Metcash Limited ABN Waterloo Road Macquarie Park NSW 2113 Australia

Metcash Limited ABN 32 112 073 480 50 Waterloo Road Macquarie Park NSW 2113 Australia 30 November 2010 PO Box 6226 Silverwater Business Centre NSW 1...
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Metcash Limited ABN 32 112 073 480 50 Waterloo Road Macquarie Park NSW 2113 Australia

30 November 2010

PO Box 6226 Silverwater Business Centre NSW 1811 Australia Ph: 61 2 9751 8200 Fax: 61 2 889 1557 www.metcash.com

The Manager, Companies Australian Stock Exchange Company Announcements Office Level 4 20 Bridge Street SYDNEY NSW 2000

Dear Sir/ Madam RE:

METCASH LIMITED – HALF YEAR RESULTS

Please find attached announcement and Appendix 4D pertaining to the Metcash Limited half year results.

Yours faithfully

John Randall Company Secretary

Metcash Limited ABN 32 112 073 480 50 Waterloo Road Macquarie Park NSW 2113 Australia

30 November 2010

PO Box 6226 Silverwater Business Centre NSW 1811 Australia Ph: 61 2 9751 8200 Fax: 61 2 97889 1557

Media Release METCASH LIMITED RECORDS HALF YEAR PROFIT AND REVENUE WITHIN GUIDANCE     

Wholesale sales rose 5.8% to $5.94 billion EBITA grew 7.7% to $199.4 million EBITA margin rose to 3.36% Reported earnings per share grew to 14.38 cents per share Dividend at 11 cents fully franked.

Australian national grocery, liquor and hardware wholesaler, distributor and marketer, Metcash Limited, has lifted Earnings Before Interest, Tax and Amortisation (EBITA) 7.7 per cent from $184.9 million to $199.4 million for the six months to October 31, 2010. The result was struck on a 5.8 per cent rise in wholesale sales from $5.61 billion to $5.94 billion. The strong EBITA was posted despite persistent tough trading conditions, price deflation in most product categories and set against a background of strong trading in 2009 as a result of the Federal Government’s stimulus package. Metcash’s 19.7 per cent MAT market share of the packaged grocery market remained steady despite the competitive trading conditions. Underlying Earnings Per Share rose 2.1 per cent to 15 cents a share - within guidance provided to the market earlier this year and updated at the September AGM. Directors have announced an interim dividend of 11 cents per share fully franked - with a record date of 15 December 2010 and payable on 7 January 2011. This dividend represents a payment ratio of 76 per cent of reported EPS. Metcash Chief Executive Officer, Mr Andrew Reitzer said: “We are pleased to announce a half year result that is within our guidance despite tough trading conditions. “We are facing price deflation across a range of categories at the same time as there are cost pressures on the labour front and utilities. There is no doubt that consumers are also becoming more price conscious as a result of higher interest rates.” Mr Reitzer added, “Metcash has reduced its cost of doing business as a result of incremental and sustained improvements in our distribution centres and across our supply chain”.

Page 2 of 3

BUSINESS PILLARS’ PERFORMANCE IGA Distribution (IGA>D) Metcash’s grocery distribution business, IGA>D, increased sales 4 per cent from $3.48 billion to $3.62 billion, while EBITA grew 6 per cent to $173.2 million. Sales on a comparable store basis rose 3.3 per cent despite the impacts of deflation, with the IGA Signature premium label range rising an impressive 10 per cent. The “Locked Down Low Prices” and “How the locals like it” promotional campaigns have boosted the independents’ competitive edge. IGA Fresh continued to show good growth and now services 780 supermarkets.

Australian Liquor Marketers (ALM) The loss of the ALH volume saw ALM’s reported sales fall from $1.28 billion to $1.09 billion. The division’s like for like sales (excluding ALH) fell 1.3 per cent to $1.05 billion, which in the context of the broad liquor market declining 4 per cent was a creditable result. Similarly, EBITA on a like for like basis was positive, up 2.1 per cent to $9.9 million.

Campbells Wholesale (CW) Campbells Wholesale experienced EBITA growth of 18.6 per cent to $16 million as a result of the project to streamline the network and good cost control. A key customer, 7-Eleven, has acquired 250 Mobil service stations which will increase Campbells’ CSD Division turnover by approximately $140 million per year. The retail convenience offering of the Lucky 7 brand posted sales growth of 15 per cent with the number of outlets rising from 300 to 330, while the mining boom has helped grow the foodservice business.

Mitre 10 Metcash has consolidated the results of the Mitre 10 hardware business for the half year, with sales of $401.2 million and EBIT of $6.8 million. Mitre 10 is now standardising the branding of the stores, retaining and growing the store network, modernising the supply chain and improving merchandising and marketing programs.

