Company name Glanbia PLC
Headline Half Yearly Report


RNS Number : 9439K
Glanbia PLC
29 August 2012
 




Glanbia plc

 

HALF YEAR RESULTS FOR SIX MONTHS

ENDED 30 JUNE 2012

 

 

SOLID FIRST HALF PERFORMANCE; UPGRADING FULL YEAR OUTLOOK

STRATEGIC DAIRY PROCESSING JOINT VENTURE ANNOUNCED

SOCIETY PROPOSES REDUCTION IN PLC SHAREHOLDING TO 41.4%

 

29 August 2012 - Glanbia plc ('Glanbia'), the global nutritional solutions and cheese group, announces a solid half year performance for the six months ended 30 June 2012, compared with an exceptionally strong first half in 2011. The Group is also upgrading the 2012 full year outlook to 8% to 10% growth in adjusted earnings per share on a constant currency basis.  Commentary in this release is on a constant currency basis.

 

Half year results highlights

 

 

Constant currency

Reported


HY 2012

HY 2011

Change

HY 2012

Change

Revenue

€1,364.9m

€1,342.9m

+ 1.6%

€1,420.7m

+ 5.8%

EBITA

€107.2m

€100.7m

+ 6.5%

€113.8m

+ 13.0%

EBITA margin

7.9%

7.5%

+ 40 bps

8.0%

+ 50 bps

Share of results of JVs & Associates

€6.1m

€9.6m

- 36.5%

€6.4m

- 33.3%

Adjusted earnings per share

28.00c

27.63c

+ 1.3%

29.96c

+ 8.4%

Dividend per share




3.66c

+10.0%

·     Strong performance in Global Nutritionals underpinned by positive demand and price growth in key nutritional market segments

·     US Cheese delivered a reasonable first half performance in the context of weaker US cheese market prices

·     Satisfactory performances by Dairy Ireland and International Joint Ventures in a weaker global dairy market environment

·     Acquisition of Aseptic Solutions, a US beverage manufacturer and co packer, for US$60 million in July 2012

 

Strategic dairy processing joint venture

In another Stock Exchange release today, Glanbia announces that a non-binding Memorandum of Understanding has been signed with its majority shareholder, Glanbia Co-operative Society Limited (the "Society"), subject to contract and approvals, to enter into a 40% (Glanbia): 60% (Society) joint venture in respect of Dairy Ingredients Ireland. The Society plans to part fund its investment in the joint venture by a 3% sale of the issued share capital of Glanbia, thereby reducing its shareholding in the Group to 51.4%. The Society's Board has decided to seek the approval of its members by a simple majority for the joint venture transaction. It will also require the approval of Glanbia plc shareholders at a general meeting, excluding the Society and its associates. Subject to completion of legal contracts and receiving the necessary approvals, the transaction is expected to complete before the end of 2012.

 

Proposal to reduce Society plc shareholding to 41.4%

Separately, but related to this joint venture proposal, the Society has announced it is putting a proposal to relevant members to reduce its shareholding in the plc to below 51%. Subject to approval, the Society will dispose of shares equal to 3% of the issued share capital of Glanbia (in addition to the 3% disposal relating to the Joint Venture) and distribute a further 7% of Glanbia share capital to Society members. This will result in a reduction in the Society's shareholding in Glanbia from 51.4% to 41.4%. The reduction in the shareholding below 51% will require 75% approval at two special general meetings of the Society. Approval to reduce the Society shareholding to below 51% is firstly contingent on the joint venture transaction being approved.

 

John Moloney, Group Managing Director, said:

"The Group delivered a solid first half operating and financial performance. EBITA margin grew 40 basis points on a constant currency basis to 7.9% reflecting the focus by the Group on both innovation in higher margin nutritional products and ongoing efficiency measures. We have also been active in pursuing our growth strategy this year with a US$60 million nutritionals acquisition and significant capital development projects in Ireland, Germany and the USA. Today, we have announced the details of a joint venture with Glanbia Co-operative Society Limited, creating an exciting new business model for post quota growth in Irish dairy processing.

 

The overall outlook for the Group for the remainder of the year is positive and we are upgrading our guidance for 2012 to 8% to 10% growth in adjusted earnings per share on a constant currency basis. We also look forward to the successful completion of the joint venture agreement, which offers a compelling strategic proposition for both parties, before the end of the year."

 

 

 

2012 half yearly financial report

For the six months ended 30 June 2012

 

Market commentary

Global Dairy Markets

After a strong 2011, global dairy markets generally weakened during the first half of 2012 mainly as a result of substantial growth in global milk production. Demand remained favourable during the period with all of the major regions showing positive growth versus prior year. However, this was insufficient to offset the increase in supply, resulting in higher inventories and weaker pricing. The exception to this trend continued to be the higher end whey products where tight supply conditions and strong demand resulted in firm pricing through the first half. Recent drought conditions in the US are expected to impact milk supply in the second half of the year, although accurate forecasting remains difficult as the situation continues to evolve. Latest expectations are that general dairy prices should be stable for the remainder of 2012.

 

US Cheese & Global Nutritionals

US Cheese: Consistent with general global dairy market trends, US Cheese prices were weaker in the first half of 2012, reflecting stronger US milk output and higher levels of cheese production. This lower pricing encouraged positive demand growth particularly in the foodservice and export markets although the retail channel remained broadly unchanged. The outlook for US Cheese prices for the remainder of the year is broadly positive. Recent drought conditions across much of the US have resulted in a sharp rise in feed prices which has already started to impact milk production levels, reducing milk supply. This is expected to result in higher cheese prices for the second half of the year.  

 

Global Nutritionals: The significant growth in whey pricing that was observed during 2011 continued throughout the first half of 2012 due to strong underlying demand outpacing supply growth. Demand was fuelled by growth across each of the key nutritional markets and reflects the ongoing structural trend towards more nutrition-aware consumers with a desire to live healthy lifestyles.  The addition of new sources of supply of higher end whey products in the second half of the year had been expected to ease whey pricing, however, the impact of recent drought conditions in the US across the dairy value chain is expected to result in just a modest price weakening in the latter part of the year. Market growth within the customised premix solutions segment in the first half of the year has been strong and indications are that this growth will continue for the remainder of the year. Market demand is driven by customised premix solutions for beverages, breakfast cereals, infant formula product fortification requirements, supplements and nutrition bars.

 

Dairy Ireland

Dairy Ingredients Ireland: The weaker performance of global dairy markets in the first half, as outlined above, is the key driver of the performance of the Irish Dairy Ingredients business, as substantially all of its dairy output is exported. Expectations for further weakness in global dairy markets in the second half have been adjusted in recent weeks following weather-related milk supply concerns. While the situation continues to evolve and a substantial recovery in prices appears unlikely, the outlook is for a stable market tone in the second half of the year.

 

Consumer Products: While the Irish food retail environment is showing some degree of stabilisation, particularly from a volume perspective, the market remains fragile and consumer's focus on price remains the key feature.  The outlook for the remainder of the year is satisfactory as the business continues to invest in brand development and operational efficiencies.

 

Agribusiness: Global dairy markets also indirectly impact the performance of Agribusiness whose core customers are Irish farmers. As a result, demand for key farm inputs was slightly weaker in the first half of the year. The outlook for the remainder of the year remains satisfactory.

 

 

Corporate development and strategic capital investment

Glanbia has completed or is in the process of completing a number of strategic corporate development transactions and capital investment projects, which are consistent with the Group's growth strategy.

 

US Cheese 

·     Construction of an US$11 million cheese innovation centre in Idaho has started with completion expected in the first half of 2013. This centre is focused on enhancing new product development and fostering closer relationships with key customers.

 

Global Nutritionals

·      In July, Customised Premix Solutions commissioned its new leading edge plant in Germany. This plant enhances the Group's ability to serve customers in the European, Middle Eastern and African markets and further consolidates Glanbia's position as a leader in the global customised pre-mix solutions market.

·      In July, Glanbia announced the acquisition of US based, Aseptic Solutions ('AS'), for a total consideration of US$60 million (€50 million). AS was founded in 2004 and is a manufacturer and co-packer of nutritional and dietary beverages including premium super-fruit drinks, health and energy shots and protein shakes. The business operates from a facility in Corona, California and employs 175 people. The acquisition of AS is aligned with Glanbia's nutritionals growth strategy and will strengthen Ingredient Technologies by expanding its end-to-end solutions capability as an ingredients supplier, formulator and end product manufacturer.

·      Ingredient Technologies is currently evaluating a number of options to reinstate its flax manufacturing capability after a processing plant in Canada was destroyed by fire in March. Customer orders are currently being met, with minimal interruption, through the use of contract manufacturers.

 

Dairy Ireland

·     The expansion of Dairy Ingredients Ireland's value-added whey manufacturing capability with a total investment of €21 million is expected to be completed in the second half of the year and this will further enhance the Group's whey pool.

·     Recognising the current challenging Irish retail environment, the Yoplait Ireland franchise, which has been held by Consumer Products, was sold back to Yoplait for €18 million cash in the first half of the year. The Consumer Products business will continue to distribute the Yoplait branded products while focusing on ongoing innovation and the development of its core wholly-owned beverage and food brands.

·     Glanbia Agribusiness has entered into an exclusive, long-term contract with US-based Sturm Foods for supply of milled Irish oats to McCann's Irish Oatmeal, a premium oatmeal brand in the US market. Sturm Foods is a leading US dry-grocery company and is part of Treehouse Foods Corporation. As a result of the new agreement, Glanbia will expand its existing milling operations in Portlaoise to build a new oats milling facility.  Upon completion in 2014, Glanbia will become the sole Irish partner to the McCann's brand.

