TIDMMSLH

RNS Number : 7004G

Marshalls PLC

06 March 2015

Preliminary results for the year ended 31 December 2014

Marshalls plc, the specialist Landscape Products Group, announces its full year results

 
 Financial Highlights                     Year ended          Year ended        Increase 
                                   31 December 2014*    31 December 2013               % 
 Continuing operations: 
 Revenue                                   GBP358.5m           GBP307.4m              17 
 EBITDA                                     GBP38.5m            GBP30.2m              27 
 Operating profit                           GBP25.3m            GBP16.1m              57 
 Profit before tax                          GBP22.4m            GBP13.0m              72 
 
 Basic EPS                                    10.13p               6.94p              46 
 Basic EPS on total operations                10.13p               7.20p              41 
 
 Dividends declared and 
  paid                                         5.50p               5.25p 
 Final dividend recommended                    4.00p               3.50p              14 
 
                                                                                     440 
 ROCE                                          12.5%                8.1%    basis points 
 Net debt to EBITDA                        0.8 times           1.2 times 
 

* After GBP2.0m restructuring costs in the Belgium business in 2014

Highlights:

-- Good revenue growth of 17% to GBP358.5 million (2013: GBP307.4 million) driven by volume growth of 13%

   --       Improvement in operating margins to 7.1% (2013: 5.2%) 

-- Strong profit before tax growth of 72% to GBP22.4 million (2013: GBP13.0 million) with benefits being delivered from operational gearing

-- Return on capital employed improved 54% (440 basis points) to 12.5% (2013: 8.1%) due to operational flexibility, manufacturing efficiency and effective management of working capital

   --       EPS from continuing operations up 46% to 10.13p (2013: 6.94p) 
   --       Final dividend increased by 14% to 4.00p (2013: 3.50p) per share 

Current priorities:

   --      To increase output to meet growing demand and to deliver benefits from operational gearing 

-- To further strengthen the Marshalls brand by focusing on innovation, service and new product development

   --      To grow our business both organically and selectively through acquisitions 

-- To continue to develop and invest in our strategic growth initiatives, particularly in Rail, Newbuild Housing, Water Management and Street Furniture

   --      To develop and grow the International business profitably 

Commenting on these results, Martyn Coffey, Chief Executive, said:

"2014 has been a strong year for Marshalls with significant revenue and profit growth. Trading conditions remain positive and the Group continues to experience strong order intake and sales growth in all its end markets.

The market outlook remains strong with the CPA's current forecast for construction output standing at 5.3 per cent growth in 2015 and growth of 4.2 per cent, 3.4 per cent and 3.9 per cent in the following 3 years.

2015 has started well with sales in January and February up 13 per cent against the prior year comparatives. We are planning for further progress in 2015 against a background of continuing favourable market conditions."

Enquiries:

 
 Martyn Coffey    Chief Executive     Marshalls plc      01422 314777 
 Jack Clarke      Finance Director    Marshalls plc      01422 314777 
 Jon Coles 
  Simon Maine                          Brunswick Group   0207 404 5959 
 
 

Group Results

Marshalls' revenue, from continuing operations, for the year ended 31 December 2014 was up 17 per cent at GBP358.5 million (2013: GBP307.4 million). Revenue for the six months ended 31 December 2014 was up 18 per cent compared with the second half of 2013. This continued growth in the second half has been seen in the Public Sector and Commercial and also the Domestic end markets.

Sales to the Public Sector and Commercial end market, which represent approximately 64 per cent of Group sales, were up 20 per cent for the year, on a continuing basis, compared with 2013.

Sales to the UK Domestic end market, which represent approximately 30 per cent of Group sales, were up 9 per cent compared with the prior year. The survey of domestic installers at the end of February 2015 revealed order books of 9.0 weeks (2014: 9.3 weeks).

Operating profit from continuing operations increased strongly to GBP25.3 million (2013: GBP16.1 million). EBITDA from continuing operations increased to GBP38.5 million (2013: GBP30.2 million).

International revenue grew by 27 per cent during 2014 and is now almost 6 per cent of Group sales. Activity levels in Belgium have been encouraging despite the subdued market background in mainland Europe. During the second half we have taken action to ensure that the operations in Belgium are better aligned with market opportunities and this has resulted in a charge of GBP2 million in relation to the restructuring of Marshalls NV.

Return on capital employed has increased markedly to 12.5 per cent (2013: 8.1 per cent). Capital expenditure investment has increased to GBP12.0 million from GBP6.1 million in 2013 and net debt has reduced to GBP30.5 million (2013: GBP35.6 million).

Net finance costs were GBP2.9 million (2013: GBP3.1 million) and interest was covered 8.8 times (2013: 5.3 times). External charges were GBP2.8 million and, in addition, there was an IAS 19 notional interest debit of GBP0.1 million (2013: GBP0.6 million credit) in relation to the Group's Pension Scheme.

The effective tax rate on continuing operations was 18.7 per cent (2013: 0.5 per cent), benefiting from a further reduction in the rate of corporation tax and a credit arising on the finalisation of prior year tax computations. The effective tax rate in 2013 also benefited from a corporation tax rate reduction and a prior year credit. An additional deferred tax credit of GBP2.6 million arose in 2013 due to substantively enacted reductions in the rate of corporation tax to 20 per cent by April 2015. The Group paid GBP4.0 million of corporation tax during the year. Deferred tax of GBP0.6 million in relation to the actuarial loss arising on the defined benefit pension scheme in the year has been taken to the Consolidated Statement of Comprehensive Income.

Basic EPS from continuing operations was 10.13 pence (2013: 6.94 pence), an increase of 46 per cent. Reported EPS from total operations was 10.13 pence (2013: 7.20 pence).

Operating Performance

Marshalls is a leading, trusted brand with a strong market position and maintains clear values and excellent sustainability and environmental credentials. The Group has maintained its national geographic coverage and retains industry-leading customer service.

Marshalls' operating flexibility has enabled manufacturing output to be increased without significant increase in the Group's cost base and this is delivering benefits from our operational gearing. The Group's underlying operating margin has increased from 5.2 per cent to 7.6 per cent (before restructuring costs) during the year and volume growth of 13 per cent in 2014 has been significantly ahead of Construction Products Association ("CPA") market forecasts.

The Group operates its own concrete production facilities as well as quarries throughout the UK producing paving, walling, masonry and cladding products and is supported by a centrally managed logistics and distribution operation. The structure gives the Group operational flexibility through the optimisation of the production and logistics footprint to provide nationwide lowest cost to market products.