SENIOR EXECUTIVE CHANGES Mr Reitzer advised that Mr Edwin Jankelowitz, Finance Director, and Mr John Randall, Company Secretary, would be retiring as senior executives on 14 January 2011. Mr Reitzer thanked them both for their hard work and contribution to the success of the company, especially as members of the team that turned the company around from its loss making days to its current position as an ASX Top 100 company with a market capitalisation of $3.4 billion.

Page 3 of 3

Mr Reitzer advised that Mr Adrian Gratwicke, General Manager Finance, will be appointed Chief Financial Officer on Mr Jankelowitz’s retirement and Mr Greg Watson, General Counsel, will be appointed Company Secretary/Legal Counsel on Mr Randall’s retirement. Mr Jankelowitz will remain on the Board as a Non-executive Director.

THE FUTURE Whilst the Directors are pleased with the performance of the Group in the first half of FY11 (in line with guidance on a 44/56 per cent Earnings split basis), the Board expresses its concern that the continuation of the extremely tight trading conditions experienced throughout the first half onwards into the second half will exert pressure on the group’s ability to achieve its guidance. In this regard, the following factors should be considered:    

Zero inflation to deflationary impacts being driven by the strong Australian dollar Elevated promotional activity and a more value conscious consumer Rising interest rate regime entrenching cost-conscious and cautious consumer behaviour Ongoing cost inflation pressures, particularly in utilities and wages

Management remains determined to steer the Group successfully through the second half of FY11 and towards achieving the previously stated guidance. However, given the uncertainty created by the above factors, especially their longevity, the Board wish to caution shareholders that achievement of guidance is at risk.

For Further Information Call: Andrew Reitzer Metcash Limited

Tim Allerton City Public Relations

(02) 9741 3060

(02) 8916 4848 (0412) 715 707

Appendix 4D Half-year financial report Rules 4.2A.3

Appendix 4D Half-year report

Metcash Limited ABN 32 112 073 480 and its Controlled Entities Half-year Financial Report 31 October 2010

Lodged with the ASX under Listing rule 4.2A This information should be read in conjunction with the 30 April 2010 Annual Report

Appendix 4D

Page 1

For announcement to the market MTS for the half year ended 31 October 2010 Extracts from this report for announcement to the market (see note 1).

$Amillion

Revenues from ordinary activities

up

5.8%

to

5,984.3

Profit (loss) from ordinary activities after tax attributable to members

up

0.9%

to

110.2

Net profit (loss) for the period attributable to members

up

0.9%

to

110.2

Please refer to page 3 for detailed explanation of the results

Dividends (distributions)

Amount per security

Franked amount per security

Interim dividend (Half year report only) – MTS

11.0c

11.0c

Previous corresponding period half year ended 31 October 2009 (Half year report) -

11.0c

11.0c

Record date for determining entitlements to the dividend, (in the case of a trust, distribution)

15 December 2010

Appendix 4D

Page 2

Explanatory Note on Results EBITA (from underlying operations) for the half year is 7.7% up on the previous half year, whilst underlying profit after tax (excluding non recurring items) has increased by 1.8%. Reported PAT pre amortisation of customer relationships and non-recurring items was up 2.3% with EPS calculated on the same basis up 2%. Note

Wholesale Sales

1

EBITA Net Finance costs

2

31-Oct-10 $’m

31-Oct-09 $’m

5,939.8

5,612.1

Increase on last year % 5.8%

199.4 (32.9)

184.9 (24.1)

7.7% 36.5%

Profit Before Tax and Amortisation Tax Non controlling interest

166.5 (48.5) (3.0)

160.8 (47.7) (0.7)

3.5% 1.7%

Underlying PAT pre-Amortisation Amortisation of customer relationships

115.0 (3.8)

112.4 (3.2)

2.3% 18.8%

Underlying Profit after tax EPS (basic)

111.2 14.5 cps

109.2 14.3 cps

Significant and Non-recurring items (after tax) Franklins acquisition costs

(1.0)

1.8% 1.4%

-

Reported Profit after tax

110.2

109.2

Reconciliation for EPS Guidance purposes Reported PAT Amortisation of customer relationships Net Non-recurring (profit)/loss after tax

110.2 3.8 1.0

109.2 3.2 -

Reported PAT pre-Amortisation and NRI EPS (Basic)

115.0 15.0 cps

112.4 14.7 cps

0.9%

2.3% 2.0%

Note 1 Like for Like sales Group Wholesale sales Less: Loss of ALH Volume Cash and Carry branch closures Hardware Like for Like Wholesale sales

5,939.8

5,612.1

(41.3) (401.2) 5,497.3

(215.1) (24.3) 5,372.7

199.4

184.9

(6.8) 192.6

(4.9) 180.0

2.3%

Note 2 Like for Like EBITA Group EBITA Less: Loss of ALH Volume Hardware Like for Like EBITA

7.0%

Page 3

Earnings per security (EPS) 1. Details of basic and diluted EPS reported separately in accordance with AASB 133: Earnings Per Share are as follows.

