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| Date/Time | Headline | Source |
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| 06-11-09 | RNS |
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This news article is displayed preformatted as it may contain results tables
RNS Number : 0842C
MWB Group Holdings PLC
06 November 2009
FOR IMMEDIATE RELEASE
6 November 2009
MWB GROUP HOLDINGS Plc:
INTERIM MANAGEMENT STATEMENT
MWB Group Holdings Plc ("MWB" or "the Group"), the boutique hotel owner and operator, serviced offices operator, and retailer, today reports that during the period 1 July 2009 to 5 November 2009 its three operating businesses continue to perform in line with the Board's expectations as generally referred to in the 2009 half yearly financial report, despite the uncertain market conditions.
At 30 September 2009, the Group's net debt was £365m compared to £366m at 30 June 2009, and shareholders' funds were broadly in line with the position at 30 June 2009 of £109m.
During July and August 2009, demand at the Group's hotel businesses, Malmaison and Hotel du Vin has been broadly consistent with the first half. Since the start of September there has been a strengthening of the business across the two brands with an improvement in room rates and customer spend on food and beverage against the position at 30 June 2009. Occupancy remains strong throughout the business at 79% for the first nine months of 2009, in comparison to 80% for the same period last year.
The average room rate for Hotel du Vin during September 2009 was £112 compared to £109 for the six months ended 30 June 2009, while the Malmaison average room rate was £102 in September 2009, up from £100 for the six months ended 30 June 2009. Prospects for the remainder of the year are encouraging, as demand continues to improve and forward bookings are stronger in comparison to the first half of the year.
Trading in Malmaison and Hotel du Vin is also benefiting from last year's four new hotel openings as they further establish themselves in their respective markets.
AIM-quoted MWB Business Exchange Plc ("Business Exchange"), one of London's leading providers of serviced offices, has continued to consolidate its position in London. It has also recently signed a new Operating and Management Agreement on a 20,200 sq ft centre in Victoria, London. The new centre, to be operated under its City Executive Centre brand, will provide a further 234 workstations when it opens in December 2009.
Enquiry levels at Business Exchange in the third quarter remain encouraging despite the tough economic climate. Management continues to maintain a grip on costs and focus attention on its client acquisition and retention strategies. Occupancy at 30 September 2009 was above 80% compared to 85% at 30 June 2009, revenue per available workstation ("REVPAW") was £7,295 compared to £8,055 at 30 June 2009 and revenue per occupied workstation ("REVPOW") was £8,965 compared to £9,490 at 30 June
2009.(1)
At Liberty Plc ("Liberty"), the iconic British brand and Regent Street emporium, July sales were strong, especially in Liberty of London and Ladieswear. Trading at the flagship store during the second half of August was weaker than in the same period last year. However revenue has been stronger in September this year in comparison to last year, following the launch of the Herm?pop-up store in the scarf hall. Overall, Liberty continues to perform ahead of last year following the strong trading recorded in the six months ended 30 June 2009.
As referred to in MWB's 2009 half-yearly financial report, the Board remains mindful of the relative lack of headroom for the gearing covenant in the Group's £30m Unsecured Loan Stock. The Board has been exploring various options open to the Group with the aim of strengthening its financial structure and will provide an update on this process as appropriate.
(1) These figures all reflect occupancy, REVPAW and REVPOW at Business Exchange's leased centres. They exclude OMAs and managed centres as Business Exchange receives fees for operating such centres. These figures also exclude immature centres acquired from the administrator or landlords of various subsidiaries of the MLS group shortly before the June 2009 period end.
Eric Sanderson, Group Chairman, commented: "Our businesses continue to perform creditably in the current uncertain climate. It is too early to be certain when the upturn will arrive but I am confident we have the management teams, services and products to deliver a sound performance over the course of 2009."
Ends.
Contact:
Richard Balfour-Lynn, Chief Executive, MWB. Tel: 020 7706 2121
Andrew Blurton Joint Finance Director, MWB. Tel: 020 7706 2121
Baron Phillips, Baron Phillips Associates. Tel: 020 7920 3161
07767 444 193
This information is provided by RNS
The company news service from the London Stock Exchange
END
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| 27-08-09 | RNS |
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RNS Number : 0788Y MWB Group Holdings PLC 27 August 2009
FOR IMMEDIATE RELEASE 27 August 2009
MWB GROUP HOLDINGS PLC
PRELIMINARY ANNOUNCEMENT OF RESULTS
FOR THE SIX MONTHS ENDED 30 JUNE 2009
HIGHLIGHTS
MWB GROUP HOLDINGS PLC
"In the circumstances, all MWB Group companies have produced extremely creditable results in a difficult business environment. We believe we have the people, the products and services to ride out the current adverse climate and we are well placed to take full advantage of the upturn when it finally appears. To that end I have total confidence in the underlying strength of our businesses but remain cautious in my short term outlook." Eric Sanderson Chairman
MALMAISON AND HOTEL DU VIN
"We have the product to maintain our traditional market share as well as penetrating new markets while keeping a tight control on costs. I am confident that we are in the right locations with the right product and service levels to continue to perform well in this challenging trading environment." Robert B. Cook Chief Executive Malmaison and Hotel du Vin Group
MWB BUSINESS EXCHANGE PLC
"Trading for the first six months of 2009 has been ahead of our expectations, given the tough economic climate. We view the future with cautious optimism on the basis we have continued to trade strongly and our cash flow is robust." John Spencer Chief Executive MWB Business Exchange Plc
LIBERTY PLC
"We have already demonstrated our ability to deliver solid progress in difficult market conditions and I have no doubt we have the products, the people and infrastructure in place to take full advantage of any upswing in retail spending." Geoffroy de La Bourdonnaye Chief Executive Liberty Plc
CHAIRMAN'S STATEMENT The quality of the three businesses comprising the Group, MWB Business Exchange, Liberty and Malmaison and Hotel du Vin, is reflected in our results for the six months to 30 June 2009. Not only can this be seen from the positive operating results achieved but also in terms of the underlying property values within those companies. The fall in values since the December 2008 year-end has been a modest 2% which, I believe, underlines the strength of those operational businesses, especially our hotel operations. Group revenue for the period was virtually unchanged at £135.7m against £134.1m, and EBITDA was £16.6m compared to £15.1m for the six months to 30 June 2008. Pre-tax losses were at a similar level to last year at £5.1m against £5.4m in the six months to June 2008, while the loss per share improved 8% to 9.0p from 9.8p due to the share buy-backs during the year. At the end of June 2009, the Group's properties were valued at £552.3m compared to their book value at that date of £562.6m. This confirmed a dramatic slowdown in rate of value diminution, in part reflecting the strong performance of our hotels. In the previous six month period our property values had declined by £42.0m and by £37.0m in the first half of 2008. As a result, and after net debt of £366m, equity shareholders' funds at 30 June 2009, were £108.8m or 150p per share, against £125.9m and 174p per share at 31 December 2008. Turning to the individual businesses, the period's success story has undoubtedly been Liberty. This iconic British brand and retail emporium has bucked the broad retail trend and delivered exceptional results for the half year with 17% revenue growth to more than £25m, and for the first time in ten years, it has produced positive operating EBITDA. At the heart of this uplift has been the highly successful Liberty Renaissance launch in February 2009. The revitalised flagship store has attracted increasing numbers of customers and strong media attention. We reported at the time of our 2008 annual results in April this year that the impact of this Renaissance was a very positive sales and margin increase at the store. This improvement continued through the remainder of the first half resulting in the flagship store revenues recording a 12% increase over the comparative 2008 period. Not only did the flagship store deliver excellent results but also Liberty's fabrics division has continued its strong growth with a further 28% uplift in revenues over the period, producing £2.2m of EBITDA, a 27% growth. This growth reflects the upsurge in interest in Liberty fabrics - both new and old - and the company's designs can now be seen in a wide range of products and clothing. As we indicated in our December 2008 results, trading at our Liberty of London leasehold shop on Sloane Street had been slower than expected. In June 2009, an unsolicited offer resulted in a £0.7m cash premium being received by Liberty for this lease. By refocusing Liberty of London's retail operations back into the flagship store, there will be future annual cost savings of approximately £0.5m which will result in Liberty of London achieving profitability more quickly now that it operates from a much lower cost base. Overall, prospects look promising for Liberty as the company moves into its stronger second half and we anticipate a positive outcome for the year, although this is dependent on no further worsening of the economic climate. We do believe we have reached a turning point for Liberty after a number of false dawns. To that end the Liberty Board has appointed advisers to examine strategic ways in which Liberty can grow and develop both at home and internationally. We anticipated last Autumn that our highly successful hotels business, Malmaison and Hotel du Vin, would encounter much more challenging trading conditions during the first half of 2009; and so it has proved to be. However the Malmaison management team had already implemented a cost savings programme and over the past six months has continued to scrutinise outgoings rigorously without sacrificing service levels. Despite the adverse economic climate, combined revenue from both Malmaison and Hotel du Vin was virtually unchanged at £52.5m for the first six months against £52.0m for the comparative period a year ago, although the group operated four more hotels at the end of June 2009 than it had a year earlier. Occupancy was down three percentage points for both Malmaison and HdV at 76% and 78% respectively while average room rates fell 12% and 11% respectively. As a result, operating EBITDA was down 15% at £10.4m from £12.2m for the same period last year. While the business suffered from a slowdown in the corporate market there has been a marked increase over the period in leisure travel bookings from within the UK and Europe, particularly for Malmaison. This shift partly reflects the group's focusing of its marketing efforts towards the leisure travel sector as the weak pound has deterred some people from European travel, while at the same time the strong Euro has made the UK an attractive and relatively inexpensive destination for Europeans. We have said for some time that 2009 would be a year of consolidation following the past three years of fairly rapid expansion. As a result no new hotels were opened during the period while we focused our efforts on developing the four new properties which were launched in the second half of 2008. Nevertheless, in March 2009, we were successful in securing planning consent for a new HdV in Canterbury and negotiations over the acquisition of a proposed hotel in Chester are nearing completion. At the same time, ways of developing the Malmaison and HdV brands both here and internationally are being continually examined. While the second half of the year for Malmaison and HdV has started well, trading conditions are likely to remain challenging, although many of the cost-saving measures implemented a year ago are continuing to impact. The re-focused marketing and sales initiatives launched over the past six months, together with high service levels and strong brand recognition, enables the management team to face the challenging climate with confidence. MWB Business Exchange, our AIM-quoted serviced office business, has also felt the impact of the economic climate over the first half of the year. The management team here foresaw the changing economic