In the UK, the Group has a unique manufacturing network of 13 concrete manufacturing sites with enough capacity to absorb medium term demand and the opportunity for further capacity and capability investment. The well invested capital equipment provides the ability to manufacture products for both the Public Sector and Commercial and the UK Domestic end markets and this operational flexibility remains a key objective. Manufactured products from this network are combined with ethically sourced natural stone products imported from India, China and Vietnam and are supplied to distributors' depots or, at their request, direct to site.

The Group operates its own fleet of 44-tonne delivery vehicles equipped with crane offloading capability and is in the process of expanding this further in 2015 in order to continue to guarantee continuity of our high service levels, as the construction industry is currently experiencing shortages of both vehicles and drivers. This manufacturing, sourcing and distribution network enables the Group to supply products to 97 per cent of its customers within a 2 hour drive. The proximity to our customers enables costs to be controlled and unparalleled service levels to be maintained.

There has been a significant performance improvement in our smaller UK businesses during 2014 and they have collectively delivered volume revenue growth of GBP9.3 million and related profit growth of GBP2.7 million. These businesses include Street Furniture, Mineral Products and Stone Cladding. Stone Cladding is a particular growth area and Marshalls has been supplying stone for a prestigious office building in the City of London.

Internationally the Group has placed a key geographic focus on northern Europe, North America and the Middle East. Marshalls now has a sales presence in North America and is supplying natural stone to commercial projects via distribution relationships with a small number of US companies. The Group continues to supply a number of high profile projects in the Middle East, in particular focusing on driving sales in the United Arab Emirates, Qatar and Saudi Arabia. In 2014, Marshalls supplied King Abdulaziz International Airport in Saudi Arabia with GBP1 million of bespoke lighting, as well as paving to the world's largest shopping centre in Kuwait.

Product Innovation

The Group continues to target those parts of the market where higher levels of growth are expected, such as Rail, Newbuild Housing, Water Management and Street Furniture.

In 2014, the Commercial side of the business extended its water management range with a number of innovative new drainage products, including Mono Beany, a market-first concrete combined kerb and drainage product. Marshalls has also continued to develop its range of market-leading permeable paving products.

On the Domestic side there has been a contemporary extension to the Drivesys range of patented driveway products, as well as the launch of Pavesys, the patio version of this product range. As well as being technically superior, these products are 50 per cent quicker to install assisting installers with lengthy order books.

Marshalls has added a new material to its Domestic range with vitrified paving. As well as being aesthetically pleasing this material is exceptionally hard wearing and has ultra low water absorbency qualities meaning that it will not become discoloured. This product is already proving to be exceptionally popular in northern Europe.

Marshalls has a world class Manufacturing, Innovation and Development team of engineers and technicians which is integrated to provide competitive advantage through combining machinery design and installation with process improvement. This capability and competency is a key component of the Group's success and will be invested in further to accelerate new product development across the business in 2015.

Current Priorities

The Group has a number of current priorities that will grow and develop the business this year and into the future.

The current focus for Marshalls is to maximise the benefits from the improved market conditions in order to generate volume growth and benefit from operational gearing. We have already seen operating margins improve during 2014 and a key objective will be to deliver further improvement in profit margins in all businesses and end markets. We continue to experience strong growth in a number of key areas, for example, Rail, Newbuild Housing, Water Management and Street Furniture.

The operational priorities remain service, quality, design, innovation and a commitment to research and development, sustainability and an integrated product offer.

The Group has continued to focus on innovation and new product development to drive sales growth in areas of particular opportunity and to further strengthen and differentiate the Marshalls brand. The Group intends to invest further resource over the medium term to drive further innovation and new product development. One specific area of opportunity is "intelligent street furniture," which would see the incorporation of new technology into street lighting systems and items such as bollards and bins. The technology facilitates the communication of information; for example, bins that can signal when they need emptying and bollards that can inform pedestrians where to go.

Developing the International market is also a key priority and the Group will continue to invest in its International structures in order to grow this part of the business profitably and to develop opportunities to promote growth.

The Group is well positioned to grow both organically and through acquisition. We will put increasing focus on our growth objectives in 2015 and 2016.

Balance Sheet and Net Debt

Net assets at 31 December 2014 were GBP181.9 million (2013: GBP175.4 million).

At 31 December 2014 net debt was GBP30.5 million (2013: GBP35.6 million) resulting in gearing of 16.8 per cent (2013: 20.3 per cent). This reduction is due to the operating cash flow impact of improved trading together with a continuation of the close control of inventory and the effective management of working capital. Cash management continues to be a high priority.

The Group has a strong balance sheet with a good range of medium term bank facilities available to fund investment initiatives to generate growth as market conditions improve.

Risk management has been a key focus for the Group's Pension Scheme over recent years and the actions taken by the Group and the Pension Trustee have reduced actuarial volatility and risk. In accordance with the Scheme specific funding and recovery plan, the Group made cash contributions of GBP4.6 million into the Scheme in the year ended 31 December 2014. The fair value of the Scheme assets at 31 December 2014 was GBP312.5 million (2013: GBP258.6 million) and the present value of the Scheme liabilities is GBP309.1 million (2013: GBP262.9 million). This has given rise to an accounting surplus of GBP3.4 million (2013: GBP4.3 million deficit) at the balance sheet date.

Dividends

The Group has a progressive dividend policy with the objective of achieving up to 2 times dividend cover over the business cycle. As earnings increase we plan to share the increase between strengthening cover and progressively raising the rate of dividend. Accordingly the Board is recommending a final dividend of 4.00 pence (2013: 3.50 pence) per share which, together with the interim dividend of 2.00 pence (2013: 1.75 pence ) per share, makes a combined dividend of 6.00 pence (2013: 5.25 pence ) per share. This represents dividend cover of 1.7 times (2013: 1.3 times) and an increase in the total dividend for the year of 14 per cent.

Outlook

2014 has been a strong year for Marshalls with significant revenue and profit growth. Trading conditions remain positive and the Group continues to experience strong order intake and sales growth in all its end markets.

The market outlook remains strong with the CPA's current forecast for construction output standing at 5.3 per cent growth in 2015 and growth of 4.2 per cent, 3.4 per cent and 3.9 per cent in the following 3 years.

2015 has started well with sales in January and February up 13 per cent against the prior year comparatives. We are planning for further progress in 2015 against a background of continuing favourable market conditions.