MTS for 6 months Basic Earnings per share

14.38 Cents

Diluted Earnings per share

14.36 Cents

Earnings used in Basic and Diluted earnings per share =

110.2 million

· Weighted average number of ordinary shares (used in Basic EPS) 766,587,868 · There have been no changes to ordinary shares since balance date · Weighted average number of ordinary shares (used in Diluted EPS) = 767,290,173 (766,587,868 ordinary shares +702,305 potential ordinary shares). · Weighted average number of converted, lapsed or cancelled potential ordinary shares included in the calculation of diluted EPS = 121,312 · 17,012,910 of employee options with an exercise price of $4.2672 are considered non-dilutive and excluded from potential ordinary shares. There have been no issues of potential ordinary shares after balance date.

Previous

NTA backing 2. Net tangible asset backing per ordinary security (cents)

Current period

corresponding period

14.22

11.00

Discontinuing Operations (Entities must report a description of any significant activities or events relating to discontinuing operations or, the details of discontinuing operations they have disclosed in their accounts). 3. Discontinuing Operations None

Control gained over entities having material effect 4.1 Name of entity (or group of entities)

Refer Note 9

4.2 Date of the gain or loss of control

4.3 Consolidated profit (loss) from ordinary activities and extraordinary items after tax of the controlled entity (or group of entities) since the date in the current period on which control was acquired (if material)

Loss of control of entities having material effect 5.1 Name of entity (or group of entities) $5.2 Consolidated profit (loss) from ordinary activities and extraordinary items after tax of the controlled entity (or group of entities) for the current period to the date of loss of control 5.3 Date to which the profit (loss) has been calculated $5.4 Consolidated profit (loss) from ordinary activities and extraordinary items after tax of the controlled entity (or group of entities) while controlled during the whole of the previous corresponding period 5.5 Contribution to consolidated profit (loss) from ordinary activities and extraordinary items from sale of $interest leading to loss of control

Appendix 4D

Page 4

Dividends (in the case of a trust, distributions) 7 January 2011

6.1 Date the dividend (distribution) is payable

6.2 Record date to determine entitlements to the dividend (distribution) (ie, on the basis of registrable transfers received by 5.00 pm if securities are not CHESS approved, or security holding balances established by 5.00 pm or such later time permitted by SCH Business Rules if securities are CHESS approved)

15 December 2010

6.3 If it is a final dividend, has it been declared?

N/A

(Preliminary final financial report only)

Amount per security Franked amount per security at 30% tax

Amount per security of foreign source dividend

N/A

N/A

-c

N/A

N/A

-c

6.6 Interim dividend:Current year - MTS

11.0c

11.0c

-c

6.7

11.00

11.00

-c

Current Year $A million 84.6 84.6

Previous Year $A million 84.2 84.2

Amount per security (Preliminary final financial report only) 6.4 Final dividend: 6.5

Current year - MTS

Previous year – MTS (Half yearly and preliminary final financial reports)

Previous year -MTS

Half-year financial report – interim dividend (distribution) on all securities 6.8 Ordinary securities (each class separately) 6.9 Preference securities (each class separately) 6.10 Ordinary securities (each class separately) 6.11 Total The dividend or distribution plans shown below are in operation.

DRP Suspended 8 February 2007 per shareholder mailout

The last date (s) for receipt of election notices for the dividend or distribution plans

Not Applicable

Any other disclosures in relation to dividends (distributions). (For half yearly reports, provide details in accordance with AASB 134 Interim Financial Reporting)

Nil

Appendix 4D

Page 5

Details of aggregate share of profits (losses) of associates and joint venture entities

Group's share of associates' and joint venture entities': 7.1 Profit (loss) from ordinary activities before tax

Current period $Amillion 0.8

Previous corresponding period $Amillion 0.1

7.2 Income tax on ordinary activities

-

-

7.3 Profit (loss) from ordinary activities after tax

0.8

0.1

0.8

0.1

0.8

0.1

7.4 Extraordinary items net of tax 7.5 Net profit (loss) 7.6 Adjustments 7.7 Share of net profit (loss) of associates and joint venture entities

Material interests in entities which are not controlled entities The economic entity has an interest (that is material to it) in the following entities. (If the interest was acquired or disposed of during either the current or previous corresponding period, indicate date of acquisition ("from dd/mm/yy") or disposal ("to dd/mm/yy").) Name of entity

8.1 Equity accounted associates and joint venture entities Abacus Independent Retail Property Trust Ritchies Stores Pty Ltd BMS Retail Group Pty Ltd Dramet Pty Ltd Coco's Fresh Food Markets Dart Trading Co Pty Ltd Bamlane Pty Ltd Mundin Pty Ltd G'Butt Pty Ltd Mussen Pty Ltd Ully Pty Ltd Adcome Pty Ltd Metfood Pty Ltd Progressive Trading Pty Ltd Sunshine Hardware Pty Ltd 8.2 Total 8.3 Other material interests 8.4 Total

