FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
March 25, 2004
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 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.
| | | | | | | | |
Date: March 25, 2004 | | | | TM GROUP HOLDINGS PLC |
| | | | |
| | | | | | | By: | | /s/ RUSSELL COX |
| | | | | | | | |
|
| | | | | | | | | Russell Cox Finance Director |
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 Fourth Quarter ended November 29, 2003 dated March 25, 2004 | | 4 |
PRESS ANNOUNCEMENT
TM GROUP HOLDINGS PLC
PRELIMINARY RESULTS (UNAUDITED) OF THE FOURTH QUARTER
ENDED 29 NOVEMBER 2003
TM Group Holdings PLC today announced results for the fourth quarter ended 29 November 2003.
Financial highlights (UK GAAP):
| | | | | | | | |
| | | 13
weeks ended
| | 14
weeks
ended
| | 52
weeks
ended
| | 53
weeks
ended
|
| | | 29.11.03
| | 30.11.02
| | 29.11.03
| | 30.11.02
|
| | | £ millions |
Turnover(1) | | 157.2 | | 168.9 | | 635.5 | | 664.5 |
PBIT | | 5.4 | | 4.8 | | 22.6 | | 21.4 |
EBITDA | | 8.1 | | 7.6 | | 33.1 | | 32.1 |
| (1) | Restated for 2002 (see page 4) |
Turnover at £157.2m for the quarter was lower than the prior year principally as a result of the extra week. Same store takings before lottery continued to be positive during the period and this effect was offset by a slightly lower store base and the continued migration of phone top-up transactions to the electronic form.
For the quarter, PBIT of £5.4m was £0.6m ahead of the prior year. Operating profit was ahead in TM Retail by £0.3m offset by higher Central costs. Profit on asset disposals was £0.6m higher.
For the year, profits on disposal of assets at £3.9m was the same as last year. PBIT at £22.6m was £1.2m higher than last year, and EBITDA was £1.0m ahead.
Net interest payable for the year at £16.7m was significantly lower than the previous year at £21.7m.
TM Retail
Turnover at £157.2m for the 13 weeks to 29 November 2003 was £11.7m lower than prior year which included one extra week.
Operating profit for the quarter before group central overheads and profit on asset disposals was £0.3m higher than prior year at £5.1m.
Same store takings before lottery were 2.4% ahead of last year. This measure was stronger in convenience stores at 4.3% ahead and at a similar level to the third quarter. The weighted average store base for the quarter was 1.7% lower than last year.
The underlying sales performance remained positive with news, minerals and grocery contributing. Confectionery and tobacco also improved slightly. The fireworks season was reasonable overall.
Trading margins generally were strongly ahead taking into account the extra week last year. News, tobacco and grocery all contributed to this trend. On a pro rata basis, branch costs were higher influenced in part by the October rise in the National Minimum Wage but overheads were lower than the prior year for the quarter.
The number of trading stores at the end of the quarter was 1,196 after a net reduction of 5 during the quarter. Of the closing base, 314 were classified Convenience stores, 122 Variety stores and 760 Newsagents.
Group overheads and financing costs
Central costs at £1.4m were £0.3m higher than prior year with additional advisory costs incurred during the quarter. Cumulatively Central costs were only slightly higher than prior year.
Net interest payable at £3.8m for the quarter was £0.7m lower than prior year. This represents an underlying reduction of £0.3m due to the extra week in the quarter last year, the remainder representing exchange rate movements.
Sterling strengthened to £1 = $1.7101 at the quarter end, giving an unrealised exchange gain for the quarter of £6.1m, net of the revaluation of the Company’s currency hedges.
Cash flow
Cash inflow from operating activities in the quarter was strong at £24.2m and compared to a similar inflow of £21.6m last year.
CAPEX for the quarter was £2.3m, inclusive of business purchases.
At the quarter end, cash and bank balances stood at £25.6m. There were no drawings under the company’s working capital facilities at the end of the quarter
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.