climate and took the necessary steps to mitigate the impact as much as possible. Changes in demand characteristics, from larger corporates to start-ups and SMEs, have led to Business Exchange developing a range of value driven services to further differentiate it from its competitors. However a more competitive serviced office environment led, inevitably, to a downward pressure on rates. As a result, revenue for the six months to 30 June 2009 eased 4% to £57.4m, while EBITDA reduced by 24% to £8.6m and pre-tax profits were £5.7m against £8.8m last year. During the period an interim dividend of 15p per share was paid to Business Exchange shareholders, the majority of which was received by MWB Group. Over the past two years Business Exchange's strategy has been to focus its expansion within the Greater London market and major provincial centres. As a result the company has become London's dominant serviced office provider following its acquisition of 16 profitable centres from the administrator and former landlords of the MLS Group, taking Business Exchange's total centres in the capital to 45. At the period end the company had a total of 73 centres, covering 1.75m sq ft and providing approximately 20,000 workstations. Also the company reached agreement for an 11 year Operating and Management Agreement on 32,000 sq ft of space in a prestigious City office building close to Liverpool Street Station. This will provide a further 350 workstations and seven meeting rooms when it opens in September 2009 but will involve no capital expenditure by the group or commitment to landlords. It is unlikely there will be any significant improvement in market conditions for Business Exchange over the short term but I am confident that, at Business Exchange, we have the management team, infrastructure and product range to compete successfully in the current market while being capable of taking full advantage of the upturn when it arrives. In the circumstances, all the MWB operating businesses have produced extremely creditable results in a difficult business environment. The covenants included in all our financing facilities at 30 June 2009 were complied with. We are nevertheless aware that, although we consider this to be unlikely, the gearing covenant in respect only of the Group's £30m Unsecured Loan Stock which has an historically lower covenant than all our other facilities, could be affected if there are continued material reductions in property values or trading conditions for the Group are significantly adverse. The Board recognises that in the current adverse market conditions it is difficult to predict future property values with previous levels of accuracy, and we have therefore commented on this in note 1 to our financial statements. The Board is also exploring various options open to the Company with the aim of strengthening the Group's financial structure and will update shareholders at the appropriate time. In the meantime we believe we have the people, the products and services to ride out the current adverse climate and that we are well placed to take full advantage of the upturn when it finally appears. To that end I have total confidence in the underlying strength of our businesses but remain cautious in my short-term outlook. Eric Sanderson Chairman 27 August 2009
MALMAISON AND HOTEL DU VIN OPERATING REVIEW We said at the time of our results announcement for the year to December 2008, that 2009 was proving to be a challenging business environment. This has continued to be the case during the second and third quarters although there has been some evidence of improved volumes both in room bookings and food and beverage. Over the six months to 30 June 2009 we have maintained our programme of consolidation that we referred to in the annual statement. At the same time we have been focused on costs and ensuring that all outgoings are closely scrutinised to see whether further savings are achievable. However our strict cost controls have not sacrificed the service levels which our customers have come to expect from our 26 strong Malmaison and Hotel du Vin group. The impact of the tougher market conditions meant that the first quarter was soft, while the second quarter showed signs of improvement, albeit intermittently. The broad corporate travel market has been slow over the first half of 2009 and, therefore, we have re-focused much of our marketing towards the leisure travel sector both domestically and internationally. The weaker Pound - particularly against the Euro - has had some tangible benefits for both Malmaison and Hotel du Vin during the period. We have seen a greater level of leisure travel bookings from within the UK and Europe, particularly for Malmaison, as people have been deterred from European travel because of the strong Euro, while the UK has become an attractive and relatively cheap destination for Europeans. To that end we have invested in greater marketing spend aimed at capturing more of the in-bound European leisure and business traveller. We anticipate the results of this marketing will be seen by the beginning of September. We have also had considerable success in developing business in new sectors as well as growing market share in some of our more established areas. Over the period we have been pleased to attract Government and Government-related bookings for the first time as well as capturing more of the established sport, especially football, and the wider music industry market. We have spent 30% more on sales and marketing this period, but the result is a better than anticipated occupancy level. Across the group occupancy was 77% for the period, only three percentage points lower than at the year-end. However the real impact of the current adverse economic climate has been felt at the room rates level which is approximately 12% lower than last year at £102 compared to £116 for 2008. I believe we have adapted well to current market conditions and it is a reflection of our ability to expand our customer base that demonstrates the underlying strength of our business as well as our brands. There have been a number of successful initiatives that have attracted new customers as well as reinforcing brand loyalty within our established client base. One initiative that has generated an additional 1,200 room nights a month has been our well received Sunday night promotion. Here we have offered customers a room on Sunday nights for only £10 providing they spend at least £75 in the restaurant. Also we have been successful in attracting new restaurant customers by offering customers a meal for £29 including a bottle of wine. This promotion has generated approximately 100,000 additional covers during the six months ended 30 June 2009. Together with extremely tight cost controls, these promotions have helped maintain margins on the Group's food and beverage at 35% over the period. In the early Summer we benefited from the good weather, particularly in June, where we were able to offer al fresco dining at 20 of our hotels. Also what has proven beneficial is that we have seen an upsurge in bookings, and consequent increase in food and beverage revenue, at those of our hotels which benefit from special social and sporting events such as Cheltenham and Henley. Similarly we have experienced stronger bookings at those of our hotels which provide spa facilities as a number of our customers have been spending their money on shorter, higher quality breaks within the UK rather than travelling abroad. As confirmed in our December 2008 annual statement, there have been no new hotel openings during the first six months of 2009 as we look to consolidate our current position and continue to develop the new properties we launched last year. We continue to operate our St Andrews hotel in its original format and will convert it to a Hotel du Vin when the time is right. In March 2009 we secured planning permission for a new HdV in Canterbury while in Chester we are into final negotiations over the acquisition of a site for a proposed new hotel there. Although market conditions are far from conducive to support further major expansion of the business, we continually examine ways of developing the Malmaison and HdV brands both here in the UK and elsewhere and the situation is kept under review. The second half of the year has started quite strongly but levels of bookings can be volatile. Traditionally the first two months of the third quarter are relatively quiet for us, particularly in the parts of our business that are orientated towards the corporate market, but our views on the year as a whole remain positive. I am pleased to report that indications for the second half are good but there is a cost attached to maintaining occupancy levels in the present market as a result of higher third party transaction costs and commissions. We continue to invest heavily in marketing and sales while the competitive nature of the current business environment means that our room rates are under constant pressure. Importantly we are maintaining brand values by ensuring that we continue to offer the standards of quality and service our customers have come to expect as well as surprising new clients on the quality of our offer. There is little doubt that trading conditions in the second half of the year will continue to be challenging, but I believe we have the product to maintain our traditional market share as well as penetrating new markets while keeping a tight control on costs. To that end, although I view the coming months with caution, I am confident that we are in the right locations with the right product and service levels to continue to perform well in this challenging trading environment. Robert B. Cook Chief Executive Malmaison and Hotel du Vin Group 27 August 2009
MALMAISON AND HOTEL DU VIN - KEY FINANCIAL HIGHLIGHTS The key performance indicators for the business, together with its trading and balance sheet performance in recent periods, are summarised below:-
2009 2008 2008 Malmaison
period end Hotel du Vin
period end
Combined Malmaison and Hotel
du Vin
2009 2008 2008
Balance sheet composition
Adjusted equity attributable
to
Adjusted equity attributable
to
MWB BUSINESS EXCHANGE PLC OPERATING REVIEW Trading for the first six months of 2009 has been ahead of our expectations, given the tough economic climate. Occupancy remained buoyant at 85%, while the average monthly workstation rate continued to be strong at £590. Revenue per occupied workstation stood at a healthy £9,490 per annum and as a result revenue for the six months was £57.4m. EBITDA for the period was £8.6m and pre-tax profit for the first half was £5.7m. These figures are lower than the comparable figures for last year, but still very encouraging in light of market conditions. Forward contracted income already accounts for approximately 85% of remaining projections to December 2009. This figure increases to over 90% when including a conservative estimate for anticipated renewals. Our differentiated strategy and emphasis on service excellence continue to have a positive effect on renewal rates, with over 70% of clients renewing at least once. Following the collapse of one of our principal competitors, the major highlight of the period was the acquisition during the second quarter of 16 of the most profitable and desirable centres of MLS Group PLC. The acquisition was a significant milestone for us. Not only did it increase our network of centres to 73, but it also reinforced our position as London's dominant provider of serviced offices. We now operate 45 centres in Greater London. As a result of this expansion, Business Exchange's workstations have risen to nearly 20,000, an uplift of over 25%, increasing our portfolio of serviced offices to approximately 1.75m sq ft of space. Of the total 73 centres, 52 are leased, seven are Operating and Management Agreement contracts and the remaining 14 are held under management contracts. Importantly, the acquisition of the MLS centres has enabled us rapidly to expand our City Executive Centres three-star brand, which targets small start-up businesses looking for a low-cost entry into the convenient flexible office market. We can also present a wider product range to suit the diverse needs of our prospects and clients. In addition to the MLS deal, we reached agreement for an 11 year Operating and Management Agreement on 32,000 sq ft of space close to Liverpool Street station at 133 Houndsditch EC3. The landlord, Henderson Global Investors, is investing over £2.9m in a refurbishment programme that, on completion, will provide a further 350 workstations and seven meeting rooms. The centre is expected to open in October. We recognise that the business environment has been difficult for many of our clients and we have focused on ensuring they receive the best possible support from our service teams - enabling them to concentrate solely on their core business activities. There is little doubt that the more challenging business environment is likely to continue for the rest of 2009. To counter some of the impact of tougher trading conditions we have maintained a strong grip on costs and a number of revenue generating and cost saving initiatives have been implemented over the past six months. As a consequence, our balance sheet remains strong with net assets of £23.2m, cash of £2.9m, no debt and undrawn facilities of £8.0m. We view the future with cautious optimism on the basis we have continued to trade strongly and our cash flow is robust. We have the management team, infrastructure and product range to compete successfully in the current market and, at the same time, take full advantage of any upturn when it arrives. John Spencer Chief Executive MWB Business Exchange Plc 27 August 2009
