TIDMBOWL

RNS Number : 8168A

Hollywood Bowl Group plc

30 May 2023

Hollywood Bowl Group plc

("Hollywood Bowl", the "Company" or the "Group")

Interim Results for the Six Months Ended 31 March 2023

CONTINUED STRONG CUSTOMER DEMAND REFLECTING ATTRACTIVENESS OF OFFER AND GREAT VALUE FOR MONEY PROPOSITION

Hollywood Bowl, the UK and Canada's largest ten-pin bowling operator, is pleased to announce its Interim Results for the six-month period ended 31 March 2023 ("H1 FY2023").

Financial highlights

 
                                                         H1 FY2022 
                                                        (excluding 
                                                               VAT                  Movement 
                                                                      H1 FY2023 vs H1 FY2022 
                                                        benefit on    (excluding VAT benefit 
                             H1 FY2023     H1 FY2022      bowling)              on bowling)) 
------------------------  ------------  ------------  ------------  ------------------------ 
Revenue                   GBP110.2m(4)  GBP100.2m(4)      GBP91.3m                    +20.7% 
Gross profit                  GBP91.3m      GBP86.5m      GBP77.7m                    +17.5% 
Gross profit margin              82.8%         86.4%         85.1%                   -230bps 
Administrative expenses       GBP60.0m      GBP48.9m      GBP48.7m                    +23.2% 
Group adjusted EBITDA1        GBP43.9m      GBP42.2m      GBP39.2m                    +12.0% 
Group adjusted EBITDA1 
 pre-IFRS 16                  GBP35.1m      GBP34.0m      GBP31.0m                    +13.2% 
Group profit before 
 tax                          GBP26.7m      GBP33.4m      GBP24.8m                     +7.7% 
Group profit after tax        GBP20.9m      GBP27.0m      GBP20.4m                     +2.5% 
Group adjusted profit 
 after tax2                   GBP21.9m      GBP27.0m      GBP20.4m                     +7.5% 
Free cash flow3               GBP15.3m      GBP19.6m      GBP19.6m                    -21.9% 
Interim dividend per 
 share                           3.27p         3.00p         3.00p                     +9.0% 
------------------------  ------------  ------------  ------------  ------------------------ 
 

Operational highlights

   --      Continued strong performance driven by demand for high-quality, great value for money offer 

o LFL revenue growth(5) of 3.5% with a record first half Group revenue of GBP110.2m, up 9.7 per cent vs H1 FY2022(4) . Excluding the effect of the reduced rate (TRR) of VAT in H1 FY2022, group revenues were up 20.7 per cent vs H1 FY2022

o Group adjusted EBITDA(1) pre-IFRS 16 increased 13.2 per cent vs H1 FY2022 (excluding the TRR of VAT in H1 FY2022) to GBP35.1m

o Interim dividend of 3.27 pence per share

o Strong net cash position at 31 March 2023 of GBP44.1m; undrawn GBP25m revolving credit facility

-- Active improvement of the quality of the estate through new centre openings and successful execution of our refurbishment strategy

o Hollywood Bowl Speke and Puttstars Peterborough opened during the period and are trading ahead of management's expectations

o Currently on site in Hollywood Bowl Merry Hill which is due to open in Q4 FY2023 and expect to be on site on a combined Hollywood Bowl/Puttstars offering during H2 FY2023

o Eight refurbishments (including three rebrands) completed in the half, with all trading in line with or above our return on investment expectations, with a further two underway

o Four further centres had solar panels installed, bringing the total to 26 centres (38 per cent of UK estate)

-- Relentless focus on innovation resulting in high customer satisfaction and strong LFL growth

o Food LFL revenue up 9.0 per cent and drinks LFL revenue up 1.7 per cent following the introduction of a simplified food menu new 'snacks and sharers' lane offering and a new drinks range, all of which are increasing dwell time and spend

o Pins on Strings installed in seven centres during the period, bringing the total sites using the new technology to 48 (75 per cent of the Group's UK bowling centres), with a further five planned before year end

o Increased technology investment in CRM, website and core booking systems to enhance the digital customer journey

   --      Canada performing ahead of our expectations 

o Canadian business generated EBITDA of CAD: 5.0m (GBP3.1m)(6) in the period

o Three further entertainment centres in Calgary acquired in February which are trading in line with expectations.

