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
July 21, 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
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 29, 2004 dated July 21, 2004 | | 4 |
PRESS ANNOUNCEMENT
TM GROUP HOLDINGS PLC
RESULTS (UNAUDITED) OF THE SECOND QUARTER
ENDED 29 MAY 2004
TM Group Holdings PLC today announced results for the second quarter ended 29 May 2004.
Financial highlights (UK GAAP):
| | | | | | | | |
| | | 13 weeks ended
| | 26 weeks ended
|
| | | 29.05.04
| | 31.05.03
| | 29.05.04
| | 31.05.03
|
| | | £ millions |
Turnover | | 158.3 | | 160.0 | | 315.9 | | 318.4 |
| | | | |
Operating Profit | | 4.6 | | 4.9 | | 9.0 | | 9.1 |
| | | | |
PBIT | | 7.1 | | 5.2 | | 12.4 | | 10.6 |
- continuing activities | | 5.4 | | 5.2 | | 10.7 | | 10.6 |
EBITDA | | 9.8 | | 7.9 | | 17.8 | | 15.8 |
- continuing activities | | 8.1 | | 7.9 | | 16.1 | | 15.8 |
Turnover at £158.3m for the quarter was similar to prior year. Same store takings before lottery continued to be positive. Reported turnover continues to be affected by a lower store base and further migration of phone top-up transactions to the electronic form.
Operating profit for the quarter was £0.3m lower than last year. TM Retail continued ahead of last year with central costs higher for the quarter.
The quarter included an exceptional £1.7m credit (excluding interest thereon) arising from a VAT settlement in relation to Mayfair Services (disposed of in December 2000). This, together with higher profits on asset disposals, gave rise to PBIT £1.9m ahead of prior year.
PBIT from continuing activities at £5.4m was £0.2m ahead in the quarter and is ahead of last year for the half year. EBITDA from continuing activities was £0.2m ahead for the quarter and £0.3m ahead for the year to date.
TM Retail
Turnover at £158.3m for the 13 weeks to 29 May 2004 was £1.7m lower than prior year.
Operating profit for the quarter, before group central overheads, was slightly ahead of prior year at £5.6m.
Same store takings before lottery were 0.5% ahead of last year. This measure was stronger in convenience stores at 3.8% ahead. The weighted average store base for the quarter was 2.1% lower than last year.
The underlying sales performance was slightly lower than the first quarter but remained positive. News and grocery continued to show good growth. Trading over Easter was satisfactory, with overall margins maintained despite lower sales of seasonal product. Trading over the less significant Mothers Day season however was below expectations.
Stronger trading margins were once again achieved influenced in particular by news, grocery and tobacco categories.
Branch operating costs improved in the quarter and in aggregate were only slightly higher than prior year, notwithstanding the National Minimum Wage increase in October 2003. Overheads were in line with prior year.
The number of trading stores at the end of the quarter was 1,177 after a net reduction of 12 during the quarter. Of the closing base, 308 were classified Convenience stores, 122 Variety stores and 747 Newsagents.
Discontinued business
A claim for VAT in respect of Mayfair Services, amounting to £2.2m inclusive of £0.5m interest, was settled in the quarter following a favourable ruling in the European Courts in 2003 regarding rentals on sited vending machines.
Group overheads and financing costs
Central costs for the quarter at £1.0m were £0.3m higher than last year, due to additional advisory costs incurred.
Net interest payable at £3.1m for the quarter was £1.2m lower than prior year. Favourable exchange rates and interest on the VAT recovery were the principal factors.
Sterling weakened slightly to £1 = $1.8327 at the quarter end, giving an unrealised exchange loss for the quarter of £1.7m, net of the revaluation of the Company’s currency hedges. The year to date position is a gain of £5.0m.
Cash flow
Cash inflow from operating activities in the quarter was £10.7m compared to an inflow of £4.3m in the same quarter last year.
Net CAPEX for the quarter was £1.6m, inclusive of business purchases.
