP4.3m 
 Gross margin return on sales                 44.0%      46.2% 
 Cash generated from operations             GBP1.5m   GBP14.8m 
 

Revenue

Thorntons' sales are made through a number of channels, whose performance is summarised below:

 
                        2012    2011   % increase/ 
                        GBPm    GBPm      decrease 
--------------------  ------  ------  ------------ 
 Own Stores            111.4   118.3        (5.8)% 
 Franchise              10.7    11.6        (7.8)% 
 Thorntons Direct       10.0     9.6          4.2% 
--------------------  ------  ------  ------------ 
 Total Retail sales    132.1   139.5        (5.2)% 
 Sales & Operations     85.0    78.8          7.9% 
--------------------  ------  ------  ------------ 
 Total sales           217.1   218.3        (0.5)% 
--------------------  ------  ------  ------------ 
 

Sales for FY12 are for a 53-week financial year compared with a 52-week financial year in FY11. The 53(rd) week contributed GBP3.5 million of sales equivalent to a 1.6% increase versus the previous year.

A detailed review of the sales performance by channel is set out in the Chief Executive's report.

Profit before taxation

Reported profit before taxation and exceptionals fell to GBP0.9 million (2011: GBP4.3 million). Group sales fell by 0.5% to GBP217.1 million (2011: GBP218.3 million) primarily due to the very challenging economic environment in the financial year under review, which led to weak consumer demand caused by a decline in discretionary income. Group gross margins came under pressure, falling to 44.0% (2011: 46.2%) as customers continued to seek value and focused their purchases on promotional lines.

Exceptional items

The exceptional charge for FY12 is made up of the following items:

 
                                                     2012    2011 
                                                     GBPm    GBPm 
-------------------------------------------------  ------  ------ 
 Onerous lease provisions                             1.9     2.5 
 Asset impairment charge                              1.2     1.8 
 One-off charge incurred with the outsourcing of 
  the warehousing and distribution facilities           -     0.7 
 Bank re-financing fees                                 -     0.4 
-------------------------------------------------  ------  ------ 
 Total                                                3.1     5.4 
-------------------------------------------------  ------  ------ 
 

As a result of the performance of Retail Own Stores during the last two financial years, significant impairment and onerous lease charges have been incurred. Assets are reviewed for impairment on a regular basis and a provision made where necessary. A discounted cash flow is calculated for each Retail store, including attributable overheads, using the Group's weighted average cost of capital. The net book value of assets attributable to the Retail store is impaired to the extent that the net present value of the cash flows is lower than the net book value.

The provision for onerous leases is held in respect of leasehold properties for which the Group is liable to fulfil rent and other property commitments for stores from which either the Group no longer trades or for which future trading cash flows are projected to be insufficient to cover these costs. Amounts have been provided for the shortfall between projected cash flows and the property costs up to the lease expiry date on a discounted basis.

The onerous lease provision was increased during the financial year by GBP1.9 million (2011: GBP2.5 million) and the impairment charge by GBP1.2 million (2011: GBP1.8 million). The lowering of the annual charge since last year reflects both the disposal of some of the most affected outlets in 2011 and the improvement in Own Stores LFL sales performance to (3.8%) (2011: (7.9%)).

Underlying profit

Underlying profits for the year under review fell from GBP5.5 million to GBP2.5 million. One-off costs increased year on year primarily as a result of there being 36 store closures in the year under review (2011: 16).

 
                                                  2012    2011 
                                                  GBPm    GBPm 
----------------------------------------------  ------  ------ 
 Profit before taxation and exceptional items      0.9     4.3 
 Redundancy and restructure charges                0.6     0.6 
 Store closure costs                               1.0     0.6 
----------------------------------------------  ------  ------ 
 Total underlying profit                           2.5     5.5 
----------------------------------------------  ------  ------ 
 

Gross margin return on sales

Gross profit margin percentage reduced by 2.2 percentage points for the year to 44.0% (2011: 46.2%), reflecting contrasting half year performances, the first half declining 4.2% and the second half improving year on year by 1.0%. Overall in the year the following factors contributed to this 2.2% reduction:

-- Further success in growing the Commercial channel which now represents 39.1% of total Company sales (2011: 36.1%). These sales, being at wholesale prices, reduce Group gross profit percentages but enhance Group profitability as we continue to rebalance the business.

-- Continued weakness in the economy which has seen consumer spending squeezed and the appeal of lower priced or promoted items grow.