Martyn Coffey

Chief Executive

MARSHALLS PLC

PRELIMINARY ANNOUNCEMENT OF RESULTS

CONSOLIDATED INCOME STATEMENT

FOR THE YEAR ENDED 31 DECEMBER 2014

 
 
                                                Notes        2014        2013 
                                                          GBP'000     GBP'000 
 Revenue                                          2       358,516     307,390 
 
 Net operating costs                              3     (333,211)   (291,300) 
 
 Operating profit                                 2        25,305      16,090 
 Financial expenses                               4       (2,889)     (3,649) 
 Financial income                                 4             5         585 
 
 Profit before tax                                2        22,421      13,026 
 Income tax expense                               5       (4,198)        (67) 
 
 Profit for the financial period before post 
  tax profit of 
  discontinued operations                                  18,223      12,959 
 Post tax profit of discontinued operations       6             -         503 
 
 Profit for the financial period                           18,223      13,462 
 
 Profit for the period 
 Attributable to: 
  Equity shareholders of the parent                        19,857      14,096 
  Non-controlling interests                               (1,634)       (634) 
 
                                                           18,223      13,462 
 
 Earnings per share (total operations): 
    Basic                                         7        10.13p       7.20p 
 
    Diluted                                       7         9.89p       7.07p 
 
 Earnings per share (continuing operations): 
    Basic                                         7        10.13p       6.94p 
 
    Diluted                                       7         9.89p       6.82p 
 
 Dividend: 
     Pence per share                              8         5.50p       5.25p 
 
     Dividends declared                           8        10,791      10,292 
 
 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2014

 
                                                                   2014       2013 
                                                                GBP'000    GBP'000 
 
 Profit for the financial period                                 18,223     13,462 
 
 Other comprehensive income / (expense) 
 Items that will not be reclassified to the Income 
  Statement: 
 Remeasurements of the net defined benefit liability              3,244   (18,735) 
 Deferred tax arising                                             (649)      3,747 
 Deferred tax on share-based payments                               460        176 
 Corporation tax on share-based payments                            332          - 
 
 Total items that will not be reclassified to the 
  Income Statement                                                3,387   (14,812) 
 
   Items that are or may in the future be reclassified 
   to the Income Statement: 
 Effective portion of changes in fair value of 
  cash flow hedges                                              (3,984)      2,787 
 Fair value of cash flow hedges transferred to 
  the Income Statement                                            1,076    (1,447) 
 Deferred tax arising                                               582      (286) 
 Impact of the change in rate of deferred taxation                    -        275 
 Foreign currency translation differences - foreign 
  operations                                                       (75)       (51) 
 Foreign currency translation differences - non-controlling 
  interests                                                       (186)         45 
 
 Total items that are or may be reclassified subsequently 
  to the Income 
  Statement                                                     (2,587)      1,323 
 
 Other comprehensive income / (expense) for period, 
  net of income tax                                                 800   (13,489) 
 
 Total comprehensive income / (expense) for the 
  period                                                         19,023       (27) 
 
 Attributable to: 
  Equity shareholders of the parent                              20,843        562 
  Non-controlling interests                                     (1,820)      (589) 
 
                                                                 19,023       (27) 
 
 

CONSOLIDATED BALANCE SHEET

31 DECEMBER 2014

 
                                                       Notes        2014        2013 
   Assets                                                        GBP'000     GBP'000 
 Non-current assets 
 Property, plant and equipment                                   149,745     154,721 
 Intangible assets                                                40,581      41,071 
 Investment in associates                                            782         664 
 Employee benefits                                       9         3,449           - 
 Deferred taxation assets                                          1,394       1,626 
 
                                                                 195,951     198,082 
 
 Current assets 
 Inventories                                                      67,323      70,807 
 Trade and other receivables                                      32,254      32,373 
 Cash and cash equivalents                                        20,320      17,652 
 
                                                                 119,897     120,832 
 
 Total assets                                                    315,848     318,914 
 
 Liabilities 
 Current liabilities 
 Trade and other payables                                         63,912      65,882 
 Corporation tax                                                   4,276       4,802 
 Interest bearing loans and borrowings                                85       3,453 
 
                                                                  68,273      74,137 
 
 Non-current liabilities 
 Interest bearing loans and borrowings                            50,715      49,768 
 Employee benefits                                       9             -       4,347 
 Deferred taxation liabilities                                    14,966      15,230 
 
                                                                  65,681      69,345 
 
 Total liabilities                                               133,954     143,482 
 
 Net assets                                                      181,894     175,432 
 
 Equity 
 Capital and reserves attributable to equity shareholders 
  of the parent 
 Called-up share capital                                          49,845      49,845 
 Share premium account                                            22,695      22,695 
 Own shares                                                      (6,689)     (9,512) 
 Capital redemption reserve                                       75,394      75,394 
 Consolidation reserve                                         (213,067)   (213,067) 
 Hedging reserve                                                 (2,488)       (162) 
 Retained earnings                                               254,729     246,944 
 
 Equity attributable to equity shareholders 
  of the parent                                                  180,419     172,137 
 Non-controlling interests                                         1,475       3,295 
 
 Total equity                                                    181,894     175,432 
 
 

CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 DECEMBER 2014

 
                                                              2014       2013 
                                                           GBP'000    GBP'000 
 Cash flows from operating activities 
 Profit for the financial period                            18,223     13,462 
 Income tax expense on continuing operations                 4,198         67 
 Profit on disposal and closure of discontinued 
  operations                                                     -      (272) 
 Income tax expense on discontinued operations                   -        110 
 
 Profit before tax on total operations                      22,421     13,367 
 Adjustments for: 
 Depreciation                                               11,982     13,455 
 Amortisation                                                1,231        938 
 Share of results of associates                              (118)       (14) 
 Gain on sale of property, plant and equipment               (360)      (131) 
 Equity settled share-based expenses                         2,496      2,353 
 Financial income and expenses (net)                         2,884      3,064 
 
 Operating cash flow before changes in working 
  capital and pension scheme 
  contributions                                             40,536     33,032 
 Increase in trade and other receivables                     (159)    (2,933) 
 Decrease in inventories                                     3,102      2,840 
 (Decrease) / increase in trade and other payables         (2,656)      5,146 
 Operational restructuring costs paid                        (235)      (870) 
 Pension scheme contributions                              (4,600)    (5,600) 
 
 Cash generated from the operations                         35,988     31,615 
 Financial expenses paid                                   (2,840)    (3,649) 
 Income tax paid                                           (4,031)      (842) 
 