MWB BUSINESS EXCHANGE PLC - KEY FINANCIAL HIGHLIGHTS The key performance indicators for this business and the trading performance and balance sheets in recent periods, are summarised below:-
2009 2008 2008 Operating statistics
Annualised revenue per
available
workstation ("REVPAW")
Annualised revenue per
occupied
workstation ("REVPOW")
Operating and Management
Agreement
end
Management contract centres at
Financial performance
2009 2008 2008 Balance sheet composition
Adjusted equity attributable
to
Adjusted equity attributable
to
LIBERTY PLC OPERATING REVIEW While much has been written about the state of the UK economy and its impact on the retail sector, I am pleased to report that Liberty, Britain's iconic luxury brand, has recorded its best first half for many years. Even more pleasing is the double-digit sales growth we are reporting across the business for the six months to 30 June 2009 and the fact we have recorded positive operating EBITDA, for the first time in the last ten years. There is little doubt our efforts to raise Liberty's profile as an increasingly global luxury brand are beginning to pay dividends, not only in direct sales but also in reputation as some of the world's leading brands, such as Apple, MAC Cosmetics and Herms have all approached Liberty for collaborations. Group revenue grew by 17% to £25.6m during the first half compared to £21.8m over the same period a year ago. As a result operating EBITDA was a positive £73,000 against a negative £2.63m for the six months to 30 June 2008, a substantial improvement over the last few years' performance. But the real story of the first half has been the highly successful Liberty Renaissance launch in February 2009. Liberty's "new look" flagship store and greatly improved offer was unveiled by "Slumdog Millionaire" actress Freida Pinto. With the addition of new brands such as Balmain, Marni and Fendi in ladies ready-to-wear, Paul Morelli and Stephen Dwek in jewellery, Givenchy in handbags and Burberry Prorsum in men's ready-to-wear, Liberty has recaptured its authority in fashion. The sales upsurge following the Renaissance has resulted in revenue at the flagship store for this six months being 12% higher than 2008 levels. Virtually all product categories recorded healthy sales growth following the Renaissance launch, but in particular, fashion accessories such as scarves, jewellery and gift items, ladies' and men's ready-to-wear, fabrics and furniture were all well received by customers. Liberty's sales growth has been driven by the domestic market although we continue to benefit from the increase in overseas shoppers, especially those from Europe who are discovering the relative cheapness of the UK in comparison to Euro denominated countries. Our fabrics division has continued its strong growth with a 28% revenue increase over the period to £9.75m against £7.64m in the first six months of 2008, and produced EBITDA 27% higher at £2.2m. All of this growth has been achieved outside of Japan and reflects the upsurge in interest in Liberty fabrics - both new and old. Apart from some of our collaborations, both with fashion houses and individual artists and designers such as Grayson Perry, Liberty fabrics are being incorporated into a wide range of traditional and other products and clothing. We continue to make progress with our transactional website which is benefiting from the brand's increasingly higher profile. As the website was only launched in July 2008 there are no meaningful comparatives to prior periods. We will be able to judge performance better, once we have completed six quarters of activity and have a clearer idea of the product range that is most appealing to our international customer base. However, we are pleased with the progress that this part of our business has already made to date. Liberty of London, our in-house designed luxury brand business, producing leather goods, accessories and scarves, has continued to improve both its product range and distribution. Today, more than 80 stores around the world stock Liberty of London products and there was a slight increase in revenue at £1.4m over the period compared to the 2008 first half. We announced in late June 2009 that we had surrendered the lease on the Liberty of London Sloane Street shop following an unsolicited offer from a European fashion brand. Liberty received a £0.7m cash premium for the lease and we estimate there will be future annual cost savings of approximately £0.5m by refocusing Liberty of London's retail operation back into the flagship store. As a result, Liberty of London will have greater ability to be profitable as it will operate from a much lower cost base. While the business has had a strong first half, we are, nevertheless, adopting a cautious approach to the remainder of the year. We believe trading conditions continue to be tough, as the future direction of the economy, both in the UK and abroad, remains uncertain. However, over the past 12 months Liberty's senior management team has worked hard at generating greater efficiencies within the business and as a result there has been an overall reduction of more than 10% in overheads. This has been achieved in some of the back office areas, such as payroll and support services, but at no cost to the important customer service where we continue to see great improvements. Although recognising the future economic environment is unpredictable we remain committed to ensuring that Liberty generally and the flagship store in particular is one of London's most exciting and innovative shopping experiences. We have developed a number of initiatives that will be launched over the next two months. As one of the world's leading scarf authorities, Liberty is partnering Herms on an historical collaboration. From September there will be a Herms "pop-up" shop within the flagship store that focuses on this luxury brand's traditional accessories, such as scarves and ties, but with a Liberty twist. To mark the collaboration, Herms has created an exclusive limited edition range of scarves and ties using Liberty's renowned Tana Lawn cottons. The collection will include two different size scarves in six different micro floral prints and a new range of Herms super slim ties. The second half of the year also sees the renaissance and expansion of Liberty's Beauty offering with the launch of 12 new exclusive beauty and fragrance lines such as Le Mtier de Beaut, Revive, Byredo and Francis Kurkdjian. With Christmas looming on the horizon we have invited British Fashion Award winner Luella to create this year's festive theme. The flagship store will be Christmas themed from mid-October onwards. This promises to be an exciting backdrop to what we anticipate will be a very busy time for Liberty and there are a number of special events and promotions planned to attract an increasing number of customers into the store. A world-class team has been assembled since 2007 and is now turning Liberty not only into the most authoritative retail destination for fashion, design and beauty but also one of the fastest growing brands globally in both fashion and retail. We want to maintain this trend and, as a result, we have appointed advisers to undertake a strategic review of Liberty, with the express aim of identifying ways in which it can be developed and expanded, both within the UK and internationally. As I have already indicated it is difficult to forecast with certainty what the remaining four months of the year hold for us. We have had an excellent first half and we believe the momentum we have achieved over the past six months will help Liberty buck the adverse market trend. We have already demonstrated our ability to deliver solid progress in difficult market conditions and I have no doubt we have the products, people and infrastructure in place to take full advantage of any upswing in retail spending. Therefore I view the future with a degree of cautious confidence. Geoffroy de La Bourdonnaye Chief Executive Liberty Plc 27 August 2009
LIBERTY PLC - KEY FINANCIAL HIGHLIGHTS The historical trading and balance sheet performance of Liberty Plc is summarised below:-
2009 2008 2008 Financial performance
Operating EBITDA before brand
expenditure, reorganisation
costs
Results from operating
activities before
reorganisation costs
2009 2008 2008 Balance sheet composition
goodwill
Adjusted equity attributable
to
Plc
Adjusted equity attributable
to
INTERIM MANAGEMENT REPORT for the six months ended 30 June 2009
INTRODUCTION The Chairman's Statement and Operating Reviews provide information on the Group's principal operations and the Board's expectations for the future. This Interim Management Report covers in greater depth the more significant features of the financial statements for the six months ended 30 June 2009, which include an independent valuation of the Group's properties at that date.
EQUITY ATTRIBUTABLE TO SHAREHOLDERS OF MWB GROUP HOLDINGS PLC During the six months ended 30 June 2009, operating improvements continued to be achieved across the Group, although the capital values of the Group's property portfolio reduced. Overall, this resulted in a reduction in equity attributable to shareholders during the period from £125.9m to £108.8m at 30 June 2009 equating to a reduction from 174p to 150p per share. The movement in equity attributable to shareholders of MWB during the period is summarised in the following table:-
Equity attributable to shareholders of MWB Group
Holdings Plc
Movements during the period:
financial hedges
tax
Equity attributable to shareholders of MWB Group
Holdings Plc
ADJUSTED EQUITY ATTRIBUTABLE TO SHAREHOLDERS OF MWB GROUP HOLDINGS PLC Under Adopted IFRS, the Company's interests in its two AIM quoted subsidiaries, MWB Business Exchange Plc and Liberty Plc, continue to be consolidated in the Group financial statements inclusive of their freehold and short leasehold properties at current valuation or cost. However, these property valuations reflect only the values of the properties themselves and the financial statements do not reflect the current market value of the Group's shareholdings in these two listed subsidiaries. Both subsidiaries are quoted on the AIM Market of the London Stock Exchange and, therefore, a market value for the Group's shareholding in each of the two companies is readily available. In order that shareholders are aware of the underlying value of the Group, the impact to shareholders of MWB Group arising from assessing these two investments by reference to their market value at 30 June 2009, and taking account of incentives that would be payable if these amounts were realised in cash, is set out below:-
Equity attributable to shareholders of
MWB Group
statements
Unrealised surplus of market value of
Unrealised surplus of market value of
Plc(2)
Bonus Plan(3)
Total adjusted equity attributable to
Plc Notes (1) The unrealised surplus of market value of MWB Group's 71.5% shareholding in MWB Business Exchange Plc is based on the share price of MWB Business Exchange Plc at 30 June 2009 of 74p (31 December 2008: 52p) per share, and is after deducting deferred consideration of £9.5m that would become payable on realisation of the Group's investment in MWB Business Exchange and incentive arrangements in subsidiaries payable on realisation at this value.
(3) These amounts would only become payable on realisation of values as above and if such realised values were distributed to shareholders. The adjusted equity attributable to shareholders of MWB Group Holdings Plc is analysed as follows:-
Group debt and incentives payable,
less cash and
Total adjusted equity attributable to
Plc In addition to the assessment above, shareholders should be aware that the adjusted equity attributable to shareholders of MWB Group Holdings Plc of 164p (31 December 2008: 167p) per share above does not reflect the market value of the Malmaison and Hotel du Vin business, as this is not a listed subsidiary for which a market value can be readily confirmed. The Board is confident that the value of the Group's 82.5% interest in the Malmaison and Hotel du Vin business is significantly higher than the £137.2m or 190p per share for this business within adjusted equity attributable to shareholders of MWB Group Holdings Plc, thus demonstrating a further enhancement in underlying equity value of the Group above the adjusted figure of 164p per share in the table above.
