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30th July 2008
Directors:
Don Hanson (Chairman)
Kaye Collins
Peter Haspel
Margaret Mountford
Nicholas Oppenheim
Clive Preston
Simon Prew
Robert Wickham
Company Secretary:
Peter Smith
Registered Office:
33, King Street, London, SW1Y 6RJ. Tel: 020 7600 7900
Nominated Advisor:
Cenkos Securities plc, 6,7,8, Token House Yard, London, EC2R 7AS.
Solicitors :
Herbert Smith LLP, Exchange House, Primrose Street, London, EC2A 2HS.
Stockbrokers:
Mirabaud Securities Limited, 21, St James's Square, London, SW1Y 4JP.
KBC Peel Hunt Limited, 111, Old Broad Street, London, EC2N 1PH.
Oriel Securities Ltd, 125, Wood Street, London, EC2V 7AN.
Auditors:
PricewaterhouseCoopers LLP, 1, Embankment Place, London, WC2N 6RH.
Registrars:
Capita Registrars, The Registry, 34, Beckenham Road, Beckenham, Kent, BR3 4TU.
Tel: 0871 664 0300 (Calls cost 10p per minute plus network extras)
Overseas tel: 44 208 639 3399
Company number:
4039562
Country of registration:
England and Wales
Chairman's statement
On 8th July 2008, Georgica announced that preliminary talks were taking place which may or may not lead to an offer for the company. Such talks continue. Should these talks not result in a satisfactory offer, the company intends to instruct its financial advisors to determine an optimal capital structure to enable the company to return cash to shareholders.
Georgica's same outlet sales for the 26 weeks which ended 29th June 2008 were 1.9% down when compared with the comparable period in 2007. Until the end of April sales were reasonably strong, same outlet sales having risen by 3.6%: sales in May and June 2008 were lower than in the comparable period, which was unsurprising given the very wet weather in 2007, but were still 5.9% higher than in May and June 2006.
EBITDA for the period amounted to £4.2m. Reducing the comparative figure by £1.4m for the rental impact of the sales and leasebacks of certain freehold and long leasehold properties for £46m in the last year, EBITDA rose by £0.1m. Without this adjustment the comparative figure was £5.5m in 2007.
Profit before tax amounted to £4.6m in the half year to June 2008 compared to a loss before tax of £0.7m in the prior year. The sale or sale and leaseback of a further four properties held for sale or redevelopment generated £3.8m of profit in the period (2007: £0.7m). Costs from corporate transactions and the cost of obtaining planning for the development property programme fell from £2.2m in the first half of 2007 to £0.7m in the first half of 2008. The repayment of the vast majority of Georgica's debt in the second half of 2007 led interest charges to fall from £5.4m in the first half of 2007 to £0.2m in the first half of 2008.
During the period £7m was received from the sale or sale and leaseback of a further four properties held for sale or redevelopment, bringing the total raised from recent property sales to £99m in cash. The company retains six properties for sale or redevelopment. Planning permission for one of these properties was obtained after the period end.
As at the end of June 2008 the company had net debt of £63,000 and debt facilities of £15m.
Derham O' Neill and Vineet Arora stepped down from the Georgica board following the AGM in May. We thank them for their considerable contributions to the board. Vineet Arora continues to be employed by Tenpin working on pricing and IT activities.
Tenpin is the leading bowling operator in the UK with 37 bowls, has a recently refurbished estate and a strong pipeline comprising five new bowling centres, two of which are expected to open later this year. It is leading the UK bowling industry in online and telephone sales systems. It is focused on continuing to increase the frequency of customer visits through targeted marketing campaigns and strong customer service.