 Net cash flow from operating activities                    29,117     27,124 
 
 Cash flows from investing activities 
 Proceeds from sale of property, plant and equipment         3,077        175 
 Financial income received                                       5          9 
 Net proceeds from disposal of discontinued operations           -     16,999 
 Acquisition of property, plant and equipment             (11,269)    (5,462) 
 Acquisition of intangible assets                            (741)      (596) 
 
 Net cash flow from investing activities                   (8,928)     11,125 
 
 Cash flows from financing activities 
 Payments to acquire own shares                            (4,266)          - 
 Net increase / (decrease) in other debt and finance 
  leases                                                       269       (95) 
 Decrease in borrowings                                    (2,690)   (21,328) 
 Equity dividends paid                                    (10,791)   (10,292) 
 
 Net cash flow from financing activities                  (17,478)   (31,715) 
 
 Net increase in cash and cash equivalents                   2,711      6,534 
 Cash and cash equivalents at beginning of the 
  period                                                    17,652     11,101 
 Effect of exchange rate fluctuations                         (43)         17 
 
 Cash and cash equivalents at end of the period             20,320     17,652 
 
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2014

 
                                                                    Attributable to equity holders of the Company 
 
 
                                      Share                 Capital   Consolid-                                       Non-con- 
                           Share    premium       Own    redemption       ation    Hedging    Retained                trolling      Total 
                         capital    account    shares       reserve     reserve    reserve    earnings      Total    interests     equity 
                         GBP'000    GBP'000   GBP'000       GBP'000     GBP'000    GBP'000     GBP'000    GBP'000      GBP'000    GBP'000 
 Current year 
 At 1 January 
  2014                    49,845     22,695   (9,512)        75,394   (213,067)      (162)     246,944    172,137        3,295    175,432 
 
 Total 
 comprehensive 
 income / 
 (expense) 
 for 
 the period 
 Profit for the 
  financial 
  period 
  attributable 
  to 
  equity 
  shareholders 
  of 
  the parent                   -          -         -             -           -          -      19,857     19,857      (1,634)     18,223 
 Other 
 comprehensive 
 income / 
 (expense) 
 Foreign 
  currency 
  translation 
  differences                  -          -         -             -           -          -        (75)       (75)        (186)      (261) 
 Effective 
  portion 
  of 
  changes in 
  fair 
  value of 
  cash flow 
  hedges                       -          -         -             -           -    (3,984)           -    (3,984)            -    (3,984) 
 Net change in 
  fair value of 
  cash flow 
  hedges 
  transferred 
  to 
  the Income 
  Statement                    -          -         -             -           -      1,076           -      1,076            -      1,076 
 Deferred tax 
  arising                      -          -         -             -           -        582           -        582            -        582 
 Defined 
  benefit 
  plan 
  actuarial 
  gains                        -          -         -             -           -          -       3,244      3,244            -      3,244 
 Deferred tax 
  arising                      -          -         -             -           -          -       (649)      (649)            -      (649) 
 Deferred tax 
  on 
  share-based 
  payments                     -          -         -             -           -          -         460        460            -        460 
 Corporation 
  tax 
  on share- 
  based 
  payments                     -          -         -             -           -          -         332        332            -        332 
 
 Total other 
  comprehensive 
  income / 
  (expense)                    -          -         -             -           -    (2,326)       3,312        986        (186)        800 
 
 Total 
  comprehensive 
  income / 
  (expense) 
  for 
  the period                   -          -         -             -           -    (2,326)      23,169     20,843      (1,820)     19,023 
 
 Transactions 
 with 
 owners, 
 recorded 
 directly in 
 equity 
 Contributions 
  by and 
  distributions 
  to 
  owners 
 Share-based 
  expenses                     -          -         -             -           -          -       2,496      2,496            -      2,496 
 Dividends to 
  equity 
  shareholders                 -          -         -             -           -          -    (10,791)   (10,791)            -   (10,791) 
 Purchase of 
  own 
  shares                       -          -   (4,266)             -           -          -           -    (4,266)            -    (4,266) 
 Disposal of 
  own 
  shares                       -          -     7,089             -           -          -     (7,089)          -            -          - 
                               - 
 Total 
  contributions 
  by 
  and 
  distributions 
  to 
  owners                       -          -     2,823             -           -          -    (15,384)   (12,561)            -   (12,561) 
 
 Total 
  transactions 
  with 
  owners of the 
  Company                      -          -     2,823             -           -    (2,326)       7,785      8,282      (1,820)      6,462 
 
 At 31 December 
  2014                    49,845     22,695   (6,689)        75,394   (213,067)    (2,488)     254,729    180,419        1,475    181,894 
 
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2014

 
                                                                    Attributable to equity holders of the Company 
 
 
                                      Share                 Capital   Consolid-                                       Non-con- 
                           Share    premium       Own    redemption       ation    Hedging    Retained                trolling      Total 
                         capital    account    shares       reserve     reserve    reserve    earnings      Total    interests     equity 
                         GBP'000    GBP'000   GBP'000       GBP'000     GBP'000    GBP'000     GBP'000    GBP'000      GBP'000    GBP'000 
 Prior year 
 At 1 January 
  2013                    49,845     22,695   (9,571)        75,394   (213,067)    (1,216)     255,610    179,690        3,884    183,574 
 
 Total 
 comprehensive 
 income / 
 (expense) 
 for 
 the period 
 Profit for the 
  financial 
  period 
  attributable 
  to 
  equity 
  shareholders 
  of 
  the parent                   -          -         -             -           -          -      14,096     14,096        (634)     13,462 
 Other 
 comprehensive 
 income / 
 (expense) 
 Foreign 
  currency 
  translation 
  differences                  -          -         -             -           -          -        (51)       (51)           45        (6) 
 Effective 
  portion 
  of 
  changes in 
  fair 
  value of 
  cash flow 
  hedges                       -          -         -             -           -      2,787           -      2,787            -      2,787 
 Net change in 
  fair value of 
  cash flow 
  hedges 
  transferred 
  to 
  the Income 
  Statement                    -          -         -             -           -    (1,447)           -    (1,447)            -    (1,447) 
 Deferred tax 
  arising                      -          -         -             -           -      (286)           -      (286)            -      (286) 
 Defined 
  benefit 
  plan 
  actuarial 
  gains                        -          -         -             -           -          -    (18,735)   (18,735)            -   (18,735) 
 Deferred tax 
  arising                      -          -         -             -           -          -       3,747      3,747            -      3,747 
 Deferred tax 
  on 
  share-based 
  expenses                     -          -         -             -           -          -         176        176            -        176 
 Impact of the 
  change in 
  rate of 
  deferred 
  taxation                     -          -         -             -           -          -         275        275            -        275 
 