-- Raw material inflationary pressures which, while less acute than 2011, have continued, particularly in the first half.

The second half of the financial year saw the benefits of a number of management initiatives, identified earlier in the year, start to flow through into margin, including:

   --     Manufacturing efficiencies and improved overhead cost control. 
   --     Product & packaging engineering and ingredient optimisation. 
   --     Procurement initiatives. 
   --     Refinement of New Product Development processes. 

As part of the continued rebalancing strategy, explained in the Chief Executive's report, we will continue to focus on growing sales to our commercial partners, reducing our Own Store estate and retail sales volumes to levels that will produce sustainable long-term profits. Whilst this will have a negative impact on reported gross margins, the net operating margins in our Commercial channel are materially higher than those through our Own Stores channel, primarily because of the inherently higher structural costs of operating a retail network.

We believe that our strategy to improve overall gross margins will address the fall in gross margin percentages seen in the last two financial years and will benefit all of our distribution channels. We saw some modest early improvement in the second half of the year under review and anticipate that this trend will continue in the coming financial year.

Half-on-half improvements

As outlined in both the Chairman's and the Chief Executive's reports, the second half of the year under review saw a significant reduction in the loss before exceptional items and taxation, and an improvement in all statutory profit measures, compared to the same period in the previous financial year.

 
                           H1 2012   H2 2012    2012   H1 2011   H2 2011    2011 
                              GBPm      GBPm    GBPm      GBPm      GBPm    GBPm 
------------------------  --------  --------  ------  --------  --------  ------ 
 Gross profit                 55.3      40.3    95.6      62.3      38.4   100.7 
 Operating profit              4.1     (1.3)     2.8       9.3     (3.3)     6.0 
 Profit before taxation 
  and exceptional items        3.1     (2.2)     0.9       8.4     (4.1)     4.3 
------------------------  --------  --------  ------  --------  --------  ------ 
 

At the end of the first half of the year the Company reported a pre-exceptional profit before taxation of GBP3.1 million (2011: GBP8.4 million), in a challenging economic environment which affected our key Christmas trading period. However, a better Easter 2012 saw second half pre-exceptional losses improve to a loss of GBP2.2 million (2011: GBP4.1 million loss). This was the strongest second half performance recorded by the business for three years.

Operating expenses

Operating expenses before exceptional items reduced by 2.1% to GBP94.3 million (2011: GBP96.4 million). As a percentage of sales, operating expenses reduced from 44.2% in 2011 to 43.4% in 2012.

The reduction in operating expenses has come primarily from the closure of 36 (2011: 16) Own Stores in the financial year under review, the full year benefits of the outsourcing of the Warehouse and Distribution function to our strategic partner, DHL, and the restructure of our central functions. In addition we continue to exert very tight control over all areas of discretionary costs.

During the period GBP1.0 million (2011: GBP0.6 million) of costs were incurred in respect of the closure of 36 stores (2011: 16).

Other operating income

Other operating income decreased to GBP1.5 million (2011: GBP1.7 million), due mainly to the fall in licensing income from GBP1.3 million in 2011 to GBP1.1 million in 2012. The levels of franchise income and rent receivable remained relatively flat year on year.

Taxation

The GBP1.3 million (2011: GBP0.8 million) tax credit for the year represents 59.4% of the loss before taxation (2011: 76.4%). The credit is higher than the effective statutory rate of 25.5% and is due to the tax effect of permanently disallowable items and the effect of the change in the corporation tax rate applicable during the period.

Shareholders' returns and dividends

As a consequence of the continued challenging trading conditions and the exceptional charges, the basic loss per share equates to 1.4p (2011: loss of 0.4p).

The Board is not recommending the payment of a final dividend (2011: 0.25p). The Board similarly proposed not to pay an interim dividend (2011: 1.95p), resulting in no dividend payments being recommended for the full financial year under review (2011: 2.2p).

Cash and debt

Cash generated from operations was GBP1.5 million (2011: GBP14.8 million). The main reason for this reduction was an outflow of working capital of GBP7.9 million (2011: inflow of GBP1.7 million) combined with lower profitability.

The Company's on-going borrowing facilities of GBP57.5 million are committed from June 2011 to October 2015. Peak borrowings in the year under review were GBP49.3 million (2011: GBP41.4 million) leaving comfortable headroom against the current facilities. At 30 June 2012 all of the lending covenants have been satisfied.

Capital expenditure

Investment in fixed assets totalled GBP4.6 million (2011: GBP5.9 million), none of which (2011: GBP1.9 million) was funded through new finance leases.