Don Hanson
29th July 2008
Segmental analysis
26 week period ended 29th June 2008
This analysis has been adjusted from the information shown in the unaudited consolidated income statement with additional information to explain more clearly the results of the group. The comparative information is for the 26 week period ended 1st July 2007.
|
Tenpin |
Georgica overheads1 |
Total | ||||
|
£000 |
2008 |
2007 |
2008 |
2007 |
2008 |
2007 |
|
|
|
|
|
| ||
|
Continuing operations: |
|
|
|
|
|
|
|
Revenue |
33,386 |
34,139 |
- |
- |
33,386 |
34,139 |
|
Cost of sales |
(13,605) |
(13,792) |
- |
- |
(13,605) |
(13,792) |
|
Operating costs |
(7,976) |
(8,397) |
- |
- |
(7,976) |
(8,397) |
|
Rent2 |
(5,093) |
(3,600) |
129 |
- |
(4,964) |
(3,600) |
|
Contribution |
6,712 |
8,350 |
129 |
- |
6,841 |
8,350 |
|
Overheads |
(1,725) |
(1,879) |
(958) |
(942) |
(2,683) |
(2,821) |
|
EBITDA3 |
4,987 |
6,471 |
(829) |
(942) |
4,158 |
5,529 |
|
Non recurring items and net |
|
|
|
|
|
|
|
movement on provisions4 |
2,123 |
(120) |
635 |
(2,214) |
2,758 |
(2,334) |
|
Depreciation and impairment |
|
|
|
|
|
|
|
- goodwill impairment |
- |
(8) |
- |
- |
- |
(8) |
|
- software |
(92) |
(50) |
- |
- |
(92) |
(50) |
|
- property |
(393) |
(511) |
- |
- |
(393) |
(511) |
|
- fixtures, fittings & equipment |
(1,517) |
(1,705) |
- |
- |
(1,517) |
(1,705) |
|
- non-operating assets |
(36) |
(68) |
(42) |
(51) |
(78) |
(119) |
|
Total depreciation and impairment |
(2,038) |
(2,342) |
(42) |
(51) |
(2,080) |
(2,393) |
|
Operating profit |
5,072 |
4,009 |
(236) |
(3,207) |
4,836 |
802 |
|
Net interest |
|
|
|
|
(336) |
(5,617) |
|
Financial instruments and bank charges5 |
|
|
|
|
73 |
322 |
|
Profit/(loss) before tax |
|
|
|
|
4,573 |
(4,493) |
|
Tax |
|
|
|
|
843 |
898 |
|
Profit/(loss) after tax from continuing operations |
|
|
|
|
5,416 |
(3,595) |
|
Discontinued operations: |
|
|
|
|
|
|
|
Profit before tax |
|
|
|
|
- |
3,839 |
|
Tax |
|
|
|
|
- |
1,843 |
|
Profit after tax from discontinued operations |
|
|
|
|
- |
5,682 |
|
Profit after tax for the period |
|
|
|
|
5,416 |
2,087 |
¹ Georgica overheads include the (charge)/credit for movements in the valuation of performance shares in the Georgica Executive Participation Plan,
which is volatile as it varies with the Georgica share price. The credit in H1 2008 was £nil (2007 - credit of £0.3m).
² Rent includes £1.4m (2007 - £nil) from ten sale and leaseback transactions (one completed in H1 2008 which raised £3.25m and nine completed in
August 2007 which raised £43.0m).
³ EBITDA represents earnings before interest, tax, depreciation, impairment, non recurring items and net movement on provisions.
4 The non recurring items and net movement on provisions in the 26 weeks ended 29th June 2008 in Tenpin includes the profit on the sale and leaseback
of Stoke bowl (£2.1m), the profit on the sale of Cardiff bowl (£0.4m) and the loss on closure of bowls in Edinburgh and Gateshead (£0.4m) (2007 -
includes £0.1m of onerous lease provision charges in Tenpin). In Georgica overheads it includes the profit on disposal of Rileys properties at Pontefract
and Westcliff (£1.3m) together with legal and professional costs associated with corporate transactions and the asset realisation programme (£0.7m)
(2007 - comprises £2.2m of costs associated with corporate transactions).
5 Financial instruments and bank charges include the movement in the fair value of financial instruments in each period, which fluctuate with interest rate
expectations. These were responsible for a benefit of £0.6m in the 26 weeks ended 29th June 2008 (2007 - benefit of £0.8m).
