2
October 2024
JD SPORTS FASHION
PLC
INTERIM
RESULTS
FOR THE 26 WEEKS TO 3 AUGUST
2024
Delivering on our global,
multi-brand strategy
JD Sports Fashion Plc (the
'Group'), the leading global retailer of sports, fashion and
outdoor brands, today announces its interim results for the 26
weeks ended 3 August 2024 delivering continued strategic
progress.
Commenting on the results, Régis Schultz, Chief Executive
Officer of JD Sports Fashion Plc, said:
"We have today reported record interim results with Group
revenue of £5.0bn, and Profit before tax and adjusting items of
£405.6m, underscoring our ability to outperform the sector in a
volatile global marketplace. Our success is a direct reflection of
the strength and agility of our global, multi-brand strategy, which
allows us to adapt swiftly to fast-changing industry trends across
the world, and our operational excellence. This ensures we continue
to deliver an industry-leading customer proposition both in store
and online.
"Organic sales growth in the first half was 6.4% and our
underlying operating margins were in line with last year,
notwithstanding continued cost investment in our long-term growth.
We are reiterating our previous Profit before tax and adjusting
items guidance range of £955-1,035m.
"Our acquisition of Hibbett, Inc., which completed just
before the period end, is a key milestone in our international
development and advances the global nature of the Group through our
strengthened position in the US. I remain confident in the delivery
of our exciting growth plans for North America and that the Group
is well positioned to continue growing share in the world's largest
sportswear market.
"I am very proud of our teams across the globe, whose
dedication and hard work have been instrumental in achieving these
results. Our strong business model and clear strategy position us
to deliver long-term growth and value creation for our
shareholders."
Key H1 Achievements
· Proven strength and
agility of our multi-brand model.
In a global sportswear market benefiting from long-term structural
growth, we continued to outperform the sector in H1. Organic sales
growth* was 6.4% with like-for-like (LFL) sales growth* of 0.7%.
Group revenues were up 5.2% to £5.0bn and up 6.8% in constant
currency*. Profit before tax and adjusting items* was £405.6m with
statutory reported Profit before tax of £126.3m. Good progress was
made across our three core segments: JD, Complementary Concepts and
Sporting Goods & Outdoor.
· Focus on operational
excellence. We continue to invest
in the foundations for future growth including across people,
distribution and governance. In a volatile market, and excluding
Hibbett, gross margin was down 10 basis points (bps), while our
operating margin was in line with the prior period at 8.8%. This
reflects our operating discipline in a highly promotional
environment, together with strong cost control and good inventory
management.
· Growing global
presence. We continued to deliver
on our strategy to expand the JD fascia and roll out complementary
concepts for a wider range of customers globally. During the
period, the Group completed the acquisition of Hibbett, adding
material scale and presence in North America, which is already our
largest region by revenue and post-acquisition would represent
around 40% of pro-forma annualised group revenue.
· Balance sheet
strength. We generate significant
cash from operations in a financial year and our balance sheet
strength allows us to invest capital in our organic growth*,
to pursue value enhancing acquisitions and to finance the buyout of
non-controlling interests (NCI).
Performance Summary
£m
|
26w to 3 August
2024
|
26w to 29 July
2023
|
Change
|
Constant currency
change
|
Revenue
|
5,032.2
|
4,783.9
|
5.2%
|
6.8%
|
Gross margin
|
48.2%
|
48.4%
|
(20) bps
|
|
Operating profit before adjusting items*
|
451.1
|
422.7
|
6.7%
|
8.3%
|
Operating margin before adjusting
items*
|
9.0%
|
8.8%
|
20
bps
|
|
Profit before tax and adjusting items*
|
405.6
|
397.8
|
2.0%
|
3.4%
|
Adjusted basic earnings per share* (p)
|
5.15
|
4.93
|
4.5%
|
|
Net (debt)/cash before lease
liabilities* at period end
|
40.8
|
1,276.5
|
(96.8)%
|
|
Statutory measures
|
|
|
|
|
Revenue
|
5,032.2
|
4,783.9
|
5.2%
|
6.8%
|
Operating profit
|
292.2
|
374.8
|
(22.0)%
|
|
Net financial expense
|
(45.5)
|
(24.9)
|
(82.7)%
|
|
Profit before tax
|
126.3
|
353.7
|
(64.3)%
|
|
Basic earnings per share
(p)
|
0.42
|
4.23
|
(90.1)%
|
|
Dividend per share (p)
|
0.33
|
0.30
|
10%
|
|
1Explanations for restating numbers for the 26w to 29 July
2023 can be found in note 14 to the Consolidated Financial
Statements
Throughout this release,'*'
indicates the use of Alternative Performance Measures. Please refer
to the Alternatives Performance Measures section for the further
information including reconciliations to statutory
measures.
Strategic Highlights
Continued strong progress across
our four key strategic pillars: -
· JD Brand First: rolling out
our no.1 fascia
o Double-digit organic growth* across Europe, North America and
Asia Pacific
o Opened 83 new JD stores, including the largest ever JD store
in Stratford, London in April, and on track to open around 200 new
JD stores in the full year
o Transferred an additional 19 stores to JD from Finish Line in
the US, MIG in Eastern Europe and ISRG in Iberia
· Complementary Concepts:
delivering scale and customer reach
o Completed acquisition of Hibbett, Inc. adding material scale
and presence in North America, through its 1,179 stores in
southeastern USA
o Completion of the
Courir acquisition remains subject to clearance
from the European Commission
o 3.4% LFL sales growth* from our existing US community fascias
and 4.5% LFL sales growth* from our Sporting Goods fascias
· Beyond Physical Retail:
enhanced platform for long-term growth
o Good progress on Omnichannel: 'ship from store' rolling out
across Europe and successful 'click and collect' trial in
France
o Strong uptake in the JD STATUS loyalty programme in the UK
following its full launch in December 2023 with 1.4m active members
so far; STATUS also launched in France and Poland
o Supply chain evolution continued: Heerlen operating manually
with automation now anticipated in 2025 and rationalising UK
operations around Kingsway, leading to the announced Derby
closure
· People, Partners &
Communities: being the best we can be
o First global partner of the Nike Connected programme
following US launch: demonstrates strength of our long-term brand
relationship
o Expanded community outreach through the JD Foundation,
hosting our first "JD UP" careers event in Manchester reaching
2,500 young people with plans to roll out further
o 26% reduction in Scope 3 emissions on purchased
goods
Financial Highlights
· 4,506 stores, up 1,189 from the start of the year, reflecting
store openings, ongoing disposal of non-core stores and the Hibbett
acquisition
· Organic sales growth* of 6.4% and LFL growth* of
0.7%
· Revenue growth of 5.2% to £5,032.2m, including £61m from 10
days of Hibbett trading
· Gross margin of 48.2%, or 48.3% excluding Hibbett, which was
down 10bps on the prior period, driven by lower Q2 margin from
elevated promotional activity across apparel and online
· Operating margin before adjusting items* of 9.0%, or 8.8%
excluding Hibbett, which was in line with the prior period; good
cost control offsetting future growth investment
· Profit before tax and adjusting items* of £405.6m was up
2.0%, up 3.4% on a constant currency basis and flat excluding
Hibbett
· Profit before tax of £126.3m reflecting mainly non-cash
adjusting items including updated Genesis put and call option
valuation following the acquisition of Hibbett and the closure of
the Derby distribution centre (DC)
· Adjusted basic earnings per share* up 4.5%
· Continued balance sheet strength; net cash before lease
liabilities* of £40.8m, after stores investment and the
acquisitions of the ISRG/MIG NCIs and Hibbett
· Proposed interim dividend of 0.33p, up 10% on the prior
period
Outlook and Guidance
Our trading performance in the
first half was in line with our expectations and our overall
guidance range of £955-1,035m remains unchanged. As highlighted at
our Q225 trading update, we are experiencing currency headwinds
this year as the pound strengthens against the US Dollar and the
Euro. Our guidance range of £955-1,035m was based on certain
exchange rates1. Foreign
exchange impacts reduced Profit before tax and adjusting items* by
£6m in H1 and, at current rates2, we expect the H2
impact to be £20m. We expect Hibbett to contribute c.£25m Profit
before tax and adjusting items* in the full year, reflecting the
business contribution from completion, acquisition accounting
adjustments and a £25m interest cost from the new acquisition
facility.
1The £955-£1,035m guidance range was based on 1.25 for the US
Dollar and 1.15 for the Euro
2Current rates used are 1.34 for the US Dollar and 1.20 for
the Euro. In terms of impacts on H2 profit, every
one US cent is worth £1.7m of Profit before tax and adjusting
items* and every one Euro cent is worth £1.0m of Profit before tax
and adjusting items*.
Enquiries:
JD Sports Fashion
Plc
Tel: 0161 767 1000
Régis Schultz, Chief Executive
Officer
Dominic Platt, Chief Financial
Officer
Mark Blythman, Director of
Investor Relations
Advisors
Bank of America - Antonia
Rowan
Tel: 0207 628 1000
Peel Hunt LLP - Dan
Webster
Tel:
0207 418 8869
FGS Global - Rollo Head, Jenny
Davey, James
Thompson Tel:
0207 251 3801
Results Meeting and Webcast
Our results presentation will be held in person at Peel
Hunt, 100 Liverpool Street London
EC2M 2AT and webcast live at 9:00 (BST)
today. To register for the webcast, please visit the following
link: https://app.webinar.net/VyQZb2rb25w.
Downloadable materials will also
be available on the Investor Relations section of the Company
website: Results
Centre | JD SportsFashion (jdplc.com) A replay will be made available shortly after the event
concludes on the same link, followed by a transcript of the
event.
Financial Calendar
21 November 2024: Q325 trading
update
Early 2025: Q425 trading
update
Q1 2025: Capital Markets Day
("Spotlight on the US")
May 2025: FY25 results
About JD Sports Fashion Plc
Founded in 1981, the JD Group
('JD') is a leading global omnichannel retailer of Sports Fashion
brands. JD provides customers with the latest sports fashion
through working with established and new brands to deliver products
that our customers most want, across both footwear and apparel. The
vision of JD is to inspire the emerging generation of consumers
through a connection to the universal culture of sport, music and
fashion. JD focuses on four strategic pillars: JD Brand First,
first priority, first in the world; leveraging Complementary
Concepts to support JD Group global expansion; moving Beyond
Physical Retail by building the right infrastructure and creating a
lifestyle ecosystem of relevant products and services; and doing
the best for its People, Partners and Communities. JD is a
constituent of the FTSE 100 index and had 4,506 stores worldwide at
3 August 2024.
Chief Executive Officer's Statement
As I reflect on the first half of
this year, I am proud to report that we have continued to make good
progress on our ambitious five-year plan. The context to this
progress has been a promotional and competitive marketplace, and
continued economic uncertainty. Our ability to navigate these
complexities speaks to the strength and agility of our business
model and our people.
I am confident that the global
sportswear market, and in particular the athleisure space within
it, has years of structural growth ahead of it with favourable
trends like casualisation and active lifestyles continuing.
Euromonitor1 is forecasting that the sportswear market
will achieve value growth of 6.6% per year from 2023 to 2028, on
average. This would take the total value of the market from $396bn
in 2023 to $544bn in 2028 and within this timeframe, we have
targetted reaching double-digit market shares in our key
markets.
We believe our business model can
deliver the continued outperformance needed to meet these targets.
We operate an agile, multi-brand model that is supported by strong
brand relationships, market-leading global scale and operational
excellence across all channels. We also have an attractive
financial model that delivers good operating margins and generates
significant cash, supported by a strong balance sheet.
In this six-month period, we again
outperformed a challenging and volatile market with organic sales
growth* of 6.4% and in particular I would highlight the JD segment
delivering 8.5% organic sales growth*.
Also fundamental to the long-term
success of our growth strategy is the strengthening of the
foundations to support a business of this scale in terms of people,
systems, processes and controls. We have continued to strengthen
the leadership team recruiting a new Chief Supply Chain Officer who
is focussed on delivering a more efficient supply chain, reflecting
our changing global business mix, both by geography and by sales
channel. We have also continued investing in our omnichannel
proposition, governance and cyber security. By focusing on these
foundational elements, we not only improve operational efficiency
but also enhance our capacity to deliver consistent value for our
customers and other stakeholders.
And of course, we have acquired
Hibbett, the leading community sports fashion retailer in the US. I
am excited by the opportunities that Hibbett brings and I'd like to
welcome Mike Longo, Jared Briskin and the whole Hibbett team to
JD.
Overall, we remain focused on the
goals outlined in our five-year strategy across the four pillars of
JD Brand First, Complementary Concepts, Beyond Physical Retail and
People, Partners and Communities. The progress we have made so far
gives us confidence that we are on the right path and that we are
well-prepared to capitalise on the opportunities that lie
ahead.
1Source: Euromonitor International Limited, Apparel &
Footwear 2024 edition, retail value RSP incl. sales tax, US$, year
on year exchange rate, current terms
Performance
In the 26 weeks to 3 August 2024,
we delivered revenue of £5,032.2m, 5.2% up on the comparative 26
week period, in what continues to be a volatile market. In constant
currency, sales growth* was 6.8%.
Revenue growth was impacted
negatively by 2.8% due to prior period revenue from disposals and
1.5% from currency. There was also a 1.9% benefit from the timing
impact of the previous 53-week year. Against this adjusted base,
like-for-like ('LFL') sales growth* was 0.7%, on the back of 2.4%
growth* in Q2 and there was a 5.7% benefit from new space and the
annualisation of new space in H224, leading to organic sales
growth* of 6.4%. Acquisitions added 1.5%.
In terms of our segments, JD
represented 71% of both our Revenue and Profit before tax and
adjusting items* in H1. JD grew revenue 7.1% and achieved a gross
margin of 49.5%. Profit before tax and adjusting items* was down
2.0% reflecting the ongoing investment in the whole Group's future
growth. Complementary Concepts' revenue grew 12.3% with Profit
before tax and adjusting items* being up 15.7%, both reflecting
good performances from our existing community fascias, Shoe Palace
and DTLR, and the contribution from Hibbett. Sporting Goods and
Outdoor saw revenue drop 4.5% but Profit before tax and adjusting
items* grew 16.2%, reflecting partly disposals of loss-making
stores in the period.
Geographically, our two fastest
growing regions, Europe and North America, delivered organic sales
growth* of 10.1% and 10.7% respectively with the rollout of the JD
fascia leading the growth in both regions. In the UK, trading
improved sequentially through H1, but period-on-period performance
was held back by non-core divestments made during the prior period
and the UK's higher weighting towards both online and apparel. LFL
trading in Asia Pacific was down on the prior period, against tough
comparatives, although the region achieved double-digit organic
sales growth*. Our pivot toward becoming a more global business
continued with North America generating 35% of revenue, Europe 31%,
the UK 30% and Asia Pacific 4%.
The post-Covid shift from online
back to offline continued in the period. As a result, although we
made good progress on our omnichannel initiatives, including 'click
and collect' and 'ship from store', we saw online sales fall
1.4%pts to 20.7% of Group revenue. Correspondingly, stores
increased their share of revenue to 78.0%, on the back of 9.3%
growth.
Footwear has continued to trade
better than apparel, although both categories grew in the period.
Footwear in the lifestyle space is a resilient, growth category
driven by the continued growth in 'sneakers' around the world.
Growth in the period was 9.6% and footwear's share of our revenue
increased 2.4%pts to 59.8%. Apparel was again held back by
challenging weather conditions, particularly in the UK and Europe,
where the spring/summer season was wetter than average. This had a
knock-on effect on margin as the industry sold more stock at
discounted prices in the summer sales season ahead of the
back-to-school period and then into the autumn/winter season.
Apparel revenue was up 0.7% with its share of revenue falling
1.4%pts to 29.8%.
We ended the period with 4,506
stores worldwide. This increase reflects the inclusion of 1,179
stores from the Hibbett acquisition. Excluding Hibbett, we opened
117 stores and closed 107 stores, mainly from the planned
rationalisation of underperforming non-JD MIG stores, primarily in
Poland, and both relocations and Macy's closures in North America.
The rationalisation of the MIG portfolio is another benefit from
the NCI buyout last year as we now have freedom to improve the
profitability of the overall business. The total square footage of
our store portfolio at the period end was 18.9m, equating to
4,199ft2 per store, an increase of 1.1% from the start
of the period.
Strategy
Update
Our vision is to be the leading,
global Sports Fashion powerhouse. Our five-year strategic plan,
launched at our Capital Markets Day in February 2023, is the
roadmap to achieving this vision. The plan has four key strategic
pillars: -
1. JD
Brand First - rolling out our no.1
fascia
2.
Complementary Concepts - delivering scale
and customer reach
3. Beyond
Physical Retail - enhanced platform for long-term growth
4. People,
Partners and Communities - being the best we can be
We have made good progress across
these pillars as we continue to deliver on our five-year plan. To
this end, we are currently focused specifically on our store
rollout programme, our digital transformation and delivering
operational excellence.
Store
rollout: With a global presence,
ensuring a consistent customer experience is key. We have set out
previously a goal of 200 new JD stores a year reflecting a mix of
new, upsized and converted stores. In the
period, we opened 83 new JD stores, including the opening of our
largest JD store, in Stratford, London, in April and our flagship
Champs Elysees store in Paris ahead of the Olympics, and we
converted an additional 19 stores to the JD fascia.
Digital
Transformation: We are looking to
set a global standard for customer experience in our stores and
across our digital channels as part of our developing omnichannel
model. This is a multi-faceted programme, covering developments
like 'click and collect', 'ship from store' and our JD STATUS
loyalty programme.
Operational
Excellence: We are making good
progress on improving governance, systems and processes.
Actions taken during the period included: hiring a new Chief Supply
Chain Officer to focus on developing both a global centre of
excellence and overseeing our European operations, including
ensuring the successful automation of our Heerlen DC and the
rationalisation of our UK supply chain around Kingsway; appointing
Prama Bhatt as an additional US-based non-executive director; and
rolling our 'Global Voice of the Customer' to help improve in-store
customer experiences.
We remain focused on delivering
our ambitious 'triple-double' targets of double-digit sales
growth1, double-digit operating margin1 and
double-digit market shares in our key markets over the course of
the plan. Our double-digit sales growth1 target is an
average over the term of the plan and there will be volatility each
year depending on the point in the economic cycle we are in.
