The Restaurant Group plc

Transcription

1 The Restaurant Group plc Interim results for the 26 weeks ending 29 June 2014 The Restaurant Group plc ( TRG or the Group ) operates over 450 restaurants and pub restaurants. Its principal trading brands are Frankie & Benny s, Chiquito, Coast to Coast and Garfunkel s. In addition it operates a Pub Restaurant businesses and a Concessions business which trades principally at UK airports. Another strong financial performance: * all results are stated excluding non-trading items - Total revenue increased 10% to 308m (2013: 280m) - Like-for-like sales increased by 2.5% - Operating profit margins increased by 20bps - EBITDA increased by 13.5% to 53.2m (2013: 46.9m) - Profit before tax increased by 12.3% to 33.7m (2013: 30.0m) - EPS rose 15% to 12.8p (2013: 11.2p) - Operating cash flow of 55.9m (2013: 49.4m) Interim dividend increased by 16% to 6.1p per share (2013: 5.25p) Acceleration of new site development: - 17 new sites opened in the first half - A further three new sites opened so far in the second half new sites expected for 2014 Continued strong trading with year to date like-for-like sales for the 34 weeks to 24 August 2014 at 3.5% Board is confident of another year of good progress in 2014 Andrew Page, Chief Executive of The Restaurant Group plc commented as follows: The Restaurant Group has delivered another record set of results, with double digit growth in earnings, dividends and cashflow. These results reflect the hard work and efforts of all of the TRG team and I would like to record my thanks to them for delivering another outstanding performance. The Restaurant Group is in great shape, I am confident that it will continue to prosper and I wish Danny and the TRG team well as they take the business forwards. Danny Breithaupt, incoming Chief Executive, added: I am delighted to be taking on the leadership of TRG with the business in such great shape. TRG has a clear strategy, successful brands and a great team of people. This is a terrific platform for the further growth of the business, and I am looking forward to building on this and leading the Company through its next phase of development. Enquiries: 29 August 2014 The Restaurant Group Stephen Critoph, Group Finance Director Instinctif Partners Matthew Smallwood

2 Chairman s Statement I am pleased to report that the Group has traded well during the first six months of the year, delivering strong growth across all of the key metrics, with sales, margins and profits all increasing. Total sales grew by 10%, like-for-like sales were 2.5% ahead of the previous year (against tough comparatives), operating profit margins increased by 20bps and profits were 12.3% ahead. This represents another strong performance from the Group. Like-for-like sales grew in each of the first five months but were slightly negative for June, essentially as a result of the impact of the football World Cup. Since the half year, like-for-like sales have grown strongly in July and August so that, for the 34 weeks to 24 August, the Group s like-for-like sales are 3.5% ahead of the prior year, which bodes well for a strong second half performance. During the first six months of the year we opened 17 new restaurants and since June we have opened a further three restaurants. Our new openings are performing strongly and we anticipate opening between 38 and 43 new restaurants during the year. Trading results During the first half the Group delivered increases in revenue, margins, profits and earnings per share. Revenue increased by 10% to 308m, (2013: 280m), EBITDA increased by 13.5% to 53.2m (2013: 46.9m), operating profit increased by 12% to 34.9m (2013: 31.1m) and operating margins increased by 20bps to 11.3% (2013: 11.1%) reflecting strong sales, tight cost controls and a modest level of promotional activity. Profit before tax increased by 12.3% to 33.7m (2013: 30.0m) and earnings per share increased by 15% to 12.8p (2013: 11.2p). Again, profits have been converted into cash at a very healthy rate and, for the first half, operating cash flow was 55.9m (2013: 49.4m) with free cash flow of 35.8m (2013: 30.2m). As a result of this good performance the Board is declaring an interim dividend of 6.1p per share (2013: 5.25p), an increase of 16%. The interim dividend will be paid on 9 October 2014 to shareholders on the register on 12 September 2014 and the shares will be marked ex-dividend on 10 September Frankie & Benny s (240 units) Frankie & Benny s traded strongly during the first half to deliver a sizeable uplift in revenues and profits. Frankie & Benny s enjoys a loyal and growing customer base as a result of its wide range of offerings, with great value for money and high levels of customer service. As was the case last year, we have continued to experience an ongoing increase in the number of breakfasts sold and this additional trade is particularly helpful in terms of enhancing bottom-line profits. We opened nine new restaurants during the first half and another one since the end of the first half. The new openings are trading well and are set to deliver strong returns. During 2014 we expect to open a total of between 18 and 21 new Frankie & Benny s restaurants. Chiquito (74 units) Chiquito performed well during the first half recording strong increases in both revenues and profits. With the growing popularity of Tex-Mex cuisine and our focus on variety, authenticity, service and customer engagement, Chiquito continues to deliver good results. During the first half we opened one new restaurant; it is trading strongly and is set to deliver high returns. We have opened one further restaurant since the half year end, and expect to open a total of between seven and nine in the full year. Coast to Coast (12 units) Coast to Coast has performed strongly with a substantial increase in revenues and profits. We have opened new restaurants in Rochester and Sheffield during the first half, both of which sit alongside existing Frankie & Benny s and Chiquito restaurants. In each case our new Coast to Coast restaurants are trading superbly and are set to deliver strong returns. This further re-enforces our view that we have developed, with Coast to Coast, a new brand with significant growth prospects and one that complements our existing successful Frankie & Benny s and Chiquito brands. We had expected to open at least five new Coast to Coast restaurants during However, as a result of landlord and developer delays, at least three sites we had anticipated would open during 2014 will now open in the earlier part of Notwithstanding these delays we expect to open at least one further restaurant this year, and a substantially higher number in

