Annual Report and Accounts 2012
Mar tin McColl
Retail Group
Continuing to grow in line with our strategy
We are the UK’s leading independent
neighbourhood retailer, with 1,269 convenience
stores and newsagents. We operate 655
convenience stores and 614 newsagents.
Our convenience stores are branded McColl’s
and our newsagents are branded Martin’s
and, in Scotland, RS McColl. We are proud
to be the local store for many communities
around the country and aim to continue
to strengthen and grow our business by
building on the key part our stores play
in many people’s daily lives.
Contents
01 Financial and operational highlights
02 Chairman and Chief Executive’s statement
08 Financial review
11 Board of directors
Principal advisers
Secretary and registered office
12 Directors’ report
14 Statement of directors’ responsibilities
15 Independent auditor’s report
16 Group profit and loss account
Group statement of total recognised
gains and losses
17 Group balance sheet
18 Company balance sheet
19 Cash flow statement
20 Notes to the financial statements
39 Contacts and addresses
Financial and
operational highlights
Martin McColl Annual Report and Accounts 2012
01
Turnover
2011/12
EBITDA
2011/12
Operating profit
2011/12
£844.7m
+5.0%
2010/11 £804.8m
Net debt
2011/12
£36.1m
+8.0%
2010/11 £33.4m
£15.8m
+15.3%
2010/11 £13.7m
£86.2m
–14.7%
2010/11 £101.1m
Shop numbers
by geographical region November 2012
Scotland
1 51
Wales
40
England
1 ,078
–We had another strong year in 2012 both financially and in terms of the continued growth and development of our business. –We delivered a strong financial performance. We increased sales for the fourth successive year. We also increased profit and cash generation and, in turn, improved net debt. –We opened our 600th convenience store – the first in our rollout of a new format for McColl’s stores which have a brighter, modern feel, improved layout and enhanced offer. –We successfully introduced an exciting new food and wine format for converting newsagents to convenience stores. –By the end of the year, we had more convenience stores than newsagents – a key landmark in our ongoing growth story. –On 15 March 2013 we completed a successful debt refinancing. This funding will help us to realise our ambitious growth targets within the convenience sector.
02 Martin McColl Annual Report and Accounts 2012
Chairman and Chief
Executive’s statement
James Lancaster
Chairman and Chief Executive
Against a tough economic backdrop,
we delivered another strong year –
growing our revenue and profits,
opening our 600th convenience
store and continuing to play a key
part in many local communities
across the United Kingdom.
Delivering a strong financial performance
We delivered a strong financial performance in 2012
– increasing both our sales and our profits. Turnover
increased for the fourth successive year, by 5.0%
to £844.7m. Our net like-for-like sales were up 2.6%.
Operating profit increased by £2.1m to £15.8m.
Earnings before interest, tax, depreciation and
amortisation (EBITDA) increased by £2.7m to
£36.1m. We had a good year for cash generation
and, in turn, reduction in net debt.
These numbers were all the more rewarding, given
the continued tough economic climate throughout
2012 and the wettest summer on record.
Following the year end we carried out a successful
debt refinancing, which was completed in March 2013.
The refinancing was facilitated by our strong cash
generation and debt reduction through the year.
Continuing to implement our strategy for growth
Our strong performance was driven by the continued
implementation and success of our growth strategy.
In line with our strategy we have added new products
and services to grow revenues and footfall in our
Retail space 2009
Retail space 2012
49%
51%
Convenience
(508 stores)
Newsagent
(744 stores)
Convenience
(655 stores)
Newsagent
(614 stores)
37%
63%
Note: 1,252 stores occupied 1.4 million square feet
Note: 1,269 stores occupy 1.5 million square feet
Martin McColl Annual Report and Accounts 2012
03
stores. We have also grown by increasing the number
and proportion of more profitable convenience
stores through conversion of existing newsagents
and selective acquisitions. During the year we
bought 30 new stores and converted 36.
In 2012 we opened our 600th convenience store,
in Great Cornard near Sudbury, Suffolk. We took
this opportunity to launch a new look and feel
for our convenience stores – a brighter, fresher,
more modern image to take our convenience
proposition to a new level.
By the end of the year our total number of convenience
stores was 655, which together with our 614 newsagents
made an overall total of 1,269 stores in our group. For
the first time, we now have more convenience stores
than newsagents – a landmark in our growth strategy.
To fuel our growth in convenience stores, we
introduced a new food and wine conversion format
where we add a good range of grocery and alcohol
products to existing newsagents in order to convert
them efficiently and quickly into mini convenience
stores. During the year we converted 36 newsagents
using this format and we now have 50 of these stores
in our convenience estate. This is proving to be both
a great new way for us to increase our convenience
store numbers and also to ensure that these former
newsagents continue to serve their local communities.
Our strategy
Martin McColl provides local communities with
a full range of amenities and neighbourhood
services at a competitive price. We are focused
on developing and expanding the convenience
side of our business, which currently accounts
for over half of the store portfolio.
The convenience side of our business is where
we see significant opportunity for growth. Growth
will be supported by the acquisition of further
quality independent convenience stores as well
as by converting our existing newsagent stores
to convenience format. We will work to improve
the customer offer across our convenience
store portfolio, particularly in terms of fresh
and chilled produce.
We will also expand the range and services in
our newsagents and variety stores to cater for
changing consumer needs, such as increasing
the number of post offices we operate. Significant
investment has already been made to improve
store standards and the customer experience.
04 Martin McColl Annual Report and Accounts 2012
Chairman and Chief
Executive’s statement
Continued
In 2012 we also began a review of our supply chain
in order to make sure we secure the best ranges of
fresh food for our convenience stores. This review is
set to conclude in 2013. This is a key example of how
we are looking to strengthen our convenience offer
from every angle – from making sure our stores are
in the right local locations to ensuring they have an
attractive look and feel, are staffed by well-trained
friendly people and of course are stocked with a
great range of competitively priced products.
Playing a key part in local communities across the UK
We have a robust business that has continued to
grow and to deliver similar levels of profitability and
cash year on year throughout the downturn in the
economy, underpinned by a large number of daily
transactions. In good times and in bad, we provide
local communities with many of their daily needs –
from newspapers to bread and milk, from meat and
vegetables to tobacco and wine.
What’s more, we provide many different services for
the community, including lottery tickets, bill payment
and internet collection points. We deliver newspapers
to over 130,000 homes and businesses. We also
operate more post offices than the Post Office and
plan to increase this side of our offer. In short, we’re
the neighbourhood store for many local communities
around the country. As a result, we have a lot of
customers coming through our doors from early
in the morning until late at night, with numerous
transactions across our 1,269 stores. For us, local
business is good business.
Meeting our responsibilities
as a neighbourhood business
We play a key part in our local communities, not
just by providing neighbourhood stores, but also
by providing local employment to over 12,000
people across the United Kingdom, and this doesn’t
include the 6,000 or more who deliver newspapers
and magazines for us every day. The majority of our
colleagues live in the communities in which they work.
We invest in the training and career development of
our people, for example through our Onwards and
Upwards management development programme.
We have launched a new initiative called Customer
First focused on store standards and how to service
our customers better. This is particularly important
as we increase the number of convenience stores,
which inevitably offer a more varied customer service
and selling environment compared with a traditional
newsagent. We want our colleagues to be able to
really make the most of these environments and
to deliver the best possible service to customers.
We launched an energy management initiative in
2012 in line with our commitment to drive down energy
use in-store. This clearly will deliver both environmental
and commercial benefits. We are also looking at ways
to improve recycling of packaging across our stores.
Customer numbers
Average number of customers
per week 2011/12
4,941,182
Martin McColl Annual Report and Accounts 2012
05
Our 12,139 colleagues are at the
heart of our business. They are the
ones who make all the difference in
providing great products and services
throughout our neighbourhood stores.
Valuing our people
Our customers regularly comment on how good
our people are across our stores and I would like to
take this opportunity to thank all my colleagues for
their tremendous hard work and the difference that
they make.
Following changes in 2011 we now have a stronger
group board. Our operational board has been further
strengthened through a combination of external
recruitment and internal promotions. We have a
great team at the top of our organisation to steer
the business forward as it continues to grow.
Looking ahead
Looking ahead we aim to continue our growth at a
more rapid pace, through the acquisition of more stores
and the ongoing conversion of existing newsagents
to more profitable convenience stores. Our aim is to
have 800 convenience stores by 2015.
The United Kingdom economy remains challenging
for everybody. Having said this, the convenience
sector continues to grow and we are well placed to
meet our customers’ local needs. Now that we have
reached the point where more than half our estate is
in convenience, the momentum is with us. So we are
in a good position and I look forward to the group
continuing to build on the successes of 2012.
James Lancaster
Chairman and Chief Executive
Colleague numbers
Colleague numbers excluding home
news delivery 2011/12
12,139
06 Martin McColl Annual Report and Accounts 2012
The UK’s no.1
independent
neighbourhood
retailer
With over 1,200 stores conveniently located throughout England,
Scotland and Wales. Trading under our shop names of McColl’s,
Martin’s and RS McColl, you can be assured that your store is proud
to be serving your local neighbourhood.
Martin McColl Annual Report and Accounts 2012
07
Freshly served for
your convenience
Fresh fruit and vegetables, milk and
chilled foods are important daily
products that you’ll find in our
McColl’s convenience stores.
Saving you money
on leading brands
everyday
Offering you money-saving
promotions throughout the year
is at the heart of our trading
values. Every day you’ll find special
promotions on leading branded
goods. From confectionery to
grocery, newspapers and
magazines to alcohol, we have an
extensive range for you to shop.
Beers, wines
& spirits
We’ve a wide range in-store to
suit all tastes. From traditional
favourites, to something more
specialist, our range has been
carefully selected to offer you
great variety at prices you’ll enjoy.