Notwithstanding the current volatile and challenging macro-economic
backdrop, we achieved positive LFL sales growth* and 6.4% organic
sales growth* in the period, after a slower start in Q1, driven
partly by tough comparatives with the prior period. The positive
impact from the acquisition of Hibbett strengthens our confidence
in achieving these targets.
On operating margin*, our target
is to reach and maintain a double-digit operating
margin1. The Operating margin before adjusting items*
was 9.0% in the period, benefitting from the Hibbett contribution.
Without that, it was 8.8%, reflecting the strength of our cost
controls being able to offset the ongoing investment in our
operating platforms for long-term growth.
1Sales growth is measured using organic sales growth* and
operating margin is measured using Operating margin before
adjusting items*. These terms are defined in the Alternative
Performance Measures section.
JD Brand First
The JD brand is our no.1 priority
and we have three growth pillars for our JD Brand First strategy:
accelerating the opening of, and conversion to, JD stores across
North America; accelerating the opening of, and conversion to, JD
stores in Europe; and expanding the JD brand further by entering
new markets through either acquisition or franchise. There is
significant 'white space' for the JD brand to grow in North
America, Europe and Asia Pacific. Accordingly, we anticipate the JD
store opening programme will contribute around 5%pts of new space
each year through the course of the five-year strategic
plan.
We opened 102 new JD stores in the
period, of which 83 were new stores and 19 were conversions from
other fascias, mainly from Finish Line in the US. We opened in 19
countries across the UK, Europe, North America and Australia, and
we opened in one new country, Bulgaria. Return on investment for
our JD store opening programme remained ahead of expectations with
an average payback of less than three years and new JD store
uplifts are more than 20% ahead of expectations.
We are encouraged by the momentum
in North America where we converted 13 Finish Line stores to the JD
fascia and opened a further 24 new JD stores across the US and
Canada. New locations for the JD brand included the Bakers Centre
in Philadelphia and the Mayfair Shopping Centre, in Victoria,
British Columbia.
In Europe, we opened 49 new JD
stores and converted six stores from both ISRG and MIG locations in
Spain, Portugal, Poland and Lithuania, the first few of a total of
around 40 that we will convert from ISRG and MIG over the next two
years. We opened our first two stores in Bulgaria, both located in
the capital, Sofia. Our openings included our new flagship store on
the Champs Elysees, which was opened ahead of the 2024 Paris
Olympics and will help to grow global awareness of the JD
brand.
In the UK, the main strategic
focus continues to be on improving locations or store size in
existing cities and towns. During the period, we opened three new
stores, relocated three stores and upsized two stores. Highlights
included the consolidation and upsizing of Stratford, which has
subsequently become our highest turnover store in the
world.
In Asia Pacific, we opened three
new JD stores. These were all in Australia, taking the total number
of JD stores here to 58. These openings were our first store in
Canberra, a store in Charlestown, New South Wales, and a store in
Toowoomba, the largest inland town in Queensland.
We are pursuing a franchise
strategy to support our own store growth around the world. Having
signed two franchise agreements so far - in the Middle East and in
South Africa - we opened two franchised stores in the period. Our
first was in Bahrain and our second in Cairo, Egypt. Our first
store in South Africa is due to open in the second half of the
year.
Complementary Concepts
Our
Complementary Concepts segment allows us to widen our customer base
and maintain a segmented customer focus. We have two key pillars
currently within this element of our strategy: growing our
community brands within North America and optimising the
profitability of the ISRG and MIG businesses within Europe. We also
operate Cosmos, a sporting goods business in Greece and Cyprus, and
our UK-based outdoor fascias, led by Go Outdoors.
Our
position in North America strengthened considerably during the
period with the acquisition, just before the period end, of
Hibbett, Inc. for $1,077m. Hibbett brings 1,179 stores to the
Group, mainly in southeastern USA, and across the Hibbett and City
Gear fascias. It reported profit before tax of $132m in the 53
weeks to 3 February 2024. Hibbett’s focus is on community locations
in underserved neighbourhoods. This approach fits neatly with our
other community brands in the US - DTLR and Shoe Palace - and the
entire community business in the US sits comfortably alongside the
growing JD business with limited overlap and an opportunity to
generate efficiencies through looking at the North American
infrastructure support as one business. I am excited by the
opportunities this acquisition will bring to our North America
business and look forward to working with Mike Longo, Jared Briskin
and the rest of the talented team at Hibbett.
The
proposed acquisition of Courir is yet to be completed. We are
working closely with the European Commission and I am hopeful we
will conclude this acquisition soonHaving
simplified the Group through the acquisition of the minority
interests in ISRG and MIG last year, we are now converting around
40 stores from within the two businesses to the JD fascia. We
expect this process to complete during the next financial year. We
are also optimising the organisational structures of these
businesses and integrating them more closely into the Group. The
Sporting Goods and Outdoor segment, covering both the ISRG and
Cosmos fascias, and our UK outdoor fascias, achieved LFL sales
growth* of 0.7%, in line with the Group in the period, driven by
over 4% LFL sales growth* from Sporting Goods but held back by a
tougher trading period for our UK Outdoor business.
Beyond Physical Retail
The overarching ambition for this
element of our strategy is to create a single, industry-leading
omnichannel experience for our customers. The technology
investments we are making, including in loyalty, will make our
proposition more omnichannel and give us a better single view of
the customer. We believe that JD, as a brand, is trusted by
consumers and this relationship can be developed further to create
a lifestyle ecosystem of relevant products
and services.
We have five areas of focus:
developing our omnichannel proposition further; rolling out and
leveraging our loyalty programme; improving the efficiency and
effectiveness of our supply chain; replatforming our websites; and
strengthening our cyber security.
Our omnichannel development is
about enhancing the customer experience across both the online and
offline channels, creating a seamless interaction between them.
With this in mind, we are rolling out 'ship from store' across
Europe and we have concluded a successful 'click and collect' trial
in France. We have built out our roadmap for the European rollout
and will roll it out in conjunction with the re-platforming
rollout. We have enhanced our omnichannel expertise with Hibbett,
which will be used to improve our overall North America omnichannel
offer going forward.
Our JD STATUS loyalty programme in
the US now has 5.1m active members. We are building a strong
loyalty programme in Europe, following the successful rollout
in the UK, and launched the programme into France and Poland during
the period. At the period end, we had 1.8m app downloads in the UK,
of which 81%, or 1.4m were active members. The average transaction
value of JD STATUS members in the UK is 33% higher than
non-members. These are very encouraging data points that give us
confidence for the programme's success in our European
markets.
The programme to replatform our
websites is progressing. We launched a new platform in Thailand
after the period end and we are on track to launch in the UK and in
Italy in 2025.
The evolution and optimisation of
our European supply chain continued through the period. The Heerlen
DC is now operating on a manual basis and we have delayed
automation until the middle of 2025 to make a number of system and
process improvements. This will extend the 'double-running' costs
in Europe and result in a short-term delay to the recognition of
the benefits of a fully automated central European DC hub, such as
lower costs per unit and speedier delivery to customers. After the
period end, we rationalised our UK supply chain around our Kingsway
DC, leading to the announced closure of our Derby DC, following the
sale of the UK fashion businesses across FY23 and FY24, and the
continued rebalancing of customer shopping between stores and
online. Elsewhere, projects to develop our Morgan Hill DC in North
America and to open our new Leppington DC in Australia remain on
track.
People, Partners &
Communities
We remain focused on improving our
people systems functionality; creating a target organisation for
future growth and people development; developing our key partner
programmes; and continuing to make a positive contribution to the
communities where we operate.
People - We completed a successful
rollout of the new 'global customer voice', or 'NPS' programme, in
the UK and we have commenced rollout across the rest of the Group.
This will be a key tool in helping our teams understand how to
deliver even better customer experiences on a store-by-store basis.
Our global HRIS is still in development with 'go live' expected by
the end of this financial year. On our target organisation plans,
we are well into the restructuring of our ISRG, MIG and Outdoors
businesses while, just after the period end, we strengthened the
leadership team with the appointment of Wim van Aalst as our new
Chief Supply Chain Officer. We also launched new employee resource
groups providing focussed colleague support on Disability and
Neurodiversity, LBGTQ+, Ethnicity and Culture, and Mental
Health.
Partners - Just after the period
end, we became Nike's first Global Retail Partner for its Nike
Connected loyalty programme with the expansion of our partnership
into the US. The JD fascia in the US now joins Hibbett as being a
programme partner in the US. Customers that join both programmes
and then connect them get access to members-only Nike footwear and
apparel, early access to certain products and exclusive experiences
and other benefits through the JD STATUS app.
Communities - During the period, we delivered our inaugural 'JDUP' immersive
careers event, hosting over 2,500 young people from schools and
charity partners impacted by low social mobility at the Manchester
Convention Centre. This event was supported by the JD Foundation,
which aims to build stronger youth communities and transform young
people's lives through opportunities, engagement and social change.
The event involved over 20 charity partners and 15 schools and was
delivered by over 100 JD employee volunteers. Through immersive
activities, we highlighted the range of careers within the Group
with the aim of inspiring and informing young people. Our next
event is scheduled for October, in London, with 3,500 young people
confirmed to attend. With regards to the environment, we continue
to make good progress and remain on track to achieve our Science
Based Targets for emissions reduction. We have now reduced our
Scope 3 emissions intensity by 26% versus our FY20 baseline
year.
Régis Schultz
Chief Executive Officer
2
October 2024
Chief Financial Officer's Statement
Financial
Performance
£m
|
H125
26 weeks to 3 August
2024
|
H124 (restated)
1
26 weeks to 29 July
2023
|
Change
|
Constant
Currency
Change
|
Revenue
|
5,032.2
|
4,783.9
|
5.2%
|
6.8%
|
Gross profit
|
2,428.0
|
2,317.4
|
4.8%
|
|
Gross margin
|
48.2%
|
48.4%
|
(20) bps
|
|
Operating costs before adjusting
items*
|
(1,976.9)
|
(1,894.7)
|
4.3%
|
|
Operating profit before adjusting items*
|
451.1
|
422.7
|
6.7%
|
8.3%
|
Operating margin before adjusting
items*
|
9.0%
|
8.8%
|
20 bps
|
|
Net financial expense before
adjusting items*
|
(45.5)
|
(24.9)
|
82.7%
|
|
Profit before tax and adjusting items *
|
405.6
|
397.8
|
2.0%
|
3.4%
|
Adjusting items *
|
(279.3)
|
(44.1)
|
-
|
|
Profit before tax
|
126.3
|
353.7
|
(64.3%)
|
|
Throughout this release,'*'
indicates the use of Alternative Performance Measures. Please refer
to pages 37 to 41 for further information including reconciliations
to statutory measures.
Consolidated Income Statement
Revenue
Revenue for the Group increased
5.2% to £5,032.2m (H124: £4,783.9m). Sales growth* in constant
currency was 6.8%.
Organic sales growth* was 6.4%,
comprised 0.7% like-for-like sales growth ('LFL') and 5.7% from net new space ('non-LFL'*). Constant currency* growth
of 6.8% included the benefit of reporting period misalignment with
the prior period due to the 53rd week at the end of FY24
which added 1.9%, offset partially by the impact of acquisitions,
including Hibbett of £63m, and disposals since H124 of (1.5%),
neither of which are included in Organic sales growth*.
Gross Margin
Despite overall market volatility,
total gross margin of 48.2% (H124: 48.4%), was only 20 basis points
(bps) behind the prior period. The 20bps reduction reflected a
10bps reduction due to the inclusion of Hibbett and 10bps for the
remaining business. Q1 saw gross margin flat at 48.2%, while
the Q2 decline of 40bps, of which 10bps was Hibbett, was driven
mainly by the apparel category, which was impacted by a late
spring/summer season where we saw stronger sales being made during
the seasonal sale period at lower margin.
Operating Costs before Adjusting
Items
Operating costs before adjusting
items* grew 4.3% to £1,976.9m, of which 0.7% growth is from
Hibbett. The remaining increase is from continued investment in our
people, supply chain, operating platforms, IT systems and new
stores to support future long-term growth.
A breakdown of operating costs
before adjusting items* can be seen in the table below.
£m
|
26 weeks to 3 August
2024
|
26 weeks to 29 July
2023
|
Change
|
Selling and distribution expenses
|
(1,769.1)
|
(1,685.0)
|
5.0%
|
Administrative expenses before adjusting
items*
|
(223.4)
|
(225.9)
|
(1.1)%
|
Share of profits of equity-accounted
investments
|
3.4
|
3.1
|
9.7%
|
Other operating income
|
12.2
|
13.1
|
(6.9)%
|
Operating costs before adjusting items*
|
(1,976.9)
|
(1,894.7)
|
4.3%
|
1A prior period adjustment of £20.4m has been recorded within
selling and distribution expenses, impacting the classification of
marketing income from operating costs before adjusting items* to
gross profit.
Operating Profit before Adjusting
Items*
Operating profit before adjusting
items* was £451.1m, 6.7% up (8.3% at constant currency) on the
prior period (H124: £422.7m). The operating margin before adjusting
items* was 9.0%, up 20 bps on the prior period, helped by the
strong performance of Hibbett in the 10 days of ownership driven by
the 'back to school' sales peak. Without Hibbett, the operating
margin before adjusting items* was 8.8%, in line with the prior
period.
Net Financial Expense before
Adjusting Items*
Net financial expense before
adjusting items* in the period was £45.5m, which was £20.6m higher
than the prior period (H124: £24.9m). The key driver was financial
expenses before adjusting items*, which increased by £19.6.m to
£60.6m, the majority of which was lease liabilities expense driven
by a £234m increase in lease liabilities compared to HY24
(excluding leases acquired with Hibbett) as well as increasing
interest rates used on lease renewals.
Profit Before Tax and Adjusting
Items*
Profit before tax and adjusting
items* was £405.6m (H124: £397.8m), which was 2.0% ahead of the
prior period (+3.4% on a constant currency basis). Hibbett
contributed £13m in the 10 days following acquisition, driven by
high demand in the seasonal 'back to school' sales period that
peaked within these 10 days. Excluding the Hibbett contribution
Profit before tax and adjusting items* was flat on a constant
currency basis.
Adjusting Items*
Adjusting items* was a net charge
of £279.3m (FY24: net charge of £44.1m), as detailed in the table
below.
£m
|
26 weeks to 3 August
2024
|
26 weeks to 29 July
2023 Restated1
|
Impairment of tangible and
intangible assets: Swim & Derby DC
|
101.6
|
7.9
|
Acquisition related costs: Courir
& Hibbett
|
22.1
|
-
|
Loss on divestments of group
companies: principally sale of non-core fashion
businesses
|
12.7
|
15.4
|
Amortisation of acquired
intangibles
|
22.5
|
24.6
|
Adjusting items within administrative
expenses*
|
158.9
|
47.9
|
Movement in present value of put
and call options
|
120.4
|
(3.8)
|
Adjusting items within net financial
expense*
|
120.4
|
(3.8)
|
Adjusting items*
|
279.3
|
44.1
|
1Please refer to Note 14 of the for further details of the
restatement
The impairment of tangible and
intangible assets in the current period relates to the impairment
of fascia name and assets arising on the acquisition of Swim
(£13.3m), based on the latest impairment assessment, and fixed
assets impairment and closure costs (£88.3m) in relation to the
Derby Distribution Centre ("DC"). In July 2024, the Group announced
a consultation on the proposed closure of the Derby DC following a
review of the Group's UK DC capacity
requirements. The Group has subsequently announced the decision to
proceed.
Acquisition-related costs of
£22.1m are in respect of the Courir and Hibbett acquisitions, of
which Courir remains subject to clearance by the European
Commission and, as at the date of this report, has not been
concluded, but is still expected to do so.
The Group incurred a £12.7m of
loss on divestments and restructuring of group
companies.
As disclosed in the FY24 annual
report, we have extended the definition of adjusting items to
include amortisation of acquired intangibles from our Profit before
tax and adjusting items. This is a charge of £22.5m in the period.
We have restated the H124 results for this change, leading to a
£24.6m charge moving from administrative expenses to
adjusting items within administrative
expenses.
The £120.4m charge in the present
value of the put and call options reflects changes in the present
value of the future buyouts of NCIs and comprises primarily of
Genesis Topco Inc (£126.7m charge) and DTLR (£6.3m credit). The
charge on Genesis, the company that operates all our North America
businesses and of which, the Group owns 80%, is driven by the
acquisition of Hibbett, which has been brought into the Genesis
group. In addition, there was a credit of
£6.3m in relation to the DTLR option, which was revalued prior to
the acquisition of the NCI which was completed in the
period.
Operating Profit
Operating profit was £292.2m
(H124: £374.8m), which is a decrease of 22.0%. This is due to an
increase in adjusting items* charged within administrative expenses
due to higher impairments of tangible and intangible assets and
investments as discussed in further detail above.
Profit Before Tax
Profit before tax is £126.3m
(H124: £353.7m). The decrease of £227.4m versus the prior period is
due primarily to the increase in adjusting items of £235.2m,
resulting primarily from the impact of movement in present value of
put and call options between periods and the impairment of tangible
assets compared to the prior period.
Income Tax Expense
The income tax expense was £74.1m
(H124: £96.2m).
The total effective tax rate
increased from 27.2% (restated) to 58.7% due to the movement in the
value of the put and call valuations in both periods and
non-deductible costs associated with acquisitions and divestments
in the current period. The put option movement in the current and
prior period is not tax deductible.
The income tax expense before
adjusting items* was £103.9m (H124: £102.4m). The effective tax
rate before adjusting items* remained consistent at 25.6% (H124:
25.7%).
Profits Attributable to
Non-Controlling Interests
The charge relating to NCIs fell
£8.7m from £39.1m in H124 to £30.4m. This was due to the impact
from the buyout of the 49.99% NCI in ISRG and the buyout of the 40%
NCI in MIG during the H224 period. The only material NCI left in
the Group is the 20.0% in Genesis Topco Inc.
Earnings Per Share
On a statutory basis, basic and
diluted earnings per ordinary share dropped from 4.23p to 0.42p due
to higher adjusting items* in the period.
Adjusted basic earnings per
ordinary share* increased 4.5% from 4.93p to 5.15p due to higher
adjusted profits attributable to the parent in the period and the
10-day contribution from Hibbett.