 Total other 
  comprehensive 
  income / 
  (expense)                    -          -         -             -           -      1,054    (14,588)   (13,534)           45   (13,489) 
 
 Total 
  comprehensive 
  income / 
  (expense) 
  for 
  the period                   -          -         -             -           -      1,054       (492)        562        (589)       (27) 
 
 Transactions 
 with 
 owners, 
 recorded 
 directly in 
 equity 
 Contributions 
  by and 
  distributions 
  to 
  owners 
 Share-based 
  expenses                     -          -         -             -           -          -       2,177      2,177            -      2,177 
 Dividends to 
  equity 
  shareholders                 -          -         -             -           -          -    (10,292)   (10,292)            -   (10,292) 
 Disposal of 
  own 
  shares                       -          -        59             -           -          -        (59)          -            -          - 
                               - 
 Total 
  contributions 
  by 
  and 
  distributions 
  to 
  owners                       -          -        59             -           -          -     (8,174)    (8,115)            -    (8,115) 
 
 Total 
  transactions 
  with 
  owners of the 
  Company                      -          -        59             -           -      1,054     (8,666)    (7,553)        (589)    (8,142) 
 
 At 31 December 
  2013                    49,845     22,695   (9,512)        75,394   (213,067)      (162)     246,944    172,137        3,295    175,432 
 
 

MARSHALLS PLC

PRELIMINARY ANNOUNCEMENT OF RESULTS

CONSOLIDATED NOTES

FOR THE YEAR ENDED 31 DECEMBER 2014

   1    Basis of preparation 

Whilst the Financial Information included in this Preliminary Announcement has been prepared on the basis of the requirements of IFRSs in issue, as adopted by the European Union and effective at 31 December 2014, this announcement does not itself contain sufficient information to comply with IFRS. The Group expects to publish full Consolidated Financial Statements in April 2015.

The Financial Information set out in this Preliminary Announcement does not constitute the Company's Consolidated Financial Statements for the years ended 31 December 2014 or 2013, but is derived from those Financial Statements. Statutory Financial Statements for 2013 have been delivered to the Registrar of Companies and those for 2014 will be delivered following the Company's Annual General Meeting. The auditor, KPMG LLP, has reported on those Financial Statements. The audit reports were unqualified, did not draw attention to any matters by way of emphasis without qualifying the reports and did not contain statements under Section 498(2) or (3) of the Companies Act 2006 in respect of the Financial Statements for 2014 or 2013.

The Consolidated Financial Statements have been prepared in accordance with IFRSs as adopted for use in the EU. The Group has applied all accounting standards and interpretations issued by the IASB and International Financial Reporting Committee relevant to its operations and which are effective in respect of these Financial Statements.

The following new accounting standards and amendments to standards are mandatory and have been adopted for the first time in the year ended 31 December 2014:

IFRS 10 - "Consolidated Financial Statements" and IAS 27 - "Separate Financial Statements", IFRS 11 - "Joint Arrangements" and IAS 28 - "Investments in Associated and Joint Ventures". These are part of a new suite of standards on consolidation and related standards, replacing the existing accounting for subsidiaries and joint ventures (now joint arrangements) and making limited amendments in relation to associates.

IFRS 12 - "Disclosure of Interest in Other Entities". This contains the disclosure requirements for entities that have interests in subsidiaries, joint arrangements (i.e. joint operations or joint ventures), associates and/or unconsolidated structured entities.

These standards have not had a material impact on the Consolidated Financial Statements.

Details of the Group's funding position are set out in Note 11 and are subject to normal covenant arrangements. The Group's on-demand overdraft facility is reviewed on an annual basis and the current arrangements were renewed and signed on 16 July 2014. In the opinion of the Directors there are sufficient unutilised facilities held which mature after 12 months. The Group's performance is dependent on economic and market conditions, the outlook for which is difficult to predict. Based on current expectations, the Group's cash forecasts continue to meet half-year and year end bank covenants and there is adequate headroom which is not dependent on facility renewals. The Directors believe that the Group is well placed to manage its business risks successfully. Accordingly, they continue to adopt the going concern basis in preparing the Consolidated Financial Statements.

The Consolidated Financial Statements are prepared on the historical cost basis except that the following assets and liabilities are stated at their fair value: derivative financial instruments and liabilities for share-based payments.

The accounting policies have been applied consistently throughout the Group for the purposes of these Consolidated Financial Statements and are also set out on the Company's website (www.marshalls.co.uk).

The Consolidated Financial Statements are presented in sterling, rounded to the nearest thousand.

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 about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

   2     Segmental analysis 

Segment revenues and results

 
                                                 2014                       2013 
                               Landscape                        Landscape 
                                Products      Other     Total    Products     Other     Total 
                                 GBP'000    GBP'000   GBP'000     GBP'000   GBP'000   GBP'000 
 
 Total revenue                   279,500     83,941   363,441     242,386    69,938   312,324 
 Inter-segment revenue             (194)    (4,731)   (4,925)        (87)   (4,847)   (4,934) 
 
 External revenue                279,306     79,210   358,516     242,299    65,091   307,390 
 
 
 Segment operating 
  profit                          36,066   (4,549)*    31,517      25,591   (4,850)    20,741 
 
 Unallocated administration 
  costs                                               (6,330)                         (4,665) 
 Share of profits 
  of associates                                           118                              14 
 
 Operating profit                                      25,305                          16,090 
 
 Finance charges 
  (net)                                               (2,884)                         (3,064) 
 
 Profit before tax                                     22,421                          13,026 
 Taxation                                             (4,198)                            (67) 
 
 Profit after tax                                      18,223                          12,959 
 
 

*After charging GBP1,995,000 in respect of restructuring costs in the Belgium business.

The Landscape Products reportable segment operates a national manufacturing plan that is structured around a series of production units throughout the UK, in conjunction with a single logistics and distribution operation. A national planning process supports sales to both of the key end markets, namely the UK Domestic and Public Sector and Commercial end markets and the operating assets produce and deliver a range of broadly similar products that are sold into each of these end markets. Within the Landscape Products operating segment the focus is on the one integrated production, logistics and distribution network supporting both end markets.

Included in "Other" are the Group's Street Furniture, Mineral Products, Stone Cladding and International operations which do not currently meet the IRFS 8 reporting requirements.

