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| Thu 17:29 | RNS |
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This news article is displayed preformatted as it may contain results tables
RNS Number : 8163C
Clinton Cards PLC
19 November 2009
BLOCK LISTING SIX MONTHLY RETURN
Information provided on this form must be typed or printed electronically and provided to an ris.
Date: 19 November 2009
Name of applicant: Clinton Cards Plc ("the Company")
Name of scheme(s): Clinton Cards Executive Share Option Scheme 1998 ("the Scheme")
Period of return: From: 2000 To: 18 November 2009
Balance of unallotted securities under scheme(s) -
from previous return:
Plus: The amount by which the block scheme(s) has On 22 August 2003, the Company applied for 300,000 ordinary
been increased since the date of the last return (if shares of 10p each to be added to its blocklisting of 312,916
any increase has been applied for): ordinary shares; consequently the block listing was for a total
of 612,916 ordinary shares of 10p each under the Scheme
Less: Number of securities issued/allotted under 383,000
scheme(s) during period (see LR3.5.7G):
Equals: Balance under scheme(s) not yet 229,916
issued/allotted at end of period:
As of this date there will be no further issues under this block
listing as the Scheme has now expired and any outstanding
options under the Scheme have lapsed
Name of contact: Paul Salador
Telephone number of contact: 020 8502 3711
This information is provided by RNS
The company news service from the London Stock Exchange
END
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| 03-11-09 | RNS |
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RNS Number : 8750B Clinton Cards PLC 03 November 2009
CLINTON CARDS PLC 3 November 2009 Annual Financial Report Clinton Cards PLC announces that it has posted to shareholders the Report and Accounts for the year ended 2 August 2009 together with the Notice of Annual General Meeting and form of proxy. Copies of this Report and Notice are available free of charge from the Company's Registered Office at The Crystal Building, Langston Road, Loughton, Essex IG10 3TH and on the Company's website at www.clintoncards.co.uk As previously announced, the Company's Annual General Meeting will be held on Thursday 26th November 2009 at the above address. Paul Salador, Group Finance Director 020 8502 8218 This information is provided by RNS The company news service from the London Stock Exchange END
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| 03-11-09 | RNS |
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RNS Number : 8739B Clinton Cards PLC 03 November 2009
CLINTON CARDS PLC 3 November 2009 Annual Information Update In accordance with Prospectus Rule 5.2 the following information has been published or made available to the public between 30th October 2008 to 2nd November 2009 inclusive.
1. RNS Announcements
A copy of the above announcements can be obtained from the London Stock Exchange website www.londonstockexchange.com/marketnews.
2. Documents filed at Companies House
A copy of these documents can be obtained from Companies House or through Companies House direct at www.direct.companieshouse.gov.uk
3. Documents Published and sent to Shareholders
(either in hard copy form or by letter or email notification of availability on website)
Paul Salador, Group Finance Director 020 8502 8218 This information is provided by RNS The company news service from the London Stock Exchange END
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| 16-10-09 | RNS |
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This news article is displayed preformatted as it may contain results tables
RNS Number : 8832A
Clinton Cards PLC
16 October 2009
Embargoed until 0700 16 October 2009
CLINTON CARDS PLC
("the Company" or "the Group")
Unaudited Preliminary Results for the 52 weeks ended 2 August 2009
KEY HEADLINES
* Marked improvement in second half like for like sales
* Like for like sales trend continuing into current year with Clinton stores showing gain of 2.9% in first 10 weeks
* Purchased 180 stores trading as Birthdays which are expected to be profitable in current year
* Cost control measures achieved savings of £2.4m during the year
* Clintons adjusted operating profit of £17.1m (excluding five weeks trading of Birthdays Retail Limited)
* Profit before tax of £24.1m (2008: £22.0m)
* Net debt at year end reduced by £8.5m during year to £49.9m
* Early repayment of £12m of debt planned for January 2010
Restated**
FINANCIAL HIGHLIGHTS 52 weeks ended 53 weeks ended
2 August 2009 3 August
2008
(unaudited) (unaudited)
From continuing operations: £'000 £'000
Revenue 345,200 357,450
Adjusted operating profit* 15,657 27,040
Operating profit (including £13.5m 27,293 25,359
exceptional profit arising on acquisition)
Profit before tax (including £13.5m 24,092 21,988
exceptional profit arising on acquisition)
Adjusted basic and diluted earnings per 7.69 9.41
share (pence)
Basic and diluted earnings per share (pence) 11.59 8.70
* In the context of the figures throughout the statement, adjusted measures are defined as statutory values before crediting or charging
profits/losses on sale of property, plant and equipment, impairment of goodwill, amortisation of other intangible assets, exceptional
restructuring costs, the change in the fair value of financial instruments and exceptional profits arising on acquisition.
** The prior year comparatives have been restated to reflect the results of Birthdays Limited as discontinued.
Don Lewin, OBE, Chairman commented:
"It was a tough trading year but I am pleased to report that we have achieved a good recovery in second half like for like sales. We took action to cut costs and address the loss making Birthdays business and we have worked hard to reduce our bank borrowings. The rejuvenation of the Birthdays stores is going to plan and our Clinton stores are showing 2.9% growth in like for like sales in the first 10 weeks of the current year. We now look forward to the very important Christmas trading period."
Enquiries:
Clinton Cards PLC (16 October 2009) 020 7067 0700
Don Lewin, OBE, Chairman (thereafter) 020 8502 3711
Clinton Lewin, Group Managing Director
Paul Salador, Group Finance Director
Weber Shandwick Financial 020 7067 0700
Nick Dibden/Terry Garrett
CLINTON CARDS PLC
("the Company" or "the Group")
Unaudited Preliminary Results for the 52 weeks ended 2 August 2009
CHAIRMAN'S STATEMENT
TRADING REVIEW
I am pleased to report that the Group successfully addressed a number of significant challenges it faced during the financial year to 2 August 2009.