3 Pub restaurants (50 units) Our Pub restaurant business has delivered an outstanding performance in the first half with significant increases in revenue and profit. As previously noted, we now have a well-established model for our Pub restaurant business which is scalable and capable of delivering sustained and high levels of return on investment. During the first half we opened a new pub, the Aspinall Arms, near Clitheroe its performance since opening has been exceptional and it is set to deliver strong returns. Since the first half we have opened another new pub, The Red Lion, near Lichfield and we expect to open two more new pubs during the remainder of the year. Garfunkel s (15 units) Garfunkel s traded well during the first half and continues to deliver good levels of margins, profits and returns. Although currently we do not have any new Garfunkel s planned for 2014, we are actively looking for potential new sites which will meet our criteria for returns on investment. Concessions (62 units) The Concessions business traded strongly in the first half delivering strong growth in revenues and profits. UK passenger numbers ( pax ) continue to increase, growing by 4.6% in the first six months of the year. Once again, our Concessions business like-for-like sales growth outperformed UK pax growth over the first six months. During the first half we opened four units which included taking over all of the catering at Southampton airport and launching our new Wondertree restaurant at the new Terminal 2 in Heathrow. All of our new restaurants are trading well and are set to deliver strong returns. It was recently announced that we have won tenders to open two new restaurants and a new bar at the re-developed Stansted airport. These include a Coast to Coast restaurant (the first in a UK airport) and will open in early During the remainder of 2014 we expect to open at least one more Concessions restaurant. Non-trading item On 17 April 2014 the Group disposed of part of its interest in the Living Ventures Group. TRG received 7m of cash proceeds in respect of this disposal and the resulting profit on disposal of 6.9m, net of costs, is reported as a non-trading item in the first half of the year. The net proceeds of the disposal were distributed by way of a special dividend of 3.45p per share on 9 July Following the disposal, TRG's only remaining interest in the Living Ventures Group is a 4m loan note which has already been fully provided against. Cash flow and balance sheet Cash generation was strong during the first half with net cash flow from operations of 55.9m (2013: 49.4m) and free cash flow (after interest, tax and maintenance capital expenditure) of 35.8m (2013: 30.2m), an increase of 19% on the comparable period last year. Again, this clearly demonstrates the consistently strong cash flow generated by the Group, with a high rate of conversion of profits into cash. This, combined with the consistently high returns being achieved on the capital which the Group invests in the new restaurants, enables us to continue to invest in a growing number of new restaurants whilst, at the same time, continuing to grow dividends at a rate significantly ahead of UK inflation and in line with the growth in our earnings per share. During the first half total capital expenditure was 29.8m (2013: 27.3m). Of this, 10.3m represented maintenance capital expenditure with the balance of 19.5m being invested in new developments. In the full year we expect to open new restaurants. Including maintenance capital expenditure of approximately 20m, this will result in full year capital expenditure of 70-75m. 3

