RNS Number:0348S
Cains Beer Company PLC
09 April 2008
10 April 2008
CAINS BEER COMPANY PLC (CBC/L)
('Cains' or 'the Company')
PRELIMINARY RESULTS
Cains Beer Company Plc, the AIM-listed craft brewer and pub operator, announces
its unaudited preliminary results for the fourteen month period ended 28 October
2007
HIGHLIGHTS
* Performance during the period was in line with current market
expectations with the group's contract packaging and brands divisions
performing well and seeing pleasing brand wins with several of the UK's
largest grocery retailers
* Necessary controls and processes now in place and plans are being
implemented to develop and grow the business based upon a firm set of
foundations
* Honeycombe has been fully integrated into the Cain's business generating:-
+ *Synergy benefits from the closure of the Honeycombe head office in
Preston
+ *The provision of a central distribution centre of product to the pubs
+ *Rationalisation of the workforce
* Cains' beer pouring across pub estate since July 2007
* Pub refurbishment programme underway following the opening of the
newly-refurbished Market Tavern in Glossop - Eight further sites have been
earmarked for refurbishment as the next part of the rebranding exercise with
another 30 in the pipeline.
Sudarghara Dusanj, Cains Beer Company Chief Executive, comments:
"We remain cautious about the outlook for 2008 and are aware that the smoking
ban and reduced levels of consumer confidence is going to have a significant
impact in the short term to the business. However we are confident that a
non-smoking environment will, in the medium and long term, result in growth in
both bar and food sales."
"We continue to make progress from our initiatives to drive synergies and cost
cutting through the business. The brewery division now provides a central
distribution service of product to the pubs and this has removed the need to
employ third-party contractors. We have started our programme across the estate
to steadily transform unbranded pubs into a cohesive pub estate predominately
marked with the Cains brand."
"We are confident that we now have the right brand, products, pubs and people to
exploit opportunities for our future profitable growth. Our beers, craft brewed
to the highest quality, continue to win awards and loyal customers. Ongoing
investment in the Cains brand is also at the heart of our growth strategy. Our
sponsorship of Liverpool European Capital of Culture 2008 is having a positive
impact and we are well on our way towards achieving our vision of becoming
Britain's favourite beer company."
ENDS
For further information visit: (www.cains.co.uk) or enquiries to:
Cains Beer Company PLC 0151 709 8734
Sudarghara Dusanj, Chief Executive
Ajmail Dusanj, Chief Operating Officer
Charles Stanley Securities (Nominated 0207 149 6000
Adviser)
Rick Thompson
Adventis Financial PR 0207 034 4758
Tarquin Edwards 07879 458 364
Chris Steele 07979 604 687
CAINS BEER COMPANY PLC
PRELIMINARY RESULTS FOR THE PERIOD ENDED 28 OCTOBER 2007
Cains Beer Company Plc, the AIM-listed craft brewer and operator of pubs, is
pleased to announce its unaudited preliminary results for the fourteen month
period ended 28 October 2007.
CHAIRMAN'S STATEMENT
Introduction
I am pleased to announce our first full set of results for the business since
the reverse takeover of Honeycombe Leisure plc by Robert Cain and Company
limited on the 7th June 2007. The combined entity has since been renamed Cains
Beer Company PLC.
The results reported were achieved in a period of significant change for the
business, which included the reverse takeover and key senior management changes.
Results
As was expected, the results show a loss for this initial first period of �2.8m
before the full benefits of the acquisition take effect. The acquired Honeycombe
business had a recent history of loss making and during the initial post
acquisition period we have been concerned with taking greater control of the
business and establishing tighter controls upon which to build a successful
operation for the long term.
It is inevitable that it is going to take time to turn the pub business around,
but the Board are confident that the necessary controls and processes have now
been put in place and that plans are being implemented to develop and grow the
business based upon a firm set of foundations. The management team are well
experienced in turnaround situations and will apply that experience and
knowledge to the enlarged group.
Cains Business Divisions;
The business comprises three principle divisions:
(1) Brands division - brewing, selling and marketing the 'Cains branded
products'.
(2) Contracts division - brewing and packaging contracts for third parties.
(3) Retail division - operating managed and tenanted pubs.
Financial Review
Retail
As a result of the reverse acquisition, which was completed during the last
year, the Cains business acquired 92 pubs from Honeycombe Leisure Plc of which
25 are held as freehold properties and the remaining 67 as leasehold.
