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 23, 2005
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 Fourth Quarter ended November 27, 2004 dated March 23, 2005 | | 4 |
3
PRESS ANNOUNCEMENT
TM GROUP HOLDINGS PLC
PRELIMINARY RESULTS (UNAUDITED) OF THE FOURTH QUARTER
ENDED 27 NOVEMBER 2004
TM Group Holdings PLC today announced results for the fourth quarter ended 27 November 2004.
Financial highlights (UK GAAP):
| | | | | | | | |
| | | 13 weeks ended
| | 52 weeks ended
|
| | | 27.11.04
| | 29.11.03
| | 27.11.04
| | 29.11.03
|
| | | £ millions |
Turnover | | 171.6 | | 157.2 | | 641.5 | | 635.5 |
| | | | |
Operating Profit | | | | | | | | |
- before exceptional items | | 3.6 | | 3.8 | | 16.9 | | 18.7 |
| | | | |
PBIT | | 3.5 | | 5.4 | | 21.4 | | 22.6 |
- continuing activities | | 3.6 | | 5.4 | | 19.8 | | 22.6 |
| | | | |
EBITDA | | 6.3 | | 8.1 | | 32.3 | | 33.1 |
- continuing activities | | 6.4 | | 8.1 | | 30.7 | | 33.1 |
Turnover at £171.6m for the quarter was higher than the prior year, including £20.3m from the acquired Dillons stores. Same store takings before lottery were lower in the final quarter, as was the underlying store base.
Operating profit before exceptional items was £0.2m lower than last year. This was principally in TM Retail partially offset by lower central costs.
PBIT at £3.5m was £1.9m lower in the quarter after charging exceptional costs of £1.2m and lower profit on asset disposals.
For the year PBIT of £21.4m was £1.2m lower than prior year. EBITDA for the year of £32.3m was £0.8m lower than prior year.
Net interest payable for the year at £15.0m was £1.7m lower than prior year.
4
TM Retail
Turnover at £171.6m for the 13 weeks to 27 November 2004 was £14.4m higher than prior year, including £20.3m for the acquired Dillons stores.
Operating profit for the quarter before group central overheads and exceptional costs was £1.3m lower than prior year at £3.9m.
Same store takings before lottery were 1.6% lower than last year. This measure was stronger in convenience stores at 0.2% ahead. The weighted average store base for the quarter excluding Dillons was 3.5% lower than last year.
The same store sales performance was influenced by lower sales of tobacco and phone top-up products. Confectionery, news and grocery remained in growth. The fireworks season was reasonable overall.
Trading margins were ahead including the Dillons acquisition but lower on an underlying basis. Volume rebates were also lower in the quarter and for the year. Branch costs were higher due to the impact of Dillons but slightly lower on an underlying basis.
The number of trading stores at the end of the quarter was 1,327 after a net reduction of 13 during the quarter. Of the closing base, 307 were classified Convenience stores, 121 Variety stores and 899 Newsagents.
Group overheads and financing costs
Central costs at £0.3m were £1.1m lower than prior year reflecting the recent restructuring. Restructuring costs have been treated as exceptional, together with Dillons integration costs.
Net interest payable at £3.6m for the quarter was £0.2m lower than prior year.
Sterling strengthened to £1 = $1.8817 at the quarter end, giving an unrealised exchange gain for the quarter of £3.2m, net of the revaluation of the Company’s currency hedges. The full year position was a gain of £6.6m.
5
Cash flow
Cash inflow from operating activities for the year was £17.0m. This was lower than prior year due to non-participation in available seasonal extended credit, as had previously been the practice.
At the quarter end, cash and bank balances stood at £15.2m. 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.