 

Proposed new Irish Dairy processing joint venture

Today Glanbia announces that agreement in principle has been reached with its majority shareholder, Glanbia Co-operative Society Limited, subject to contract and approvals, to enter into a joint venture in respect of its Irish dairy processing business, Dairy Ingredients Ireland. The proposed transaction offers a compelling proposition for all stakeholders for the longer-term as it facilitates the desired expansion of dairy processing by Society members and allows Glanbia to continue to focus on its successful international growth strategy. In creating this proposed joint venture, the two parties are developing a new model for growth in Irish dairy processing underpinned by a well funded business with a strong balance sheet. Separately but related to the joint venture transaction, the Society has today announced that it is seeking member approval to reduce its shareholding in Glanbia to 41.4%. Further details are contained in a separate Stock Exchange announcement, available on www.glanbia.com.

 

 

Operations review

Glanbia's financial results are exposed to movements in the Euro/US dollar currency exchange rate and the impact that this has on the translation of the Group's US dollar denominated profits into Euro. For the 2012 half year, US dollar denominated profits represented approximately 75% of the Group's earnings before interest, taxation and amortisation (EBITA). To reflect the underlying performance of the business, Glanbia uses constant currency as a basis for discussing financial results and providing earnings guidance. For the half year, constant currency is based on retranslating HY 2012 results at the HY 2011 average market exchange rate. The HY 2011 average exchange rate was €1 = US$1.4044 which compares with the reported average exchange rate for HY 2012 of €1 = US$1.2970.

 

Half year results overview

Constant currency basis


HY 2012



HY 2011



Revenue

EBITA

EBITA

Margin

Revenue

EBITA

EBITA

Margin


€m

€m

%

€m

€m

%

US Cheese & Global Nutritionals

691.3

77.3

11.2%

636.4

66.1

10.4%

Dairy Ireland

673.6

29.9

4.4%

706.5

34.6

4.9%

Total excl. JVs & Associates

1,364.9

107.2

7.9%

1,342.9

100.7

7.5%

Joint Ventures & Associates

243.1

11.2

4.6%

246.8

16.0

6.5%

Total incl. JVs & Associates

1,608.0

118.4

7.4%

1,589.7

116.7

7.3%

 

Total Group revenue, including share of Joint Ventures & Associates, grew by 1.1% to €1,608.0 million on a constant currency basis, (HY 2011: €1,589.7 million). This growth reflected a combination of positive pricing and volume growth in Global Nutritionals offset by weaker pricing in Dairy Ireland. 

 

Total Group EBITA, including share of Joint Ventures & Associates, increased 1.5% to €118.4 million on a constant currency basis (HY 2011: €116.7 million). Total Group EBITA margin increased by 10 basis points to 7.4%, on a constant currency basis, (HY 2011: 7.3%) reflecting a margin increase in the US Cheese & Global Nutritionals segment partially offset by lower margins in the Dairy Ireland segment.

 

US Cheese and Global Nutritionals

Pre exceptional

Constant Currency

Reported


HY 2012

HY 2011

Change

HY 2012

Change

Revenue

€691.3m

€636.4m

+ 8.6%

€747.1m

+ 17.4%

EBITDA

€84.3m

€72.8m

+ 15.8%

€91.3m

+ 25.4%

EBITA

€77.3m

€66.1m

+ 16.9%

€83.9m

+ 26.9%

EBITA margin

11.2%

10.4%

+ 80 bps

11.2%

+ 80 bps

Operating profit

€70.2m

€59.3m

+ 18.4%

€76.2m

+ 28.5%

Operating margin

10.2%

9.3%

+ 90 bps

10.2%

+ 90 bps

 

In HY 2012, US Cheese & Global Nutritionals revenue increased 8.6% to €691.3 million (HY 2011: €636.4 million). The growth in total revenue is attributable to underlying organic volume growth of 4.1% and higher pricing and an enhanced product mix of 4.5%. EBITA pre exceptional increased 16.9% to €77.3 million (HY 2011: €66.1 million). Operating profit pre exceptional increased 18.4% to €70.2 million (HY 2011: €59.3 million). EBITA and operating margins pre exceptional increased by 80 and 90 basis points respectively. 

 

US Cheese: HY 2012 performance and FY 2012 outlook

US Cheese delivered a reasonable first half performance. Volume growth was positive although revenues were lower due to a decline in cheese market prices. Ongoing efficiency measures being implemented across the business unit, referred to by the Group as the Glanbia Performance System ('GPS'), resulted in an increase in margins. This ensured that, despite the decline in revenues, operating profit was broadly similar to the first half of 2011. In addition, US Cheese introduced a new milk price formula in the period which better aligns the price paid for milk with market prices for US cheese and whey products. This ensures that the milk price paid by US Cheese remains competitive while supporting a robust business model for the operation.

 

The outlook for US Cheese for the remainder of the year is satisfactory. Improved market prices are anticipated as drought conditions across much of the US start to impact milk production levels. Ongoing GPS initiatives will continue to provide a support to margins. Overall, US Cheese is expected to deliver a performance in 2012 broadly in line with that of 2011.

 

Global Nutritionals: HY 2012 performance and FY 2012 outlook

Global Nutritionals performed strongly in the first half of the year from both a revenue and EBITA perspective. The increase in revenues reflected positive organic volume growth combined with continued price growth across all key segments. As in 2011, the key challenge during the first half of the year was the management of the increases in whey input costs for Performance Nutrition. A product price increase in early 2012, on top of two increases in late 2011, offset whey input cost inflation to some extent although margin compression was still experienced in this business. The product price increases appear to have dampened volume growth to a degree in sports nutrition, although the overall trend remains positive. Ingredient Technologies, as one of the leading global suppliers of value added whey solutions, benefited from the increase in whey prices. This demonstrates the benefits of the Group's strategic positioning across the whey value chain and the protection provided by this natural hedge effect between Performance Nutrition and Ingredient Technologies. Customised Premix Solutions performed well driven by continued strong market demand and strong customer relationships.

 

Managing the impact of high whey costs in Performance Nutrition will remain the key challenge for Global Nutritionals in the second half of the year, albeit some modest weakening in whey costs is expected in quarter 4 as additional supply sources come on stream. In addition, aggressive price positioning in the sports nutrition market has been a feature of the competitive landscape in recent months. Performance Nutrition is confident that its strategic focus on only the highest quality ingredients and award winning products will ensure it retains its market leading positions over the long term.  Ingredient Technologies is expected to continue to benefit from the relative strength in prices across its entire whey product portfolio and it remains well positioned to benefit from the ongoing trend towards nutrition and health as well as its ongoing investment in new product development. Its recent winning of the Innovation Award at the prestigious IFT 2012 Food Expo for its OptiSol® 2000 binding system demonstrates this commitment to new product development. The patented technology allows bar and cereal manufacturers to reduce sugar levels by up to 50% while increasing proteins and offering the consumer a more nutritious product. Customised Premix Solutions is also expected to perform well for the remainder of the year with further strong volume growth in the fast growing nutritional segments. The overall outlook for Global Nutritionals is positive and is underpinned by the ongoing structural trend towards more health conscious consumers as well as the Group's commitment to continued product innovation. On this basis, Global Nutritionals is expected to deliver a strong year-on-year performance in 2012.

 

Dairy Ireland

Pre exceptional

HY 2012

HY 2011

Change

Revenue

€673.6m

€706.5m

- 4.7%

EBITDA

€39.8m

€44.2m

- 10.0%

EBITA

€29.9m

€34.6m

- 13.6%

EBITA margin

4.4%

4.9%

- 50 bps

Operating profit

€27.8m

€32.5m

- 14.5%

Operating margin

4.1%

4.6%

- 50 bps

 

In HY 2012, Dairy Ireland revenue declined 4.7% to €673.6 million (HY 2011: €706.5 million). The revenue change is attributable to an organic volume decline of 4.1% and lower pricing of 0.6%. EBITA pre exceptional decreased 13.6% to €29.9 million (HY 2011: €34.6 million). Operating profit pre exceptional decreased 14.5% to €27.8 million (HY 2011: €32.5 million). EBITA and operating margin pre exceptional both declined by 50 basis points.

 

Dairy Ingredients Ireland: HY 2012 performance and FY 2012 outlook

Performance within Dairy Ingredients Ireland in the first half of the year was behind the prior year reflecting a more challenging market environment against the backdrop of a particularly strong first half of 2011. Global dairy prices declined steadily over the period driven by excess milk production in almost all of the key producing regions. This resulted in lower revenues but also impacted margins as raw material input cost reductions lagged the fall in product prices on global markets. Sentiment in global dairy markets has improved in recent weeks and global demand remains steady with a stable short term outlook. Overall, performance for the full year 2012 is expected to be behind 2011, although this will be partially offset by the ongoing efficiency and cost management programmes being implemented in Dairy Ingredients.

 

Consumer Products: HY 2012 performance and FY 2012 outlook

While conditions within the Irish food retail sector remain challenging and competition is intense, there are some indications of stabilisation in the market. This is reflected in the relatively steady performance for Consumer Products for the first half of the year. The main threat to Consumer Products comes from private label products, with consumers' focus on price continuing to be a key feature of the market. The decline in global dairy markets and the benefits from the recent significant investment in operational efficiencies are expected to provide some recovery of margins in the second half of the year. Overall, the 2012 performance of Consumer Products is expected to be improved on 2011.

 

Agribusiness: HY 2012 performance and FY 2012 outlook

Performance in Agribusiness in the first half of the year was marginally behind the first half of 2011. The main driver of this was lower feed and fertiliser volumes as a result of weaker dairy markets and poor weather conditions. Overall, performance for full year 2012 is expected to be broadly in line with the prior year.