o Integration with Splitsville is progressing well

o Exchanged on a new build bowling centre in Ontario due to open in H1 FY2024

o Strong momentum and significant expansion potential supported by strong Group balance sheet

   --      Outlook - the Group remains well-placed to continue executing its growth strategy 

o Trading in line with the Board's expectations for FY2023

o On track to meet target of 15-20 new centre openings by the end of FY2025 with strong new centre pipeline for Hollywood Bowl and Puttstars brands, as well as Canadian Splitsville brand

o Continued balance sheet strength and disciplined capital allocation policy supports ability to grow and further invest and innovate for customers

o Confident in resilient demand as customers look for value for money leisure experiences

o Well-insulated from inflationary pressures with electricity costs hedged to the end of FY2024

o Training and development programmes for team members progressing well; continued investment in people to retain and attract the best talent

1 Group adjusted EBITDA (earnings before interest, tax, depreciation and amortisation) reflects the underlying trade of the overall business. It is calculated as statutory operating profit plus depreciation, amortisation, loss on disposal of property, right-of-use assets, plant and equipment and software and any exceptional costs or income, and is also shown pre-IFRS 16 as well as adjusted for IFRS 16.

2 Group adjusted profit after tax is calculated as group profit after tax, adding back the acquisition fees of GBP0.5m (H1 FY2022: nil), the non-cash expense of GBP0.7m (H1 FY2022: nil) related to the fair value of the earn out consideration on the Teaquinn acquisition in May 2022 and removing the TRR of VAT benefit on bowling of GBP0.2m (H1 FY2022: GBP6.6m)

3 Free cash flow is defined as net cash flow pre-exceptional items, cost of acquisitions, debt facility repayment, RCF drawdowns, dividends and equity placing.

4 G roup revenue in H1 FY2022 included a total of GBP8.8m relating to the reduced rate (TRR) of VAT on bowling. GBP5.8m of this was in respect of prior years and GBP3.0m for H1 FY2022. H1 FY2023 includes GBP0.2m in respect of TRR of VAT on bowling parties.

5 Like-for-like (LFL) revenue growth is total revenue excluding any new centres and Canada. New centres are included in the LFL growth calculation for the period, after they complete the calendar anniversary of their opening date. LFL revenues in H1 FY2023 and H1 FY2022 exclude the impact of TRR of VAT on bowling.

6 Revenues in GBP based on an average foreign exchange rate over the relevant period of 1.62 CAD: 1 GBP.

Stephen Burns, Chief Executive, commented:

"I am delighted with our record performance in the first half, and I would like to thank our fantastic team members for all the hard work that goes into delivering excellent value for money, high quality experiences. It is clear from our high customer satisfaction scores that our continually evolving proposition appeals to all generations looking to enjoy affordable leisure activities together.

"We are looking forward to driving further growth in the UK and Canada, capturing the significant market opportunity ahead. Our resilience to inflationary pressures, strong balance sheet and cash-generative model gives us confidence in the future as we continue to invest so that our customers have the best experience possible in our centres."

 
 Enquiries:                        Via Teneo 
 
 Hollywood Bowl Group PLC 
 Stephen Burns, Chief Executive 
  Officer 
 Laurence Keen, Chief Financial 
  Officer 
 Mat Hart, Chief Marketing and 
  Technology Officer 
 
 Teneo 
 Will Palfreyman                   hollywoodbowl@teneo.com 
 James Macey White                 +44 (0)20 7353 4200 
 Laura Marshall 
 

CHIEF EXECUTIVE REVIEW

I am delighted with the Group's financial performance in the first six months of the year. We continue to deliver sustainable, profitable growth, with total revenue of GBP110.2m, a 20.7 per cent growth to H1 FY2022 (excluding the reduced rate (TRR) of VAT benefit in H1 FY2022). Like-for-like (LFL) revenues grew by 3.5 per cent, underpinned by enhancements in margin and volume of games sold, in conjunction with the successful execution of our customer led operating model.

We remain focused on enhancing the customer experience and the overall quality of the estate, through new centre openings and acquisitions, both in the UK and in Canada, through our programme of refurbishments and rebrands as well as through product and service innovation and investments in technology.

During the half, we retired the AMF brand from the portfolio, after rebranding the final two centres to the Hollywood Bowl brand, we refurbished six existing Hollywood Bowl centres and opened two new centres in high quality locations in Speke and Peterborough. We are encouraged by the returns from the investments made and our programme remains on track with further refurbishments of our centres in the UK and Canada planned in the second half.