Segmental Report
£m/26w to 3 August 2024
|
JD
|
Complementary
Concepts
|
Sporting Goods &
Outdoor
|
Other
|
Total
|
Revenue
|
3,572.7
|
714.8
|
710.3
|
34.4
|
5,032.2
|
Gross profit
|
1,768.8
|
332.0
|
311.4
|
15.8
|
2,428.0
|
Gross margin
|
49.5%
|
46.4%
|
43.8%
|
45.9%
|
48.2%
|
Operating costs before adjusting
items*
|
(1,450.6)
|
(233.6)
|
(281.4)
|
(11.3)
|
(1,976.9)
|
Operating profit before adjusting items*
|
318.2
|
98.4
|
30.0
|
4.5
|
451.1
|
Operating margin before adjusting
items*
|
8.9%
|
13.8%
|
4.2%
|
13.1%
|
9.0%
|
Net financial expense before
adjusting items*
|
(29.6)
|
(7.4)
|
(8.4)
|
(0.1)
|
(45.5)
|
Profit before tax and adjusting items*
|
288.6
|
91.0
|
21.6
|
4.4
|
405.6
|
£m/26w to 29 July 2023
|
JD
|
Complementary
Concepts
|
Sporting Goods &
Outdoor
|
Other
|
Total
|
Revenue
|
3,336.6
|
636.6
|
743.9
|
66.8
|
4,783.9
|
Gross profit
|
1,652.6
|
302.7
|
332.1
|
30.0
|
2,317.4
|
Gross margin
|
49.5%
|
47.5%
|
44.6%
|
44.9%
|
48.4%
|
Operating costs before adjusting
items*
|
(1,347.1)
|
(216.4)
|
(307.6)
|
(23.6)
|
(1,894.7)
|
Operating profit before adjusting items*
|
305.5
|
86.3
|
24.5
|
6.4
|
422.7
|
Operating margin before adjusting
items*
|
9.2%
|
13.6%
|
3.3%
|
9.5%
|
8.8%
|
Net financial expense before
adjusting items*
|
(10.9)
|
(7.6)
|
(5.9)
|
(0.5)
|
(24.9)
|
Profit before tax and adjusting items*
|
294.6
|
78.7
|
18.6
|
5.9
|
397.8
|
JD
JD segment revenue was £3,572.7m,
up 7.1% on the prior period and 8.7% at constant currency. This
segment represented 71.0% of the Group's revenue (69.7% H124) and
continues to be the primary focus under our JD First strategy. The
underlying LFL sales growth was 0.6% with organic sales increasing
8.5% as we continue to grow our store portfolio, with 1,951 at the
period end, which was up 49 since the beginning of this financial
year. The Gross margin of 49.5% remained flat versus the prior
period with Operating profit before adjusting items up 4.1% (+5.5%
in constant currency).
JD UK- The UK is JD's
most mature market and saw revenues fall 4.6% to £1,235.3m, driven
by the disposal of non-strategic brands over the previous 12
months. On an adjusted basis, which excludes the carryover
impact from the 53rd week of the comparative full year
period, LFL sales and organic sales were down 2.4% and 0.9%,
respectively. These declines reflect a challenging, and often
volatile, UK market. The earlier Easter falling at the end of March
in the current year, combined with unfavourable spring and early
summer weather conditions, dampened footfall and full price demand
for seasonal apparel lines resulting in a more promotional
environment thereafter. This, along with higher penetration of
lower margin replica sales through the Euro 2024 tournament, saw
pressure on gross margins. Operating profit before adjusting items
was down 13.9%, which also incorporates continued investment in the
business, including in retail wages, cyber resilience and across
other technology-led initiatives. JD Gyms again performed strongly,
seeing revenue growth of 16.8% to £67.8m, as the number of
operating gyms increased from 80 to 90 since
H124.
JD Europe - JD Europe growth
continues to be driven by new store rollouts and conversions
supported by a maturing estate and increasing market awareness of
JD. Revenue grew 14.7% to £981.1m and by 17.4% on a constant
currency basis. On an adjusted basis, which excludes the carryover
impact from the 53rd week of the comparative full year
period, LFL sales growth was 1.7% and organic sales growth was
15.6%. This trading performance was particularly encouraging given
very strong LFLs in the prior period and the impact of the Olympics
in France, which softened Paris footfall in July. Operating profit
before adjusting items was up 39.2% on the prior period reflecting
mainly the acquired Conbipel and Gap store portfolios.
JD North America - JD North
America revenue grew 14.5% to £1,158.0m and 16.8% in constant
currency. On an adjusted basis, which excludes the carryover
impact from the 53rd week of the comparative full year
period, LFL growth was 3.3% with the main driver coming from our JD
US facias. Organic sales growth was 13.2% reflecting the growing
presence of the JD brand with 275 JD stores open at the end of the
period in North America, compared with 175 12 months' previously.
Gross margin saw an increase period-on-period, supporting Operating
profit before adjusting items* growth of 34.0%.
JD Asia Pacific - Revenue grew 0.2% to £232.7m and up
4.9% on a constant currency basis. We saw strong organic growth of
10.5%, driven by growth in Thailand, Malaysia and
Australia. Operating profit before adjusting
items* was down 10.4% as we continued to invest in the fulfilment
capabilities to help drive further scale in the region.
Complementary Concepts
Revenue of £714.8m was up 12.3% on
the previous period and 13.7% at constant currency.
Community revenue, which includes
Shoe Palace, DTLR and the recent acquisition of Hibbett, was up
18.5% to £595.8m. Organic sales growth* of 5.5% reflected LFL sales
growth* of 3.4%, store growth in our Community brands (Shoe Palace
and DTLR) and the acquisition of Hibbett Inc during the period,
offset by the decline in our complementary fascias of 11% to £119m,
driven by the closure of 37 stores as we converted a number of
stores to the JD brand and closed stores in non-core
brands.
Sporting Goods and
Outdoors
Revenue was down 4.5% to £710.3m
((3.0)% at constant currency), impacted by four stores converted
and now reported under the JD brand, and two closures. LFL sales
growth* was 0.6% and organic sales growth* was 1.6%. Operating
profit before adjusting items* was up 25.2% on a constant currency
basis and up 22.4% on a reported basis.
Sporting Goods - Revenue was
£447.0m, reflecting LFL growth* of 4.5% offset by the impact of the
closure of the SUR business. Operating profit before adjusting
items* was up 13.9%.
Outdoors - Revenue of £263.3m
was down 3.2% on the prior period. LFL sales growth* fell 5.3% and
organic sales growth* was down 5.6%. Trading was impacted
negatively by key product lines being delayed by the Red Sea issues
earlier in the year and an earlier Easter falling outside the
camping season for the first time since 2018. Poor weather in Q2
compounded the issue reducing demand for seasonal Outdoor Living
product (tents, camping equipment). Operating profit before
adjusting items was £2.3m, up from £1.7m in the prior period,
reflecting the closure of several non-profitable Blacks and Millets
stores and improved supply chain processes that are now delivering
efficiencies.
Geographical Report
£m/26 weeks to 3 August 2024
|
UK
|
Europe
|
North
America
|
Asia
Pacific
|
Total
|
Revenue
|
1,498.6
|
1,547.1
|
1,753.8
|
232.7
|
5,032.2
|
Operating profit before adjusting items*
|
143.6
|
67.9
|
210.6
|
29.0
|
451.1
|
Operating margin before adjusting
items*
|
9.6%
|
4.4%
|
12.0%
|
12.4%
|
9.0%
|
No of stores
|
668
|
1,296
|
2,450
|
92
|
4,506
|
£m/26 weeks to 29 July 2023
|
UK
|
Europe
|
North
America
|
Asia
Pacific
|
Total
|
Revenue
|
1,566.5
|
1,461.2
|
1,514.1
|
242.1
|
4,783.9
|
Operating profit before adjusting items*
|
163.9
|
56.3
|
166.7
|
35.8
|
422.7
|
Operating margin before adjusting
items*
|
10.5%
|
3.9%
|
11.0%
|
14.8%
|
8.8%
|
No of stores
|
674
|
1,334
|
1,247
|
92
|
3,347
|
North America now represents the
largest geographic area from a Revenue and Operating profit before
adjusting items* perspective with 35% of sales and 47% of operating
profit. Hibbett contributed £61.3m Revenue and £13.2m Operating
profit before adjusting items*.
Cashflow Statement
A summary cashflow showing how the
change in cash and cash equivalents(1) is calculated,
can be seen in the table below.
£m
|
26 weeks to 3 August
2024
(unaudited)
|
26 weeks to 29 July
2023
(unaudited)
|
Profit before tax
|
126.3
|
353.7
|
Add back impairments of tangible,
intangible assets and investments
|
95.6
|
7.9
|
Add back non-cash other adjusting
items
|
162.9
|
36.2
|
Depreciation and amortisation of
non-current assets
|
324.4
|
291.9
|
Change in working capital
|
(238.5)
|
(265.0)
|
Repayment of lease
liabilities
|
(189.1)
|
(187.9)
|
Capital expenditure
|
(251.2)
|
(209.1)
|
Income taxes paid
|
(132.4)
|
(109.4)
|
Other
|
(11.9)
|
(37.3)
|
Net
cashflow before dividends, financing. acquisitions and
disposals*
|
(113.9)
|
(119.0)
|
Net cashflow from interest-bearing
loans and borrowings
|
(42.0)
|
(6.6)
|
Drawdown of acquisition
finance
|
801.6
|
-
|
Acquisition of subsidiaries, NCI and
cash consideration of disposals
|
(836.7)
|
(77.3)
|
Equity dividends paid
|
(31.0)
|
-
|
Dividends paid to NCI in
subsidiaries net of dividends received
|
-
|
(2.1)
|
Change in net cash and cash equivalents including foreign
exchange losses1
|
(222.0)
|
(205.0)
|
Cash and cash equivalents(1) at start of the
period
|
1,101.6
|
1,548.9
|
Cash and cash equivalents(1) at end of the
period
|
879.6
|
1,343.9
|
(1) Cash and cash equivalents equates to the cash and cash
equivalents presented in the Consolidated Statement of Cash
Flows
Total depreciation and
amortisation was £324.4m, up £32.5.m or 11.1%, on the prior period,
reflecting an increased investment programme. This included a
£11.6m increase in depreciation on property, plant and equipment
and a £10.6m increase in depreciation on right-of-use assets.
Amortisation of intangibles increased by £10.3m.
There was an increase in working
capital of £238.5m in the period. This was due primarily to an
increase in inventory of £136.9m when compared to the typically
lower year-end balance sheet date position.
Lease liability repayments
increased slightly to £189.1m.
Capital expenditure* in the period
was £251.2m, up £42.1m on the previous period. The increase was due
to planned store openings in FY25, in line with our objective to
increase the JD brand particularly within Europe (£54m) and the US
(£74m).
Logistics expenditure was higher
in the prior period due to capital expenditure incurred prior to
the opening of the Heerlen and Derby distribution centres.
Technology expenditure increased due to investment in the JD head
office and the technology related to the loyalty programme
rollout.
£m
|
26 weeks to 3 August
2024
|
26 weeks to 29 July
2023
|
Investment in physical retail
fascias & gyms
|
£159.9m
|
£119.4m
|
Investment in logistics
infrastructure
|
£61.2m
|
£73.3m
|
Investment in technology &
other
|
£30.1m
|
£16.4m
|
Capital expenditure*
|
£251.2m
|
£209.1m
|
As a result, the net cash outflow
before dividends, financing, acquisitions and disposals* was
£113.9m in the period, compared to an outflow of £119.0m in the
prior period, with the decrease due primarily to lower net working
capital cash outflow.
The cash consideration from
acquisitions and disposals* was £836.7m, as we acquired Hibbett
Sports for £809m, bought NCIs in Sport Zone Canaries, JD Canaries
and DTR Villa LLC, and bought the trade and assets of Simply Gyms,
offset marginally by a net cash inflow from disposals including Gym
King and Bodytone.
The drawdown of financing in the
period was £801.6m, mostly in relation to the acquisition of
Hibbett.
Dividend payments amounted to
£31.0m in the period.
As a result, the change in net
cash and cash equivalents in the period was an outflow of £222.0m.
We still retain a strong balance sheet as our closing cash
and cash equivalents balance was £879.6m.
Net debt was £2,840.1m and net debt before lease liabilities* was
£40.8m.
Total liquidity was £1,777m
including an undrawn committed £675m Revolving Credit Facility and
the undrawn element of a committed $300m US Loan
Facility
Acquisitions and
Disposals
On 27 July 2024, we acquired 100%
of Hibbett, Inc. for $1,077m. It is expected that this acquisition
will strengthen the Group's presence significantly across
southeastern USA. The transaction is anticipated to be accretive in
the first full year of ownership, before benefits from attractive
cost synergy opportunities that are expected to be delivered over
the medium term. Annual cost synergies are expected to be at least
$25m.
Dividend
The Board recognises that the
Group is cash generative and is committed to enhancing returns to
shareholders. In terms of capital allocation, our main priorities
are to invest organically in our business to drive our growth
strategy, supported by a strategic approach to mergers and
acquisitions. These strategic investments include our ongoing
capital expenditure plans, recent cash outlays such as the
acquisition of Hibbett and the ongoing buyout of smaller NCIs; and
future cash outlays such as the proposed Courir acquisition and
then, further out, future payments associated with the potential
buyout of the NCI in North America.
Consequently, the Board is
proposing to increase the interim dividend per share by 10% to
0.33p (H124: 0.30p) reflecting a one-third/two-thirds split between
the interim dividend and the expected final dividend, broadly
reflecting the split of profit generated in the year.
Consolidated Statement of Financial
Position
Total assets were up on the year
end at £9,350.4m (FY24: £8,046.2m), due predominantly to the
acquisition of Hibbett. In terms of our assets, the material
movements in the period were cash, which decreased net of
acquisition financing received, by £206.4m to £946.3m following the
Hibbett acquisition; and inventory, which increased by £421.3m to
£2,014.0m due to the acquisition of Hibbett and the seasonal
increase in inventory of £136.9m.
In terms of our liabilities, the
main movement was an increase of £111.0m in our put and call option
liabilities to £920.8m as a result of the Hibbett acquisition
within the Genesis group and, therefore, the option liability
increased for the 20% share in Hibbett.
Store Portfolio
We have continued to invest in
growing the JD fascia across our key markets, while reducing the
number of non-JD stores, as we pursue our JD First
strategy.
In JD, we opened 83 new JD stores.
In addition, we converted 19 stores to the JD fascia from Finish
Line, ISRG and MIG. We closed 42 stores, of which 15 were JD
fascia, 16 Finish Line, 10 Macy's and one Other. We opened the
period with 1,902 stores, of which 1,254 were the JD fascia (66%),
and we ended the period with 1,951 stores, of which 1,340 were the
JD fascia (69%).
In Complementary Concepts, we
ended the period with 1,940 stores, including the acquisition of
984 Hibbett and 195 City Gear stores, the opening of three DTLR
stores, 13 Shoe Palace stores and one MIG store. Most closures were
from MIG, reducing the number of non-JD stores in Eastern and
Central Europe as we simplify the business, and an additional two
conversions to the JD fascia.
In Sporting Goods and Outdoor, we
opened 12 stores with most spread across Cosmos and Sprinter. We
closed 13 stores with the majority coming from the Blacks
fascia.
A summary of the store movements
in the period is as follows: -
No. of stores
|
Opening
|
New stores
|
Closures
|
Acquisitions
|
Transfers
|
Closing
|
JD
|
|
|
|
|
|
|
JD UK
|
430
|
7
|
(7)
|
0
|
0
|
430
|
JD Europe
|
537
|
49
|
(7)
|
0
|
6
|
585
|
JD North America
|
240
|
24
|
(2)
|
0
|
13
|
275
|
Finish Line
|
606
|
2
|
(26)
|
0
|
(13)
|
569
|
JD Asia Pacific
|
89
|
3
|
0
|
0
|
0
|
92
|
Total
|
1,902
|
85
|
(42)
|
0
|
6
|
1,951
|
Complementary Concepts
|
|
|
|
|
|
|
Community
|
423
|
19
|
(15)
|
1,179
|
0
|
1,606
|
Complementary
|
372
|
1
|
(37)
|
0
|
(2)
|
334
|
Total
|
795
|
20
|
(52)
|
1,179
|
(2)
|
1,940
|
Other
|
1
|
0
|
0
|
0
|
0
|
1
|
Sporting Goods & Outdoor
|
|
|
|
|
|
|
Sporting Goods
|
376
|
7
|
(2)
|
0
|
(4)
|
377
|
Outdoor
|
243
|
5
|
(11)
|
0
|
0
|
237
|
Total
|
619
|
12
|
(13)
|
0
|
(4)
|
614
|
Group
|
3,317
|
117
|
(107)
|
1,179
|
0
|
4,506
|
In addition, the group has 21 JD
stores operating under joint venture agreements in Indonesia and
Israel, opening two new stores within the period. There are also
two new stores operating under franchise agreements in Bahrain and
Egypt.
After opening two new gyms,
closing one gym and acquiring four Simply Gym's, the group now has
90 gyms in the UK market.
No. of stores
|
Opening
|
New Gyms
|
Closures
|
Acquisitions
|
Closing
|
JD Gyms
|
85
|
2
|
(1)
|
4
|
90
|
Unaudited Condensed Consolidated Income
Statement
For the 26 weeks ended 3 August 2024
Note
|
26 weeks to 3 August
2024
(unaudited)
|
Restated(1)
26 weeks to 29 July 2023
(unaudited)
|
Profit before adjusting
items
£m
|
Adjusting
items
£m
|
Profit for the period
£m
|
Profit before adjusting
items
£m
|
Adjusting
items
£m
|
Profit for
the period
£m
|
Revenue
2
|
5,032.2
|
-
|
5,032.2
|
4,783.9
|
-
|
4,783.9
|
Cost of
sales
|
(2,604.2)
|
-
|
(2,604.2)
|
(2,466.5)
|
-
|
(2,466.5)
|
Gross
profit
|
2,428.0
|
-
|
2,428.0
|
2,317.4
|
-
|
2,317.4
|
Selling
and distribution expenses
|
(1,769.1)
|
-
|
(1,769.1)
|
(1,685.0)
|
-
|
(1,685.0)
|
Administrative
expenses
3
|
(223.4)
|
(158.9)
|
(382.3)
|
(225.9)
|
(47.9)
|
(273.8)
|
Share of
profit of equity-accounted investees
|
|
3.4
|
-
|
3.4
|
3.1
|
-
|
3.1
|
Other
operating income
|
12.2
|
-
|
12.2
|
13.1
|
-
|
13.1
|
Operating
profit
|
451.1
|
(158.9)
|
292.2
|
422.7
|
(47.9)
|
374.8
|
Finance
income
|
15.1
|
-
|
15.1
|
16.1
|
-
|
16.1
|
Finance
expenses
|
3
|
(60.6)
|
(120.4)
|
(181.0)
|
(41.0)
|
3.8
|
(37.2)
|
Net financial
expense
|
(45.5)
|
(120.4)
|
(165.9)
|
(24.9)
|
3.8
|
(21.1)
|
Profit before
tax
|
405.6
|
(279.3)
|
126.3
|
397.8
|
(44.1)
|
353.7
|
Income
tax
expense
4
|
(103.9)
|
29.8
|
(74.1)
|
(102.4)
|
6.2
|
(96.2)
|
Profit for the
period
|
301.7
|
(249.5)
|
52.2
|
295.4
|
(37.9)
|
257.5
|
Attributable to equity holders of the parent
|
21.8
|
218.4
|
Attributable to non-controlling interest
|
|
30.4
|
39.1
|
Basic
earnings per ordinary share
|
5
|
0.42p
|
4.23p
|
Diluted
earnings per ordinary share
|
0.42p
|
4.23p
|
(1)
Please refer to Note 14 for further
details of the restatements.