08 Martin McColl Annual Report and Accounts 2012
Financial review
Jonathan Miller
Chief Financial Officer
We achieved a strong financial
performance in 2012, building on
the achievements of previous years.
Revenue grew for a fourth successive
year and operating profit increased
by 15.3%. We had strong cash flow
and reduced net debt, which helped
provide the foundation for us to
continue to invest in the long term
growth of our business and to
secure a successful refinancing
of our existing bank loans.
Profit and loss account
Sales
In what was a challenging year for retailers generally,
I am pleased to report a further financial period
of revenue growth. Turnover increased by 5.0% to
£844.7m (2011: £804.8m). This was the result of a
combination of good growth in net like-for-like sales of
2.6% together with revenues from new convenience
store acquisitions and conversions of newsagents to
the food and wine format.
In recent years we have responded to the current
United Kingdom economic downturn by adopting
a more competitive pricing strategy, both to maximise
sales opportunities and to protect footfall, as our
customers are increasingly value conscious. The
success of this strategy has resulted in good growth
in cigarette and tobacco sales as well as everyday
essentials such as milk.
The acquisition and development of our convenience
store base has particularly benefited sales of chilled, fresh
and ambient grocery as well as beers, wines and spirits.
All other sales categories benefit from the additional
business and footfall that this activity contributes.
Operating profit
Gross profit margins were slightly lower at 24.7%
(2011: 25.2%) but total gross profit increased by £5.8m to
£208.3m (2011: £202.5m), reflecting the improved sales
performance. In addition, we were able to secure further
benefits from our new electronic point of sale system,
installed during 2009 and 2010, to reduce stock loss
and product markdowns.
Martin McColl Annual Report and Accounts 2012
09
Other operating expenses increased by £3.7m to
£192.5m (2011: £188.8m). On an underlying basis,
before exceptional income, other operating expenses
increased by £4.3m to £195.3m (2011: £191.0m). We
have continued to manage inflationary pressures
by maintaining tight control of costs. The increase in
operating expenses is principally related to the growth
in the number of convenience stores in the estate,
which have a higher cost structure than newsagents.
Exceptional income of £2.8m in the current period
represents a payment received from the Office of Fair
Trading (OFT) relating to a regulatory penalty originally
imposed by the OFT in 2008 in relation to the retail
pricing of tobacco products in the period from 2000
to 2003. We are delighted to have reached agreement
with the OFT for the return of this amount. Exceptional
income of £2.2m in 2011 relates to compensation
received for breach of two of the group’s leases of
motorway service area stores.
Operating profit increased by 15.3% to £15.8m
(2011: £13.7m). On an underlying basis, before
exceptional income, operating profit increased by
12.8% to £13.0m (2011: £11.5m), reflecting the good
sales performance and continued control of costs.
Profits on sale of fixed assets
Profits on the sale of fixed assets for the period decreased
slightly to £2.0m (2011: £2.1m). These arose principally
from the sale and leaseback of acquired freehold
convenience stores.
Finance charges
Net interest payable decreased to £10.9m (2011: £11.7m)
due to a combination of lower debt levels and lower
prevailing interest rates.
Other finance charges of £0.6m were incurred under
FRS 17 in relation to the group’s defined benefit pension
schemes (2011: income £0.2m).
Profit before taxation
Profit on ordinary activities before taxation for the
period increased by £2.0m to £6.3m (2011: £4.3m).
Taxation
The corporation tax charge for the period of £3.8m
represents an effective tax rate of 59.5% (2011: £3.1m,
73.7%). The period includes an amount of £0.9m for
tax payable resulting from an enquiry by HMRC into
prior years. The underlying effective tax rate of 44.9%
is higher than the effective statutory rate primarily
due to non-deductible goodwill amortisation arising
on consolidation.
Group balance sheet
Shareholders’ funds at the end of the period were
£40.3m (2011: £40.0m). Total recognised gains for the
period were £0.3m, with retained profit for the period
offset by an actuarial loss of £2.3m (2011: loss £2.8m)
net of deferred tax recognised on the group’s
pension schemes.
Fixed assets at the period end decreased to
£185.1m (2011: £191.0m) due to amortisation
of goodwill arising on consolidation.
Current assets at the period end increased to
£125.2m (2011: £112.3m) reflecting an increase
in cash balances to £52.2m (2011: £42.5m).
Creditors falling due within one year increased to
£166.3m (2011: £118.0m) due principally to an
increase in bank loans. The increase reflects a
reclassification of existing balances due after more
than one year into current balances as the facilities
are approaching maturity. Creditors falling due after one
year reduced accordingly to £90.8m (2011: £133.8m).
We completed a successful refinancing of our bank
loans after the period end.
Turnover £m
2011/12
12
11
10
09
Operating profit
2011/12
845
805
771
755
£15.8m
+15.3%
2010/11 £13.7m
10
Martin McColl Annual Report and Accounts 2012
Financial review
Continued
Pensions
We operate two defined benefit pension schemes,
both of which are closed to future accrual. The
combined deficit in the two schemes, net of the
related deferred tax asset, increased by £2.1m to
£6.6m (2011: £4.5m). The increase principally reflects
a reduction in the discount rate used to value
liabilities at the period end, due to the general fall in
corporate bond yields, partially offset by an increase
in the asset values over the period.
Cash flow and net debt
I am pleased to report a strong cash performance
for the period together with further capital investment
in growing the business.
Net cash inflow from operating activities for the period
was a robust £40.6m (2011: £43.9m). Earnings before
interest, tax, depreciation and amortisation (EBITDA)
increased by £2.7m to £36.1m (2011: £33.4m).
Working capital improved by £4.5m (2011: £10.5m).
Underlying earnings before interest, tax, depreciation
and amortisation, before exceptional income,
increased by 6.7% to £33.3m (2011: £31.2m)
Net interest paid for the period was £6.5m (2011: £7.3m).
This fall is due to lower interest charges and higher
interest from deposits held.
Net capital expenditure plus acquisitions and disposals
increased to £12.7m (2011 £11.8m), reflecting our
continued development of convenience stores
together with expenditure on the existing estate.
During the period we acquired 30 new convenience
stores and converted 36 newsagents to the food and
wine format.
Net cash inflow before financing for the period was
£19.5m (2011: £23.0m).
Net increase in cash for the period was £9.6m (2011:
£17.5m) after an increase in loan payments
compared to the prior period.
Net debt improved at the end of the period to
£86.2m (2011: £101.1m).
Financing
On 15 March 2013 we completed an early debt
refinancing by arranging new bank facilities. The
capital raised represented the amount needed to
repay the existing facilities, which were due to expire
from September 2013, and to cover the arrangement
fees and costs involved in agreeing the new funding,
net of available cash.
Ahead of the refinancing we had built up significant
cash balances of which we used £22.6m to reduce the
overall borrowing requirement, with the balance retained
to meet short term working capital, tax and capital
expenditure needs.
The new facilities comprise an amortising £68m
senior bank loan with a final repayment date of
30 June 2016 and a £43.5m mezzanine loan due
31 December 2016, together with a £15m revolving
credit facility expiring on 30 April 2016.
I am delighted that we have successfully completed
the refinancing of our existing bank loans with the
continued support of our lenders. We now have the
funding in place that will help us to realise our ambitious
growth targets within the convenience sector as we
look to expand our existing portfolio. Combined with
our strong financial performance, the refinancing
provides us with a sound platform from which to
achieve our potential.
Jonathan Miller FCA
Chief Financial Officer
EBITDA
2011/12
Net debt
2011/12
£36.1m
+8.0%
2010/11 £33.4m
£86.2m
–14.7%
2010/11 £101.1m
Martin McColl Annual Report and Accounts 2012
11
Dave Thomas
Operations Director
Dave joined the group in 1998, initially as Regional
Manager for convenience. He was appointed Operations
General Manager in 2000 and Operations Director in 2005.
Before joining Martin McColl, Dave worked in operational
roles at Iceland and Southern Co-operative.
Alan Smith
Non Executive Director
Alan was appointed to the board in 2006. He is also
Chairman of Space NK, and non-executive director
of Colefax and Fowler and Planet Organic. He has
previously held board positions at Marks and Spencer,
Kingfisher, Storehouse and Whitehead Mann.
Board of directors
James Lancaster FCA
Chairman and Chief Executive
James was a co-founder of the group in 1973,
becoming Group Managing Director in 1984, Chief
Executive in 1990 and Chairman and Chief Executive
in 1995. Under his direction Martin McColl has grown
to be the largest independent neighbourhood retailer in
the UK. James led a management buyout of the
business in 1995 and a secondary buyout in 2005.
James is also a director of ‘Cardiac Risk in the Young’.
Jonathan Miller FCA
Chief Financial Officer
Jonathan joined the group in 1991. He was appointed
Finance Director of the group’s retail businesses
in 1998 and Chief Financial Officer in 2004. As well
as overall responsibility for financial performance,
Jonathan oversees the Finance, Human Resources,
Information Technology and Development teams.
Jonathan trained as a Chartered Accountant
with Deloitte.
Martyn Aguss FCA
Chief Operating Officer
Martyn joined Martin McColl as a director in 2005
and was appointed Chief Operating Officer in 2011.
He has overall responsibility for store trading and
development of the retail proposition, and oversees
the Buying, Marketing and Operational teams.
Prior to joining Martin McColl he was a Partner
at Ernst & Young.
Principal advisors
Secretary and
registered office
Bankers
Lloyds Banking Group
10 Gresham Street
London
EC2V 7HN
Solicitors
Travers Smith LLP
10 Snow Hill
London
EC1A 2AL
Auditor
Deloitte LLP
Chartered Accountants and Registered Auditor
London
Secretary
Jonathan Miller
Registered office
Martin McColl House
Ashwells Road
Brentwood
Essex
CM15 9ST
12
Martin McColl Annual Report and Accounts 2012
Directors’ report
The directors present their report and the financial statements for the 52 week period ending on 25 November 2012.
