TIDMAO.
RNS Number : 0045B
AO World plc
04 June 2019
AO WORLD PLC
FINAL RESULTS FOR THE YEARED 31 MARCH 2019
Continued growth and a renewed mindset
AO World plc ("the Group" or "AO"), a leading European online
electrical retailer, today announces its audited financial results
for the year ended 31 March 2019.
Financial Highlights(1,2)
-- Continued revenue growth in both the UK and Europe with total
revenue for the period increasing by 13.3% to GBP902.5m (2018:
GBP796.8m); against a backdrop of ongoing weak consumer confidence
in a continuingly competitive market, particularly in the UK:
o Total UK(3) revenue up 10.1% to GBP749.3m (2018: GBP680.8m),
(up 5.7% on a like for like basis excluding revenues from our newly
acquired mobile phones business ("MPD")).
o Europe(4) revenue for the period increased by 32.2% on a
constant currency basis(5) to EUR173.3m (2018: EUR131.2m) (in GBP
2019: GBP153.2m, 2018: GBP116.0m).
-- Group Adjusted EBITDA(6) losses of GBP0.4m (2018: GBP3.4m losses).
o UK Adjusted EBITDA improved by 20.9% to GBP27.4m (2018:
GBP22.6m) (up 14.3% on a like for like basis excluding EBITDA from
MPD).
o Europe Adjusted EBITDA losses increase to EUR31.3m (2018:
EUR29.6m) (in GBP 2019: GBP27.8m loss; 2018: GBP26.0m loss)
reflecting less progress than expected on product margins and cost
pressures from re-configuring driver scheduling arrangements in
Germany.
-- Group operating loss reduces to GBP15.2m (2018: GBP16.2m
loss) reflecting an increase in UK operating profit of 28.4% to
GBP14.9m (2018: GBP11.6m) offset by trading losses incurred in
Europe of GBP30.1m (2018: GBP27.8m).
-- Group net debt position(7) as at 31 March 2019 was GBP9.0m
(2018: net funds of GBP38.3m); with gross cash of GBP28.9m (2018:
GBP52.9m). Debt increased over the year to fund the acquisition of
MPD and construction of the new Plastics Plant in recycling. Total
available liquidity to the Group as at 31 March 2019 of
GBP85.0m.
-- Basic loss per share of 3.78p (2018: 2.93p).(8) Diluted loss
per share of 3.78p (2018: 2.92p).
Strategic and Operational Highlights
-- Growth in the AO customer base to nearly 6.5m customers in
the UK and approaching 800,000 in Europe.(9)
-- Net Promoter Score(10) maintained at its consistently high
level of over 80 in the UK and Germany and over 75 in the
Netherlands reflecting continued high levels of customer
satisfaction, whilst growing volumes and focussing on new
competencies.
-- Mobile proposition significantly enhanced through the
acquisition of MPD making AO the UK's second largest indirect
mobile connector, significantly increasing our customer base and
extending our existing mobile offering to include network contracts
and SIMs.
-- MDA share maintained and double digit growth in all new
categories in the UK. Share gains across all categories in
Europe.
-- Our dedicated B2B team has been established and is working to
grow its customer and client base across multiple industries; a
number of trials are underway with housebuilders and charities;
-- We are refocussing on growing our third-party Logistics
business to leverage our two-man delivery expertise, infrastructure
and capacity;
-- We have continued to develop our finance offering to be
appropriate to all categories and territories and have
significantly improved our AO Care proposition by switching the
service backed warranties to insurance and creating a truly digital
experience;
-- We have commenced building a plastics refining facility due
to be operational during FY20 to give us the capability to sort
waste plastics from our fridge plants to create an additional
sustainable revenue stream;
-- We have launched a trial rental services for white goods
shortly post the period end, partnering with two Housing
Associations and running a small B2C trial via ao.com.; and
-- Our ambition remains to be run-rate profitable in Europe
during FY21(13) . We have a number of initiatives in place across
four key measures; customer service, revenue growth, gross margin
and cost to deliver that are currently being actioned. We will
provide a further update at the time of our interim results in
November against these measures.
John Roberts, AO Founder and Chief Executive Officer, said:
"We've delivered double digit revenue growth in the UK and
achieved over 30% in Europe and Adjusted EBITDA in the UK has
improved by over 20%. The UK result was achieved against an ongoing
tough trading environment and includes three months contribution
from Mobile Phones Direct which we acquired in December 2018 and
its integration continues to go to plan.
Adjusted EBITDA losses in Europe have increased slightly against
the prior year with progress hampered somewhat by driver challenges
in Germany and a lack of real improvement in product margin and
customer acquisition costs. We are working to address these issues.
We've also made changes to the management of our international
operations and are ensuring we utilise all the influence,
intelligence and capability within AO.
The AO model is an eco-system of complementary competencies
across retail, mobile, recycling and logistics through to financial
services and B2B trade. We have huge structural advantages when
these capabilities operate in harmony. So, we have enhanced
structure with informality and a renewed mindset and are now
releasing the immense unrealised value we've created. We've started
to see this in the last few months and it will be an important
driver for the year ahead.
Overall, the AO team deserve praise for their efforts in FY19
but we can do better and I'm pleased with the progress that we are
now making in the first few months of this financial year. I'm
proud to be back at the helm of the business I founded almost two
decades ago and I'm more excited than ever about the future for
AO."
Webcast details
A results presentation hosted by Geoff Cooper, John Roberts and
Mark Higgins for analysts and investors will be held today, 4 June
2019 at 8:30am (GMT) at Numis Securities Limited, 10 Paternoster
Square, London EC4M 7LT. Please register your attendance in advance
with Tulchan Communications using the contact details below.
A live audio webcast will be available for analysts and
investors who are unable to attend the presentation at:
https://webcasting.brrmedia.co.uk/broadcast/5cb6e597eb566331974d7173
and will be available for playback on AO's corporate website at
ao-world.com(11) later today. The presentation can also be heard
live via a conference line facility by dialling 44 (0)330 336 9125
and using confirmation code 6599153.
For further information, please contact:
AO World plc Tel: +44(0) 1204 672400
John Roberts ir@ao.com
Mark Higgins
Tulchan Communications Tel: +44(0) 20 7353
Catherine James 4200
Will Smith ao@tulchangroup.com
About AO
AO World plc, headquartered in Bolton and listed on the London
Stock Exchange, is an online electrical retailer, with a simple
mission: to have the happiest customers by relentlessly striving
for a better way. We create value by providing electrical products
and related services to our customers, offering a huge range, a
price-match promise and market-leading customer service.
We sell major and small domestic appliances and consumer
electronics in the UK, Germany and the Netherlands and deliver them
via our in-house logistics business and carefully selected third
parties. We also provide ancillary services such as the
installation of new and collection of old products and offer
product protection plans and customer finance.
In the UK, AO operates in four main categories (Major Domestic
Appliances "MDA", Small Domestic Appliances "SDA", Audio Visual
"AV" and computing) and more recently added Gaming, Mobile, Smart
Home and Photographic devices and equipment to its ranges.
Following the acquisition of Mobile Phones Direct Limited in
December 2018, AO has significantly broadened its mobile phone
offering.
AO launched in Germany in October 2014 with MDA and now sells
Floorcare, AV and SDA categories. AO's international expansion
strategy took a step further in February 2016 with the launch of
MDA in the Netherlands, which has also expanded to include SDA and
AV. In 2018, AO acquired Mobile Phones Direct making AO the UK's
largest pureplay mobile phone retailer.
AO also has a majority equity stake in AO Recycling, a WEEE(12)
processing facility, allowing AO to ensure its customers' waste is
dealt with responsibly in the UK.
______________________________
(1) The highlights are for the 12 month period ended 31 March
2019 and the comparative 2018 period. Certain financial data have
been rounded. As a result of this rounding, the totals of data
presented in this document may vary slightly from the actual
arithmetic totals of such data.
(2) Unless stated, all figures include Mobile Phones Direct Ltd
("MPD") which became part of the AO group on 17 December 2019.
(3) UK is defined by the Group as entities operating within the
United Kingdom. (It excludes AO Deutschland Limited which is a
company registered in England but operates in Germany and therefore
is included in the Europe segment).
(4) Europe is defined by the Group as entities operating within
the European Union but excluding the UK.
(5) Where Euro amounts are disclosed they represent the actual
Euro revenue, cost or loss for the period. The term constant
currency is used by the Group to describe the increase or decrease
on actual Euro amounts for the relevant period. Providing this
information eliminates the impact of foreign exchange
movements.
(6) Adjusted EBITDA is defined by the Group as profit/ (loss)
before tax, depreciation, amortisation, profit on disposal of fixed
assets net finance income, "adjustments" and exceptional items.
Adjustments is defined by the Group as (i) set-up costs relating to
overseas expansion namely strategic post go-live costs incurred in
connection with our European expansion strategy of GBPnil (2018:
GBP0.3m), (ii) share-based payment charges of GBP2.3m (2018:
GBP3.5m) attributable to the exceptional LTIP awards which the
Board considers exceptional in nature, (iii) exceptional costs of
GBP1.2m (2018: GBP1.5m) relating to restructure of the senior
leadership team in the previous year and the current year following
the changes in Chief Executive Officer including the impact of the
acceleration of certain share option charges in 2018, which is
considered to be one-off in nature due to its size and timing, (iv)
the fees incurred in connection with the acquisition of MPD of
GBP2.6m (2018: GBPnil), and (v) the costs of fulfilling a marketing
contract in Germany which are considered exceptional in nature
GBP1.2m (2018: GBPnil).