Consolidated Statement of Comprehensive
Income
For the 26 weeks ended 3 August 2024
|
26 weeks to
3
August
2024
(unaudited)
£m
|
Restated(1) 26 weeks to
29 July
2023
(unaudited)
£m
|
Profit for the
period
|
52.2
|
257.5
|
Other
comprehensive income:
|
|
|
Items
that may be classified subsequently to the Consolidated Income
Statement:
|
|
|
Exchange
differences on translation of foreign operations
|
(35.9)
|
(76.1)
|
Total other comprehensive
(expense) for the period
|
(35.9)
|
(76.1)
|
Total comprehensive income
for the period (net of income tax)
|
16.3
|
181.4
|
Attributable to equity holders of the parent
|
(8.3)
|
152.5
|
Attributable to non-controlling interest
|
24.6
|
28.9
|
(1) Please refer to Note 14 for further
details of the restatements.
Unaudited Condensed Consolidated Statement of Financial
Position
As at 3 August 2024
|
As at
3
August
2024
(unaudited)
£m
|
As at
3 February
2024
£m
|
Restated(1)
As at 29 July
2023
(unaudited)
£m
|
Non-current
assets
|
|
|
|
Intangible assets
|
|
|
1,940.4
|
1,429.3
|
1,385.8
|
Property,
plant and equipment
|
|
|
1,349.5
|
1,151.9
|
963.8
|
Investment properties
|
|
|
3.1
|
3.1
|
-
|
Right-of-use assets
|
|
|
2,623.5
|
2,296.6
|
2,208.0
|
Investments in associates and joint ventures
|
|
|
45.9
|
43.5
|
40.6
|
Other
assets
|
|
|
56.0
|
54.3
|
55.4
|
Trade and
other receivables
|
|
|
0.7
|
0.7
|
8.4
|
Deferred
tax assets
|
|
|
38.1
|
23.8
|
32.1
|
Total non-current
assets
|
6,057.2
|
5,003.2
|
4,694.1
|
Current
assets
|
|
|
|
Inventories
|
|
|
2,014.0
|
1,592.7
|
1,625.1
|
Trade and
other receivables
|
|
|
289.5
|
253.0
|
292.0
|
Income
tax receivables
|
43.4
|
10.8
|
0.1
|
Cash and
cash equivalents
|
|
|
946.3
|
1,152.7
|
1,391.1
|
Current assets excluding
held-for-sale
|
3,293.2
|
3,009.2
|
3,308.3
|
Assets
held-for-sale
|
|
|
-
|
33.8
|
92.9
|
Total current
assets
|
3,293.2
|
3,043.0
|
3,401.2
|
Total
assets
|
9,350.4
|
8,046.2
|
8,095.3
|
Current
liabilities
|
|
|
|
Interest-bearing loans and borrowings
|
|
|
(92.6)
|
(92.9)
|
(82.2)
|
Lease
liabilities
|
|
|
(501.2)
|
(415.9)
|
(445.5)
|
Trade and
other payables
|
|
|
(1,488.8)
|
(1,446.1)
|
(1,439.4)
|
Put and
call option liabilities
|
|
|
(206.5)
|
-
|
(495.5)
|
Provisions
|
|
|
(13.3)
|
(7.5)
|
(7.7)
|
Income
tax liabilities
|
(14.2)
|
(25.9)
|
(2.3)
|
Current liabilities
excluding held-for-sale
|
(2,316.6)
|
(1,988.3)
|
(2,472.6)
|
Liabilities held-for-sale
|
|
|
-
|
(8.2)
|
(39.3)
|
Total current
liabilities
|
(2,316.6)
|
(1,996.5)
|
(2,511.9)
|
Non-current
liabilities
|
|
|
|
Interest-bearing loans and borrowings
|
|
|
(813.0)
|
(36.6)
|
(32.4)
|
Lease
liabilities
|
|
|
(2,373.6)
|
(2,068.1)
|
(1,963.1)
|
Other
payables
|
|
|
(139.9)
|
(155.4)
|
(85.7)
|
Put and
call option liabilities
|
|
|
(714.3)
|
(809.8)
|
(824.6)
|
Provisions
|
|
|
(21.5)
|
(21.7)
|
(25.1)
|
Deferred
tax liabilities
|
|
|
(134.0)
|
(89.7)
|
(109.8)
|
Total non-current
liabilities
|
(4,196.3)
|
(3,181.3)
|
(3,040.7)
|
Total
liabilities
|
(6,512.9)
|
(5,177.8)
|
(5,552.6)
|
Net assets
|
2,837.5
|
2,868.4
|
2,542.7
|
Capital and
reserves
|
|
|
|
Issued
ordinary share capital
|
|
|
2.5
|
2.5
|
2.5
|
Share
premium
|
|
|
467.5
|
467.5
|
467.5
|
Retained
earnings
|
2,180.8
|
2,213.8
|
2,192.5
|
Share
based payment reserve
|
|
|
4.2
|
2.9
|
0.5
|
Foreign
currency translation reserve
|
|
|
40.7
|
70.8
|
30.9
|
Put and
call option reserve
|
|
|
(282.5)
|
(301.3)
|
(695.4)
|
Total equity attributable to
equity holders of the parent
|
2,413.2
|
2,456.2
|
1,998.5
|
Non-controlling interest
|
|
|
424.3
|
412.2
|
544.2
|
Total
equity
|
2,837.5
|
2,868.4
|
2,542.7
|
Unaudited Condensed Consolidated Statement of Changes in
Equity
For the 26 weeks ended 3 August 2024
Ordinary
share capital
£m
|
Share premium
£m
|
Retained earnings
£m
|
Put and call option reserve
£m
|
Share-based
payment reserve
£m
|
Foreign currency translation reserve
£m
|
Total equity attributable to equity holders of the
parent
(unaudited)
£m
|
Non- controlling interest
£m
|
Total equity
(unaudited)
£m
|
Balance at 3 February
2024
|
2.5
|
467.5
|
2,213.8
|
(301.3)
|
2.9
|
70.8
|
2,456.2
|
412.2
|
2,868.4
|
Profit
for the period
|
-
|
-
|
21.8
|
-
|
-
|
-
|
21.8
|
30.4
|
52.2
|
Other comprehensive
income:
|
|
|
|
Exchange differences on
translation of foreign operations
|
-
|
-
|
-
|
-
|
-
|
(30.1)
|
(30.1)
|
(5.8)
|
(35.9)
|
Total other comprehensive
(loss)
|
-
|
-
|
-
|
-
|
-
|
(30.1)
|
(30.1)
|
(5.8)
|
(35.9)
|
Total comprehensive income
for the period
|
-
|
-
|
21.8
|
-
|
-
|
(30.1)
|
(8.3)
|
24.6
|
16.3
|
Dividends to equity
holders
|
-
|
-
|
(31.0)
|
-
|
-
|
-
|
(31.0)
|
-
|
(31.0)
|
Lapsed
and disposed put options held by non- controlling
interests
|
-
|
-
|
(14.8)
|
15.5
|
-
|
-
|
0.7
|
-
|
0.7
|
Acquisition of
non-controlling interest
|
-
|
-
|
(9.0)
|
3.3
|
-
|
-
|
(5.7)
|
(9.2)
|
(14.9)
|
Divestment of
non-controlling interest
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(3.3)
|
(3.3)
|
Share-based payment charge
|
-
|
-
|
-
|
-
|
1.3
|
-
|
1.3
|
-
|
1.3
|
Balance at 3 August
2024
|
2.5
|
467.5
|
2,180.8
|
(282.5)
|
4.2
|
40.7
|
2,413.2
|
424.3
|
2,837.5
|
Unaudited Condensed Consolidated
Statement of Changes in Equity
For the 26 weeks ended 29 July 2023
Ordinary
share capital
£m
|
Share premium
£m
|
Retained earnings
£m
|
Put and call option reserve
£m
|
Share-based
payment reserve
£m
|
Foreign currency translation reserve
£m
|
Total equity attributable to equity holders of the
parent
(unaudited)
£m
|
Non- controlling interest
£m
|
Total equity
(unaudited)
£m
|
Balance at 28 January 2023
(as reported)
|
2.5
|
467.5
|
2,011.4
|
(417.9)
|
0.3
|
55.7
|
2,119.5
|
513.9
|
2,633.4
|
Effect of
prior period restatement (Note 14)
|
-
|
-
|
(36.8)
|
(6.7)
|
-
|
41.1
|
(2.4)
|
-
|
(2.4)
|
Balance at 28 January 2023
(restated(1))
|
2.5
|
467.5
|
1,974.6
|
(424.6)
|
0.3
|
96.8
|
2,117.1
|
513.9
|
2,631.0
|
Profit
for the period
(as
reported)
|
-
|
-
|
239.9
|
-
|
-
|
-
|
239.9
|
39.1
|
279.0
|
Prior
period restatements (Note 14)
|
-
|
-
|
(21.5)
|
-
|
-
|
-
|
(21.5)
|
-
|
(21.5)
|
Profit for the
period
(restated(1))
|
-
|
-
|
218.4
|
-
|
-
|
-
|
(218.4)
|
39.1
|
257.5
|
Other comprehensive
income:
|
|
|
|
|
|
|
|
|
|
Exchange differences on
translation of foreign operations
|
-
|
-
|
-
|
-
|
-
|
(65.9)
|
(65.9)
|
(10.2)
|
(76.1)
|
Total
other comprehensive (loss)
|
-
|
-
|
-
|
-
|
-
|
(65.9)
|
(65.9)
|
(10.2)
|
(76.1)
|
Other comprehensive
income:
|
|
|
|
Total comprehensive income
for the period
|
-
|
-
|
218.4
|
-
|
-
|
(65.9)
|
152.5
|
28.9
|
181.4
|
Dividends to equity
holders
|
-
|
-
|
(34.6)
|
-
|
-
|
-
|
(34.6)
|
-
|
(34.6)
|
Put and call options held with
non-controlling interests
|
-
|
-
|
-
|
(428.8)
|
-
|
-
|
(428.8)
|
-
|
(428.8)
|
Lapsed
and disposed put options held by non- controlling interests
(restated(1))
|
-
|
-
|
50.8
|
158.0
|
-
|
-
|
208.8
|
-
|
208.8
|
Acquisition of
non-controlling interest
|
-
|
-
|
(16.1)
|
-
|
-
|
-
|
(16.1)
|
5.1
|
(11.0)
|
Divestment of
non-controlling interest
|
-
|
-
|
(0.6)
|
-
|
-
|
-
|
(0.6)
|
(1.6)
|
(2.2)
|
Share-based payment charge
|
-
|
-
|
-
|
-
|
0.2
|
-
|
0.2
|
-
|
0.2
|
Balance at 29 July
2023
|
2.5
|
467.5
|
2,192.5
|
(695.4)
|
0.5
|
30.9
|
1,998.5
|
544.2
|
2,542.7
|
Unaudited Condensed Consolidated Statement of Cash
Flows
For the 26 weeks ended 3 August 2024
Note
|
26 weeks
to
3 August
2024
(unaudited)
£m
|
26 weeks to
29 July
2023
(unaudited)
£m
|
|
Net cash from operating
activities
10
|
319.1
|
296.7
|
|
Cash flows from investing
activities:
|
|
|
|
Interest
received
|
15.1
|
16.1
|
|
Proceeds
from sale of non-current assets
|
3.0
|
3.5
|
|
Acquisition of intangible assets
|
(13.4)
|
(8.1)
|
|
Acquisition of property, plant and equipment
|
(230.7)
|
(197.7)
|
|
Acquisition of other non-current assets
|
(7.1)
|
(3.3)
|
|
Drawdown
of lease liabilities
|
-
|
0.1
|
-
|
Cash
consideration of disposals (net of cash disposed)
|
4.1
|
(61.3)
|
|
Acquisition of subsidiaries (net of cash acquired)
|
(816.2)
|
-
|
|
Net cash used in investing
activities
|
(1,045.2)
|
(250.7)
|
|
Cash flows from financing
activities:
|
|
|
|
Repayment
of interest-bearing loans and borrowings
|
(44.5)
|
(39.4)
|
|
Drawdown
of interest-bearing loans and borrowings
|
803.8
|
32.8
|
|
Repayment
of lease liabilities
|
(189.1)
|
(188.0)
|
|
Deferred
consideration paid
|
-
|
(3.6)
|
|
Acquisition of non-controlling
interests
|
(24.5)
|
(12.4)
|
|
Equity dividends paid
|
(31.0)
|
-
|
|
Dividends paid to non-controlling
interests in subsidiaries
|
-
|
(2.1)
|
|
Net cash used in financing
activities
|
514.7
|
(212.7)
|
|
Net (decrease) in cash and
cash equivalents
|
(211.4)
|
(166.7)
|
|
Cash and cash equivalents at
the beginning of the period
|
1,101.6
|
1,548.9
|
|
Foreign
exchange losses on cash and cash equivalents
|
(10.6)
|
(38.3)
|
|
Cash and cash equivalents at
the end of the period
|
879.6
|
1,343.9
|
|
|
|
|
|
|
1. Basis of
Preparation
General Information
JD Sports Fashion Plc (the
'Company') is a Company incorporated in the United Kingdom and
registered in England and Wales. The financial statements for the
26-week period ended 3
August 2024 represent those of the Company
and its subsidiaries (together referred to as the 'Group'). The
financial statements will be approved for issue by the Board of
Directors in due course.
Basis of
Preparation
While the financial information
included in this preliminary announcement has been prepared in
accordance with the recognition and measurement criteria of
International Financial Reporting Standards (IFRSs) and IAS 34 -
Interim financial reporting; this announcement does not itself
contain sufficient information to comply with IFRSs.
These unaudited condensed
consolidated interim financial statements have been prepared in
accordance with the Disclosure Guidance and Transparency Rules of
the UK Financial Conduct Authority, and with IAS 34 'Interim
Financial Reporting' under UK-adopted international accounting
standards. Unless otherwise stated, the accounting policies
applied, and the judgements, estimates and assumptions made in
applying these policies, are consistent with those used in
preparing the Annual Report and Financial Statements 2024. The
financial period represents the 26 weeks ended 3 August 2024 (prior
financial period 26 weeks ended 29 July 2023, prior financial year
53 weeks ended 3 February 2024).
These condensed consolidated
interim financial statements for the current period and prior
financial periods do not constitute statutory accounts as defined
in section 434 of the Companies Act 2006. A copy of the statutory
accounts for the prior financial year has been filed with the
Registrar of Companies. The auditor's report on those accounts was
not qualified, did not include a reference to any matters to which
the auditor drew attention by way of emphasis without qualifying
the report and did not contain statements under section 498 (2) or
(3) of the Companies Act 2006. The Directors consider it
appropriate to adopt the going concern basis of accounting in
preparing the financial statements of the Group. In assessing the
group's going concern at HY25, we confirmed that the FY24 severe
but plausible scenarios, which were aligned to the group's risk
register and, as a result, the principal risks section of the
Annual Report, were still appropriate and relevant. For HY25 we
confirmed that the scenarios run and the headroom available from
the FY24 year-end analysis and calculations are materially
consistent at HY25, including the impact of the Hibbett
acquisition. As at 3 August 2024 JD plc had net cash before lease
liabilities of £40.8m and total available liquidity of £1,777m
including an undrawn committed £675m Revolving Credit Facility, and
the undrawn element of a committed $300m US Loan Facility. The
Directors have, at the time of approving the condensed consolidated
interim financial statements, a reasonable expectation that the
Group has adequate resources to continue in operational existence
for the foreseeable future, which reflects a period of 12 months
from the date of approval of the condensed consolidated interim
financial statements and have concluded that there are no material
uncertainties relating to going concern.
The Directors have therefore
continued to adopt the going concern basis in preparing the
condensed consolidated interim financial statements.
Alternative Performance Measures
The Directors measure the
performance of the Group based on a range of financial measures,
including measures not recognised by International Accounting
Standards ('IAS') in conformity with the requirements of the
Companies Act 2006. These Alternative Performance Measures may not
be directly comparable with other companies' Alternative
Performance Measures and the Directors do not intend these to be a
substitute for, or superior to, IFRS measures. The Directors
believe that these Alternative Performance Measures assist in
providing additional useful information on the trading performance
of the Group.
Alternative Performance Measures
are also used to enhance the comparability of information between
reporting periods, by accounting for adjusting items. Adjusting
items are disclosed separately when they are considered unusual in
nature and not reflective of the trading performance and
profitability of the Group. The separate reporting of adjusting
items, which are presented as adjusting within the relevant
category in the Consolidated Income Statement, helps provide an
indication of the Group's trading performance. An explanation as to
why items have been classified as adjusting items
is given in Note 3. Further information can be found in the
Alternative Performance Measures section.
Adoption of New and Revised
Standards
The following amendments became
effective for the period commencing 4
February 2024. These have no significant impact on the consolidated
results or financial position.
-
Amendments to IFRS 10 - Lease Liability in a Sale
and Leaseback (effective from 1 January 2024).
-
Amendments to IAS 1 - Non-Current Liabilities
with Covenants (effective from 1 January 2024).
-
Amendments to IFRS 7 and IAS 7 - Supplier Finance
Arrangements (effective from 1 January 2024).