During the year under review GBP0.4 million was spent on three new format store refits, two of which were successful re-sites. The balance of GBP4.2 million was spent on supply chain, IT projects and brand developments.

Pensions

The IAS 19 pension scheme deficit increased from GBP25.3 million in 2011 to GBP29.1 million at the 2012 year end. The deficit was reduced by GBP1.8 million due to the investment return on plan assets and a further GBP5.5 million of employer contributions. However, these were more than offset by service costs of GBP0.8 million, interest costs of GBP4.2 million and changes in actuarial assumptions totalling GBP6.1 million. The scheme's deficit continues to be adversely affected by low Gilt yields resulting directly from the Bank of England's recent fiscal policy of Quantitative Easing. Lower Gilt yields lead to lower discount rates applied to the schemes projected future liabilities which result in higher present values for these costs.

As outlined in the Chairman's report we have agreed the latest triennial funding agreement with the scheme's Trustees. The schedule of annual contributions has increased from GBP2.2 million to GBP2.75 million, effective from June 2012. We have also agreed a one-off payment of GBP1.0 million to be made in December 2012.

Mike Killick

Finance Director

11 September 2012

Directors' responsibilities statement

The Directors are responsible for preparing the Annual Report, the Report on the Directors' remuneration and the financial statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have prepared the Group and Parent Company financial statements in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union ("EU"). Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and the Company and of the profit or loss of the Group for that financial year. In preparing these financial statements, the Directors are required to:

   --               select suitable accounting policies and then apply them consistently; 
   --               make judgements and accounting estimates that are reasonable and prudent; 

-- state whether applicable IFRS as adopted by the EU have been followed, subject to any material departures disclosed and explained in the financial statements; and

-- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and enable them to ensure that the financial statements and the Report on the Directors' remuneration comply with the Companies Act 2006 and, as regards the Group financial statements, Article 4 of the IAS Regulation. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors are responsible for the maintenance and integrity of the Company's web site. Legislation in the United Kingdom ("UK") governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

A list of current directors is maintained on the Thorntons PLC web site: www.thorntons.co.uk.

Principal risks and uncertainties

Key risks are reviewed by the Executive Directors and senior management. The assessment of risks on the basis of likelihood and potential impact, together with the controls and actions to manage or mitigate them, are reviewed by the Audit Committee and Board. The key risks and uncertainties facing the business are considered to be as follows:

   --               Economic and industry risks; 
   --               Key input prices driven by commodity markets; 
   --               Operational risks; and 
   --               People risks. 

Further detail on these risks and uncertainties are set out in our 2012 Annual Report and Accounts.

Consolidated income statement

53 weeks ended 30 June 2012

 
                                         53 weeks ended 30 June 2012                     52 weeks ended 25 June 
                                                                                                   2011 
                                  ----------------------------------------        ------------------------------------ 
                                         Before                                      Before 
                                   exceptionals   Exceptionals       Total     exceptionals   Exceptionals       Total 
                                        GBP'000        GBP'000     GBP'000          GBP'000        GBP'000     GBP'000 
-------------  -----------------  -------------  -------------  ----------  ---------------  -------------  ---------- 
 Revenue                                217,144              -     217,144          218,255              -     218,255 
 Cost of sales                        (121,507)              -   (121,507)        (117,516)              -   (117,516) 
----------------------------      -------------  -------------  ----------  ---------------  -------------  ---------- 
 Gross profit                            95,637              -      95,637          100,739              -     100,739 
 Operating expenses                    (94,349)        (3,065)    (97,414)         (96,403)        (5,158)   (101,561) 
 Other operating 
  income                                  1,474              -       1,474            1,674              -       1,674 
----------------------------      -------------  -------------  ----------  ---------------  -------------  ---------- 
 Operating profit/(loss)                  2,762        (3,065)       (303)            6,010        (5,158)         852 
 Finance income                               2              -           2               11              -          11 
 Finance costs                          (1,913)              -     (1,913)          (1,685)          (249)     (1,934) 
----------------------------      -------------  -------------  ----------  ---------------  -------------  ---------- 
 Profit/(loss) before 
  taxation                                  851        (3,065)     (2,214)            4,336        (5,407)     (1,071) 
 Taxation credit/(charge)                   846            470       1,316            (174)            992         818 
----------------------------      -------------  -------------  ----------  ---------------  -------------  ---------- 
 Profit/(loss) attributable 
  to owners of the 
  parent                                  1,697        (2,595)       (898)            4,162        (4,415)       (253) 
----------------------------      -------------  -------------  ----------  ---------------  -------------  ---------- 
 