Firstly, we adjusted our cost base in response to the difficult conditions on the high street and, as reported at the interim stage, the Group implemented cost saving measures which achieved savings in the year of £2.4m.
Secondly, the Group's banking facilities were successfully negotiated and extended to January 2012 and finally, while it was disappointing to place Birthdays with 332 stores into administration, it presented the Group with the opportunity of acquiring 196 of the better performing stores from the Administrator on 25 June 2009. These stores, of course, only traded for the last month of the financial period.
Though it has been a tough trading year I am encouraged by the improving trends evident in the second half of the financial year. As widely reported, trading on the High Street during the first half of the financial period was extremely challenging. The Clinton stores achieved a marked improvement in the second half with flat like for like sales resulting in the 52 weeks' figure being down by only 3.3%.
We started the year with 703 Clinton stores and continued with our store rationalisation programme. Seven businesses were relocated, eight new stores were opened and 30 stores were disposed of. This activity resulted in 681 Clinton stores trading at the period end.
In purchasing 196 Birthdays stores from the Administrator we were able to ensure the continuing employment of 1,450 people. Of those stores, 29 operate under Clinton leases. We continue to negotiate with landlords to transfer the leases into the newly formed Birthdays Retail Ltd. 16 Birthdays leases trade as Clinton Cards leaving 180 stores trading as Birthdays at the year end.
The reported profit before tax for continuing operations is £24.1m including an exceptional profit arising on acquisition of the Birthdays business of £13.5m. Given the significant trading downturn experienced on the High Street during the first half of the financial year, I feel this is a very creditable result.
The trading loss attributable to the discontinued Birthdays business was £6.8m for the period to the date of administration. As a consequence of the administration, the book value of intangibles, comprising brand and goodwill, has been written off.
The renewal of the Group's banking facilities was successfully concluded in March 2009 and were extended to January 2012. I commented on this in my interim statement and appreciate the support shown by Barclays and Royal Bank of Scotland. However, the Board believes it prudent to reduce bank borrowings as quickly as possible and in consequence has decided to pass the final dividend, but will be repaying £12m of loan debt in January 2010, ahead of the scheduled repayment dates previously agreed.
Net debt was reduced by £8.5m from £58.4m to £49.9m at the year end.
The Board remains committed to a two brand strategy for our core business. In addition the Group is now operating 15 Pure Party stores within the Birthdays business which, as the name suggests, specialise in supplying mainly party products and offering advice on all aspects of hosting a successful party or attending a themed party. It is early days but we are pleased with its progress to date.
An online party site has also just been launched (www.purepartyonline.co.uk).
In October 2008 we reported that Mike Bugler, MD of the Clinton brand would stand down from the Board and Company in January 2009 to pursue interests over in the US. I am pleased to report that his duties have been taken up seamlessly by Clinton Lewin and Barry Hartog, who moved from the position of Group Finance Director to Group Commercial Director. In vacating his position we were pleased to welcome to the Board his successor, Paul Salador, who had served as Deputy Finance Director for the preceding three years.
CURRENT TRADING AND PROSPECTS
In the first ten weeks of the new financial year to 11 October 2009, the Clinton stores achieved a like for like increase of 2.9% and is meeting expectations as is the newly constituted Birthdays business.
Our Interim Management Statement will be issued at the time of our Annual General Meeting on 26 November 2009.
We now look forward to the very important Christmas period and to reporting our progress in January.
I would like to take this opportunity, on behalf of the Board, of thanking our staff working in all areas of the business for their loyalty and support during a very difficult year.
Don Lewin OBE
Chairman
Business and Financial Review
Overview
During this financial year the Group has successfully dealt with several significant transactions against a background of a severe economic downturn and fragile consumer confidence.
In March 2009 the Group completed negotiations with its joint lenders, Barclays and Royal Bank of Scotland, extending its facilities to January 2012 and underlining the strong level of support we enjoy from them both. This resulted in the tranche of revolving credit facility for working capital remaining unchanged at £60m and the repayment of £12m relating to the balance of the 2004 Birthdays acquisition debt being extended to December 2011.
During May 2009 the Board took the very difficult decision to place its Birthdays business into administration. Zolfo Cooper were appointed as Administrators and took control of the business.
The Group acquired Birthdays in December 2004 and it had continued to incur losses since that time albeit with an improving sales performance and reducing annual losses. Given the economic uncertainty and the structure of the Birthdays business it was felt that there was little prospect of generating a profit in the short or medium term. Approximately half of the store portfolio was loss making with the level of occupancy costs in many of them being a significant issue. These factors created a backdrop against which the Group could no longer continue to fund the ongoing losses and a solvent restructuring was not considered to be a viable solution. There were 332 stores trading under the Birthdays fascia employing approximately 2,100 staff at that time.
In June 2009 the Administrators accepted an offer of £3.5m from the Group to re-acquire by a newly formed company, Birthdays Retail Limited, 196 of the Birthdays stores. This comprised 16 stores trading under the Clinton fascia and 29 operating under Clinton leases. An agreement direct with a landlord resulted in an additional Birthdays store coming under the Group's control. The result was 180 stores trading under the Birthdays fascia. Birthdays Retail Limited, which is a wholly owned subsidiary of Clinton Cards PLC, owns all of the share capital of Birthdays (Ireland) Limited.
The £3.5m purchase consideration for the Birthdays stores was satisfied by extinguishing £3.25m of inter company debt owed by Birthdays Limited to Clinton Cards and a cash payment of £0.25m. A further cash payment of £0.35m was made to the Administrators for management of the fixed charge assets.
Further expenditure of £2.5m, relating directly to the acquisition, gave a total consideration of £3.1m, net of the assigned inter-company debt, compared to the fair value of assets and liabilities of £16.5m resulting in negative goodwill of £13.5m. In accordance with IFRS 3 this is credited immediately through the Income Statement.