Consolidated income statement
26 week period ended 29th June 2008
|
|
|
|
Notes |
Unaudited 26 weeks to 29th June 2008 |
Unaudited 26 weeks to 1st July 2007 |
52 weeks to 30th December 2007 |
|
|
|
|
|
£000 |
£000 |
£000 |
|
Continuing operations: |
|
|
|
|
|
|
|
Revenue |
|
|
|
33,386 |
34,139 |
65,681 |
|
Cost of sales |
|
|
|
(13,605) |
(13,792) |
(26,762) |
|
Gross profit |
|
|
|
19,781 |
20,347 |
38,919 |
|
Profit on disposal |
|
|
|
3,446 |
- |
26,260 |
|
Administrative expenses |
|
|
|
(18,391) |
(19,545) |
(42,059) |
|
Operating profit |
|
|
|
4,836 |
802 |
23,120 |
|
Finance costs |
|
|
|
(381) |
(5,429) |
(16,211) |
|
Finance income |
|
|
|
118 |
134 |
252 |
|
Profit/(loss) before taxation |
|
|
|
4,573 |
(4,493) |
7,161 |
|
Taxation |
|
|
|
843 |
898 |
1,392 |
|
Profit/(loss) from continuing operations |
|
|
|
5,416 |
(3,595) |
8,553 |
|
|
|
|
|
|
|
|
|
Discontinued operations: |
|
|
|
|
|
|
|
Net profit/(loss) from discontinued operations |
|
|
3 |
- |
5,682 |
(18,975) |
|
|
|
|
|
|
|
|
|
Profit/(loss) for the period |
|
|
|
5,416 |
2,087 |
(10,422) |
|
|
|
|
|
|
|
|
|
Earnings per share - continuing operations |
|
|
|
|
|
|
|
Basic earnings per share |
|
|
5 |
5.3p |
(3.5)p |
8.3p |
|
Diluted earnings per share |
|
|
5 |
5.3p |
(3.5)p |
8.3p |
|
Earnings per share |
|
|
|
|
|
|
|
Basic earnings per share |
|
|
5 |
5.3p |
2.0p |
(10.1)p |
|
Diluted earnings per share |
|
|
5 |
5.3p |
2.0p |
(10.1)p |
Consolidated balance sheet
at 29th June 2008
|
|
Notes |
Unaudited 29th June 2008 |
Unaudited 1st July 2007 |
30th December 2007 |
|
|
£000 |
£000 |
£000 | |
|
Assets |
|
|
|
|
|
Non-current assets |
|
|
|
|
|
Goodwill |
|
42,433 |
84,078 |
42,628 |
|
Intangible assets |
|
32 |
429 |
124 |
|
Property, plant and equipment |
4 |
44,082 |
120,604 |
45,664 |
|
|
|
86,547 |
205,111 |
88,416 |
|
Current assets |
|
|
|
|
|
Inventories |
|
1,591 |
2,117 |
1,596 |
|
Trade and other receivables |
|
5,502 |
7,322 |
6,667 |
|
Assets held for resale |
|
3,554 |
- |
4,463 |
|
Financial assets |
|
747 |
1,195 |
260 |
|
Cash and cash equivalents |
|
5,437 |
13,622 |
716 |
|
|
|
16,831 |
24,256 |
13,702 |
|
Liabilities |
|
|
|
|
|
Current liabilities |
|
|
|
|
|
Financial liabilities |
7 |
(53) |
(11,068) |
(5,032) |
|
Trade and other payables |
|
(6,899) |
(19,060) |
(10,437) |
|
Provisions |
|
(148) |
(220) |
(148) |
|
|
|
(7,100) |
(30,348) |
(15,617) |
|
Net current assets/( liabilities) |
|
9,731 |
(6,092) |
(1,915) |
|
Non-current liabilities |
|
|
|
|
|
Financial liabilities |
7 |
(8,042) |
(99,253) |
(2,791) |
|
Other non-current liabilities |
|
(1,312) |
(1,277) |
(1,344) |
|
Provisions |
|
(1,019) |
(605) |
(1,034) |
|
Deferred tax |
|
(1,150) |
(6,036) |
(1,993) |
|
|
|
(11,523) |
(107,171) |
(7,162) |
|
Net assets |
|
84,755 |
91,848 |
79,339 |
|
|
|
|
|
|
|
Equity |
|
|
|
|
|
Share capital |
|
6,140 |
6,140 |
6,140 |
|
Share premium |
|
34,841 |
34,841 |
34,841 |
|
Other reserves |
|
57,724 |
57,724 |
57,724 |
|
Retained deficit |
|
(13,950) |
(6,857) |
(19,366) |
|
Total equity |
|
84,755 |
91,848 |
79,339 |
Consolidated cash flow statement
26 week period ended 29th June 2008
|
|
Notes |
|
|
Unaudited 26 weeks to 29th June 2008 |
Unaudited 26 weeks to 1st July 2007 |
52 weeks to 30th December 2007 |
|
|
|
|
|
£000 |
£000 |
£000 |
|
Cash flows from operating activities |
6 |
|
|
|
|
|
|
Cash generated by operations |
|
|
|
1,225 |
9,435 |