   Loss per share 
 Basic                                                              (1.4)p                                      (0.4)p 
 Diluted                                                            (1.4)p                                      (0.4)p 
----------------------------      -------------  -------------  ----------  ---------------  -------------  ---------- 
 
 

Dividend per share

 
                                            Note    2012    2011 
-----------------------------------------  -----  ------  ------ 
 Proposed Final dividend                               -   0.25p 
 Impact on shareholders' funds (GBP'000)       3       -     167 
 Total dividend in respect of the year                 -   2.20p 
 Impact on shareholders' funds (GBP'000)       3       -   1,473 
 Paid in the year                                  0.25p   6.05p 
 Impact on shareholders' funds (GBP'000)       3     167   4,054 
-----------------------------------------  -----  ------  ------ 
 

Statement of comprehensive income - Group

53 weeks ended 30 June 2012

 
                                                         53 weeks   52 weeks 
                                                            ended      ended 
                                                          30 June    25 June 
                                                             2012       2011 
                                                          GBP'000    GBP'000 
------------------------------------------------------  ---------  --------- 
 Loss for the period                                        (898)      (253) 
------------------------------------------------------  ---------  --------- 
 Other comprehensive expense: 
 - actuarial loss recognised in the defined benefit 
  pension scheme                                          (7,197)    (2,375) 
 - movement of deferred tax on pension liability            1,359        133 
------------------------------------------------------  ---------  --------- 
 Total other comprehensive expense                        (5,838)    (2,242) 
------------------------------------------------------  ---------  --------- 
 Total comprehensive expense for the financial period 
  attributable to owners of the parent                    (6,736)    (2,495) 
------------------------------------------------------  ---------  --------- 
 

Statement of changes in shareholders' equity - Group

53 weeks ended 30 June 2012

 
                                            Share     Share   Retained 
                                          capital   premium   earnings     Total 
                                          GBP'000   GBP'000    GBP'000   GBP'000 
---------------------------------------  --------  --------  ---------  -------- 
 At 26 June 2010                            6,837    13,768      5,363    25,968 
---------------------------------------  --------  --------  ---------  -------- 
 Loss for the period                            -         -      (253)     (253) 
 Other comprehensive (expense)/income: 
 - actuarial loss recognised in the 
  defined benefit pension scheme                -         -    (2,375)   (2,375) 
 - movement of deferred tax on pension 
  liability                                     -         -        133       133 
---------------------------------------  --------  --------  ---------  -------- 
 Total comprehensive expense for the 
  period ended 25 June 2011                     -         -    (2,495)   (2,495) 
---------------------------------------  --------  --------  ---------  -------- 
 Transactions with owners: 
 - share-based payment credit                   -         -      (110)     (110) 
 - dividends                                    -         -    (4,054)   (4,054) 
---------------------------------------  --------  --------  ---------  -------- 
 At 25 June 2011                            6,837    13,768    (1,296)    19,309 
---------------------------------------  --------  --------  ---------  -------- 
 Loss for the period                            -         -      (898)     (898) 
 Other comprehensive (expense)/income: 
 - actuarial loss recognised in the 
  defined benefit pension scheme                -         -    (7,197)   (7,197) 
 - movement of deferred tax on pension 
  liability                                     -         -      1,359     1,359 
---------------------------------------  --------  --------  ---------  -------- 
 Total comprehensive expense for the 
  period ended 30 June 2012                     -         -    (6,736)   (6,736) 
---------------------------------------  --------  --------  ---------  -------- 
 Transactions with owners: 
 - share-based payment credit                   -         -      (459)     (459) 
 - dividends                                    -         -      (167)     (167) 
---------------------------------------  --------  --------  ---------  -------- 
 At 30 June 2012                            6,837    13,768    (8,658)    11,947 
---------------------------------------  --------  --------  ---------  -------- 
 