During the year, the Company issued 2,069,251 warrants to each of Barclays and Royal Bank of Scotland in exchange for a waiver of the fees in respect of the reset of the Group's banking covenants. The warrants can be exercised at the holders' discretion between 25 June 2010 and 1 July 2019. These have been treated as equity settled share based payments and have a fair value of £0.3m using the Black Scholes model. The key assumptions input are volatility of 37%, 10 year risk free rate of 4.5% and dividend yield of 4.5%.
Additionally, the loan repayments relating to the tranche of debt outstanding of £12m was, at the Company's request, brought forward to January 2010 when it will be repaid in its entirety. This will leave a £60m working capital facility remaining which only requires utilising in full for a short time period each year following the September rent quarter day.
The total loss on administration attributable to the Birthdays Limited business can be analysed as follows:
Goodwill and Intangibles £35.3m
Net assets £15.4m
£50.7m
Business and Financial Review (continued)
Note: In accordance with IFRS 5 Birthdays Limited and Birthdays (Ireland) Limited are defined as discontinued operations and therefore disclosed as a separate item on the face of the Income Statement. All comparatives are required to be restated. All results for the Birthdays businesses during the administration period are excluded from the consolidated statements. The results of Birthdays Retail Limited for the 5 week period to 2 August are included within continuing operations.
In the context of the figures throughout the statement, adjusted measures are defined as statutory values before crediting or charging profits/losses on sale of property, plant and equipment, amortisation of other intangible assets, the change in the fair value of financial instruments and exceptional profits arising on acquisition.
Trading
Total revenue for the 52 weeks ended 2 August 2009 was £345.2m compared with £357.5m for the 53 weeks ended 3 August 2008. This includes revenue from Birthdays Retail Limited of £4.7m for the 5 weeks from 25 June 2009. Clintons traded from an average of 19 fewer stores in the year.
The Group's estimated share of the greetings card market is approximately 20% comprising the Clinton share at 17% and, following the administration, Birthdays share at 3%. In order to understand the individual performance of the Clinton and Birthdays brands, the results are set out separately below.
Like for like sales have been adjusted for the previous financial period, are based on stores trading for 52 weeks in both periods and exclude any store which has been extended or was closed for any refurbishment during either period.
Clinton trading
In the 26 weeks to 1 February 2009 we reported a like for like sales decrease of 5.7% from a total of 648 stores. This period coincided with the banking crisis and a sharp decline in footfall on the high street. The second half of the year was much more stable with like for like sales in the 26 weeks to 2 August 2009 flat compared to the same period the year before. This resulted in like for like sales for the 52 weeks to 2 August 2009 being 3.3% lower with all product categories affected.
The sales mix of the core products within Clinton was 61% cards, 10% gift dressing and 29% gifts.
In the 10 weeks of the new financial year to 11 October 2009 sales performance has continued to improve compared to last year and are up 2.9%.
Birthdays trading
Birthdays Retail Limited acquired some of the assets and businesses of Birthdays Limited and the share capital of Birthdays (Ireland) Limited on 25th June 2009 from Zolfo Cooper, the Administrators. The Birthdays performance before administration was
down 1.3% in the 26 weeks to 2 February 2009 and increased by 2.5% in the 21 weeks to 20 May. This resulted in flat like for like performance for the 47 weeks to 20 May 2009. As in the Clinton brand all product categories were impacted as a result of lower footfall. In the period under the control of the Administrator from 21 May 2009 to 24 June 2009 the like for like sales performance declined 15.4% and in the key Fathers Day selling period was down 23.2% on the prior year.
When the Group re-assumed control on the 25 June the stores' inventory levels were severely depleted, many best selling lines
and core ranges had not been re-ordered and the supply chain was disrupted by the uncertainty of the administration. It was therefore no surprise that like for like sales performance in the 5 weeks to 2 August 2009 declined by 22.0%. However we are pleased to report that inventory levels are now normalised and this has been underlined by a week on week improvement in sales performance with the most recent week in single digit decline compared to a decline in the 10 weeks to 11 October 2009 of 10.6%. This performance is in line with expectations.
Business and Financial Review (continued)
Financial Summary
Note: In the context of the figures throughout the statement, adjusted measures are defined as statutory values before crediting or charging profits/losses on sale of property, plant and equipment, amortisation of other intangible assets, the change in the fair value of financial instruments and exceptional profits arising on acquisition.
A summary of the financial results for the 52 weeks to 2 August 2009 is set out below. Adjusted operating profit for the Group was £15.7m (2008: £27.0m). This figure comprises £17.1m (2008: £27.0m) for Clintons and a loss of £1.4m for the first five weeks of trading for the newly formed Birthdays Retail Limited.
The reported Group operating profit was £27.3m (2008: £25.4m) which included £13.5m relating to the exceptional profit arising on the acquisition of some of the assets and business of Birthdays Limited.
The reported net profit before tax was £24.1m which includes the exceptional profit of £13.5m arising on the acquisition.
SUMMARY OF RESULTS 52 weeks ended 53 weeks ended
2 August 2009 3 August
2008
(unaudited) (unaudited)
Revenue £'000 £'000
Clinton 340,473 357,450
Birthdays Retail 4,727 -
Group revenue 345,200 357,450
Adjusted operating profit/(loss)
Clinton 17,058 27,040
Birthdays Retail (1,401) -
Group adjusted operating profit 15,657 27,040
Operating profit
Clinton 15,232 25,359
Birthdays Retail 12,061 -
Group operating profit 27,293 25,359
Adjusted profit before tax 12,886 24,064
Profit before tax 24,092 21,988
Loss for the year from discontinued (57,619) (34,842)
operations
Reconciliation of statutory values to
adjusted measures
Group operating profit 27,293 25,359
Loss on sale of property, plant and 1,824 1,681
equipment
Exceptional profit arising on acquisition (13,460) -
Group adjusted operating profit 15,657 27,040
Profit before tax 24,092 21,988
Loss on sale of property, plant and 1,824 1,681
equipment
Exceptional profit arising on acquisition (13,460) -
Change in fair value of financial 430 395
instuments
Group adjusted profit before tax 12,886 24,064
Business and Financial Review (continued)
Capital Investment
In the 52 weeks to 2 August 2009 the Group invested a total of £8.3m in the business. £7.2m was invested in the store portfolio, £0.9m on new point of sale equipment, chip and pin equipment and head office information technology systems and £0.2m on the motor vehicle fleet.