4 Outlook These are strong results and reflect an outperformance against our sector. The Group benefits from operating in market segments with barriers to entry which have proved to be very resilient. We have a strong portfolio of complementary brands and have an impressive pipeline of new sites, in terms of both quality and quantity. These factors will ensure that the Group remains on track to double in size over the next eight to ten years. The second half has started well; year to date after 34 weeks total turnover is up 10.4% and like-forlike sales are up 3.5%. With an improving economic outlook, lower inflation and higher levels of employment the prospects for TRG continue to look good. I am confident that the Group is well placed to deliver another year of profitable progress. Alan Jackson Non-executive Chairman 29 August

5 Notes to the Chairman s statement 1. There are a number of potential risks and uncertainties which could have an impact on the Group s performance over the remaining six months of the financial year and which could cause actual results to differ materially from expected and historical results. These have not materially changed from those set out on page 14 of our latest Annual Report and Accounts which can be found on the Group website: 2. Summary trading income statement: 26 weeks Ended 29 June 2014 m 26 weeks Ended 30 June 2013 m % change Revenue % Cost of sales (254.3) (231.3) Pre-opening costs (1.4) (1.0) Gross profit % Administration costs (17.3) (17.0) EBITDA % Depreciation (18.3) (15.8) Operating profit % Operating margin 11.3% 11.1% Net interest (1.2) (1.1) Profit before tax % Tax (8.0) (7.6) Profit after tax % EPS (pence) % 3. Summary cash flow: 26 weeks to 29 June 2014 m 26 weeks to 30 June 2013 m Operating profit Working capital & non-cash adjustments Depreciation Net cash flow from operations Net interest paid (0.6) (0.5) Tax paid (9.2) (8.4) Maintenance capital expenditure (10.3) (10.3) Free cash flow Development capital expenditure (19.5) (17.0) Movement in capital creditors (6.3) (2.3) Disposal of investment in associate Net cash flow from share issues Purchase of shares (5.3) (2.3) Other items 0.9 (0.2) Change in net debt Net bank debt at start of period (41.9) (36.0) Net bank debt at end of period (29.3) (27.1) 5

6 The Restaurant Group plc Interim report 2014 Condensed financial statements Consolidated income statement 26 weeks ended 29 June 2014 Trading Non- business trading Total (unaudited) (unaudited) (unaudited) Note '000 '000 '000 Revenue 307, ,910 Cost of sales: Excluding pre-opening costs (254,340) - (254,340) Pre-opening costs (1,420) - (1,420) (255,760) - (255,760) Gross profit 52,150-52,150 Administration costs (17,290) (138) (17,428) Trading profit 34,860 (138) 34,722 Disposal of investment in associate 2-7,000 7,000 Earnings before interest, tax, depreciation and amortisation: 53,210 6,862 60,072 Depreciation (18,350) - (18,350) Operating profit 34,860 6,862 41,722 Interest payable (1,216) - (1,216) Interest receivable Profit on ordinary activities before tax 33,708 6,862 40,570 Tax on profit from ordinary activities 3 (8,031) 30 (8,001) Profit for the period 25,677 6,892 32,569 Earnings per share (pence) Basic Diluted

7 Consolidated income statement 26 weeks ended 30 June 2013 Trading Non- business trading Total (unaudited) (unaudited) (unaudited) Note '000 '000 '000 Revenue 280, ,443 Cost of sales: Excluding pre-opening costs (231,305) - (231,305) Pre-opening costs (1,033) - (1,033) (232,338) - (232,338) Gross profit 48,105-48,105 Administration costs (16,980) - (16,980) Trading profit 31,125 31,125 Disposal of investment in associate Earnings before interest, tax, depreciation and amortisation: 46,881-46,881 Depreciation (15,756) - (15,756) Operating profit 31,125-31,125 Interest payable (1,243) - (1,243) Interest receivable Profit on ordinary activities before tax 30,014-30,014 Tax on profit from ordinary activities 3 (7,654) - (7,654) Profit for the period 22,360-22,360 Earnings per share (pence) Basic Diluted