The comparative period represents the 52 week period ended 27 November 2011.
The Chairman and Chief Executive’s statement (on pages 2 to 5) and the Financial review (on pages 8 to 10)
form part of this report.
Results and dividends
The group retained profit for the period, after taxation, amounted to £2,566,000 (2011: £1,121,000). No dividends
were paid in the period (2011: £nil).
Principal activities and review of the business
The principal activities of the group and a review of its business are described in the Chairman and Chief
Executive’s statement and the Financial review.
Key performance indicators
The group measures the development, performance and position of the business by referring to a number
of key performance indicators. These measures are set out in the operational highlights on page 1 and
throughout the Chairman and Chief Executive’s statement and the Financial review.
Principal risks and uncertainties
The principal risks and uncertainties facing the group are set out below. The group is influenced by a number
of risk factors that could have a material impact on operating performance.
Consumer spending
The group’s revenue depends on consumer spending which can be affected in numerous ways. This can
include competition from other retailers on both a local and national level, as well as the general economic
environment in the United Kingdom. These factors will influence customers’ spending behaviour. The group
seeks to make the most of its diverse and strong locations by setting prices and amending ranges which
take into account competitor activity and economic conditions.
Supply chain
The group has no distribution operation of its own and relies on a number of key suppliers for product distribution
to its stores. The failure of a major distributor has the potential to have a major impact on the group’s operations.
In order to mitigate this risk the group has selected supply partners with national distribution operations and
has entered into long term arrangements with them. The group has regular review meetings with these supply
partners to assess operational and financial performance, as well as contingency planning.
Regulation
Changes in regulation can have a significant impact on the group’s business.
A significant proportion of the group’s turnover is derived from product categories that are subject to legislation,
including tobacco and alcohol. Any contravention of this legislation can compromise the group’s ability to
retail such products. The group has training programmes and controls in place that have been designed to
ensure compliance with these laws and to ensure its stores are run in a responsible manner, thereby minimising
some of these risks.
Other examples of regulation include increases in the rate of the National Minimum Wage. The group seeks
to mitigate the impact of regulatory change by continual consideration of operating procedures and costs.
Information technology
The group relies on information technology systems and processes. A prolonged failure of these systems
and processes would significantly impact the group’s operations. To help protect against this, the group has
established back-up procedures and maintains arrangements with a third party to assist with data recovery
and business continuity.
Financial risk management objectives and policies
The group’s policies are set out in note 19 to the financial statements.
Going concern
This report contains a review of the group’s business activities, financial position and cash flows, together
with factors likely to affect its future development.
The group has considerable committed financial resources and a wide spread of business risks across
different geographic areas and product categories. As a result, the directors believe that the group is
able to manage its business risks despite the uncertain economic outlook.
Martin McColl Annual Report and Accounts 2012
13
The group has net current liabilities due to a low level of receivables, as sales are predominantly made in
cash, and there is high stock turnover relative to the credit terms agreed with its suppliers. The directors do
not consider this unusual.
On 15 March 2013 the group refinanced in full its existing bank loans. The group’s forecasts and projections, taking
into account reasonably possible changes in trading performance, show that the group should be able to operate
within its new banking facilities, and will meet its banking covenants and repayments as they fall due.
After making enquiries, the directors have a reasonable expectation that the company and the group have
adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue
to adopt the going concern basis in preparing the annual report and financial statements.
Directors
The directors who served throughout the period are shown on page 11.
Employment of disabled persons
Disabled persons are employed and trained by the group where their aptitudes and abilities allow and
suitable vacancies are available. Where employees become disabled, the group endeavours to continue
their employment, provided there are jobs which they can do, bearing in mind not only their handicap or
disability, but also their experience and skills. The need to develop the careers of disabled people and ensure
their continued safety at work is accepted throughout the group and the necessary steps are taken to train
and promote disabled employees where this is in their own and the group’s best interests.
Employees
Information on matters of concern to employees is given through information bulletins, meetings and reports.
The same means, reinforced by profit sharing and bonus schemes, are used to help employees achieve a
common awareness of the financial and economic factors affecting the performance of the group.
Creditor payment policy and practice
The group’s policy is to pay suppliers in accordance with those terms and conditions agreed between the
group and its suppliers, provided that all trading terms and conditions have been complied with.
At 25 November 2012, the group had an average of 44 days’ (2011: 40 days’) purchases outstanding in
trade creditors. The company had no trade creditors.
Auditor
Each of the persons who is a director at the date of approval of this report confirms that:
• so far as the directors are aware, there is no relevant audit information of which the company’s auditor
is unaware; and
• the directors have taken all the steps that they ought to have taken in their role as a director in order
to make themselves aware of any relevant audit information, and to establish that the company’s
auditor is aware of that information.
This confirmation is given and should be interpreted in accordance with the provisions of section 418
of the Companies Act 2006.
Deloitte LLP have expressed their willingness to be reappointed for another term and appropriate
arrangements have been put in place for them to be deemed reappointed as auditor in the
absence of an Annual General Meeting.
Approved by the board of directors
and signed on behalf of the board
Jonathan Miller
Secretary
30 April 2013
14
Martin McColl Annual Report and Accounts 2012
Statement of directors’ responsibilities
The directors are responsible for preparing the annual report and financial statements in accordance
with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that
law the directors have elected to prepare the financial statements in accordance with United Kingdom
Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law).
Under company law the directors must not approve the financial statements unless they are satisfied they
give a true and fair view of the state of affairs of the company and of the group and of the profit or loss
of the group for that period. In preparing these financial statements, the directors are required to:
• select suitable accounting policies and then apply them consistently;
• make judgements and estimates that are reasonable and prudent;
• state whether applicable UK Accounting Standards have been followed; and
• prepare the financial statements on the going concern basis unless it is inappropriate to presume
that the group will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and
explain the company’s transactions and disclose with reasonable accuracy at any time the financial
position of the group and parent company and to enable them to ensure that the financial statements
comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group
and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors are responsible for the maintenance and integrity of the corporate and financial information
included on the company’s website. Legislation in the United Kingdom governing the preparation and
dissemination of financial statements may differ from legislation in other jurisdictions.
Independent auditor’s report to the members
of Martin McColl Retail Group Limited
Martin McColl Annual Report and Accounts 2012
15
We have audited the financial statements (the ‘‘financial statements’’) of Martin McColl Retail Group Limited
for the 52 week period ended 25 November 2012 which comprise the group profit and loss account, the
group and parent company balance sheets, the group cash flow statement, the group statement of total
recognised gains and losses and the related notes 1 to 28. The financial reporting framework that has been
applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom
Generally Accepted Accounting Practices).
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16
of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s
members those matters we are required to state to them in an auditor’s 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
and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Respective responsibilities of directors and auditor
As explained more fully in the statement of directors responsibilities, the directors are responsible for the preparation
of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to
audit and express an opinion on the financial statements in accordance with applicable law and International
Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices
Board’s Ethical Standards for Auditors.
Scope of the audit of the financial statements
An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to
give reasonable assurance that the financial statements are free from material misstatement, whether caused
by fraud or error. This includes an assessment of: whether the accounting policies are appropriate to the group’s
and the parent company’s circumstances and have been consistently applied and adequately disclosed; the
reasonableness of significant accounting estimates made by the directors; and the overall presentation of the
financial statements. In addition, we read all the financial and non-financial information in the annual report to
identify material inconsistencies with the audited financial statements. If we become aware of any apparent
material misstatements or inconsistencies we consider the implications for our report.
Opinion on financial statements
In our opinion the financial statements:
• give a true and fair view of the state of the group’s and the parent company’s affairs as at 25 November
2012, and of the group’s profit for the 52 weeks then ended;
• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting
Practice; and
• have been prepared in accordance with the requirements of the Companies Act 2006.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion the information given in the Directors’ Report for the 52 week period for which the financial
statements are prepared is consistent with the financial statements.
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters where the Companies Act 2006 requires
us to report to you if, in our opinion:
• adequate accounting records have not been kept, or returns adequate for our audit have not been
received from branches not visited by us; or
• the financial statements are not in agreement with the accounting records and returns; or
• certain disclosures of director’s remuneration specified by law are not made; or
• we have not received all the information and explanation we require for our audit.
Robert Matthews (Senior Statutory Auditor)
for and on behalf of Deloitte LLP
Chartered Accountants and Statutory Auditor
London, United Kingdom
30 April 2013
16
Martin McColl Annual Report and Accounts 2012
Group profit and loss account
52 week period ended 25 November 2012
Turnover
Cost of sales
Gross profit
Other operating expenses (net)
Exceptional income
Total other operating expenses
Operating profit
Profit on sale of fixed assets
Profit on ordinary activities before finance charges
Net interest payable and similar charges
Other finance (charges)/income
Profit on ordinary activities before taxation
Tax on profit on ordinary activities
Profit on ordinary activities after taxation being profit for the
financial period
Notes
2
52 weeks
ended
25 November
2012
£’000
52 weeks
ended
27 November
2011
£’000
844,684
(636,417)
208,267
804,766
(602,268)
202,498
3(a)
4
(195,311)
2,839
(192,472)
(191,011)
2,210
(188,801)
15,795
2,046
17,841
(10,922)
(586)
6,333
(3,767)
13,697
2,055
15,752
(11,715)
230
4,267
(3,146)
7
8
22
2,566
1,121
All turnover and operating profit arose from continuing operations.
There are no differences to historical cost profits in either the current or preceding period and so no separate
group note of historical cost profits and losses is presented.
