SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
July 22, 2003
TM GROUP HOLDINGS PLC
(Registrant’s name)
TM HOUSE, ASHWELLS ROAD, BRENTWOOD, ESSEX CM15 9ST, ENGLAND
(Address of Principal Executive Offices)
(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form
40-F.) Form 20-F x Form 40-F ¨
(Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.) Yes ¨ No x
(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
TM GROUP HOLDINGS PLC | ||||||||
Date | July 22, 2003 | By: | /s/ Russell Cox | |||||
Russell Cox | ||||||||
Finance Director |
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Exhibit Index
The following documents (bearing the exhibit number listed below) are furnished herewith and are made a part of this Report pursuant to the General Instructions for Form 6-K:
Exhibit | Description | Sequential Page No. | ||
Press Announcement re: Results (Unaudited) of the Second Quarter ended May 31, 2003 dated July 22, 2003 | 4 |
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PRESS ANNOUNCEMENT
TM GROUP HOLDINGS PLC
RESULTS (UNAUDITED) OF THE SECOND QUARTER
ENDED 31 MAY 2003
TM Group Holdings PLC today announced results for the second quarter ended 31 May 2003.
Financial highlights (UK GAAP):
13 weeks ended | 26 weeks ended | |||||||
31.05.03 | 25.05.02 | 31.05.03 | 25.05.02 | |||||
£ millions | ||||||||
Turnover | 160.0 | 168.2 | 318.4 | 333.7 | ||||
PBIT | 5.2 | 5.2 | 10.6 | 9.9 | ||||
EBITDA | 7.9 | 7.8 | 15.8 | 15.2 |
Turnover at £160.0m was slightly lower than the prior year. The Group has revised the presentation of turnover to reflect the commission only on sales of electronic phone top up which has and continues to develop whilst replacing the existing voucher form.
PBIT at £5.2m was in line with last year with operating profit broadly unchanged.
EBITDA at £7.9m was slightly ahead of last year.
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TM Retail
Turnover at £160.0m for the 13 weeks to 31 May 2003 was £8.2m lower than prior year. Under the previous classification of E-top up revenues, turnover would have declined £1.4m to £172.2m in the quarter (£1.8m decline to £341.9m for the year to date).
Same store takings before lottery were 1.4% ahead of last year. This measure was stronger in convenience stores at 2.9% ahead and was an improvement over the first quarter of the year overall.
Operating profit for the quarter before group central overheads and profit on asset disposals was £0.1m lower than prior year at £5.5m. PBIT before group overheads at £5.9m was in line with prior year.
The underlying sales performance was stronger in the quarter compared to earlier in the year. Minerals, grocery and phone top-up continued to grow and performance over Mothers Day and Easter seasons was good. Tobacco sales have improved over earlier in the year and whilst they remain in decline in sales terms, total margins were ahead in this category.
Overall trading margins were also ahead of last year with positive contributions from stronger minerals in particular, as well as tobacco products. Convenience store profitability continued to improve, with a small decline in Newsagent and Variety stores.
The weighted average store base was 2% lower than last year in the quarter.
The number of trading stores at the end of the quarter was 1,204 after 6 net closures. Of the closing base, 316 were classified Convenience stores, 129 Variety stores and 759 Newsagents.
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Other
Central overheads for the quarter were lower than last year.
Net interest payable at £4.3m was £0.6m lower than last year, as a result of the debt redemptions in 2002.
Sterling strengthened in the quarter to £1 = $1.65 by the quarter end. This gave rise to an exchange gain on retranslation of the bonds that was significantly higher than the compensating net reduction in value of currency hedges.
Cash flow
Cash inflow from operating activities was £4.3m compared to an outflow of £1.9m last year.
Financing cash movements include the purchase of a six month hedge option on $125m at a strike rate of £1 = $1.55.
Net CAPEX for the quarter was in line with last year at £1.7m.
At the quarter end, cash balances net of a small drawing under the company’s working capital facilities stood at £4.9m.
The matters discussed in this news release include forward-looking statements that are subject to risks and uncertainties including, but not limited to, economic conditions, product demand, competitive products and services, government regulation, financial resources, certain litigation and other risks indicated in filings with the US Securities and Exchange Commission.