Adjusted profit after tax was GBP21.9m, which is up 7.5 per cent on prior period (H1 FY2022 (excluding TRR of VAT benefit): GBP20.4m). Statutory profit after tax was GBP20.9m in H1 FY2023.

Payment of the FY2022 final ordinary dividend, the special dividend and capital investments in the first half of this financial year, offset by the cash generation of the Group in the period, resulted in net cash of GBP44.1m at the end of the period, a reduction of GBP12.0m from 30 September 2022. In line with our progressive dividend policy, the Board has declared an interim dividend of 3.27 pence per share, representing 9 per cent growth on the comparable period last year.

We remain mindful of the wider economic environment and the resulting consumer headwinds but are confident that we will continue to deliver attractive returns for our shareholders by pursuing our proven strategy of delivering a sector leading leisure experience, at a great value for money price point, through our motivated and well rewarded teams.

Like-for-like growth

Against the exceptionally successful comparative period, LFL sales (which exclude TRR of VAT on bowling activities) grew by 3.5 per cent during the first half of the financial year, with the four main revenue lines all showing LFL sales growth on the comparative period in FY2022.

On a LFL basis game volumes grew by 0.6 per cent. LFL spend per game (excluding TRR of VAT on bowling activities), grew by 2.8 per cent.to GBP10.82 in the period, up from GBP10.53 in H1 FY2022. Our dynamic pricing technology has helped drive incremental volume and carefully controlled yield enhancement. Our wider pricing strategy has remained unchanged, and we still offer the best value for money product of all the branded UK bowling operators, with a family of four able to bowl at peak times for less than GBP25.

Food spend was also up in the year showing a 8.1 per cent LFL improvement in the first half. Our focus on speed, quality, consistency and value for money with our food offer has been well received by our customers. New menu items have been added in line with customer feedback and sales data, and although we have made some changes to price to mitigate the inflationary increases, the most popular menu items were still below their 2019 price point. Our drinks range has the same value for money proposition, for example a pint of Carling lager is still available for less than GBP4. Spend on drink grew on a per game LFL basis by 1.0 per cent, underpinned by further enhancements to the at lane ordering systems and the national roll out of a new drinks range.

Refurbishments and space optimisation projects, coupled with the expansion of contactless payment technology and new game formats, helped drive LFL sales growth of 6.3% in Amusements. The Amusement offer is an important part of the customer experience. In the main, we have kept the price to play at GBP1 despite the significant improvement in the gaming experience but are utilising new payment technology to enhance the yield on certain games where appropriate.

Growth strategy - investing in our UK estate and new centre openings

Our growth strategy remains unchanged, and we are pleased with the progress we have made growing our business during the period. Our new centre opening programme is on track in both the UK and Canada, and we continue to grow LFL revenue through the improvement of the existing estate and our refurbishment programme which continues to deliver above our returns hurdle rate.

FY2023 will be a record year of investment in the estate, and a very busy year for our property teams. In the first half, we have invested a total of GBP11.3m (excluding acquisitions costs), with two new centre openings, three rebrands and five full centre refurbishments completed in the UK. We will continue this investment led strategy in the second half with our new Hollywood Bowl in Merry Hill already on site, at least four more refurbishments and two space optimisation projects scheduled.

We remain confident in our ability to continue to deliver on our plan of an average of at least three new openings a year. As set out above, two new centres were opened in the first half, with Merry Hill, our new 24 lane 36,500 square foot centre, scheduled to open during the second half of the financial year.

Our two new centre openings in the first half took the total number of centres in the UK estate to 69. We opened our second Hollywood Bowl in Liverpool at the popular leisure and retail park in Speke, on 4 November 2022 for a net capital spend of GBP2.7m. The centre is a key anchor tenant complementing the leisure offering of the scheme, alongside a well-established cinema, Ninja Warrior, and a good selection of restaurants. The 16-lane centre occupying just under 20,000 square feet has been very well received and is trading ahead of expectations.

We also opened Puttstars Peterborough on 11th November 2022 for a net capital spend of GBP1.8m. The state of the art 27-hole golf venue occupies 19,500 square feet, over two floors and boasts a large amusement offer, cloud-based scoring and a combined bar diner. This new-look Puttstars is located in the Queensgate shopping centre in the heart of the city, and part of a multimillion leisure development by the landlord.