Pubs in the owned estate are classed as Locals, Town Centre or Inns & Taverns.
* Locals; are wet led community pubs
* Town Centre; are wet led town centre locations
* Inns & Taverns; are destination pubs some with accommodation and high
percentage of food
The total retail sales for the period annualised on a like for like basis fell
by 11% with liquor down 11.5% and food down 7.6%. Contributing factors to this
downturn include the introduction in July of the smoking ban, the poor summer
weather and a fall in consumer confidence. This compares with 2006, which
benefited from the football World Cup and excellent summer weather.
Gross margins have increased by 1% on an annual like for like basis, with liquor
up 1.1% and food up 2.2%.
The division incurred exceptional costs of �633,000 relating to the closure
costs of the former head office of Honeycombe Leisure in Preston and the
relocation of this function to Liverpool, which resulted in associated
redundancy costs. Cains looks forward to seeing the benefit of these
rationalising and cost cutting measures in future periods.
Brands and Contracts
Our total sales for brewing increased by 7% overall on an annual like for like
basis. The brands division increased by 1%, the contracts division increased by
7.4% with retailing falling by 1.8%.
The annual gross margin has increased by 1% despite significant increases in the
price of malt, hops and barley which have all been in short supply.
Selling and distribution costs have increased significantly by 23.7%, on a like
for like basis. This increase is primarily related to increased costs in haulage
as a result of higher fuel prices and the distribution of beers across the
acquired Honeycombe estate.
Administration costs have increased significantly, on a like for like basis, by
60.3% for several reasons. Rent which was previously waived by the landlord,
when Cains was a private business, is now being charged , the enlargement of the
senior management team to better manage the enlarged group business has
necessitated an increase in salary costs and the group has invested in the Cains
brand through increased marketing and advertising spend.
Interest payable is significantly higher than the previous year as a result of
the loan interest payable on the new loan facilities entered into at the time of
the reverse takeover of the Honeycombe business.
Dividend
The Board is not in a position to propose a dividend for the current year but it
is our medium to long term aim that we will deliver dividends to our
shareholders.
Operational Review
The financial period ended 28 October 2007 has been one of significant change
both internally and externally. In terms of external factors we have seen the
introduction of the smoking ban in England on the 1st July 2007. Whilst
initially causing a number of operational issues, which undoubtedly affected
trading, we do feel that in the medium term, the smoking ban will fit well with
our model of running quality local and food-led pubs and can only lead to a
better quality experience for our customers.
As previously mentioned, the poor weather and the recent general deterioration
in consumer confidence due to a number of adverse economic factors, are
unwelcome challenges to be addressed, as are the recent budgetary increases in
duty, the increases in raw material costs and the well above average increases
in energy costs on the brewing side.
However, despite these challenges, the Board is pleased to report that
performance during the period was in line with current market expectations.
Honeycombe has been fully integrated into the Cain's business and this has
generated synergy benefits from the closure of the Honeycombe head office in
Preston, the provision of a central distribution centre of product to the pubs
and rationalisation of the workforce.
We are also pleased to report that Cains' beer has been pouring across the pub
estate since July 2007 and our aim is to shift the mix of sales in favour of
Cains' brands in the medium term through promotions and in-house marketing.
We have undertaken a full estate review, which has outlined a number of
opportunities to invest in the estate and steadily transform unbranded pubs into
a cohesive pub estate predominantly marked with the Cain's brand. To that end,
we announced in December the opening of the newly-refurbished Market Tavern in
Glossop as the first pub in the estate to undergo a complete refurbishment as
part of the investment program by the group. Eight further sites have been
earmarked for refurbishment as the next part of the rebranding exercise with
another 30 in the pipeline.
The model of integrated family brewer is a tried and tested one and one which
Cains can now develop over the coming months and years. Our aim is to ensure we
deliver quality in everything we do whether that be brewing our own extensive
range of craft beers, brewing/packaging beer for others or retailing in our pubs
and we have a vision based upon the craft brewer model seen in America in
companies such as Samuel Adams, Sierra Nevada and Anchor Brewing.
The group's contract packaging and brands division have performed well and are
in line with management expectations seeing pleasing brand wins with several of
the UK's largest grocery retailers.
Cains are the Official Beer Sponsors to Liverpool European Capital of Culture
2008. As a major sponsor with pouring rights at high profile events Cains is
poised to benefit from the city's year in the spotlight and the brand awareness
this will generate. Cains has also commissioned a leading British Pop Artist
(Sir Peter Blake) to produce a limited edition label for its Finest Lager which
went on sale in February. The design has been based upon Cains' vision to become
Britain's favourite beer company.