-
Classification of Liabilities as Current or
Non-Current (Amendments to IAS 1 (effective from 1 January
2024)
The following amendments are in
issue but have yet to become effective. These are not expected to
have a significant impact on the consolidated results or financial
position.
-
Amendments to IAS 21 - Lack of Exchangeability
(effective from 1 January 2025).
-
Amendments to IFRS 9 Financial Instruments and
IFRS 7 Financial Instruments: 'Disclosures: Classification and
Measurement of Financial Instruments' (effective from 1 January
2026)
1. Basis of
Preparation (continued)
IAS 12 Income Taxes
The Group has adopted the
amendments to IAS 12 which apply to income taxes arising from tax
law enacted, or substantively enacted, to implement the Pillar Two
model rules published by the Organisation
for Economic Co-operation and Development
('OECD').
The amendments include a mandatory
temporary exemption of the accounting requirement for deferred
taxes under IAS 12, such that an entity neither recognises nor
discloses information regarding deferred tax
assets and liabilities in respect of Pillar Two. The Group has
adopted this exemption.
Other
The Group continues to monitor the
potential impact of other new standards and interpretations which
may be endorsed and require adoption by the Group in future
reporting periods. The Group does not consider that any other
standards, amendments or interpretations issued
by the IASB, but not yet applicable, will have a significant impact
on the financial statements.
Critical Accounting Judgements and Key Sources of Estimation
Uncertainty
The preparation of financial
statements in conformity with adopted IFRSs requires management to
make judgements, estimates and assumptions that affect the
application of policies and reported amounts of assets and
liabilities, income and
expenses.
The estimates and associated
assumptions are based on historical experience and various other
factors that are believed to be reasonable under the circumstances,
the results of which form the basis of making the judgements and
estimates about carrying values of assets and liabilities that are
not readily apparent from other sources. Actual results may differ
from these estimates.
Critical Accounting Judgements
The following are critical
judgements, apart from those involving estimations (which are
presented separately below), that management have made in the
process of applying the Group's accounting policies and that have
the most effect on the amounts recognised in the consolidated
Group financial statements.
Adjusting Items
Management exercises significant
judgement in assessing whether items should be classified as
adjusting items. This assessment covers the nature of the item,
cause of occurrence and/or scale of impact of that item on the
reported performance. In determining whether an item should be
presented as adjusting the Group considers items which are
significant because of either their size or their nature
which management believes would distort an
understanding of earnings if not separately presented. In line with
the majority of large, UK-listed retail companies, the Group has
extended its definition of adjusting Items to include
amortisation of acquired intangibles. This
provides an indication of the Group's trading
performance in the normal course of business.
An explanation as to why items
have been classified as adjusting is given in Note 3. Further
information about metrics that the Group utilises
which exclude adjusting items can be found in the Alternative
Performance Measures section.
Key Sources of Estimation Uncertainty
The key assumptions about the
future, and other key sources of estimation uncertainty at the
reporting period end, that may have a significant risk of causing a
material adjustment to the carrying amount of assets and
liabilities within the next financial year are discussed
below:
Genesis Put and Call Option
Genesis Put and Call
Option agreements that allow the Group's equity
partners to require the Group to purchase a
non-controlling interest are recorded in the Consolidated
Balance Sheet initially at the present value of the
redemption amount, in accordance with IAS 32
Financial Instruments: Presentation. On initial recognition,
the corresponding amount is recognised against
the put and call option reserve.
Changes in the measurement of the financial liability due to the
unwinding of the discount or changes in the amount that the Group
could be required to pay are recognised in
the Consolidated Income Statement. If the contract expires
without delivery, the carrying amount of the financial liability is
reclassified to equity, otherwise the financial liability is
derecognised for the amount
settled.
The significant option outstanding
as at 3 August 2024 relates to the Genesis Topco Inc ("Genesis"),
which holds the Group's North American business. The Genesis put
and call liability at 3 August 2024 was £890.2m (2023 (restated):
£767.2m).
The Group uses a third-party
valuation expert to independently determine the present value of
the exercise price of the Genesis put and call options. The
approach uses a Monte-Carlo simulation model applying a geometric
Brownian motion to project the share price and an arithmetic
Brownian motion for the projection of EBITDA forecasts. See Note 8
for the full accounting policy.
The critical estimate used for the
calculation used to value the put and call option liability is the
EBITDA forecasts and growth assumptions for future period used.
Further information about the sensitivities used can be found in
Note 8.
1. Basis of
Preparation (continued)
Accounting Policies
Supplier Rebates
Supplier rebates include promotion
cost contributions and marketing initiative support and are
recognised in the Consolidated Financial Statements when they are
contractually agreed with the supplier and can be reliably
measured. Such rebates typically relate to the launch of such
initiatives and therefore rebate income is typically recognised
across the period in which launch costs are recognised.
Contributions towards store
fixtures are recognised as a credit within the Consolidated Income
Statement within the period in which they are received. Other
rebates are agreed with suppliers retrospectively once specific
targets have been achieved and recognised after the end of the
relevant supplier's financial year.
Segmental Analysis
As announced in the Group's FY24
Trading Update on 28 March 2024, the current interim period to 3
August 2024 has been presented under the new segmentation used for
reporting. The appointment of Regis Shultz
as CEO on 2 August 2022 and subsequent announcement of a refinement
in strategy at the Capital Markets Day on 2 February 2023 has
resulted in a change in focus with respect to JD fascia's,
territories and vision for the Group over the next five years. This
has continued to lead to various changes in, organisation
structure, internal reporting, business review and resource
allocation over the 2023-2024 period including the appointment of a
new CFO in May 2023 (joining in October 2023). Consequently, a new
reporting structure has been derived in order to provide the Chief
operating decisions maker ("CODM") the information required to
deliver the renewed strategy for the Group. The internal reporting
changed at the beginning of FY25, and therefore this was the
trigger event to change the operating segments.
Adjusting items
In line with the majority of
large, UK-listed retail companies, the Group has extended
its definition of adjusting Items to include
amortisation of acquired intangibles. This
more appropriately represents the underlying
trading performance of the Group. There has been a
restatement of the prior year comparatives to charge £24.6m to
adjusting items. See Note 3.
2. Segmental
Analysis
IFRS 8 'Operating Segments'
requires the Group's segments to be identified on the basis of
internal reports about components of the Group
that are regularly reviewed by the 'CODM' ('Chief Operating
Decision Maker') to allocate resources to
the segments and to assess their performance. The CODM
is considered to be the Chief Executive Officer
of JD Sports Fashion Plc. Information reported to the CODM is
focused on the nature of the businesses within the Group. The
Group's reportable segments under IFRS 8 are JD,
Complementary Concepts and Sporting Goods and
Outdoors. In accordance with IFRS 8.12, we
have aggregated several operating segments with similar economic
characteristics into each reporting segment and concluded that, in
doing so, the aggregation is still consistent with the core
principles of IFRS 8.
When aggregating the operating
segments into each reporting segment, we have primarily taken
into consideration:
-
IFRS 8.12.a the nature of products or
services
-
IFRS 8.12.c the type or class of
customer
-
IFRS 8.12.d the methods used to distribute their
products.
The CODM
receives and reviews segmental operating profit.
Certain central administrative costs including Group Directors'
salaries are included within the Group's JD result. This is
consistent with the results as reported to the CODM.
IFRS 8 requires disclosure of information regarding revenue from
major customers. The majority of the Group's revenue is derived
from the retail of a wide range of apparel, footwear and
accessories to the general public. As such, the disclosure
of revenues from major customers is not
appropriate.
Information regarding the Group's reportable
segments for
the 26
weeks to
3 August
2024 is
shown below:
Income
statement
|
JD
£m
|
Complementary Concepts
£m
|
Sporting Goods and
Outdoors
£m
|
Other
£m
|
Total
(unaudited)
£m
|
Revenue
|
3,572.7
|
714.8
|
710.3
|
34.4
|
5,032.2
|
Gross margin
|
49.5%
|
46.4%
|
43.8%
|
45.9%
|
48.2%
|
Operating profit before adjusting
items
|
318.2
|
98.4
|
30.0
|
4.5
|
451.1
|
Adjusting items within
administrative expenses
|
(118.9)
|
(35.2)
|
(4.8)
|
-
|
(158.9)
|
Operating profit
|
199.3
|
63.2
|
25.2
|
4.5
|
292.2
|
Net Finance expense
|
(29.6)
|
(7.4)
|
(8.4)
|
(0.1)
|
(45.5)
|
Adjusting items within financial
expenses
|
(120.4)
|
-
|
-
|
-
|
(120.4)
|
Profit before tax
|
49.3
|
55.8
|
16.8
|
4.4
|
126.3
|
Income tax expense
|
|
|
|
|
(74.1)
|
Profit for the period
|
|
|
|
|
52.2
|
Total assets and
liabilities
|
JD
£m
|
Complementary Concepts
£m
|
Sporting Goods
and Outdoors
£m
|
Other
£m
|
Total
(unaudited)
£m
|
Total assets
|
5,852.0
|
2,156.0
|
1,300.8
|
41.6
|
9,350.4
|
Total liabilities
|
(4,662.4)
|
(815.1)
|
(1,022.9)
|
(12.5)
|
(6,512.9)
|
Total segment net assets
|
1,189.6
|
1,340.9
|
277.9
|
29.1
|
2,837.5
|
Other segment
information
|
JD
£m
|
Complementary Concepts
£m
|
Sporting Goods and
Outdoors
£m
|
Other
£m
|
Total
(unaudited)
£m
|
Capital expenditure:
|
|
|
|
|
|
Intangible assets (software
development)
|
13.1
|
-
|
0.3
|
-
|
13.4
|
Property, plant and
equipment
|
193.5
|
26.9
|
10.3
|
-
|
230.7
|
Other non-current
assets
|
2.6
|
-
|
4.5
|
-
|
7.1
|
Total
|
209.2
|
26.9
|
15.1
|
-
|
251.2
|
Depreciation, amortisation and impairments:
|
|
|
|
|
|
Amortisation of intangible
assets
|
27.3
|
12.1
|
4.9
|
-
|
44.3
|
Depreciation of property, plant
and equipment
|
72.3
|
12.7
|
14.7
|
0.2
|
99.9
|
Impairment of non-current assets
(adjusting items)
|
95.6
|
-
|
-
|
-
|
95.6
|
Total
|
404.4
|
51.7
|
34.7
|
0.2
|
491.0
|
|
|
|
|
|
|
|
2. Segmental
Analysis (continued)
Information regarding the Group's reportable
segments for
the 26
weeks to
29 July
2023 is
shown below:
Income
statement
|
JD
£m
|
Complementary
Concepts
£m
|
Sporting Goods and
Outdoors
£m
|
Other
£m
|
Total
(unaudited)
£m
|
Revenue
|
3,336.6
|
636.6
|
743.9
|
66.8
|
4,783.9
|
Gross margin
|
49.5%
|
47.5%
|
44.6%
|
44.9%
|
48.4%
|
Operating profit before adjusting
items
|
305.5
|
86.3
|
24.5
|
6.4
|
422.7
|
Adjusting items within
administrative expenses
|
(28.0)
|
(13.6)
|
(6.0)
|
(0.3)
|
(47.9)
|
Operating profit
|
277.5
|
72.7
|
18.5
|
6.1
|
374.8
|
Net Finance expense
|
(10.9)
|
(7.6)
|
(5.9)
|
(0.5)
|
(24.9)
|
Adjusting items within financial
expenses
|
3.8
|
-
|
-
|
-
|
3.8
|
Profit before tax
|
270.4
|
65.1
|
12.6
|
5.6
|
353.7
|
Income tax expense
|
-
|
-
|
-
|
-
|
(96.2)
|
Profit for the period
|
-
|
-
|
-
|
-
|
257.5
|
|
|
|
|
|
|
|
Total assets and
liabilities
|
JD
£m
|
Complementary
Concepts
£m
|
Sporting Goods
and Outdoors
£m
|
Other
£m
|
Total
(unaudited)
£m
|
Total assets
|
|
5,304.2
|
1,394.6
|
1,363.0
|
33.5
|
8,095.3
|
Total liabilities
|
|
(4,245.7)
|
(456.5)
|
(839.7)
|
(10.7)
|
(5,552.6)
|
Total segment net assets
|
|
1,058.5
|
938.1
|
523.3
|
22.8
|
2,542.7
|
|
|
|
|
|
|
|
|
Other segment
information
|
JD
£m
|
Complementary Concepts
£m
|
Sporting Goods
and Outdoors
£m
|
Other
£m
|
Total
(unaudited)
£m
|
Capital expenditure:
|
|
|
|
|
|
Intangible assets (software
development)
|
7.7
|
0.2
|
0.2
|
-
|
8.1
|
Property, plant and
equipment
|
172.7
|
11.1
|
13.4
|
0.5
|
197.7
|
Other non-current
assets
|
3.3
|
-
|
-
|
-
|
3.3
|
Total
|
183.7
|
11.3
|
13.6
|
0.5
|
209.1
|
Depreciation, amortisation and impairments:
|
|
|
|
|
|
Amortisation of intangible
assets
|
18.9
|
12.1
|
4.9
|
-
|
35.9
|
Depreciation of property, plant
and equipment
|
62.4
|
11.0
|
13.6
|
0.6
|
87.6
|
Impairment of non-current assets
(adjusting items)
|
-
|
-
|
-
|
7.9
|
7.9
|
Impairment of non-current assets
(non-adjusting items)
|
-
|
-
|
-
|
1.7
|
1.7
|
Total
|
265.0
|
34.4
|
32.1
|
10.7
|
342.2
|
2. Segmental
Analysis (continued)
Geographical Information
The Group's operations are located
in the UK, Andorra, Australia, Austria, Belgium, Bosnia and
Herzegovina, Bulgaria, Canada, Croatia, Cyprus, Czech Republic,
Denmark, Estonia, Finland, France, Germany, Greece, Hong Kong,
Hungary, India, Indonesia, Israel, Italy, Latvia, Lithuania,
Malaysia, the Netherlands, New Zealand, Poland, Portugal, the
Republic of Ireland ('ROI'), Romania, Serbia, Singapore, Slovakia,
Slovenia, Spain and the Canary Islands, Sweden, Thailand, and the
US.
The following table provides
analysis of the Group's revenue by geographical market,
irrespective of the origin of the goods/services.
Revenue
|
26
weeks to
3 August
2024
(unaudited)
£m
|
26 weeks
to
29
July 2023
(unaudited)
£m
|
UK
|
1,498.7
|
1,525.9
|
Europe
|
1,547.1
|
1,482.0
|
North America
|
1,753.8
|
1,520.4
|
Asia Pacific
|
232.6
|
255.6
|
|
5,032.2
|
4,783.9
|
The revenue from any individual
country, with the exception of the UK, US and Spain, is not more
than 10% of the Group's total revenue.
Revenue by
channel
Revenue
|
26 weeks
to
3 August
2024
(unaudited)
£m
|
26 weeks
to
29
July 2023
(unaudited)
£m
|
Retail stores
|
3,924.9
|
3,591.5
|
Online
|
1,043.8
|
1,059.6
|
Other (1)
|
63.5
|
132.8
|
|
5,032.2
|
4,783.9
|
(1) Other relates to
revenue from leisure club memberships, wholesale and commission
sales.
Revenue by
product type
Revenue
|
26
weeks to
3 August 2024
(unaudited)
£m
|
26 weeks
to
3
July 2023
(unaudited)
£m
|
Footwear
|
3,008.6
|
2,743.9
|
Apparel
|
1,501.3
|
1,490.2
|
Accessories
|
295.6
|
298.9
|
Other (2)
|
226.7
|
250.9
|
|
5,032.2
|
4,783.9
|
(2) Other relates to
revenue from sales of outdoor living equipment, delivery income and
revenue from leisure club memberships.
The following is an analysis of
the carrying amount of segmental non-current assets by the
geographical area in which the assets are located:
Non-current assets
|
26
weeks ended
3
August 2024
(unaudited)
£m
|
53 weeks
ended
3
February 2024
(unaudited)
£m
|
26 weeks
ended
29 July
2023
(unaudited)
£m
|
UK
|
1,158.8
|
1,254.1
|
1,208.8
|
Europe
|
1,867.2
|
1,702.5
|
1,538.5
|
North America
|
2,880.9
|
1,901.7
|
1,672.1
|
Asia Pacific
|
150.3
|
144.9
|
96.7
|
|
6,057.2
|
5,003.2
|
4,516.1
|
3. Adjusting
Items
The Group exercises judgement in
assessing whether items should be classified as adjusting items.
This assessment covers the nature of the item, cause of occurrence
and scale of impact of that item on the reported performance. In
determining whether an item should be presented as adjusted items,
the Group considers items which are significant because of either
their size or their nature. In order for an item to be presented as
adjusted items, it should typically meet at least one of the
following criteria:
-
Impairments of tangible and intangible assets,
investments and loan receivables not recoverable
-
Unusual in nature or outside the normal course of
business (for example, the non-cash movement in the present value
of put and call options)
-
Items directly incurred as a result of either an
acquisition, including amortisation of acquired intangibles;
a divestment, or a major
business change or restructuring programme.
The separate reporting of items,
which are presented as adjusting items within the relevant category
in the Consolidated Income Statement, helps provide an indication
of the Group's trading performance in the normal course of
business. The tax impact of these adjusting items is a tax credit
of £29.8m (HY24: £6.2m) as shown on the face of the Consolidated
Income Statement.
|
26 weeks
to
3
August
2024
(unaudited)
£m
|
Restated(1)
26 weeks to
29
July
2023
(unaudited)
£m
|
|
|
|
Note
|
Impairments of tangible and
intangible assets and investments:
|
|
|
Impairments of tangible and intangible assets and
investments (2)
|
|
101.6
|
7.9
|
Items as a
result of acquisitions, divestments, major business changes
or restructuring:
|
|
|
Divestment and restructuring
(3)
|
12.7
|
15.4
|
Acquisition-related costs
(4)
|
22.1
|
-
|
Amortisation of acquired intangibles (5)
|
22.5
|
24.6
|
Administrative expenses -
Adjusting items
|
158.9
|
47.9
|
Items that are unusual in
nature or outside the normal course of business:
|
|
|
Movement
in present value of put and call options (6)
8
|
120.4
|
(3.8)
|
Finance expenses - Adjusting
items
|
120.4
|
(3.8)
|
Adjusting
items
|
279.3
|
44.1
|
|
|
|
|
(1) Please refer to Note
14 for further details of the restatement.