(7) Net funds are defined by the Group as cash less borrowings
less overdrafts as per the consolidated statement of financial
position.
(8) Please refer to the loss per share paragraph later in this
announcement for further information.
(9) A customer is defined as an individual who has purchased
from ao.com, ao.de or ao.nl.
(10) NPS is defined by the Group as Net Promoter Score which is
an industry measure of customer loyalty and satisfaction.
(11) The content of the ao.com website should not be considered
to form a part of or be incorporated into this announcement.
(12) WEEE means waste electrical and electronic equipment. MDA
means Major Domestic Appliances.
(13) By "run-rate" we mean achieving a positive Adjusted EBITDA
for the Europe segment in at least one month of the financial year
ending 31 March 2021, as we set out in our Capital Markets Day in
February 2017.
Alternative performance measures
One of the Group's key performance indictors is Adjusted EBITDA
and each segment is measured by the Chief Operating Decision Maker
on this basis. It is one of our key performance measures and has
been used in the calculation of executive management bonus and
long-term incentives. As such, this measure is important and should
be considered alongside the IFRS measures.
Adjusted EBITDA is calculated by adding back those items of
income and expense defined at footnote 5 above which, because of
the nature and expected infrequency of events giving rise to them,
merit separate presentation to allow shareholders to better
understand the financial performance of the Group in the
period.
The adjustments are as follows:
-- Long Term Incentive Plan ("LTIP") awards were made to a
number of senior staff under the Employee Reward Plan ("ERP") in
July 2016. The Board considers that the magnitude and timing of
these awards are exceptional in nature and so add-back any charge
in arriving at Adjusted EBITDA. AO Sharesave scheme charges and
LTIP charges relating to the LTIP awards which are not considered
to be exceptional in nature are included in trading numbers.
-- Europe set-up costs were costs incurred in FY18 in connection
with our European expansion strategy and our research into other
further countries along with strategic post "go-live" costs.
-- During the current and previous year and following the
changes in Chief Executive Officer, the Group has undertaken a
restructure of its senior leadership team. The cost of this
restructure, including the impact of the acceleration of certain
share option charges, is considered to be exceptional in nature due
to its size and timing, and has therefore been added back in
arriving at Adjusted EBITDA.
-- During the current year, the company acquired Mobile Phones
Direct Limited. Fees in relation to the transaction were
significant in nature and considered by management to outside of
the normal trading activity of the Group and have therefore been
added back in arriving at Adjusted EBITDA.
-- In December 2017, the Group entered into a marketing contract
in Germany which was anticipated to generate significant additional
revenue. During the current financial year, the performance of this
contract has been re-assessed due to significant losses being
incurred and the benefits expected from the contract not
materialising. The Group is however committed to the contract until
December 2020 and whilst management will explore routes to
re-negotiate the contract, it is clear that the cost of fulfilling
the contract over its life will significantly exceed any benefit
gained from it. As a consequence, due to its size and the onerous
nature of the contract, management consider this to be exceptional
in nature and have added back the cost in the current year in
arriving at Adjusted EBITDA.
Cautionary statement
This announcement contains certain forward-looking statements
(including beliefs or opinions) with respect to the operations,
performance and financial condition of the Group. These statements
are made in good faith and are based on current expectations or
beliefs, as well as assumptions about future events. By their
nature, future events and circumstances can cause results and
developments to differ materially from those anticipated. Except as
is required by the Listing Rules, Disclosure Guidance and
Transparency Rules and applicable laws, no undertaking is given to
update the forward-looking statements contained in this document,
whether as a result of new information, future events or otherwise.
Nothing in this document should be construed as a profit forecast
or an invitation to deal in the securities of the Company. This
announcement has been prepared for the Group as a whole and
therefore gives greater emphasis to those matters which are
significant to AO World plc and its subsidiary undertakings when
viewed as a whole.
PERFORMANCE AT A GLANCE
Summary Results(1)
31 March 2019 31 March 2018 Change
-------------------------- --------------------------- ------------------------- ------------------------------
UK(3) Europe(2) Total UK Europe Total UK Europe Total
-------------------------- ------ ---------- ------- ------ -------- ------- -------- -------- --------
Income Statement
-------------------------- ------ ---------- ------- ------ -------- ------- -------- -------- ----------
Product revenue 628.4 151.1 779.5 600.2 114.4 714.6 4.7% 32.2% 9.1%
Service revenue 30.1 1.6 31.8 26.2 1.4 27.6 14.8% 20.2% 15.1%
Commission revenue 61.2 0.3 61.5 26.6 0.1 26.7 130.0% 180.9% 130.2%
Third party logistics
revenue 15.3 0.0 15.3 16.0 0.0 16.0 (4.2)% - (4.2)%
Recycling revenue 14.3 0.1 14.5 11.7 0.1 11.8 22.2% 17.3% 22.2%
-------------------------- ------ ---------- ------- ------ -------- ------- -------- -------- ----------
Revenue 749.3 153.2 902.5 680.8 116.0 796.8 10.1% 32.0% 13.3%
-------------------------- ------ ---------- ------- ------ -------- ------- -------- -------- ----------
Adjusted EBITDA(4) 27.4 (27.8) (0.4) 22.6 (26.0) (3.4) 20.9% (6.4)% 87.6%
-------------------------- ------ ---------- ------- ------ -------- ------- -------- -------- ----------
Adjusted EBITDA
margin(5) 3.7% (18.1)% 0.0% 3.3% (22.4)% (0.4)% 0.4ppts 4.3ppts 0.4ppts
-------------------------- ------ ---------- ------- ------ -------- ------- -------- -------- ----------
Adjusted operating
profit/(loss)(6) 21.0 (28.9) (7.9) 16.8 (27.7) (10.9) 24.6% -3.9% 27.8%
-------------------------- ------ ---------- ------- ------ -------- ------- -------- -------- ----------
Adjustments(7)
Non-cash share-based
payment charge (2.3) - (2.3) (3.5) - (3.5)
Europe set-up
costs - - - (0.3) - (0.3)
Fees incurred
on acquisition
of subsidiary (2.6) - (2.6) - - -
Onerous contract
costs - (1.2) (1.2) - - -
Executive restructuring
costs (1.2) - (1.2) (1.4) (0.1) (1.5)
-------------------------- ------ ---------- ------- ------ -------- ------- -------- -------- ----------
Operating profit/(loss) 14.9 (30.1) (15.2) 11.6 (27.8) (16.2) 27.7% -7.8% 6.5%
-------------------------- ------ ---------- ------- ------ -------- ------- -------- -------- ----------
Loss per share
(pence)
-------------------------- ------ ---------- ------- ------ -------- ------- -------- -------- ----------
Basic loss per
share (3.78) (2.93)
Diluted loss per
share (3.78) (2.92)
Adjusted loss
per share(8) (3.13) (3.16)
-------------------------- ------ ---------- ------- ------ -------- ------- -------- -------- ----------
_______________________________
(1) Certain financial data have been rounded. As a result of
this rounding, the totals of data presented in this document may
vary slightly from the actual arithmetic totals of such data.
(2) Europe is defined by the Group as entities operating within
Europe but excluding the UK and also includes exploratory costs in
other European territories.
(3) UK is defined by the Group as entities operating within the
United Kingdom. (It excludes AO Deutschland Limited which is a
company registered in England but operates in Germany and therefore
is included in the Europe segment). (4) Adjusted EBITDA is defined
by the Group as profit/(loss) before tax, depreciation,
amortisation, profit on disposal of fixed assets, net finance
income, "adjustments" and exceptional items.
(5) Adjusted EBITDA margin is defined by the Group as Adjusted
EBITDA divided by revenue.
(6) Adjusted operating profit/(loss) is defined by the Group as
profit/(loss) before tax, net finance income, "adjustments" and
exceptional items but after depreciation, amortisation and profit
on disposal of fixed assets.
(7) Adjusted EBITDA is defined by the Group as profit/ (loss)
before tax, depreciation, amortisation, profit on disposal of fixed
assets net finance income, "adjustments" and exceptional items.
Adjustments is defined by the Group as (i) set-up costs relating to
overseas expansion namely strategic post go-live costs incurred in
connection with our European expansion strategy of GBPnil (2018:
GBP0.3m), (ii) share-based payment charges of GBP2.3m (2018:
GBP3.5m) attributable to the exceptional LTIP awards which the
Board considers exceptional in nature, (iii) exceptional costs of
GBP1.2m (2018: GBP1.5m) relating to restructure of the senior
leadership team in the previous year and the current year following
the change in Chief Executive Officer including the impact of the
acceleration of certain share option charges, which is considered
to be one-off in nature due to its size and timing, (iv) the fees
incurred in connection with the acquisition of MPD of GBP2.6m
(2018: GBPnil), and (v) the costs of fulfilling a marketing
contract in Germany of GBP1.2m (2018: GBPnil) which are considered
exceptional in nature.