People
I would like to express my personal thanks to all those who make Cains the
strong, successful brand it is. Our success is entirely due to the contributions
made by our employees whether they work in our pubs, brewery or support
departments. Everyone associated with the group makes a contribution to our
success and they should all feel proud to be part of the Cains success story.
Since the end of the financial year we have also taken steps to further
strengthen the management team with a significant appointment. Francis Patton
joined us on the 1st December 2007 as a non executive director. Francis was
previously Customer services Director of Punch Taverns plc and has 22 years
experience in the pub and brewing sector which can only add huge value to us at
a time of consolidation in the industry and future potential growth.
Outlook
We remain cautious about the outlook for 2008 and are aware that the smoking ban
and reduced levels of consumer confidence are going to have a significant impact
in the short term to the business. However we believe that a non-smoking
environment will in the medium and long term, result in growth in both bar and
food sales.
We continue to make progress from our initiatives to drive synergies and cost
cutting through the business. The brewery division now provides a central
distribution service of product to the pubs and this has removed the need and
expense to employ third-party contractors. We have begun our programme across
the estate to steadily transform unbranded pubs into a cohesive pub estate
predominately marked with the Cains brand.
We are confident that we now have the brand, pubs and people to take advantage
of opportunities for future profitable growth and I look forward to the future
with confidence.
Roy Morris
Chairman
CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE PERIOD ENDED 28 OCTOBER 2007
Continuing
Operations
2007 Acquisitions Total
�000 2007 2007 2006
�000 �000 �000
Turnover 29,678 13,542 43,220 23,994
Cost of sales (25,479 ) (8,365 ) (33,844 ) (20,833 )
Gross profit 4,199 5,177 9,376 3,161
Selling and distribution costs (1,478 ) (163 ) (1,641 ) (1,024 )
Administration expenses before
exceptional items (3,275 ) (5,509 ) (8,784 ) (1,751 )
Exceptional items - (633 ) (633 ) (1,233 )
Total administration expenses (3,275 ) (6,142 ) (9,417 ) (2,984 )
Operating (loss)/profit before (554 ) (495 ) (1,049 ) 386
exceptional items
Operating loss (554 ) (1,128 ) (1,682 ) (847 )
Interest payable and similar charges (1,091 ) (154 )
Loss on ordinary activities before (2,773 ) (1,001 )
taxation
Taxation on loss on ordinary - -
activities
Loss for the financial period (2,773 ) (1,001 )
Basic loss per share (2.91) (1.50)
Fully diluted loss per share (2.40) (1.50)
CONSOLIDATED STATEMENT
OF TOTAL RECOGNISED GAINS AND LOSSES
FOR THE PERIOD ENDED 28 OCTOBER 2007
Loss for the financial period (2,773 ) (1,001 )
Unrealised surplus on revaluation of
tangible fixed assets - 7,126
Total recognised gains and losses
relating to the period (2,773 ) 6,125
As explained in note 1 to this announcement, the results for 2007 represent the
fourteen month period ended 28 October 2007 and the comparative information for
2006 represents the year ended 31 August 2006.