Group statement of total
recognised gains and losses
52 week period ended 25 November 2012
Profit for the period
Actuarial loss recognised on pension scheme
UK deferred tax attributable to actuarial loss:
Arising from the origination of and reversal of timing differences
Arising from changes in the tax rate
Goodwill attributable to disposals
Total recognised gains/(losses)
52 weeks
ended
25 November
2012
£’000
52 weeks
ended
27 November
2011
£’000
2,566
(2,742)
632
(120)
–
336
1,121
(3,687)
978
(79)
124
(1,543)
Group balance sheet
25 November 2012
Martin McColl Annual Report and Accounts 2012
17
Fixed assets
Goodwill
Tangible assets
Current assets
Stocks
Debtors – due within one year
Cash at bank and in hand
Creditors: amounts falling due within one year
Net current liabilities
Total assets less current liabilities
Creditors: amounts falling due after more than one year
Provisions for liabilities
Net assets excluding pension liability
Net pension liability
Net assets including pension liability
Capital and reserves
Called up share capital
Share premium
Profit and loss account
Shareholders’ funds
25 November
2012
£’000
27 November
2011
£’000
Notes
10
11
14
15
23
16
17, 18
20
27
21
22
22
22
120,964
64,145
185,109
125,772
65,272
191,044
44,446
28,599
52,191
125,236
(166,255)
(41,019)
144,090
(90,810)
(6,341)
46,939
(6,594)
40,345
39,803
29,912
42,544
112,259
(118,018)
(5,759)
185,285
(133,838)
(6,932)
44,515
(4,500)
40,015
75
712
39,558
40,345
75
718
39,222
40,015
These financial statements of Martin McColl Retail Group Limited, registered number 05429759, were approved
and authorised for issue by the board of directors on 30 April 2013.
Signed on behalf of the board of directors
Jonathan Miller
Director
18
Martin McColl Annual Report and Accounts 2012
Company balance sheet
25 November 2012
Fixed assets
Investments
Current assets
Debtors – due within one year
Cash at bank and in hand
Creditors: amounts falling due within one year
Net current liabilities
25 November
2012
£’000
27 November
2011
£’000
Notes
12
15
16
81,709
81,709
152,709
1
152,710
(237,500)
(84,790)
141,776
1
141,777
(168,536)
(26,759)
Total assets less current liabilities
Creditors: amounts falling due after more than one year
Net liabilities
17,18
(3,081)
(83,538)
(86,619)
54,950
(127,627)
(72,677)
Capital and reserves
Called up share capital
Share premium
Profit and loss account
Shareholders’ deficit
21
22
22
22
75
712
(87,406)
(86,619)
75
718
(73,470)
(72,677)
These financial statements of Martin McColl Retail Group Limited, registered number 05429759, were approved
and authorised for issue by the board of directors on 30 April 2013.
Signed on behalf of the board of directors
Jonathan Miller
Director
Cash flow statement
52 week period ended 25 November 2012
Martin McColl Annual Report and Accounts 2012
19
Operating activities
Operating profit
Depreciation and amortisation charges
Earnings before interest, tax, depreciation and amortisation
Decrease in debtors
(Increase)/decrease in stocks
Increase/(decrease) in creditors
Decrease in pensions
Decrease in provisions
Net cash inflow from operating activities
Returns on investments and servicing of finance
Interest received
Interest paid
Hire purchase interest paid
Taxation
Corporation tax paid
Capital expenditure and financial investment
Payments to acquire tangible fixed assets
Receipts from sales of fixed assets
Acquisitions and disposals
Purchase of businesses
Net cash inflow before financing
Financing
Repayment of loans
Repayment of hire purchase loans
Hire purchase loans received
52 weeks
ended
25 November
2012
£’000
52 weeks
ended
27 November
2011
£’000
Notes
15,795
20,311
36,106
1,313
(4,252)
8,296
(724)
(129)
40,610
648
(6,926)
(242)
(6,520)
13,697
19,720
33,417
4,620
7,669
(571)
(1,067)
(206)
43,862
233
(7,299)
(238)
(7,304)
(1,900)
(1,709)
(10,566)
5,741
(4,825)
(12,954)
9,164
(3,790)
13
(7,896)
(8,036)
19,469
23,023
(8,665)
(2,164)
1,007
(9,822)
(4,839)
(1,843)
1,196
(5,486)
Increase in cash
23
9,647
17,537
20
Martin McColl Annual Report and Accounts 2012
Notes to the financial statements
52 week period ended 25 November 2012
1. Accounting policies
Basis of accounting
The financial statements are prepared under the historical cost convention and in accordance with applicable
UK law and accounting standards. The following accounting policies have been applied consistently by the
directors in both the current and preceding periods. The financial statements are prepared on the going concern
basis. Going concern is discussed on pages 12-13 of the Directors’ Report.
Basis of consolidation
The group financial statements for 2012 consolidate the financial statements of Martin McColl Retail Group Limited
(the “company”) and all its subsidiary undertakings (together, “the group”) drawn up to 25 November 2012. No
profit and loss account is presented for Martin McColl Retail Group Limited as permitted by section 408 of the
Companies Act 2006. The results of subsidiaries acquired or sold are consolidated for the periods from or to the
date on which control passed. Acquisitions are accounted for under the acquisition method of accounting.
Goodwill
Positive goodwill is capitalised, classified as an asset on the balance sheet and amortised on a straight-line
basis over its useful economic life up to a presumed maximum of 20 years. It is reviewed for impairment at
the end of the first full financial period following the acquisition and in other periods if events or changes
in circumstances indicate that the carrying value may not be recoverable.
If a subsidiary or business is subsequently sold or closed, any goodwill arising on acquisition that has not been
amortised through the profit and loss account is reviewed for impairment and if such goodwill is not considered to
be attached to the continuing business it is taken into account in determining the profit or loss on sale or closure.
Tangible fixed assets
Tangible fixed assets are stated at cost, net of accumulated depreciation and any provision for impairment.
Depreciation is provided so as to write off the cost of tangible fixed assets less their estimated residual values
on a straight-line basis over the expected useful economic lives of the assets concerned. Principal rates used
for this purpose are:
Land and buildings
Freehold
(including land where it is not separately identifiable)
Long leaseholds improvements
Short leaseholds improvements
– shops
– other
Leasehold premiums
Plant and machinery
Motor vehicles
Computer equipment
Furniture and fittings
– 50 years
– 50 years
– 10 years
– the term of the lease
– the unexpired portion of the lease
– 4 years
– between 3 and 8 years
– between 5 and 10 years
The carrying value of tangible fixed assets is reviewed for impairment if events or changes in circumstances
indicate the carrying value may not be recoverable.
Investments
Fixed asset investments are shown at cost less provision for impairment.
Stocks
Stocks are stated at the lower of cost and net realisable value. Cost of goods for resale is calculated for each
category of stock by reducing the net selling price by the attributable average gross margin. Net realisable
value is the price at which the stocks can be realised in the normal course of the business. Provision is made
for obsolete, slow-moving or defective items where appropriate.
Volume rebates
Volume discounts receivable from suppliers are recognised as a credit to cost of sales in the period in which
the stock to which the volume discounts apply is sold.
Taxation
Current tax is provided at amounts expected to be paid using the tax rates and laws that have been enacted
or substantively enacted at the balance sheet date.
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the
balance sheet date where transactions or events that result in an obligation to pay more tax in the future
or a right to pay less tax in the future have occurred at the balance sheet date.
Martin McColl Annual Report and Accounts 2012
21
Deferred tax assets are recognised only to the extent that the directors consider that, on the basis of all available
evidence, it is more likely than not that there will be suitable taxable profits from which the future reversal of
the underlying timing differences can be deducted.
Deferred tax is measured on an undiscounted basis at the tax rates that are expected to apply in the periods
in which timing differences reverse, based on tax rates and laws enacted or substantively enacted at the
balance sheet date.
Capital instruments
Capital instruments are evaluated to determine whether they contain both a liability and an equity component.
Such components are classified separately as financial liabilities and equity instruments. Equity instruments
are recorded in shareholders’ funds and liability instruments are recorded in long term liabilities.
The sum of the carrying amounts assigned to liability and equity components on initial recognition is equal to
the fair value that is ascribed to the instrument as a whole. Both components are subsequently measured at
cost. The finance cost in respect of capital instruments other than equity, is recognised in the profit and loss
account and is allocated to periods over the term of the instrument at a constant rate on the carrying amount.
Derivative instruments
The group uses interest rate swaps and swaptions to adjust interest rate exposures.
The group’s criteria for interest rate swaps are:
• the instrument must be related to an asset or a liability; and
• it must change the character of the interest rate by converting a variable rate to a fixed rate or vice versa.
Interest differentials are recognised by accruing for net interest payable. Such derivative financial instruments
are measured at cost. The group does not hold derivative financial instruments for speculative purposes.
Exceptional items
Exceptional items, shown in the profit and loss account, are material items which derive from events or
transactions that do not fall within the ordinary activities of the company and which individually or, if of a
similar type, in aggregate, need to be disclosed by virtue of their size of incidence if the financial statements
are to give a true and fair view and to ensure the presentation is relevant to an entity’s financial performance.
Bank borrowings
Interest-bearing bank loans and overdrafts are recorded at the proceeds received, net of direct issue costs
and incremental costs incurred in obtaining finance. Finance charges, including premiums payable on
settlement or redemption and direct issue costs, are accounted for on an accruals basis in the profit and
loss account using the effective interest method and are added to the carrying amount of the instrument
to the extent that they are not settled in the period in which they arise.
Leases
Assets held under hire purchase contracts, which confer rights and obligations similar to those attached
to owned assets, are capitalised as tangible fixed assets and are depreciated over their useful lives. Capital
payments are spread evenly over the life of the agreement with interest being charged to the profit and
loss account using the effective interest method.
Costs in respect of operating leases are charged on a straight-line basis over the lease term. Rental income
from operating leases is recognised on a straight-line basis over the term of the relevant lease.
Pensions
The group operates two defined benefit pension schemes, in addition to several defined contribution
schemes, which require contributions to be made to separately administered funds.