When reviewing the amount invested in new and future stores, it should be noted that contributions from landlords in the form of reverse premiums and/or extended rent free periods amounted to £2.8m. This amount is included in deferred income and credited to the income statement over the period of the respective leases but excluded from the table below.
Investment by brand:
Clinton Cards Birthdays Continuing Birthdays Group
Retail operations
£'m £m £m £'m £'m
New and future stores 3.3 0.4 3.7 2.0 5.7
Modernisation of 1.4 - 1.4 0.1 1.5
existing stores
4.7 0.4 5.1 2.1 7.2
Information systems 0.9
Other 0.2
Total investment 8.3
Group losses arising from the sale of property, plant and equipment in the period amounted to £2.0m (2008: £1.8m).
Cash Flow, Interest and Borrowings
Net debt at 2 August 2009 was £49.9m, a reduction of £8.5m compared with £58.4m at 3 August 2008. Cash generated from operations before movements in working capital during the 52 week period amounted to £20.8m compared with £34.3m in the 53 weeks to 3 August 2008. The improvement in working capital in the current period was £4.9m compared to £2.4m last year. As a result, cash generated from operations in the current period was £25.7m (2008: £36.7m).
Net interest paid in the period to 2 August 2009 amounted to £2.3m compared with £3.4m in the 53 weeks to 3 August 2008. Interest on amounts drawn down against the Group's revolving credit facility is paid at LIBOR plus a lender's margin. To minimise exposure to fluctuations in LIBOR, the Group entered into a four year interest rate hedge agreement in 2004 which expired in December 2008. As required by the new banking facility, a new hedge agreement was entered into on 31 July 2009 expiring in December 2011. This comprises an interest rate swap with a fixed rate of interest of 1.5% until July 2010 and 2.3% until December 2011.
Corporation tax paid in the period amounted to £1.3m (2008: £6.8m) but following a review of earlier years with the Revenue, a repayment of £1.1m was received in August 2009.
Net payments in the current and prior periods in respect of the sale of property, plant and equipment were £0.4m. Cash expenditure in the 52 weeks to 2 August 2009 on property, plant and equipment was £7.8m (2008: £17.2m).
Dividends paid to shareholders in the 52 weeks to 2 August 2009 amounted to £2.1m (2008: £5.5m).
The net increase in cash in the period was £8.5m (2008: £3.4m). There was a decrease, as scheduled, in the Group's revolving credit facility of £12m in December 2008. There is one further reduction which the Board has decided to make in January 2010 of £12m, ahead of the scheduled repayment.
Business and Financial Review (continued)
Taxation
There is a Group taxation charge of £0.1m (2008: £3.7m) which is an effective rate of 0.5% (2008: 21.9%) after adding back the write off of intangibles and net assets of Birthdays and the profits arising on acquisition in the current year. The rate is lower due to adjustments in respect of previous periods.
Earnings per share and Dividend
The adjusted basic earnings per share from continuing operations for the 52 weeks to 2 August 2009 was 7.69p compared to 9.41p for the 53 weeks to 3 August 2008.
The basic and diluted loss per share after the write off of discontinued operations of £57.6m and the profits arising on the acquisition of £13.5m was 16.26p (2008: 8.14p)
The Board has decided not to propose a final dividend in order to facilitate early repayment of £12m of debt planned for January 2010. The Board will consider the payment of the interim dividend when the interim results are announced in March 2010. In the longer term, the Board remains committed to paying a dividend.
Shareholders' Funds
Total shareholders funds at 2 August 2009 amounted to £31.0m (2008: £66.4m). Net assets per share at the period end were 14.96p (2008: 32.07p). This reduction is largely as a result of the loss on discontinued operations of Birthdays Limited of £57.6m (2008: £34.8m).
Store Development
The Clinton brand
In the 52 week period we opened eight new stores (including five from Birthdays), relocated seven stores and disposed of 30 stores (including five to Birthdays) resulting in 681 stores trading at 2 August 2009 with a trading area of 1.30 million square feet. The average trading area of a Clinton store at the year end is 1,919 square feet. During the period 12 Clinton stores were modernised and minor works carried out in many others.
The Birthdays brand
In June 2009 we acquired 180 stores trading with the Birthdays fascia. The average trading area of a Birthdays store at the year end is 1,657 square feet and a total trading area of 0.3 million square feet.
E-Commerce (www.clintoncards.co.uk)
Clinton Cards operates a fully transactional website. The Birthdays website is principally an information site only. The Clinton website sells a wide range of gifts, some of which can be personalised, party products, a comprehensive selection of greetings cards for everyday and seasonal occasions and a broad selection of flowers. Greetings cards can be purchased for use or for personalising and direct delivery to the recipient.
The site is also valuable in supporting the Clinton brand as well as providing information to customers and investors, it is a source for recruitment with all vacancies advertised and applications completed on line.
An online party site has also just been launched, www.purepartyonline.co.uk
Systems and Information Technology
During the year under review the back office system was comprehensively updated in all stores. The system comprises a suite of modules dealing with all aspects of the business from time and attendance records to store planning as well as all company communications. When faster broadband becomes available we will also be able to use the system for streaming training and information videos. All of the telephone traffic within the company is now based on voice over internet protocol (VOIP) and this has significantly reduced telecoms charges for the Group.