(2) The impairment of
tangible and intangible assets and investments in the current
period relates to the impairment of fascia name and assets arising
on the acquisition of Swim! (£13.3m) and fixed assets in relation
to closure of group distribution centres (£88.3m).
(3) The Group incurred
£12.7m of loss on divestments and restructuring of group
companies.
(4) Acquisition-related
costs of £22.1m are in respect of the Courir and Hibbett
acquisitions, of which Courir remains subject to clearance by the
European Commission and, as at the date of this report, has not
been concluded.
(5) In the current
period, we have reclassified amortisation on acquired intangibles
to adjusting items, as per disclosed in the FY24 Annual
Report.
(6) The £120.4m debit in
the present value of the put and call options reflects changes in
the present value of the future buyouts of NCIs and comprises
primarily Genesis Topco Inc (£126.7m charge) and DTLR (£6.3m
credit). The credit on Genesis is driven by the acquisition of
Hibbett, which has been brought into the Genesis group. In
addition, there was a credit of £6.3m in relation to the DTLR
option, which was revalued prior to the acquisition of the
non-controlling interest.
4. Tax
Expense
The total tax charge included in
the Consolidated Income Statement consists of current and deferred
tax.
Current Income Tax
Current tax is the expected tax
payable on taxable income for the financial period, using the
applicable enacted tax rates in each relevant jurisdiction. Tax
expense is recognised in the Consolidated Income Statement except
to the extent it relates to items recognised in the Consolidated
Statement of Comprehensive Income or directly in the Consolidated
Statement of Changes in Equity, in which case it is recognised in
the relevant statement, respectively.
|
26
weeks
to
3 August
2024
(unaudited)
£m
|
Restated(1)
26 weeks to
29
July
2023
(unaudited)
£m
|
Current tax
|
|
|
UK corporation tax at
25.0%/24.0%
|
98.2
|
94.0
|
Adjustment relating to prior
periods
|
(0.6)
|
-
|
Total current tax charge
|
97.6
|
94.0
|
Deferred tax
|
|
|
Deferred tax (origination and
reversal of temporary differences)
|
(23.5)
|
2.0
|
Adjustment relating to prior
periods
|
-
|
0.2
|
Total deferred tax
(credit)/charge
|
(23.5)
|
2.2
|
Income tax expense
|
74.1
|
96.2
|
5. Earnings per Ordinary
Share
Basic and Adjusted Earnings per Ordinary
Share
The calculation of basic earnings
per ordinary share at 3 August 2024 is based on the profit for the
period attributable to equity holders of the parent of £21.8m
(HY24: £218.4m restated (1)) and a weighted average number of ordinary shares outstanding
during the 26 week period ended 3 August 2024 of 5,183,135,745
(HY24: 5,158,497,877).
There have been no other
transactions involving ordinary shares or potential ordinary shares
in the period or since the period end date and the date of signing
of these financial statements.
Adjusted basic earnings per
ordinary share have been based on the profit for the period
attributable to equity holders of the parent for each financial
period but excluding the post-tax effect of adjusting items. The
Directors consider that this gives a more useful measure of the
trading performance and profitability of the Group.
|
26 weeks to
3
August
2024
(unaudited)
£m
|
Restated(1)
26 weeks to
29
July
2023
(unaudited)
£m
|
Profit for the period attributable
to equity holders of the parent
|
21.8
|
218.4
|
Adjusting
items attributable to equity holders of the
parent
|
274.7
|
41.0
|
Tax relating to adjusting items
|
(29.5)
|
(5.2)
|
Profit
for the period attributable to equity holders of the parent
excluding adjusting items
|
267.0
|
254.2
|
|
millions
|
millions
|
Weighted
average number of ordinary shares at end of the period
(basic)
|
5,183.1
|
5,158.5
|
Dilution
- Effect of potentially dilutive share options and
awards
|
0.7
|
-
|
Weighted
average number of ordinary shares at the end of the period
(diluted)
|
5,158.9
|
5,158.6
|
|
|
|
Basic
earnings per ordinary share
|
0.42p
|
4.23p
|
Diluted
earnings per ordinary share
|
0.42p
|
4.23p
|
|
|
|
Adjusted
basic earnings per ordinary share
|
5.15p
|
4.93p
|
Adjusted
diluted earnings per ordinary share
|
5.15p
|
4.93p
|
(1) Please refer to Note
14 for further details of the restatement.
6. Acquisitions
Business
Combinations
The Group accounts for business
combinations using the acquisition method when control is
transferred to the Group. The Group controls an entity when it is
exposed to, or has rights to, variable returns from its involvement
with the entity and has the ability to affect the returns through
its power over the entity.
Costs related to the acquisition,
other than those associated with the issue of debt or equity
securities, that the Group incurs in connection with a business
combination are expensed as incurred.
The consideration transferred in
the acquisition is measured at fair value, as are the identifiable
net assets acquired. Any goodwill that arises is tested annually
for impairment; however, any resulting impairment will not be tax
deductible. The consideration transferred does not include amounts
related to the settlement of pre-existing relationships. Such
amounts are generally recognised in the Consolidated Income
Statement.
The valuation techniques used for
measuring the fair value of material assets and liabilities
acquired are as follows:
-
Intangible assets (fascia names) - The relief
from royalty method considers the discounted estimated royalty
payments that are expected to be avoided as a result of the
intangible assets being owned.
-
Inventories - The fair value is determined based
on the estimated selling price in the ordinary course of business
less the estimated costs of completion and sale, and a reasonable
profit margin based on the effort required to sell the
inventories.
-
Leases - A right-of-use asset and lease liability
are recognised and measured as if the acquired lease were a new
lease at the date of acquisition. The lease liability is measured
at the present value of the remaining lease payments, using a
discount rate determined in accordance with IFRS 16 at the date of
acquisition. The right-of-use asset is measured at an amount equal
to the recognised liability adjusted to reflect the favourable or
unfavourable terms of the lease, relative to market
terms.
-
Owned property - The cost approach considers the
cost to replace the existing property, less physical depreciation,
plus the fair value of the land. The value of the properties is
derived by adding the estimated value of the land to the cost of
constructing a reproduction or replacement for the improvements and
then subtracting the amount of depreciation.
-
Property, plant and equipment - These assets are
valued at the depreciated reproduction cost giving consideration to
functional and economic obsolescence. Where applicable, the
remaining lease terms associated with each store or location were
considered.
-
Assembled workforce - In accordance with IAS 38,
the assembled workforce is not recognised as a separate intangible
asset but is subsumed within goodwill. The assembled workforce is
valued using the replacement cost method, which estimates the costs
the acquirer would pay to replace the fully trained and capable
workforce. The acquirer would not have to incur cost associated
with recruiting and training the employees.
6. Acquisitions (continued)
Current Period Acquisitions
Acquisition of Hibbett, Inc. (100%)
On 25 July 2024, the Group
acquired, via its existing subsidiary Genesis Holdings, Inc., 100%
of the issued share capital of Hibbett, Inc. ('Hibbett') for total
cash consideration of $1,076.9m (£836.1m).
Headquartered in Birmingham,
Alabama, Hibbett is a leading sports fashion-inspired retailer with
1,179 stores, as of 25 July 2024, located in communities in 36
states across the US. Hibbett has been serving customers for more
than 75 years with convenient locations, personalised customer
service and access to leading brands such as Nike, Adidas and
Jordan across footwear, apparel and accessories. The acquisition
expands on the Group's presence in the US market.
As part of the acquisition method
of accounting, the assets and liabilities of Hibbett have been
converted from US generally accepted accounting principles (GAAP)
to IFRS Accounting Standards. There are no adjustments which are
considered material for the Group, the most significant adjustment
relates to the capitalisation of cloud computing costs, resulting
in a reduction in the value of total assets amounting to
£8.1m.
The table below sets out the
identifiable net assets attributable to the acquisition of Hibbett
as of the acquisition date and includes the effects of adjustments
on the acquisition date balance sheet made during the measurement
period and detailed below.
|
Book Value
£m
|
Measurement
adjustments
£m
|
Provisional fair value at
25 July
2024
£m
|
Acquiree's net assets at acquisition date:
|
|
|
|
Non-Current
Assets
|
|
|
|
Intangible assets
|
26.2
|
152.5
|
178.7
|
Property,
plant and equipment
|
146.4
|
36.4
|
182.8
|
Right of
Use Assets, net
|
221.0
|
8.8
|
229.8
|
Other
Assets
|
3.1
|
-
|
3.1
|
Current
Assets
|
|
|
|
Inventories
|
292.7
|
(1.6)
|
291.1
|
Cash and
cash equivalents
|
24.0
|
-
|
24.0
|
Trade and
other receivables
|
15.0
|
(7.4)
|
7.6
|
Prepaid
and Others
|
16.7
|
(2.8)
|
13.9
|
Refundable Income Tax
|
9.3
|
-
|
9.3
|
Deferred
Tax Asset
|
4.5
|
(4.5)
|
-
|
Current
Liabilities
|
|
|
|
Trade and
other payables - current
|
(177.4)
|
-
|
(177.4)
|
Current
Lease Liability
|
(61.1)
|
(0.4)
|
(61.5)
|
Non-Current
Liabilities
|
|
|
|
Trade and
other payables - non-current
|
(1.7)
|
-
|
(1.7)
|
Non-Current Lease Liability
|
(195.2)
|
20.7
|
(174.5)
|
Deferred
Tax Liability
|
(3.7)
|
(50.8)
|
(54.5)
|
Net identifiable
assets
|
319.8
|
150.9
|
470.7
|
Goodwill
on acquisition
|
|
|
365.4
|
Total
consideration
|
|
|
836.1
|
The excess of consideration paid
over the fair value of the net assets on acquisition of £365.4m
represents goodwill that reflects the market position of the
business, the assembled workforce, the potential future growth
opportunities from existing and new retail stores, and cost
synergies across our North American businesses. The goodwill
is not deductible for tax purposes at the
consolidated level.
6. Acquisitions
(continued)
Measurement adjustments
Additional intangible assets of
£152.5m have been recorded in relation to the acquisition; and
within this is £156.4m representing the fair value of fascia names.
Deferred tax liabilities of £50.8m have been recognised in relation
to intangible assets. Further fair value adjustments of £45.3m have
been made to the acquisition date balance sheet of Hibbett. This
amount includes a £36.4m increase in the value of property, plant
and equipment and a £1.6m reduction in the value of
inventory.
In addition, as noted above, lease
liabilities have been remeasured as if the acquired leases were a
new lease at the acquisition date resulting in a decrease in the
lease liability (current and non-current) of £20.3m. This decrease
in the liability arises due to i) the application of a discount
rate determined in accordance with IFRS 16 at the acquisition date
and ii) alignment with the Group's accounting policy whereby
non-lease service components are charged to the Consolidated Income
Statement. Under its previous US GAAP accounting policy, Hibbett
elected to combine non-lease service components with a lease
component and account for them as part of its fixed asset payments
thus including them in the measurement of the lease
liability.
The associated right of use asset
is remeasured on acquisition at an amount equal to the recognised
lease liability and then adjusted to reflect the favourable or
unfavourable terms of the lease, relative to market
terms.
The measurement difference in
relation to prepayments and other assets reflects a difference in
the accounting treatment of capitalised software development costs
between the accounting policies of the Group and those policies
previously applied by Hibbett under US GAAP. Under US GAAP, Hibbett
capitalised certain costs relating to the configuration of cloud
computing arrangements. Under the Group's accounting policy,
directly attributable software development costs in relation to the
configuration and customisation of cloud computing arrangements are
only capitalised to the extent they give rise to an asset
controlled by the Group. The Group has conducted an assessment and
identified £9.4m of costs, capitalised as intangible assets and
prepayments under US GAAP at the date of acquisition, which would
not be capitalised under IFRS. As a result, an adjustment has been
made to the opening balance sheet to reduce prepayments by £1.6m
and intangible assets by £7.8m with a corresponding increase to
goodwill.
The trade and other receivables
acquired, post measurement adjustments of £7.6m, net of provision,
are expected to be recovered in full. The gross trade and other
receivables acquired amounted to £7.9m.
Currently all balances remain
provisional and will be finalised in the next accounting period.
These balances remain provisional due to outstanding relevant
information regarding facts and circumstances that existed as of
the acquisition date and/or where valuation work is still
being finalised. This is due to the proximity of the completion
date of the acquisition and issuing of the condensed consolidated
interim financial statements. This includes finalisation of the
impact of the measurement differences between the US GAAP
accounting policies applied by Hibbett and the accounting policies
of the Group in relation to the acquired lease
portfolio.
Included in the 26 week period
ended August 3, 2024, was revenue of £61.3m and a profit before tax
and adjusting items of £13m in respect of Hibbett.
Acquisition costs amounting to
£15.8m related to the acquisition of Hibbett by the Group have been
recognised within adjusting items in the Consolidated Income
Statement.
Current Period Acquisitions - Acquisition of Non-Controlling
Interests
Acquisition of the Non-Controlling Interest in Sport Zone
Canaries (40%) and JD Canaries (10%)
On 8 April 2024, JD Spain Sports
Fashion 2010 SL acquired the 10% minority shareholding in JD Canary
Islands Sports SL, ('JD Canary') and SDSR - Sports Division
SR, S.A. ('Sport Zone Portugal') acquired the 40% minority
shareholding in Sport Zone Canarias (SL). Total consideration for
both shareholdings was €19.9m. The JD Canary acquisition aligns
with the JD Brand First strategy, whilst the Sport Zone Portugal
acquisition promotes the JD Complementary Concepts.
Acquisition of the Non-Controlling Interest in DTLR Villa LLC
(1.155%)
On 15 July 2024, JD acquired
1.018% of the remaining 1.155% issued share capital in its existing
subsidiary DTLR Villa LLC for cash consideration of $8.5m. On 19
July 2024 JD acquired the remaining 0.137% issued share capital of
DTLR Villa LLC for cash consideration of $1.1m. The Group now owns
100% of the issued share capital of DTLR Villa LLC. In accordance
with IFRS 10, the Group had previously assessed and concluded that
it controlled the subsidiary. As the step-up acquisition in July
2024 does not result in a change of control, this has been
accounted for as an equity transaction.
Other Current Period Acquisitions
Acquisition of the Trade and Assets of Simply
Gyms
On 18 March 2024, JD Gyms acquired
the trade and assets of four 'Simply Gym' sites from Bay Leisure
Limited for £3.4 million (of which £0.7 million was
deferred). The sites will be converted to JD Gyms under a phased
conversion programme.
6. Acquisitions (continued)
Prior Period Acquisitions - Acquisition of Non-Controlling
Interests
JD Sports Fashion Germany GmbH
On 25 April 2023, JD Sports
Fashion Plc ('JD') acquired the remaining 20% of the issued share
capital in its existing subsidiary JD Sports Fashion Germany GmBH
('JD Germany') for a cash consideration of €7.2m (£6.1m). The Group
now owns 100% of the issued share capital of JD Germany. In
accordance with IFRS 10, the Group had previously assessed and
concluded that it controlled the subsidiary. As the step-up
acquisition on 25 April 2023 does not result in a change of
control, this has been accounted for as an equity
transaction.
JD Sports Fashion SDN BDH
On 30 August 2023, JD acquired the
remaining 20% of the issued share capital in its existing
subsidiary JD Sports Fashion SDN BDH ('JD Malaysia') for a cash
consideration of 195.5m MYR (£35.5m). The Group now owns 100% of
the issued share capital of JD Malaysia. In accordance with IFRS
10, the Group had previously assessed and concluded that it
controlled the subsidiary. As the acquisition on 30 August 2023
does not result in a change of control, this has been accounted for
as an equity transaction.
Iberian Sports Retail Group S.L.
On 10 October 2023, JD acquired
the remaining 49.99% of the issued share capital in its existing
subsidiary Iberian Sports Retail Group S.L. ('ISRG') for a cash
consideration of €500.1m (£434.6m). At the date of the step-up
acquisition the Group held a put and call option liability
recognised in the period on the remaining 49.99% which carried a
value of £428.8m. The Group now owns 100% of the issued share
capital of ISRG. In accordance with IFRS 10, the Group had
previously assessed and concluded that it controlled the
subsidiary. As the acquisition on 10 October 2023 does not result
in a change of control, this has been accounted for as an equity
transaction.
Marketing Investment Group S.A.
On 21 December 2023, JD acquired
the remaining 40% of the issued share capital in its existing
subsidiary Marketing Investment Group S. A. ('MIG') for a cash
consideration of 343.2m PLN (£68.7m). At the date of the step-up
acquisition the Group held a put and call option liability on the
remaining 40% which carried a value of £66.7m. The Group now owns
100% of the issued share capital of MIG. In accordance with IFRS
10, the Group had previously assessed and concluded that it
controlled the subsidiary. As the step-up acquisition on 21
December 2023 does not result in a change of control, this has been
accounted for as an equity transaction.
Other Acquisitions of Non-Controlling
Interest
During the period ended 3 February
2024, the group made four other acquisitions of non-controlling
interests which were not material for a cash consideration of
£6.9m.
Other Acquisition related activities
At FY24 the Mainline menswear
fashion business was classified as held for sale, due to the Group
actively looking to sell the business. However, since the year end
the Group proposed to buy out the non-controlling interest and so
the business has not been classified as held for sale at HY25.
Subsequent to the HY25 period end the Group has agreed to buy out
the non-controlling interest, see Note 13 for post balance sheet
event disclosure.
7. Divestments
Current Period - Non-Significant
Divestments
On 28 July 2024, the Group
disposed of Gym King Limited (40% equity interest) a fixed asset
investment in a joint venture for cash consideration of £2.0
million.
On 7 March 2024, the Group
disposed of Bodytone Limited (50.1% equity interest) for cash
consideration of €2.4m.
8. Put and Call Option
Liabilities
Put and call options are in place
over all or part of the remaining non-controlling interest
shareholding in various subsidiaries. The Group recognises put and
call options over non-controlling interests in its subsidiary
undertakings as a liability in the Consolidated Statement of
Financial Position at the present value of the estimated exercise
price of the put and call options. The only material put and call
option remaining
at 3 August 2024 is Genesis at £890.2m (HY24: Genesis (restated)
£767.2m, MIG £66.7m, ISRG (restated) £434.6m).