Percentage of ownership interest held at end of period or date of disposal Previous Current corresponding period period 25.0% 25.0% 26.0% 26.0% 25.1% 25.1% 26.0% 26.0% 0.0% 26.0% 26.0% 26.0% 26.0% 26.0% 26.0% 26.0% 26.0% 26.0% 26.0% 26.0% 26.0% 26.0% 45.0% 40.0% 50.0% 50.0% 49.0% 49.0% 49.0% 0.0%

Appendix 4D

Page 6

Issued and quoted securities at end of current period – Metcash Limited (MTS) (Description includes rate of interest and any redemption or conversion rights together with prices and dates.) Total number Number quoted Issue price per security Category of securities (cents) 9.1 Preference securities (description) 9.2 Changes during current period (a) Increases through issues (b) Decreases through returns of capital, buybacks, redemptions

Amount paid up per security (cents) -

-

-

-

-

768,719,951

768,719,951

-

-

1,515,920 1,560,000

1,515,920 1,560,000

392.5 401.3

392.5 401.3

(b) Decreases through returns of capital, buybacks

-

-

-

-

9.5 Convertible debt securities) (description and conversion factor)

(description and conversion factor)

-

-

-

Total number

Exercise price

2,240,000 6,035,490 17,012,910

401.3 392.5 426.7

Expiry date (if any) 02/09/2011 02/09/2011 07/02/2014

4,300

426.7

07/02/2014

1,400

392.5

02/09/2011

1,515,920 1,560,000

392.5 401.3

1,876,404

various

9.3 Ordinary securities 9.4 Changes during current period

(a) Increases through conversion of employee options

9.6 Changes during current period (a)

Increase through issues

9.7 Options (description and conversion factor)

9.8 Issued during current period

Reinstated

9.9 Exercised during current period

9.10 Expired during current period

9.11 Debentures (description) 9.12 Changes during current period (a) Increases through issues

(description)

-

-

-

(b) Decreases through securities matured, converted 9.13 Unsecured notes (description) 9.14 Changes during current period (a) Increases through issues (b) Decreases through securities matured, converted. (Half-Year financial report only)

(description)

-

-

-

-

-

Appendix 4D

Page 7

Compliance statement 1 This report has been prepared in accordance with AASB Standards, other AASB authoritative pronouncements and Urgent Issues Group Consensus Views or other standards acceptable to ASX.

Identify other standards used 2 This report, and the accounts upon which the report is based (if separate), use the same accounting policies. 3 This report does give a true and fair view of the matters disclosed. 4 This report is based on accounts to which one of the following applies. (Tick one) The accounts have been audited.

X The accounts have been subject to review.

The accounts are in the process of being audited or subject to review.

The accounts have not reviewed.

yet been audited or

5 If the audit report or review by the auditor is not attached, details of any qualifications are attached. (Preliminary Final only - the audit report or review by the auditor must be attached to this report if this report is to satisfy the requirements of the Corporations Act.) 6 The entity has a formally constituted audit committee.

Sign here:

.................................................................................. (Secretary)

Print name:

J A Randall

Date: 30 November 2010

Appendix 4D

Page 8

Metcash Limited and its Controlled Entities ABN 32 112 073 480

Half-Year Financial Report for the half-year ended 31 October 2010

Metcash Limited and its Controlled Entities - Half Year Report

Contents Directors' Report

2

Consolidated Statement of Comprehensive Income

3

Consolidated Statement of Financial Position

4

Consolidated Statement of Changes in Equity

5

Consolidated Statement of Cash Flows

6

Notes to the Financial Statements

7

Directors' Declaration

13

Independent Review Report

14

Independence Declaration

16

Page 1

Metcash Limited and its Controlled Entities - Half Year Report

Directors' Report Your Directors submit their report for the half-year ended 31 October 2010.

DIRECTORS The names and details of the Company’s Directors in office during the half-year and until the date of this report are as follows: Carlos S dos Santos (resigned 2 September 2010) Peter L Barnes (Chairman) Andrew Reitzer (CEO) Fiona E Balfour (appointed 16 November 2010) Michael R Butler Neil D Hamilton Michael R Jablonski (resigned 2 September 2010) Edwin M Jankelowitz Richard A Longes V Dudley Rubin

Except as noted, Directors were in office for this entire period.

REVIEW AND RESULTS OF OPERATIONS Consolidated net profit after income tax attributable to shareholders for the half-year was $110.2 million (2009: $109.2 million).

AUDITOR INDEPENDENCE The directors have received the independence declaration on page 16 from the auditors of Metcash Limited, which forms part of the Directors' Report.

ROUNDING The amounts contained in this report and in the financial report have been rounded to the nearest $100,000 (where rounding is applicable) under the option available to the company under ASIC Class Order 98/0100. The company is an entity to which the Class Order applies.

Signed in accordance with a resolution of the directors.