The service cost of providing retirement benefits to employees during the period is charged to profit or loss in the
period. The expected return on the assets of the schemes during the period based on market value of scheme
assets at the start of the period is included within other finance charges/income under FRS 17. This also includes a
charge representing the expected increase in the liabilities of the scheme during the period, arising from liabilities of
the scheme being one year closer to payment. Differences between actual and expected returns on assets during
the period are recognised in the statement of total recognised gains and losses in the period. The net deficit on the
schemes is reported on the balance sheet within the pension liability. This is net of related deferred tax.
For defined contribution schemes the amount charged to the profit and loss account in respect of pension costs
is the contributions payable in the financial year. Differences between contributions payable in the financial year
and contributions actually paid are shown as either accruals or prepayments in the balance sheet.
Further information on pensions is disclosed in note 27.
22
Martin McColl Annual Report and Accounts 2012
Notes to the financial statements
52 week period ended 25 November 2012
Continued
1. Accounting policies (continued)
Related parties
The company has not disclosed transactions with related parties that are part of the Martin McColl Retail
Group Limited group of companies as permitted by FRS 8.
2. Turnover
Turnover represents the amounts receivable for goods and services sold in the period which fall within the
group’s principal activities, stated net of value added tax.
Commission from the sale of lottery tickets and electronic phone top-ups is recognised net within turnover
as the company acts as an agent.
In the opinion of the directors, the group engages in one principal area of activity, that of operators of
convenience and newsagent stores. Turnover is derived entirely from the United Kingdom.
3. Other operating expenses
(a) Other operating expenses (net) is made up as follows:
Selling, distribution and advertising costs
Administrative expenses
Other operating income
Total other operating expenses (net)
52 weeks
ended
25 November
2012
£’000
52 weeks
ended
27 November
2011
£’000
190,422
27,262
(22,373)
195,311
187,489
26,130
(22,608)
191,011
Other operating income includes income from the operation of sub-post offices, rental income and
commission earned from ATMs.
(b) Operating profit is stated after charging:
Fees payable to the company’s auditors for the audit of the company’s annual
financial statements
The audit of the company’s subsidiaries pursuant to legislation
Total audit fees
Tax services
Corporate finance services
Other services
Total non audit fees
Amortisation of goodwill
Depreciation of owned assets
Impairment losses
Operating lease payments – other
– plant and machinery
4. Exceptional income
Exceptional income is made up as follows:
Repayment of regulatory penalty and associated costs
Compensation received
Total exceptional items
52 weeks
ended
25 November
2012
£’000
52 weeks
ended
27 November
2011
£’000
20
125
145
92
722
3
817
20
120
140
93
442
30
565
8,782
11,380
149
29,405
365
8,614
10,997
109
30,679
530
52 weeks
ended
25 November
2012
£’000
52 weeks
ended
27 November
2011
£’000
2,839
–
2,839
–
2,210
2,210
Martin McColl Annual Report and Accounts 2012
23
Current year exceptional income includes £2.8m received from the Office of Fair Trading (“OFT”) in respect of
a regulatory penalty incurred by the group in 2008 in relation to the OFT’s investigation into the retail pricing of
tobacco products in the period from 2000 to 2003. A number of other parties to the investigation successfully
appealed to the Competition Appeal Tribunal in December 2011 and, in the light of assurances provided to the
group in 2008, the OFT agreed to make a repayment to the group in the amount of its penalty plus a
contribution to certain other costs.
Prior year exceptional income relates to amounts received in respect of compensation. Performance was
being adversely affected by a breach of the group’s leases of 2 motorway service area stores. The group
negotiated a settlement with the landlord and surrendered the leases.
5. Directors’ emoluments
Emoluments
Company contribution to money purchase and personal pension schemes
Excess retirement benefits of directors and past directors
52 weeks
ended
25 November
2012
£’000
52 weeks
ended
27 November
2011
£’000
2,384
63
–
2,447
2,134
58
115
2,307
Prior period directors’ emoluments include compensation for loss of office for one director comprising £317,003
in lieu of contractual salary and an ex gratia payment of £30,000.
Two directors were members of the group’s defined benefit pension scheme. The emoluments of the highest
paid director were £1,016,399 (2011: £732,571). Contributions to that director’s personal pension arrangement
totalled £nil (2011: £nil). In 2011 an additional sum of £115,000 was paid to the TM Group Pension Scheme
as a result of the early retirement of one director.
Company contributions for two directors were made to money purchase pension schemes (2011: two).
6. Staff costs
Wages and salary costs
Social security costs
Other pension costs
52 weeks
ended
25 November
2012
£’000
52 weeks
ended
27 November
2011
£’000
102,845
5,186
631
108,662
100,144
5,425
493
106,062
The above staff costs exclude directors’ emoluments. The above relates to the group. The company had no
staff other than the directors (note 5).
The average monthly number of employees (full time equivalent) during the period was as follows:
Retailing
Central administration
52 weeks
ended
25 November
2012
No.
52 weeks
ended
27 November
2011
No.
11,820
319
12,139
11,680
333
12,013
The Martin McColl Retail Group Limited Employee Incentive Trust (the “Trust”) was established on 6 September 2005.
It is an offshore, discretionary trust with independent trustees, established for the benefit of employees, former
employees and certain relatives. As at 25 November 2012, the Trust held the legal interest in 112,565 (2011: 112,565)
ordinary shares in Martin McColl Retail Group Limited, of which the beneficial interest in 89,975 (2011: 89,975)
shares had been acquired by employees of the group. At 25 November 2012, the net deficit on the capital account
of the Trust was £608 (2011: £608), comprising shares in the company at a cost of £44,550 (2011: £44,550)
cash of £39,655 (2011: £39,655) and a loan from the company of £84,813 (2011: £84,813).
24
Martin McColl Annual Report and Accounts 2012
Notes to the financial statements
52 week period ended 25 November 2012
Continued
7. Net interest payable and similar charges
Interest receivable
Interest payable:
Bank loans and overdrafts
Hire purchase interest
Unwinding of the discount included in provisions
Similar charges:
Amortisation of issue costs
Net interest payable and similar charges
8. Tax on profit on ordinary activities
Analysis of tax charge in the period:
Current tax:
Current tax on income for the period
Adjustments in respect of prior periods
Deferred tax:
Origination and reversal of timing differences
Associated with pension deficit
Tax charge for the period
52 weeks
ended
25 November
2012
£’000
648
52 weeks
ended
27 November
2011
£’000
232
(10,739)
(242)
(25)
(11,006)
(11,116)
(238)
(29)
(11,383)
(564)
(10,922)
(564)
(11,715)
52 weeks
ended
25 November
2012
£’000
52 weeks
ended
27 November
2011
£’000
3,303
926
4,229
(502)
40
3,767
2,896
(48)
2,848
(164)
462
3,146
Factors affecting current tax charge:
The difference between the effective statutory rate and the actual current tax charge is reconciled as follows:
Profit on ordinary activities before tax
Profit on ordinary activities multiplied by the blended applicable
statutory rate of 24.67% (2011: 26.67%)
Disallowed expenses and non-taxable income
Adjustments in respect of prior periods
Total current tax charge
The movements in deferred taxation during the period are as follows:
Deferred tax liability as at 27 November 2011 (note 20)
Arising from the origination of and reversal of timing differences
Arising from changes in tax rate
Deferred tax liability as at 25 November 2012 (note 20)
52 weeks
ended
25 November
2012
£’000
52 weeks
ended
27 November
2011
£’000
6,333
4,267
1,562
1,741
926
4,229
1,138
1,758
(48)
2,848
£’000
2,910
(225)
(277)
2,408
Martin McColl Annual Report and Accounts 2012
25
The deferred tax liability comprises:
Accelerated capital allowances
Other timing differences
Associated with pension deficit
Amount shown within pension deficit (note 27)
Total liability included in provisions (note 20)
25 November
2012
£’000
27 November
2011
£’000
2,519
(111)
(1,969)
439
1,969
2,408
3,044
(134)
(1,500)
1,410
1,500
2,910
9. Loss attributable to members of the parent undertaking
As permitted by Section 408 of the Companies Act 2006, a separate profit and loss account for the parent
undertaking is not presented. The loss after taxation dealt with in the accounts of the company was
£13,935,000 (2011: retained loss £15,224,000).
10. Intangible fixed assets
Group
Cost:
At 27 November 2011
Additions
Disposals
At 25 November 2012
Amortisation:
At 27 November 2011
Provided during the period
Impairment losses
Disposals
At 25 November 2012
Net book value:
At 25 November 2012
At 27 November 2011
Goodwill
£’000
172,457
4,177
(220)
176,414
46,685
8,782
61
(78)
55,450
120,964
125,772
Goodwill arising on acquisitions is being amortised evenly over the directors’ estimate of the useful economic
life of 20 years.
11. Tangible fixed assets
Group
Cost:
At 27 November 2011
Acquisitions
Additions
Disposals
At 25 November 2012
Depreciation:
At 27 November 2011
Provided during the period
Impairment losses
Disposals
At 25 November 2012
Net book value:
At 25 November 2012
At 27 November 2011
Land and
buildings
£’000
Plant and
machinery
£’000
22,871
2,923
2,993
(3,390)
25,397
8,161
2,181
–
(85)
10,257
78,145
406
7,573
(465)
85,659
27,583
9,199
88
(216)
36,654
Total
£’000
101,016
3,329
10,566
(3,855)
111,056
35,744
11,380
88
(301)
46,911
15,140
14,710
49,005
50,562
64,145
65,272
26
Martin McColl Annual Report and Accounts 2012
Notes to the financial statements
52 week period ended 25 November 2012
Continued
11. Tangible fixed assets (continued)
The net book value of land and buildings for the group is made up of:
At 25 November 2012
At 27 November 2011
Freehold
£’000
Long leasehold
£’000
Short leasehold
£’000
5,414
5,836
107
178
9,619
8,696
Total
£’000
15,140
14,710
The net book value of tangible fixed assets includes an amount of £9,209,000 (2011: £10,349,000) in respect
of assets held under finance leases and hire purchase contracts. The related depreciation charge on these
assets for the period was £2,369,000 (2011: £2,056,000).