(8) Adjusted loss per share is basic earnings per share plus
foreign exchange gains arising from inter-group funding. See note 6
later in this announcement.
Operating & Financial Review
Continued organic revenue growth enhanced by acquisition of
MPD
We have continued to grow our businesses in the UK and Europe
during the year whilst diversifying the categories that we offer to
our customers and leveraging the competencies that we've created.
Group revenue increased by 13.3% to GBP902.5m. Year-on-year UK
revenue was up 10.1% to GBP749.3m (up 5.7% on a like for like basis
when excluding revenues from our newly acquired mobile phones
business ("MPD")). Revenue from our European business was
GBP153.2m/EUR173.3m, up 32.2% year-on-year on a constant currency
basis(1) .
Group Adjusted EBITDA losses for the period improved to GBP0.4m
(2018: GBP3.4m), with the UK growing by 20.9% (including MPD) and
by 14.3% (excluding MPD). Loss before tax was GBP18.9m (2018:
GBP13.5m). Our Europe business increased Adjusted EBITDA losses by
6.4% year-on-year on a sterling basis reflecting cost pressures
from re-configuring driver scheduling arrangements in Germany and
the impact of increased revenues with a negative gross margin.
We have incurred costs which we have classified as exceptional
of GBP7.3m in FY19. These costs comprise exceptional share-based
payment charges, certain restructuring costs, costs in relation to
the acquisition of MPD together with charges for an onerous
contract which we are unable to terminate in Germany. Further
details of these are set out in the paragraph entitled
"Adjustments", later in this document.
The acquisition of MPD completed in December 2018 and we have
been working towards integrating this operation into the Group. MPD
delivered GBP30.0m of revenue since completion and contributed
GBP1.5m to Adjusted EBITDA. The business has grown revenue and
connections consistently in recent years. MPD is a successful
standalone business but by utilising AO's market leading logistics,
finance and recycling proposition and leveraging our e-commerce
competencies we will be able to grow the business further.
MPD operates in a market that is rapidly changing, especially as
the 5G rollout comes to the UK which will further drive sales in
smart and connected "Internet of Things" devices, alongside the
changing consumer trends to online purchasing and buying patterns.
The combination of MPD and AO provides a scaled Mobile offering and
should allow us to take advantage of this customer first, connected
landscape for years to come.
UK growth has been driven by double-digit growth in all
categories except MDA and we experienced pleasing levels of growth
through marketplace channels and trade sales. Although we managed
to maintain our share of our most mature category, MDA revenue was
impacted by a decline in the overall market and a more limited than
expected response to our TV marketing campaign. We have also
experienced good growth in service revenues and commissions which
includes commissions from the sale of network contracts from our
acquired MPD business, insurance and finance.
Customers responded positively to AO's UK seasonal Black Friday
offer. This peak trading period continues to be popular with our
customers and we are pleased with our performance. Our offering of
Black Friday deals over a longer time period in November was well
received by customers, which also allowed for a smoother sales flow
and improved margins.
We are targeting new clients in third-party logistics which will
help drive further growth in FY20. We continue to grow recycling
revenue as our fridge plant has been operational for a full year,
we have commenced building a plastics recycling plant and we look
to launch a further plant in this growth area.
Profitability in the UK has been driven by a reduction in
advertising and marketing expenditure and as we leverage our
infrastructure and people to drive efficiencies.
The performance of our Europe business over the last twelve
months has been disappointing. Whilst we have delivered a good
level of revenue growth, this has been achieved at the expense of
profit and cash. Although it is still early days, the recent
changes we have made to the senior leadership team and the
injection of our UK talent and experience should help drive
improved product margin, provide a focus on relevant and
cost-effective acquisition channels and continue to reduce costs to
deliver. However, there is much to do.
Net cash outflow for the period was GBP27.0m as we experienced
an outflow of working capital due in part to the increase in our
inventory levels as part of our Brexit contingency planning. Cash
at 31 March 2019 was GBP28.9m. Total borrowings increased from
GBP14.6m to GBP38.0m mainly reflecting the new term loan to fund
the cash component of the acquisition cost of MPD. We continue to
enjoy strong relationships with, and good support from, our
supplier base. However, their ability to obtain suitable levels of
credit insurance remains consistent with an overall negative view
in the credit insurance market towards the UK and in particular
businesses in the UK consumer sector. We are assessing a number of
alternatives and options to protect, aid and support our business
relationships with our suppliers in the face of any negative
implications arising from the actions of credit insurers, with whom
AO has no direct relationships.
Whilst we have seen a number of challenges in FY19, there is
good momentum as we progress through FY20 and a number of
opportunities to drive both revenue and profit lay before us.
Revenue (see table 1)
For the year ended 31 March 2019 total Group revenue increased
by 13.3% to GBP902.5m (2018: GBP796.8m).
Overall revenue in the UK increased by 10.1% to GBP749.3m (2018:
GBP680.8m) up c.5.7% year on year excluding the impact of the
post-acquisition revenue from MPD. Product revenue growth on our
retail website was driven by our newer categories where we
experienced double digit growth. Our market-place channels and
trade sales further added to product revenue across all categories.
Revenue from ao.com reduced year on year following a more limited
than expected response to our TV marketing campaign. This strategy
has been reviewed to focus our investment in performance marketing,
social channels, influencers and user experience on the website. We
have been successful in driving revenue from marketplace channels
(Amazon and Ebay) which we believe are new customers to the group
and do not cannibalise traffic that would otherwise shop with
ao.com. In addition, we continue to focus on our Business to
Business (B2B) offering and this has been a key driver of our
growth in the MDA category.
Service revenue increased by 15.1% compared to the previous
year; reflecting improvements to the customer propositions, for
example the choice of timeslots and increased premium installations
available to more locations, that have resonated well with our
customers. Black Friday continues to be a major sales event in our
retail calendar. This year our promotional period extended over 3
weeks, meaning our great deals were able to reach even more
customers than ever before.
Our acquisition of MPD delivered GBP30.0m of revenue in the
year, representing most of the significant increase year on year in
commission revenue. We continue to be excited about this
opportunity and look forward to AO Mobile launching later in FY20.
Customers of ao.com continue to value the warranty products and
during the year we migrated our product from a warranty to a hybrid
insurance product offering greater regulatory protection. We are
pleased how this migration progressed involving a full base contact
exercise with a low proportion of plans cancelled. The reduction of
third-party logistics revenue year on year reflects the loss of the
contract to deliver goods for Argos which has previously been
disclosed. During the year we won a new contract with the furniture
retailer The Cotswold Company and are targeting new client growth
in FY20. Recycling revenue increased by 22.2% as the Group
benefited from the first full year of operation of our fridge
recycling plant in Telford.
In Europe sales from our German website AO.de and our
Netherlands website AO.nl, generated revenues, on a constant
currency basis(1) , of EUR173.3m (2018: EUR131.2m), an increase of
32.2% which equates to GBP153.2m (2018: GBP116.0m) on a reported
currency basis. Revenue growth in this segment is a fundamental
component of the journey to profitability. Towards the end of the
period we carried out a review of the various drivers of growth
that have been employed to ensure that they are sustainable as we
continue to grow. This has entailed reviewing our pricing policy
where we have been undercutting the market and considering traffic
channels (particularly marketplaces) where cost to acquire traffic
is in excess of our traditional website acquisition costs.
(1) Where euro amounts are disclosed in these financial
statements, they represent the actual euro revenue, costs or loss
for the period. The term constant currency is used by the Group to
describe the increase or decrease as actual euro amounts recorded
for the relevant period. Providing this information eliminates the
impact of foreign exchange movements.
In line with the requirements of IFRS15, the Group has
disaggregated its revenue into the main business lines and these
are shown in the table below:
Table 1:
2019 2018 % change
-------------------- -------------------- ------------------------
UK Europe Total UK Europe Total UK Europe Total
Product revenue 628.4 151.1 779.5 600.2 114.4 714.6 4.7% 32.0% 9.1%
---------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Service revenue 30.1 1.6 31.8 26.2 1.4 27.6 14.8% 20.2% 15.1%
---------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Commission revenue 61.2 0.3 61.5 26.6 0.1 26.7 130.0% 180.9% 130.2%
---------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Third party logistics 15.3 0.0 15.3 16.0 0.0 16.0 (4.2)% - (4.2)%
---------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Recycling 14.3 0.1 14.5 11.7 0.1 11.8 22.2% 17.3% 22.2%
---------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Revenue 749.3 153.2 902.5 680.8 116.0 796.8 10.1% 32.1% 13.3%
---------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Gross margin (see table 2)
Gross margin for the Group, which includes product margin,
delivery costs, commissions from selling insurance plans and other
ancillaries (which attract a higher margin as a percentage of
revenue than product sales), reduced to 17.0% for the reporting
period. This was a fall of 0.8ppts against the prior year with
total gross profit increasing by 7.5% to GBP152.3m (2018:
GBP141.8m).
Gross Margin in the UK business fell slightly to 20.7%. As in
previous periods, the increasing share of total revenue
attributable to newer categories (including MPD), as well as that
of business to business sales has had a dilutive effect on Gross
Margin. Individual product margins in our retail business have
increased in all categories. We would expect this effect to
increase further once the full year effect of MPD is included in
the income statement in FY20. The dynamics of the mobile business
have a lower gross margin, but a corresponding lower cost to
serve.