Andrew Reitzer Director Sydney, 30 November 2010

Page 2

Metcash Limited and its Controlled Entities

Consolidated Statement of Comprehensive Income For the Half-Year ended 31 October 2010 Notes

Revenue Cost of sales Gross profit

3(i)

Distribution costs Administrative costs Share of profit of associates Specific Items Franklins acquisition costs Finance costs Profit from continuing operations before income tax Income tax expense Net profit for period

3(iv) 3(v)

Other comprehensive income Foreign currency translation adjustments Cashflow hedge adjustment Income tax expense on items of other comprehensive income Total comprehensive income for the period, net of tax Profit is attributable to: Equity holders of the parent Non controlling interest Total comprehensive income for the period is attributable to: Equity holders of the parent Non controlling interest

Earnings per share for profit from continuing operations attributable to the ordinary equity holders of the company: - basic earnings per share (cents) - diluted earnings per share (cents) The above Consolidated Statement of Comprehensive Income should be read in conjunction with the accompanying notes.

Page 3

2010 $’m

2009 $’m

5,984.3 (5,377.7) 606.6

5,656.9 (5,087.6) 569.3

(205.7) (202.5) 0.8

(197.0) (187.5) 0.1

(1.0) (36.5) 161.7 (48.5) 113.2

(27.3) 157.6 (47.7) 109.9

0.1 0.7 (0.1) 113.9

(0.1) 109.8

110.2 3.0 113.2

109.2 0.7 109.9

110.9 3.0 113.9

109.1 0.7 109.8

14.38 14.36

14.27 14.24

Metcash Limited and its Controlled Entities

Consolidated Statement of Financial Position As at 31 October 2010 Notes As at 31 October 2010 $’m ASSETS Current assets Cash and cash equivalents Trade and other receivables Inventories Assets held for sale Derivative financial instruments Prepayments and other Total current assets

As at 30 April 2010 $’m

166.8 1,056.3 776.9 9.3 0.4 7.2 2,016.9

210.6 1,008.0 747.2 4.0 4.9 1,974.7

76.6

65.4

95.1 0.2 196.4 21.2 1,280.7 1,670.2

94.8 0.2 194.7 27.2 1,282.0 1,664.3

Total assets

3,687.1

3,639.0

LIABILITIES Current liabilities Trade and other payables Interest bearing loans and borrowings Derivative financial instruments Provisions Income tax payable Other financial liabilities Total current liabilities

1,305.7 8.7 0.2 72.1 15.3 0.2 1,402.2

1,294.4 7.8 0.6 99.8 45.6 0.2 1,448.4

Non-current liabilities Interest bearing loans and borrowings Provisions Other financial liabilities Total non-current liabilities

837.9 55.2 1.8 894.9

749.4 61.7 1.9 813.0

Total liabilities

2,297.1

2,261.4

Net assets

1,390.0

1,377.6

1,904.4 (765.9) 27.6 161.4 62.5 1,390.0

1,892.2 (765.9) 25.8 166.0 59.5 1,377.6

5

NON-CURRENT ASSETS Trade and other receivables Investments in associates accounted for using the equity method Other financial assets Property, plant and equipment Net deferred tax assets Intangible assets and goodwill Total non-current assets

5

EQUITY Contributed equity Other equity Other reserves Retained earnings Non controlling interest Total equity

6

The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.

Page 4

Metcash Limited and its Controlled Entities

Consolidated Statement of Changes in Equity For the Half-Year ended 31 October 2010 Attributable to equity holders of Metcash Limited

Metcash Group

Notes At 01 May 2010 Total equity at the beginning of the financial period Profit for the period Other comprehensive income Transactions with owners in their capacity as owners: Exercise of options Share-based payment Dividends paid At 31 October 2010 Total equity at the end of the financial period At 01 May 2009 Total equity at the beginning of the financial period Profit for the period Other comprehensive income Transactions with owners in their capacity as owners: Exercise of options Share-based payment Dividends paid At 31 October 2009 Total equity at the end of the financial period

Contributed equity $’m 1,892.2 -

Other equity $’m

Share-based payments $’m

Retained Earnings $’m

Capital Reserve $’m

Foreign Currency Translation Reserve $’m

Cash Flow Hedge Reserve $’m

(6.6) 0.1

(0.1) 0.6

-

-

(765.9) -

19.7 -

166.0 110.2 -

12.8 -

-

1.1 -

(114.8)

-

1,904.4

(765.9)

20.8

161.4

12.8

(6.5)

0.5

1,889.7 -

(765.9) -

17.1 -

129.7 109.2 -

12.8 -

(6.0) (0.1)

-

1.2 -

(107.1)

-

(765.9)

18.3

131.8

12.8

12.2 -

1.0 1,890.7

The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.