10,622 |
|
Interest received |
|
|
|
83 |
250 |
326 |
|
Interest paid |
|
|
|
(389) |
(3,207) |
(11,740) |
|
Net cash generated by/ (used in) operating activities |
|
|
|
919 |
6,478 |
(792) |
|
Cash flows from investing activities |
|
|
|
|
|
|
|
Proceeds from sale of property, plant and equipment |
|
|
|
6,119 |
10,247 |
82,609 |
|
Purchase of property, plant and equipment |
|
|
|
(2,150) |
(9,992) |
(15,133) |
|
Discontinued businesses |
3 |
|
|
- |
(203) |
29,918 |
|
Net cash generated by investing activities |
|
|
|
3,969 |
52 |
97,394 |
|
Cash flows from financing activities |
|
|
|
|
|
|
|
Finance lease principal payments |
|
|
|
(35) |
(52) |
(84) |
|
Receipts from borrowings |
|
|
|
413 |
4,634 |
9,634 |
|
Repayment of borrowings |
|
|
|
- |
(3,806) |
(110,663) |
|
Net cash generated by/ (used in) financing activities |
|
|
|
378 |
776 |
(101,113) |
|
|
|
|
|
|
|
|
|
Net increase/ (decrease) in cash, cash equivalents and bank overdrafts |
|
|
|
5,266 |
7,306 |
(4,511) |
|
Cash, cash equivalents and bank overdrafts - beginning of period |
|
|
|
171 |
4,682 |
4,682 |
|
Cash, cash equivalents and bank overdrafts - end of period |
|
|
|
5,437 |
11,988 |
171 |
Consolidated statement of changes in equity
for the 26 week period ended 29th June 2008
|
|
Share capital |
Share premium |
Other reserves |
Retained earnings |
Total equity |
|
|
£000 |
£000 |
£000 |
£000 |
£000 |
|
|
|
|
|
|
|
|
Unaudited 26 weeks to 29th June 2008 |
|
|
|
|
|
|
Balance at 31st December 2007 |
6,140 |
34,841 |
57,724 |
(19,366) |
79,339 |
|
Profit for the period |
- |
- |
- |
5,416 |
5,416 |
|
Balance at 29th June 2008 |
6,140 |
34,841 |
57,724 |
(13,950) |
84,755 |
|
|
|
|
|
|
|
|
Unaudited 26 weeks to 1st July 2007 |
|
|
|
|
|
|
Balance at 1st January 2007 |
6,140 |
34,841 |
57,724 |
(8,934) |
89,771 |
|
Profit for the period |
- |
- |
- |
2,087 |
2,087 |
|
Share incentive plan |
- |
- |
- |
(10) |
(10) |
|
Balance at 1st July 2007 |
6,140 |
34,841 |
57,724 |
(6,857) |
91,848 |
|
|
|
|
|
|
|
|
52 weeks to 30th December 2007 |
|
|
|
|
|
|
Balance at 1st January 2007 |
6,140 |
34,841 |
57,724 |
(8,934) |
89,771 |
|
Loss for the period |
- |
- |
- |
(10,422) |
(10,422) |
|
Share incentive plan |
- |
- |
- |
(10) |
(10) |
|
Balance at 30th December 2007 |
6,140 |
34,841 |
57,724 |
(19,366) |
79,339 |
Notes
1 Basis of preparation and Statement of Directors' Responsibilities
The financial information in this report has been prepared under the historical cost convention, as modified by the revaluation of derivative instruments to fair value through the income statement, and incorporates the consolidated results of Georgica PLC and all its subsidiaries (together 'the group') for the 26 week period ended 29th June 2008. The financial information for the 26 week period ended 29th June 2008 has been prepared in accordance with the Disclosure and Transparency Rules of the Financial Services Authority and with IAS 34, 'Interim financial reporting' as adopted by the European Union. The condensed consolidated interim financial information should be read in conjunction with the annual financial statements for the 52 week period to 30th December 2007, which have been prepared in accordance with IFRSs as adopted by the European Union. The interim management report is incorporated within the Chairman's statement, supplemented by the information in note 9 'Operating review'.