In Europe the gross margin improved slightly to a loss of
GBP2.6m (2018: GBP2.8m loss) and gross margin improved to -1.7%
(2018: -2.5%). Whilst this was an improvement it was not to the
degree that we had expected to achieve. During the summer we
encountered some issues with local legislation in Germany regarding
driver hours, and whilst popular with the drivers themselves we
were obliged to move from a 4 day working week to a 5 day week.
This resulted in a number of short term operational issues that
lasted for a period of about 6 weeks and also built some
inefficiency in to the longer term model. During the first half of
the year we made progress on our product margin but as we moved in
to the second half this moved backwards as we were not able to
achieve as much price support from the manufacturers, and we
discounted product in order to drive volumes to achieve rebate
targets. As we move in to FY20 we have rebased our pricing strategy
in line with the UK approach and are negotiating pricing with
manufacturers.
Table 2:
2019 2018 % change
-------------------- -------------------- -----------------------------
Year ended 31 March
(GBPm) UK Europe Total UK Europe Total UK Europe Total
Gross profit/(loss) 154.9 (2.6) 152.3 144.6 (2.8) 141.8 7.1% -10.1% 7.5%
-------------------- ----- ------ ----- ----- ------ ----- -------- ------- --------
Gross margin % 20.7% -1.7% 17.0% 21.3% -2.5% 17.8% -0.6ppts 0.8ppts -0.8ppts
-------------------- ----- ------ ----- ----- ------ ----- -------- ------- --------
Certain financial data have been rounded. As a result of this
rounding, the totals of data presented in this document may vary
slightly from the actual arithmetic totals of such data.
Selling, General & Administrative Expenses ("SG&A") (see
table 3)
UK SG&A expenses for the year to 31 March 2019 increased by
5.1% to GBP141.0m (2018: GBP134.3m) and represented 18.8% of sales
(2018: 19.7%).
UK advertising and marketing expenditure as a percentage of
revenue reduced from 4.2% to 3.0%. In FY18 we sponsored Britain's
Got Talent in the early part of the year which took our advertising
cost run rate in the comparator period above normal levels. During
FY19 in the first half of the year we invested in the "Delivering
Tomorrow" advertising campaign. This did not deliver the results
that we had hoped for and so we reduced the level of expenditure on
TV advertising in the second half of the year.
UK warehousing costs increased by GBP3.7m to GBP33.7m (2018:
GBP30.0m) representing 4.5% of revenue (2018: 4.4%) as a result of
the opening of three new outbases in the year. The addition of
further outbases helps to reduce stem mileage thus creating
efficiencies in delivery costs which are reflected in gross margin.
As we continue to grow we should continue to achieve greater
efficiencies due to scale from this physical structure. In
addition, the first full year of activity at our Recycling facility
in Telford has contributed to the year on year increase in
warehousing costs
UK other administration expenses increased by GBP8.2m to
GBP78.9m (2018: GBP70.7m) and as a percentage of sales increased to
10.5% (2018: 10.4%). The increase largely related to increases in
staff costs in our UK retail business as we invest to drive margin
and to manage the increasing complexity of multiple categories. As
we move forwards this is an area of focus for management to
leverage the fixed cost base with scale.
In Europe our SG&A costs as a percentage of revenue reduced
from 22.0% to 18.3% and totalled GBP28.0m (2018: GBP25.5m).
Europe advertising and marketing expenses increased by GBP1.1m
to GBP5.9m in the 12 months to 31 March 2019 primarily due to
increased acquisition costs to drive revenue although as a
percentage of sales they decreased. Warehousing costs increased to
GBP5.2m (2018: GBP4.3m) as we expanded the number of outbases from
five to seven. Other administration expenses increased slightly to
GBP16.8m (2018: GBP16.5m) but reduced significantly as a percentage
of sales as the business sought to drive out some of the early set
up inefficiencies.
Table 3:
2019 2018 % change
-------------------- -------------------- ----------------------
Year ended 31 March
(GBPm) UK Europe Total UK Europe Total UK Europe Total
Advertising and marketing 22.3 5.9 28.3 28.4 4.8 33.2 -21.5% 24.8% -14.8%
-------------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
% of revenue 3.0% 3.9% 3.1% 4.2% 4.1% 4.2%
-------------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Warehousing 33.7 5.2 38.9 30.0 4.3 34.3 12.5% 21.8% 13.7%
-------------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
% of revenue 4.5% 3.4% 4.3% 4.4% 3.7% 4.3%
-------------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Other administration 78.9 16.8 95.8 70.7 16.5 87.2 11.6% 2.1% 9.8%
-------------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
% of revenue 10.5% 11.0% 10.6% 10.4% 14.2% 10.9%
-------------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Adjustments(1) 6.1 0.1 6.2 5.2 0.1 5.3
-------------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
% of revenue 0.8% 0.1% 0.7% 0.8% n/a 0.7%
-------------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Total Administrative
expenses 141.0 28.0 169.0 134.3 25.5 159.8 5.1% 9.8% 5.8%
-------------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
% of revenue 18.8% 18.3% 18.7% 19.7% 22.0% 20.1%
-------------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Certain financial data have been rounded. As a result of this
rounding, the totals of data presented in this document may vary
slightly from the actual arithmetic totals of such data.
(1) Adjustments is defined by the Group as set-up costs and
strategic post go--live costs relating to overseas expansion,
share-based payment charges attributable to exceptional LTIP
awards, exceptional restructuring costs, the fees incurred in
connection with the acquisition of MPD and the cost of fulfilling a
marketing contract in Germany which the Board considers one-off in
nature.
Operating loss and Adjusted EBITDA (see table 4)
Operating loss was GBP15.2m for the period decreasing by GBP1.0m
against the prior year. However, when reviewing profitability, the
Directors use an adjusted measure of EBITDA in order to give a
meaningful year-on-year comparison, and it is a performance
criteria for the purposes of both the Executive management's
historic annual bonus and LTIP awards (along with other measures
including revenue). Whilst we recognise that the measure is an
alternative (non-Generally Accepted Accounting Principles
("non-GAAP")) performance measure which is also not defined within
IFRS, this measure is important and should be considered alongside
the IFRS measures. Operating profit is reconciled to Adjusted
EBITDA as set out in table 4 below.
Table 4:
2019 2018 % change
-------------------- -------------------- -------------------------
Year ended 31 March
(GBPm) UK Europe Total UK Europe Total UK Europe Total
Operating profit/(loss) 14.9 (30.1) (15.2) 11.6 (27.8) (16.2) 27.7% -7.8% 6.5%
--------------------------------- ---- ------ ------ ---- ------ ------ ------- ------- -------
Add adjustments:
--------------------------------- ---- ------ ------ ---- ------ ------ ------- ------- -------
Non-cash share-based
payments charge for
exceptional LTIP awards 2.3 - 2.3 3.5 - 3.5
--------------------------------- ---- ------ ------ ---- ------ ------ ------- ------- -------
Europe set-up costs - - - 0.3 - 0.3
--------------------------------- ---- ------ ------ ---- ------ ------ ------- ------- -------
Fees incurred on acquisition
of MPD 2.6 - 2.6
--------------------------------- ---- ------ ------ ---- ------ ------ ------- ------- -------
Onerous contract - 1.2 1.2
--------------------------------- ---- ------ ------ ---- ------ ------ ------- ------- -------
Executive restructuring
costs 1.2 - 1.2 1.4 0.1 1.5
--------------------------------- ---- ------ ------ ---- ------ ------ ------- ------- -------
Adjusted operating
profit 21.0 (28.9) (7.9) 16.8 (27.7) (10.9) 24.6% -3.9% 27.8%
--------------------------------- ---- ------ ------ ---- ------ ------ ------- ------- -------
Add: Depreciation and
amortisation 6.4 1.1 7.5 5.8 1.8 7.6 9.4% -38.9% 0.7%
--------------------------------- ---- ------ ------ ---- ------ ------ ------- ------- -------
Less: Profit on disposal - - - - (0.1) (0.1) n/a n/a n/a
--------------------------------- ---- ------ ------ ---- ------ ------ ------- ------- -------
Adjusted EBITDA 27.4 (27.8) (0.4) 22.6 (26.0) (3.4) 20.9% -6.4% 87.6%
--------------------------------- ---- ------ ------ ---- ------ ------ ------- ------- -------
Adjusted EBITDA as
% of revenue 3.7% -18.1% 0.0% 3.3% -22.5% -0.4% 0.4ppts 4.4ppts 0.4ppts
--------------------------------- ---- ------ ------ ---- ------ ------ ------- ------- -------
Certain financial data have been rounded. As a result of this
rounding, the totals of data presented in this document may vary
slightly from the actual arithmetic totals of such data.
Adjustments
Exceptional share-based payment charges
LTIP awards were made to a number of senior staff under the
Performance Share Plan at the time of the Company's IPO in 2014 and
also under the Employee Reward Plan (ERP) in July 2016. The Board
considers that the magnitude and timing of these awards are
exceptional in nature and so add-back any charge in arriving at
Adjusted EBITDA.
AO Sharesave scheme charges and LTIP charges relating to the
LTIP awards which are not considered to be exceptional in nature
are not adjusted for.