Page 5

Non Controlling Interest $’m 59.5 3.0 -

Total equity $’m 1,377.6 113.2 0.7 12.2 1.1 (114.8)

62.5

1,390.0

-

2.0 0.7 -

1,279.4 109.9 (0.1)

-

-

-

(6.1)

-

2.7

1.0 1.2 (107.1) 1,284.3

Metcash Limited and its Controlled Entities

Consolidated Statement of Cash Flows For the Half-Year ended 31 October 2010 Notes

Cash flows from operating activities Receipts from customers Payments to suppliers and employees Dividends received Interest received Finance costs Income tax paid Goods and services tax paid Net cash inflow from operating activities Cash flows from investing activities Proceeds from sale of property, plant and equipment Purchase of property, plant and equipment Payments for intangibles Proceeds from loans repaid by other entities Loans to customers Payment on acquisition of businesses Payment on acquisition of associates Net cash outflow from investing activities

9 (a)

Cash flows from financing activities Proceeds from the issue of ordinary shares Proceeds from borrowings – other Repayments of borrowings – other Payment of dividends on ordinary shares Payment of refinancing costs Repayment of finance lease principal Net cash outflow from financing activities Net (decrease) /increase in cash and cash equivalents Cash and cash equivalents at the beginning of the period Effect of exchange rate changes on cash Cash and cash equivalents at the end of the period The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.

Page 6

2010 $m

2009 $m

6,312.6 (6,114.0) 0.3 3.6 (34.8) (72.3) (75.2) 20.2

6,018.2 (5,658.7) 3.2 (25.7) (64.9) (64.8) 207.3

0.2 (14.1) (8.8) 2.6 (17.8) (8.8) (46.7)

0.4 (24.2) (17.5) 3.0 (12.5) (13.1) (0.8) (64.7)

12.2 180.0 (90.0) (114.8) (4.7) (17.3)

1.0 250.0 (230.0) (107.1) (6.1) (3.8) (96.0)

(43.8) 210.6 166.8

46.6 148.6 0.1 195.3

Metcash Limited and its Controlled Entities

Notes to the Financial Statements 31 October 2010

1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of preparation

The half-year financial report does not include all notes of the type normally included within the annual financial report and therefore cannot be expected to provide as full an understanding of the financial performance, financial position and financing and investment activities of the consolidated entity as the annual financial report.

The half-year financial report should be read in conjunction with the annual financial report of Metcash Limited as at 30 April 2010. It is also recommended that the half-year report be considered together with any public announcements made by Metcash Limited during the half-year ended 31 October 2010.

The half-year financial report is a general-purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2001 , AASB 134 “Interim Financial Reporting” and other mandatory professional reporting requirements.

Apart from the changes noted below, the same accounting policies have been applied by each entity in the consolidated group and are consistent with those adopted and disclosed in the annual financial report for the year ended 30 April 2010. Changes in accounting policy From 1 May 2010 The Group has adopted AASB 3R Business Combinations, mandatory for annual periods beginning on or after 1 May 2010. Adoption of this revised standard did not have any effect on the financial position or performance of the Group. The Group has not elected to early adopt any new standards or amendments. Due to the seasonality of Metcash business, the first half results represent approximately 44% to 45% of the aniticipated annual profit after tax, before significant items. Reclassification of prior year comparatives

The comparative figures for Administrative and Finance costs in 2009 have been reclassified in the amount of $5 million being the merchant fee expense under the American Express Charge Card program which was previously classified as Finance Costs. 2. SEGMENT INFORMATION Segment products and locations The economic entity predominantly operates in the industries indicated. Food distribution activities comprise the distribution of grocery and tobacco supplies to retail outlets, convenience stores and hospitality outlets. Liquor distribution activities comprise the distribution of liquor products to retail outlets and hotels. Cash and Carry Distribution comprises the distribution of grocery and tobacco supplies via cash and carry warehouses. Hardware distribution comprises the distribution of hardware supplies to retail outlets. Geographically the group operates predominately in Australia. The New Zealand operation represents less than 10% of revenue, results and assets of the consolidated entity. Segment accounting policies The selling price between segments is at normal selling price and is paid under similar terms and conditions as any other customers of the economic entity.

Page 7

Metcash Limited and its Controlled Entities

Notes to the Financial Statements (Continued) 31 October 2010

2. SEGMENT INFORMATION (Continued) Business segments

Segment Revenue Sales to external customers Inter-segment revenues Total segment revenue Segment profit before tax

Food Distribution 2010 2009 $’m $’m

Cash and Carry Distribution 2010 2009 $’m $’m

Liquor Distribution 2010 2009 $’m $’m

Hardware Distribution 2010 2009 $’m $’m

Consolidated 2010 2009 $’m $’m

3,624.6 384.1 4,008.7

3,486.6 374.6 3,861.2

819.0 819.0

843.2 843.2

1,095.0 44.5 1,139.5

1,282.3 52.2 1,334.5

401.2 401.2

-

5,939.8 428.6 6,368.4

5,612.1 426.8 6,038.9

173.2

163.3

16.0

13.5

9.9

14.6

6.8

-

205.9

191.4

i) Segment revenue reconciliation to the statement of comprehensive income

Note Total segment revenue Inter-segment revenues elimination Rent Interest from other person/corporation Total revenue