The Group has used a third-party
valuation expert to estimate the present value of the Group's
material put and call option liabilities (Genesis) using a
Monte-Carlo simulation model, applying a geometric Brownian motion
to project the share price and an arithmetic Brownian motion for
the projection of EBITDA. The option formula and multiple are
usually stated in the option agreement, allowing the strike price
to be calculated from the simulated EBITDA; however, in the absence
of a specified formula or multiple, the Group estimates this based
on current evidence in the Mergers and Acquisitions market and the
Group's past experience of multiples paid
for similar businesses. Upon initial recognition
of put and call options, a corresponding entry is made to Other
Equity (put and call option reserve), and for subsequent changes
on remeasurement of the liability the corresponding entry is made
to adjusting items in the Consolidated Income
Statement.
Inputs to the Monte-Carlo simulation models
The Group used the Board approved
3-year plan to estimate profit and cash flow forecasts for future
periods, and for the Hibbett business has used a draft business
plan prepared for the Board.
In estimating the present value of
the Group's material put and call option liabilities, the key
inputs to the Monte-Carlo simulation models are: -
-
The EBITDA forecasts and growth assumptions for
future periods, including forecast net cash/debt and forecast
capital expenditure, working capital movements and
taxation.
-
The EBITDA, which is projected using an
Arithmetic Brownian Motion using EBITDA drift. The drift for each
time period is estimated from forecast EBITDA and its standard
deviation is estimated from historical EBITDA data.
-
The risk-free discount rates, reflecting the
current market assessment of the time value of money, used to
discount the purchase price (subject to the option pricing cap as
defined in the shareholder agreement) to the present
value.
8. Put and Call Option
Liabilities (continued)
Other options
Within Other Options the
largest value option is Cosmos
£23.7m (HY24 (restated): £17.9m). Due to there being no
trigger events impacting the other options, no valuation
adjustments have been made, with the exception of the DTLR option
which was revalued to fair value prior to the buyout in July 2024. The remaining options are valued in house, and
total £6.9m (HY24 (restated): £33.7m).
Iberian Sports Retail Group
('ISRG')
£m
|
Genesis Topco Inc
('Genesis')
£m
|
Marketing
Investment Group
S.A. ('MIG')
£m
|
Other
£m
|
Total Liability
(unaudited)
£m
|
At 28 January
2023
|
138.6
|
801.1
|
52.4
|
69.1
|
1,061.2
|
Effect of
prior period restatement
|
67.8
|
(18.2)
|
-
|
(6.1)
|
43.5
|
At
28 January 2023 - restated(1)
|
206.4
|
782.9
|
52.4
|
63.0
|
1,104.7
|
Acquisitions - restated(1)
|
428.8
|
-
|
-
|
-
|
428.8
|
Options
lapsed and disposed during the period
|
(196.7)
|
-
|
-
|
(8.8)
|
(205.5)
|
Increase/(decrease) in the present value of the existing
option liability - restated(1)
|
(3.9)
|
(15.7)
|
14.3
|
(2.6)
|
(7.9)
|
At 29 July 2023 -
restated(1)
|
434.6
|
767.2
|
66.7
|
51.6
|
1,320.1
|
Iberian Sports Retail Group
('ISRG')
£m
|
Genesis Topco Inc
('Genesis')
£m
|
Marketing
Investment Group
S.A. ('MIG')
£m
|
Other
£m
|
Total Liability
(unaudited)
£m
|
At 3 February
2024
|
-
|
763.5
|
-
|
46.3
|
809.8
|
Options
lapsed and disposed during the period
|
-
|
-
|
-
|
(1.9)
|
(1.9)
|
Options
bought out
|
-
|
-
|
-
|
(7.5)
|
(7.5)
|
Increase/(decrease) in the present value of the existing
option liability
|
-
|
126.7
|
-
|
(6.3)
|
120.4
|
At 3 August
2024
|
-
|
890.2
|
-
|
30.6
|
920.8
|
(1) Please refer to Note
14 for further details of the restatement.
9. Dividends
Dividend distribution to the
Company's shareholders is recognised as a
liability in the Group Financial Statements in the period in which
it is approved.
After the reporting date, the
following dividend was proposed by the Directors and will be
payable to all shareholders on the register at 8
November 2024. The dividends were not provided for at the reporting
date.
Dividends on Issued Ordinary Share Capital
|
26 weeks to
3 August 2024
(unaudited)
£m
|
26 weeks to
29 July
2023
(unaudited)
£m
|
Final
dividend of 0.6 pence (2024: 0.67 pence)
per qualifying ordinary share paid in respect of prior period, but
not recognised as a liability in that
period
|
31.1
|
34.6
|
Interim
dividend declared but not paid in respect of the period of 0.33
pence (2024: 0.30 pence) per qualifying ordinary share paid in
respect of current period
|
17.1
|
15.5
|
|
48.2
|
50.1
|
10. Reconciliation of Profit
After Taxation to Cash Flows from Operating
Activities
|
26 weeks to
3 August 2024
(unaudited)
£m
|
26 weeks to
29 July 2023
(unaudited)
£m
|
Cash flows from operating
activities
|
|
|
Profit
for the period
|
52.2
|
257.5
|
Adjustments
for:
|
|
|
Income
tax expense (non-adjusting)
|
74.1
|
96.2
|
Finance
expenses (non-adjusting)
|
60.6
|
41.0
|
Finance
expenses (adjusting)
|
120.4
|
(3.8)
|
Finance
income
|
(15.1)
|
(16.1)
|
Depreciation and amortisation of non-current assets
(non-adjusting)
|
324.4
|
291.9
|
Depreciation and amortisation of non-current assets
(adjusting)
|
22.5
|
24.6
|
Foreign
exchange gains on monetary assets and liabilities
|
-
|
(2.3)
|
Share
based payment charge
|
1.3
|
-
|
(Profit)/Loss on disposal of non-current
assets
|
(3.0)
|
2.5
|
Impairment of other intangibles and non-current assets
(non-adjusting)
|
-
|
1.7
|
Impairment of goodwill and fascia names
(adjusting)
|
1.3
|
7.9
|
Impairment of other intangibles and non-current assets
(adjusting)
|
94.3
|
-
|
Other
non-cash adjusting items
|
19.7
|
15.4
|
Forward
contract
|
0.9
|
(1.3)
|
Share of
profit of equity-accounted investees (net of tax)
|
(3.4)
|
(3.1)
|
Operating cashflow before
working capital changes
|
750.2
|
712.1
|
Increase
in inventories
|
(136.9)
|
(213.1)
|
Increase
in trade and other receivables
|
(30.0)
|
(43.8)
|
Decrease
in trade and other payables
|
(71.5)
|
(8.1)
|
Cash generated from
operations
|
511.8
|
447.1
|
Interest
paid
|
(10.9)
|
(4.2)
|
Lease
interest paid
|
(49.4)
|
(36.8)
|
Income
taxes paid
|
(132.4)
|
(109.4)
|
Net cash from operating
activities
|
319.1
|
296.7
|
11. Analysis of Net
Debt
Net debt consists of cash and cash
equivalents together with other borrowings from bank loans and
overdrafts, other loans, loan notes, lease liabilities and other
similar hire purchase contracts:
|
53 weeks ended
3
February
2024
£m
|
On acquisition/ disposal of subsidiaries
£m
|
Cash flow £m
|
FX Movements
£m
|
Non-cash Movements
£m
|
IFRS 16 Additions and Remeasurement
Adjustments
£m
|
26 weeks ended
3
August
2024
(unaudited)
£m
|
Restated(1)
26 weeks ended
29 July
2023
(unaudited)
£m
|
Cash and
cash equivalents
|
1,152.7
|
24.0
|
(230.4)
|
(8.8)
|
8.8
|
-
|
946.3
|
1,391.1
|
Overdrafts
|
(59.9)
|
-
|
(5.0)
|
(1.8)
|
-
|
-
|
(66.7)
|
(47.2)
|
Cash and
cash equivalents held-for-sale
|
8.8
|
-
|
-
|
-
|
(8.8)
|
-
|
-
|
-
|
Cash and cash equivalents
for the purposes of the Consolidated Statement of
Cash Flows
|
1,101.6
|
24.0
|
(235.4)
|
(10.6)
|
-
|
-
|
879.6
|
1,343.9
|
Bank
loans
|
(69.6)
|
(28.7)
|
(760.4)
|
19.9
|
-
|
-
|
(838.8)
|
(67.4)
|
Net cash before lease
liabilities
|
1,032.0
|
(4.7)
|
(995.8)
|
9.3
|
-
|
-
|
40.8
|
1,276.5
|
Lease liabilities
|
(2,484.0)
|
(236.0)
|
189.1
|
6.1
|
-
|
(356.1)
|
(2,880.9)
|
(2,407.9)
|
Total
liabilities from financing activities
|
(2,553.6)
|
(264.7)
|
(571.3)
|
26.0
|
-
|
(356.1)
|
(3,719.7)
|
(2,475.3)
|
Net debt
|
(1,452.0)
|
(240.7)
|
(806.7)
|
15.4
|
-
|
(356.1)
|
(2,840.1)
|
(1,131.5)
|
12. Contingent
Liabilities
The activities of the Group are
overseen by a number of regulators around the world and, whilst the
Group strives to ensure full compliance with all its regulatory
obligations, periodic reviews are inevitable which may result in a
financial penalty. If the risk of a financial penalty arising from
one of these reviews is more than remote but not probable or cannot
be measured reliably then the Group will disclose this matter as a
contingent liability. If the risk of a financial penalty is
considered probable and can be measured reliably then the Group
would make a provision for this matter.
13. Post Balance Sheet Events -
Divestments
Acquisition of the 20% Non-Controlling Interest in Mainline
Menswear
On 27 September 2024, JD Sports
Fashion plc acquired the 20% non-controlling interest in Mainline
Menswear Holdings Limited. The consideration paid was £8.5m with
additional deferred consideration payable in 2026 subject to the
achievement of performance conditions. The Group now owns 100% of
Mainline Menswear Holdings Limited and its subsidiary.
14. Prior Period
Adjustments
In completing its FY23 year end,
the Group identified a number of prior period adjustments,
impacting the opening position at 28 January 2023 and the period
ended 29 July 2023. The impact of the prior period adjustments on
the primary statements is presented in the table below.
Put and Call Options
During the financial period ended
3 February 2024, the Group reviewed the accounting for put and call
options and noted a put and call option obligation that was not
previously recorded, but which should have been recognised in
relation to the buy/sell agreement with Sonae Holdings, S.A., which
held 29.99% of Iberian Sports Retail Group SL. Accordingly, the
Group has restated the amounts at 30 January 2022 to recognise the
present value of that obligation by increasing the put and call
option liabilities by £58.2 million, with a debit to the put and
call option reserve of £15.1m and a brought forward retained
earnings impact of £43.1m. The subsequent remeasurement of that
obligation during the period ended 28 January 2023 has also been
recorded as a prior period adjustment, resulting in an increase in
the put and call option liability of £9.6 million with a
corresponding charge to the FY23 income statement.
The Group reviewed the accounting
for other put and call options and concluded that there were
adjustments required to correct the historic accounting in respect
of those options. Notably, it was identified that the purchase
price cap that is contained within the Genesis Topco Inc put and
call option agreement had not been correctly factored in to the put
and call option liability valuation in the prior period. It was
also identified that the Group had used inappropriate discount
rates to measure certain put and call liabilities and had failed to
identify service provisions within certain other
agreements.
Consequently, the Group has
restated the amounts 29 July 2023 which impacted:
- the Group's net assets at 29 July
2023 by £77.2m, with a corresponding impact on retained
earnings of £71.8m and on the put and call option
reserve of £5.4m;
Reclassifications
It was identified during the
financial period ended 3 February 2024 that the Group had
previously been recording the remeasurement charge in relation to
put and call option valuations as an adjusting item within
administrative expenses within the income statement. As the
movement relates to options over the Group's own equity, it is
financing in nature and should be presented as an adjusting item
within finance expenses. Accordingly, a reclassification has been
made in the income statement for the period ended 29 July 2023 in
the amount of £25.0m.
The tables below reconcile the
overall movement in the financial statements in relation to the
prior period adjustments outlined above:
26 weeks to 29 July
2023
|
|
|
|
|
ISRG Put and Call
Option
£m
|
Other
options
£m
|
Net impact
(unaudited)
£m
|
Net assets
|
(67.8)
|
(9.4)
|
(77.2)
|
Retained earnings
|
(52.7)
|
(19.1)
|
(71.8)
|
Put and call option
reserve
|
(15.1)
|
9.7
|
(5.4)
|
Leases
During the financial period ended
3 February 2024, the Group reviewed the leases portfolio and
identified property leases that should have been recognised in
prior periods. Accordingly, the Group has restated the right-of-use
assets and corresponding lease liabilities as at 29 July 2023
amounting to £99.9m. The Group has also identified an overstatement
of leases in MIG resulting in restatement of right-of-use assets
and corresponding lease liabilities as at 29 July 2023 amounting to
£8.0m. The net impact to right-of- use assets and lease liabilities as at 29 July
2023 amounts to £91.9m.
Foreign Exchange
During the financial period ended
3 February 2024, the Group reviewed the foreign currency
translation of goodwill and fascia names and identified an error in
foreign currency translation arising from accounting of prior
period acquisitions resulting in the understatement of goodwill and
fascia balances and overstatement of foreign currency translation
reserve. Accordingly, the Group has restated the goodwill and
fascia balances and related foreign currency translation reserve as
at 29 July 2023 by £41.1m.
Supplier Rebates
During the financial period ended
3 February 2024, the Group reviewed the accounting for supplier
rebates related to marketing initiative support and concluded that
such rebates should be recognised within cost of sales instead of
being recognised within administrative expenses. Accordingly, the
Group has restated the related supplier rebates costs for the
period ended 29 July 2023 amounting to £20.4m.
14. Prior Period
Adjustments (continued)
The following tables summarize the
annual Consolidated Statements for the periods indicated, giving
effect to the restatements described above.