The financial information for the 26 week period ended 29th June 2008 is unaudited and has not been reviewed by the company's auditors. It does not constitute statutory financial statements within the meaning of Section 240 of the Companies Act 1985. The financial information for the 52 week period to 30th December 2007 has been extracted from the financial statements for that period which were approved by the board of directors on 5th February 2008 and have been filed with the Registrar of Companies. The report of the auditors on those financial statements was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under section 237 of the Companies Act 2005.
Except as described below, the accounting policies applied in this report are consistent with those of the financial statements for the 52 week period to 30th December 2007, as described in those financial statements. The tax charge for the 26 week period to 29th June 2008 is based on the expected effective tax rate for the 52 week period ending 28th December 2008. The following new standards, amendments to standards or interpretations are mandatory for the first time for the financial year beginning 31st December 2007, but are not currently relevant for the group: IFRIC 11, 'IFRS 2 - Group and treasury share transactions'; IFRIC 12, 'Service concession arrangements', and IFRIC 14 - IAS 19, 'The limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction'. The following new standards, amendments to standards or interpretations have been issued but are not effective for the financial year beginning 31st December 2007 and have not been early adopted: IFRS 8, 'Operating segments'; IAS 23 (amendment), 'Borrowing costs'; IFRS 2 (amendment),'Share-based payment'; IFRS 3 (amendment), 'Business combinations' and consequential amendments to IAS 27, 'Consolidated and separate financial statements', IAS 28, 'Investments in associates' and IAS 31, 'Interests in joint ventures'; IAS 1 (amendment), 'Presentation of financial statements'; IAS 32 (amendment), 'Financial instruments: presentation' and consequential amendments to IAS 1, 'Presentation of financial statements'; IFRIC 13, 'Customer loyalty programmes'; IFRS 1 (amendment), 'First time adoption of IFRS' and consequential amendments to IAS 27, 'Consolidated and separate financial statements'; IAS 27 (amendment), 'Consolidated and separate financial statements'; IAS 1(amendment), 'Presentation of financial statements'; IAS 21 (amendment), 'Net investment in a foreign operation'; IFRIC 15, 'Agreements for construction of real estates'; and IFRIC 16, 'Hedges of a net investment in a foreign operation'.
This report was approved by the directors on 29th July 2008.
Statement of Directors' Responsibilities
The directors confirm that this condensed interim financial information has been prepared in accordance with IAS 34 as adopted by the European Union 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:
-
an indication of important events that have occurred during the 26 week period and their impact on the condensed set of financial statements, and a description of the principal risks and uncertainties for the remaining 26 weeks of the financial year; and material related party transactions in the 26 week period and any material changes in the related party transactions described in the financial statements for the 52 week period to 30th December 2007.
The directors of Georgica PLC are listed at the front of this interim report.
By order of the Board
Don Hanson Simon Prew
Chairman Finance Director
29th July 2008
2 Segment information
The group, all of whose activities are conducted in the UK, comprises the following main business segments:
Tenpin (Bowling) - Tenpin is the largest tenpin bowling operator in the UK with an approximate 20% share of the UK market.
Georgica - this comprises 6 (formerly 8 - two were sold in the period) properties held for sale for redevelopment together with central management, being company secretarial and the board, central finance and head office assets and costs.