2010 $’m 6,368.4 (428.6) 40.9 3.6 5,984.3

2009 $’m 6,038.9 (426.8) 41.6 3.2 5,656.9

ii) Segment profit before tax reconciliation to the statement of comprehensive income

Segment profit before tax Net finance costs Rent income Rent expense Share based payments Amortisation of customer relationships Franklins acquisition costs Other Total profit from continuing operations before income tax

2010 $’m 205.9 (32.9) 40.9 (40.9) (1.1) (3.8) (1.0) (5.4) 161.7

2009 $’m 191.4 (24.1) 41.6 (41.6) (1.2) (3.2) (5.3) 157.6

Page 8

Metcash Limited and its Controlled Entities

Notes to the Financial Statements (Continued) 31 October 2010

3. REVENUES AND EXPENSES 2010 $’m

2009 $’m

Specific Items Profit from ordinary activities before income tax expense includes the following revenues and expenses whose disclosure is relevant in explaining the financial performance of the entity: (i) Revenue Revenue from sale of goods Rent Interest from other person/corporation

5,939.8 40.9 3.6 5,984.3

5,612.1 41.6 3.2 5,656.9

(ii) Operating lease rental Minimum lease payments

88.6

86.4

(iii) Expenses Depreciation/ Amortisation of property, plant and equipment Amortisation of software and other intangibles Amortisation of customer relationships

16.6 5.2 3.8

14.7 5.1 3.2

(iv) Significant Item Franklins acquisition costs

1.0

(v) Other finance costs Interest expense *

-

36.5

27.3

114.8

107.1

* Refer to Note 1 for prior period reclassification.

4. DIVIDENDS PAID AND PROPOSED (a) Dividends paid on ordinary shares during the half year Fully franked dividends

Page 9

Metcash Limited and its Controlled Entities

Notes to the Financial Statements (Continued) 31 October 2010

October

April

2010 $’m

2010 $’m

699.2 223.1 (27.5) 894.8

689.3 198.7 (24.4) 863.6

5. RECEIVABLES Current Trade receivables - securitised Trade receivables - non-securitised Allowance for impairment loss

Customer loans Other receivables

38.5 123.0 1,056.3

34.8 109.6 1,008.0

69.6 7.0 76.6

57.6 7.8 65.4

1,904.4 1,904.4

1,892.2 1,892.2

Non-current Customer loans Other receivables

6. CONTRIBUTED EQUITY (a) Ordinary shares: Issued and fully paid Total contributed equity

2010

2010

Number of shares

$’m

Movements in ordinary shares on issue At 1 May 2010 Issued during the year: - Exercise of employee options 1,515,920 ordinary shares at 392.5 cents per share - Exercise of employee options 1,560,000 ordinary shares at 401.3 cents per share At 31 October 2010

765,644,031

1,892.2

1,515,920

5.9

1,560,000

6.3

768,719,951

1,904.4

7. SUBSEQUENT EVENTS On 23 November 2010, agreement was reached with Pick 'n Pay Retailers (Pty) Ltd to extend the cut off date for completion of the previously announced acquisition of the shares of Interfrank Group Holdings Pty Ltd, the owner of the Franklins business to 30 June 2011 as the conditions precedent have not yet been satisfied. There are no other events that have occurred after the half-year end that would materially affect the reported results or would require disclosure in this half-year financial report.

Page 10

Metcash Limited and its Controlled Entities

Notes to the Financial Statements (Continued) 31 October 2010

2010 $’m

2009 $’m

The Company and certain controlled entities have granted bank guarantees to third parties in respect of property lease obligations to the value of

19.7

19.4

The Company and certain controlled entities have granted bank guarantees in respect of Workcover in Western Australia

3.8

3.2

The total face value of the outstanding charges due to American Express under the charge card arrangement is

193.0

107.0

The Company and certain controlled entities have granted put options to third parties to the value of

13.6

13.6

8. CONTINGENT ASSETS AND LIABILITIES

American Express Charge Card On the 9th May 2007 Metcash Trading Limited entered into an agreement with American Express (Amex), due to expire on 31 July 2012, in relation to Customer Charge Cards. Under the agreement, should a customer default on payment, where Amex has previously made a payment to Metcash Trading Limited, then Metcash Trading Limited must pay Amex an amount equal to the charge outstanding. Metcash incurs merchant fees on these transactions.