Europe set-up costs
In the prior year, Europe set-up costs were costs incurred in
connection with our European expansion strategy and our research
into other countries along with strategic post "go-live" activity
in AO.de and AO.nl.
Fees incurred on acquisition of MPD
During the current year, the company acquired Mobile Phones
Direct Limited. Fees in relation to the transaction were
significant in nature and considered by management to outside of
the normal trading activity of the Group and have therefore been
added back in arriving at Adjusted EBITDA.
Onerous contract
In December 2017, the Group entered into a marketing contract in
Germany which was anticipated to generate significant additional
revenue. During the current financial year, the performance of this
contract has been re-assessed due to significant losses being
incurred and the benefits expected from the contract not
materialising. The Group is however committed to the contract until
December 2020 and whilst management will explore routes to
re-negotiate the contract, it is clear that the cost of fulfilling
the contract over its life will significantly exceed any benefit
gained from it. As a consequence due to its size and the onerous
nature of the contract, management consider this to be one off in
nature and have added back the cost in the current year in arriving
at Adjusted EBITDA.
Exceptional restructuring costs
During the current and previous year and following the change in
Chief Executive Officer, the Group has undertaken a restructure of
its senior leadership team. The cost of this restructure, including
the impact of the acceleration of certain share option charges, is
considered to be exceptional in nature due to its size and timing,
and has therefore been added back in arriving at Adjusted
EBITDA.
Depreciation, amortisation and profit on disposal of fixed
assets
These are non-cash costs in relation to the Group's tangible and
intangible fixed assets which are added back to operating profit to
arrive at EBITDA which is considered to be a relevant proxy for
"cash operating profit".
Group Adjusted EBITDA losses reduced to GBP0.4m (2018: GBP3.4m
losses) after allowing for GBP27.8m of Europe Adjusted EBITDA
losses (2018: GBP26.0m). In local currency (removing the impact of
foreign exchange movements), European losses increased to EUR31.3m
(2018: EUR29.6m).
UK Adjusted EBITDA for the 12 months to 31 March 2019 was
GBP27.4m (2018: GBP22.6m) with the key drivers explained above.
Taxation
The tax credit for the year was GBP1.9m (2018: GBP0.2m). The
effective rate of tax for the year was 9.5% (2018: 1.9%).
The Group is subject to taxes in the UK, Germany and the
Netherlands. The Group continues to be able to offset its German
losses against profits within the UK through its registered branch
structure in Germany. No overseas tax is attributable to Germany
and the Netherlands as they continue to develop their
operations.
Tax losses from prior years in Germany remain as carried forward
losses and continue to be as not recognised for the purposes of
deferred tax. However following the changes in the UK loss
utilisation rules the tax losses created in the period that are not
utilised have been carried forward and recognised for the purposes
of deferred tax. The recognition of these losses is on the basis
that the carried forward losses created in the period are
anticipated to be used by the wider group going forward following
the changes in UK loss utilisation rules.
In addition, tax losses brought forward in AO Recycling are
being utilised and therefore the deferred tax asset arising on the
remaining tax losses carried forward at the end of the year have
been treated as a recognised deferred tax asset as the entity will
continue to utilise these losses going forward.
Our tax strategy can be found at www.ao.com/corporate.
Retained loss for the year and loss per share
Retained loss for the year was GBP17.0m (2018: GBP13.3m). Basic
loss per share was 3.78p (2018: 2.93p loss) which is negatively
affected by a foreign exchange loss of GBP3.0m (2018: gain GBP1.1m)
arising from intra-Group funding arrangements.
The foreign exchange (loss)/gain has arisen as a result of the
movement in the exchange rate between sterling and the euro in the
period. This has impacted the value of intra-Group loans held in
GBP in the European entities and EUR loans in the UK giving rise to
the GBP3.0m loss referenced above.
Table 5 below shows the adjusted basic loss per share excluding
the foreign exchange gain mentioned above.
Table 5:
Year ended
31 March (GBPm) 2019 2018
--------------------------------------- ------------ ------------
Loss
Loss attributable to owners of the
parent company (17.5) (13.4)
Foreign exchange gains on intra-Group
loans 3.0 (1.1)
Adjusted loss attributable to owners
of the parent company (14.5) (14.5)
--------------------------------------- ------------ ------------
Number of shares
Basic and adjusted weighted average
number of ordinary shares 463,153,515 458,788,480
--------------------------------------- ------------ ------------
Potentially dilutive share options 6,447,240 1,885,206
--------------------------------------- ------------ ------------
Diluted weighted average number of
shares 469,600,755 460,673,686
--------------------------------------- ------------ ------------
Loss per share (in pence)
Basic loss per share (3.78) (2.93)
Diluted loss per share (3.78) (2.92)
Adjusted basic loss per share (3.13) (3.16)
--------------------------------------- ------------ ------------
As the impact of the potentially dilutive shares does not give
rise to a reduction in the loss per share, diluted loss per share
has been restricted to the basic loss per share.
Cash resources and cash flow
Net cash balances at 31 March 2019 were GBP28.9m (2018:
GBP56.0m). The reduction in cash is driven by an outflow of working
capital of GBP31.7m, capital expenditure and repayment of
borrowings offset by the net inflows in relation to the acquisition
of Mobile Phones Direct Limited.
Borrowings (which comprises bank borrowings and finance leases)
increased to GBP38.0m (2018: GBP14.6m) resulting in net debt at 31
March 2019 of GBP9.0m (2018: funds GBP38.3m). The increase in
borrowings in the year was mainly due to the new term loan of
GBP24m used to partly fund the acquisition of Mobile Phones Direct
Limited and a GBP3m term loan to partly fund the construction of
the new plastics plant in our recycling business.
The Group continues to benefit from the availability of its
GBP60m revolving credit facility with HSBC Bank plc, Lloyds Bank
Plc and Barclays Bank Plc in the banking syndicate. The facility is
available for general corporate purposes, including UK working
capital movements, with the undrawn amount at 31 March 2019 being
GBP56.1m. The amount utilised is in relation to letters of credit
and payment guarantees.
Working capital (see table 6)
At 31 March 2019, the Group had net current liabilities of
GBP27.5m (31 March 2018: net current assets of GBP0.7m) principally
as a result of the reductions in cash noted above and the timing of
loan payments as we move into FY20.
Movements in working capital in the year were as follows:
As at 31 March 2019, UK inventories were GBP60.7m (2018:
GBP42.1m) reflecting an increase in sales volumes and an increase
in stock as part of our Brexit mitigation risk planning. UK average
stock days stay consistent against the prior year at 27 days (2018:
27 days).
UK trade and other receivables (both non-current and current)
were GBP188.0m as at 31 March 2019 (2018: GBP91.5m) principally
reflecting an increase in accrued income in respect of commissions
due on product protection plans as a result of the higher retail
volumes and the accrued income relating to the commission
receivable from the Mobile Network Operators following the
acquisition of MPD.
UK trade and other payables increased to GBP223.1m (2018:
GBP140.9m) primarily reflecting the increased inventory noted above
and the impact from the acquisition of Mobile Phones Direct Limited
(increased trade payables and payments on account from the Mobile
Network Operators).
At 31 March 2019, European inventories were GBP15.6m (2018:
GBP11.1m) principally as a result of the increase in sales volumes
in both territories during the year. Trade and other receivables
reduced to GBP9.5m (2018: GBP11.2m) due principally to the timing
of receipt of rebates
Trade and other payables decreased to GBP14.0m (2018: GBP15.1m),
impacted by the timing of supplier payments around year end.
Table 6:
2019 2018
------------------------ ------------------------
UK Europe Total UK Europe Total
Inventories 60.7 15.6 76.3 42.1 11.1 53.2
------------------------------ ------- ------ ------- ------- ------ -------
As % of COGS 10.2% 10% 10.2% 7.8% 9.3% 8.1%
------------------------------ ------- ------ ------- ------- ------ -------
Trade and other receivables 188.0 9.5 197.5 91.5 11.2 102.7
------------------------------ ------- ------ ------- ------- ------ -------
As a % of revenue 25.1% 6.2% 21.9% 13.4% 9.7% 12.9%
------------------------------ ------- ------ ------- ------- ------ -------
Trade and other payables (223.1) (14.0) (237.1) (140.9) (15.1) (156.0)
------------------------------ ------- ------ ------- ------- ------ -------
As a % of COGS 37.5% 9.0% 31.6% 26.3% 12.7% 23.8%
------------------------------ ------- ------ ------- ------- ------ -------
Net working capital 25.7 11.1 36.8 (7.3) 7.2 (0.1)
------------------------------ ------- ------ ------- ------- ------ -------
Change in net working capital 33.0 3.9 36.9 9.0 5.4 14.4
------------------------------ ------- ------ ------- ------- ------ -------
Capital expenditure
Total capital expenditure in the year was GBP5.2m (2018:
GBP5.5m). The expenditure in 2019 principally comprised costs in
relation to the commencement of construction of the new plastics
plant in our Recycling business (together with continued investment
in the current recycling site), fit-out costs in relation to
additional corporate office space. The prior year included
expenditure in relation to our new office in Manchester, continued
investment in our recycling facility in Telford and the purchase of
a number of delivery vehicles in Germany
As announced the Group has commenced building a plastics
refinement facility due to be operation in FY20 and is planning to
open a second fridge recycling facility by the end of FY20. We
therefore expect capital expenditure levels in the coming year to
be higher than usual.