Until 28th August 2007 Georgica had a third segment, Rileys (Cue sports), which it sold on that date - Rileys is the largest and only national cue sports operator in the UK, accounting for approximately 15% of the total number of dedicated cue sports venues. Rileys has been classified as discontinued business below.
The segment results and capital expenditure for the 26 week period ended 29th June 2008 and the segment assets and liabilities at 29th June 2008 are as follows:
|
|
|
|
Continuing |
Discontinued |
Total |
|
Unaudited |
Tenpin |
Georgica |
Business |
Business |
Group |
|
|
£000 |
£000 |
£000 |
£000 |
£000 |
|
|
|
||||
|
|
|
|
|
|
|
|
Segment revenue - external |
33,386 |
- |
33,386 |
- |
33,386 |
|
|
|
|
|
|
|
|
Operating profit - segment result |
5,072 |
(236) |
4,836 |
- |
4,836 |
|
|
|
|
|
| |
|
Net interest |
|
|
(263) |
- |
(263) |
|
Profit before tax |
|
|
4,573 |
- |
4,573 |
|
Tax |
|
|
843 |
- |
843 |
|
Discontinued operations, net (see note 3) |
|
|
- |
- |
- |
|
Profit after tax for the period |
|
|
5,416 |
- |
5,416 |
|
|
|
|
|
|
|
|
Other segment items included in the income statement |
|
|
|
|
|
|
Impairment of goodwill |
- |
- |
- |
- |
- |
|
Depreciation of property, plant and equipment |
(1,946) |
(42) |
(1,988) |
- |
(1,988) |
|
Impairment of property, plant and equipment |
- |
- |
- |
- |
- |
|
|
|
|
|
|
|
|
Segment assets |
94,882 |
8,496 |
103,378 |
- |
103,378 |
|
Segment liabilities |
(18,224) |
(399) |
(18,623) |
- |
(18,623) |
|
Net assets |
76,658 |
8,097 |
84,755 |
- |
84,755 |
|
|
|
|
|
|
|
|
Capital expenditure |
2,146 |
4 |
2,150 |
- |
2,150 |
The segment results and capital expenditure for the 26 week period ended 1st July 2007 and the segment assets and liabilities at 1st July 2007 are as follows:
|
|
|
|
Continuing |
Discontinued |
Total |
|
Unaudited |
Tenpin |
Georgica |
Business |
Business |
Group |
|
|
£000 |
£000 |
£000 |
£000 |
£000 |
|
|
|
||||
|
|
|
|
|
|
|
|
Segment revenue - external |
34,139 |
- |
34,139 |
- |
34,139 |
|
|
|
|
|
|
|
|
Operating profit - segment result |
4,009 |
(3,207) |
802 |
- |
802 |
|
|
|
|
|
| |
|
Net interest |
|
|
(5,295) |
- |
(5,295) |
|
Loss before tax |
|
|
(4,493) |
- |
(4,493) |
|
Tax |
|
|
898 |
- |
898 |
|
Discontinued operations, net (see note 3) |
|
|
- |
5,682 |
5,682 |
|
(Loss)/ profit after tax for the period |
|
|
(3,595) |
5,682 |
2,087 |
|
|
|
|
|
|
|
|
Other segment items included in the income statement |
|
|
|
|
|
|
Impairment of goodwill |
(8) |
- |
(8) |
(130) |
(138) |
|
Depreciation of property, plant and equipment |
(1,982) |
(51) |
(2,033) |
(2,511) |
(4,544) |
|
Impairment of property, plant and equipment |
(302) |
- |
(302) |
- |
(302) |
|
|
|
|
|
|
|
|
Segment assets |
112,391 |
14,749 |
127,140 |
102,227 |
229,367 |
|
Segment liabilities |
(5,737) |
(119,011) |
(124,748) |
(12,771) |
(137,519) |
|
Net assets |
106,654 |
(104,262) |
2,392 |
89,456 |
91,848 |
|
|
|
|
|
|
|
|
Capital expenditure |
2,430 |
9 |
2,439 |
7,553 |
9,992 |
3 Discontinued operations
There have been no profits, losses or cash flows recorded in relation to discontinued operations in the 26 weeks to 29th June 2008.