The maximum amount payable shall be limited to the actual face value of the outstanding charge due to Amex. This does not include any interest or other fees payable by the customer to Amex. Metcash Trading Limited shall have no other obligation to Amex in respect of the outstanding charge and shall not be liable for any costs, loss or liability of any nature whatsoever incurred by Amex as a result of the failure by the customer to make payment. Put options for sale of retail store assets The Company and certain controlled entities have granted put options relating to the sale of retail store assets to certain customers and associates. The holders of the put option have the right to "put" these non-financial assets back to the Company within an agreed period and under certain prescribed circumstances. The estimate of the financial effect of the put options, if exercised, is the aggregate of the purchase price as defined in the option deed or business sale agreement.

Page 11

Metcash Limited and its Controlled Entities

Notes to the Financial Statements (Continued) 31 October 2010

9. BUSINESS COMBINATIONS The Metcash Group acquired the assets of the following entities:

Date of acquisition 24 May 2010 14 September 2010 30 June 2010 30 September 2010

Entity Purchased Cellarbrations at Sunbury Victoria (Sunbury) Cellarbrations at Cottesloe Western Australia (Cottesloe) G W & V Wise Pty Ltd (Echuca) Wallington Hardware & Timber Pty Ltd (Wallington)

% Acquired 100% 100% 100% 100%

(1) Acquisitions of business assets Details of the fair value of the assets and liabilities acquired are as follows: Total $’m 8.8 8.8 8.8 (8.3) 0.5

(a) Purchase consideration: Cash paid to date Total purchase consideration Less cash acquired Net purchase consideration Accrued direct costs Fair value of net identifiable assets acquired (b) Goodwill (b) Assets and liabilities acquired The assets and liabilities arising from the acquisition are as follows: Accounts receivable Property, plant and equipment Inventory Assets held for sale Creditors and employee benefits provision Fair value of net identifiable assets acquired

The fair value of the identifiable assets and liabilities of Sunbury, Cottesloe, Echuca and Wallington approximated their carrying values at the dates of acquisition. The results of Sunbury, Cottesloe, Echuca and Wallington from acquisition to 31 October 2010 have not been disclosed separately as they are not significant to the total Group results. The revenue and results of the total Metcash Group for the period ended 31 October 2010, as though Sunbury, Cottesloe, Echuca and Wallington had been acquired on 1 May 2010, would not be significantly different to the Group results as currently reported. The accounting for the above business combinations is provisional as at 31 October 2010. Finalisation of Mitre 10 Consideration The acquisition of Mitre 10 provided for a "true up" of the final purchase consideration payable by Metcash for the partly paid shares issued by Mittenmet Limited. In accordance with the formula set out in the Mitre 10 Scheme Booklet the final call was determined to be $31.505m. As these amounts were advanced to the Mitre 10 group by Metcash Trading Limited at the date of acquisition, no additional cash flow has occurred. In addition, there has been no change to the business combination accounting as a result of the true up and no additional Goodwill arises on this transaction.

Page 12

0.1 0.4 2.9 5.2 (0.3) 8.3

1 1 1 1

Metcash Limited and its Controlled Entities - Half Year Report

Directors' Declaration In accordance with a resolution of the directors of Metcash Limited, I state that: In the opinion of the directors: (a) the financial statements and notes of the consolidated entity: (i)

give a true and fair view of the financial position as at 31 October 2010 and the performance for the half-year ended on that date; and

(ii) comply with Accounting Standard AASB 134 "Interim Financial Reporting" and the Corporations Regulations 2001; and

(b) there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.

On behalf of the Board

Andrew Reitzer Director Sydney, 30 November 2010

Page 13

Report on the Half-Year Financial Report We have reviewed the accompanying half-year financial report of Metcash Limited, which comprises the consolidated statement of financial position as at 31 October 2010, the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the half-year ended on that date, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration of the consolidated entity comprising the company and the entities it controlled at the half year end or from time to time during the half year period.

Directors’ Responsibility for the Half-Year Financial Report The directors of the company are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half-year financial report that is free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of Interim and Other Financial Reports Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity’s financial position as at 31 October 2010 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001. As the auditor of Metcash Limited and the entities it controlled during the half-year ended 31 October 2010, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report. A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Independence In conducting our review, we have complied with the independence requirements of the Corporations Act 2001. We have given to the directors of the company a written Auditor’s Independence Declaration, a copy of which is included by reference in the Directors’ Report.

Liability limited by a scheme approved under Professional Standards Legislation

2

Conclusion Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Metcash Limited is not in accordance with the Corporations Act 2001, including: a) giving a true and fair view of the consolidated entity’s financial position as at 31 October 2010 and of its performance for the half-year ended on that date; and b) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001.

Ernst & Young

Michael J Wright Partner Sydney 30 November 2010

Auditor's Independence Declaration to the Directors of Metcash Limited In relation to our review of the financial report of Metcash Limited for the half year ended 31 October 2010, to the best of my knowledge and belief, there have been no contraventions of the auditor independence requirements of the Corporations Act 2001 or any applicable code of professional conduct.

Ernst & Young

Michael J Wright Partner 30 November 2010

Liability limited by a scheme approved under Professional Standards Legislation

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