8 Consolidated income statement 52 weeks ended 29 December 2013 Trading Non- business trading Total (audited) (audited) (audited) Note '000 '000 '000 Revenue 579, ,589 Cost of sales: Excluding pre-opening costs (469,729) - (469,729) Pre-opening costs (3,784) - (3,784) (473,513) - (473,513) Gross profit 106, ,076 Administration costs (31,160) - (31,160) Trading profit 74,916 74,916 Disposal of investment in associate Earnings before interest, tax, depreciation and amortisation: 107, ,791 Depreciation (32,875) - (32,875) Operating profit 74,916-74,916 Interest payable (2,447) - (2,447) Interest receivable Profit on ordinary activities before tax 72,685-72,685 Tax on profit from ordinary activities 3 (16,495) - (16,495) Profit for the period 56,190-56,190 Earnings per share (pence) Basic Diluted

9 Consolidated statement of changes in equity Share Share Other Retained Total capital premium reserves earnings '000 '000 '000 '000 '000 Balance at 30 December ,432 24,491 (8,940) 143, ,965 Profit for the period ,569 32,569 Issue of new shares Dividends Share-based payments - credit to equity - - 1,522-1,522 Employee benefit trust - purchase of shares - - (5,272) - (5,272) Other reserve movements - - (386) - (386) Current tax on share-based payments taken directly to equity ,024 1,024 Deferred tax on share-based payments taken directly to equity (446) (446) Balance at 29 June 2014 (unaudited) 56,432 24,491 (13,076) 177, ,976 Balance at 31 December ,334 24,027 (7,737) 111, ,848 Profit for the period ,360 22,360 Issue of new shares Dividends Share-based payments - credit to equity - - 2,013-2,013 Employee benefit trust - purchase of shares - - (2,291) - (2,291) Other reserve movements - - (1,847) - (1,847) Current tax on share-based payments taken directly to equity Deferred tax on share-based payments taken directly to equity Balance at 30 June 2013 (unaudited) 56,423 24,439 (9,862) 134, ,538 Balance at 31 December ,334 24,027 (7,737) 111, ,848 Profit for the year ,190 56,190 Issue of new shares Dividends (24,863) (24,863) Share-based payments - credit to equity - - 2,947-2,947 Employee benefit trust - purchase of shares - - (2,291) - (2,291) Other reserve movements - - (1,859) - (1,859) Current tax on share-based payments taken directly to equity Deferred tax on share-based payments taken directly to equity Balance at 29 December ,432 24,491 (8,940) 143, ,965 9

10 Consolidated balance sheet At 29 June 2014 At 30 June 2013 At 29 December 2013 (unaudited) (unaudited) (audited) '000 '000 '000 Non-current assets Intangible assets 26,433 26,433 26,433 Property, plant and equipment 347, , , , , ,952 Current assets Stock 4,684 4,068 5,085 Trade and other receivables 7,408 4,957 7,794 Prepayments 12,530 13,074 14,601 Cash and cash equivalents 4,047 2,909 7,307 28,669 25,008 34,787 Total assets 403, , ,739 Current liabilities Corporation tax liabilities (7,344) (7,502) (9,725) Trade and other payables (96,567) (89,363) (103,780) Other payables - finance lease obligations (329) (329) (330) Provisions (1,025) (1,864) (1,120) (105,265) (99,058) (114,955) Net current liabilities (76,596) (74,050) (80,168) Non-current liabilities Long-term borrowings (33,321) (30,016) (49,164) Other payables - finance lease obligations (2,908) (2,865) (2,885) Deferred tax liabilities (13,155) (15,682) (12,524) Provisions (3,412) (3,659) (3,246) (52,796) (52,222) (67,819) Total liabilities (158,061) (151,280) (182,774) Net assets 244, , ,965 Equity Share capital 56,432 56,423 56,432 Share premium 24,491 24,439 24,491 Other reserves (13,076) (9,862) (8,940) Retained earnings 177, , ,982 Total equity 244, , ,965 10