At the quarter end, cash and bank balances stood at £13.6m. 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
| | | 26 weeks ended
| |
| | | 29.05.04
| | | 31.05.03
| | | 29.05.04
| | | 31.05.03
| |
| | | (£ thousands) | |
Sales: | | | | | | | | | | | | |
TM Retail | | 158,320 | | | 159,987 | | | 315,948 | | | 318,409 | |
| | | | |
Operating costs: | | | | | | | | | | | | |
TM Retail | | (152,738 | ) | | (154,448 | ) | | (305,287 | ) | | (307,944 | ) |
Central | | (979 | ) | | (661 | ) | | (1,623 | ) | | (1,329 | ) |
| | |
|
| |
|
| |
|
| |
|
|
| | | (153,717 | ) | | (155,109 | ) | | (306,910 | ) | | (309,273 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Operating profit: | | | | | | | | | | | | |
TM Retail | | 5,582 | | | 5,539 | | | 10,661 | | | 10,465 | |
Central | | (979 | ) | | (661 | ) | | (1,623 | ) | | (1,329 | ) |
| | |
|
| |
|
| |
|
| |
|
|
| | | 4,603 | | | 4,878 | | | 9,038 | | | 9,136 | |
| | |
|
| |
|
| |
|
| |
|
|
VAT recovery on discontinued business | | 1,697 | | | — | | | 1,697 | | | — | |
| | | | |
Profit on asset disposals: | | | | | | | | | | | | |
TM Retail | | 822 | | | 348 | | | 1,677 | | | 1,480 | |
Central | | — | | | 3 | | | — | | | 3 | |
| | |
|
| |
|
| |
|
| |
|
|
| | | 822 | | | 351 | | | 1,677 | | | 1,483 | |
| | |
|
| |
|
| |
|
| |
|
|
Profit/(loss) before interest and taxation: | | | | | | | | | | | | |
TM Retail | | 6,404 | | | 5,887 | | | 12,338 | | | 11,945 | |
Central | | (979 | ) | | (658 | ) | | (1,623 | ) | | (1,326 | ) |
Discontinued business | | 1,697 | | | — | | | 1,697 | | | — | |
| | |
|
| |
|
| |
|
| |
|
|
| | | 7,122 | | | 5,229 | | | 12,412 | | | 10,619 | |
| | |
|
| |
|
| |
|
| |
|
|
Net interest payable | | (3,077 | ) | | (4,282 | ) | | (7,312 | ) | | (8,565 | ) |
Exchange movement on re-translation of Senior Notes and Currency Hedge | | (1,688 | ) | | 2,705 | | | 5,029 | | | 2,388 | |
| | |
|
| |
|
| |
|
| |
|
|
Net interest payable and similar charges | | (4,765 | ) | | (1,577 | ) | | (2,283 | ) | | (6,177 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Profit before taxation | | 2,357 | | | 3,652 | | | 10,129 | | | 4,442 | |
Taxation | | (917 | ) | | (1,300 | ) | | (3,456 | ) | | (1,739 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Profit after taxation | | 1,440 | | | 2,352 | | | 6,673 | | | 2,703 | |
| | |
|
| |
|
| |
|
| |
|
|
All figures are presented under UK GAAP.
TM GROUP HOLDINGS PLC
CONSOLIDATED BALANCE SHEET
(unaudited)
| | | | | | |
| | | 29.05.04
| | | 29.11.03
| |
| | | (£ thousands) | |
Fixed assets | | | | | | |
Tangible fixed assets | | 46,603 | | | 47,728 | |
Intangible fixed assets | | 7,783 | | | 7,533 | |
| | |
|
| |
|
|
| | | 54,386 | | | 55,261 | |
| | |
|
| |
|
|
Current assets | | | | | | |
Inventories | | 32,770 | | | 34,115 | |
Debtors | | 24,958 | | | 27,844 | |
Other current asset | | 22 | | | 177 | |
Cash at bank and in hand | | 13,591 | | | 25,625 | |
| | |
|
| |
|
|
| | | 71,341 | | | 87,761 | |
| | |
|
| |
|
|
Creditors: amounts falling due within one year | | | | | | |
Trade creditors | | (48,525 | ) | | (68,091 | ) |
Other liabilities | | (17,625 | ) | | (17,026 | ) |
| | |
|
| |
|
|
| | | (66,150 | ) | | (85,117 | ) |
| | |
|
| |
|
|
Net current assets | | 5,191 | | | 2,644 | |
| | |
|
| |
|
|
Total assets less current liabilities | | 59,577 | | | 57,905 | |
Creditors: amounts falling due after more than one year | | | | | | |
Senior and senior subordinated notes | | (130,784 | ) | | (136,240 | ) |
Other | | (667 | ) | | (697 | ) |
| | |
|
| |
|
|
| | | (131,451 | ) | | (136,937 | ) |
| | |
|
| |
|
|
Provisions for liabilities and charges | | (2,644 | ) | | (2,159 | ) |
| | |
|
| |
|
|
Net liabilities | | (74,518 | ) | | (81,191 | ) |
| | |
|
| |
|
|
Capital and reserves | | | | | | |
Called up share capital | | 212 | | | 212 | |
Share premium account | | 20,527 | | | 20,527 | |
Profit and loss account | | (35,365 | ) | | (42,038 | ) |
Other reserve | | (59,892 | ) | | (59,892 | ) |
| | |
|
| |
|
|
| | | (74,518 | ) | | (81,191 | ) |
| | |
|
| |
|
|
The dollar liability under the Senior Notes has been translated at $1.8327 being a representative US dollar/UK sterling exchange rate on 29 May 2004.