NET ASSET VALUE The net assets of the Group are financed by equity attributable to shareholders of MWB Group Holdings Plc and minority interests. The sources of finance of the Group at 30 June 2009 in the consolidated balance sheet and at the previous period ends were as follows:-
2009 2008 2008
Total equity attributable to shareholders of
REVIEW OF PROPERTY, PLANT AND EQUIPMENT Valuation of property portfolio at 30 June 2009 A valuation of the Group's freehold and long leasehold property interests was undertaken at 30 June 2009. The valuation was performed by DTZ and was performed on the basis of Existing Use Value. The net deficit over previous book values before minority interests for the six months ended 30 June 2009 totalled £10.3m, which has been included in these financial statements. In accordance with normal valuation practice, the valuations of the Group's hotel interests include value ascribed for plant, machinery and fixtures and fittings forming part of the service installations of the building. They therefore represent a valuation of the total interest of the Group in those properties. The valuations exclude the value of any goodwill that may arise from the present occupation of the properties and this is not recorded separately in the financial statements of the Group. In accordance with normal valuation practice, the valuation of the Group's retail interest includes value ascribed to plant, machinery and fittings forming part of the services and installation of the building, but excludes moveable shop fittings. All property interests owned by MWB Business Exchange Plc are short leasehold interests; these interests are not revalued upwards under Adopted IFRSs at each period end and are therefore recorded at the lower of cost and net realisable value. Surpluses or deficits arising on valuation of the Group's operational properties are transferred to revaluation reserve, while impairment of operational properties to below their historical cost is charged directly to the Income Statement. Operational properties in the course of construction are recorded at the lower of cost and net realisable value and are therefore not revalued upwards in the Group financial statements. The valuation deficit debited to the revaluation reserve during the six months ended 30 June 2009 totalled £8.4m and arose as follows:-
Portfolio analysis by division At 30 June 2009, the Group held all its direct property interests as non-current assets. These are disclosed in the consolidated balance sheet at that date as follows:-
2009 2008
Non current assets
The above interests are analysed as follows:-
2009 2009 2008
Hotels
end
REVIEW OF LOAN FACILITIES Net debt The Group's loans, borrowings and cash are included in the consolidated balance sheet at 30 June 2009 as follows:-
2009 2008
Analysis of debt/(cash) by operating business
Cash The Group's cash was held in the following operating divisions in the Group:-
2009 2008
Cash balances are held within the above divisions for utilisation within their businesses. Generally only cash within the Central division and the financing facilities available to the Company are available for use in the Company's own activities. Movement in net debt during the year The movement in net debt during the six months ended 30 June 2009 arose as follows:-
2009 2008
du Vin
during the period
Average cost of borrowings at period end,
On 27 April 2009 the Group extended £348m of its banking facilities provided by Bank of Scotland and Royal Bank of Scotland. The terms of these facilities, comprising three separate loans to Malmaison and Hotel du Vin, MWB Business Exchange and MWB itself, previously ran to the end of 2009, but have now been extended to 31 December 2011. As a result, none of the Group's funding facilities are due to expire in the current financial year to 31 December 2009 and the shortest expiry date is the facility provided to Liberty, whose term runs to 30 September 2010. The covenants included in all our financing facilities were complied with at 30 June 2009. Net debt relating to Equity attributable to shareholders of MWB The majority of the Group's net debt has been drawn by subsidiaries that are majority owned, but not wholly owned, by the Group. These comprise the Group's majority interests in its three operating businesses of MWB Malmaison Holdings Limited, MWB Business Exchange Plc and Liberty Plc. The net debt relating to equity attributable to shareholders of MWB Group Holdings Plc at 30 June 2009 amounted to £314m (31 December 2008: £310m), calculated as follows:-
2009 2008
Total net debt attributable to equity shareholders
Gearing At 30 June 2009, gearing was 203%, calculated as follows:-
2009 2008
Summary of earnings The Board's prime measure of return used to monitor the results of the operating divisions is the level of earnings before interest, taxation, depreciation and amortisation, or EBITDA. The results before minority interests for the six months ended 30 June 2009, together with comparative information for previous periods are summarised below:-
Malmaison and Hotel du Vin
MWB Business Exchange Plc
Liberty Plc
Notes 1. EBITDA = Earnings before interest, taxation, depreciation and amortisation.
Malmaison and Hotel du Vin
MWB Business Exchange Plc
Liberty Plc
assets
Malmaison and Hotel du Vin
MWB Business Exchange Plc
Liberty Plc
Taxation No UK corporation tax arose on the Group results for the six months ended 30 June 2009 (June 2008: £0.7m). During the same period, a tax charge of £0.3m (June 2008: £0.2m) arose on the Liberty profits earned in Japan. The Group has a deferred tax asset of £10.5m (June 2008: £15.7m) retained on its consolidated balance sheet that is available to offset future corporation tax that would otherwise be payable by the Group in future years. Loss per share The loss per share figures have been calculated as follows:-
2009 2008 2008
Loss for the period
attributable
Weighted average number of
Units
during period
diluted) Dividend Shareholders approved implementation of the Cash Distribution Programme and associated cessation of annual revenue distributions at a meeting of shareholders held in May 2002. Since then, the Company and the Group's previous holding company, Marylebone Warwick Balfour Group Plc, have purchased approximately 68.7 million Units and shares for cancellation under this programme, representing approximately 50% of the issued share capital at the date of its implementation. This has resulted in the return of approximately £80.4m in cash to Shareholders over the period. Conclusion MWB has three good operating businesses. They are all well managed, have good finance and provide excellent products and services. Each business has demonstrated its ability to perform well even in these tough market conditions. Andrew Blurton Group Finance Director 27 August 2009
CONSOLIDATED INCOME STATEMENT for the six months ended 30 June 2009
2009 2008 2008
activities
Net gain on sale of property,
plant and
Attributable to:
Company
diluted) All results relate to continuing operations.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME for the six months ended 30 June 2009
2009 2008 2008
Other comprehensive income and
expenses
Foreign exchange translation
differences for foreign
and equipment
Effective portion of changes
in fair value of
actuarial losses
Other comprehensive loss for
the period
the period
Attributable to:
Company
the period
CONSOLIDATED BALANCE SHEET at 30 June 2009
2009 2008 2008
Non-current assets
of construction
Current assets
Trade and other receivables:
Current liabilities
Non-current liabilities
Equity
shareholders of the Company
Equity attributable to shareholders
of the Company
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Total comprehensive income for
the period:
and equipment, net of tax
actuarial loss
in fair value of cash flow
hedges
revalued properties
differences for foreign
operations
the period
Transactions with owners
recorded directly in equity
Contributions by and
distributions to owners
shareholders of MWB Business
Exchange Plc
minority interests in MWB
Malmaison Holdings Ltd
Plc
Shares
through equity
30 June 2009
Total comprehensive income for
the period:
and equipment, net of tax
actuarial loss
in fair value of cash flow
hedges
revalued properties
differences for foreign
operations
the period
Transactions with owners
recorded directly in equity
Contributions by and
distributions to owners
shareholders of MWB Business
Exchange Plc
Transfer on increase in
minority interests in
Malmaison Holdings Ltd
Plc
Shares
through equity
30 June 2009 Retained earnings at 30 June 2009 comprise the following:-
2009
have subsequently been cancelled
2008 (note 1)
effect of Scheme of
Arrangement
Total comprehensive income for
the period:
and equipment, net of tax
actuarial loss
in fair value of cash flow
hedges
revalued properties
differences for foreign
operations
the period
Transactions with owners
recorded directly in equity
Contributions by and
distributions to owners
Dividend paid to external
shareholders of
Shares
through equity
30 June 2008
2008 (note 1)
effect of Scheme of
Arrangement
Total comprehensive income for
the period:
and equipment, net of tax
Transfer on increase in
minority interests in
Malmaison Holdings Ltd
Plc
actuarial loss
in fair value of cash flow
hedges
revalued properties
differences for foreign
operations
the period
Transactions with owners
recorded directly in equity
Contributions by and
distributions to owners
shareholders of MWB Business
Exchange Plc
shares
through equity
30 June 2008 Retained earnings at 30 June 2008 comprise the following:-
2008
have subsequently been cancelled
2008 (note 1)
effect of Scheme of
Arrangement
Total comprehensive income for
the year:
and equipment, net of tax
actuarial loss
in fair value of cash flow
hedges
revalued properties
differences for foreign
operations
the year
Transactions with owners
recorded directly in equity
Contributions by and
distributions to owners
Dividend paid to external
shareholders of
Transfer on increase in
minority interests in
Plc
Shares
through equity
31 December 2008
2008 (note 1)
effect of Scheme of
Arrangement
Total comprehensive income for
the year:
and equipment, net of tax
actuarial loss
in fair value of cash flow
hedges
revalued properties
differences for foreign
operations
the year
Transactions with owners
recorded directly in equity
Contributions by and
distributions to owners
shareholders of MWB Business
Exchange Plc
Transfer on increase in
minority interests in MWB
Malmaison
Business Exchange Plc
shares
through equity
31 December 2008 Retained earnings at 31 December 2008 comprise the following:-
December 2008
have subsequently been cancelled
CONSOLIDATED CASH FLOW STATEMENT
2009 2008 2008
Adjustments
plant and equipment
plant and equipment
differences
payment transactions
Cash flows from operations
before changes in
receivables
payables
employee benefits
activities
Cash flows from investing
activities
property, plant and equipment
and equipment
goodwill
activities
Cash flows from financing
activities
inclusive of costs
borrowings
leasing contracts
financing activities
equivalents
equivalents