Mark Higgins
Group Chief Financial Officer
3 June 2019
CONDENSED CONSOLIDATED INCOME STATEMENT
For the year ended 31 March 2019
31 March 31 March
2019 2018
Note GBPm GBPm
Revenue 2 902.5 796.8
Cost of sales (750.2) (655.0)
------------------------------- ---- ---------- ----------
Gross profit 152.3 141.8
Administrative expenses (169.0) (159.8)
Other operating income 1.5 1.8
------------------------------- ---- ---------- ----------
Operating loss (15.2) (16.2)
Finance income 4 2.5 4.8
Finance costs 5 (6.2) (2.1)
------------------------------- ---- ---------- ----------
Loss before tax (18.9) (13.5)
Tax credit 7 1.9 0.2
------------------------------- ---- ---------- ----------
Loss for the period (17.0) (13.3)
------------------------------- ---- ---------- ----------
Loss for the year attributable
to:
Owners of the parent company (17.5) (13.4)
Non-controlling interest 0.5 0.1
------------------------------- ---- ---------- ----------
(17.0) (13.3)
------------------------------- ---- ---------- ----------
Loss per share (pence)
Basic loss per share 6 (3.78) (2.93)
Diluted loss per share 6 (3.78) (2.92)
------------------------------- ---- ---------- ----------
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 March 2019
31 March 31 March
2019 2018
GBPm GBPm
Loss for the period (17.0) (13.3)
Items that may be subsequently recycled
to Income Statement
Exchange differences on translation
of foreign operations 2.4 (1.0)
------------------------------------------- -------- --------
Total comprehensive loss for the period (14.6) (14.3)
------------------------------------------- -------- --------
Loss for the year attributable to:
Owners of the parent company (15.1) (14.4)
Non-controlling interest 0.5 0.1
------------------------------------------- -------- --------
(14.6) (14.3)
------------------------------------------ -------- --------
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 31 March 2019
At At
31 March 31 March
2019 2018
Note GBPm GBPm
--------------------------------- ------ --------- ---------
Non-current assets
Goodwill 27.6 13.5
Other intangible assets 16.9 1.2
Property, plant and equipment 26.8 28.0
Trade and other receivables 79.4 47.9
Derivative financial asset 0.8 2.2
Deferred tax asset 3.6 1.7
----------------------------------- ------ --------- ---------
155.0 94.5
--------------------------------- ------ --------- ---------
Current assets
Inventories 76.3 53.2
Trade and other receivables 118.0 54.8
Derivative financial asset - 0.2
Corporation tax receivable 0.6 0.2
Cash and cash equivalents 8 28.9 56.0
223.8 164.4
--------------------------------- ------ --------- ---------
Total assets 378.8 258.9
----------------------------------- ------ --------- ---------
Current liabilities
Bank overdraft 8 - (3.1)
Trade and other payables (230.1) (156.0)
Borrowings 8 (12.2) (4.2)
Derivative financial liability (0.6) (0.4)
Provisions (8.3) -
----------------------------------- ------ --------- ---------
(251.3) (163.7)
--------------------------------- ------ --------- ---------
Net current (liabilities)/assets (27.5) 0.7
----------------------------------- ------ --------- ---------
Non-current liabilities
Borrowings 8 (25.7) (10.4)
Trade and other payables (7.0) -
Derivative financial liability (2.9) (3.4)
Deferred tax liability (2.7) -
Provisions (2.6) (1.8)
----------------------------------- ------ --------- ---------
Total liabilities (292.3) (179.3)
----------------------------------- ------ --------- ---------
Net assets 86.6 79.6
----------------------------------- ------ --------- ---------
Equity attributable to owners
of the parent
Share capital 1.2 1.1
Share premium account 103.7 103.7
Other reserves 29.0 5.3
Retained losses (46.4) (28.9)
----------------------------------- ------ --------- ---------
Total 87.5 81.2
----------------------------------- ------ --------- ---------
Non-controlling interest (0.9) (1.6)
----------------------------------- ------ --------- ---------
Total equity 86.6 79.6
----------------------------------- ------ --------- ---------
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 31 March 2019
Other reserves
-------------------------------------------------------
Share Capital Share-based
Share premium Merger redemption payments Translation Other Retained Total Non-controlling Total
capital account reserve reserve reserve reserve reserve losses interest
GBPm GBPm GBPm GBPm GBPm GBPm GBPm GBPm GBPm GBPm GBPm
------------------ ------- -------- ------- ---------- ----------- ----------- -------- -------- ------ --------------- ------
Balance at 31
March 2017 1.1 55.7 4.4 0.5 3.8 (5.6) (2.1) (15.6) 42.2 (1.7) 40.5
------------------ ------- -------- ------- ---------- ----------- ----------- -------- -------- ------ --------------- ------
Loss for the
year - - - - - - - (13.4) (13.4) 0.1 (13.3)
Share-based
payments
charge net of
tax - - - - 5.4 - - - 5.4 - 5.4
Foreign currency
gain on
consolidation - - - - - (1.0) - - (1.0) - (1.0)
Issue of shares
(net of expenses) - 48.0 - - - - - - 48.0 - 48.0
Movement between
reserves - - - - (0.1) - - 0.1 - - -
Balance at 31
March 2018 1.1 103.7 4.4 0.5 9.1 (6.6) (2.1) (28.9) 81.2 (1.6) 79.6
------------------ ------- -------- ------- ---------- ----------- ----------- -------- -------- ------ --------------- ------
Loss for the
year - - - - - - - (17.5) (17.5) 0.5 (17.0)
Share-based
payments
charge net of
tax - - - - 4.0 - - - 4.0 - 4.0
Foreign currency
gain on
consolidation - - - - - 2.4 - - 2.4 - 2.4
Issue of shares
(net of expenses) - - 17.8 - - - - - 17.8 - 17.8
Acquisition of
non-controlling
entity - - - - - - (0.4) - (0.4) 0.3 (0.1)
Balance at 31
March 2019 1.2 103.7 22.2 0.5 13.1 (4.2) (2.5) (46.4) 87.5 (0.9) 86.6
------------------ ------- -------- ------- ---------- ----------- ----------- -------- -------- ------ --------------- ------
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
For the year ended 31 March 2019
2019 2018
GBPm GBPm
---------------------------------------------------- ------ ------
Cash flows from operating activities
Loss for the period (17.0) (13.3)
Adjustments for:
Depreciation and amortisation 7.5 7.6
Finance income (2.5) (4.8)
Finance costs 6.2 2.1
Profit on disposal of property, plant and
equipment - (0.1)
Taxation credit (1.9) (0.2)
Increase in provisions 0.1 0.3
Share-based payment charge 4.0 5.5
----------------------------------------------------- ------ ------
Operating cash flows before movement in
working capital (3.6) (2.9)
----------------------------------------------------- ------ ------
Increase in inventories (16.3) (8.4)
Increase in trade and other receivables (10.2) (21.5)
(Decrease)/Increase in trade and other
payables (5.2) 17.1
Total movement in working capital (31.7) (12.8)
Taxation received 0.8 0.3
----------------------------------------------------- ------ ------
Cash used in operating activities (34.5) (15.4)
----------------------------------------------------- ------ ------
Cash flows from investing activities
Acquisition of subsidiary (net of cash
acquired) (5.9) -
Acquisition of shares in non-controlling
entity (0.4) -
Proceeds from sale of property, plant and
equipment - 0.1
Acquisition of property, plant and equipment (4.5) (4.8)
Acquisition of intangible assets (0.5) (0.5)
Cash used in investing activities (11.2) (5.2)
----------------------------------------------------- ------ ------
Cash flows from financing activities
Movement in bank overdraft (3.1) 3.1
Proceeds from new borrowings 27.0 1.1
Interest paid (0.9) (1.0)
Repayments of borrowings (1.2) (0.9)
Payment of finance lease liabilities (3.1) (3.2)
Proceeds from issue of new shares - 50.0
Costs in relation to share issue - (1.9)
Net cash from financing activities 18.6 47.2
----------------------------------------------------- ------ ------
Net (decrease)/increase in cash (27.0) 26.6
Cash and cash equivalents at beginning of
period 56.0 29.4
----------------------------------------------------- ------ ------
Exchange gains on cash & cash equivalents (0.1) -
----------------------------------------------------- ------ ------
Cash and cash equivalents at end of period 28.9 56.0
----------------------------------------------------- ------ ------
NOTES TO THE FINANCIAL INFORMATION
1. Basis of preparation
The financial information has been prepared under International
Financial Reporting Standards (IFRSs) issued by the IASB and as
adopted by the European Union (EU).
Whilst 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), this announcement does not itself contain
sufficient information to comply with IFRSs.
The financial information set out above does not constitute the
Company's statutory accounts for the years ended 31 March 2019 or
2018, but is derived from those accounts. Statutory accounts for
2018 have been delivered to the Registrar of Companies and those
for 2019 will be delivered following the Company's Annual General
Meeting. The auditor has reported on those accounts; the report was
unqualified, did not draw attention to any matters by way of
emphasis and did not contain statements under section 498(2) or (3)
Companies Act 2006.