 

Joint Ventures & Associates

Pre exceptional

Constant Currency

Reported


HY 2012

HY 2011

Change

HY 2012

Change

Revenue

€243.1m

€246.8m

- 1.5%

€257.8m

+ 4.5%

EBITDA

€15.1m

€19.3m

- 21.8%

€16.0m

- 17.1%

EBITA

€11.2m

€16.0m

- 30.0%

€11.9m

- 25.6%

EBITA margin

4.6%

6.5%

- 190 bps

4.6%

- 190 bps

Operating profit

€11.2m

€16.0m

- 30.0%

€11.9m

- 25.6%

Operating margin

4.6%

6.5%

- 190 bps

- 190 bps

 

The performance for Joint Ventures and Associates for the first half of the year reflects weaker results from Southwest Cheese and Glanbia Cheese in the context of strong results in the first half of 2011. Revenue growth was marginally lower in the first half as the impact of weaker dairy markets on both US cheese and European mozzarella markets was largely offset by positive production volumes in all three businesses. Operating profit declined 30.0% to €11.2 million (HY 2011: €16.0 million) and operating margins declined by 190 basis points reflecting weaker dairy market pricing combined with a particularly favourable buy/sell balance in the first half of 2011 in both Southwest Cheese and Glanbia Cheese. The performance of joint ventures & associates for the full year is expected to be modestly reduced on 2011 primarily reflecting a somewhat weaker expected performance by Glanbia Cheese.

 

The Group's share of profit after interest and tax was down €3.2 million to €6.4 million (HY 2011: €9.6 million). The table below reconciles operating profit with share of results of Joint Ventures & Associates, as reported in the income statement.

 

Reconciliation of operating profit to profit after tax for Joint Ventures & Associates



Reported



HY 2012

HY 2011

Change

Operating profit pre exceptional

€11.9m

€16.0m

(€4.1m)

Finance costs

(€2.6m)

(€2.3m)

(€0.3m)

Income taxes

(€2.9m)

(€4.1m)

€1.2m

Profit after tax

€6.4m

€9.6m

(€ 3.2m)

 

2012 outlook

The overall outlook for the Group for the remainder of the year is positive and we are upgrading our guidance for 2012 to 8% to 10% growth in adjusted earnings per share on a constant currency basis. We also look forward to the successful completion of the joint venture agreement, which offers a compelling strategic proposition for both parties, before the end of the year.

 

 

Finance review

 

Summary income statement, as reported



HY 2012



HY 2011



Pre-

exceptional

Exceptional

Total

Pre-

exceptional

Exceptional

Total


€'m

€'m

€'m

€'m

€'m

€'m

Revenue

1,420.7

-

1,420.7

1,342.9

-

1,342.9

Operating Profit

104.0

4.7

108.7

91.8

(8.7)

83.1

Net Finance Costs

(13.4)

-

(13.4)

(10.6)

-

(10.6)

Share of JVs & Associates

6.4

-

6.4

9.6

-

9.6

Profit before Taxation

97.0

4.7

101.7

90.8

(8.7)

82.1

Taxation

(17.2)

0.6

(16.6)

(17.1)

1.1

(16.0)

Profit for the year

79.8

5.3

85.1

73.7

(7.6)

66.1

Basic EPS (cent)



28.84



22.38

Adjusted EPS (cent)



29.96



27.63

Adjusted EPS growth



8.4%




 

For a review of revenue and operating performance, see the Operations Review on page 4.

 

Net finance costs

Net finance costs increased by €2.8 million to €13.4 million (HY 2011: €10.6 million) mainly due to the drawdown of the US$325 million private debt placement of 10 year, 5.4% fixed coupon, senior loan notes in mid 2011. The Group's average interest rate for the half year 2012 was 4.8% (HY 2011: 3.9%).

 

Taxation

The HY 2012 tax charge pre exceptional was €17.2 million (HY 2011: €17.1 million) which represents an effective rate, excluding Joint Ventures & Associates, of 19.0% (HY 2011: 21.1%).

 

Exceptional items

The first half exceptional item relates to the net profit on the disposal of the Yoplait franchise as, following a strategic review of its Consumer Products business, the Group agreed new terms to its relationship with Yoplait, the owner of the global Yoplait yogurt business. Under the new agreement Yoplait reacquired the franchise for Ireland back from Glanbia for €18 million. This gain was offset by a related write down in property plant & equipment and rationalisation costs of €13.3 million (€6.9 million of which was a non cash write-off of property plant & equipment).

 

In addition during the first half of 2012 a flax processing facility operated by the Group in Angusville, Canada suffered fire damage. Contingency plans were implemented and the impact on customers and operations was minimised. The net book value of the assets destroyed and other costs incurred to date were offset by insurance proceeds resulting in a zero impact from a profit and loss account perspective at the half year. Discussions with the Group's insurers in relation to the full implications of the fire are expected to be completed in the second half of 2012.

 

Basic earnings per share

Basic earnings per share (EPS) increased by 28.9% to 28.84 cents per share (HY 2011: 22.38 cents per share) reflecting a net positive movement in exceptional items year-on-year combined with an increase in pre exceptional profit after tax.

 

Adjusted earnings per share

Adjusted EPS is calculated as the profit for the year attributable to the equity holders of the parent before exceptional items and amortisation of intangible assets (net of tax). Adjusted EPS increased 8.4% to 29.96 cents per share (HY 2011: 27.63 cents per share).

 

Dividend per share

The Board is recommending a half year dividend of 3.66 cents per share (HY 2011: 3.33 cents per share) an increase of 10%. Dividends will be paid on Friday, 19 October 2012 to shareholders on the register of members as at Friday, 7 September 2012. Irish withholding tax will be deducted at the standard rate where appropriate.

 

Net Debt and cash flow

The Group's net debt position at 30 June 2012 decreased by €8.3 million to €560.8 million relative to the first half of 2011 (HY 2011: €569.1 million). Relative to the year ended 31 December 2011, the Group's net debt increased by €80.5 million. The movement in net debt since the year end is driven by a seasonal increase in the Group's working capital requirement of €150.3 million, an adverse movement on the retranslation of USD debt of €6.5 million partially offset by reported EBITDA in the first half of the year. The remaining cash items for the half year were capital expenditure €40.0 million, disposal proceeds, primarily from the sale of the Yoplait Ireland franchise, €19.9 million and interest, tax, net dividends and other payments of €35.4 million.

 

Financing

The Group's committed debt facilities total €831.6 million (excluding €165.1 million of bank facilities which have matured since 30 June). This comprises of €510.0 million bilateral bank facilities maturing in July 2013, €63.5 million cumulative redeemable preference shares maturing in July 2014 and a US$325 million (€258.1 million) private debt placement maturing in June 2021. The Group has commenced discussions, which are expected to be concluded shortly, regarding the extension of the maturity date of its bank facilities to January 2018. The Group's net debt at 30 June 2012 to the rolling 12 month adjusted EBITDA at 2.3 times (HY 2011: 2.5 times) remains well within covenant levels (3.5 times).

 

Pension

Relative to the first half of 2011, the Group's net pension liability at 30 June 2012 under IAS 19 'Employee benefits', before deferred tax, increased by €87.7 million to €117.4 million (HY 2011: €29.7 million).  Relative to 31 December 2011, the Group's net pension liability at 30 June 2012 increased by €69.0 million to €117.4 million (FY 2011: €48.4 million).  This increase was driven primarily by a 140 basis point reduction in the discount rate applicable to the Irish pension schemes to 4.2% (FY 2011: 5.6%) which arose due to a fall in the AA corporate bond index which is used to value pension liabilities on an IAS 19 basis. The cash flow requirements for the Irish pension schemes remain unchanged as the schemes remain on target to meet the funding position agreed with the Irish pension regulator.

 

The fair value of the assets of the pension schemes at 30 June 2012 was €420.6 million (FY 2011: €400.0 million; HY 2011: €388.8 million) and the value of the scheme liabilities was €538.0 million (FY 2011: €448.4 million; HY 2011: €418.5 million).

 

Principal risks and uncertainties affecting the Group's performance in 2012

The Board of Glanbia plc has the ultimate responsibility for risk management. The performance of the Group is influenced by global economic growth, global dairy and US cheese markets and consumer confidence in the markets in which it operates. Economic uncertainty or excessive volatility in global dairy pricing represents a material risk to the Group's trading environment.

 

In the second half of 2012, the principal risks affecting the Group's performance are:

·     The outlook for global dairy markets and the effect on Dairy Ireland and International Joint Ventures;

·     The buy/sell balance and competitive landscape in Performance Nutrition; and

·     The continued fragile global and EU economic outlook.

 

As earlier outlined in this document, Glanbia has announced that agreement in principle has been reached with its majority shareholder, Glanbia Co-operative Society Limited, to enter into a joint venture in respect of the Irish dairy processing business, Dairy Ingredients Ireland. This agreement is subject to contract and shareholder approvals.

 

The principal risks and uncertainties are outlined in detail in the 2011 Annual Report. Visit www.glanbia.com.

 

 

Responsibility statement

The Directors are responsible for preparing the half yearly financial report in accordance with the Transparency (Directive 2004/109/EC) Regulations 2007, the related Transparency Rules of the Central Bank of Ireland and with IAS 34, Interim Financial Reporting, as adopted by the European Union.