equivalents (note 7)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Basis of preparation The Half-Yearly Financial Report of the Group for the six months ended 30 June 2009 has been prepared in accordance with IAS 34: 'Interim Financial Reporting' as adopted for use in the European Union ('EU') and in accordance with the Disclosure and Transparency Rules of the Financial Services Authority. The financial information contained in this Half-Yearly Financial Report has neither been audited nor reviewed by the auditors. The Half-Yearly Financial Report for the six months ended 30 June 2009 incorporates the results of the Company and its subsidiary undertakings for the period then ended. The results have been prepared on the basis of the accounting policies adopted in the financial statements of the Group for the year ended 31 December 2008, with the addition of new standards that have come into effect during the period under review and which are listed below. On 7 February 2008, Marylebone Warwick Balfour Group Plc ("Old MWB") announced its intention to re-organise the MWB group of companies. This involved, inter alia, a Court approved Scheme of Arrangement under Section 425 of the Companies Act 1985 (the 'Scheme') with the result of making MWB Group Holdings Plc the new holding company of the Group. In accordance with the sanction from the Court under the Scheme, the issued share capital and the share premium of Old MWB at the effective date of the Scheme were cancelled against its distributable reserves at that date. Under the Scheme, shareholders received one Unit in MWB Group Holdings Plc for each ordinary share previously held in Old MWB. Each Unit comprises one ordinary share and twenty B shares. The B shares do not confer on their holders any rights in relation to income or voting and have only limited rights to participate in capital. The B shares do, however, enable the Company to return cash or cash equivalents to shareholders by their redemption at future dates from the resources of the Group. Every B share is, for all practical purposes, inseparable from an ordinary share. As a consequence, the respective rights of shareholders in the Units in relation to capital, dividend and voting, remained as they would have been had the B shares not been allotted and issued. The Scheme was accounted for as a reverse acquisition in accordance with IFRS 3 'Business Combinations'. As a result, the previous Group has been deemed to acquire MWB Group Holdings Plc, no goodwill arose on the acquisition, and the net assets of the Group remained unaffected. Differences between the restated amounts in the financial statements of MWB Group Holdings Plc and those previously reported in Old MWB represent the merger reserve in MWB Group Holdings Plc shown in these financial statements. The financial statements have been prepared on a going concern basis, which assumes that the Group will be able to meet its liabilities as they fall due for the foreseeable future. The Group is dependent for its working capital requirements on cash generated from operations, cash holdings of £18m at 30 June 2009, bank facilities totalling £363m, unsecured loan stock of £30m and a bank overdraft of £1m (which was undrawn at 30 June 2009). The earliest maturity of the remaining facilities relates to the overdraft which falls due for renewal on 1 September 2010 and the Liberty facility of £15m that has a term that runs to 30 September 2010. The Directors have prepared cash flow projections for the period to 31 December 2010 ('the Projections') which are based on certain assumptions. These show that the Group is capable of operating within the financing arrangements referred to above. The Directors recognise that in the current economic environment, risks may exist regarding future property values and the achievability of projected occupancy levels, room rates and margins in Malmaison and Hotel du Vin; projected occupancy levels and workstation rates in Business Exchange, and projected sales and margins at Liberty. In evaluating the going concern assumption, the Directors have taken into account various uncertainties including the following: The Group is required to comply with a number of covenants in the Company's Articles of Association, in its bank facilities and in the Trust Deed relating to its Unsecured Loan Stock, including a gearing covenant on the Unsecured Loan Stock restricting net debt attributable to shareholders to four times adjusted capital and reserves. All of these covenants were complied with at 30 June 2009. The Directors are aware that compliance with these covenants could be affected if there are continued reductions in property values or significantly adverse trading conditions. The Directors continue to monitor adherence to these covenants carefully and to ensure adherence at all times. The Directors have tested the impact of variations from the Projections on the ability of the divisions to operate within the financial covenants and their available cash resources, under a combination of different scenarios constructed to reflect reasonably possible downside risks to the assumptions contained within the Projections. In such downside scenarios, the ability of the divisions to continue to operate within the facilities available without further recourse to MWB beyond commitments already made, and maintaining compliance with the financial covenants, would be dependent on implementing various cost saving initiatives and mitigating actions within the timescales required, should these downside scenarios crystallise. These cost saving initiatives and mitigating actions are all under the control of the Group and the Directors consider they would be implemented as required. The Group receives dividends from its 71.5% owned subsidiary MWB Business Exchange and these along with other financial resource in the Group are used to fund cash requirements elsewhere in the Group. The forecasts show that MWB Business Exchange will have sufficient cash reserves and distributable profits to pay the dividends required, including under reasonable downside scenarios. As referred to in the Chairman's Statement accompanying these financial statements, the Board is exploring various options open to increase the flexibility in the financing of the Group. The Directors are also aware that in view of uncertainty in the market over property values, the gearing covenant in the Company's Unsecured Loan Stock in the period covered by the Company's forecasts, which will be next formally tested as at 31 December 2009, and which had headroom in shareholders' funds at 30 June 2009 of £18.4m, gives rise to a material uncertainty which may require the Group to raise additional funding. In the absence of successfully raising such additional funding, if required, this could cast significant doubt upon the Group's and Company's ability to continue to operate as a going concern for the whole of the period covered by the Projections. In those circumstances, the Group and Company might then be unable to continue realising their assets and discharging their liabilities in the normal course of business.
The primary format of the segmental information in respect of the Group's businesses is based on the Group's internal reporting structure. Segment results include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Inter-segment pricing is determined on an arm's length basis.
Malmaison and Hotel du Vin
MWB Business Exchange Plc
Liberty Plc
Notes 1. EBITDA = Earnings before interest, taxation, depreciation and amortisation.
Malmaison and Hotel du Vin
MWB Business Exchange Plc
Liberty Plc
Malmaison and Hotel du Vin
MWB Business Exchange Plc
Liberty Plc
The analysis of net assets in the consolidated balance sheet across the Group's operations as revealed by the Consolidated Balance Sheet at 30 June 2009, and at the previous period ends, is as follows:-
other assets
Equity attributable to
shareholders
other assets
Equity attributable to
shareholders
Group debt, less cash and
Equity attributable to
shareholders
3. EARNINGS BEFORE INTEREST, TAXATION, DEPRECIATION AND AMORTISATION ("EBITDA")
2009 2008 2008
The EBITDA of the Group is
calculated
Profit before finance income,
finance expenses
Add depreciation of property,
plant and
disposals
2009 2008 2008
Current taxation
(charge)/credit
UK Corporation tax
period
prior year provisions
taxation liabilities
Foreign tax
Deferred taxation
credit/(charge)
Deferred tax asset relating to
accelerated
capital allowances, trading
tax losses, unrelieved
interest payments,
period
Weighted average number of units or shares in issue during the period:-
2009 2008 2008
issue at start of period
Units purchased by the Company
for
end of period
Weighted average number of
units or shares in issue
Loss per share The loss per share figures are calculated by dividing the loss attributable to equity holders of the Company for the period, by the weighted average number of units in issue during the period, as follows:-
2009 2008 2008
Loss for the period
attributable to equity
Weighted average number of
units or
during the period
diluted)
Cost or valuation
Depreciation
Net book value
Analysis of valuation deficit
Deficit debited to revaluation
Deficit debited to minority
Revaluation deficit reflected
2009 2008
sheet
Cost or valuation
Depreciation
Net book value
Valuation The Group's property, plant and equipment is all located in the United Kingdom. The Group's Operational properties were valued at 30 June 2009 by qualified professional valuers working for the company of DTZ, Chartered Surveyors, ("DTZ"), acting in the capacity of External Valuers. All such valuers are Chartered Surveyors, being members of the Royal Institution of Chartered Surveyors ("RICS"). DTZ act as valuers to the MWB Group and undertake half year and year end valuations for accounting purposes. DTZ has been carrying out this valuation instruction for the Group for a continuous period since June 1999 and Paul Wolfenden has been the signatory of Valuation Reports provided to MWB Group for the same period since June 1999. In addition, DTZ provide ad-hoc valuation advice to MWB Group. DTZ is a wholly owned subsidiary of DTZ Holdings plc. In the financial year to 30 April 2009, the proportion of total fees payable by MWB Group to the total fee income of DTZ Holdings plc was less than 5%. It is not anticipated that this situation will vary in terms of the financial year of DTZ to 30 April 2010. DTZ has not received any introductory fees or acquisition fees in respect of any of the properties owned by MWB Group within the 12 months prior to the date of valuation. DTZ has been appointed as valuers in respect of certain of the properties and in the last 12 months they have provided valuation advice for bank lending purposes in relation to certain of the properties. All valuations were carried out in accordance with the RICS Appraisal and Valuation Standards 6th Edition ("the Manual") and the properties were valued on the basis of Existing Use Value. Existing Use Value is defined in the Manual as the estimated amount for which a property should exchange on the date of valuation between a willing buyer and a willing seller in an arm's length transaction, after proper marketing, wherein the parties had acted knowledgeably, prudently and without compulsion, assuming that the buyer is granted vacant possession of all parts of the property required by the business and disregarding potential alternative uses and any other characteristics of the property that would cause its Market Value to differ from that needed to replace the remaining service potential. The valuation of the hotels is based on estimates of annual maintainable earnings before interest, tax, depreciation and amortisation ("EBITDA") for each property over a 10 year cash flow period. These estimates are based on the historic, current and budgeted trading information provided by the Group to DTZ. DTZ apply a market discount rate to the cash flow forecast of the hotels to assess the net present value of each property asset. This is in line with the method used by the market for the valuation of this type of property. In valuing the Group's hotels, DTZ have regard to the valuation of the properties as fully equipped operational entities, and to their trading potential. The valuation therefore includes the land and buildings; the trade fixtures, fittings, furniture, furnishings and equipment; and the market's perception of the trading potential excluding personal goodwill; together with an assumed ability to renew existing licences, consents, certificates and permits. The value excludes consumables and stock in trade. The valuation excludes any goodwill associated with the management by the Company or its subsidiaries but recognises that the hotel property assets would probably be sold as trading entities. Guidance Note 3 of the Manual states that the valuer must lot or group properties in the manner most likely to be adopted in the case of an actual sale. Therefore DTZ have lotted together the Malmaison and Hotel du Vin properties owned by MWB Group; were the hotel properties to be marketed individually the values achieved could be less than those included in the Valuation Report. Properties included in property, plant and equipment valued by DTZ at 30 June 2009, totalled £510.0m. The carrying value of properties in the balance sheet excludes those revaluation surpluses attributable to the land element of long leaseholds and developments which are held at cost. Other minor properties, the short leasehold properties of MWB Business Exchange Plc, and plant and equipment, are not revalued upwards and are carried at the lower of cost and net realisable value. These assets had a net book value at 30 June 2009 of £42.3m. The historic cost of the Group's properties at 30 June 2009 includes capitalised interest of £9.4m (31 December 2008: £9.3m).