TM GROUP HOLDINGS PLC
CONSOLIDATED PROFIT AND LOSS ACCOUNT
(unaudited)
| | | | | | | | | | | | |
| | | 13 weeks
ended
| | | (Restated) 14 weeks
ended
| | | 52 weeks
ended
| | | (Restated) 53 weeks
ended
| |
| | | 29.11.03
| | | 30.11.02
| | | 29.11.03
| | | 30.11.02
| |
| | | (£ thousands) | |
Sales: | | | | | | | | | | | | |
TM Retail | | 157,189 | | | 168,888 | | | 635,453 | | | 664,461 | |
Operating costs before restructuring costs: | | | | | | | | | | | | |
TM Retail | | (152,042 | ) | | (164,126 | ) | | (613,446 | ) | | (642,906 | ) |
Central | | (1,371 | ) | | (1,016 | ) | | (3,356 | ) | | (3,288 | ) |
| | |
|
| |
|
| |
|
| |
|
|
| | | (153,413 | ) | | (165,142 | ) | | (616,802 | ) | | (646,194 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Restructuring costs | | — | | | 41 | | | — | | | (759 | ) |
Operating profit: | | | | | | | | | | | | |
TM Retail | | 5,147 | | | 4,815 | | | 22,007 | | | 20,808 | |
Central | | (1,371 | ) | | (1,028 | ) | | (3,356 | ) | | (3,300 | ) |
| | |
|
| |
|
| |
|
| |
|
|
| | | 3,776 | | | 3,787 | | | 18,651 | | | 17,508 | |
| | |
|
| |
|
| |
|
| |
|
|
Profit/(loss) on asset disposals: | | | | | | | | | | | | |
TM Retail | | 1,664 | | | 1,059 | | | 3,905 | | | 3,925 | |
Central | | — | | | — | | | 3 | | | (18 | ) |
| | |
|
| |
|
| |
|
| |
|
|
| | | 1,664 | | | 1,059 | | | 3,908 | | | 3,907 | |
| | |
|
| |
|
| |
|
| |
|
|
Profit before interest and taxation: | | | | | | | | | | | | |
TM Retail | | 6,811 | | | 5,874 | | | 25,912 | | | 24,733 | |
Central | | (1,371 | ) | | (1,028 | ) | | (3,353 | ) | | (3,318 | ) |
| | |
|
| |
|
| |
|
| |
|
|
| | | 5,440 | | | 4,846 | | | 22,559 | | | 21,415 | |
| | |
|
| |
|
| |
|
| |
|
|
Net interest payable | | (3,827 | ) | | (4,554 | ) | | (16,725 | ) | | (21,703 | ) |
Exchange movement on re-translation of senior notes and currency hedge | | 6,099 | | | (858 | ) | | 4,631 | | | 1,171 | |
| | |
|
| |
|
| |
|
| |
|
|
Net interest payable and similar charges | | 2,272 | | | (5,412 | ) | | (12,094 | ) | | (20,532 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Profit/(loss) before taxation | | 7,712 | | | (566 | ) | | 10,465 | | | 883 | |
Taxation | | (1,270 | ) | | 1,197 | | | (2,021 | ) | | (139 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Profit after taxation | | 6,442 | | | 631 | | | 8,444 | | | 744 | |
Dividend | | — | | | — | | | — | | | (22,450 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Profit/(loss) for the period | | 6,442 | | | 631 | | | 8,444 | | | (21,706 | ) |
| | |
|
| |
|
| |
|
| |
|
|
All figures are presented under UK GAAP.
The Company 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 £10,299,000 for the 14 weeks ended 30 November 2002 and £27,313,000 for the 53 weeks ended 30 November 2002.
TM GROUP HOLDINGS PLC
CONSOLIDATED BALANCE SHEET
(unaudited)
| | | | | | |
| | | 29.11.03
| | | 30.11.02
| |
| | | (£ thousands) | |
Fixed assets | | | | | | |
Tangible fixed assets | | 47,728 | | | 50,826 | |
Intangible fixed assets | | 7,533 | | | 6,718 | |
| | |
|
| |
|
|
| | | 55,261 | | | 57,544 | |
| | |
|
| |
|
|
Current assets | | | | | | |
Inventories | | 34,115 | | | 34,378 | |
Debtors | | 27,844 | | | 22,389 | |
Other current assets | | 177 | | | 2,780 | |
Cash at bank and in hand | | 25,625 | | | 21,410 | |
| | |
|
| |
|
|
| | | 87,761 | | | 80,957 | |
| | |
|
| |
|
|
Creditors: amounts falling due within one year | | | | | | |
Trade creditors | | (68,091 | ) | | (67,216 | ) |
Other liabilities | | (17,026 | ) | | (12,972 | ) |
| | |
|
| |
|
|
| | | (85,117 | ) | | (80,188 | ) |
| | |
|
| |
|
|
Net current assets | | 2,644 | | | 769 | |
| | |
|
| |
|
|
Total assets less current liabilities | | 57,905 | | | 58,313 | |
Creditors: amounts falling due after more than one year | | | | | | |
Senior and senior subordinated notes | | (136,240 | ) | | (144,470 | ) |
Other | | (697 | ) | | (767 | ) |
| | |
|
| |
|
|
| | | (136,937 | ) | | (145,237 | ) |
| | |
|
| |
|
|
Provisions for liabilities and charges | | (2,159 | ) | | (2,711 | ) |
| | |
|
| |
|
|
Net liabilities | | (81,191 | ) | | (89,635 | ) |
| | |
|
| |
|
|
Capital and reserves | | | | | | |
Called up share capital | | 212 | | | 212 | |
Share premium account | | 20,527 | | | 20,527 | |
Profit and loss account | | (42,038 | ) | �� | (50,482 | ) |
Other reserve | | (59,892 | ) | | (59,892 | ) |
| | |
|
| |
|
|
| | | (81,191 | ) | | (89,635 | ) |
| | |
|
| |
|
|
The dollar liability under the Senior Notes has been translated at $1.7101 being a representative US dollar/UK sterling exchange rate on 29 November 2003.