All figures are presented under UK GAAP.
TM GROUP HOLDINGS PLC
CONSOLIDATED CASH FLOW STATEMENT
(unaudited)
| | | | | | | | | | | | |
| | | 13 weeks ended
| | | 26 weeks ended
| |
| | | 29.05.04
| | | 31.05.03
| | | 29.05.04
| | | 31.05.03
| |
| | | (£ thousands) | |
Net cash inflow/(outflow) from operating activities | | 10,676 | | | 4,268 | | | (1,383 | ) | | (5,848 | ) |
Returns on investments and servicing of finance | | | | | | | | | | | | |
Net interest paid | | (7,645 | ) | | (8,211 | ) | | (7,653 | ) | | (8,234 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Tax paid | | (190 | ) | | — | | | (870 | ) | | — | |
| | |
|
| |
|
| |
|
| |
|
|
Capital expenditure and financial investment | | | | | | | | | | | | |
Payments to acquire tangible fixed assets | | (2,318 | ) | | (2,388 | ) | | (4,736 | ) | | (4,695 | ) |
Receipts from sale of tangible fixed assets | | 1,203 | | | 646 | | | 2,810 | | | 2,621 | |
| | |
|
| |
|
| |
|
| |
|
|
| | | (1,115 | ) | | (1,742 | ) | | (1,926 | ) | | (2,074 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Acquisitions and disposals | | | | | | | | | | | | |
Purchase of businesses | | (450 | ) | | (307 | ) | | (952 | ) | | (621 | ) |
Sale of businesses | | — | | | — | | | 1,250 | | | 1,250 | |
| | |
|
| |
|
| |
|
| |
|
|
| | | (450 | ) | | (307 | ) | | 298 | | | 629 | |
| | |
|
| |
|
| |
|
| |
|
|
Management of liquid resources | | | | | | | | | | | | |
Decrease in short-term deposits | | 2,036 | | | 7,207 | | | 6,920 | | | 12,825 | |
| | |
|
| |
|
| |
|
| |
|
|
Net cash inflow/(outflow) before financing | | 3,312 | | | 1,215 | | | (4,614 | ) | | (2,702 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Financing | | | | | | | | | | | | |
Movement in short-term debt | | — | | | 760 | | | — | | | 760 | |
Purchase of hedging instrument | | (500 | ) | | (952 | ) | | (500 | ) | | (952 | ) |
| | |
|
| |
|
| |
|
| |
|
|
| | | (500 | ) | | (192 | ) | | (500 | ) | | (192 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Increase/(decrease) in cash (excluding short-term deposits) | | 2,812 | | | 1,023 | | | (5,114 | ) | | (2,894 | ) |
| | |
|
| |
|
| |
|
| |
|
|
The reconciliation of operating profit to net cash flow from operating activities is as follows:
| | | | | | | | | | | | |
| | | 13 weeks ended
| | | 26 weeks ended
| |
| | | 29.05.04
| | | 31.05.03
| | | 29.05.04
| | | 31.05.03
| |
| | | (£ thousands) | |
Operating profit | | 4,603 | | | 4,878 | | | 9,038 | | | 9,136 | |
VAT recovery on discontinued business | | 1,697 | | | — | | | 1,697 | | | — | |
Depreciation and amortisation charges | | 2,701 | | | 2,622 | | | 5,367 | | | 5,219 | |
Movement in provisions | | (39 | ) | | (80 | ) | | (154 | ) | | (278 | ) |
Decrease in inventories | | 586 | | | 499 | | | 1,408 | | | 2,932 | |
(Increase)/decrease in debtors | | (55 | ) | | 265 | | | 2,046 | | | (608 | ) |
Increase/(decrease) in creditors | | 1,183 | | | (3,916 | ) | | (20,785 | ) | | (22,249 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Net cash inflow/(outflow) from operating activities | | 10,676 | | | 4,268 | | | (1,383 | ) | | (5,848 | ) |
| | |
|
| |
|
| |
|
| |
|
|
| | |
Contact: | | Russell Cox |
| | | TM Group Holdings PLC |
| | | TM House |
| | | Ashwells Road |
| | | Brentwood |
| | | Essex CM15 9ST |
| |
| | | Tel: 01277 372916 |
| |
| | | e-mail: tmgh@tmgh.com |
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: July 21, 2004 | | TM GROUP HOLDINGS PLC |
| | |
| | | By: | | /s/ RUSSELL COX
|
| | | | | Russell Cox |
| | | | | Finance Director |