The new Dynamics central merchandising system took many months of development and is now installed and operational. Store merchandise and display planning will be the next development followed by the full stock control system and both of these will be fully operational by the summer of 2010.
In view of the average transaction values of the Group, we are very interested in the new contactless card payment system which will significantly speed up dealing with customers at the till point. This is currently being tested and will be in use during 2010.
Business and Financial Review (continued)
Staff
The average number of staff employed during the period was 8,620 (2008: 9,578). Administrative staff totalled 271 (2008: 292) and store and field staff totalled 8,349 (2008: 9,286). Many of the store staff are part time employees and the number of full time equivalent staff was 5,868 (2008: 5,914). Staff have moved across the two brands either as a result of re-branding stores or to fill vacancies at all levels within the business. The Group operates a policy of appointing internal candidates wherever possible to fill any vacancies which arise. Clearly the operation of two sizeable chains enhances these opportunities.
Strategy and Outlook
We continue our strategy of running two brands. In addition we are also testing a number of Pure Party stores which specialise in selling party products and offering advice on all aspects of hosting a successful party or attending a themed party. An online party site has also just been launched.
We are pleased to see in the opening 10 weeks of the new financial year that Clinton is ahead 2.9% on a like for like basis and is meeting expectations as is the newly constituted Birthdays business.
We look forward to reporting our progress over the all important Christmas trading period in January 2010.
Clinton Lewin
Group Managing Director
Paul Salador
Group Finance Director
Consolidated Income Statement
For the 52 weeks to 2 August 2009
Restated**
52 weeks ended 53 weeks ended
2 August 2009 3 August
2008
(unaudited) (unaudited)
Note £'000 £'000
Revenue (including VAT) 399,013 419,310
Revenue (excluding VAT) 1 345,200 357,450
Cost of sales (319,335) (320,408)
Gross profit 25,865 37,042
Other operating income 68 90
Loss on sale of property, plant and (1,824) (1,681)
equipment
Exceptional profit arising on 13,460 -
acquisition
Administrative expenses (10,276) (10,092)
Operating profit 1 27,293 25,359
Finance income 386 501
Finance costs (3,089) (3,395)
Change in fair value of financial (430) (395)
instruments
Unwinding of property provision (68) (82)
discount
Profit before taxation 24,092 21,988
Taxation (113) (3,980)
Profit from continuing operations 23,979 18,008
Loss for the period from discontinued (57,619) (34,842)
operations
Loss for the period (33,640) (16,834)
Earnings/(loss) per share from 8
continuing and discontinued operations
From continuing operations:
Basic and diluted earnings per share 11.59 8.70
From continuing & discontinued
operations:
Basic and diluted loss per share (16.26) (8.14)
Non GAAP measure: adjusted profit
before tax from continuing operations:
Basic and diluted earnings per share 7.69 9.41
The directors consider that the above presentation reflects the underlying performance of the Group based on ongoing store operations and before the exceptional impairment charge, intangible asset amortisation, fair value movements on financial instruments, loss on asset disposals and exceptional profit arising on acquisition.
** The prior year comparative has been restated to reflect the results of Birthdays Limited as discontinued.
Non-GAAP measure: adjusted profit before tax from
continuing operations
Profit before tax 24,092 21,988
Adjustments for:
IAS32 and IAS39 'Financial Instruments' - Fair value 430 395
remeasurements
Loss on disposal of property, plant and equipment 1,824 1,681
Exceptional profit arising on acquisition (13,460) -
Adjusted profit before tax 12,886 24,064
Consolidated statement of recognised income and expenses
For the 52 weeks ended 2 August 2009
Restated**
52 weeks ended 53 weeks ended
2 August 2009 3 August 2008
(unaudited) (audited)
Note £'000 £'000
Loss attributable to equity (33,640) (16,834)
shareholders
Currency translation (4) 397
differences
Fair value of warrants issued 308 -
Total recognised income and 3 (33,336) (16,437)
expenses for the period
** The prior year comparative has been restated to reflect the results of Birthdays Limited as discontinued.
Consolidated Balance Sheet
as at 2 August 2009
As at As at
2 August 2009 3 August 2008
(unaudited) (audited)
Note £'000 £'000
Non current assets
Goodwill 17,327 31,330
Other intangible assets 1,750 21,718
Property, plant and equipment 65,204 77,778
84,281 130,826
Current assets
Inventories 36,216 49,105
Trade and other receivables 19,418 25,172
Deferred tax asset 411 -
Derivative financial instruments 250 121
Cash and cash equivalents 6 9,056 5,023
65,351 79,421
Total assets 149,632 210,247
Current liabilities
Borrowings 6 (56,581) (63,483)
Trade and other payables 5 (51,265) (66,122)
Current tax liabilities (1,301) (1,660)
Provisions (366) (554)
(109,513) (131,819)
Net current liabilities (44,162) (52,398)
Non current liabilities
Deferred tax liabilities - (371)
Other non current liabilities (7,868) (9,880)
Provisions (1,298) (1,819)
(9,166) (12,070)
Total liabilities (118,679) (143,889)
Net assets 30,953 66,358
Shareholders' equity
Called up share capital 20,693 20,693
Share premium account 5,873 5,873
Capital redemption reserve 50 50
Translation reserve 325 329
Other reserves 308 -
Retained Earnings 3,704 39,413
Total equity 3 30,953 66,358
Consolidated Cash Flow Statement
For the 52 weeks ended 2 August 2009
Restated**
52 weeks ended 53 weeks ended
2 August 2009 3 August
2008
(unaudited) (unaudited)
Note £'000 £'000
Cash flows from operating activities
Profit before tax from continuing 24,092 21,988
operations
Loss before tax from discontinued (57,619) (35,129)
operations
Adjustments for:
Net finance costs (see note below) 2,698 2,836
Depreciation 11,415 10,882
Impairment of goodwill - 30,000
Amortisation of intangible assets 384 484
Net impairment of property, plant 183 1,454
and equipment
Fair value of warrants 308 -
Loss on sale of operating fixed 2,073 1,755
assets
Exceptional profit arising on (13,460) -
acquisition
Net assets written off relating to 50,761 -
discontinued operations
Operating cash flows before movements 20,835 34,270
in working capital
Decrease in inventories 19,009 3,860
Decrease/(increase) in trade and other 5,977 (2,063)
receivables
(Decrease)/increase in trade and other (19,247) 2,948
payables
Movement in provisions and financial (839) (2,321)
instruments
Cash generated from operations 25,735 36,694
Interest received 426 652
Interest paid (2,703) (4,093)
Net taxation paid (1,253) (6,758)
Net cash generated from operating 22,205 26,495
activities
Cash flows from investing activities
Payments made to acquire assets, net (574) -
of cash acquired
Fees paid for refinancing (2,793) -
Payments relating to disposal of (412) (431)
property, plant and equipment
Purchase of property, plant and (7,841) (17,238)
equipment
Net cash used in investing activities (11,620) (17,669)
Cash flows from financing activities
Net proceeds from issue of ordinary - 35
share capital
Dividends paid to group shareholders (2,069) (5,462)
Net cash used in financing activities (2,069) (5,427)
Net increase in cash and cash 8,516 3,399
equivalents
Net debt at beginning of period (58,460) (61,859)
Net debt at close of period 6 (49,944) (58,460)
Note: Net finance costs excludes movement in financial instruments and unwinding of property provision discount.