Consolidated Income Statement
For the 26-week period ended 29 July 2023
Reported
£m
|
Put and call options
£m
|
Supplier
Rebates
£m
|
Voluntary change in accounting policy
£m
|
Restated
(unaudited)
£m
|
Revenue
|
4,783.9
|
-
|
-
|
-
|
4,783.9
|
Cost of
Sales
|
(2,486.9)
|
-
|
20.4
|
-
|
(2,466.5)
|
Gross
profit
|
2,297.0
|
-
|
20.4
|
-
|
2,317.4
|
Selling
and distribution expenses
|
(1,664.6)
|
-
|
(20.4)
|
-
|
(1,685.0)
|
Administrative expenses - before adjusting items
|
(250.2)
|
(0.3)
|
-
|
24.6
|
(225.9)
|
Administrative expenses - adjusting items
|
1.7
|
(25.0)
|
-
|
(24.6)
|
(47.9)
|
Administrative expenses -
total
|
(248.5)
|
(25.3)
|
-
|
-
|
(273.8)
|
Share of
profit of equity-accounted investees
|
3.1
|
-
|
-
|
-
|
3.1
|
Other
operating income
|
13.1
|
-
|
-
|
-
|
13.1
|
Operating
profit
|
400.1
|
(25.3)
|
-
|
-
|
374.8
|
Finance
income
|
16.1
|
-
|
-
|
-
|
16.1
|
Finance
expenses
|
(41.0)
|
3.8
|
-
|
-
|
(37.2)
|
Net
finance expense
|
(24.9)
|
3.8
|
-
|
-
|
(21.1)
|
Profit
before tax
|
375.2
|
(21.5)
|
-
|
-
|
353.7
|
Income
tax expense
|
(96.2)
|
-
|
-
|
-
|
(96.2)
|
Profit for the
period
|
279.0
|
(21.5)
|
-
|
-
|
257.5
|
Attributable to equity holders of the parent
|
239.9
|
(21.5)
|
-
|
-
|
218.4
|
Attributable to non-controlling interest
|
39.1
|
-
|
-
|
-
|
39.1
|
Basic
earnings per ordinary share
|
4.65p
|
(0.42p)
|
-
|
-
|
4.23
|
Diluted
earnings per ordinary share
|
4.65p
|
(0.42p)
|
-
|
-
|
4.23
|
Consolidated Statement of Comprehensive
Income
For the 26-week period ended 29 July 2023
Reported
£m
|
Put and
call options
£m
|
Supplier
Rebates
£m
|
Restated
(unaudited)
£m
|
Profit for the
period
|
279.0
|
(21.5)
|
-
|
257.5
|
Other
comprehensive income:
|
|
Items that
may be classified subsequently to the Consolidated Income
Statement:
|
|
Exchange
differences on translation of foreign balances
|
(76.1)
|
-
|
-
|
(76.1)
|
Total other comprehensive
income for the period
|
(76.1)
|
-
|
-
|
(76.1)
|
Total comprehensive income
and expense for the period (net of income tax)
|
202.9
|
(21.5)
|
-
|
181.4
|
Attributable to equity holders of the parent
|
174.0
|
(21.5)
|
-
|
152.5
|
Attributable to non-controlling interest
|
28.9
|
-
|
-
|
28.9
|
14. Prior Period
Adjustments (continued)
Consolidated Statement of Financial
Position
For the 26-week period ended 29 July 2023
Reported
£m
|
Put and call options
£m
|
Leases
£m
|
Foreign exchange
£m
|
Impact of prior period adjustments to opening
balances
£m
|
Restated
(unaudited)
£m
|
Non-current
assets
|
|
Intangible assets
|
1,344.7
|
-
|
-
|
41.1
|
-
|
1,385.8
|
Property,
plant and equipment
|
963.8
|
-
|
-
|
-
|
-
|
963.8
|
Right-of-use assets
|
2,071.1
|
-
|
91.9
|
-
|
45.0
|
2,208.0
|
Investments in associates and joint ventures
|
40.6
|
-
|
-
|
-
|
-
|
40.6
|
Other
assets
|
55.4
|
-
|
-
|
-
|
-
|
55.4
|
Trade and
other receivables
|
8.4
|
-
|
-
|
-
|
-
|
8.4
|
Deferred
tax assets
|
32.1
|
-
|
-
|
-
|
-
|
32.1
|
Total non-current
assets
|
4,516.1
|
-
|
91.9
|
41.1
|
45.0
|
4,694.1
|
Current
assets
|
|
|
|
|
|
|
Inventories
|
1,625.1
|
-
|
-
|
-
|
-
|
1,625.1
|
Trade and
other receivables
|
292.1
|
-
|
-
|
-
|
-
|
292.1
|
Cash and
cash equivalents
|
1,391.1
|
-
|
-
|
-
|
-
|
1,391.1
|
Current assets excluding
held-for-sale
|
3,308.3
|
-
|
-
|
-
|
-
|
3,308.3
|
Assets
held-for-sale
|
92.9
|
-
|
-
|
-
|
-
|
92.9
|
Total current
assets
|
3,401.2
|
-
|
-
|
-
|
-
|
3,401.2
|
Total
assets
|
7,917.3
|
-
|
91.9
|
41.1
|
45.0
|
8,095.3
|
Current
liabilities
|
|
Interest-bearing loans and borrowings
|
(82.2)
|
-
|
-
|
-
|
-
|
(82.2)
|
Lease
liabilities
|
(432.0)
|
-
|
(7.2)
|
-
|
(6.3)
|
(445.5)
|
Trade and
other payables
|
(1,439.4)
|
-
|
-
|
-
|
-
|
(1,439.4)
|
Put and
call option liabilities
|
(495.5)
|
-
|
-
|
-
|
-
|
(495.5)
|
Provisions
|
(7.7)
|
-
|
-
|
-
|
-
|
(7.7)
|
Income
tax liabilities
|
(2.3)
|
-
|
-
|
-
|
-
|
(2.3)
|
Current liabilities excluding
held-for-sale
|
(2,459.1)
|
-
|
(7.2)
|
-
|
(6.3)
|
(2,472.6)
|
Liabilities held-for-sale
|
(39.3)
|
-
|
-
|
-
|
-
|
(39.3)
|
Total current
liabilities
|
(2,498.4)
|
-
|
(7.2)
|
-
|
(6.3)
|
(2,511.9)
|
Non-current
liabilities
|
|
|
|
|
|
|
Interest-bearing loans and borrowings
|
(32.4)
|
-
|
-
|
-
|
-
|
(32.4)
|
Lease
liabilities
|
(1,840.0)
|
-
|
(84.7)
|
-
|
(38.4)
|
(1,963.1)
|
Other
payables
|
(85.7)
|
-
|
-
|
-
|
-
|
(85.7)
|
Put and
call option liabilities
|
(822.0)
|
40.9
|
-
|
-
|
(43.5)
|
(824.6)
|
Provisions
|
(25.1)
|
-
|
-
|
-
|
-
|
(25.1)
|
Deferred
tax liabilities
|
(109.8)
|
-
|
-
|
-
|
-
|
(109.8)
|
Total non-current
liabilities
|
(2,915.0)
|
40.9
|
(84.7)
|
-
|
(81.9)
|
(3,040.7)
|
Total
liabilities
|
(5,413.4)
|
40.9
|
(91.9)
|
-
|
(88.2)
|
(5,552.6)
|
Net assets
|
2,503.9
|
40.9
|
-
|
41.1
|
(43.2)
|
2,542.7
|
Capital and
reserves
|
|
Issued
ordinary share capital
|
2.5
|
-
|
-
|
-
|
-
|
2.5
|
Share
premium
|
467.5
|
-
|
-
|
-
|
-
|
467.5
|
Retained
earnings
|
2,193.6
|
35.4
|
-
|
-
|
(36.5)
|
2,192.5
|
Share
based payment reserve
|
0.5
|
-
|
-
|
-
|
-
|
0.5
|
Foreign
exchange translation reserve
|
(10.2)
|
-
|
-
|
41.1
|
-
|
30.9
|
Put and
call option reserve
|
(694.2)
|
5.5
|
-
|
-
|
(6.7)
|
(695.4)
|
Total equity attributable to
equity holders of the parent
|
1,959.7
|
40.9
|
-
|
41.1
|
(43.2)
|
1,998.5
|
Non-controlling interest
|
544.2
|
-
|
-
|
-
|
-
|
544.2
|
Total
equity
|
2,503.9
|
40.9
|
-
|
41.1
|
(43.2)
|
2,542.7
|
Alternative Performance
Measures
The Directors measure the
performance of the Group based on a range of financial measures,
including measures not recognised by UK-adopted International
Financial Reporting Standards. These Alternative Performance
Measures may not be directly comparable with other companies'
Alternative Performance Measures and the Directors do not intend
these to be a substitute for, or superior to, IFRS measures. The
Directors believe that these Alternative Performance Measures
assist in providing additional useful information on the trading
performance of the Group. Alternative Performance Measures are also
used to enhance the comparability of information between reporting
periods, by excluding adjusting items. The Group's operating and
reportable segments under IFRS 8 are JD, Complementary Concepts,
and Sporting Goods and Outdoors, however, more granular information
is provided within these Alternative Performance Measures which the
Directors believe will further enhance the readers understanding of
the Group.
Adjusted Basic
Earnings per
Share
The calculation of basic earnings
per share is detailed in Note 5 to the financial statements.
Adjusted basic earnings per ordinary share has been based on the
profit for the period attributable to equity holders of the parent
for each financial period but excluding the post-tax effect of
certain adjusting items. A reconciliation between basic earnings
per share and adjusted basic earnings per share is shown
below:
|
2024
(unaudited)
|
Restated(1)
2023
(unaudited)
|
Basic
earnings per share per Note 5
|
0.42p
|
4.23p
|
Adjusting
items
|
5.30p
|
0.80p
|
Tax
relating to adjusting items
|
(0.57)p
|
(0.10)p
|
Adjusted basic earnings per
ordinary share
|
5.15p
|
4.93p
|
(1) Please refer to Note
14 for further details of the restatement.
Adjusting
Items
The Group exercises judgement in
assessing whether items should be classified as adjusting items.
This assessment covers the nature of the item, cause of occurrence
and scale of impact of that item on the reported performance. In
determining whether an item should be presented as adjusting items,
the Group considers items which are significant because of either
their size or their nature which management believe would distort
an understanding of earnings if not adjusted. In order for an item
to be presented as an adjusting item, it should typically meet at
least one of the following criteria:
-
Impairments of tangible and intangible assets,
investments and loan receivables not recoverable
-
Unusual in nature or outside the normal course of
business (for example, the non-cash movement in the present value
of put and call options)
-
Items directly incurred as a result of either an
acquisition, including amortisation of acquired intangibles;
a divestment, or a major
business change or restructuring programme.
The separate reporting of items,
which are presented as adjusting items within the relevant category
in the Consolidated Income Statement, helps provide an indication
of the Group's trading performance in the normal course of
business. An explanation as to why individual items have been
classified as adjusting is given in Note 3 to the interim financial
statements.
Furthermore, Alternative
Performance Measures excluding adjusting items are intended to
enhance the comparability of information between reporting periods
and to help to provide an indication of the Group's trading
performance.
Capital
Expenditure
Capital Expenditure is the measure
of total cash invested each period to maintain or build new retail
fascias, logistics infrastructure, or technology assets. This
investment is in the ongoing business and is invested to deliver
growth in organic sales or improvements in gross profit or
operating profit. This Alternative Performance Measure is therefore
useful to understand the investment the company is making in its
ongoing assets for which a return on investment is expected in the
future.
This measure excludes other items
within net cash used in investing activities in the cashflow
statement as these are not related to investments in the ongoing
business, but to acquisitions, investments or disposals of
subsidiaries or joint ventures, proceeds of sale of non-current
assets or interest received.
The table below details the
cashflow expenditure on capital investment as detailed in the
Consolidated Statement of Cash Flows:
|
26 weeks to 3 August 2024
(unaudited)
£m
|
26 weeks to 3
August 2023
(unaudited)
£m
|
Acquisition of intangibles (software development)
|
13.5
|
8.1
|
Acquisition of property, plant and equipment
|
230.7
|
197.7
|
Acquisition of other non-current assets
|
7.0
|
3.3
|
Total capital
expenditure
|
251.2
|
209.1
|
Alternative Performance Measures (continued)
Capital Expenditure (continued)
An alternative presentation of
this is as follows:
|
26 weeks to 3 August 2024
(unaudited)
£m
|
26 weeks to 28
July 2023
(unaudited)
£m
|
Investment in physical retail fascias
|
159.9
|
119.4
|
Investment in logistics infrastructure
|
61.2
|
73.3
|
Investment in technology and other
|
30.1
|
16.4
|
Total capital
expenditure
|
251.2
|
209.1
|
Effective Tax Rate Before Adjusting Items
Being the adjusted tax charge as a
percentage of the adjusted profit before tax as outlined in the
Consolidated Income Statement.
|
26 weeks to 3 August 2024
(unaudited)
£m
|
Restated(1)
26 weeks to
28 July 2023
(unaudited)
£m
|
Income
tax expense
|
74.1
|
96.2
|
Profit
before tax
|
126.3
|
353.7
|
Effective tax
rate
|
58.7%
|
27.2%
|
|
26 weeks to 3 August 2024
(unaudited)
|
Restated(1)
26 weeks to
28 July 2023
(unaudited)
|
Income
tax expense before adjusting items
|
103.9
|
102.4
|
Profit
before tax and adjusting items
|
405.6
|
397.8
|
Effective tax rate before
adjusting items
|
25.6%
|
25.7%
|
(1) Please refer to Note
14 for further details of the restatement.
Income Tax Expense Before Adjusting Items
Income tax expense before the
impact of adjusting items as shown in the Consolidated Income
Statement and used in the Adjusted Effective Rate of Taxation
measure shown above.
|
26 weeks to 3 August 2024
(unaudited)
£m
|
Restated(1)
26 weeks to
28 July 2023
(unaudited)
£m
|
Income
tax expense
|
74.1
|
96.2
|
Effect of
adjusting items on income tax
|
29.8
|
6.2
|
Income tax expense before
adjusting items
|
103.9
|
102.4
|
(1) Please refer to Note
14 for further details of the restatement.
Net Cashflow Before Dividends,
Financing, Acquisitions and Disposals
Net cashflow before dividends,
financing, acquisitions and disposals is the movement in cash and
cash equivalents period on period excluding the impact of
acquisition of subsidiaries or non-controlling interests, cash
proceeds from disposals, purchase of equity investments, dividends
paid to equity shareholders and non-controlling
interests.
This performance measure gives
insight into the cash generated from the annual operations of the
business including capital expenditure reinvested in the business
and excludes cashflows related to dividends and acquisitions and
disposals as these decisions are outside the normal course of
business operations.
|
26 weeks to
3
August 2024
(unaudited)
£m
|
Restated(1)
26 weeks to
28 July 2023
(unaudited)
£m
|
Profit
before tax
|
126.3
|
353.7
|
Add back
impairments of intangible assets and investments
|
95.6
|
7.9
|
Add back
other non-cash adjusting items
|
162.9
|
36.2
|
Depreciation and amortisation of non-current
assets
|
324.4
|
291.9
|
Change in
working capital
|
(238.5)
|
(265.0)
|
Repayment
of lease liabilities
|
(189.1)
|
(187.9)
|
Capital
expenditure
|
(251.2)
|
(209.1)
|
Income
taxes paid
|
(132.4)
|
(109.4)
|
Other
|
(11.9)
|
(37.3)
|
Net cashflow before
dividends, financing, acquisitions and disposals
|
(113.9)
|
(119.0)
|
Net
cashflow from interest-bearing loans and borrowings
|
(42.0)
|
(6.6)
|
Drawdown
of acquisition finance
|
801.6
|
-
|
Acquisition of NCI and cash consideration of
disposals
|
(836.7)
|
(77.3)
|
Equity
dividends paid
|
(31.0)
|
-
|
Dividends
paid to NCI in subsidiaries net of dividend received
|
-
|
(2.1)
|
Change in cash and cash
equivalents (2)
|
(222.0)
|
(205.0)
|
|
|
|
Cash and
cash equivalents at the beginning of the period (2)
|
1,101.6
|
1,548.9
|
Cash and cash equivalents at
the end of the period (2)
|
879.6
|
1,343.9
|
(1) Please refer to Note
14 for further details of the restatement.
(2) Cash and cash
equivalents equates to the cash and cash equivalents presented in
the Consolidated Statement of Cash Flows (cash and cash equivalents
and overdrafts).
Net Cash Before Lease
Liabilities
Net cash before lease liabilities
consists of cash and cash equivalents together with other
borrowings from bank loans and overdrafts but before lease
liabilities.
Net cash before lease liabilities
is a measure of the Group's net indebtedness that provides an
indicator of the overall strength of the Consolidated Statement of
Financial Position. It is also a single measure that can be used to
assess the combined effect of the Group's cash position and its
indebtedness. Net cash before lease liabilities is considered to be
an alternative performance measure as it is not defined in IFRS.
The most directly comparable IFRS measure is the aggregate of
borrowings and lease liabilities (current and non-current) and cash
and cash equivalents.
A reconciliation of these measures
with net cash can be found in Note 11 to these interim financial
statements.
|
3
August 2024
(unaudited)
£m
|
Restated(1)
28 July 2023
(unaudited)
£m
|
Net
debt
|
(2,840.1)
|
(1,131.4)
|
Lease
liabilities
|
2,880.9
|
2,407.9
|
Net cash before lease
liabilities
|
40.8
|
1,276.5
|
(1) Please refer to Note
14 for further details of the restatement.
Alternative Performance
Measures (continued)
Net Financial Expense on Financial
Assets Before Adjusting Items
|
26 weeks to
3
August 2024
(unaudited)
£m
|
Restated(1)
26 weeks to
28 July 2023
(unaudited)
£m
|
Net
financial expenses
|
(165.9)
|
(21.1)
|
Adjusting
items (in financial expenses)
|
120.4
|
(3.8)
|
Net financial expense on
financial assets before adjusting items
|
(45.5)
|
(24.9)
|
(1) Please refer to Note
14 for further details of the restatement.
Operating Costs Before Adjusting
Items
Being operating costs before
adjusting items included within operating costs.
|
26 weeks to 3 August 2024
(unaudited)
£m
|
Restated(1)
26 weeks to 28
July 2023
(unaudited)
£m
|
Selling
and distribution expenses
|
(1,769.1)
|
(1,685.0)
|
Administrative expenses
|
(382.3)
|
(273.8)
|
Adjusting
items (within administrative expenses)
|
158.9
|
47.9
|
Share of
profits of equity-accounted investees
|
3.4
|
3.1
|
Other
operating income
|
12.2
|
13.1
|
Total operating costs before
adjusting items
|
1,976.9
|
1,894.7
|
(1) Please refer to Note
14 for further details of the restatement.
Operating Margin Before Adjusting
Items
A reconciliation between operating
margin and adjusting items can be found in the Summary Consolidated
Income Statement.
Organic Sales
Growth
One of the key measures of
performance is the growth in sales between reporting periods
excluding the impact of currency, acquisitions and disposals. This
is described by the Group as 'Organic Sales Growth.'
Organic Sales Growth is calculated
at constant currency using the average exchange rate of the current
period applied to sales from the current and prior periods. Organic
Sales Growth is calculated by removing the impact of all sales in
the prior period from:
-
Disposals undertaken in the prior period;
and
-
Disposals undertaken in the current
period.
In this context, 'disposals'
refers to businesses divested by the Group, and does not include
individual store closures within continuing businesses. This gives
a new prior period base from which to calculate Organic Sales
Growth rates.
To calculate the Organic Sales
Growth % in the current year, the new prior period base is compared
to the current period sales, adjusted as follows:
-
Exclude any sales from businesses acquired in the
current period; and
-
For acquisitions that were made in the prior
period, exclude sales in the equivalent pre-acquisition period in
the current period; and
-
Excluding the impact of reporting period
misalignment with the prior period due to the 53rd week
at the end of FY24.
This isolates Organic Sales Growth
to the percentage change in year-on-year sales from businesses
which were part of the Group in both the current and prior
periods.
Organic Sales Growth is further
split into like-for-like ("LFL") sales, which represent sales from
stores of these businesses that existed in both periods, and 'non
like-for-like' sales ("non-LFL") which represents sales from new
net space, store relocations, and store conversions other than
those that are part of the strategic Finish Line to JD migration
programme. This split enables the performance of the retail stores
to be measured on a consistent year-on-year basis and is a common
term used in the industry, albeit how it is calculated can differ
somewhat from company to company.
Sales Growth from Net New
Space
The definition of sales growth
from net new space is outlined in the Organic Sales Growth
definition above.
Sales Growth
One of the key measures of
performance is the growth in sales between reporting periods
excluding the impact of currency. The figures below are extracted
from the Organic Sales Growth table.
|
Sales Growth
£m
|
Revenue
26 weeks 2024
|
4,783.9
|
Impact of
retranslating at 2025 currency rate
|
(70.2)
|
|
4,713.7
|
Revenue
26 weeks 2025
|
5,032.2
|
Sales
Growth
|
5.2%
|
Foreign Exchange Rates
|
Period Closing
rates
|
Average
rates
|
|
26
weeks to
3
August
2024
|
26
weeks to
28
July
2023
|
26
weeks to
3
August
2024
|
26
weeks to
28
July
2023
|
USD
|
1.28
|
1.29
|
1.27
|
1.24
|
EUR
|
1.17
|
1.17
|
1.17
|
1.15
|
Directors' Responsibility Statement
We confirm that to the best of our
knowledge:
-
the condensed set of financial statements has
been prepared in accordance with IAS 34 'Interim Financial
Reporting' as adopted for use in the UK; and
-
the interim management report includes a fair
review of the information required by:
a) DTR
4.2.7R of the Disclosure Guidance and Transparency Rules, being an
indication of important events that have occurred during the first
six months of the financial year and their impact on the condensed
set of financial statements; and a description of the principal
risks and uncertainties for the remaining six months of the year;
and
b) DTR
4.2.8R of the Disclosure Guidance and Transparency Rules, being
related party transactions that have taken place in the first six
months of the current financial year and that have materially
affected the financial position or performance of the entity during
that period; and any changes in the related party transactions
described in the last annual report that could do so.
On behalf of the Board
Régis Schultz
Chief Executive Officer
Hollinsbrook Way
Pilsworth
Bury
Lancashire
02 October 2024
Disclaimer
This announcement contains certain
forward-looking statements with respect to the financial condition,
results, operations and businesses of JD Sports Fashion Plc. These
statements and forecasts involve risk and uncertainty because they
relate to events and depend on circumstances that will occur in the
future. There are a number of factors that could cause actual
results or developments to differ materially from those expressed
or implied by these forward-looking statements and
forecasts.