12. Investments
Company
Subsidiary undertakings – cost and net book value at 25 November 2012 and 27 November 2011
£’000
81,709
The carrying value of the investment in subsidiary undertakings has been reviewed at 25 November 2012
and no impairment charge is required.
The following information relates to those subsidiary undertakings whose results or financial position, in the
opinion of the directors, principally affected the group during the period:
Name of company
Country of registration (or
incorporation) and operation Holding
All held by the company unless indicated.
England and Wales Ordinary shares
Bracklands Ltd*
Ordinary shares
Scotland
Clark Retail Ltd*
England and Wales Ordinary shares
Dillons Stores Ltd*
England and Wales Ordinary shares
Key Food Stores Ltd*
England and Wales Ordinary shares
Martin McColl Ltd*
Ordinary shares
Martin Retail Group Ltd* Scotland
England and Wales Ordinary shares
Price Smasher Ltd*
England and Wales Ordinary shares
Smile Holdings Ltd*
England and Wales Ordinary shares
Smile Stores Ltd*
England and Wales Ordinary shares
Thistledove Limited
TM Group Holdings Ltd* England and Wales Ordinary shares
England and Wales Ordinary shares
TM Vending Ltd*
England and Wales Ordinary shares
Tog Ltd*
* 100% held by a subsidiary undertaking
Proportion of
voting rights
and shares held Nature of business
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Property Co
Retailing
Retailing
Intermediate Holding Co
Retailing
Retailing
Intermediate Holding Co
Intermediate Holding Co
Retailing
Predecessor Holding Co
Intermediate Holding Co
Corporate activities
Intermediate Holding Co
13. Acquisitions
During the period, the group made a number of small acquisitions none of which was individually considered
material to the group. The cash consideration for these acquisitions was £7,896,000 and the assets acquired
(to which no fair value adjustments were made) are summarised as follows:
Tangible fixed assets
Stocks
Goodwill
14. Stocks
Goods for resale
£’000
3,329
390
4,177
7,896
Group
25 November
2012
£’000
27 November
2011
£’000
44,446
39,803
The directors consider that the replacement value of stocks does not materially differ from the book value
shown above.
Martin McColl Annual Report and Accounts 2012
27
15. Debtors: amounts falling due within one year
Trade debtors
Amounts due from subsidiary undertakings
Supplier rebates
Other debtors
Corporation tax – group receivable
Prepayments and accrued income
16. Creditors: amounts falling due within one year
Bank loans
Trade creditors
Amounts due to subsidiary undertakings
Corporation tax
Other taxation and social security
Other creditors
Amounts due under hire purchase obligations
Accrued interest
Accruals and deferred income
Group
Company
25 November
2012
£’000
27 November
2011
£’000
25 November
2012
£’000
27 November
2011
£’000
2,690
–
15,044
4,550
–
6,315
28,599
2,744
–
15,870
5,416
–
5,882
29,912
–
147,599
–
–
4,960
150
152,709
–
136,666
–
–
4,960
150
141,776
Group
Company
25 November
2012
£’000
27 November
2011
£’000
25 November
2012
£’000
27 November
2011
£’000
48,120
85,446
–
3,958
3,401
1,598
2,112
479
21,141
166,255
8,098
77,961
–
1,629
5,781
1,889
1,952
668
20,040
118,018
48,120
–
188,901
–
–
–
–
479
–
237,500
8,098
–
159,748
–
–
22
–
668
–
168,536
17. Creditors: amounts falling due after more than one year
Bank loans
Other creditors
Amounts due under hire purchase obligations
Preference shares
Group
Company
25 November
2012
£’000
27 November
2011
£’000
25 November
2012
£’000
27 November
2011
£’000
83,479
2,614
4,649
68
90,810
127,565
245
5,966
62
133,838
83,470
–
–
68
83,538
127,565
–
–
62
127,627
1,000 preference shares were issued on 5 September 2005, at £105.32 per share. The preference shares bear
annual interest of £5 per share. The preference shares do not contain any conversion options and do not
have a set redemption date.
As the company has a contractual obligation to pay cash (£5,000 annual interest) the preference shares are
seen as a compound financial instrument containing both a liability and equity component. The component
parts have thus been presented separately on the balance sheet. The sum of the component parts was initially
recognised at the value of the issue proceeds and these have been subsequently measured at cost. The
annual preference share interest has been presented as a finance cost in earnings.
The value of the preference share liability is calculated as the present value of the maximum expected amount
of interest that could be paid each year until infinity (number of shares issued multiplied by £5). The discount
factor used in the calculation is a market related rate of interest, which is a rate which the issuer would receive
if this instrument were offered to market participants but excluding the equity component. The equity component
(see notes 21 and 22) is calculated as the difference between the issue proceeds (£105,320) and the above
value calculated for the liability component.
28
Martin McColl Annual Report and Accounts 2012
Notes to the financial statements
52 week period ended 25 November 2012
Continued
18. Bank loans and hire purchase obligations
Details of loans are as follows:
Amounts falling due:
In one year or less
In more than one year but not more than two years
In more than two years but not more than five years
Less: unamortised issue costs
Less: included in creditors: amounts falling due within one year
Group and Company
25 November
2012
£’000
27 November
2011
£’000
48,687
66,621
17,620
132,928
(1,329)
131,599
(48,120)
83,479
8,666
48,681
80,209
137,556
(1,893)
135,663
(8,098)
127,565
The long term loans are secured by a fixed charge over the group’s head office property together with a
floating charge over the company’s assets.
Details of hire purchase obligations are as follows:
Amounts falling due:
In one year or less
In more than one year but not more than two years
In more than two years but not more than five years
Less: included in creditors: amounts falling due within one year
Group and Company
25 November
2012
£’000
27 November
2011
£’000
2,112
2,051
2,598
6,761
(2,112)
4,649
1,952
1,987
3,979
7,918
(1,952)
5,966
Details of loans and hire purchase obligations repayable within two to five years are as follows:
Senior Mezzanine Loan repayable on 6 March 2014 at 4.00% above LIBOR
Senior Mezzanine Loan accrued redemption premia repayable on 6 March 2014
Junior Mezzanine Loan repayable on 6 September 2014 at 6.00% above LIBOR
Junior Mezzanine Loan accrued redemption premia repayable on 6 September 2014
Hire purchase obligations
Subordinated Loan repayable on 6 March 2015 at 8.00% above LIBOR
Subordinated Loan accrued redemption premia repayable on 6 March 2015
Group and Company
25 November
2012
£’000
27 November
2011
£’000
–
–
–
–
2,598
10,000
7,620
20,218
20,000
7,349
25,000
11,285
3,979
10,000
6,575
84,188
19. Financial risk management
Derivatives and other financial instruments
The group’s principal financial instruments, other than derivatives, comprise loans, cash and short term
deposits. The main purpose of these financial instruments is to raise finance for the group’s operations. The
group has various other financial instruments such as trade debtors and trade creditors that arise directly
from its operations.
The main risks arising from the group’s financial instruments are interest rate risk and liquidity risk. The board
reviews and agrees policies for managing each of these risks and they are summarised below.
The disclosures below exclude taxation and unamortised finance costs.
Martin McColl Annual Report and Accounts 2012
29
Interest rate risk
All financial liabilities on which interest is paid are floating rate and bear interest at rates based on one month,
three month or six month LIBOR. It is the group’s policy to hedge an element of its floating rate risk exposure
through interest rate swaps. The company has entered into interest rate swap agreements where variable rate
interest payments are swapped for fixed rate interest payments. This has been done in order to hedge against
cash flow interest rate risk arising from the variable rate debt. The derivative agreements to which the group is
party guaranteed a maximum fixed rate borrowing cost on a portion of the group’s debt up to 31 October 2012.
As at 25 November 2012, the group was not contracted in to any interest rate swap agreements. In 2011 the
interest rate derivative contract had an aggregate fair value of £(710,000). The fair value is calculated as the
present value of future expected net contracted cash flows at market related rates, which are current at the
balance sheet date.
Interest rate risk profile of financial liabilities
The interest rate profile of the financial liabilities of the group as at 25 November 2012 was as follows:
Financial liabilities
139,689
115,279
254,968
The interest rate profile of the financial liabilities of the group as at 27 November 2011 was as follows:
Floating rate
financial
liabilities
£’000
Financial
liabilities
on which
no interest
is paid
£’000
Total
£’000
Floating rate
financial
liabilities
£’000
Financial
liabilities
on which
no interest
is paid
£’000
Total
£’000
Financial liabilities
145,474
104,887
250,361
The floating rate financial liabilities comprise sterling denominated bank loans and overdrafts that bear
interest based on one month, three month or six month LIBOR. The group had acquired an interest rate swap
at a LIBOR rate of 3.75% on amounts which represented approximately 24% of loans outstanding based on
the anticipated repayment date, which expired on 31 October 2012.
Interest rate risk profile of financial assets
The interest rate profile of the financial assets of the group as at 25 November 2012 was as follows:
Financial assets
Floating rate
financial
assets
£’000
Financial
assets
on which
no interest
is paid
£’000
Total
£’000
–
74,475
74,475
The interest rate profile of the financial assets of the group as at 27 November 2011 was as follows:
Financial assets
Floating rate
financial
assets
£’000
Financial
assets
on which
no interest
is paid
£’000
Total
£’000
–
66,574
66,574
Liquidity risk
The group’s objective is to maintain a balance between continuity of funding and flexibility through the use
of overdrafts and loans.