On 28th August 2007, Rileys Limited completed the sale and lease back of 44 freehold and long leasehold properties for cash consideration, before costs, of £28.0m. A profit of £11.2m was recorded by Rileys, after deduction of fees of £0.7m and the related net book value of £16.1m. On 28th August 2007 Georgica Holdings Limited sold the entire ordinary share capital of Rileys Limited to Crucible Acquisitions Limited, an acquisition vehicle of Greenhill Capital Partners Europe LLP and North Atlantic Value LLP, for £34.9m consideration received in cash. Accordingly, Rileys was treated as a discontinued operation in the results for the 52 weeks to 30th December 2007. Also included in the discontinued operations line in the income statement is the loss on disposal of Rileys, being the loss on sale including costs.
Discontinued operations also include profits related to Allied Leisure Limited. In 2004 a receiver was appointed to Allied Leisure, which was a subsidiary of the company at that time. In June 2006 a settlement agreement was signed with the Allied receiver, in accordance with which the group made a settlement payment of £1.0m. In the 52 weeks to 30th December 2007, Georgica's funding banks, being the secured creditors of Allied Leisure, received payments of £0.2m in respect of the receivership. Under the terms of the loan agreement this amount was applied to reduce Georgica's borrowings and a profit of £0.2m was recorded. Allied Leisure is now being dissolved following completion of the receivership. 4 Property, plant and equipment
|
Unaudited |
Freehold land and buildings |
Long leasehold premises |
Short leasehold premises |
Fixtures, fittings and equipment |
Total |
|
|
£000 |
£000 |
£000 |
£000 |
£000 |
|
26 weeks to 29th June 2008 |
|
|
|
|
|
|
Cost |
|
|
|
|
|
|
At 31st December 2007 |
- |
7,324 |
21,485 |
39,797 |
68,606 |
|
Additions |
- |
9 |
70 |
2,072 |
2,151 |
|
Disposals |
- |
(1,249) |
(166) |
(1,001) |
(2,416) |
|
At 29th June 2008 |
- |
6,084 |
21,389 |
40,868 |
68,341 |
|
Depreciation and impairment |
|
|
|
|
|
|
At 31st December 2007 |
- |
1,310 |
7,042 |
14,590 |
22,942 |
|
Charge for the period |
- |
107 |
312 |
1,569 |
1,988 |
|
Disposals |
- |
(208) |
(162) |
(301) |
(671) |
|
At 29th June 2008 |
- |
1,209 |
7,192 |
15,858 |
24,259 |
|
Net book value |
|
|
|
|
|
|
At 29th June 2008 |
- |
4,875 |
14,197 |
25,010 |
44,082 |
|
At 31st December 2007 |
- |
6,014 |
14,443 |
25,207 |
45,664 |
|
|
|
|
|
|
|
|
26 weeks to 1st July 2007 |
|
|
|
|
|
|
Cost |
|
|
|
|
|
|
At 1st January 2007 |
29,909 |
20,994 |
40,522 |
71,430 |
162,855 |
|
Additions |
677 |
82 |
2,301 |
3,397 |
6,457 |
|
Disposals |
(109) |
- |
(678) |
(572) |
(1,359) |
|
At 1st July 2007 |
30,477 |
21,076 |
42,145 |
74,255 |
167,953 |
|
Depreciation and impairment |
|
|
|
|
|
|
At 1st January 2007 |
2,411 |
2,637 |
9,704 |
28,453 |
43,205 |
|
Charge for the period |
295 |
275 |
733 |
3,241 |
4,544 |
|
Disposals |
(9) |
- |
(268) |
(425) |
(702) |
|
Impairment |
- |
- |
- |
302 |
302 |
|
At 1st July 2007 |
2,697 |
2,912 |
10,169 |
31,571 |
47,349 |
|
Net book value |
|
|
|
|
|
|
At 1st July 2007 |
27,780 |
18,164 |
31,976 |
42,684 |
120,604 |
|
At 1st January 2007 |
27,498 |
18,357 |
30,818 |
42,977 |
119,650 |
5 Earnings per share
Basic earnings per share for each period is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares in issue during the period, including convertible ordinary shares which are converted at the conversion rate applicable at each period end.