All figures are presented under UK GAAP.
TM GROUP HOLDINGS PLC
CONSOLIDATED CASH FLOW STATEMENT
(unaudited)
| | | | | | | | | | | | |
| | | 13 weeks
ended
| | | 14 weeks
ended
| | | 52 weeks
ended
| | | 53 weeks
ended
| |
| | | 29.11.03
| | | 30.11.02
| | | 29.11.03
| | | 30.11.02
| |
| | | (£ thousands) | |
Net cash inflow from operating activities | | 24,246 | | | 21,616 | | | 24,970 | | | 19,617 | |
Returns on investments and servicing of finance | | | | | | | | | | | | |
Net interest paid | | (8,007 | ) | | (8,302 | ) | | (16,241 | ) | | (22,807 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Tax (paid)/refunded | | (250 | ) | | (120 | ) | | 311 | | | (1,691 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Capital expenditure and financial investment | | | | | | | | | | | | |
Payments to acquire tangible fixed assets | | (508 | ) | | (1,178 | ) | | (8,764 | ) | | (8,686 | ) |
Receipts from sale of tangible fixed assets | | 3,291 | | | 1,687 | | | 6,817 | | | 5,692 | |
| | |
|
| |
|
| |
|
| |
|
|
| | | 2,783 | | | 509 | | | (1,947 | ) | | (2,994 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Acquisitions and disposals | | | | | | | | | | | | |
Purchase of businesses | | (1,820 | ) | | (361 | ) | | (2,676 | ) | | (2,520 | ) |
Sale of businesses | | — | | | — | | | 1,250 | | | 2,458 | |
| | |
|
| |
|
| |
|
| |
|
|
| | | (1,820 | ) | | (361 | ) | | (1,426 | ) | | (62 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Management of liquid resources | | | | | | | | | | | | |
(Increase)/decrease in short-term deposits | | (6,956 | ) | | (11,235 | ) | | (1,262 | ) | | 83,394 | |
| | |
|
| |
|
| |
|
| |
|
|
Equity dividends paid | | — | | | — | | | — | | | (22,450 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Net cash inflow before financing | | 9,996 | | | 2,107 | | | 4,405 | | | 53,007 | |
| | |
|
| |
|
| |
|
| |
|
|
Financing | | | | | | | | | | | | |
Redemption of bonds | | — | | | — | | | — | | | (21,486 | ) |
Repayment of loans | | — | | | — | | | — | | | (30,287 | ) |
Purchase of hedging instruments | | (500 | ) | | — | | | (1,452 | ) | | — | |
Repayment of capital element of finance leases | | — | | | — | | | — | | | (3 | ) |
| | |
|
| |
|
| |
|
| |
|
|
| | | (500 | ) | | — | | | (1,452 | ) | | (51,776 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Increase in cash (excluding short-term deposits) | | 9,496 | | | 2,107 | | | 2,953 | | | 1,231 | |
| | |
|
| |
|
| |
|
| |
|
|
The reconciliation of operating profit to net cash flow from operating activities is as follows:
| | | | | | | | | | | | |
| | | 13 weeks
ended
| | | 14 weeks
ended
| | | 52 weeks
ended
| | | 53 weeks
ended
| |
| | | 29.11.03
| | | 30.11.02
| | | 29.11.03
| | | 30.11.02
| |
| | | (£ thousands) | |
Operating profit | | 3,776 | | | 3,787 | | | 18,651 | | | 17,508 | |
Depreciation and amortisation charges | | 2,670 | | | 2,791 | | | 10,534 | | | 10,730 | |
Movement in provisions | | (512 | ) | | (18 | ) | | (583 | ) | | (482 | ) |
(Increase)/decrease in inventories | | (4,706 | ) | | (5,532 | ) | | 543 | | | 555 | |
(Increase)/decrease in debtors | | (5,316 | ) | | 4,624 | | | (7,621 | ) | | 1,149 | |
Increase/(decrease) in creditors | | 28,334 | | | 15,964 | | | 3,446 | | | (9,843 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Net cash inflow from operating activities | | 24,246 | | | 21,616 | | | 24,970 | | | 19,617 | |
| | |
|
| |
|
| |
|
| |
|
|