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TM GROUP HOLDINGS PLC
CONSOLIDATED PROFIT AND LOSS ACCOUNT
(unaudited)
13 weeks ended | 26 weeks ended | |||||||||||
31.05.03 | 25.05.02 | 31.05.03 | 25.05.02 | |||||||||
(£ thousands) | ||||||||||||
Sales: | ||||||||||||
TM Retail | 159,987 | 168,212 | 318,409 | 333,683 | ||||||||
Operating costs: | ||||||||||||
TM Retail | (154,448 | ) | (162,541 | ) | (307,944 | ) | (322,921 | ) | ||||
Central | (661 | ) | (738 | ) | (1,329 | ) | (1,403 | ) | ||||
(155,109 | ) | (163,279 | ) | (309,273 | ) | (324,324 | ) | |||||
Operating profit: | ||||||||||||
TM Retail | 5,539 | 5,671 | 10,465 | 10,762 | ||||||||
Central | (661 | ) | (738 | ) | (1,329 | ) | (1,403 | ) | ||||
4,878 | 4,933 | 9,136 | 9,359 | |||||||||
Profit/(loss) on asset disposals: | ||||||||||||
TM Retail | 348 | 238 | 1,480 | 584 | ||||||||
Central | 3 | — | 3 | (18 | ) | |||||||
351 | 238 | 1,483 | 566 | |||||||||
Profit before interest and taxation: | ||||||||||||
TM Retail | 5,887 | 5,909 | 11,945 | 11,346 | ||||||||
Central | (658 | ) | (738 | ) | (1,326 | ) | (1,421 | ) | ||||
5,229 | 5,171 | 10,619 | 9,925 | |||||||||
Net interest payable | (4,282 | ) | (4,910 | ) | (8,565 | ) | (9,826 | ) | ||||
Exchange movement on re-translation of Senior Notes and Currency Hedge | 2,705 | 319 | 2,388 | 571 | ||||||||
Net interest payable and similar charges | (1,577 | ) | (4,591 | ) | (6,177 | ) | (9,255 | ) | ||||
Profit before taxation | 3,652 | 580 | 4,442 | 670 | ||||||||
Taxation | (1,300 | ) | (714 | ) | (1,739 | ) | (741 | ) | ||||
Profit/(loss) for the period | 2,352 | (134 | ) | 2,703 | (71 | ) | ||||||
All figures are presented under UK GAAP.
The Group has revised the presentation of sales arising from the processing of electronic phone top-up transactions, to reflect only the commission earned on these transactions. This has no impact on operating profit. The comparative figures for sales and operating costs have been adjusted accordingly, resulting in a reduction in sales and operating costs of £5,449,000 for the 13 weeks ended 25 May 2002 and £10,059,000 for the 26 weeks ended 25 May 2002.
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TM GROUP HOLDINGS PLC
CONSOLIDATED BALANCE SHEET
(unaudited)
31.05.03 | 30.11.02 | |||||
(£ thousands) | ||||||
Fixed assets | ||||||
Tangible fixed assets | 49,496 | 50,826 | ||||
Intangible fixed assets | 6,906 | 6,718 | ||||
56,402 | 57,544 | |||||
Current assets | ||||||
Inventories | 31,547 | 34,378 | ||||
Debtors | 20,959 | 22,389 | ||||
Other current assets | 417 | 2,780 | ||||
Cash at bank and in hand | 5,691 | 21,410 | ||||
58,614 | 80,957 | |||||
Creditors: amounts falling due within one year | ||||||
Short-term loan | (760 | ) | — | |||
Trade creditors | (47,370 | ) | (67,216 | ) | ||
Other liabilities | (11,664 | ) | (12,972 | ) | ||
(59,794 | ) | (80,188 | ) | |||
Net current liabilities | (1,180 | ) | 769 | |||
Total assets less current liabilities | 55,222 | 58,313 | ||||
Creditors: amounts falling due after more than one year | ||||||
Senior and senior subordinated notes | (138,995 | ) | (144,470 | ) | ||
Other | (726 | ) | (767 | ) | ||
(139,721 | ) | (145,237 | ) | |||
Provisions for liabilities and charges | (2,433 | ) | (2,711 | ) | ||
Net liabilities | (86,932 | ) | (89,635 | ) | ||
Capital and reserves | ||||||
Called up share capital | 212 | 212 | ||||
Share premium account | 20,527 | 20,527 | ||||
Profit and loss account | (47,779 | ) | (50,482 | ) | ||
Other reserve | (59,892 | ) | (59,892 | ) | ||
(86,932 | ) | (89,635 | ) | |||
The dollar liability under the Senior Notes has been translated at $1.6521, being a representative US dollar/UK sterling exchange rate on 31 May 2003.