11 Consolidated cash flow statement 26 weeks ended 29 June weeks ended 30 June weeks ended 29 December 2013 (unaudited) (unaudited) (audited) Note '000 '000 '000 Operating activities Cash generated from operations 6 49,600 47, ,838 Interest received Interest paid (707) (649) (1,308) Tax paid (9,172) (8,400) (17,700) Net cash flows from operating activities 39,785 38,184 98,046 Investing activities Purchase of property, plant and equipment (29,756) (27,364) (76,626) Disposal of fixed assets (400) Disposal of investment in associate 7, Net cash flows used in investing activities (21,773) (27,364) (77,026) Financing activities Net proceeds from issue of ordinary share capital Employee benefit trust - purchase of shares (5,272) (2,291) (2,291) Net repayments of loan draw downs 7 (16,000) (19,000) - Dividends paid to shareholders - - (24,863) Net cash flows used in financing activities (21,272) (20,790) (26,592) Net decrease in cash and cash equivalents (3,260) (9,970) (5,572) Cash and cash equivalents at the beginning of the period 7,307 12,879 12,879 Cash and cash equivalents at the end of the period 4,047 2,909 7,307 Responsibility Statement We confirm that to the best of our knowledge: (a) the condensed set of financial statements has been prepared in accordance with International Accounting Standard (IAS) 34 'Interim Financial Reporting'; (b) the interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first 26 weeks and description of principal risks and uncertainties for the remaining 26 weeks of the year); and (c) the interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties' transactions and changes therein). By order of the Board, Alan Jackson Stephen Critoph ACA Non-executive Chairman Group Finance Director 29 August August

12 Accounting policies Basis of preparation The annual financial statements of The Restaurant Group plc are prepared in accordance with International Financial Reporting Standards ("IFRSs") as adopted by the European Union. The condensed set of financial statements included in this interim financial report has been prepared in accordance with IAS 34 'Interim Financial Reporting', as adopted by the European Union. The accounting policies and methods of computation used are consistent with those used in the Group's latest annual audited financial statements. General information The comparatives for the full year ended 29 December 2013 do not constitute statutory accounts as defined in section 434 of the Companies Act A copy of the statutory accounts for that year has been delivered to the Registrar of Companies. The auditor's report on these accounts was unqualified, did not draw attention to any matters by way of emphasis and did not contain a statement under section 498(2) or (3) of the Companies Act Going concern There continue to be economic uncertainties facing the United Kingdom and consumer-facing industries in particular. Potential risk factors and uncertainties that could affect the business are discussed in the Chairman's statement. The Group has a debt facility of 140m which matures in October 2016 and had net debt at 29 June 2014 of 29.3m. Based on the Group's plans for the next 12 months and after making enquiries (including preparation of reasonable trading forecasts, consideration of current financing arrangements and current headroom for liquidity and covenant compliance), the Directors have a reasonable expectation that the Group has adequate resources to continue operations for the foreseeable future. For this reason they continue to adopt the going concern basis in preparing the condensed financial statements. Changes in accounting policies Except as noted, the same accounting policies, presentation and methods of computation are followed in the condensed set of financial statements as applied in the Group's latest annual audited financial statements. At the date of approval of the condensed set of financial statements, the following new standard, which has not been applied and when adopted will have no material impact on the financial statements of the Group, was in issue but not yet effective: - IFRS 15 "Revenue from contracts with customers" 12

13 Notes to the condensed financial statements 1 Segmental analysis The Group trades in one business segment (that of operating restaurants) and one geographical segment (being the United Kingdom). The Group's brands meet the aggregation criteria set out in paragraph 22 of IFRS 8 "Operating Segments" and as such the Group report the business as one reportable segment. 2 Non-trading items On 17 April 2014 The Restaurant Group disposed of part of its interest in The Living Ventures group following the sale of the Gusto business. The Group received 7m of cash proceeds in respect of this disposal and the resulting profit on disposal of 6.9m, net of costs, is reported as a non-trading item in the 26 weeks ended 29 June The net proceeds of the disposal were distributed by way of a special dividend of 3.45 pence per share on 9 July Following the disposal, TRG's only remaining interest in the residual business is a 4m loan note which has been fully provided against as a result of a detailed review of the trading performance of the business. There were no non-trading items in the 26 weeks ended 30 June 2013 or the 52 weeks ended 29 December Tax The tax charge has been calculated by reference to the expected effective current and deferred tax rates for the full financial year to 28 December 2014 applied against the profit before tax for the period ended 29 June The full year effective tax charge on the underlying trading profit is estimated to be 23.8% (2013: 22.7%). The Finance Act 2012 introduced a reduction in the main rate of corporation tax from April 2014 from 23% to 21% resulting in a blended rate of 21.5% being used to calculate the estimated tax liability for the 52 weeks ended 28 December A further rate reduction to 20% from April 2015 was substantively enacted on 2 July 2013 therefore the deferred tax provision at the balance sheet date has been calculated at 20%. 4 Earnings per share 26 weeks ended 29 June weeks ended 30 June weeks ended 29 December 2013 Earnings Weighted average number of shares Per-share amount Earnings Weighted average number of shares Per-share amount Earnings Weighted average number of shares Pershare amount (unaudited) (unaudited) (unaudited) (unaudited) (unaudited) (unaudited) (audited) (audited) (audited) '000 millions pence '000 millions pence '000 millions pence Basic earnings per share 32, , , Effect of dilutive options (0.02) (0.02) (0.05) Diluted earnings per share 32, , , Basic earnings per share 32, , , Effect of non-trading items (6,892) - (3.43) Earnings per share - trading business 25, , ,