30
Martin McColl Annual Report and Accounts 2012
Notes to the financial statements
52 week period ended 25 November 2012
Continued
19. Financial risk management (continued)
Maturity of financial liabilities
The maturity profile of the group’s financial liabilities was as follows:
In one year or less, or on demand
In more than one year but not more than two
In more than two years, but not more than five
In more than five years
25 November
2012
£’000
27 November
2011
£’000
162,166
69,345
20,747
2,710
254,968
113,989
2,527
133,480
365
250,361
Borrowing facilities
The group had certain borrowing facilities available to it for general working capital requirements which ceased
on 6 September 2012, of which £nil were drawn during the period to 25 November 2012 (27 November 2011: £nil).
Fair values of financial assets and financial liabilities
Set out below is a comparison by category of book values and fair values of all the group’s financial assets
and financial liabilities:
Financial liabilities
Short term borrowings and current portion
of long term borrowings
Short term creditors
Hire Purchase
Long term borrowings
Long term creditors
Provisions
Financial assets
Short term debtors
Cash and short term deposits
20. Provisions for liabilities
At 25 November 2012
At 27 November 2011
Book value
£’000
Fair value
£’000
Book value
£’000
Fair value
£’000
(48,687)
(108,664)
(6,761)
(84,241)
(2,682)
(3,933)
(254,968)
(48,687)
(108,664)
(6,761)
(84,241)
(2,682)
(3,933)
(254,968)
(8,666)
(100,558)
(7,919)
(128,889)
(307)
(4,022)
(250,361)
(8,666)
(100,558)
(7,919)
(128,889)
(307)
(4,022)
(250,361)
22,284
52,191
74,475
22,284
52,191
74,475
24,030
42,544
66,574
24,030
42,544
66,574
Group
At 27 November 2011
Utilised during the period
Unwinding of the discount included in provisions
(Credited)/charged to the profit and loss account
Released unused
At 25 November 2012
Deferred tax
Dilapidations
£’000
2,910
–
–
(502)
–
2,408
£’000
1,884
(906)
15
1,028
(317)
1,704
Onerous
contracts
£’000
2,138
(170)
10
623
(372)
2,229
Total
£’000
6,932
(1,076)
25
1,149
(689)
6,341
Deferred tax
A provision for deferred tax has arisen owing to accelerated capital allowances. A deferred tax liability has not
been recognised in respect of the taxable gains arising on the disposal of intangible fixed assets where the
gains have been rolled into replacement assets. This is on the basis that there are no binding agreements in
place to sell the replacement assets at the balance sheet date and, furthermore, the gains would only crystallise
if the replacement assets were sold and rollover relief was not available to defer the resulting gains. The estimated
value of the deferred tax liability not recognised is £5.2m.
Martin McColl Annual Report and Accounts 2012
31
Deferred tax has been measured at 23%, being the tax rate that will be in effect from 1 April 2013. The government
has indicated that it intends to enact a future reduction in the main tax rate of 2% to 21% from 1 April 2014.
These further reductions had not been enacted at the balance sheet date and are therefore not reflected
in these financial statements.
Dilapidations
A provision is recognised for the expected cost of dilapidation that has occurred in respect of leasehold
properties. It is expected that most of these costs will be incurred during the next five years.
Onerous contracts
A provision is recognised for the rent due less estimated rent receivable until the anticipated disposal of a
vacant property. In addition, provision has been made for excess rent over market rent on leasehold properties
as part of fair value assessments made on acquisition. It is expected that most of these costs will be incurred
during the next five years.
21. Called up share capital
Authorised, allotted, called up and fully paid:
600,075 ordinary shares of 10p each
149,925 “A” ordinary shares of 10p each
1,000 preference shares of 1p each
25 November
2012
27 November
2011
£
£
60,008
14,992
10
75,010
60,008
14,992
10
75,010
The ordinary shares and “A” ordinary shares have no fixed right to a dividend. The preference shares have a right to a
fixed cumulative dividend of £5 per share per annum and carry certain rights on a sale, listing or return of assets.
The ordinary shares and “A” ordinary shares rank pari passu for voting rights and on a winding up. The
preference shares carry no votes.
22. Reconciliation of shareholders’ funds and movement on reserves
Called up
share capital
£’000
Share
premium
£’000
Profit and
loss account
£’000
2012
£’000
2011
£’000
Group
At 27 November 2011
Profit for the period
Actuarial loss recognised on pension scheme
Goodwill previously written off
At 25 November 2012
Company
At 27 November 2011
Loss for the period
At 25 November 2012
75
–
–
–
75
75
–
75
718
(6)
–
–
712
718
(6)
712
39,222
2,566
(2,230)
–
39,558
40,015
2,560
(2,230)
–
40,345
41,531
1,148
(2,788)
124
40,015
(73,470)
(13,936)
(87,406)
(72,677)
(13,942)
(86,619)
(57,480)
(15,197)
(72,677)
32
Martin McColl Annual Report and Accounts 2012
Notes to the financial statements
52 week period ended 25 November 2012
Continued
23. Notes to the statement of cash flows
Analysis and reconciliation of net debt
Cash at bank and in hand
Loans due within one year
Loans due after one year
Preference shares
At
27 November
2011
£’000
42,544
(10,050)
(133,531)
(62)
(101,099)
Cash flow
£’000
9,647
10,832
(1,010)
–
19,469
Other
non-cash
movements
£’000
At
25 November
2012
£’000
–
(51,014)
46,413
(6)
(4,607)
52,191
(50,232)
(88,128)
(68)
(86,237)
Short term deposits and short term loans are included within cash at bank and in hand in the balance sheet.
Increase in cash
Repayment of loans
Hire purchase loans received
Repayment of hire purchase loans
Change in net debt resulting from cash flows
Amortised issue costs
Accrued redemption premia
Preference shares debt valuation
Movement in net debt
Net debt at beginning of period
Net debt at end of period
24. Capital commitments
Group
The group had no capital commitments.
Company
The company had no capital commitments.
52 weeks
ended
25 November
2012
£’000
52 weeks
ended
27 November
2011
£’000
(9,647)
(8,665)
1,007
(2,164)
(19,469)
564
4,037
6
(14,862)
101,099
86,237
(17,537)
(4,839)
1,196
(1,843)
(23,023)
564
4,027
(27)
(18,459)
119,558
101,099
25. Operating lease commitments
The group had annual commitments under non-cancellable operating leases as set out below:
Group
Operating leases which expire:
within one year
between two and five years
after five years
Company
The company had no operating lease commitments.
Land and buildings
Other
25 November
2012
£’000
27 November
2011
£’000
25 November
2012
£’000
27 November
2011
£’000
1,157
8,492
17,495
27,144
882
8,832
18,852
28,566
313
–
–
313
332
467
–
799
Martin McColl Annual Report and Accounts 2012
33
26. Contingent liabilities
The group did not have any material contingent liabilities at 25 November 2012.
Certain subsidiaries of the company have assigned UK property leases in the normal course of business.
Should the assignees fail to fulfil any obligations in respect of these leases, members of the group may be
liable for those defaults. The group cannot reliably quantify the amount of such contingent liabilities due to
their uncertain nature. The number of such claims arising to date has been small, and the liability, which is
charged to the profit and loss account as it arises, has not been material.
27. Pension commitments
The group accounts for pensions in accordance with FRS 17.
The group operates two defined benefit pension schemes in the UK, the TM Group Pension Scheme and the
TM Pension Plan. Full actuarial valuations of the schemes are carried out in accordance with legislative
requirements. The last full valuations of the schemes were carried out at 31 March 2010.
Contributions to the schemes are made in accordance with the advice of independent qualified actuaries
on the basis of valuations. The figures for these financial statements have been based, in accordance with
FRS 17, with valuations using the projected unit method.
The contributions made in respect of the accounting period were £795,000 (2011: £1,615,000). As at
25 November 2012 contributions of £65,000 (2011: £63,000) due in respect of the current reporting period
had not been paid over to the schemes.
The agreed contribution level for future years, following the latest actuarial valuation of the schemes, is
£780,000 increased annually by price inflation. This will be subject to review at the next actuarial valuation.
Both schemes ceased accrual on 1 July 2008 and now have no active members. Both schemes are closed
to new entrants.