** The prior year comparatives have been restated to reflect the results of Birthdays Limited as discontinued.
Notes to the Financial Statements
1. Segmental information
For management purposes, the Group is currently organised into two operating divisions namely Clinton Cards and Birthdays Retail. These divisions are the basis on which the Group reports its primary segment information.
The Group operates only in the United Kingdom and the Republic of Ireland, a single geographical segment. The Group's geographical segment is determined by the location of the Group's assets and operations together with the location of its customers.
Store information Clinton Cards Birthdays Retail Continuing Birthdays Limited Group
operations
No. No. No. No. No.
Store numbers
Stores at 29 July 723 - 723 349 1,072
2007
Additions 11 - 11 22 33
Disposals (31) - (31) (23) (54)
Stores at 3 August 703 - 703 348 1,051
2008
Additions 15 180 195 16 211
Disposals (37) - (37) (364) (401)
Stores at 2 August 681 180 861 - 861
2009
Trading area (square '000 '000 '000 '000 '000
feet)
Trading area at 29 1,331 - 1,331 507 1,838
July 2007
Additions 33 - 33 35 68
Disposals (48) - (48) (31) (79)
Resizing 3 - 3 5 8
Trading area at 3 1,319 - 1,319 516 1,835
August 2008
Additions 37 298 335 33 368
Disposals (50) - (50) (549) (599)
Resizing 1 - 1 - 1
Trading area at 2 1,307 298 1,605 - 1,605
August 2009
Average store size sq ft sq ft sq ft sq ft sq ft
At 29 July 2007 1,841 - 1,841 1,453 1,715
At 3 August 2008 1,876 - 1,876 1,483 1,746
At 2 August 2009 1,919 1,657 1,864 - 1,864
1 Segmental
information
(continued)
Income statement Clinton Cards Birthdays Retail Continuing Birthdays Limited Group
operations
£'000 £'000 £'000 £'000 £'000
52 weeks ended 2
August 2009
Revenue (excluding 340,473 4,727 345,200 84,913 430,113
VAT)
Operating 15,232 12,061 27,293 (57,591) (30,298)
profit/(loss) as
reported
Net finance costs (3,201) (28) (3,229)
Loss before tax 24,092 (57,619) (33,527)
Taxation (113) - (113)
Profit/(loss) after 23,979 (57,619) (33,640)
tax
Operating 15,232 12,061 27,293 (57,591) (30,298)
profit/(loss) as
reported
Loss/(profit) on 1,826 (2) 1,824 249 2,073
sale of property,
plant and equipment
Amortisation of - - - 384 384
intangible assets
Net assets written - - - 50,761 50,761
off
Exceptional profit - (13,460) (13,460) - (13,460)
arising on
acquisition
Adjusted operating 17,058 (1,401) 15,657 (6,197) 9,460
profit/(loss)
Net finance costs less movement in (2,771) (28) (2,799)
financial instruments
Adjusted net profit/(loss) before tax 12,886 (6,225) 6,661
53 weeks ended 3
August 2008
Revenue (excluding 357,450 - 357,450 107,579 465,029
VAT)
Operating 25,359 - 25,359 (35,016) (9,657)
profit/(loss) as
reported
Net finance costs (3,371) (113) (3,484)
Profit/(loss) before 21,988 (35,129) (13,141)
tax
Taxation (3,980) 287 (3,693)
Profit/(loss) after 18,008 (34,842) (16,834)
tax
Operating 25,359 - 25,359 (35,016) (9,657)
profit/(loss) as
reported
Loss on sale of 1,681 - 1,681 74 1,755
property, plant and
equipment
Amortisation of - - - 484 484
intangible assets
Impairment of - - - 30,000 30,000
goodwill
Adjusted operating 27,040 - 27,040 (4,458) 22,582
profit/(loss)
Net finance costs less movement in (2,976) (113) (3,089)
financial instruments
Adjusted net profit/(loss) before tax 24,064 (4,571) 19,493
1
Segmental
information
(continued)
Clinton Cards Birthdays Retail Continuing Birthdays Limited Group
operations
£'000 £'000 £'000 £'000 £'000
Balance Sheet
Assets as at 2 127,272 22,360 149,632 - 149,632
August 2009
Liabilities as at 2 (57,655) (4,443) (62,098) - (62,098)
August 2009
Net assets excluding 69,617 17,917 87,534 - 87,534
Group borrowings
Group borrowings (56,581)
Net assets at 2 30,953
August 2009
Assets as at 3 135,853 - 135,853 74,394 210,247
August 2008
Liabilities as at 3 (62,068) - (62,068) (18,338) (80,406)
August 2008
Net assets excluding 73,785 - 73,785 56,056 129,841
Group borrowings
Group borrowings (63,483)
Net assets at 3 66,358
August 2008
Other segment
information
Clinton Cards Birthdays Retail Continuing Birthdays Limited Group
operations
£'000 £'000 £'000 £'000 £'000
Non current assets
52 weeks ended 2
August 2009
Additions to 5,836 356 6,192 2,080 8,272
property, plant and
equipment
Depreciation 9,268 106 9,374 2,041 11,415
Impairment 1,293 - 1,293 - 1,293
recognised in the
period
Impairment reversed (1,110) - (1,110) - (1,110)
in the period
Amortisation of - - - 384 384
intangible assets
Elimination of - - - 35,337 35,337
goodwill/intangibles
on disposal
53 weeks ended 3
August 2008
Additions to 12,203 - 12,203 4,929 17,132
property, plant and
equipment
Depreciation 8,448 - 8,448 2,434 10,882
Impairment 1,504 - 1,504 986 2,490
recognised in the
period
Impairment reversed (960) - (960) (76) (1,036)
in the period
Amortisation of - - - 484 484
intangible assets
Impairment of - - - 30,000 30,000
goodwill
Revenue principally arises from provision of goods. There are no sales between the business segments.