 

The Directors confirm that, to the best of their knowledge:

·        The Group Condensed Financial Statements for the half year ended 30 June 2012 have been prepared in accordance with the international accounting standard applicable to interim financial reporting adopted pursuant to the procedure provided for under Article 6 of the Regulation (EC) No. 1606/2002 of the European Parliament and of the Council of 19 July 2002;

·        The half yearly financial report includes a fair review of the development and performance of the business and the position of the Group;

·        The half yearly financial report includes a fair review of the important events that have occurred during the first six months of the financial year, and their impact on the Group Condensed Financial Statements for the half year ended 30 June 2012, and a description of the principal risks and uncertainties for the remaining six months;

·        The half yearly financial report includes a fair review of related party transactions that have occurred during the first six months of the current financial year that have materially affected the financial position or the performance of the Group during that period and any changes in the related party transactions described in the last Annual Report that could have a material effect on the financial position or the performance of the Group in the first six months of the current financial year; and

·        The directors of Glanbia plc are listed in the Glanbia plc 2011 Annual Report, with the exception of the following changes in the period: Mr. James Gannon retired on 29 May 2012 and Mr. Jeremiah Doheny was appointed on the same date. A list of current directors is maintained on the Glanbia plc website: www.glanbia.com 

 

 

On behalf of the Board

 

 

John Moloney

Group Managing Director           

 

Siobhán Talbot

Group Finance Director

 

 

28 August 2012

 

 

Cautionary Statement

This report contains forward-looking statements. These statements have been made by the Directors in good faith based on the information available to them up to the time of their approval of this report. Due to the inherent uncertainties, including both economic and business risk factors underlying such forward looking information, actual results may differ materially from those expressed or implied by these forward-looking statements. The directors undertake no obligation to update any forward-looking statements contained in this report, whether as a result of new information, future events, or otherwise.

 

Results webcast and dial-in facility

There will be a webcast and presentation to accompany this results announcement at 10.00 a.m. today. Please access the webcast from our website at www.glanbia.com/HYR-Webcast, where the presentation can be also viewed / downloaded. In addition, a dial-in facility is available using the following numbers:

 

Ireland:

01 4860916

UK:

0207 136 2051

Europe:

+44 207 136 2051

US:

1212 444 0896

Passcode

9344725

 

 

 

 

 

Condensed income statement

for the half year ended 30 June 2012

 



Half year 2012


Half year 2011


Year 2011






















Pre-

excep-

tional


Excep

-tional


Total


Pre-

excep

-tional


Excep

-tional


Total


Pre-

excep

-tional


Excep

-tional


Total


Notes

2012


2012


2012


2011


2011


2011


2011


2011


2011



€'000


€'000


€'000


€'000


€'000


€'000


€'000


€'000


€'000





(note 8)






(note 8)






(note 8)






















Revenue

6

1,420,698


-


1,420,698


1,342,940


-


1,342,940


2,671,151


-


2,671,151

Cost of sales


(1,167,228)


-


(1,167,228)


(1,114,028)


(3,508)


(1,117,536)


(2,233,556)


(2,959)


(2,236,515)




















Gross profit


253,470


-


253,470


228,912


(3,508)


225,404


437,595


(2,959)


434,636




















Distribution expenses


(70,174)




(70,174)


(68,158)


(2,924)


(71,082)


(137,342)


(3,598)


(140,940)

Administration expenses


(79,310)


4,690


(74,620)


(68,939)


(2,290)


(71,229)


(139,227)


(2,166)


(141,393)




















Operating profit


103,986


4,690


108,676


91,815


(8,722)


83,093


161,026


(8,723)


152,303




















Finance income

9

1,791


-


1,791


1,333


-


1,333


3,056


-


3,056

Finance costs

9

(15,171)


-


(15,171)


(11,936)


-


(11,936)


(30,997)


-


(30,997)

Share of results of Joint Ventures & Associates


6,443


-


6,443


9,566


-


9,566


14,331


-


14,331




















Profit before taxation


97,049


4,690


101,739


90,778


(8,722)


82,056


147,416


(8,723)


138,693

Income taxes

10

(17,215)


627


(16,588)


(17,055)


1,090


(15,965)


(26,975)


1,090


(25,885)




















Profit for the period


79,834


5,317


85,151


73,723


(7,632)


66,091


120,441


(7,633)


112,808




















Attributable to:



















Equity holders of the Parent






84,719






65,677






112,178

Non-controlling interests






432






414






630







85,151






66,091






112,808







































Basic earnings per share (cents)

12





28.84






22.38






38.22




















Diluted earnings per share (cents)

12





28.56






22.18






37.90

 

 

 

Condensed statement of comprehensive income

for the half year ended 30 June 2012




Half year


Half year


Year


Notes


2012


2011


2011




€'000


€'000


€'000









Profit for the period



85,151


66,091


112,808









Other comprehensive income/(expense)








Actuarial (loss)/ gain - defined benefit schemes

18


(76,068)


8,272


(17,029)

Deferred tax credit/(charge) on actuarial (loss)/gain



8,802


(777)


2,615

Share of actuarial loss - Joint Ventures & Associates



(137)


-


(38)

Deferred tax credit/(charge) on actuarial loss - Joint Ventures & Associates



17


-


(77)

Currency translation differences

17


17,293


(31,066)


18,538

Net investment hedge

17


(2,110)


-


230

Revaluation of available for sale financial assets

17


(415)


(276)


(1,484)

Fair value movements on cash flow hedges

17


(1,181)


3,792


3,563

Deferred tax on cash flow hedges and revaluation of available for sale financial assets

17


301


921


1,214

Other comprehensive (expense)/income for the period, net of tax



(53,498)


(19,134)


7,532









Total comprehensive income for the period



31,653


46,957


120,340









Total comprehensive income attributable to:








Equity holders of the Parent



31,221


46,543


119,710

Non-controlling interests



432


414


630












31,653


46,957


120,340

 

 

 

Condensed statement of changes in equity

for the half year ended 30 June 2012

 

 

 

 

 


Share capital and share premium


Other reserves


Retained earnings


Total


Non -controlling  interests


Total equity

Half year 2011

Notes

€'000


€'000


€'000


€'000


€'000


€'000














Balance at 1 January 2011


99,741


132,227


185,544


417,512


6,892


424,404














Profit for the period


-


-


65,677


65,677


414


66,091














Other comprehensive income/ (expense)













Actuarial gain - defined benefit schemes

18

-


-


8,272


8,272


-


8,272

Deferred tax on actuarial gain


-


-


(777)


(777)


-


(777)

Fair value movements

17

-


3,516


-


3,516


-


3,516

Deferred tax on fair value movements

17

-


921


-


921


-


921

Currency translation differences

17

-


(31,066)


-


(31,066)


-


(31,066)

Total comprehensive (expense)/income


-


(26,629)


73,172


46,543


414


46,957














Dividends paid during the period

11

-


-


(13,177)


(13,177)


-


(13,177)

Cost of share based payments

17

-


1,167


-


1,167


-


1,167

Transfer on exercise, vesting or expiry of share based payments

17

-


(84)


84


-


-


-

Shares issued

16

7


-


-


7


-


7

Premium on shares issued

16

320


-


-


320


-


320














Balance at 2 July 2011


100,068


106,681


245,623


452,372


7,306


459,678

 

 

 

 

 


 Share capital and share premium


Other reserves


Retained earnings


Total


Non -controlling  interests


Total equity

Half year 2012

Notes

€'000


€'000


€'000


€'000


€'000


€'000














Balance at 31 December 2011


100,962


153,544


261,308


515,814


7,135


522,949














Profit for the period


-


-


84,719


84,719


432


85,151














Other comprehensive income/ (expense)













Actuarial (loss) - defined benefit schemes

18

-


-


(76,068)


(76,068)


-


(76,068)

Deferred tax on actuarial loss


-


-


8,802


8,802


-


8,802

Share of actuarial (loss) - Joint Ventures and Associates


-


-


(120)


(120)


-


(120)

Fair value movements

17

-


(1,596)


-


(1,596)


-


(1,596)

Deferred tax on fair value movements

17

-


301


-


301


-


301

Currency translation differences

17

-


17,293


-


17,293


-


17,293

Net investment hedge

17

-


(2,110)


-


(2,110)


-


(2,110)

Total comprehensive income


-


13,888


17,333


31,221


432


31,653














Dividends paid during the period

11

-


-


(14,550)


(14,550)


-


(14,550)

Cost of share based payments

17

-


1,553


-


1,553


-


1,553














Balance at 30 June 2012


100,962


168,985


264,091


534,038


7,567


541,605

 

Goodwill previously written off amounting to €93.0 million (HY 2011: €93.0 million) is included in opening and closing retained earnings.