Certain financial data have been rounded. As a result of this
rounding, the totals of data presented in this document may vary
slightly from the actual arithmetic totals of such data.
Going concern
Notwithstanding net current liabilities of GBP27.5m as at 31
March 2019, a loss for the year then ended of GBP17.0m and
operating cash outflows for the year of GBP34.5m, the financial
statements have been prepared on a going concern basis which the
directors consider to be appropriate for the following reasons.
The directors have prepared cash flow forecasts for a period of
12 months from the date of approval of these financial statements
which indicate that, taking account of reasonably possible
downsides, the company will have sufficient funds, through its
existing cash balances and the Revolving Credit Facility (RCF) of
GBP56.1m (which is net of letters of credit and payment guarantees
of GBP3.9m) to meet its liabilities as they fall due for that
period.
Consequently, the directors are confident that the company will
have sufficient funds to continue to meet its liabilities as they
fall due for at least 12 months from the date of approval of the
financial statements and therefore have prepared the financial
statements on a going concern basis.
Non statutory measures
One of the Group's key performance indicators is Adjusted EBITDA
as defined in page 3. EBITDA is adjusted for exceptional items that
do not reflect the underlying trading of the business. Such
adjustments are:
Exceptional share-based payment charges
LTIP awards were made to a number of senior staff under the
Performance Share Plan at the time of the Company's IPO in 2014 and
also under the Employee Reward Plan (ERP) in July 2016. The Board
considers that the magnitude and timing of these awards are
exceptional in nature and so add-back any charge in arriving at
Adjusted EBITDA.
AO Sharesave scheme charges and LTIP charges relating to the
LTIP awards which are not considered to be exceptional in nature
are not adjusted for.
Europe set-up costs
In the prior year, Europe set-up costs were costs incurred in
connection with our European expansion strategy and our research
into other countries along with strategic post "go-live" activity
in AO.de and AO.nl.
Exceptional restructuring costs
During the current and previous year and following the change in
Chief Executive Officer, the Group has undertaken a restructure of
its senior leadership team. The cost of this restructure, including
the impact of the acceleration of certain share option charges, is
considered to be one-off in nature due to its size and timing, and
has therefore been added back in arriving at Adjusted EBITDA.
Fees incurred on acquisition of subsidiary
During the current year, the company acquired Mobile Phones
Direct Limited. Fees in relation to the transaction were
significant in nature and considered by management to outside of
the normal trading activity of the Group and have therefore been
added back in arriving at Adjusted EBITDA.
Onerous contract
In December 2017, the Group entered into a marketing contract in
Germany which was anticipated to generate significant additional
revenue. During the current financial year, the performance of this
contract has been re-assessed due to significant losses being
incurred and the benefits expected from the contract not
materialising. The Group is however committed to the contract until
December 2020 and whilst management will explore routes to
re-negotiate the contract, it is clear that the cost of fulfilling
the contract over its life will significantly exceed any benefit
gained from it. As a consequence due to its size and the onerous
nature of the contract, management consider this to be exceptional
in nature and have added back the cost in the current year in
arriving at Adjusted EBITDA.
2. Revenue
An analysis of the Group's revenue is as follows:
2019 2018 % change
-------------------- -------------------- ------------------------
Year ended 31 March
(GBPm) UK Europe Total UK Europe Total UK Europe Total
Product revenue 628.4 151.1 779.5 600.2 114.4 714.6 4.7% 32.1% 9.1%
---------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Service revenue 30.1 1.6 31.8 26.2 1.4 27.6 14.9% 14.3% 15.2%
---------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Commission revenue 61.2 0.3 61.5 26.6 0.1 26.7 130.0% 180.9% 130.3%
---------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Third party logistics 15.3 0.0 15.3 16.0 0.0 16.0 (4.4)% - (4.4)%
---------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Recycling 14.3 0.1 14.5 11.7 0.1 11.8 22.2% 17.3% 22.9%
---------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
Revenue 749.3 153.2 902.5 680.8 116.0 796.8 10.1% 32.1% 13.3%
---------------------- ----- ------ ----- ----- ------ ----- ------ ------ ------
3. Segmental analysis
The Group has two reportable segments, online retailing of
domestic appliances to customers in the UK and online retailing of
domestic appliances to customers in Europe (excluding the UK).
Operating segments are determined by the internal reporting
regularly provided to the Group's Chief Operating Decision Maker.
The Chief Operating Decision Maker, who is responsible for
allocating resources and assessing performance of the operating
segments, has been identified as the Executive Directors and has
determined that the primary segmental reporting format of the Group
is geographical by customer location, based on the Group's
management and internal reporting structure.
a. Income statement
The following is an analysis of the Group's revenue and results
by reportable segments.
Year ended 31 March (GBPm) 2019 2018
--------------------------- ------------------------- -------------------------
UK Europe Total UK Europe Total
--------------------------- ------- ------- ------- ------- ------- -------
Total revenue 749.3 153.2 902.5 680.8 116.0 796.8
Cost of sales (594.5) (155.7) (750.2) (536.2) (118.8) (655.0)
--------------------------- ------- ------- ------- ------- ------- -------
Gross profit/(loss) 154.9 (2.6) 152.3 144.6 (2.8) 141.8
Administrative expenses (141.0) (28.0) (169.0) (134.3) (25.5) (159.8)
Other operating income 1.0 0.5 1.5 1.3 0.5 1.8
--------------------------- ------- ------- ------- ------- ------- -------
Operating profit/(loss) 14.9 (30.1) (15.2) 11.6 (27.8) (16.2)
Finance income 2.5 - 2.5 4.0 0.8 4.8
Finance cost (3.4) (2.8) (6.2) (2.0) (0.1) (2.1)
--------------------------- ------- ------- ------- ------- ------- -------
Profit/(loss) before tax 14.0 (32.9) (18.9) 13.6 (27.1) (13.5)
Tax credit 1.5 0.4 1.9 0.4 (0.2) 0.2
--------------------------- ------- ------- ------- ------- ------- -------
Profit/(loss) after tax 14.5 (31.5) (17.0) 14.0 (27.3) (13.3)
--------------------------- ------- ------- ------- ------- ------- -------
The Group uses alternative performance measures which are not
defined within IFRS, as well as IFRS measures. One of these is
adjusted EBITDA which is defined in note 1
The reconciliation of operating profit/(loss) to Adjusted EBITDA
is as follows:
2019 2018
----------------------------------------------------------------- -------------------- --------------------
GBPm UK Europe Total UK Europe Total
----------------------------------------------------------------- ---- ------ ------ ---- ------ ------
Operating profit/(loss) 14.9 (30.1) (15.2) 11.6 (27.8) (16.2)
Depreciation 5.3 1.1 6.4 4.9 1.7 6.6
Amortisation 1.1 - 1.1 0.9 0.1 1.0
Profit on disposal of non-current assets - - - - (0.1) (0.1)
----------------------------------------------------------------- ---- ------ ------ ---- ------ ------
EBITDA 21.3 (29.0) (7.7) 17.4 (26.1) (8.7)
----------------------------------------------------------------- ---- ------ ------ ---- ------ ------
Non-cash share-based payments charge for exceptional LTIP awards 2.3 - 2.3 3.5 - 3.5
Europe set-up costs - - - 0.3 - 0.3
Fees incurred on acquisition of subsidiary 2.6 - 2.6
Onerous contract - 1.2 1.2
Executive restructuring costs 1.2 - 1.2 1.4 0.1 1.5
----------------------------------------------------------------- ---- ------ ------ ---- ------ ------
Adjusted EBITDA 27.4 (27.8) (0.4) 22.6 (26.0) (3.4)
----------------------------------------------------------------- ---- ------ ------ ---- ------ ------
b. Geographical analysis
Revenue by location is the same as that shown in section (a) by
reportable segment. Information on non-current assets and share
based payments by geographical location is shown in section
(c).
c. Other information
Additions
----------------
Intangible Profit on
2019 (GBPm) assets PP&E Depreciation Amortisation disposal
------------ ---------- ---- ------------ ------------ ----------
UK 0.5 5.1 5.3 1.1 0.0
Europe 0.0 0.1 1.1 0.0 0.0
------------ ---------- ---- ------------ ------------ ----------
0.5 5.2 6.4 1.1 0.0
------------ ---------- ---- ------------ ------------ ----------
In addition, the Group acquired intangible and tangible fixed
assets on the acquisition of Mobile Phones Direct Limited of
GBP16.5m.
Additions
----------------
Intangible Profit on
2018 (GBPm) assets PP&E Depreciation Amortisation disposal
------------ ---------- ---- ------------ ------------ ----------
UK 0.5 4.2 4.9 0.9 -
Europe - 0.8 1.7 0.1 (0.1)
------------ ---------- ---- ------------ ------------ ----------
0.5 5.0 6.6 1.0 (0.1)
------------ ---------- ---- ------------ ------------ ----------
Due to the nature of its activities, the Group is not reliant on
any individual major customers or group of customers.
No analysis of the assets and liabilities of each operating
segment is provided to the Chief Operating Decision Maker in the
monthly board presentation, therefore no measure of segmental
assets or liabilities is disclosed in this note.