CONSOLIDATED BALANCE SHEET
AT 28 OCTOBER 2007
2007 2006
�000 �000
FIXED ASSETS
Intangible assets 732 30
Tangible assets 45,182 8,984
Investments 180 -
46,094 9,014
CURRENT ASSETS
Stocks 2,167 875
Debtors 7,284 4,544
Cash at bank 2,669 103
12,120 5,522
CREDITORS: AMOUNTS FALLING DUE
WITHIN ONE YEAR (23,639) (8,902)
NET CURRENT LIABILITIES (11,519) (3,380)
TOTAL ASSETS LESS
CURRENT LIABILITIES 34,575 5,634
CREDITORS: AMOUNTS FALLING DUE
AFTER MORE THAN ONE YEAR (26,735) (159)
PROVISION FOR LIABILITIES
AND CHARGES (465) -
NET ASSETS 7,375 5,475
CAPITAL AND RESERVES
Share capital 1,511 667
Share premium account 19,239 -
Other reserves (16,067) (657)
Revaluation reserve 6,919 7,126
Profit and loss account - deficit (4,227) (1,661)
SHAREHOLDERS' FUNDS 7,375 5,475
CONSOLIDATED CASHFLOW STATEMENT
FOR THE PERIOD ENDED 28 OCTOBER 2007
2007 2006
�000 �000 �000 �000
NET CASH (OUTFLOW)/INFLOW FROM
OPERATING ACTIVITIES (1,015) 1,491
RETURNS ON INVESTMENTS AND SERVICING
OF FINANCE
Interest paid (1,091) (154)
(2,106) 1,337
CAPITAL EXPENDITURE AND FINANCIAL
INVESTMENT
Payments to acquire tangible fixed (535) (659)
assets
Receipts from sale of fixed assets 8 3
Costs of reverse acquisition (1,603) -
Net overdraft in Cains Beer Company
Plc at acquisition (2,774) -
(4,904) (656)
NET CASH (OUTFLOW)/INFLOW BEFORE
FINANCING (7,010) 681
FINANCING
Net proceeds from issue of shares 2,600 -
Net proceeds from issue of loan 2,500 -
stock
Invoice discounting 1,171 (1,067)
Net repayment of bank loans (220) -
Net repayment of other loans (50) -
Capital element of finance lease
rental payments (121) (19)
NET CASH INFLOW/(OUTFLOW) FROM
FINANCING 5,880 (1,086)
DECREASE IN CASH (1,130) (405)
NOTES TO THE CONSOLIDATED FINANCIAL INFORMATION
FOR THE PERIOD ENDED 28 OCTOBER 2007
1 ACCOUNTING POLICIES
The financial information has been prepared in accordance with applicable
accounting standards under the historical cost convention as modified by the
revaluation of long leasehold land and buildings and plant and machinery. The
principal Accounting Policies of the group are consistent with those adopted by
Cains Beer Company Plc (formerly Honeycombe Leisure PLC) and Robert Cain and
Company Limited in their previous financial statements with the exception of the
reassessment of the useful economic lives of certain fixed assets. In the
opinion of the Directors the policies remain the most appropriate for the
period.
The group's overdraft facility is due for review in June 2008 and the directors
anticipate that the group may require an increase in the facility at that stage.
The financial information has been prepared on the going concern basis. This
basis of preparation relies on the successful outcome of the facility review.
The directors believe that this will be the case and that the going concern
basis is therefore appropriate.
Basis of consolidation
This report consolidates the financial information of Cains Beer Company Plc and
its subsidiary undertakings which have been made up to 28 October 2007.
Under the requirements of the Companies Act 1985 it would normally be necessary
for the company's consolidated accounts to follow the legal form of the business
combination during the period. However this would portray the combination as an
acquisition of Robert Cain and Company Limited by Cains Beer Company Plc
(formerly Honeycombe Leisure Plc) and would, in the opinion of the Directors,
fail to give a true and fair view if the substance of the business combination.
Accordingly the Directors have adopted reverse acquisition accounting as the
basis of consolidation in order to give a true and fair view.
In invoking the true and fair override, the Directors note that reverse
acquisition accounting is allowed under International Financial Reporting
Standard 3 and that Urgent Issues Task Force of the UK's Accounting Standards
Board considered the subject under UK GAAP and concluded that there are
instances where it is right and proper to invoke the true and fair override in
such a way.
The group has therefore applied the reverse acquisition accounting rules,
relating to the reverse acquisition of Cains Beer Company Plc (formerly
Honeycombe Leisure plc) by Robert Cain and Company Limited.
Under the reverse acquisition accounting rules, Robert Cain and Company Limited
is considered the parent undertaking that acquired Cains Beer Company Plc. The
overall effect of this is that the consolidated financial information is
prepared from a Robert Cain and Company Limited perspective rather than Cains
Beer Company Plc, in summary this means:
* The comparative consolidated financial information is that of Robert
Cain and Company Limited rather than that of Cains Beer Company Plc.
* The results for the period and consolidated cumulative profit and
loss reserves are those of the Robert Cain and Company Limited plus
the post acquisition results of Cains Beer Company Plc.
* Goodwill which is calculated by reference to the fair value of the
acquired assets of Cains Beer Company Plc has been recognised and is
being amortised over 20 years.
* A reverse acquisition reserve ("Other reserve") of �16,207,000 has
been created: however,
* the share capital and share premium account is that of Cains Beer
Company Plc.
The accounting period reported in these financial statements in respect of
consolidated financial information therefore represents the fourteen month
period ended 28 October 2007 with a comparative period of the twelve months
ended 31 August 2006.