 

 

 

Condensed statement of financial position

as at 30 June 2012

 

 

 

 

 

 

 

 

 

 

 

 

Half year

 

Half year

 

Year

 

Notes

 

2012

 

2011

 

2011

ASSETS

 

 

€'000

 

€'000

 

€'000

Non-current assets

 

 

 

 

 

 

 

Property, plant and equipment

 

 

408,398

 

363,088

 

394,552

Intangible assets

 

 

471,661

 

423,467

 

467,277

Investments in associates

 

 

13,112

 

11,930

 

12,178

Investments in joint ventures

 

 

63,434

 

59,490

 

58,484

Trade and other receivables

 

 

14,871

 

16,940

 

14,575

Deferred tax assets

 

 

20,979

 

4,911

 

11,255

Available for sale financial assets

 

 

9,125

 

12,059

 

11,165

Derivative financial instruments

 

 

12

 

401

 

-

 

 

 

1,001,592

 

892,286

 

969,486

Current assets

 

 

 

 

 

 

 

Inventories

 

 

400,256

 

330,679

 

336,855

Trade and other receivables

 

 

402,723

 

366,132

 

304,301

Derivative financial instruments

 

 

2,968

 

13,011

 

6,161

Cash and cash equivalents

14

 

164,451

 

151,201

 

231,373

 

 

 

970,398

 

861,023

 

878,690

 

 

 

 

 

 

 

 

Total assets

 

 

1,971,990

 

1,753,309

 

1,848,176

 

 

 

 

 

 

 

 

EQUITY

 

 

 

 

 

 

 

Issued capital and reserves attributable to equity holders of the Parent

Share capital and share premium

16

 

100,962

 

100,068

 

100,962

Other reserves

17

 

168,985

 

106,681

 

153,544

Retained earnings

 

 

264,091

 

245,623

 

261,308

 

 

 

534,038

 

452,372

 

515,814

Non-controlling interests

 

 

7,567

 

7,306

 

7,135

Total equity

 

 

541,605

 

459,678

 

522,949

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

Non-current liabilities

 

 

 

 

 

 

 

Borrowings

14

 

724,228

 

719,278

 

658,896

Derivative financial instruments

 

 

456

 

1,640

 

1,319

Deferred tax liabilities

 

 

102,258

 

75,589

 

93,459

Retirement benefit obligations

18

 

117,432

 

29,655

 

48,425

Provisions for other liabilities and charges

15

 

22,678

 

22,019

 

22,120

Capital grants

 

 

16,477

 

17,893

 

17,161

 

 

 

983,529

 

866,074

 

841,380

Current liabilities

 

 

 

 

 

 

 

Trade and other payables

 

 

406,566

 

384,484

 

400,850

Current tax liabilities

 

 

9,871

 

9,103

 

6,656

Borrowings

14

 

1,051

 

1,006

 

52,808

Derivative financial instruments

 

 

6,788

 

12,462

 

5,657

Provisions for other liabilities and charges

15

 

22,580

 

20,502

 

17,876

 

 

 

446,856

 

427,557

 

483,847

 

 

 

 

 

 

 

 

Total liabilities

 

 

1,430,385

 

1,293,631

 

1,325,227

 

 

 

 

 

 

 

 

Total equity and liabilities

 

 

1,971,990

 

1,753,309

 

1,848,176

 

 

 

Condensed statement of cash flows

for the half year ended 30 June 2012

 

 

 

 

Half year

 

Half year

 

Year

 

 

Notes

 

2012

 

2011

 

2011

 

 

 

 

€'000

 

€'000

 

€'000

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

Cash (absorbed by)/generated from operations

21

 

(25,848)

 

(25,437)

 

145,386

 

Interest received

 

 

1,076

 

834

 

3,134

 

Interest paid

 

 

(14,461)

 

(11,410)

 

(29,729)

 

Tax paid

 

 

(5,522)

 

(2,441)

 

(12,738)

 

Net cash (outflow)/inflow from operating activities

(44,755)

 

(38,454)

 

106,053

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

Acquisition of subsidiary, net of cash acquired

 

 

-

 

(115,832)

 

(114,252)

 

Disposal of Yoplait Franchise

18,000

 

-

 

-

 

Payment of deferred consideration on acquisition of subsidiaries

(78)

 

(307)

 

(1,146)

 

Purchase of property, plant and equipment

13

 

(37,608)

 

(19,548)

 

(47,239)

 

Purchase of intangible assets

13

 

(2,400)

 

(1,179)

 

(1,646)

 

Dividends received from joint ventures

 

 

2,779

 

4,533

 

14,761

 

Decrease in available for sale financial assets

 

 

1,627

 

1,792

 

2,283

 

Proceeds from sale of property, plant and equipment

 

 

289

 

63

 

420

 

Net cash outflow from investing activities

 

 

(17,391)

 

(130,478)

 

(146,819)

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

 

 

Proceeds from issue of ordinary shares

16

 

-

 

327

 

1,221

 

Purchase of own shares

 

 

-

 

-

 

(2,075)

 

Private debt placement

 

 

-

 

-

 

226,828

 

Increase/(decrease) in borrowings

 

 

8,410

 

107,902

 

(160,780)

 

Finance lease principal payments

 

 

(515)

 

(496)

 

(968)

 

Dividends paid to Company shareholders

11

 

(14,550)

 

(13,177)

 

(22,942)

 

Dividends paid to non-controlling interests

 

 

-

 

-

 

(387)

 

Capital grants received

 

 

-

 

-

 

564

 

Net cash (outflow)/inflow from financing activities

 

 

(6,655)

 

94,556

 

41,461

 

 

 

 

 

 

 

 

 

 

Net (decrease)/increase in cash and cash equivalents

 

 

(68,801)

 

(74,376)

 

695

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents at the beginning of the period

 

 

231,373

 

229,101

 

229,101

 

Effects of exchange rate changes on cash and cash equivalents

1,879

 

(3,524)

 

1,577

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents at the end of the period

14

 

164,451

 

151,201

 

231,373

 

 

 

 

 

 

 

 

 

 

 







 

Reconciliation of net cash flow to movement in net debt


Half year


Half year


Year

 



2012


2011      


2011

 




€'000


€'000


€'000









Net (decrease)/increase in cash and cash equivalents



(68,801)


(74,376)


695

Cash movements from debt financing



(7,895)


(107,406)


(65,080)












(76,696)


(181,782)


(64,385)









Fair value movement of interest rate swaps

2,734


1,460


387

 

Exchange translation adjustment on net debt



(6,535)


19,361


(8,211)









Movement in net debt in the period



(80,497)


(160,961)


(72,209)

Net debt at the beginning of the period



(480,331)


(408,122)


(408,122)









Net debt at the end of the period



(560,828)


(569,083)


(480,331)









Net debt comprises:








Borrowings

14


(725,279)


(720,284)


(711,704)

Cash and cash equivalents

14


164,451


151,201


231,373












(560,828)


(569,083)


(480,331)

 

 

 

Notes to the condensed financial statements

for the half year ended 30 June 2012

 

 

 

1    General information

 

Glanbia plc ("the Company") and its subsidiaries (together "the Group") is an integrated global nutritionals and large scale global dairy business with its main operations in Ireland, mainland Europe, the USA, Africa and Asia.

 

The Company is a public limited company incorporated and domiciled in Ireland. The address of its registered office is Glanbia House, Kilkenny, Ireland. The Group is controlled by Glanbia Co-operative Society Limited ("the Society"), which holds 54.4% of the issued share capital of the Company and is the ultimate parent of the Group.

 

The Company shares are quoted on the Irish and London Stock Exchanges.

 

 

2    Basis of preparation

 

The condensed interim financial statements for the six months ended 30 June 2012 and 2 July 2011 have not been audited by the Group's auditors. The amounts disclosed for the full year ended 31 December 2011 represent an abbreviated version of the Group's financial statements for that year, which received an unqualified audit report. The statutory accounts for the financial year ended 31 December 2011 were approved by the Board of Directors on 28 February 2012 and have been filed with the Companies Registration Office.

 

The Group's condensed interim financial statements for the six months ended 30 June 2012 have been prepared in accordance with the Transparency (Directive 2004/109/EC) Regulations 2007, the related Transparency Rules of the Central Bank of Ireland and with IAS 34, 'Interim Financial Reporting'. These condensed interim financial statements do not constitute statutory accounts within the meaning of Section 19 of the Companies (Amendment) Act 1986. The condensed interim financial statements should be read in conjunction with the financial statements for the year ended 31 December 2011, which have been prepared in accordance with IFRS.

 

The Group meets its day-to-day working capital requirements through its bank facilities. The Group's forecasts and projections, taking account of changes in trading performance, show that the Group expects to be able to operate within the level of its current facilities. After making enquiries, the Directors have a reasonable expectation that the Group has sufficient resources to continue in operational existence for the foreseeable future. In forming this view, the Directors have reviewed the Group's budget for a period not less than 12 months, the medium term plans as set out in the three year strategic plan, and have taken into account the cash flow implications of the plans, including proposed capital expenditure, and compared these with the Group's committed borrowing facilities and key Group financing KPI's. The Group therefore continues to adopt the going concern basis in preparing its condensed interim financial statements for the six months ended 30 June 2012.

 

 

3    Accounting policies

 

The methods of computation and accounting policies adopted in the preparation of the Group's condensed interim financial statements are consistent with those applied in the annual report for the year ended 31 December 2011 except for the IFRS' outlined below. The Group's accounting policies are set out in the financial statements in the 2011 Annual Report.

 

The following standards and interpretations, issued by the International Accounting Standards Board ('IASB') and the International Financial Reporting Interpretations Committee ('IFRIC'), are effective for the Group for the first time in the current financial period and where relevant have been adopted by the Group:

 

Amendment to IFRS 1, 'First-time adoption' - exemption for severe hyperinflation and removal of fixed dates

Amendment to IFRS 7, 'Financial instruments: Disclosures' - disclosures on transfers of financial assets

Amendment to IAS 12, 'Income Taxes' - deferred tax accounting for investment properties

 

Adoption of the standards and interpretations above had no significant impact on the results or financial position of the Group during the period.

 

 

4    Changes in estimates and assumptions

 

In preparing these condensed interim financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements for the year ended 31 December 2011, with the exception of changes in estimates outlined in note 8 - exceptional items and note 18 - retirement benefit obligations.

 

 

5    Financial risk management

 

The Group's activities expose it to a variety of financial risks: market risk, (including currency risk, interest rate risk, price risk, liquidity and cash flow risk) and credit risk. The interim condensed financial statements do not include all financial risk management information and disclosures required in the annual financial statements, and should be read in conjunction with the Group's annual financial statements in the 2011 Annual Report.