2009 2008 2008
consolidated balance sheet
balance sheet
Net cash and cash equivalents per
consolidated
The Group's net cash and cash equivalents are held in the following operating divisions of the Group.
2009 2008 2008
Cash balances are held within the above divisions for utilisation within their businesses. Generally only cash within the Central division is available for use in the Company's own activities. During the six months ended 30 June 2009, cash holdings at MWB Business Exchange were reduced, principally because £2.4m was used to purchase its own shares, £9.8m was used to pay dividends and £2.8m was used in acquiring further business centres. Of the total dividend paid of £9.8m, £7.0m was received by MWB Group Holdings Plc, the remaining £2.8m being paid to minority shareholders of MWB Business Exchange.
2009 2008 2008
Current liabilities
Non-current liabilities
On 27 April 2009, the Group extended £348m of its banking facilities provided by Bank of Scotland and Royal Bank of Scotland. The terms of these facilities, comprising three separate loans to Malmaison and Hotel du Vin, MWB Business Exchange and MWB Group itself, previously ran to the end of 2009, were extended to 31 December 2011. These loans were shown as current liabilities in the consolidated balance sheet at 31 December 2008 because at that date their term ran to 31 December 2009. However, because of this extension, these loan facilities are now medium term and therefore non-current liabilities at the date of this financial report. The shortest expiry date of all the Group's facilities is the facility provided to Liberty, whose term runs to 30 September 2010. The covenants included in all the Group's financing facilities were complied with at 30 June 2009. Net debt The Group's loans, borrowings and cash are included in the consolidated balance sheet at 30 June 2009 as follows:-
2009 2008 2008
instruments
note 7
The deferred taxation liabilities/(assets) at 30 June 2009 and at previous period ends arose as follows:-
Deferred tax assets
Unrelieved capital expenditure and
interest
Deferred tax liabilities
2009
Deferred tax assets
payments
Deferred tax liabilities
Deferred tax assets
payments
Deferred tax liabilities
2008 Deferred tax assets and liabilities provided At 30 June 2009, the Group had accelerated capital allowances, trading tax losses and interest payments from current and prior periods amounting to £58.3m (30 June 2008: £97.0m; December 2008: £56.8m) that it expects to be available to reduce future tax liabilities likely to arise in the Group. At 30 June 2009, these exceed short term timing differences and valuation surpluses of £20.6m (30 June 2008: £41.0m; 31 December 2008 £19.3m). The excess of £37.7m has been recognised at the prevailing tax rate of 28% in the net deferred tax assets at the period end of £10.5m (30 June 2008: £15.7m; 31 December 2008: £10.5m) included above. Deferred tax assets and liabilities not provided In addition, the Group has accelerated capital allowances, trading tax losses, capital losses and unrelieved capital expenditure totalling £171.9m (30 June 2008: £74.5m; 31 December 2008: £149.3m) that are not expected to be capable of utilisation in the foreseeable future. Also, certain capital losses in the wider MWB Group totalling £25.2m (30 June 2008: £25.2m; 31 December 2008: £25.2m) are restricted in their use and are not expected to be readily realisable. These tax assets totalling £197.1m (30 June 2008: £99.7m; 31 December 2008: £174.5m), recognised at the prevailing tax rate of 28%, form the deferred tax asset not provided of £55.2m (30 June 2008: £27.9m; 31 December 2008: £48.9m) included above.
The Equity attributable to shareholders of MWB Group Holdings in pence per share is calculated by dividing the Equity attributable to shareholders of the Company at each period end by the number of ordinary shares in issue at such date. The relevant figures are as follows:-
2009 2008 2008
Equity attributable to shareholders
of
consolidated
Number of ordinary shares in issue
Equity attributable to shareholders
of
share 11. RELATED PARTY BALANCES AND TRANSACTIONS Arrangements with ServCo Limited Partnership
In March 2002, the Company entered into a services agreement (the "Services Agreement") with ServCo Limited Partnership ('ServCo'), an entity controlled by the Executive Directors, which was approved by Independent Shareholders at an extraordinary general meeting of the Company held in May 2002. This agreement governs the relationship between the Company on behalf of the Group and ServCo in relation to the provision of administrative, operational and head office outsourced services by ServCo to the Group. Under the Services Agreement, the Company on behalf of the Group pays management fees and rental payments at agreed levels but subject to adjustment as agreed between the Company and ServCo (or in default of agreement, by an expert appointed in accordance with the dispute resolution mechanism contained in the Services Agreement) for any increase or decrease in the cost to ServCo of providing services to the Group. These fees represent the salary and head office costs directly incurred by the Group prior to approval of the Services Agreement by Independent Shareholders in May 2002, that are now incurred directly by ServCo and recharged to the Group in accordance with these approved arrangements. A Share Transfer Agreement relating to the acquisition by ServCo of Marylebone Warwick Balfour Management Limited was approved by Independent Shareholders at the same extraordinary general meeting in May 2002. As a result, certain contractual obligations that existed between Marylebone Warwick Balfour Management Limited (which was previously owned by the Group) and the Group continue to subsist after that share transfer agreement and are charged to the Group, in a similar manner as they did prior to completion of the share transfer agreement.
In accordance with the Services Agreement and Share Transfer Agreement referred to above, the Group paid management fees of £1.2m and rental payments of £0.2m to ServCo during the six months ended 30 June 2009 (six months ended 30 June 2008: £1.9m; year ended 31 December 2008: £3.9m). The fees payable to ServCo under the Services Agreement are not remuneration payable to the Directors. In accordance with the service contracts between the Executive Directors and the Company, annual salaries of the Executive Directors, plus associated national insurance, travel allowance, bonus and pension contributions, in all totalling £0.6m (six months ended 30 June 2008: £0.9m; year ended 31 December 2008: £1.6m) were paid to ServCo, rather than to the Executive Directors themselves. In addition, the salary of one Senior Executive of the Company (who is also a partner of ServCo) of £0.1m (six months ended 30 June 2008: £0.1m; year ended 31 December 2008: £0.2m) plus associated national insurance and pension contributions, was paid to ServCo rather than to the Senior Executive concerned. The payment of these salaries and associated costs to ServCo, rather than to the individuals concerned, results in no additional cost being incurred by the Group. No amounts were outstanding either to or from ServCo at 30 June 2009 or at the previous period end and no amounts were written off in respect of any such balances during either period.
The term of the Services Agreement runs to 31 December 2010 in accordance with the Business Plan of the Group. Under the Services Agreement, the Company will pay annual fees in respect of the cost incurred by ServCo in providing these services to the Company. The fees payable by MWB to ServCo have been reduced from £3.5m per annum to £2.4m per annum with effect from 1 January 2009. Arrangements with Alternative Hotel Group Limited The Group has occupied head office premises at 1 West Garden Place, Kendal Street, London W2 for many years. As a result of implementation of the Cash Distribution Programme in 2002 and the sale of Group assets to return cash to shareholders that has been achieved therefrom, surplus space became available at these offices during the year ended 31 December 2008. Accordingly, the Board assessed the market value of this space once it had become available and licenced it at market value to companies in the AHG Management Services Limited ("AHG") group of companies. Richard Balfour-Lynn, the Chief Executive of MWB, Michael Bibring and a Partner related to Jagtar Singh, are shareholders in and directors of AHG which has a 50% shareholding in a company which operates a private residential hotel conference business, carried on from rural properties situated outside the M25 and not in city locations. None of these Directors are involved in the day to day management of such business and the business has an independent management team. The Board considers that such holdings do not conflict with the duties of such individuals as Directors of MWB Group Holdings Plc. The Board also considers that such a residential conference business does not compete with either the meeting and conference rooms business of Business Exchange which only operates in city locations and does not offer residential hotel facilities, or the hotel business of Malmaison and Hotel du Vin which operates in city locations and does not focus on offering conference facilities as a core service. The Board also considers that the hotel businesses owned by AHG do not compete with the business of Malmaison and Hotel du Vin, as they have distinct offerings which are targeted at a different consumer base. Malmaison and Hotel du Vin focuses on branded boutique hotels in city locations with an emphasis on a high quality food, beverage and accommodation offering. In contrast AHG owns larger hotels predominantly located in non urban locations while its hotels in urban locations focus on providing conferencing facilities. During the six months ended 30 June 2009, the Group charged £0.2m (six months ended 30 June 2008: £0.1m; year ended 31 December 2008: £0.3m) to AHG in respect of the licensed office space referred to above. All amounts due were paid by AHG to MWB and accordingly no amounts were outstanding either to or from AHG at 30 June 2009 nor at the previous year end, and no amounts were written off in respect of any such balances during the period. 12. FINANCIAL STATEMENTS AND HALF-YEARLY FINANCIAL REPORT A copy of this document has been submitted to the UK Listing Authority, and is available for inspection at the UK Listing Authority's Document Viewing Facility, which is situated at The Financial Services Authority, 25 The North Colonnade, Canary Wharf, London E14 5HS, telephone number 020 7676 1000. The financial information set out in this Half-Yearly Financial Report in relation to MWB Group includes information for the six months ended 30 June 2009, with comparative information for the six months ended 30 June 2008 and the year ended 31 December 2008. Statutory financial statements for the year ended 31 December 2008 for the companies forming the MWB Group have been delivered to the Registrar of Companies. The auditors have reported on those financial statements; their reports were unqualified and did not contain statements under Section 237(2) or (3) of the Companies Act 1985. The auditors' report was modified to include an emphasis of matter paragraph which drew attention to note 1 to the financial statements for the year ended 31 December 2008. This Half-Yearly Financial Report will be sent to shareholders during September 2009 and an electronic copy is available on the Company's website at www.mwb.co.uk from the date of its announcement on 27 August 2009. The audited financial statements of MWB Group Holdings Plc for the year ended 31 December 2008, further copies of this Half-Yearly Financial Report, and the Half-Yearly Financial Report for the six months ended 30 June 2008, are available from the Company Secretary, City Group P.L.C., at the Company's registered office of 30 City Road, London EC1Y 2AG.