2 Discontinued operations
On 21 May 2009, a member of the Group, Birthdays Limited entered administration. As control of the Company and its subsidiary, Birthdays (Ireland) Limited ceased at that date the results and assets of the Birthdays Group have been deconsolidated and treated as discontinued in these results. A single amount is shown on the face of the income statement comprising the post-tax result of discontinued operations up to the date of the administration and the post tax loss recognised on the re-measurement of the Birthday's group to fair value less costs to sell and on the disposal of the discontinued operation.
The table below provides further detail of the amounts shown in the income statement. In accordance with IFRS 5 the income statement for the prior period has been restated to conform to this style of presentation.
2009 2008
52 weeks 53 weeks
£'000 £'000
Revenue 84,913 107,579
Expenses (91,771) (142,708)
Loss before tax of discontinued operations (6,858) (35,129)
Tax - 287
Loss after tax of discontinued operations (6,858) (34,842)
Net assets written off at administration (50,761) -
(57,619) (34,842)
The cash flows of Birthdays' operations up to the
date of the administration are shown below:
Operating cash flows 1,705 7,352
Investing cash flows (2,151) (4,717)
Total cash flows (446) 2,635
Balance Sheet
Goodwill 14,004 44,004
Intangible Assets 21,333 21,718
Property, plant and equipment 14,909 15,047
Investment in subsidiary 33 33
Inventories 15,208 15,388
Deferred tax asset 1,499 1,212
Trade and other receivables 12,058 6,247
Cash and cash equivalents 1,545 1,991
Trade, other payables and provisions (29,828) (19,521)
Net assets of the discontinued operation 50,761 86,119
Loss per share from discontinued operations
From discontinuing operations:
Basic and diluted loss per share (pence) (27.85) (16.84)
3 Statement of changes in total equity
Called-up share Share premium Capital redemption Translation reserve Other reserves Retained earnings Total equity
capital account reserve
Group £'000 £'000 £'000 £'000 £'000 £'000 £'000
At 29 July 2007 20,685 5,846 50 (68) - 61,709 88,222
Recognised income - - - 397 - (16,834) (16,437)
and expense for the
period
Dividends paid - - - - - (5,462) (5,462)
Issue of shares 8 27 - - - - 35
At 3 August 2008 20,693 5,873 50 329 - 39,413 66,358
Recognised income - - - (4) 308 (33,640) (33,336)
and expense for the
period
Dividends paid - - - - - (2,069) (2,069)
At 2 August 2009 20,693 5,873 50 325 308 3,704 30,953
4 Dividends
2009 2008
52 weeks 53 weeks
Amounts recognised as distributions to equity £'000 £'000
holders in the period:
Final dividend of 1.00p per share for the period
ended 3 August 2008
(1.70p per share for the period ended 30 July 2,069 3,517
2007)
There was no interim dividend paid for the period
ended 2 August 2009
(0.94p per share for the period ended 3 August - 1,945
2008)
2,069 5,462
The directors are not proposing a final dividend in respect of the financial period ended 2 August 2009.