 

There have been no changes to the risk management procedures or policies since 2011 year end.

 

Fair value estimation

The fair value of financial instruments traded in active markets (such as available for sale financial assets) is based on quoted market prices at the reporting date. The quoted market price used for financial assets held by the Group is the current bid price.

 

The fair value of financial instruments that are not traded in an active market (for example, over the counter derivatives) is determined by using valuation techniques. The Group uses a variety of methods and makes assumptions that are based on market conditions existing at each reporting date.

 

In accordance with IFRS 7 - Financial Instruments: Disclosures, the Group has disclosed the fair value of instruments by the following fair value measurement hierarchy:

 

·      quoted prices (unadjusted) in active markets for identical assets and liabilities (level 1)

·      inputs, other than quoted prices included in level 1, that are observable for the asset and liability, either directly (that is, as prices) or indirectly (that is, derived from prices) (level 2)

·      inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3)

 

The following table presents the Group's assets and liabilities that are measured at fair value at 30 June 2012 and 31 December 2011:

 





Level 1


Level 2


Level 3


Total

30 June 2012




€'000


€'000


€'000


€'000

Assets











Derivatives used for hedging




-


2,980


-


2,980

Available for sale financial assets











- equity securities




185


1,044


-


1,229

 

Total assets




185


4,024


-


4,209

 

Liabilities











Derivatives used for hedging




-


(7,244)


-


(7,244)

 

Total liabilities




-


(7,244)


-


(7,244)

 

 





Level 1


Level 2


Level 3


Total

31 December 2011




€'000


€'000


€'000


€'000

Assets











Derivatives used for hedging




-


6,161


-


6,161

Available for sale financial assets











- equity securities




152


1,490


-


1,642

 

Total assets




152


7,651


-


7,803

 

Liabilities











Derivatives used for hedging




-


(6,976)


-


(6,976)

 

Total liabilities




-


(6,976)


-


(6,976)

 

6    Segment information

 

In accordance with IFRS 8 - Operating segments, the Group has three segments as follows: US Cheese & Global Nutritionals, Dairy Ireland and Joint Ventures & Associates. These segments align with the Group's internal financial reporting system and the way in which the Chief Operating Decision Maker assesses performance and allocates the Group's resources. A segment manager is responsible for each segment and is directly accountable for the performance of that segment to the Glanbia Operating Executive Committee which acts as the Chief Operating Decision Maker for the Group.

 

Each segment derives their revenues as follows: US Cheese & Global Nutritionals earns its revenues from the manufacture and sale of cheese, whey protein and other nutritional solutions; Dairy Ireland earns its revenue from the manufacture and sale of a range of dairy products and farm inputs; Joint Ventures & Associates revenue arises from the manufacture and sale of cheese, whey proteins and dairy consumer products. The Other Business segment is now included in Dairy Ireland as no revenue was generated by Other Business during the period. Comparatives have been restated accordingly. Each segment is reviewed in its totality by the Chief Operating Decision Maker.

 

The Glanbia Operating Executive Committee assesses the trading performance of operating segments based on a measure of earnings before interest, tax, amortisation and exceptional items.

 

Comparatives for the 2011 half year and full year are also provided.

 

 




US Cheese & Global Nutritionals


Dairy Ireland


JV's & Associates



Group including JV's & Associates

Half year 2012



€'000


€'000


€'000



€'000












Total gross segment revenue


(a)

748,921


679,240


257,764



1,685,925

Inter-segment revenue



(1,762)


(5,701)


-



(7,463)












Segment external revenue



747,159


673,539


257,764



1,678,462












Segment earnings before interest, tax, amortisation and exceptional items (EBITA)


(b)

83,946


29,892


11,916



125,754












Segment assets


(c)

1,026,228


674,892


90,438



1,791,558

 

Included in external revenue are related party sales between Dairy Ireland and Joint Ventures & Associates of €32.7 million and related party sales between US Cheese & Global Nutritionals and Joint Ventures & Associates of €7.4 million.

 

(a) Segment revenue is reconciled to reported external revenue as follows:

€'000



Segment revenue

1,685,925

Inter-segment revenue

(7,463)

Joint Ventures & Associates revenue

(257,764)



Reported external revenue

1,420,698



(b) Segment earnings before interest, tax, amortisation and exceptional items is reconciled to reported profit after tax as follows:


€'000



Segment earnings before interest, tax, amortisation and exceptional items

125,754

Amortisation

(9,852)

Exceptional items

4,690

Joint Ventures & Associates interest and tax

(5,473)

Finance income

1,791

Finance costs

(15,171)

Reported profit before tax

101,739

Income tax

(16,588)



Reported profit after tax

85,151



(c) Segment assets are reconciled to reported assets as follows:

€'000



Segment assets

1,791,558

Unallocated assets

180,432



Reported assets

1,971,990

 

Unallocated assets primarily include taxation, cash and cash equivalents, available for sale financial assets and derivatives.

 

 

 




US Cheese & Global Nutritionals



JV's & Associates



Group including JV's & Associates

Half year 2011



€'000



€'000



€'000











Total gross segment revenue


(a)

638,065



246,822



1,597,724

Inter-segment revenue



(1,696)



-



(7,962)











Segment external revenue



636,369


706,571


246,822



1,589,762











Segment earnings before interest, tax, amortisation and exceptional items (EBITA)


(b)

66,096


34,607


15,996



116,699












Segment assets


(c)

848,411


645,677


87,226



1,581,314

 

Included in external revenue are related party sales between Dairy Ireland and Joint Ventures & Associates of €52.7 million and related party sales between US Cheese & Global Nutritionals and Joint Ventures & Associates of €5.7 million.

 

(a) Segment revenue is reconciled to reported external revenue as follows:

€'000



Segment revenue

1,597,724

Inter-segment revenue

(7,962)

Joint Ventures & Associates revenue

(246,822)



Reported external revenue

1,342,940



(b) Segment earnings before interest, tax, amortisation and exceptional items is reconciled to reported profit after tax as follows:


€'000



Segment earnings before interest, tax, amortisation and exceptional items

116,699

Amortisation

(8,888)

Exceptional items

(8,722)

Joint Ventures & Associates interest and tax

(6,430)

Finance income

1,333

Finance costs

(11,936)

Reported profit before tax

82,056

Tax

(15,965)



Reported profit after tax

66,091



(c) Segment assets are reconciled to reported assets as follows:

€'000



Segment assets

1,581,314

Unallocated assets

171,995



Reported assets

1,753,309

     

Unallocated assets primarily include taxation, cash and cash equivalents, available for sale financial assets and derivatives.

 

 

     



US Cheese & Global Nutritionals


Dairy Ireland


JV's & Associates



Group including JV's & Associates

Year end 2011


€'000


€'000


€'000



€'000











Total gross segment revenue

(a)

1,319,944


1,366,869


524,293



3,211,106

Inter-segment revenue


(3,023)


(12,639)


-



(15,662)











Segment external revenue


1,316,921


1,354,230


524,293



3,195,444











Segment earnings before interest, tax, amortisation and exceptional items (EBITA)

(b)

122,194


57,304


25,226



204,724











Segment assets

(c)

931,923


585,896


85,237



1,603,056











Included in external revenue are related party sales between Dairy Ireland and Joint Ventures & Associates of €98.7 million and related party sales between US Cheese & Global Nutritionals and Joint Ventures & Associates of €12.4 million.

 

(a) Segment revenue is reconciled to reported external revenue as follows:

€'000



Segment revenue

3,211,106

Inter-segment revenue

(15,662)

Joint Ventures & Associates revenue

(524,293)



Reported external revenue

2,671,151



(b) Segment earnings before interest, tax, amortisation and exceptional items is reconciled to reported profit after tax as follows:


€'000



Segment earnings before interest, tax, amortisation and exceptional items

204,724

Amortisation

(18,472)

Exceptional items

(8,723)

Joint Ventures & Associates interest and tax

(10,895)

Finance income

3,056

Finance costs

(30,997)

Reported profit before tax

138,693

Income taxes

(25,885)



Reported profit after tax

112,808



(c) Segment assets are reconciled to reported assets as follows:

€'000



Segment assets

1,603,056

Unallocated assets

245,120



Reported assets

1,848,176

 

Unallocated assets primarily include taxation, cash and cash equivalents, available for sale financial assets and derivatives

 

 

7    Seasonality

 

Elements of the business, particularly within the Dairy Ireland segment reflect the seasonal nature of the Irish dairy industry. The increase in working capital for half year 2012 versus year end 2011 of €150.8 million (HY 2011: €134.3 million) was primarily driven by the above seasonal patterns.

 

 

8    Exceptional items

 

 




Half year


Half year


Year




2012


2011


2011


Notes


€'000


€'000


€'000









Sale of Yoplait Franchise

(a)


4,690


-


-

Rationalisation costs

(b)


-


(8,722)


(8,723)

Total exceptional credit/(charge) before tax



4,690


(8,722)


(8,723)









Exceptional tax credit



627


1,090


1,090









Net exceptional credit/(charge)



5,317


(7,632)


(7,633)

 

 

(a)   During the first half of 2012, following a strategic review of its Consumer Products business the Group agreed new terms to its relationship with Yoplait the owner of the global Yoplait yogurt business. Under the new agreement Yoplait reacquired the franchise for Ireland back from Glanbia for €18 million. This gain was offset by a related write down in property plant & equipment and rationalisation costs totalling €13.3 million (€6.9 million of which was a non cash cost).

 

(b)   In the prior period, an exceptional charge of €8.7 million was incurred, primarily relating to redundancy costs in the Dairy Ireland segment.