6
TM GROUP HOLDINGS PLC
CONSOLIDATED PROFIT AND LOSS ACCOUNT
(unaudited)
| | | | | | | | | | | | |
| | | 13 weeks ended
| | | 52 weeks ended
| |
| | | 27.11.04
| | | 29.11.03
| | | 27.11.04
| | | 29.11.03
| |
| | | (£ thousands) | |
Sales: | | | | | | | | | | | | |
TM Retail - Ongoing | | 151,339 | | | 157,189 | | | 619,849 | | | 635,453 | |
- Acquisition | | 20,266 | | | — | | | 21,670 | | | — | |
| | |
|
| |
|
| |
|
| |
|
|
| | | 171,605 | | | 157,189 | | | 641,519 | | | 635,453 | |
| | |
|
| |
|
| |
|
| |
|
|
Operating costs: | | | | | | | | | | | | |
TM Retail - Ongoing | | (147,761 | ) | | (152,042 | ) | | (600,577 | ) | | (613,446 | ) |
- Acquisition | | (19,990 | ) | | — | | | (21,346 | ) | | — | |
Central | | (279 | ) | | (1,371 | ) | | 2,663 | | | (3,356 | ) |
Exceptional | | (1,236 | ) | | — | | | (1,236 | ) | | — | |
| | |
|
| |
|
| |
|
| |
|
|
| | | (169,266 | ) | | (153,413 | ) | | (625,822 | ) | | (616,802 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Operating profit: | | | | | | | | | | | | |
TM Retail - Ongoing | | 3,578 | | | 5,147 | | | 19,272 | | | 22,007 | |
- Acquisition | | 276 | | | — | | | 324 | | | — | |
Central | | (279 | ) | | (1,371 | ) | | (2,663 | ) | | (3,356 | ) |
Exceptional | | (1,236 | ) | | — | | | (1,236 | ) | | — | |
| | |
|
| |
|
| |
|
| |
|
|
| | | 2,339 | | | 3,776 | | | 15,697 | | | 18,651 | |
| | |
|
| |
|
| |
|
| |
|
|
VAT recovery on discontinued business | | (124 | ) | | — | | | 1,573 | | | — | |
| | | | |
Profit on asset disposals: | | | | | | | | | | | | |
TM Retail | | 1,256 | | | 1,664 | | | 4,154 | | | 3,905 | |
Central | | — | | | — | | | — | | | 3 | |
| | |
|
| |
|
| |
|
| |
|
|
| | | 1,256 | | | 1,664 | | | 4,154 | | | 3,908 | |
| | |
|
| |
|
| |
|
| |
|
|
Profit/(loss) before interest and taxation: | | | | | | | | | | | | |
TM Retail | | 4,580 | | | 6,811 | | | 23,172 | | | 25,912 | |
Central | | (937 | ) | | (1,371 | ) | | (3,321 | ) | | (3,353 | ) |
Discontinued business | | (124 | ) | | — | | | 1,573 | | | — | |
| | |
|
| |
|
| |
|
| |
|
|
| | | 3,519 | | | 5,440 | | | 21,424 | | | 22,559 | |
| | |
|
| |
|
| |
|
| |
|
|
Net interest payable | | (3,600 | ) | | (3,827 | ) | | (14,996 | ) | | (16,725 | ) |
Exchange movement on re-translation of Senior Notes and Currency Hedge | | 3,191 | | | 6,099 | | | 6,570 | | | 4,631 | |
| | |
|
| |
|
| |
|
| |
|
|
Net interest payable and similar charges | | (409 | ) | | 2,272 | | | (8,426 | ) | | (12,094 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Profit before taxation | | 3,110 | | | 7,712 | | | 12,998 | | | 10,465 | |
Taxation | | (1,152 | ) | | (1,270 | ) | | (4,758 | ) | | (2,021 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Profit after taxation | | 1,958 | | | 6,442 | | | 8,240 | | | 8,444 | |
| | |
|
| |
|
| |
|
| |
|
|
All figures are presented under UK GAAP.
7
TM GROUP HOLDINGS PLC
CONSOLIDATED BALANCE SHEET
(unaudited)
| | | | | | |
| | | 27.11.04
| | | 29.11.03
| |
| | | (£ thousands) | |
Fixed assets | | | | | | |
Tangible fixed assets | | 45,747 | | | 47,728 | |
Intangible fixed assets | | 15,777 | | | 7,533 | |
| | |
|
| |
|
|
| | | 61,524 | | | 55,261 | |
| | |
|
| |
|
|
Current assets | | | | | | |
Inventories | | 38,880 | | | 34,115 | |
Debtors | | 31,868 | | | 27,844 | |
Other current asset | | — | | | 177 | |
Cash at bank and in hand | | 15,237 | | | 25,625 | |
| | |
|
| |
|
|
| | | 85,985 | | | 87,761 | |
| | |
|
| |
|
|
Creditors: amounts falling due within one year | | | | | | |
Trade creditors | | (57,746 | ) | | (68,091 | ) |
Other liabilities | | (26,521 | ) | | (17,026 | ) |
| | |
|
| |
|
|
| | | (84,267 | ) | | (85,117 | ) |
| | |
|
| |
|
|
Net current assets | | 1,718 | | | 2,644 | |
| | |
|
| |
|
|
Total assets less current liabilities | | 63,242 | | | 57,905 | |
| | |
Creditors: amounts falling due after more than one year | | | | | | |
Senior and senior subordinated notes | | (128,949 | ) | | (136,240 | ) |
Other | | (3,100 | ) | | (697 | ) |
| | |
|
| |
|
|
| | | (132,049 | ) | | (136,937 | ) |
| | |
|
| |
|
|
Provisions for liabilities and charges | | (4,052 | ) | | (2,159 | ) |
| | |
|
| |
|
|
Net liabilities | | (72,859 | ) | | (81,191 | ) |
| | |
|
| |
|
|
Capital and reserves | | | | | | |
Called up share capital | | 212 | | | 212 | |
Share premium account | | 20,527 | | | 20,527 | |
Profit and loss account | | (33,706 | ) | | (42,038 | ) |
Other reserve | | (59,892 | ) | | (59,892 | ) |
| | |
|
| |
|
|
| | | (72,859 | ) | | (81,191 | ) |
| | |
|
| |
|
|
The dollar liability under the Senior Notes has been translated at $1.8817 being a representative US dollar/UK sterling exchange rate on 27 November 2004.