5 Trade and other payables
2 August 2009 3 August 2008
£'000 £'000
Trade payables 26,349 34,852
Other taxation and social security 3,705 6,193
Other payables 6,650 9,462
Deferred income 990 663
Other accruals 13,571 14,952
51,265 66,122
6 Reconciliation of net debt
Cash Borrowings Net debt
Group £'000 £'000 £'000
Balance at 29 July 2007 10,646 (72,505) (61,859)
Cash flow (5,623) 9,022 3,399
Balance at 3 August 2008 5,023 (63,483) (58,460)
Cash flow 4,033 6,902 10,935
9,056 (56,581) (47,525)
Financing costs capitalised - (2,419) (2,419)
Balance at 2 August 2009 9,056 (59,000) (49,944)
7 Taxation
Continuing operations Discontinued operations
2009 2008 2009 2008
52 weeks 53 weeks 52 weeks 53 weeks
Analysis of charge in £'000 £'000 £'000 £'000
period:
UK corporation tax
Current period 3,401 5,426 - -
Previous periods (2,506) (1,000) - -
Total current tax 895 4,426 - -
charge
Deferred tax
Current period (1,055) 486 - 620
Previous periods 273 (932) - (907)
Total deferred tax (782) (446) - (287)
(credit)/charge
Taxation charge 113 3,980 - (287)
Reconciliation between
expected and actual tax
charge:
Profit/(loss) before 24,092 21,988 (57,619) (35,129)
taxation
Profit/(loss) before 6,746 6,443 (16,133) (10,293)
tax at standard rate of
UK corporation tax of
28% (2008: 29.3%)
Expenses not deductible (3,470) 6 14,282 8,957
for tax purposes
Prior year adjustment (2,506) (1,000) - -
to corporation tax
Adjustments on transfer (410) - 380 -
of assets of business
Group relief (1,471) (1,643) 1,471 1,643
surrendered
Non qualifying 951 1,106 - 313
depreciation and
disposal of fixed
assets
Prior year adjustment 273 (932) - (907)
to deferred tax
Total taxation charge 113 3,980 - (287)
for the period
8 Earnings per share
The basic earnings per share is calculated by dividing the profit after taxation by the weighted average number of shares in issue during the period. For diluted earnings per share the weighted average number of ordinary shares is increased to assume conversion of all dilutive potential ordinary shares. These comprise share options granted to employees and directors where the exercise price is less than the average market price of the Company's ordinary shares during the period.
52 weeks to 2 August 2009 53 weeks to 3 August 2008
Earnings Weighted average Per share amount Earnings Weighted average Per share amount
number of shares number of shares
£'000s '000 pence £'000s '000 pence
Profit before 23,979 206,925 11.59 18,008 206,889 8.70
discontinued
operations
Loss on discontinued (57,619) - (27.85) (34,842) - (16.84)
operations
Effect of dilutive - - - - 23 -
share options
Fully diluted loss (33,640) 206,925 (16.26) (16,834) 206,912 (8.14)
per share
Supplementary earnings per share figures are presented as set out below. These exclude the effect of the charge for the impairment of goodwill, profit or loss on sale of property, plant and equipment, amortisation of intangible assets, other exceptional restructuring costs and the change in the fair value of financial instrument and exceptional profits arising on acquisition.
52 weeks to 2 August 2009 53 weeks to 3 August 2008
Earnings Weighted average Per share amount Earnings Weighted average Per share amount
number of shares number of shares
£'000s '000 pence £'000s '000 pence
Basic loss from (33,640) 206,925 (16.26) (16,834) 206,889 (8.14)
above
Loss on discontinued 57,619 - 27.85 34,842 - 16.84
operations
Exceptional profit (13,460) - (6.50) - - -
arising on
acquisition
Loss on sale of 1,824 - 0.88 1,681 - 0.81
property, plant and
equipment
Change in fair value 430 - 0.21 395 - 0.19
of financial
instruments
Related taxation 3,138 - 1.51 (608) - (0.29)
effect
Adjusted earnings 15,911 206,925 7.69 19,476 206,889 9.41
from continuing
operations
9 Business combination
On 25 June 2009, the Group acquired 196 stores and the related assets of Birthdays Limited including the investment in its subsidiary,
Birthdays (Ireland) Limited.
The acquired business contributed revenues of £4.7m and net loss of £1.4m to the Group for the period from 25 June 2009 to 2 August 2009.
Details of net assets acquired and goodwill are
as follows:
Purchase consideration: £'000
Cash paid to vendor 596
Cash paid for directly attributable costs 936
Directly attributable costs 1,542
Waiver of amount due from Birthdays Limited 3,254
Total purchase consideration 6,328
The provisional fair value of the assets and Book value Fair value
liabilities acquired are as follows:
£'000 £'000
Property, plant and equipment 7,394 7,224
Brand - 1,750
Inventories 8,281 6,123
Trade and other receivables 549 549
Trade and other payables (1,569) (1,569)
Cash & cash equivalents 958 958
Deferred tax asset 1,499 1,499
Net assets 17,112 16,534
Purchase consideration (6,328)
Fair value of net assets 16,534
Negative goodwill 10,206
Write back of amount due from Birthdays Limited 3,254
Exceptional profits arising on acquisition 13,460
Cash paid to vendor (596)
Cash paid for directly attributable costs (936)
Cash and cash equivalents acquired 958
Cash outflow on acquisition (574)
10 The Preliminary Announcement of results for the 52 weeks ended 2 August 2009 was approved by a Committee of the Board on
15th October 2009 and is an extract from the forthcoming 2009 Annual Report and Financial Statements and does not constitute the Group's
statutory accounts for 2009 nor 2008. Statutory accounts for 2008 have been delivered to the Registrar of Companies, and those for 2009
will be delivered following the Company's Annual General Meeting. The auditors have reported on the 2008 accounts; their report was
unqualified and did not contain statements under Sections 237(2) or (3) of the Companies Act 1985 or Section 498 of the Companies Act
2006.
Whilst the financial information included in this preliminary announcement has been prepared in accordance with listing rules of the FSA and International Financial Reporting Standards (IFRS) adopted for use in the European Union and accounting policies are consistent with those used in the 2008 annual report, this announcement does not itself contain sufficient information to comply with IFRS. The Company expects to publish full accounts that comply with IFRS towards the end of October 2009.
11 The Report and Accounts will be posted towards the end of October and the Annual General Meeting will be held on 26 November 2009 at
The Crystal Building, Langston Road, Loughton, Essex. Copies will also be available on request and on the Clinton Cards website
(www.clintoncards.co.uk).
This information is provided by RNS
The company news service from the London Stock Exchange
END
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RNS Number : 4281A Clinton Cards PLC 08 October 2009
Clinton Cards PLC Announcement of Preliminary Results Clinton Cards PLC will be announcing its preliminary results for the year to 31 July 2009 on Friday, 16 October 2009.
Enquiries: Weber Shandwick Financial 020 7067 0700 Katie Matthews This information is provided by RNS The company news service from the London Stock Exchange END
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