The accounting policies of the Landscape Products operating segment are the same as the Group's accounting policies. Segment profit represents the profit earned without allocation of the share of profit of associates and certain central administration costs that are not capable of allocation. Centrally administered overhead costs that relate directly to the reportable segment are included within the segment's results.

 
 Segment assets 
                                                2014      2013 
                                             GBP'000   GBP'000 
 Fixed assets and inventory: 
 Landscape Products                          156,509   163,276 
 Other                                        60,559    62,252 
 
 Total segment fixed assets and inventory    217,068   225,528 
 
 Unallocated assets                           98,780    93,386 
 
 Consolidated total assets                   315,848   318,914 
 
 

For the purpose of monitoring segment performance and allocating resources between segments the Group's Chief Operating Decision Maker ("CODM") monitors the tangible fixed assets and inventory. Assets used jointly by reportable segments are not allocated to individual reportable segments.

 
                        Depreciation and amortisation     Fixed asset additions 
                                 2014             2013         2014         2013 
                              GBP'000          GBP'000      GBP'000      GBP'000 
 
 Landscape Products             9,919           10,467        7,994        3,243 
 Other                          3,294            3,670        4,016        2,815 
 
                               13,213           14,137       12,010        6,058 
 
 
 
                         2014      2013 
                      GBP'000   GBP'000 
 
 United Kingdom       337,475   290,855 
 Rest of the World     21,041    16,535 
 
                      358,516   307,390 
 
 

The Group's revenue is subject to seasonal fluctuations resulting from demand from customers. In particular, demand is higher in the summer months. The Group manages the seasonal impact through the use of a seasonal working capital facility.

   3     Net operating costs 
 
                                                         2014      2013 
                                                      GBP'000   GBP'000 
 
 Raw materials and consumables                        137,250   117,176 
 Changes in inventories of finished goods and work 
  in progress                                         (3,484)     1,470 
 Personnel costs                                       93,439    80,549 
 Depreciation - owned                                  11,907    13,041 
                        - leased                           75       158 
 Amortisation of intangible assets                      1,231       938 
 Own work capitalised                                 (1,473)   (1,071) 
 Other operating costs                                 94,910    80,425 
 International "start-up" costs                             -        84 
 Restructuring costs in Marshalls NV                    1,995         - 
 
 Operating costs                                      335,850   292,770 
 Other operating income                               (2,161)   (1,325) 
 Net gain on asset and property disposals               (360)     (131) 
 Share of results of associates                         (118)      (14) 
 
 Net operating costs                                  333,211   291,300 
 
 
   4     Financial expenses and income 
 
                                                           2014       2013 
                                                        GBP'000    GBP'000 
 (a) Financial expenses 
 Interest expense on defined benefit pension scheme          48          - 
 Interest expense on bank loans, overdrafts and 
  loan notes                                              2,835      3,638 
 Finance lease interest expense                               6         11 
 
                                                          2,889      3,649 
 
 (b) Financial income 
 Expected return on the defined benefit pension 
  scheme                                                      -        576 
 Interest receivable and similar income                       5          9 
 
                                                              5        585 
 
 
   5     Income tax expense 
 
                                                           2014       2013 
                                                        GBP'000    GBP'000 
 Current tax expense 
 Current year                                             5,670      4,251 
 Adjustments for prior years                            (1,834)    (1,642) 
 
                                                          3,836      2,609 
 Deferred taxation expense 
 Origination and reversal of temporary differences: 
 Current year                                             (319)    (2,944) 
 Adjustments for prior years                                681        402 
 
 Income tax expense in the Consolidated Income 
  Statement (continuing 
  operations)                                             4,198         67 
 Tax on discontinued operations                               -        210 
 
 Total tax expense                                        4,198        277 
 
 
 
                                              %       2014        %       2013 
                                                   GBP'000             GBP'000 
 Reconciliation of effective tax 
  rate 
 Profit before tax: 
 Continuing operations                    100.0     22,421    100.0     13,026 
 
 Tax using domestic corporation 
  tax rate                                 21.5      4,821     23.3      3,051 
 Disallowed amortisation of intangible 
  assets                                    0.1         20      0.3         33 
 Net income / (expenditure) not 
  taxable                                   2.3        510      6.4        839 
 Adjustments for prior years              (5.2)    (1,153)    (9.5)    (1,240) 
 Impact of the change in the rate 
  of 
  corporation tax on deferred 
  taxation                                    -          -   (20.0)    (2,616) 
 
                                           18.7      4,198      0.5         67 
 
 

The net amount of deferred taxation (debited) / credited to the Consolidated Statement of Comprehensive Income in the year was GBP393,000 credit (2013: GBP3,912,000 credit).

   6     Discontinued operations 

On 30 April 2013 the Group completed the sale of aggregate quarries to Breedon Aggregates England Limited for cash consideration of GBP17.5 million. The assets sold comprised quarries solely supplying aggregates, sand and gravel. The Group has retained all of its dimensional stone quarries, some of which produce aggregate as an ancillary product. The disposed quarries were the freehold and leasehold quarries at Clearwell, near Lydney, Gloucestershire, which produces primarily high quality limestone aggregates and the Group's sand and gravel quarries located at Dunsville, near Hatfield, South Yorkshire, Astley Moss in Greater Manchester and Mold in North Wales which operates under the Lloyds Sand and Gravel trading name and the business carried on from these quarries. Also included was an option to develop sand and gravel resources near Saredon, Staffordshire. On 23 August 2013 additional consideration of GBP1.2 million was received following the satisfactory completion of a post completion condition. This condition had required the commissioning of a sand extraction plant to the satisfaction of the purchaser. The additional consideration, net of attributable costs, gave rise to a post tax profit of discontinued operations of GBP0.5 million.

 
                                                           2014      2013 
                                                        GBP'000   GBP'000 
 Revenue                                                      -     2,989 
 Net operating costs                                          -   (2,648) 
 
 Profit before tax                                            -       341 
 Income tax expense                                           -     (110) 
 
 Profit after tax                                             -       231 
 Profit on disposal and closure of discontinued 
  operations                                                  -       272 
 
 Net profit attributable to discontinued operations           -       503 
 
 Basic earnings per share (pence)                             -      0.26 
 
 Diluted earnings per share (pence)                           -      0.25 
 
 
   7     Earnings per share 

Basic earnings per share from total operations of 10.13 pence (2013: 7.20 pence) per share is calculated by dividing the profit attributable to ordinary shareholders from total operations, after adjusting for non-controlling interests, of GBP19,857,000 (2013: GBP14,096,000) by the weighted average number of shares in issue during the period of 196,116,404 (2013: 195,742,757).