2 EXCEPTIONAL ITEMS
2007 2006
�000 �000
Related party loan waived - 1,233
Restructuring costs 633 -
Restructuring costs related to the closure of the former head office of
Honeycombe Leisure in Preston and the relocation of this function to Liverpool,
including associated redundancy costs and the compensation for loss of office of
certain directors.
3 LOSS PER SHARE
The calculation of loss per ordinary share is based on the losses for the period
and the weighted average number of ordinary shares deemed to be in issue during
the period on a reverse acquisition accounting basis as set out below.
2007 2006
Result for Loss Result for Loss
period period
per share per share
�000 �000
pence pence
Basic loss per share:
Loss attributable to ordinary (2,773) 2.91 (1,001) 1.50
shareholders
Diluted loss per share:
Loss attributable to ordinary (2,773) 2.91 (1,001) 1.50
shareholders
Interest on loan stock 88 (0.51) - -
Loss attributable to ordinary
shareholders before interest on
loan stock (2,685) 2.40 (1,001) 1.50
The weighted average number of shares in issue used in the basic earnings per
share calculation may be reconciled to the number used in the diluted earnings
per share calculation as follows:
2007 2006
Number Number
Basic earnings per share denominator 95,178,593 66,713,034
Issuable on conversion of loan stock 16,864,608 -
Diluted earnings per share denominator 112,043,201 66,713,034
4 NOTES TO THE CONSOLIDATED CASHFLOW STATEMENT
2007 2006
�000 �000
RECONCILIATION OF OPERATING LOSS TO NET CASH (OUTFLOW)/
INFLOW FROM OPERATING ACTIVITIES
Operating loss (1,682) (847)
Depreciation 1,146 325
Amortisation of goodwill 20 5
Loss on disposal of fixed assets - 1
Release of government grant (50) (40)
Movement in stock (444) 160
Movement in debtors (418) 1,296
Movement in creditors 413 591
Net cash (outflow)/inflow from operating activities (1,015) 1,491
RECONCILIATION OF NET CASHFLOW TO MOVEMENT
IN NET DEBT 2007 2006
�000 �000
Increase in cash 2,566 98
Increase in bank overdraft (3,696) (503)
Net cash (1,130) (405)
Movements in:
Invoice discounting facility (1,171) 1,067
Finance leases (152) 165
Bank loans (26,197) -
Other loans (521) -
Loan stock (2,500) -
CHANGE IN NET DEBT IN YEAR (31,671) 827
Net debt at 31 August 2006 (2,796) (3,623)
Net debt at 28 October 2007 (34,467) (2,796)
ANALYSIS OF NET DEBT
Non-cash Reverse
items acquisition
2006 Cashflow 2007
�000 �000 �000 �000 �000
Cash in hand 103 2,566 - - 2,669
Bank overdrafts (600) (3,696) - - (4,296)
(497) (1,130) - - (1,627)
Debt due within one
year:
Invoice discounting (2,209) (1,171) - - (3,380)
facility
Finance leases (34) 57 (15) (173) (165)
Other loans - - - (120) (120)
Loan stock - (2,500) - - (2,500)
Debt due after more
than one year:
Other loans - 50 - (451) (401)
Finance leases (56) 64 (15) (70) (77)
Bank loans - 220 - (26,417) (26,197)
(2,796) (4,410) (30) (27,231) (34,467)
5 The abridged financial information set out above does not constitute the
group's statutory accounts defined under Section 240 of the Companies Act 1985.
The auditors have not yet made a report under Section 235 of the Companies Act
1985 on the financial statements for the period ended 28 October 2007 from which
the financial information is extracted, and consequently full accounts for the
period have not yet been filed at Companies House. The report of the auditors on
the accounts for Cains Beer Company Plc (formerly Honeycombe Leisure Plc) for
the year ended 30 April 2006 was unqualified and there was no statement under
either section 237(2) or section 237(3), however there was an emphasis of matter
relating to going concern. Full accounts for Cains Beer Company Plc (formerly
Honeycombe Leisure Plc) for the year ended 30 April 2006 have been filed at
Companies House.
This announcement was approved by the Board of Directors on 9 April 2008.
The full audited accounts of Cains Beer Company Plc for the period ended 28
October 2007 and Notice of Annual General Meeting are expected to be posted to
shareholders not later than 28 April 2008 and will be available for a period of
one month to the public at the company's registered office, Stanhope Street,
Liverpool, L8 5XJ from that date.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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