Consolidated balance sheet

as at 30 June 2012

 
                                                   2012      2011 
                                                GBP'000   GBP'000 
---------------------------------------------  --------  -------- 
 Assets 
 Non-current assets 
 Intangible assets                                2,140     2,792 
 Property, plant and equipment                   47,221    52,667 
 Deferred tax assets                              2,346         - 
---------------------------------------------  --------  -------- 
                                                 51,707    55,459 
---------------------------------------------  --------  -------- 
 Current assets 
 Inventories                                     38,070    37,018 
 Trade and other receivables                     15,467    16,017 
 Cash and cash equivalents                        2,918     1,752 
---------------------------------------------  --------  -------- 
                                                 56,455    54,787 
---------------------------------------------  --------  -------- 
 Total assets                                   108,162   110,246 
---------------------------------------------  --------  -------- 
 Equity and liabilities 
 Shareholders' equity attributable to owners 
  of the parent 
 Ordinary shares                                  6,837     6,837 
 Share premium                                   13,768    13,768 
 (Deficit)/retained earnings                    (8,658)   (1,296) 
---------------------------------------------  --------  -------- 
 Total equity                                    11,947    19,309 
---------------------------------------------  --------  -------- 
 Liabilities 
 Current liabilities 
 Trade and other payables                        27,559    32,457 
 Borrowings                                      30,354    22,886 
 Current tax liabilities                            370         - 
 Provisions for liabilities                       1,410       967 
---------------------------------------------  --------  -------- 
                                                 59,693    56,310 
---------------------------------------------  --------  -------- 
 Non-current liabilities 
 Borrowings                                       1,653     3,355 
 Deferred tax liabilities                             -       599 
 Retirement benefit obligations                  29,080    25,264 
 Other non-current liabilities                    2,490     2,699 
 Provisions for liabilities                       3,299     2,710 
---------------------------------------------  --------  -------- 
                                                 36,522    34,627 
---------------------------------------------  --------  -------- 
 Total liabilities                               96,215    90,937 
---------------------------------------------  --------  -------- 
 Total equity and liabilities                   108,162   110,246 
---------------------------------------------  --------  -------- 
 

Consolidated cash flow statement

53 weeks ended 30 June 2012

 
                                                               53 weeks   52 weeks 
                                                                  ended      ended 
                                                                30 June    25 June 
                                                                   2012       2011 
                                                        Note    GBP'000    GBP'000 
-----------------------------------------------------  -----  ---------  --------- 
 Cash flows from operating activities 
 Cash generated from operations                                   1,497     14,823 
 Corporate taxation paid                                            628    (1,392) 
 Interest received                                                    -         12 
-----------------------------------------------------  -----  ---------  --------- 
 Cash flows generated from operating activities                   2,125     13,443 
-----------------------------------------------------  -----  ---------  --------- 
 Cash flows from investing activities 
 Proceeds from sale of property, plant and equipment                539         46 
 Purchase of property, plant and equipment                      (4,875)    (4,208) 
-----------------------------------------------------  -----  ---------  --------- 
 Net cash used in investing activities                          (4,336)    (4,162) 
-----------------------------------------------------  -----  ---------  --------- 
 Cash flows from financing activities 
 Interest paid                                                  (2,222)    (1,802) 
 Capital element of finance lease rental payments               (2,234)    (2,499) 
 Borrowings advanced/(repaid)                                     8,000      (800) 
 Dividends paid                                            3      (167)    (4,054) 
-----------------------------------------------------  -----  ---------  --------- 
 Net cash received from/(used in) financing 
  activities                                                      3,377    (9,155) 
-----------------------------------------------------  -----  ---------  --------- 
 Net increase in cash and cash equivalents and 
  bank overdrafts                                                 1,166        126 
 Cash and cash equivalents at beginning of period                 1,752      1,626 
-----------------------------------------------------  -----  ---------  --------- 
 Cash and cash equivalents at end of period                       2,918      1,752 
-----------------------------------------------------  -----  ---------  --------- 
 

Notes to the preliminary announcement

   1.     Basis of preparation 

This preliminary announcement does not constitute statutory accounts within the meaning of section 434 of the Companies Act 2006. The financial information for the years ended 30 June 2012 and 25 June 2011 has been extracted from the consolidated financial statements on which the auditors have given unqualified opinions and which do not contain statements under Sections 498(2) or 498(3) of the Companies Act 2006. This announcement has been agreed with the Company's auditors for release.

The financial information included in this preliminary announcement does not include all the disclosures required by International Financial Reporting Standard ("IFRS") or the Companies Act 2006 and accordingly it does not itself comply with IFRS or the Companies Act 2006.

The Group's financial statements for the year ended 25 June 2011 have been delivered to the Registrar of Companies and 30 June 2012 will be delivered to the Registrar of Companies following the Company's Annual General Meeting.