Basic earnings per share from continuing operations of 10.13 pence (2013: 6.94 pence) per share is calculated by dividing the profit from continuing operations, after adjusting for non-controlling interests, of GBP19,857,000 (2013: GBP13,593,000) by the weighted average number of shares in issue during the year of 196,116,404 (2013: 195,742,757).

Profit attributable to ordinary shareholders

 
                                                       2014       2013 
                                                    GBP'000    GBP'000 
 
 Profit from continuing operations                   18,223     12,959 
 Profit from discontinued operations                      -        503 
 
 Profit for the financial period                     18,223     13,462 
 Loss attributable to non-controlling interests       1,634        634 
 
 Profit attributable to ordinary shareholders        19,857     14,096 
 
 

Weighted average number of ordinary shares

 
                                                          2014          2013 
                                                        Number        Number 
 
 Number of issued ordinary shares (at beginning 
  of the period)                                   199,378,755   199,378,755 
 Effect of shares transferred into employee 
  benefit trust                                    (3,262,351)   (1,210,998) 
 Effect of treasury shares acquired                          -   (2,425,000) 
 
 Weighted average number of ordinary shares 
  at end of the period                             196,116,404   195,742,757 
 
 

Diluted earnings per share from total operations of 9.89 pence (2013: 7.07 pence) per share is calculated by dividing the profit from total operations, after adjusting for non-controlling interests, of GBP19,857,000 (2013: GBP14,096,000) by the weighted average number of shares in issue during the period of 196,116,404 (2013: 195,742,757) plus potentially dilutive shares of 4,646,375 (2013: 3,635,998) which totals 200,762,779 (2013: 199,378,755).

Diluted earnings per share from continuing operations of 9.89 pence (2013: 6.82 pence) per share is calculated by dividing the profit from continuing operations, after adjusting for non-controlling interests, of GBP19,857,000 (2013: GBP13,593,000) by the weighted average number of shares in issue during the period of 196,116,404 (2013: 195,742,757) plus potentially dilutive shares of 4,646,375 (2013: 3,635,998) which totals 200,762,779 (2013: 199,378,755).

Weighted average number of ordinary shares (diluted)

 
                                                       2014          2013 
                                                     Number        Number 
 
  Weighted average number of ordinary shares    196,116,404   195,742,757 
  Potentially dilutive shares                     4,646,375     1,210,998 
  Effect of treasury shares acquired                      -     2,425,000 
 
  Weighted average number of ordinary shares 
   (diluted)                                    200,762,779   199,378,755 
 
 
   8     Dividends 

After the balance sheet date a dividend of 4.00 pence (2013: 3.50 pence) per qualifying ordinary share was proposed by the Directors. The dividend has not been provided for and there are no income tax consequences. The total dividends proposed in respect of the year are as follows:

 
                  Pence per qualifying      2014      2013 
                                 share   GBP'000   GBP'000 
 
 2014 final                       4.00     7,975 
 2014 interim                     2.00     3,924 
 
                                  6.00    11,899 
 
 2013 final                       3.50               6,861 
 2013 interim                     1.75               3,431 
 
                                  5.25              10,292 
 
 

The following dividends were approved by the shareholders and recognised in the period:

 
                  Pence per qualifying      2014      2013 
                                 share   GBP'000   GBP'000 
 
 2014 interim                     2.00     3,924 
 2013 final                       3.50     6,867 
 
                                  5.50    10,791 
 
 2013 interim                     1.75               3,431 
 2012 final                       3.50               6,861 
 
                                  5.25              10,292 
 
 

The final dividend of 4.00 pence per qualifying ordinary share, with a total value of GBP7,975,000, will be paid on 3 July 2015 to shareholders registered at the close of business on 5 June 2015.

   9     Employee benefits 

The Company sponsors a funded defined benefit pension scheme ("the Scheme") in the UK. The Scheme is administered within a trust which is legally separate from the Company. The Trustee Board is appointed by both the Company and the Scheme's membership and acts in the interest of the Scheme and all relevant stakeholders, including the members and the Company. The Trustee is also responsible for the investment of the Scheme's assets.

The defined benefit section of the Scheme closed to future service accrual with effect from 30 June 2006 and members no longer pay contributions to the defined benefit section. Company contributions after this date are used to fund any deficit in the Scheme and the expenses associated with administering the Scheme, as determined by regular actuarial valuations.

The Trustee is required to use prudent assumptions to value the liabilities and costs of the Scheme whereas the accounting assumptions must be best estimates.

The Scheme poses a number of risks to the Company, for example longevity risk, investment risk, interest rate risk and inflation risk. The Trustee is aware of these risks and uses various techniques to control them. The Trustee has a number of internal control policies including a risk register which are in place to manage and monitor the various risks they face. The Trustee's investment strategy incorporates the use of liability driven investments ("LDIs") to minimise sensitivity of the actuarial funding position to movements, interest rates and inflation rates.

The Scheme is subject to regular actuarial valuations, which are usually carried out at intervals of no less than every 3 years. The next actuarial valuation is due to be carried out with an effective date of 5 April 2015. These actuarial valuations are carried out in accordance with the requirements of the Pensions Act 2004 and include deliberate margins for prudence. This contrasts with these accounting disclosures which are determined using best estimate assumptions.

An interim actuarial valuation was carried out as at 5 April 2014. The results of that valuation have been projected to 31 December 2014 by a qualified independent actuary. The figures in the following disclosure were measured using the projected unit method.

The amounts recognised in the Consolidated Balance Sheet were as follows:

 
                                                   2014        2013        2012 
                                                GBP'000     GBP'000     GBP'000 
 Present value of a Scheme liabilities        (309,067)   (262,900)   (246,573) 
 Fair value of Scheme assets                    312,516     258,553     254,785 
 
 Net amount recognised at year end (before 
  any 
  adjustments for deferred tax)                   3,449     (4,347)       8,212 
 
 

The amounts recognised in Comprehensive Income were:

The current and past service costs, settlement and curtailments, together with the net interest expense for the year are included in the employee benefits expense in the Statement of Comprehensive Income. Re-measurements of the net defined benefit surplus / (liability) are included in Other Comprehensive Income.