STATEMENT OF RESPONSIBILITY OF DIRECTORS We confirm to the best of our knowledge that: This Half-Yearly Financial Report has been prepared in accordance with IAS34 Interim Financial Reporting as adopted by the EU; The Half-Yearly Financial Report includes a fair review of the information required by:
For and on behalf of the Board
27 August 2009
Contact details for all business centres operated by the Group:-
1800
0355
South Gyle
Street
Street
Street
Winchester House,
Street
Street
Street
Street
Boulevard
John Eccles House, Robert
Robinson Avenue,
Agreement
Canary Wharf
Clement's Lane
7 Operating and Management
Agreement
Bridge
Street
London Wall City Business Centre
Saints
14 management contract centres
Total
MALMAISON AND HOTEL DU VIN HOTELS at 30 June 2009
Street
Malmaison, Mailbox,
Leith
Street
Malmaison, William Jessop Way,
Hotel du Vin
Hotel du Vin, The Sugar House,
Hotel du Vin, 15-19
Trumpington
Hotel du Vin, One Devonshire
This information is provided by RNS The company news service from the London Stock Exchange END
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| 27-08-09 | RNS |
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RNS Number : 0738Y Liberty PLC 27 August 2009
FOR IMMEDIATE RELEASE 27 August 2009 LIBERTY Plc:
RESULTS FOR SIX MONTHS TO 30 JUNE 2009
HIGHLIGHTS
- 28% revenue increase to £9.7m against £7.6m for June 2008 period interest in Liberty fabrics. - £0.7m cash premium for Sloane Streeet shop - £0.5m future annual saving as retailing refocused into flagship store
"We have already demonstrated our ability to deliver solid progress in difficult market conditions and I have no doubt we have the products, the people and infrastructure in place to take full advantage of any upswing in retail spending," Richard Balfour-Lynn, Chairman
Contact:
NOTE TO PICTURE EDITORS: A series of hi-resolution imagesof Freida Pinto unveiling the "Renaissance of Liberty" and the Hermes "pop-up store" can be downloaded by clicking on the hyperlink below.
http://media3.marketwire.com/docs/hermes.pdf
_________________________________________________________________________ __________ While much has been written about the state of the UK economy and its impact on the retail sector, I am pleased to report that Liberty, Britain's iconic luxury brand, has recorded its best first half for many years. Even more pleasing is the double-digit sales growth we are reporting across the business for the six months to 30 June 2009 and the fact we have recorded positive operating EBITDA, for the first time in ten years. There is little doubt our efforts to raise Liberty's profile as an increasingly global luxury brand are beginning to pay dividends, not only in direct sales but also in reputation as some of the world's leading brands, such as Apple, MAC Cosmetics and Herm?have all approached Liberty for collaborations. Group revenue grew by 18% to £25.3m during the first half compared to £21.5m over the same period a year ago. As a result operating EBITDA was a positive £30,000 against a negative £2.7m for the six months to 30 June 2008, a substantial improvement over the last few years' performance. But the real story of the first half has been the highly successful Liberty Renaissance launch in February 2009. Liberty's "new look" flagship store and greatly improved offer was unveiled by "Slumdog Millionaire" actress Freida Pinto. With the addition of new brands such as Balmain, Marni and Fendi in ladies ready-to-wear, Paul Morelli and Stephen Dweck in jewellery, Givenchy in handbags and Burberry Prorsum in men's ready-to-wear, Liberty has recaptured its authority in fashion. The sales upsurge following the Renaissance has resulted in revenue at the flagship store for this six months being 12% higher than 2008 levels. Virtually all product categories recorded healthy sales growth following the Renaissance launch, but in particular, fashion accessories such as scarves, jewellery and gift items, ladies' and men's ready-to-wear, fabrics and furniture were all well received by customers. Liberty's sales growth has been driven by the domestic market although we continue to benefit from the increase in overseas shoppers, especially those from Europe who are discovering the relative cheapness of the UK in comparison to Euro denominated countries.
_________________________________________________________________________ __________ Our fabrics division has continued its strong growth with a 28% revenue increase over the period to £9.8m against £7.6m in the first six months of 2008, and produced EBITDA 27% higher at £2.2m. All of this growth has been achieved outside of Japan and reflects the upsurge in interest in Liberty fabrics - both new and old. Apart from some of our collaborations, both with fashion houses and individual artists and designers such as Grayson Perry, Liberty fabrics are being incorporated into a wide range of traditional and other products and clothing. We continue to make progress with our transactional website which is benefiting from the brand's increasingly higher profile. As the website was only launched in July 2008 there are no meaningful comparatives to prior periods. We will be able to judge performance better once we have completed six quarters of activity and have a clearer idea of the product range that is most appealing to our international customer base. However, we are pleased with the progress that this part of our business has already made to date. Liberty of London, our in-house designed luxury brand business, producing leather goods, accessories and scarves, has continued to improve both its product range and distribution. Today, more than 80 stores around the world stock Liberty of London products and there was a slight increase in revenue at £1.4m over the period compared to the 2008 first half. We announced in late June 2009 that we had surrendered the lease on the Liberty of London Sloane Street shop following an unsolicited offer from a European fashion brand. Liberty received a £0.7m cash premium for the lease and we estimate there will be future annual cost savings of approximately £0.5m by refocusing Liberty of London's retail operation back into the flagship store. As a result, Liberty of London will have greater ability to be profitable as it will operate from a much lower cost base.
_________________________________________________________________________ __________ While the business has had a strong first half, we are, nevertheless, adopting a cautious approach to the remainder of the year. We believe trading conditions continue to be tough, as the future direction of the economy, both in the UK and abroad, remains uncertain. However, over the past 12 months Liberty's senior management team has worked hard at generating greater efficiencies within the business and as a result there has been an overall reduction of more than 10% in overheads. This has been achieved in some of the back office areas, such as payroll and support services, but at no cost to the important customer service where we continue to see great improvements. Although recognising the future economic environment is unpredictable we remain committed to ensuring that Liberty generally and the flagship store in particular is one of London's most exciting and innovative shopping experiences. We have developed a number of initiatives that will be launched over the next two months. As one of the world's leading scarf authorities, Liberty is partnering Herm?on an historical collaboration. From September there will be a Herm?"pop-up" shop within the flagship store that focuses on this luxury brand's traditional accessories, such as scarves and ties, but with a Liberty twist. To mark the collaboration, Herm?has created an exclusive limited edition range of scarves and ties using Liberty's renowned Tana Lawn cottons. The collection will include two different size scarves in six different micro floral prints and a new range of Herm?super slim ties. The second half of the year also sees the renaissance and expansion of Liberty's Beauty offering with the launch of 12 new exclusive beauty and fragrance lines such as Le M?er de Beaut?Revive, Byredo and Francis Kurkdjian. With Christmas looming on the horizon we have invited British Fashion Award winner Luella to create this year's festive theme. The flagship store will be Christmas themed from mid-October onwards. This promises to be an exciting backdrop to what we anticipate will be a very busy time for Liberty and there are a number of special events and promotions planned to attract an increasing number of customers into the store.
_________________________________________________________________________ __________ A world-class team has been assembled since 2007 and is now turning Liberty not only into the most authoritative retail destination for fashion, design and beauty but also one of the fastest growing brands globally in both fashion and retail. We want to maintain this trend and, as a result, we have appointed advisors to undertake a strategic review of Liberty with the express aim of identifying ways in which it can be further developed and expanded, both within the UK and internationally. As I have already indicated it is difficult to forecast with certainty what the remaining four months of the year hold for us. We have had an excellent first half and we believe the momentum we have achieved over the past eight months will help Liberty buck the adverse market trend. We have already demonstrated our ability to deliver solid progress in difficult market conditions and I have no doubt we have the products, people and infrastructure in place to take full advantage of any upswing in retail spending. Therefore I view the future with a degree of cautious confidence. Richard Balfour-Lynn Chairman Liberty Plc 27 August 2009 KEY FINANCIAL HIGHLIGHTS _________________________________________________________________________ __________ The historical trading and balance sheet performance of Liberty Plc is summarised below:-
expenditure, reorganisation costs
and lease surrender
before brand expenditure,
reorganisation costs and lease
surrender
2009 2008 2008
goodwill
CONSOLIDATED INCOME STATEMENT for the six months ended 30 June 2009 _________________________________________________________________________ _________________
activities
Attributable to:
Company
diluted) All results relate to continuing operations. The notes on pages 14 to 22 form part of these financial statements. * Restated as a result of adoption of IFRIC 13: Customer Loyalty Programmes - see note 8. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME for the six months ended 30 June 2009
2009 2008 2008
Other comprehensive income for
period after tax:
differences for foreign
operations
and equipment
in fair value of cash flow
hedges
actuarial losses
the period
the period
Attributable to:
Company
the period
CONSOLIDATED BALANCE SHEET at 30 June 2009 _________________________________________________________________________ __________
2009 2008 2008
Non-current assets
Current assets
Current liabilities
Non-current liabilities
Equity
shareholders of the Company
The notes on page 14 to 22 form part of these financial statements.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY for the six months ended 30 June 2009 _________________________________________________________________________ __________________________________________________________
differences for foreign operations
and equipment
actuarial gains, net of tax
*1* Disclosed as 'Retained earnings' of (£50,156,000) in consolidated balance
*2* Disclosed as 'Other reserves' totalling £67,524,000 in consolidated
for the six months ended 30 June 2008 _________________________________________________________________________ ______________________________________________________
and other payables
differences for foreign operations
and equipment
in fair value of cash flow hedges
actuarial gains, net of tax
*1* Disclosed as 'Retained earnings' of (£43,317,000) in consolidated
*2* Disclosed as 'Other reserves' totalling £70,845,000 in consolidated
for the year ended 31 December 2008 _________________________________________________________________________ ______________________________________________________
differences for foreign operations
and equipment
actuarial gains, net of tax
*1* Disclosed as 'Retained earnings' of (£45,242,000) in consolidated
*2* Disclosed as 'Other Reserves' totalling £68,271,000 in consolidated
CONSOLIDATED CASH FLOW STATEMENT for the six months ended 30 June 2009
2009 2008 2008
Adjustments
equipment
transactions
changes in working capital
Cash flows from investing activities
equipment
Cash flows from financing activities
parties
cash equivalents
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the six months ended 30 June 2009 _________________________________________________________________________ __________