The Group prepares its annual consolidated financial statements in accordance with International Financial Reporting Standards ("IFRS") and International Financial Reporting Interpretations Committee ("IFRIC") interpretations as adopted by the European Union ("EU") and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS. There are no material differences between the accounting policies adopted for use in the preparation of the consolidated financial statements for the year ended 30 June 2012, the financial information included in this preliminary announcement and the accounting policies disclosed in the 2011 Annual Report and Financial Statements, copies of which are available on Thorntons plc website, www.thorntons.co.uk.

These consolidated financial statements have been prepared under the historical cost convention with the exception of derivative financial instruments and share based payments which are recognised at fair value.

This preliminary announcement will be published on the Company's website, in addition to the paper version. The maintenance and integrity of the website is the responsibility of the directors. The work carried out by the auditors does not involve consideration of these matters. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

   2.     Exceptional items 

Exceptional items comprise:

 
                                                 53 weeks   52 weeks 
                                                    ended      ended 
                                                  30 June    25 June 
                                                     2012       2011 
                                                  GBP'000    GBP'000 
 Impairment and onerous lease charges               3,060      4,334 
 Outsourcing costs                                      5        687 
 Refinancing costs                                      -        386 
----------------------------------------------  ---------  --------- 
 Total exceptional items                            3,065      5,407 
----------------------------------------------  ---------  --------- 
 Tax credit attributable to exceptional items       (470)      (992) 
 Total exceptional items after tax                  2,595      4,415 
----------------------------------------------  ---------  --------- 
 

Impairment and onerous lease charges

As a result of the performance of Retail Own Stores during the financial year, significant impairment and onerous lease charges have been required.

Outsourcing costs

On 27 June 2011 the Group announced the outsourcing of its distribution and warehousing functions. As the decision to sign the contract in an agreed form had been made and approved by the Board prior to the year end date, exceptional transition costs relating to this contract were included in the accounts for the financial year ended 25 June 2011.

Refinancing costs

On 24 June 2011 the Group agreed and signed new committed bilateral revolving credit facilities totalling GBP57.5 million with a maturity date of October 2015 to replace the existing bank facilities of GBP52.5 million. At 25 June 2011 loans against the existing facilities were in place, expiring by 28 June 2011, at which point the new facility commenced. These facilities continue to be unsecured.

The associated exceptional costs relate to professional fees for the arrangement of the new bank facility agreements and the write-off of remaining unamortised arrangement fees of the previous facilities which were due to expire in August 2012.

Tax credit attributable to exceptional items

This is the tax credit arising in relation to the exceptional items which are an allowable deduction for tax and it has been calculated at the UK standard corporation tax rate of 25.5%.

   3.     Ordinary dividends 
 
                                                        2012      2011 
 Group and Company                                   GBP'000   GBP'000 
--------------------------------------------------  --------  -------- 
 Final dividend paid in respect of the 52 weeks 
  ended 25 June 2011 of 0.25p 
  (52 weeks ended 26 June 2010: 4.10p)                   167     2,748 
 Interim dividend paid in respect of the 53 weeks 
  ended 30 June 2012 of GBPnil 
  (52 weeks ended 25 June 2011: 1.95p)                     -     1,306 
--------------------------------------------------  --------  -------- 
 Amounts recognised as distributions to owners of 
  the parent                                             167     4,054 
--------------------------------------------------  --------  -------- 
 

No final dividend will be paid in respect of the period ended 30 June 2012.

The trusts operating the long term incentive plan scheme ("LTIP 2007") have fully waived dividends on the 504,610 (2011: 504,610) shares held at 30 June 2012 and all but 0.01p per share on the 905,070 (2011: 905,070) shares held in respect of the 2001 Executive Share Option Scheme.

   4.     Reconciliation of movement in net debt 
 
                                                    2012       2011 
                                                 GBP'000    GBP'000 
---------------------------------------------  ---------  --------- 
 Increase in cash and cash equivalents             1,166        126 
 Cash flows from (increase)/decrease in debt     (5,766)      3,300 
---------------------------------------------  ---------  --------- 
 Change in net debt resulting from cash flow     (4,600)      3,426 
 Inception of new finance leases                       -    (1,894) 
---------------------------------------------  ---------  --------- 
 Movement in net debt in the period              (4,600)      1,532 
 Net debt at beginning of period                (24,489)   (26,021) 
---------------------------------------------  ---------  --------- 
 Net debt at end of period                      (29,089)   (24,489) 
---------------------------------------------  ---------  --------- 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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