The disclosures are based upon the valuations of the schemes which were carried out as at 31 March 2010
and have been updated to 25 November 2012 by qualified independent actuaries. The main assumptions
made when valuing the assets and liabilities of the schemes under FRS 17 (as amended) are as follows:
Main financial assumptions:
RPI Inflation
CPI Inflation
Rate of general long term increase in salaries
Rate of increase to pensions in payment:
Pre April 1997
Post April 1997
Post April 2006
Discount rate of scheme liabilities
Demographic assumptions
Future life expectancy of a pensioner aged 65
– male
– female
Future life expectancy at age 65 for someone aged 45 – male
– female
Group Pension Schemes
25 November
2012
%pa
27 November
2011
%pa
2.80
2.10
n/a
2.75
2.75
2.05
4.00
2.85
1.85
n/a
2.80
2.80
2.05
5.00
25 November 2012
TM Group
Pension
Scheme
TM Pension
Plan
86.4
88.1
87.5
89.7
85.7
88.0
87.5
89.7
34
Martin McColl Annual Report and Accounts 2012
Notes to the financial statements
52 week period ended 25 November 2012
Continued
27. Pension commitments (continued)
Future life expectancy of a pensioner aged 60
– male
– female
Future life expectancy at age 60 for someone aged 45 – male
– female
Expected return on assets:
27 November 2011
TM Group
Pension
Scheme
TM Pension
Plan
86.4
88.1
87.5
89.7
85.7
88.0
87.5
89.7
Equities
Government bonds
Corporate bonds
Property
Cash
Total market value of assets
Present value of scheme liabilities
Deficit in scheme
Irrecoverable surplus
Deficit in scheme
Related deferred tax asset
Net pension liability
Equities
Government bonds
Corporate bonds
Property
Cash
Total market value of assets
Present value of scheme liabilities
Surplus/(deficit) in scheme
Irrecoverable surplus
Deficit in scheme
Related deferred tax asset
Net pension liability
Value at 25 November 2012
Long term
rate of return
expected at
25 November
2012
%pa
5.9
3.0
4.0
4.0
4.0
TM Group
Pension
Scheme
£’000
19,235
13,761
37,321
3,227
1,878
75,422
(75,743)
(321)
–
(321)
74
(247)
TM Pension
Plan
£’000
18,413
–
8,222
3,227
7,584
37,446
(45,688)
(8,242)
–
(8,242)
1,895
(6,347)
Total
£’000
37,648
13,761
45,543
6,454
9,462
112,868
(121,431)
(8,563)
–
(8,563)
1,969
(6,594)
Value at 27 November 2011
Long term
rate of return
expected at
27 November
2011
%pa
6.2
3.2
5.2
4.4
3.5
TM Group
Pension
Scheme
£’000
17,768
13,542
35,567
3,199
246
70,322
(66,354)
3,968
(3,968)
–
–
–
TM Pension
Plan
£’000
16,466
–
13,585
3,199
43
33,293
(39,293)
(6,000)
–
(6,000)
1,500
(4,500)
Total
£’000
34,234
13,542
49,152
6,398
287
103,615
(105,647)
(2,032)
(3,968)
(6,000)
1,500
(4,500)
The long term expected return on assets has been set with reference to current market yields on government
and corporate bonds, and expected outperformance of equities and property. The overall expected return
on assets reflects the relative weighting of different asset classes held by the scheme.
The amounts that have been charged to the consolidated profit and loss account and the consolidated
statement of total recognised gains and losses under FRS 17 are set out below.
Martin McColl Annual Report and Accounts 2012
35
Amounts charged to operating profit:
Past service cost
Total operating charge
Past service cost
Total operating charge
Amounts (charged)/credited to other finance income under FRS 17:
Expected return on pension scheme assets
Interest on pension scheme liabilities
Net return
Expected return on pension scheme assets
Interest on pension scheme liabilities
Net return
For the period ended 25 November 2012
TM Group
Pension
Scheme
£’000
29
29
TM Pension
Plan
£’000
–
–
Total
£’000
29
29
For the period ended 27 November 2011
TM Group
Pension
Scheme
£’000
124
124
TM Pension
Plan
£’000
–
–
Total
£’000
124
124
For the period ended 25 November 2012
TM Group
Pension
Scheme
£’000
3,043
(3,229)
(186)
TM Pension
Plan
£’000
1,516
(1,916)
(400)
Total
£’000
4,559
(5,145)
(586)
For the period ended 27 November 2011
TM Group
Pension
Scheme
£’000
3,545
(3,421)
124
TM Pension
Plan
£’000
2,159
(2,053)
106
Total
£’000
5,704
(5,474)
230
Amounts recognised in the statement of total recognised gains and losses:
Actual return less expected return on pension scheme assets
Experience gains and losses arising on the present value
of scheme liabilities
Changes in assumptions underlying the present value
of scheme liabilities
Actuarial loss recognised in the statement of total recognised
gains and losses
Irrecoverable surplus
Accrued contributions
Total amount included in STRGL
Total cumulative amount included in STRGL
For the period ended 25 November 2012
TM Group
Pension
Scheme
£’000
5,552
TM Pension
Plan
£’000
3,836
Total
£’000
9,388
(134)
(198)
(332)
(9,528)
(6,240)
(15,768)
(4,110)
(2,602)
(6,712)
3,968
(142)
–
(142)
1,543
–
(2,602)
2
(2,600)
(7,419)
3,968
(2,744)
2
(2,742)
(5,876)
36
Martin McColl Annual Report and Accounts 2012
Notes to the financial statements
52 week period ended 25 November 2012
Continued
27. Pension commitments (continued)
Actual return less expected return on pension scheme assets
Experience gains and losses arising on the present value
of scheme liabilities
Changes in assumptions underlying the present value
of scheme liabilities
Actuarial loss recognised in the statement of total recognised
gains and losses
Irrecoverable surplus
Accrued contributions
Total amount included in STRGL
Total cumulative amount included in STRGL
Changes in scheme liabilities:
Scheme liabilities at prior financial year end
Interest cost
Actuarial loss
Benefits paid from scheme assets
Past service cost
Scheme liabilities recognised in the balance sheet
Scheme liabilities at prior financial year end
Interest cost
Actuarial loss
Benefits paid from scheme assets
Past service cost
Scheme liabilities recognised in the balance sheet
For the period ended 27 November 2011
TM Group
Pension
Scheme
£’000
TM Pension
Plan
£’000
2,123
(2,263)
(258)
(82)
Total
£’000
(140)
(340)
(2,066)
(859)
(2,925)
(201)
(3,204)
(3,405)
(378)
(579)
55
(524)
1,685
–
(3,204)
41
(3,163)
(4,819)
(378)
(3,783)
96
(3,687)
(3,134)
For the period ended 25 November 2012
TM Group
Pension
Scheme
£’000
66,354
3,229
9,662
(3,531)
29
75,743
TM Pension
Plan
£’000
39,293
1,916
6,438
(1,959)
–
45,688
Total
£’000
105,647
5,145
16,100
(5,490)
29
121,431
For the period ended 27 November 2011
TM Group
Pension
Scheme
£’000
63,908
3,420
2,324
(3,422)
124
66,354
TM Pension
Plan
£’000
38,357
2,052
941
(2,057)
–
39,293
Total
£’000
102,265
5,472
3,265
(5,479)
124
105,647
Martin McColl Annual Report and Accounts 2012
37
For the period ended 25 November 2012
TM Group
Pension
Scheme
£’000
70,322
3,043
36
5,552
(3,531)
75,422
TM Pension
Plan
£’000
33,294
1,516
759
3,836
(1,959)
37,446
Total
£’000
103,616
4,559
795
9,388
(5,490)
112,868
For the period ended 27 November 2011
TM Group
Pension
Scheme
£’000
67,497
3,544
580
2,123
(3,422)
70,322
TM Pension
Plan
£’000
34,420
2,158
1,035
(2,263)
(2,057)
33,293
Total
£’000
101,917
5,702
1,615
(140)
(5,479)
103,615
Changes in scheme assets:
Opening fair value of scheme assets
Expected return on assets
Contributions by the employer
Actuarial loss
Benefits paid
Scheme assets recognised in the balance sheet
Changes in scheme assets:
Opening fair value of scheme assets
Expected return on assets
Contributions by the employer
Actuarial loss
Benefits paid
Scheme assets recognised in the balance sheet
History of experience gains and losses:
Difference between expected and actual
return on pension scheme assets
Amount (£’000)
Percentage of scheme assets
Experience gains and losses arising on
the present value of scheme liabilities
Amount (£’000)
Percentage of the present value
of scheme liabilities
Total actuarial loss recognised in statement
of total recognised gains and losses
Amount (£’000)
Percentage of the present value
of scheme liabilities
Fair value of scheme assets
Present value of defined benefit obligation
Deficit arising in the scheme
25 November
2012
27 November
2011
28 November
2010
29 November
2009
30 November
2008
Five year history
9,388
(8.3%)
(140)
0.1%
(402)
0.4%
13,062
(13.1%)
(20,952)
24.5%
(332)
0.3%
(340)
7,251
(154)
(684)
0.3%
(7.1%)
(0.1%)
(0.8%)
(6,712)
(3,405)
11,731
(14,065)
(11,200)
(5.5%)
(3.2%)
13.7%
(12.4%)
(13.0%)
112,868
(121,431)
(8,563)
103,615
(105,647)
(2,032)
101,917
(102,265)
(348)
99,675
(113,290)
(13,615)
85,579
(86,399)
(820)
38
Martin McColl Annual Report and Accounts 2012
Notes to the financial statements
52 week period ended 25 November 2012
Continued
28. Subsequent events
On 15 March 2013 the group refinanced in full its existing bank loans as shown in note 18.
The total amount needed to repay the existing loans plus arrangement fees and transaction costs was
financed by available cash of £22.6m and new loan facilities of £111.5m.
Details of the new loan facilities are as follows:
Amounts falling due:
Senior Term Loan A repayable on 30 April 2016 at 4.5% above LIBOR
Senior Term Loan B repayable on 30 June 2016 at 5.0% above LIBOR
Mezzanine Loan repayable on 31 December 2016
The maturity profile of the group’s financial liabilities is as follows:
Amounts falling due:
In one year or less
In more than one year but not more than two years
In more than two years but not more than five years
£’000
30,000
38,000
43,533
111,533
£’000
7,500
8,000
96,033
111,533
The mezzanine loan has a fixed rate of interest comprising a cash paid element of 5% and an accrued element
of 13% compounding on a semi-annual basis.
In addition to the above, the group has a new £15.0m revolving credit facility available until 30 April 2016 for
general working capital requirements, of which £5.0m is to be allocated as an overdraft.
Contacts and addresses
Martin McColl Annual Report and Accounts 2012
39
Company registration number
05429759
Head office
Martin McColl House
Ashwells Road
Brentwood
Essex
CM15 9ST
Telephone: 01277 372916
Fax: 01277 375742
Email: fclass@MartinMcColl.co.uk
Media contacts
For all media enquiries, please contact Brunswick on:
Telephone: +44 20 7404 5959
Email: Media@MartinMcColl.co.uk
40
Martin McColl Annual Report and Accounts 2012
Notes
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www.martinmccoll.co.uk
Martin McColl Retail Group Limited
Martin McColl House
Ashwells Road
Brentwood
Essex
CM15 9ST
T 01277 372916
F 01277 375742