 
                                                              2014      2013 
                                                           GBP'000   GBP'000 
 Service cost: 
 Net interest expense / (credit) recognised in 
  the Consolidated Income 
  Statement                                                     48     (576) 
 
 
 Remeasurements of the net liability: 
  Difference between actual and expected investment 
   return                                                 (46,766)     5,108 
  Loss arising from changes in financial assumptions        44,242    13,437 
  Loss arising from changes in demographic assumptions           -       987 
  Experience gain                                            (720)     (797) 
 
 (Credit) / charge recorded in Other Comprehensive 
  Income                                                   (3,244)    18,735 
 
                                                           (3,196)    18,159 
 
 

The principal actuarial assumptions used were:

 
                                        2014      2013 
                                     GBP'000   GBP'000 
 Liability discount rate               3.60%     4.60% 
 Inflation assumption - RPI            3.10%     3.40% 
 Inflation assumption - CPI            2.10%     2.40% 
 Rate of increase in salaries            n/a       n/a 
 Revaluation of deferred pensions      2.10%     2.40% 
 
 
 Future expected lifetime of current pensioner 
  at age 65: 
 Male aged 65 at year end                           21.9   21.9 
 Female age 65 at year end                          24.2   24.1 
 Future expected lifetime of future pensioner at 
  age 65: 
 Male aged 45 at year end                           23.3   23.2 
 Female age 45 at year end                          25.7   25.6 
 

10 Analysis of net debt

 
                              1 January                               31 December 
                                   2014   Cash flow   Other changes          2014 
                                GBP'000     GBP'000         GBP'000       GBP'000 
 
 Cash at bank and in hand        17,652       2,711            (43)        20,320 
 Debt due within one year       (3,370)       3,370               -             - 
 Debt due after one year       (49,627)     (1,536)             856      (50,307) 
 Finance leases                   (224)       (282)              13         (493) 
 
                               (35,569)       4,263             826      (30,480) 
 
 

Reconciliation of Net Cash Flow to Movement in Net Debt

 
                                                                    2014       2013 
                                                                 GBP'000    GBP'000 
 Net increase in cash equivalents                                  2,711      6,534 
 Cash outflow from decrease in debt and lease financing            1,552     21,568 
 Effect of exchange rate fluctuations                                826      (128) 
 
 Movement in net debt in the period                                5,089     27,974 
 Net debt at 1 January                                          (35,569)   (63,543) 
 
 Net debt at 31 December                                        (30,480)   (35,569) 
 
 

11 Borrowing facilities

The total bank borrowing facilities at 31 December 2014 amounted to GBP125.0 million (2013: GBP145.0 million) of which GBP74.7 million (2013: GBP92.0 million) remained unutilised. There are additional seasonal bank working capital facilities of GBP20.0 million available between 1 February and 31 August each year. The undrawn facilities available at 31 December 2014, in respect of which all conditions precedent had been met, were as follows:

 
                                                           2014      2013 
                                                        GBP'000   GBP'000 
 Committed: 
     - Expiring in more than two years but not more 
      than five years                                    34,693    50,373 
     - Expiring in one year or less                      25,000    16,630 
 Uncommitted: 
     - Expiring in one year or less                      15,000    25,000 
 
                                                         74,693    92,003 
 
 

The committed facilities are all revolving credit facilities with interest charged at a variable rate based on LIBOR.

The total borrowing facilities at 31 December 2014 amounted to GBP125.0 million. This was due to the Group's decision to reduce uncommitted loan facilities by GBP10.0 million on 16 July 2014 and the refinancing on 21 August 2014 of two existing committed loan facilities totalling in aggregate GBP50.0 million with extended maturity dates to 2017 and 2018 at newly arranged levels totalling GBP40.0 million. An additional loan facility of GBP20.0 million reached maturity on 20 August 2014 and has been refinanced with an extended maturity date to 2019.

 
                                                       Cumulative 
                                            Facility     Facility 
                                             GBP'000      GBP'000 
 Committed facilities: 
 Q3 2019                                      20,000       20,000 
 Q3 2018                                      20,000       40,000 
 Q3 2017                                      20,000       60,000 
 Q3 2016                                      25,000       85,000 
 Q3 2015                                      25,000      110,000 
 On demand facilities: 
 Available all year                           15,000      125,000 
 Seasonal (February to August inclusive)      20,000      145,000 
 
   12   Principal risks and uncertainties 

The principal risks and uncertainties which could impact the Group for the remainder of the current financial year are those detailed in the Group's Annual Report. These cover the Strategic, Financial and Operational Risks and have not changed during the period.

Strategic risks include those relating to general economic conditions, Government policy, the actions of customers, suppliers and competitors and also weather conditions. The Group also continues to be subject to various financial risks in relation to access to funding and to the Pension Scheme, principally the volatility of the discount (AA corporate bond) rate, any downturn in the performance of equities and increases in the longevity of members. The other main financial risks arising from the Group's financial instruments are liquidity risk, interest rate risk, credit risk and foreign currency risk. Operational risks include those relating to business integration, employees and key relationships. The Group continues to monitor all these risks and pursue policies that take account of, and mitigate, the risks where possible.

   13   Annual General Meeting 

The Annual General Meeting will be held at The Cedar Court Hotel, Ainley Top, Huddersfield, HD3 3RH at 11.00am on Wednesday 20 May 2015.

The Board

The Directors serving during the year ended 31 December 2014 were as follows:

 
 Andrew Allner   Non-Executive Chairman 
 Martyn Coffey   Chief Executive 
 Jack Clarke     Finance Director (appointed 1 October 
                  2014) 
 Ian Burrell     Finance Director (resigned 1 October 
                  2014) 
 David Sarti     Chief Operating Officer (resigned 
                  1 December 2014) 
 Alan Coppin     Senior Independent Director 
 Mark Edwards    Non-Executive Director 
 Tim Pile        Non-Executive Director 
 

By order of the Board

Cathy Baxandall

Company Secretary

6 March 2015

Cautionary Statement

This Report contains certain forward looking statements with respect to the financial condition, results, operations and business of Marshalls plc. These statements and forecasts involve risk and uncertainty because they relate to events and depend upon 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. Nothing in this Report should be construed as a profit forecast.

Directors' Liability

Neither the Company nor the Directors accept any liability to any person in relation to this Report except to the extent that such liability could arise under English law. Accordingly, any liability to a person who has demonstrated reliance on any untrue or misleading statement or omission shall be determined in accordance with section 90A of the Financial Services and Markets Act 2000.

This information is provided by RNS

The company news service from the London Stock Exchange

END

FR BLGDXCGGBGUU

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