 

(c)   During the first half of 2012 a flax processing facility operated by the Group in Angusville, Canada suffered fire damage. Contingency plans were implemented and the impact on customers and operations was minimised. The net book value of the assets destroyed and other restructuring costs incurred to date were offset by insurance proceeds. Discussions with the Group's insurers in relation to the full implications of the fire are expected to be completed in the second half of 2012.

 

 

9    Finance income and costs

 

 


Half year


Half year


Year


2012


2011


2011


€'000


€'000


€'000

Finance income






Interest income

1,762


1,262


2,874

Interest income on deferred consideration

29


71


182







Total finance income

1,791


1,333


3,056













Finance costs






- Bank borrowings repayable within five years

(5,112)


(7,014)


(14,092)

- Interest cost on deferred consideration

-


(51)


(106)

-           UK pension provision

(60)


(59)


(113)

- Finance lease costs

(72)


(84)


(188)

- Interest rate swaps, transfer from equity

(896)


(2,554)


(4,876)

- Interest rate swaps, fair value hedges

1,093


1,286


2,308

- Fair value adjustment to borrowings attributable to interest rate risk

(1,093)


(1,286)


(2,308)

- Finance cost of private debt placement

(6,857)


-


(7,273)

- Finance cost of preference shares

(2,174)


(2,174)


(4,349)







Total finance costs

(15,171)


(11,936)


(30,997)













Net finance costs

(13,380)


(10,603)


(27,941)

 

 

Net finance costs exclude borrowing costs attributable to the acquisition, construction or production of a qualifying asset.

 

 

10 Income taxes

 

The Group's income tax charge of €16.6 million (HY 2011: €16.0 million) has been prepared based on the Group's best estimate of the weighted average tax rate that is expected for the full financial year. Included in the tax charge for the half year 2012 is an exceptional current tax credit of €0.6 million primarily relating to the rationalisation provision charged during the period.

 

 

11 Dividends

 

A final dividend in respect of the year ended 31 December 2011 of 4.94 cents per share was paid during the period. On 28 August 2012, the Directors declared the payment of an interim dividend for 2012 of 3.66 cents per share (2011 interim dividend: 3.33 cents per share).  The interim dividend will be reflected in the financial statements for the full year 2012 in line with IAS 10, 'Events After the Reporting Period'.

 

 

12 Earnings per share








Half year


Half year


Year


2012


2011


2011







Basic






Profit attributable to equity holders of the Parent (€'000)

84,719


65,677


112,178







Weighted average number of ordinary shares in issue

293,792,108


293,430,380


293,536,350







Basic earnings per share (cents per share)

28.84


22.38


38.22

 

 








Half year


Half year


Year


2012


2011


2011







Diluted






Weighted average number of ordinary shares in issue

293,792,108


293,430,380


293,536,350

Adjustments for share options

2,884,964


2,662,602


2,413,436







Adjusted weighted average number of ordinary shares

296,677,072


296,092,982


295,949,786







Diluted earnings per share (cents per share)

28.56


22.18


37.90

 

 

Adjusted







Half year


Half year


Year


2012


2011


2011


€'000


€'000


€'000







Profit attributable to equity holders of the Parent

84,719


65,677


112,178

Amortisation of intangible assets (net of related tax)

8,620


7,777


16,163

Net exceptional (credit)/charge

(5,317)


7,632


7,633







Adjusted net income

88,022


81,086


135,974







Adjusted earnings per share (cents per share)

29.96


27.63


46.32







Diluted adjusted earnings per share (cents per share)

29.67


27.39


45.94

 

 

13 Property, plant & equipment and intangible assets

 

During the six month period to 30 June 2012 the Group spent €40.0 million (HY 2011: €20.8 million) on additions to property, plant & equipment and intangible assets. The Group wrote off €12.1 million of property, plant & equipment during the period directly related to the Yoplait Franchise sale and the fire at the flax processing facility in Canada as outlined in note 8 - exceptional items (HY 2011: nil). At 30 June 2012 the Group had entered into contractual commitments for the acquisition of property, plant and equipment amounting to €11.7 million (HY 2011: €21.5 million).

 

 

14 Net debt

 


Half year


Half year


Year


2012


2011


2011


€'000


€'000


€'000







Borrowings due within one year

1,051


1,006


52,808

Borrowings due after one year

724,228


719,278


658,896

Less:






Cash and cash equivalents

(164,451)


(151,201)


(231,373)








560,828


569,083


480,331







 

 

The Group has the following undrawn borrowing facilities:

Half year


Half year


Year


2012


2011


2011


€'000


€'000


€'000













- Expiring within one year

182,130


16,214


128,111

- Expiring beyond one year

108,008


22,210


167,966








290,138


38,424


296,077

 

     Movement in borrowings is analysed as follows:






Half year






2011






€'000







Opening borrowings as at 1 January 2011





408,122







- Acquisition expenditure





115,832

- Net drawdown of borrowings





65,950

- Fair value of interest rate swaps qualifying as fair value hedges





(1,460)

- Exchange translation adjustment on net debt





(19,361)







Closing borrowings as at 2 July 2011





569,083

 

 






Half year






2012






€'000







Opening borrowings as at 31 December 2011





480,331







- Disposal of Yoplait Franchise





(18,000)

- Net drawdown of borrowings





94,696

- Fair value of interest rate swaps qualifying as fair value hedges





(2,734)

- Exchange translation adjustment on net debt





6,535







Closing borrowings as at 30 June 2012





560,828

 

 

15 Provisions for other liabilities & charges

 



Restructuring


UK pension


Legal claims


Property & lease commitments


Operational


Total



€'000


€'000


€'000


€'000


€'000


€'000



note (a)


note (b)


note (c)


note (d)


note (e)
















At 31 December 2011


9,169


18,983


3,676


1,742


6,426


39,996














Provided in the period


5,553


-


393


-


-


5,946

Utilised in the period


(522)


(185)


(100)


(52)


(708)


(1,567)

Exchange differences


-


667


75


13


94


849

Unwinding of discounts


-


60


-


-


(26)


34














At 30 June 2012


14,200


19,525


4,044


1,703


5,786


45,258



























Non-current


-


18,267


-


1,501


2,910


22,678

Current


14,200


1,258


4,044


202


2,876


22,580
















14,200


19,525


4,044


1,703


5,786


45,258

 

(a)  The restructuring provision relates to the rationalisation programme Glanbia is currently undertaking. The provision, which relates mainly to redundancy, is expected to be fully utilised within the next year. The provision provided in the period is recognised in the income statement as an exceptional item. See note 8 - exceptional items for further details.

 

(b)  The UK pension provision relates to administration and certain costs associated with pension schemes attached to       businesses disposed of in prior years. This provision is expected to be fully utilised over the next 32 years.

 

(c)  The legal claims provision represents legal claims brought against the Group. The provision provided in the period is recognised in the income statement within administration expenses. The balance at 30 June 2012 is expected to be utilised within the next year. In the opinion of the Directors, after taking appropriate legal advice, the outcome of these legal claims will not give rise to any significant loss beyond the amounts provided at 30 June 2012.   

 

(d)  The property and lease commitments provision relates to onerous leases in respect of two properties where the Group has present and future obligations to make lease payments. It is expected that €0.2 million will be utilised within the next year and the balance will be fully utilised over the next 6 years.   

 

(e)  The operational provision represents deferred payments in respect of recent acquisitions and other operational related provisions. It is expected that €2.9 million of this provision will be utilised within the next year. Due to the nature of these items, there is some uncertainty around the amount and timing of payments.

 

 

16 Share capital and share premium

 


Number of shares


Ordinary shares


Share premium


Total

Half year 2011

(thousands)


€'000


€'000


€'000









At 1 January 2011

293,836


17,630


82,111


99,741

Shares issued

120


7


320


327









At 2 July 2011

293,956


17,637


82,431


100,068









 

 


Number of shares


Ordinary shares


Share premium


Total

Half year 2012

(thousands)


€'000


€'000


€'000









At 31 December 2011

294,533


17,672


83,290


100,962

Shares issued

-


-


-


-









At 30 June 2012

294,533


17,672


83,290


100,962









 

During HY 2011 120,000 of the 2002 Long Term Incentive Plan (2002 LTIP) shares were exercised with exercise proceeds of €327,000. The related weighted average exercise price was €2.725 per share.

 

The total authorised number of ordinary shares is 306 million shares (HY 2011: 306 million shares) with a par value of €0.06 per share (HY 2011: €0.06 per share). All issued shares are fully paid.