All figures are presented under UK GAAP.
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TM GROUP HOLDINGS PLC
CONSOLIDATED CASH FLOW STATEMENT
(unaudited)
13 weeks ended | 26 weeks ended | |||||||||||
31.05.03 | 25.05.02 | 31.05.03 | 25.05.02 | |||||||||
(£ thousands) | ||||||||||||
Net cash inflow/(outflow) from operating activities | 4,268 | (1,945 | ) | (5,848 | ) | (11,453 | ) | |||||
Returns on investments and servicing of finance | ||||||||||||
Net interest paid | (8,211 | ) | (9,775 | ) | (8,234 | ) | (8,949 | ) | ||||
Tax(paid)/ refunded | — | (40 | ) | — | 3 | |||||||
Capital expenditure and financial investment | ||||||||||||
Purchase to acquire tangible fixed assets | (2,388 | ) | (2,031 | ) | (4,695 | ) | (5,633 | ) | ||||
Receipts from sale of tangible fixed assets | 646 | 393 | 2,621 | 1,235 | ||||||||
(1,742 | ) | (1,638 | ) | (2,074 | ) | (4,398 | ) | |||||
Acquisitions and disposals | ||||||||||||
Purchase of businesses | (307 | ) | (46 | ) | (621 | ) | (189 | ) | ||||
Sale of businesses | — | — | 1,250 | 2,458 | ||||||||
(307 | ) | (46 | ) | 629 | 2,269 | |||||||
Management of liquid resources | ||||||||||||
Decrease in short-term deposits | 7,207 | 13,218 | 12,825 | 21,163 | ||||||||
Net cash inflow/(outflow) before financing | 1,215 | (226 | ) | (2,702 | ) | (1,365 | ) | |||||
Financing | ||||||||||||
Redemption of bonds | — | (16 | ) | — | (16 | ) | ||||||
Repayment of loans | — | — | — | (287 | ) | |||||||
Movement in short-term debt | 760 | — | 760 | — | ||||||||
Purchase of hedging instrument | (952 | ) | — | (952 | ) | — | ||||||
Repayment of capital element of finance leases | — | — | — | (3 | ) | |||||||
(192 | ) | (16 | ) | (192 | ) | (306 | ) | |||||
Increase/(decrease) in cash | 1,023 | (242 | ) | (2,894 | ) | (1,671 | ) | |||||
The reconciliation of operating profit to net cash flow from operating activities is as follows:
13 weeks ended | 26 weeks ended | |||||||||||
31.05.03 | 25.05.02 | 31.05.03 | 25.05.02 | |||||||||
(£ thousands) | ||||||||||||
Operating profit | 4,878 | 4,933 | 9,136 | 9,359 | ||||||||
Depreciation and amortisation charges | 2,622 | 2,661 | 5,219 | 5,248 | ||||||||
Movement in provisions | (80 | ) | (44 | ) | (278 | ) | (345 | ) | ||||
Decrease in inventories | 499 | 851 | 2,932 | 2,480 | ||||||||
Decrease/(increase) in debtors | 265 | (367 | ) | (608 | ) | (1,978 | ) | |||||
Decrease in creditors | (3,916 | ) | (9,979 | ) | (22,249 | ) | (26,217 | ) | ||||
Net cash inflow/(outflow) from operating activities | 4,268 | (1,945 | ) | (5,848 | ) | (11,453 | ) | |||||
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Contact: | Russell Cox | |
TM Group Holdings PLC | ||
TM House | ||
Ashwells Road | ||
Brentwood | ||
Essex CM15 9ST | ||
Tel: 01277 372916 | ||
e-mail: tmgh@tmgh.com |
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