All figures are presented under UK GAAP.
8
TM GROUP HOLDINGS PLC
CONSOLIDATED CASH FLOW STATEMENT
(unaudited)
| | | | | | | | | | | | |
| | | 13 weeks ended
| | | 52 weeks ended
| |
| | | 27.11.04
| | | 29.11.03
| | | 27.11.04
| | | 29.11.03
| |
| | | (£ thousands) | |
Net cash inflow from operating activities | | 15,652 | | | 24,246 | | | 16,982 | | | 24,970 | |
| | | | |
Returns on investments and servicing of finance | | | | | | | | | | | | |
Net interest paid | | (7,489 | ) | | (8,007 | ) | | (14,620 | ) | | (16,241 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Tax paid | | (1,362 | ) | | (250 | ) | | (2,492 | ) | | 311 | |
| | |
|
| |
|
| |
|
| |
|
|
Capital expenditure and financial investment | | | | | | | | | | | | |
Payments to acquire tangible fixed assets | | (1,516 | ) | | (508 | ) | | (9,218 | ) | | (8,764 | ) |
Receipts from sale of tangible fixed assets | | 2,664 | | | 3,291 | | | 7,387 | | | 6,817 | |
| | |
|
| |
|
| |
|
| |
|
|
| | | 1,148 | | | 2,783 | | | (1,831 | ) | | (1,947 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Acquisitions and disposals | | | | | | | | | | | | |
Purchase of businesses | | (7,305 | ) | | (1,820 | ) | | (21,048 | ) | | (2,676 | ) |
Cash acquired with business | | — | | | — | | | 10,798 | | | — | |
Sale of businesses | | — | | | — | | | 1,250 | | | 1,250 | |
VAT refund in respect of discontinued business | | (124 | ) | | — | | | 1,573 | | | — | |
| | |
|
| |
|
| |
|
| |
|
|
| | | (7,429 | ) | | (1,820 | ) | | (7,427 | ) | | (1,426 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Management of liquid resources | | | | | | | | | | | | |
Decrease/(increase) in short-term deposits | | 1,176 | | | (6,956 | ) | | 8,008 | | | (1,262 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Net cash inflow/(outflow) before financing | | 1,696 | | | 9,996 | | | (1,380 | ) | | 4,405 | |
| | | | |
Financing | | | | | | | | | | | | |
Purchase of hedging instruments | | — | | | (500 | ) | | (1,000 | ) | | (1,452 | ) |
| | |
|
| |
|
| |
|
| |
|
|
Increase/(decrease) in cash (excluding short-term deposits) | | 1,696 | | | 9,496 | | | (2,380 | ) | | 2,953 | |
| | |
|
| |
|
| |
|
| |
|
|
The reconciliation of operating profit to net cash flow from operating activities is as follows:
| | | | | | | | | | | | |
| | | 13 weeks ended
| | | 52 weeks ended
| |
| | | 27.11.04
| | | 29.11.03
| | | 27.11.04
| | | 29.11.03
| |
| | | (£ thousands) | |
Operating profit | | 2,339 | | | 3,776 | | | 15,697 | | | 18,651 | |
Depreciation and amortisation charges | | 2,830 | | | 2,670 | | | 10,868 | | | 10,534 | |
Movement in provisions | | 177 | | | (512 | ) | | (152 | ) | | (583 | ) |
(Increase)/decrease in inventories | | (5,115 | ) | | (4,706 | ) | | (85 | ) | | 543 | |
Increase in debtors | | (2,966 | ) | | (5,316 | ) | | (3,514 | ) | | (7,621 | ) |
Increase/(decrease) in creditors | | 18,387 | | | 28,334 | | | (5,832 | ) | | 3,446 | |
| | |
|
| |
|
| |
|
| |
|
|
Net cash inflow from operating activities | | 15,652 | | | 24,246 | | | 16,982 | | | 24,970 | |
| | |
|
| |
|
| |
|
| |
|
|
9
| | |
| Contact: | | Jonathan Miller TM Group Holdings PLC TM House Ashwells Road Brentwood Essex CM15 9ST Tel: 01277 372916 e-mail: tmgh@tmgh.com |
10
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 23, 2005 | | TM GROUP HOLDINGS PLC |
| | |
| | | By: | | /s/ JONATHAN MILLER
|
| | | | | Jonathan Miller |
| | | | | Finance Director |