For diluted earnings per share, the weighted average number of ordinary shares in issue is adjusted to reflect the impact of all dilutive potential ordinary shares. The potential dilutive effects of the shares held by the Georgica Share Incentive Plan Limited are set out below. The group's incentive schemes, although based on share price movements, will all be cash settled and so are not dilutive.
Details of the earnings and weighted average number of ordinary shares used in each calculation are set out below.
|
|
Unaudited 26 weeks to 29th June 2008 |
Unaudited 26 weeks to 1st July 2007 |
52 weeks to 30th December 2007 |
|
|
£000 |
£000 |
£000 |
|
|
|
|
|
|
Earnings attributable to ordinary shareholders - continuing operations |
5,416 |
(3,595) |
8,553 |
|
|
|
|
|
|
Earnings attributable to ordinary shareholders - discontinued operations |
- |
5,682 |
(18,975) |
|
|
|
|
|
|
Earnings attributable to ordinary shareholders |
5,416 |
2,087 |
(10,422) |
|
|
|
|
|
|
|
Number of shares | ||
|
Weighted average number of ordinary shares: |
|
|
|
|
For basic earnings per share |
102,794,936 |
102,801,826 |
102,799,604 |
|
Effect of shares held by the Georgica Share Incentive Plan |
165,382 |
158,492 |
160,714 |
|
For diluted earnings per share |
102,960,318 |
102,960,318 |
102,960,318 |
|
|
|
|
|
|
Effective number of ordinary shares in issue at the period end, assuming maximum conversion of convertible shares |
107,575,000 |
107,575,000 |
107,575,000 |
|
|
|
|
|
|
|
Pence per share | ||
|
|
|
|
|
|
Basic earnings per share - continuing |
5.3p |
(3.5)p |
8.3p |
|
Diluted earnings per share - continuing |
5.3p |
(3.5)p |
8.3p |
|
|
|
|
|
|
Basic earnings per share - discontinued |
- |
5.5p |
(18.4)p |
|
Diluted earnings per share - discontinued |
- |
5.5p |
(18.4)p |
|
|
|
|
|
|
Basic earnings per share |
5.3p |
2.0p |
(10.1)p |
|
Diluted earnings per share |
5.3p |
2.0p |
(10.1)p |
6 Cash flows from operating activities
Reconciliation of profit/(loss) for the period to cash generated by operations:
|
|
Unaudited 26 weeks to 29th June 2008 |
Unaudited 26 weeks to 1st July 2007 |
52 weeks to 30th December 2007 |
|
|
£000 |
£000 |
£000 |
|
Profit/ (loss) for the period - continuing operations |
5,416 |
(3,595) |
8,553 |
|
Adjustments for: |
|
|
|
|
Tax |
(843) |
(898) |
(1,392) |
|
Interest income |
(118) |
(134) |
(252) |
|
Interest expense and finance charges |
381 |
5,429 |
16,211 |
|
Impairment of property, plant and equipment |
- |
- |
1,412 |
|
Impairment of goodwill |
- |
8 |
1,837 |
|
Depreciation and amortisation of intangible assets |
92 |
62 |
164 |
|
Depreciation |
1,988 |
2,335 |
4,027 |
|
Profit on disposal |
(3,446) |
- |
(26,260) |
|
Changes in working capital: |
|
|
|
|
Decrease/ (increase) in inventories |
6 |
206 |
(20) |
|
Decrease/ (increase) in trade and other receivables |
1,161 |
(234) |
(1,222) |
|
(Decrease)/ increase in payables |
(3,339) |
(370) |
433 |
|
(Decrease)/ increase in provisions |
(73) |
90 |
986 |
|
Cash generated by continuing operations |
1,225 |
2,899 |
4,477 |
|
|
|
|
|
|
Profit/ (loss) for the period - discontinued operations |
- |
5,682 |
(18,975) |
|
Adjustments for: |
|
|
|
|
Tax |
- |
(1,843) |
5,294 |
|
Interest expense and finance charges |
- |
(133) |
224 |
|
Impairment of goodwill |
- |
130 |
130 |
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