Transformational refurbishments have continued, including bringing the very latest design innovations and technological improvements to our centres in Finchley, Milton Keynes (including the addition of one extra bowling lane), Poole Tower Park and Leeds City, with one amusement enlargement project at Watford Atria. All the refurbishments are delivering returns in line with expectation, with the last 12 projects averaging more than a 55 per cent return on investment.

The Pins on Strings roll out has continued, with a further seven centres benefiting from the cost saving and customer experience enhancing technology. 48 centres now have the machines (75% of the Group's UK's bowling centres), delivering a minimum 30 per cent return on invested capital, and we plan to install into a further eight centres during the second half of the financial year.

International expansion

In May 2022, we were delighted to announce the acquisition of our Canadian business (Teaquinn), comprising Splitsville, an operator of five ten-pin bowling centres, and Striker Bowling Solutions (Striker), a B2B supplier and installer of bowling equipment, for an initial consideration of CAD 17m (approximately GBP10.6m).

Since the acquisition, Teaquinn has traded ahead of our expectations. During the first half of this financial year it contributed CAD 18.4m (GBP11.3m) in revenue and just over CAD 5m (GBP3.1m) of EBITDA (on a pre-IFRS 16 basis). Our growth strategy in Canada is focused on four areas; (i) investing in the existing estate, (ii) acquiring existing businesses that complement the current estate, (iii) opening new centres and (iv) supporting the Canadian bowling market with Striker's products and services.

In February, the Group acquired three entertainment centres in Calgary (Project Owl), a strategically important location between British Columbia and Ontario. These sites are trading in line with our expectations and integration with Splitsville is going well, helped in part by the UK management expertise that has been seconded to the largest of the centres in Calgary. The pipeline for acquisitions continues to build with several centres in the diligence process and we will continue to update on any acquisitions once appropriate to do so.

The group recently exchanged contracts on a new build bowling centre in Ontario. The 43,000 square feet centre scheduled to open in FY2024, will feature 24 lanes and will be our first new build bowling centre in Canada.

The Canadian refurbishment programme continues to progress well, with one refurbishment completed during the half, while one rebrand and two refurbishments are scheduled on site for the second half of the financial year.

Our Striker business continues to grow as a result of increased investment into bowling centres across the country after re-opening following the COVID-19 lockdowns. Revenues in the first half were CAD 2.9m (GBP1.8m) and the order book is strong with several large installation and maintenance projects already agreed.

Growing sustainably

Running our business in a sustainable manner is a key focus for the Group and we have continued to make good progress delivering against our ESG strategy and the FY2023 and longer-term targets aligned to this. Highlights in the first half included improvements in our Scope 1 and 2 emissions intensity ratio and waste recycling percentages, more than 50 per cent of management appointments coming from internal candidates, and the establishment of a Board Corporate Responsibility Committee.

Outlook

As we navigate the current economic landscape, we understand that many of our customers are facing challenges such as rising living costs and higher interest rates. This is why we continue to focus on providing a high-quality leisure experience that offers great value for money. We are proud that families and friends are continuing to choose our inclusive and affordable offerings for their leisure spending, and we are committed to maintaining this trend through the second half of the year.

To further enhance our business for the benefit of all of our stakeholders, we are fully committed to our ongoing investment programme across all areas. This, combined with our sustainable profitable growth strategy, gives the Board a strong sense of confidence in our future prospects. We are pleased to report that we are on track to meet our key strategic priorities for the year, and trading is in line with the Board's financial expectations. We are encouraged by the progress we have made so far and will continue to strive for excellence in all aspects of our business.