14 5 Dividends Following approval at the Annual General Meeting on 15 May 2014, the final dividend in respect of 2013 of 8.75p per share, totalling 17.4m, was paid to shareholders on 9 July In addition, a special dividend of 3.45p per share, totalling 7.0m, was paid following the disposal of part of the investment in the Living Ventures Group and the 7m cash proceeds received (see note 2). The Directors have declared an interim dividend of 6.10p per share which will be paid on 9 October 2014 to ordinary shareholders on the register at close of business on 12 September In accordance with IAS 10, this will be recognised in the reserves of the Group in the second half of the year. 6 Reconciliation of profit before tax to cash generated from operations 26 weeks ended 29 June weeks ended 30 June weeks ended 29 December 2013 (unaudited) (unaudited) (audited) '000 '000 '000 Profit before tax 40,570 30,014 72,685 Net finance charges 1,152 1,111 2,231 Disposal of investment in associate (6,862) - - Share-based payments 1,522 2,013 2,947 Depreciation 18,350 15,756 32,875 Decrease / (increase) in stocks (213) Decrease in debtors 2,457 4, (Decrease) / increase in creditors (7,990) (6,982) 6,292 Cash generated from operations 49,600 47, ,838 7 Bank loans The Group has a committed bank facility of 140m in place until October During the 26 weeks ended 29 June 2014, the Group reduced its draw down under this facility by 16.0m (26 weeks ended 30 June 2013: reduction of 19.0m, 52 weeks ended 29 December 2013: no change). 8 Share capital Share capital at 29 June 2014 amounted to 56.4m. The number of shares allotted, called up and fully paid remained at 200,647,143 as no share options were exercised in the 26 weeks to 29 June Related party transactions BH Restaurants Limited (formerly Living Ventures Restaurants Group Limited) was a related party to The Restaurant Group plc through the Group's 37.4% holding until 17 April 2014 when the Group disposed of it's interest in the company. In the 26 weeks ended 29 June 2014, the Group received 7.0m cash and 0.1m of loan note interest, all of which was recognised in the income statement (26 weeks ended 30 June 2013: 0.1m of interest all of which was recognised in the income statement, 52 weeks ended 29 December 2013: 0.2m of interest all of which was recognised in the income statement). For more details, see note Contingent liabilities There were no significant changes in the nature and size of contingent liabilities at 29 June 2014 to those reported in the Annual Report and Accounts for the 52 weeks ended 29 December

15 INDEPENDENT REVIEW REPORT TO THE RESTAURANT GROUP PLC We have been engaged by the Company to review the condensed set of financial statements in the halfyearly financial report for the 26 weeks ended 29 June 2014 which comprises the consolidated income statement, the consolidated statement of changes in equity, the consolidated balance sheet, the consolidated cash flow statement and related notes 1 to 10. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements. This report is made solely to the company in accordance with International Standard on Review Engagements (UK and Ireland) 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity issued by the Auditing Practices Board. Our work has been undertaken so that we might state to the company those matters we are required to state to it in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our review work, for this report, or for the conclusions we have formed. Directors responsibilities The half-yearly financial report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom s Financial Conduct Authority. As disclosed in the accounting policies, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting, as adopted by the European Union. Our responsibility Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review. Scope of review We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. Conclusion Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the 26 weeks ended 29 June 2014 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom s Financial Conduct Authority. Deloitte LLP Chartered Accountants and Statutory Auditor London, UK 29 August