 

 

17 Other reserves

 

 


Capital and merger reserve


Currency reserve


Hedging reserve


Available for sale financial asset reserve


Own shares


Share based payments reserve


Total

Half Year 2011

€'000


€'000


€'000


€'000


€'000


€'000


€'000















Balance at 1 January 2011

115,973


20,549


(9,743)


2,335


(1,616)


4,729


132,227















Currency translation differences

-


(31,066)


-


-


-


-


(31,066)

Revaluation of interest rate swaps - gain in period

-


-


487


-


-


-


487

Foreign exchange contracts - gain in period

-


-


735


-


-


-


735

Transfers to income statement














 - Foreign exchange contracts - gain in period

-


-


(38)


-


-


-


(38)

 - Forward commodity contracts - loss in period

-


-


77


-


-


-


77

 - Interest rate swaps - loss in period

-


-


2,554


-


-


-


2,554

Revaluation of forward commodity contracts - loss in period

-


-


(23)


-


-


-


(23)

Revaluation of available for sale financial assets - loss in period

-


-


-


(276)


-


-


(276)

Deferred tax on fair value movements

-


-


852


69


-


-


921

Transfer on exercise, vesting or expriy of share based payments

-


-


-


-


-


(84)


(84)

Cost of share based payments

-


-


-


-


-


1,167


1,167















Balance at 2 July 2011

115,973


(10,517)


(5,099)


2,128


(1,616)


5,812


106,681

 

 

 


Capital and merger reserve


Currency reserve


Hedging reserve


Available for sale financial asset reserve


Own shares


Share based payment reserve


Total

Half Year 2012

€'000


€'000


€'000


€'000


€'000


€'000


€'000















Balance at 31 December 2011

115,973


39,317


(5,252)


1,137


(2,774)


5,143


153,544















Currency translation differences

-


17,293


-




-


-


17,293

Net investment hedge

-


(2,110)


-


-


-


-


(2,110)

Revaluation of interest rate swaps - loss in period

-


-


(230)


-


-


-


(230)

Foreign exchange contracts - loss in period

-


-


(1,295)


-


-


-


(1,295)

Transfers to income statement














 - Foreign exchange contracts - loss in period

-


-


146


-


-


-


146

 - Forward commodity contracts - gain in period

-


-


(138)


-


-


-


(138)

 - Interest rate swaps - loss in period

-


-


896


-


-


-


896

Revaluation of forward commodity contracts - loss in period

-


-


(560)


-


-


-


(560)

Revaluation of available for sale financial assets - loss in period

-


-


-


(415)


-


-


(415)

Deferred tax on fair value movements

-


-


177


124


-


-


301

Cost of share based payments

-


-


-


-


-


1,553


1,553















Balance at 30 June 2012

115,973


54,500


(6,256)


846


(2,774)


6,696


168,985















 

 

18 Retirement benefit obligations

 

The movement in the liability recognised in the statement of financial position is as follows:

 


Half year


Half year


Year


2012


2011


2011


€'000


€'000


€'000







At the beginning of the period

(48,425)


(48,560)


(48,560)

Exchange differences

(686)


1,382


(542)

Movements relating to disposed operations

-


(23)


-

Total expense pre curtailment gains and negative past service costs

(4,127)


(1,985)


(3,230)

Actuarial (loss)/gain on defined benefit schemes

(76,068)


8,272


(17,029)

Contributions paid by employer

11,874


11,259


20,936







At the end of the period

(117,432)


(29,655)


(48,425)

 

 

The amounts recognised in the statement of financial position are determined as follows:

 


Half year


Half year


Year


2012


2011


2011


€'000


€'000


€'000







Fair value of plan assets

420,569


388,750


400,022

Present value of funded obligation

(538,001)


(418,405)


(448,447)







Net deficit in schemes

(117,432)


(29,655)


(48,425)

 

 

The following actuarial assumptions have been made in determining the Group's retirement benefit obligations for the half year ended 30 June 2012 and full year ended 31 December 2011:

 

 

Half year 2012

 

Year 2011

 

IRL

 

UK

 

IRL

 

UK

Discount rate

4.20%

 

4.80% - 5.10%

 

5.60%

 

4.80% - 5.00%

Inflation rate

2.00%

 

 1.90% - 2.90%

 

2.00%

 

2.00% - 3.00%

Future salary increases

3.00%

 

3.65%

 

3.00%

 

3.75%

Future pension increases**

0.50%

 

2.70%

 

0.50%

 

2.80%

 

** Future pension increases on the Irish pension schemes have been calculated on a weighted average basis.

 

The mortality assumptions imply the following life expectancies in years of an active member on retiring at age 65, 20 years from now:

 

Half year 2012

 

Year 2011

 

Irish mortality

 

UK mortality

 

Irish mortality

 

UK mortality

 

rates

 

rates

 

rates

 

rates

 

 

 

 

 

 

 

 

Male

24.3

 

22.2

 

24.3

 

22.2

Female

27.1

 

24.7

 

27.1

 

24.7

 

 

The mortality assumptions imply the following life expectancies in years of an active member, aged 65, retiring now:

 

Half year 2012

 

Year 2011

 

Irish mortality

 

UK mortality

 

Irish mortality

 

UK mortality

 

rates

 

rates

 

rates

 

rates

 

 

 

 

 

 

 

 

Male

20.8

 

20.8

 

20.8

 

20.8

Female

23.6

 

23.1

 

23.6

 

23.1

 

Certain actuarial gains and losses arising from our share in joint ventures and associates are not included in the condensed interim financial statements as they are not deemed significant.

 

 

19 Related party transactions

 

The Parent is controlled by Glanbia Co-Operative Society Limited ("the Society") which holds 54.4% of the issued share capital of the Company and is the ultimate parent of the Group.

 

During the six months to 30 June 2012, sales to related parties amounted to €44.0 million (HY 2011: €60.4 million), purchases from related parties amounted to €10.4 million (HY 2011: €8.8 million) and net balances due from related parties were €19.2 million (HY 2011: €17.6 million owed from related parties).  The related party transactions relate primarily to trading between the Company, Southwest Cheese Company LLC, Milk Ventures (UK) Limited and the Society.

 

In the opinion of the Directors, there have been no related party transactions, or changes therein, since the year ended 31 December 2011, that have materially affected the Group's financial position or performance during the six months ended 30 June 2012.

 

 

20 Contingent liabilities

 

Group bank guarantees, amounting to €2.5 million (HY 2011: €5.0 million) are outstanding as at 30 June 2012, mainly in respect of the payment of EU subsidies. The Group does not expect any material loss to arise from these guarantees.

 

 

21 Cash generated from operations

 

 

Half year

 

Half year

 

Year

 

2012

 

2011

 

2011

 

€'000

 

€'000

 

€'000

 

 

 

 

 

 

Profit before taxation

101,739

 

82,056

 

138,693

 

 

 

 

 

 

Development costs capitalised

-

 

-

 

(4,042)

Write off of intangibles

-

 

-

 

1,195

Exceptional (credit)/charge

(4,690)

 

8,722

 

8,723

Share of results of Joint Ventures and Associates

(6,443)

 

(9,566)

 

 (14,331)

Depreciation

18,066

 

17,056

 

34,140

Amortisation

9,852

 

8,888

 

18,472

Cost of share based payments

1,553

 

1,167

 

2,388

Difference between pension charge and cash contributions

(7,747)

 

(9,274)

 

(17,706)

(Profit)/loss on disposal of property, plant and equipment

(30)

 

(16)

 

363

Interest income

(1,791)

 

(1,333)

 

(3,056)

Interest expense

15,171

 

11,936

 

30,997

Amortisation of government grants received

(690)

 

(709)

 

(1,440)

 

Cash generated from operations before changes in working capital

124,990

 

108,927

 

194,396

Changes in net working capital

 

 

 

 

 

 - (Increase) in inventory

(60,750)

 

(25,889)

 

(19,087)

 - (Increase) in short term receivables

(90,007)

 

(114,454)

 

(29,122)


- Increase in short term liabilities

1,076

 

13,731

 

11,219

 - (Decrease) in provisions

(1,157)

 

(7,752)

 

(12,020)

 

 

 

 

 

 

Cash (absorbed by)/generated from operations

(25,848)

 

(25,437)

 

145,386

 

 

22 Business combinations

 

On 25 July 2012 the Group acquired Aseptic Solutions USA Ventures LLC ("AS") a US based manufacturer and co-packer of nutritional and dietary beverages including health and energy shots, protein shakes, and 100% natural fruit juices. AS's technology is designed to manufacture a better tasting and longer lasting product and allows the processing and packaging of liquid foods to be safe, fresh and flavourful without the use of preservatives, serving customers in both the Retail and Multi Level Marketing sectors.

 

 

Details of net assets acquired and goodwill arising from the acquisition is as follows:

 


€'000

 

Purchase consideration

49,788

Less: Fair value of assets acquired

34,380



Goodwill

15,408

 

The acquisition of AS is aligned with Glanbia's nutritionals growth strategy and will enhance Glanbia Nutritional Ingredient Technologies by expanding its end-to-end solutions capability as an ingredients supplier, formulator and end product manufacturer. The goodwill is attributable to the profitability and development opportunities and the benefits associated with the extension of the Glanbia portfolio by complementing and enhancing existing ingredient solution capabilities.

 

 

The fair value of assets and liabilities arising from the acquisition is as follows:

 


Fair value

€'000

 

Property, plant and equipment

12,780

Intangible assets - brands/know-how

11,208

Intangible assets - customer relationships 

7,005

Inventories

1,625

Trade and other receivables

4,154

Trade and other payables

(2,392)



Fair value of assets acquired

34,380

 

Acquisition related costs included in administration expenses in the condensed income statement for the period ended 30 June 2012 amounted to €0.4 million.

 

The fair values assigned to identifiable assets and liabilities have been determined provisionally given the timing of the completion of this acquisition. Any amendments to these fair values made during the subsequent reporting window (within the measurement period imposed by IFRS 3 - Business Combinations) will be subject to subsequent disclosure.

 

 

23 Events after the reporting period

 

Glanbia plc signed a non binding Memorandum of Understanding ("MOU") with its majority shareholder Glanbia Co-operative Society Limited ("the Society") on 28 August 2012. The parties, subject to contract and approvals, plan to create a joint venture (40% Glanbia plc: 60% the Society) in respect of the Glanbia Irish dairy processing business, Dairy Ingredients Ireland. The purpose and strategy of the proposed new joint venture will be to facilitate the continued development of the existing global Dairy Ingredients business including the expansion of milk processing capacity in advance of the abolition of EU milk quotas in 2015.

 

 

24 Information

 

Copies of this half yearly financial report are available for download from the Group's website at www.glanbia.com.


This information is provided by RNS
The company news service from the London Stock Exchange
 
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