Stephen Burns

Chief Executive Officer

30 May 2022

CHIEF FINANCIAL OFFICER'S REVIEW

Group financial results

 
                                                               H1 FY2022 
                                                              (excluding 
                                                                     VAT             Movement 
                                                                              H1 FY2023 vs H1 
                                                                            FY2022 (excluding 
                                                              benefit on       VAT benefit on 
                                     H1 FY2023   H1 FY2022      bowling)            bowling)) 
--------------------------------  ------------  ----------  ------------  ------------------- 
Revenue                           GBP110.2m(4)  GBP100.2m4      GBP91.3m               +20.7% 
Gross profit                          GBP91.3m    GBP86.5m      GBP77.7m               +17.5% 
Gross profit margin                      82.8%       86.4%         85.1%              -230bps 
Administrative expenses               GBP60.0m    GBP48.9m      GBP48.7m               +23.2% 
Group adjusted EBITDA1                GBP43.9m    GBP42.2m      GBP39.2m               +12.0% 
Group adjusted EBITDA1 pre-IFRS 
 16                                   GBP35.1m    GBP34.0m      GBP31.0m               +13.2% 
Group profit before tax               GBP26.7m    GBP33.4m      GBP24.8m                +7.7% 
Group profit after tax                GBP20.9m    GBP27.0m      GBP20.4m                +2.5% 
Group adjusted profit after 
 tax2                                 GBP21.9m    GBP27.0m      GBP20.4m                +7.5% 
Free cash flow3                       GBP15.3m    GBP19.6m      GBP19.6m               -21.9% 
Interim dividend per share               3.27p       3.00p         3.00p                +9.0% 
--------------------------------  ------------  ----------  ------------  ------------------- 
 

1 Group adjusted EBITDA (earnings before interest, tax, depreciation and amortisation) reflects the underlying trade of the overall business. It is calculated as statutory operating profit plus depreciation, amortisation, loss on disposal of property, right-of-use assets, plant and equipment and software and any exceptional costs or income, and is also shown pre-IFRS 16 as well as adjusted for IFRS 16.

2 Group adjusted profit after tax is calculated as group profit after tax, adding back the acquisition fees of GBP0.5m (H1 FY2022: nil), the non-cash expense of GBP0.7m (H1 FY2022: nil) related to the fair value of the earn out consideration on the Teaquinn acquisition in May 2022 and removing the TRR of VAT benefit on bowling of GBP0.2m (H1 FY2022: GBP6.6m)

3 Free cash flow is defined as net cash flow pre-exceptional items, cost of acquisitions, debt facility repayment, RCF drawdowns, dividends and equity placing.

4 During FY2020 the Chancellor announced the reduced rate (TRR) of VAT on hospitality activities from which bowling activities were initially excluded. The Tenpin Bowling Proprietors Association has been lobbying on the industry's behalf, since that date, for the sector to be treated in line with the hospitality industry. We received confirmation on 12 April 2022 (FY2022) that HMRC agreed that there is indeed a clear distinction between the sport of competitive bowling and the leisure activity of bowling - with the latter being able to benefit from TRR of VAT retrospectively (H1 FY2022: GBP8.8m). H1 FY2023 includes GBP0.2m in respect of TRR of VAT on bowling parties.

Following the introduction of the lease accounting standard IFRS 16, the Group continues to maintain the reporting of Group adjusted EBITDA on a pre-IFRS 16 basis, as well as on an IFRS 16 basis. This is because the pre-IFRS 16 measure is consistent with the basis used for business decisions, as well as a measure that investors use to consider the underlying business performance. For the purposes of this review, the commentary will clearly state when it is referring to figures on an IFRS 16 or pre-IFRS 16 basis.

All LFL revenue commentary is compared to the same period in FY2022, excludes the impact of TRR of VAT on bowling as well as revenue relating to the Group's Canadian business, which was acquired in May 2022. New centres are included in the LFL revenue after they complete the calendar anniversary of their opening date.

Further details on the Alternative Performance Measures used is at the end of this report.

Revenue

On the back of an exceptionally strong FY2022, it was pleasing to see LFL growth of 3.5 per cent in H1 FY2023.

LFL revenue growth was a combination of a spend per game growth of 2.8 per cent, taking LFL average spend per game to GBP10.82, as well as LFL game volume growth of 0.6 per cent. The LFL growth, alongside the performance of the new UK centres, resulted in record UK revenues of GBP98.9m and growth of 8.3 per cent compared to the underlying revenues in H1 FY2022 (excluding the impact of TRR of VAT GBP8.8m in H1 FY2022).

Our Canadian business continues to trade ahead of our expectations. Total revenues in Canada were CAD 18.4m (GBP11.3m), with bowling centres accounting for CAD 15.5m (GBP9.5m).

Total Group revenue for H1 FY2023 was GBP110.2m a 20.7 per cent growth to H1 FY2022 (excluding VAT benefit in H1 FY2022).

Gross profit margin

Gross profit was GBP91.3m, 17.5 per cent growth on H1 FY2022 (excluding VAT benefit in H1 FY2022), with gross profit margin at 82.8 per cent.

Gross profit for the UK business was GBP83.0m with a margin of 83.8 per cent. The trend of amusements growing at a higher rate than bowling continued and given amusements' lower margin rate, this has reduced gross profit margin but produced a higher gross profit overall.