_________________________________________________________________________ __________ Basis of preparation The Half-Yearly Financial Report of Liberty Plc ('the Company') for the six months ended 30 June 2009 has been prepared in accordance with the IAS 34 'Interim Financial Reporting' as adopted for use in the European Union ('EU'). The financial information contained in this Half-Yearly Financial Report has been neither audited nor reviewed by the auditors. The Half-Yearly Financial Report of the Company for the six months ended 30 June 2009 incorporates the results of the Company and its subsidiary undertakings ('the Group') for the period then ended. The results have been prepared on the basis of the accounting policies adopted in the financial statements of the Group at the previous year end of 31 December 2008, consistently applied in all material respects in the preparation of these financial results, with the addition of new standards that have come into effect during the period under review and which are listed below. New accounting standards impacting the financial statements: IFRIC 13 Customer loyalty programmes The Group has applied in its Interim Financial Statements IFRIC 13 which clarifies the accounting treatment for customer loyalty programmes. This standard has been applied retrospectively in accordance with IAS8 and comparatives have been restated accordingly (see note 8). Amendments to IAS 1 Presentation of financial statements The Group has applied revised IAS1 Presentation of financial statements, which became effective on 1 January 2009. This presentation has been applied in this Half-Yearly Financial Report for the period ended 30 June 2009. Comparative information has been re-presented so that it is also in conformity with the revised standard. Since the change in accounting policy only impacts presentation aspects, there is no impact on the previously disclosed pre-tax profit of the Group. IFRS 8 Operating segments The Group has adopted IFRS 8 Operating Segments with effect from 1 January 2009. This new accounting policy in respect of segment operating disclosures has not led to a change in the number and/or definition of segments previously presented, on the basis that the information disclosed is consistent to that provided to the Board of Liberty Plc, led by the Chief Executive, who is the Group's chief operating decision maker.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the six months ended 30 June 2009 _________________________________________________________________________ __________
_________________________________________________________________________ __________
Revenue by business division
London retail and Internet
Revenue by geographical origin
2009 2008 2008
(Loss) / profit by business
division
London retail
(including brand expenditure)
activities
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the six months ended 30 June 2009 _________________________________________________________________________ __________ 2. SEGMENT REPORTING (continued) _________________________________________________________________________ __________ Concession revenue Sales from concession departments are included on a commission only basis within revenue above. Gross revenue of concession departments was as follows:
2009 2008 2008
departments 3. EARNINGS BEFORE INTEREST, TAXATION, DEPRECIATION AND AMORTISATION ("EBITDA") _________________________________________________________________________ __________
2009 2008 2008
calculated as follows:
activities
against lease surrender
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the six months ended 30 June 2009 _________________________________________________________________________ __________
_________________________________________________________________________ __________
The loss per share figures are calculated by dividing the loss attributable to equity shareholders of the Company for the period, by the weighted average number of ordinary shares in issue during the period, as follows:-
2009 2008 2008
attributable to equity
shareholders of the Company
ordinary shares in issue
during the period
diluted)
_________________________________________________________________________ ___________
Cost or valuation
Depreciation
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the six months ended 30 June 2009 _________________________________________________________________________ __________ 5. PROPERTY, PLANT AND EQUIPMENT (continued) _________________________________________________________________________ __________ On 19 June 2009 Liberty surrendered the lease on its Sloane Street store for a cash premium of £700,000. As a result, Liberty released a rent-free provision with residual value of £79,000 previously held as a liability and incurred costs of £107,000. In addition, fixtures and fittings relating to the shop with a net book value of £587,000 were deemed to have no further value in use and written off, giving rise to a net gain on lease surrender of £85,000.
Cost or valuation
Depreciation
2008
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the six months ended 30 June 2009 _________________________________________________________________________ __________ 5. PROPERTY, PLANT AND EQUIPMENT (continued) _________________________________________________________________________ _________ Valuation The Group's property, plant and equipment is primarily located in the United Kingdom, with a minor amount located in Japan. The Group's property was valued at 30 June 2009 by qualified professional valuers working for the company of DTZ, Chartered Surveyors, ("DTZ"), acting in the capacity of External Valuers. All such valuers are Chartered Surveyors, being members of the Royal Institution of Chartered Surveyors ("RICS"). DTZ act as valuers to the Group and undertake half year and year end valuations for accounting purposes. DTZ has been carrying out this valuation instruction for the Group for a continuous period since 1999 and Paul Wolfenden has been the signatory of Valuation Reports provided to the Group for the same period. In addition, DTZ provide ad-hoc valuation advice to the Group. DTZ is a wholly owned subsidiary of DTZ Holdings plc. In the financial year to 30 April 2009, the proportion of total fees payable by the Group to the total fee income of DTZ Holdings plc was less than 5%. It is not anticipated that this situation will vary in terms of the financial year of DTZ to 30 April 2010. DTZ has not received any introductory fees or acquisition fees in respect of the property owned by the Liberty Group within the 12 months prior to the date of valuation. The valuation was carried out in accordance with the RICS Appraisal and Valuation Standards 6th Edition ("the Manual") and the property was valued on the basis of Existing Use Value. Existing Use Value is defined in the Manual as the estimated amount for which a property should exchange on the date of valuation between a willing buyer and a willing seller in an arm's length transaction, after proper marketing, wherein the parties had acted knowledgeably, prudently and without compulsion, assuming that the buyer is granted vacant possession of all parts of the property required by the business and disregarding potential alternative uses and any other characteristics of the property that would cause its Market Value to differ from that needed to replace the remaining service potential. The valuation includes the land and buildings; the trade fixtures, fittings, furniture, furnishings and equipment; and the market's perception of the trading potential excluding personal goodwill; together with an assumed ability to renew existing licences, consents, certificates and permits. The value excludes consumables and stock in trade. The valuation excludes any goodwill associated with the management by the Company or its subsidiaries. The valuation of the Tudor property and fixtures totalled £28.8m, including fixtures and equipment with a net book value of £4.1m at 30 June 2009. The historic cost of the Group's property at 30 June 2009 includes capitalised interest of £0.2m (2008: £0.2m).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the six months ended 30 June 2009 _________________________________________________________________________ __________
_________________________________________________________________________ __________
2009 2008 2008
_________________________________________________________________________ __________ The Group's interest-bearing loans and borrowings are measured at amortised cost. The Group utilises a financing facility provided by Bank of Scotland ("BOS") of £20m which comprises a revolving credit facility of £15m and an ancillary facility of £5m. At 30 June 2009, the Group has drawn £14.2m (30 June 2008: £14.4m) of the £15m revolving credit facility and £0.2m (30 June 2008: nil) of the ancillary facility. Terms and debt repayment schedule The Group's loans are denominated in Sterling and no foreign exchange risk existed on its debt arrangements during the period ended 30 June 2009 or during the previous period. The Group's loans bear variable rates of interest which are set by reference to Bank of Scotland base rate as follows:-
The facility has a term that runs until September 2010, at which time, or prior to which, discussions will be held with BOS with regard to refinancing, repayment or extending the loan repayment date. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the six months ended 30 June 2009 _________________________________________________________________________ __________
_________________________________________________________________________ __________ The bank loan is secured on freehold property with a carrying amount of £28.8m (2008: £31.5m) (see note 5), and a debenture and corporate guarantee provided by Liberty Plc in favour of BOS.
2009 2008 2008
Due within one year
Due within one to two years
Undrawn facilities At 30 June 2009, the Group had £0.8m (2008: £0.9m) of undrawn credit financing facilities available for use by the Group and £4.8m of the ancillary facility available for the specific purposes of the facility. Funding financial risk The Group's funding financial risk centres on the total interest cost incurred on the Group's short and medium term loans, which at 30 June 2009 included bank borrowings of £14.2m (2008: £14.1m). The Board has currently chosen to retain the bank borrowings at variable rates due to the low level of current interest rates. The Board reviews this policy on a regular basis to ensure good management of its exposure to interest rate fluctuations.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the six months ended 30 June 2009 _________________________________________________________________________ __________ 8. HALF-YEAR FINANCIAL REPORT AND FINANCIAL STATEMENTS _________________________________________________________________________ _________ The financial information set out in this Half-Yearly Financial Report in relation to Liberty Plc includes information for the six months ended 30 June 2009. The comparative figures for the financial year ended 31 December 2008 are not the company's statutory financial statements for that financial year. Those financial statements have been reported on by the company's auditors and delivered to the registrar of companies. The report of the auditors was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 237(2) or (3) of the Companies Act 1985. As a result of the Group's adoption of IFRIC 13 Customer Loyalty Programmes, the Directors have reviewed the accounting policy in respect of the treatment of the Liberty Card reward programme. As a result of this amendment, the Directors believe that it is more appropriate to deduct these costs from revenue as opposed to charging them as a marketing expense as was the case in previous years. The Group therefore adopted a revised accounting policy for such costs in line with IFRIC 13 and will recognise all costs related to the programme within revenue. The effect of this change was to reduce revenue in the period ended 30 June 2008 by £223,000 and in the year ended 31 December 2008 by £270,000, and to reduce selling and distribution costs by the same amounts in the period ended 30 June 2008 and in the year ended 31 December 2008. Accordingly, this has no effect on the pre-tax profits as previously reported by the Group. This Half-Yearly Financial Report of Liberty Plc will be sent to shareholders in September 2009 and an electronic copy is also available on the Company's website at www.liberty.co.uk from the date of its announcement on 27 August 2009. The audited financial statements of the Company for the year ended 31 December 2008, further copies of this Half-Yearly Financial Report and the Half-Yearly Financial Report for the six months ended 30 June 2008, are available from the Company Secretary, Filex Services Limited at the Company's registered office of 179 Great Portland Street, London W1W 5LS. This information is provided by RNS The company news service from the London Stock Exchange END
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280 - 310! ~10%!!! why so huge? Someone is bound to say because of liquidity....however, surely there would be more liquidity if the spread was narrower??? Anyone know the percentage of free float? We have to be confident of the price moving 10% before even breaking even here...
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