4. Finance income
Year ended 31 March (GBPm) 2019 2018
---------------------------------------- ----- -----
Foreign exchange gains on intra-Group
loans 0.0 1.1
Movement in valuation of put and
call option 0.2 1.8
Unwind of discounting on long
term receivables 2.3 1.9
---------------------------------------- ----- -----
Total 2.5 4.8
---------------------------------------- ----- -----
5. Finance costs
Year ended 31 March (GBPm) 2019 2018
--------------------------------------- ----- -----
Interest on obligations under
finance leases 0.7 0.5
Foreign exchange loss on intra-group 3.0 -
loans
Unwind of discount on long term 0.2 -
payables
Movement in valuation of put and
call option 1.8 1.1
Other finance costs 0.5 0.5
--------------------------------------- ----- -----
Total 6.2 2.1
--------------------------------------- ----- -----
6. Loss per share
The calculation of the basic and diluted loss per share is based
on the following data:
Year ended 31 March (GBPm) 2019 2018
Loss
--------------------------------------------------- ----------- -------------
Loss for the purposes of basic and
diluted earnings per share being loss
attributable to the owners of the
parent company (17.5) (13.4)
--------------------------------------------------- ----------- -------------
Number of shares
Weighted average number of ordinary
shares for the purposes of basic loss
per share 463,153,515 458,788,480
Potentially dilutive shares options 6,447,240 1,885,206
Weighted average number of diluted
ordinary shares 469,600,755 460,673,686
Loss per share (pence)
--------------------------------------------------- ----------- -------------
Basic loss per share (3.78) (2.93)
--------------------------------------------------- ----------- -------------
Diluted loss per share (3.78) (2.92)
--------------------------------------------------- ----------- -------------
As the impact of potentially dilutive shares does not result in
a dilution of the loss per share, diluted loss per share above is
capped at the basic loss per share.
Adjusted loss per share
The basic loss per share is positively affected by foreign
exchange gains arising from intra-group funding arrangements
therefore an adjusted loss per share has been calculated below
excluding this impact. The foreign exchange loss (2018- gain) has
arisen as a result of the significant movement in the exchange rate
between Sterling and the Euro in the period. This has impacted the
value of intra-group loans held in GBP in the European entities
giving rise to the GBP3.0m loss (2018: GBP1.1m gain) referenced
below.
Year ended 31 March (GBPm) 2019 2018
---------------------------------------------- ------------- --------------
Loss
Loss attributable to owners of the parent
company (17.5) (13.4)
Foreign exchange loss/(gain) on intra-group
loans 3.0 (1.1)
Adjusted loss attributable to owners of
the parent company (14.5) (14.5)
---------------------------------------------- ------------- --------------
Number of shares
Basic, and adjusted weighted average number
of ordinary shares 463,153,515 458,788,480
Potentially dilutive shares options 6,447,240 1,885,206
Weighted average number of diluted ordinary
shares 469,600,755 460,673,686
---------------------------------------------- ------------- --------------
Loss per share (in pence)
Basic loss per share (3.78) (2.93)
Diluted loss per share (3.78) (2.92)
Adjusted basic loss per share (3.13) (3.16)
---------------------------------------------- ------------- --------------
7. Taxation
Year ended 31 March (GBPm) 2019 2018
Corporation tax:
Current year 0.2 -
Adjustments in respect of prior
years - (0.2)
0.2 (0.2)
Deferred tax
Current year (1.8) (0.3)
Adjustments in respect of prior
years (0.3) 0.3
--------------------------------- ------ ------
Total tax credit (1.9) (0.2)
--------------------------------- ------ ------
Corporation tax is calculated at 19% (2018: 19%) of the taxable
loss for the year. Taxation for other jurisdictions is calculated
at the rates prevailing in the respective jurisdictions.
The credit for the year can be reconciled to the loss in the
income statement as follows:
Year ended 31 March (GBPm) 2019 2018
------------------------------------------ ------- -------
Loss before tax on continuing operations (18.9) (13.5)
------------------------------------------ ------- -------
Tax at the UK corporation tax rate
of 19% (2017: 19%) (3.6) (2.6)
Ineligible expenses 1.6 0.3
Income not taxable - (0.5)
Movement in unrecognised tax - 2.0
Research & Development tax credit 0.2 -
Difference in overseas and UK tax
rates (0.3) (0.3)
Impact of difference in current and 0.1 -
deferred tax rates
Share based payments 0.4 0.8
Prior period adjustments (0.3) 0.1
Tax credit for the year (1.9) (0.2)
------------------------------------------ ------- -------
8. Net Funds
2019 2018
GBPm GBPm
Cash and cash equivalents at year end 28.9 56.0
Bank Overdraft - (3.1)
------------------------------------------- ------- -------
Net cash and cash equivalents at year end 28.9 52.9
Borrowings - Repayable within one year (12.2) (4.2)
Borrowings - Repayable after one year (25.7) (10.4)
------------------------------------------- ------- -------
Net (debt)/funds (9.0) 38.3
------------------------------------------- ------- -------
At 31 March 2019, AO Limited, a direct subsidiary of AO World
Plc, had undrawn amounts on its Revolving Credit Facility of
GBP56.1m. The total facility is GBP60m. The amount drawn at the
year-end was in relation to letters of credit. The Revolving Credit
Facility expires in June 2021.
During the year, AO Limited entered into a term loan agreement
under which it borrowed GBP24m to partly fund the acquisition of
Mobile Phones Direct Limited. This is repayable in quarterly
instalments starting on 1 April 2019 with a final repayment date in
June 2021 in line with the Revolving Credit Facility noted
above.
In addition, AO Recycling Limited entered into a GBP3m term loan
to part fund the capital expenditure required for the development
of its new Plastics Plant. The loan is repayable in September 2019
which is to be funded by the conversion of the loan into a finance
lease for the completed plant.
9. Acquisition of Mobile Phones Direct Limited
On 17 December 2018, the Group acquired all of the ordinary
shares in Mobile Phones Direct Limited for GBP39.6m, satisfied in
cash and the issue of shares in AO World plc. The company is the
leading pure-play online retailer of mobile phones and network
airtime contracts and the acquisition adds a significant
complimentary category to the existing AO Group's offering. In the
period from acquisition to 31 March 2019 the subsidiary contributed
profit before tax of GBP1.4m to the consolidated loss before tax
for the year. If the acquisition had occurred on the first day of
the accounting period, Group revenue would have been GBP1bn and
loss before tax would have been GBP15.8m. In determining these
amounts, management has assumed that the fair value adjustments
that arose on the date of acquisition would have been the same if
the acquisition occurred on the first day of accounting period.
The acquisition had the following effect on the Group's assets
and liabilities.
Book value Fair value Fair value of
GBPm adjustments assets/(liabilities)
acquired
------------------------- ----------- ------------- ----------------------
Tangible fixed assets 0.2 - 0.2
Intangible fixed assets 0.4 15.9 16.3
Inventory 6.6 (0.1) 6.5
Trade Receivables 0.7 (0.1) 0.6
Prepayments and accrued
income 83.9 (2.6) 81.3
Cash 15.8 - 15.8
Trade payables (29.4) - (29.4)
Corporation tax (0.3) 0.5 0.2
Deferred tax (0.0) (2.7) (2.7)
Other creditors (50.9) (1.0) (51.9)
Accruals and deferred
income (2.3) (0.1) (2.4)
Provisions (7.4) (1.6) (9.0)
------------------------- ----------- ------------- ----------------------
17.3 8.2 25.5
------------------------- ----------- ------------- ----------------------
Purchase consideration 39.6
Residual goodwill 14.1
------------------------- ----------- ------------- ----------------------
Purchase consideration comprised:
GBPm
Cash 21.8
Fair value of shares
issued 17.8
---------------------- -----
Total consideration 39.6
---------------------- -----
The Company issued 13,095,104 shares to the sellers of Mobile
Phones Direct Limited as part of the consideration. The fair value
of the shares was determined with reference to the average share
price of AO World plc shares over the five day period prior to the
signing of the sale and purchase agreement. The fair value price
was GBP1.3616
The net cash-flow from the acquisition is as follows:
GBPm
Cash consideration 21.8
Less: cash acquired with
the business (15.8)
-------------------------- -------
Net cash on acquisition
of subsidiary 5.9
-------------------------- -------
Goodwill has arisen on the acquisition primarily because of the
value in relation to the relationships with the mobile networks,
which, as not separable from the business, cannot be treated as
acquired intangible assets. In addition, no value is attributable
to future synergies in the identifiable assets acquired.
Fair values determined on a provisional basis
The fair value adjustments noted above have been determined on a
provisional basis and in line with relevant accounting standards
will be finalised in the twelve month hindsight period. The main
fair value adjustments relate to; the recognition of intangible
fixed assets (and the associated deferred tax liability) not
previously recognised by MPD in relation to marketing assets,
customer assets and technology assets; a reassessment of the
recoverability of accrued income; and the reassessment of the level
of clawback provision required in relation to disconnected
contracts.
Acquisition related costs
The Group incurred acquisition related cost of GBP2.6m related
to adviser fees. These costs have been included in administrative
expenses in the group's consolidated statement of comprehensive
income and due to their size have been added back as exceptional
items in arriving at Adjusted EBITDA.
Ends
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END
FR BXLLBKQFBBBF
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