Gross profit for Teaquinn was in line with expectations, at CAD 13.5m (GBP8.3m), with a margin of 73.6 per cent. The lower margin rate when compared to the UK business is as forecasted due to the effect of the lower gross profit margin of the Striker bowling equipment and installations business, the higher food and drink mix in the Canadian bowling centres and the lower contractual amusement gross profit margin. Splitsville centres contributed CAD 12.9m (GBP7.9m) of gross profit.

Administrative expenses

Total administrative expenses on a statutory basis were GBP60.0m, of which the UK accounted for GBP54.1m.

On a pre-IFRS 16 basis, total administrative expenses were GBP63.6m and the UK accounted for GBP57.6m in H1 FY2023, compared to GBP52.4m during the corresponding period in FY2022.

Employee costs in centres increased to GBP19.9m, an increase of GBP4.3m when compared to H1 FY2022, due to a combination of salary increases over the period, the impact of higher LFL revenues, new UK centres (GBP0.8m) as well as the added employee costs in Canadian centres which were CAD 4.5m (GBP2.8m).

Property-related costs in centres, accounted for under pre-IFRS 16, were GBP19.1m, with GBP18.0m for the UK centres (H1 FY2022: GBP15.5m). Property costs in the UK increased by GBP2.5m with new centre costs of GBP0.9m, whilst business rates were higher by GBP1.5m due to the government implemented COVID-19 concession in the first half of FY2022. Canadian property centre costs were CAD 1.9m (GBP1.1m).

Total property costs, under IFRS 16, were GBP20.3m, including GBP5.2m accounted for as property lease assets depreciation and GBP4.7m in implied interest relating to the lease liability.

Corporate costs include all central costs and the out-performance bonus for centre management teams. Total corporate costs decreased by GBP0.2m, to GBP11.7m, when compared to the corresponding period in FY2022. UK corporate costs decreased by GBP1.0m, to GBP11.0m with the main driver of this being lower bonus amounts in H1 FY2023, whilst corporate costs for Canada were CAD 1.1m (GBP0.7m).

The statutory depreciation and amortisation charge for H1 FY2023 was GBP11.7m compared to GBP10.2m in H1 FY2022, with Canada accounting for GBP0.8m of the increase.

Exceptional costs

Exceptional costs relate in the main to two areas. The first is the acquisition costs in relation to Project Owl, which totalled GBP0.5m. The second is the earn out consideration for Pat Haggerty that is an exceptional cost of GBP0.7m in H1 FY2023 (of which GBP0.6m is in administrative expenses and GBP0.1m in interest expenses). As noted in the FY2022 full year results, the earn out consideration is considered a post-acquisition employment expense and not in the scope of IFRS 3, but instead is accounted for under IAS 19. The earn out has a cost impact in the following financial years up to and including at least FY2025.

More detail on these exceptional costs are shown in note 4 to the Financial Statements.

Group adjusted EBITDA and operating profit

Group adjusted EBITDA pre-IFRS 16 increased to a record GBP35.1m and includes a contribution of GBP3.1m (CAD 5.0m) from the Canadian business.

Compared to H1 FY2022 EBITDA pre-IFRS 16, this was an increase of 3.3 per cent. When excluding the impact of TRR of VAT (GBP3.0m) in the H1 FY 2022 comparable, the increase is 13.3 per cent. The increase is primarily due to the increased revenue performance and the addition of the Canadian business.

The reconciliation between statutory operating profit and Group adjusted EBITDA on both a pre-IFRS 16 and under-IFRS 16 basis is shown in the table below.

Group adjusted EBITDA and operating profit

 
                                                    H1 FY2023  H1 FY2022 
                                                      GBP'000    GBP'000 
--------------------------------------------------  ---------  --------- 
Operating profit                                       31,248     37,616 
Depreciation                                           11,303      9,949 
Amortisation                                              395        236 
Loss / (profit) on property, right-of-use assets, 
 plant and equipment and software disposal                 42       (20) 
Exceptional items                                         899    (5,641) 
--------------------------------------------------  ---------  --------- 
Group adjusted EBITDA under IFRS 16                    43,886     42,158 
In-year impact on FY2022 of TRR of VAT on bowling 
 activities                                                 -    (2,970) 
IFRS 16 adjustment1                                   (8,775)    (8,156) 
--------------------------------------------------  ---------  --------- 
Group adjusted EBITDA pre-IFRS 16                      35,112     31,033 
--------------------------------------------------  ---------  --------- 
 

1 IFRS 16 adoption has an impact on EBITDA, with the removal of rent from the calculation. For Group adjusted EBITDA pre-IFRS 16, it is deducted for comparative purposes and is used by investors as a key measure of the business.

Share-based payments

During the first half of the year, the Group granted Long-Term Incentive Plan (LTIP) shares to the senior leadership team. These awards vest in three years providing continuous employment during this period and attainment of performance conditions as outlined on page 113 of the Annual Report. H1 FY2023 share-based costs were GBP541,430 (H1 FY2022: GBP403,043). Share-based costs are not classified as exceptional costs.

Financing

Finance costs increased to GBP4.5m in H1 FY2023 (H1 FY2022: GBP4.2m) comprising mainly of implied interest relating to the lease liability under IFRS 16 of GBP4.7m. Bank interest costs in relation to the Groups undrawn revolving credit facility of GBP0.3m were offset by the interest received (GBP0.5m) on the Groups' bank balances.

The Group's bank borrowing facilities are a revolving credit facility (RCF) of GBP25m at a margin rate of 1.75 per cent above SONIA and an agreed accordion of GBP5m. The loan term runs to the end of December 2024; and the RCF remains fully undrawn.

Capital expenditure

During the financial year, the Group invested GBP18.6m of net capital expenditure, including GBP7.3m on the acquisition of three centres in Calgary.

A total of GBP3.9m was invested into the refurbishment programme. The refurbishment of eight UK centres was completed including the final two rebrands of AMF to Hollywood Bowl, in Torquay and Worthing, as well as interim spends of GBP1.7m on two Canadian centres. Despite inflationary pressures, returns on these UK refurbishments continue to exceed the Group's hurdle rate of 33 per cent.

New UK centre capital expenditure was a net GBP3.0m. This relates to the two centres opened in the year - Hollywood Bowl Speke and Puttstars Peterborough.

The Group spent GBP4.4m on maintenance capital in the UK, including continued spend on the rollout of Pins on Strings technology, now in 48 centres, and solar panel installations, with 26 centres now benefitting from this technology.

Capital investment in Canada

Three centres were acquired in Calgary during February 2023 for a consideration of CAD 12m (GBP7.6m), with GBP0.3m of cash acquired in the deal. On a proforma basis for the 12 months to 30 September 2022, these centres generated CAD 2.8m EBITDA on a pre-IFRS 16 basis, equating to a purchase price of 4.3x pre-IFRS 16 EBITDA.

We were pleased to complete the refurbishment and rebrand of Splitsville Richmond Hill in H1 FY2023 and will be on site in H2 FY2023 with refurbishments in both Kingston and Hamilton. Completion is expected before the end of the current financial year. We also plan to be on site in a refurbishment and rebrand in Calgary in late calendar year 2023.

The liquidity position of the Group remains strong, with a net cash position of GBP44.1m as at 31 March 2023, compared to GBP56.1m as at 30 September 2022. Detail on the cash movement in the year is shown in the table below.

Cash flow and net debt

 
                                           H1 FY2023  H1 FY2022 
                                             GBP'000    GBP'000 
-----------------------------------------  ---------  --------- 
Group adjusted EBITDA under IFRS 16           43,886     42,158 
Movement in working capital                  (2,997)      1,972 
Maintenance capital expenditure              (4,362)    (4,106) 
Taxation                                     (4,269)    (1,530) 
Payment of capital elements of leases        (5,540)    (7,773) 
Adjusted operating cash flow (OCF) 1          26,719     30,721 
Adjusted OCF conversion                        60.9%      72.9% 
Expansionary capital expenditure2            (6,934)    (6,997) 
Net bank loan interest received / (paid)         287       (41) 
Lease interest paid                          (4,741)    (4,054) 
Free cash flow (FCF) 3                        15,331     19,634 
Exceptional items                              (278)          - 
Acquisition of Project Owl                   (7,574)          - 
Cash acquired in Project Owl                     320          - 
Dividends paid                              (19,724)          - 
Net cash flow                               (11,918)     19,634 
-----------------------------------------  ---------  --------- 
 

1 Adjusted operating cash flow is calculated as Group adjusted EBITDA less working capital, maintenance capital expenditure, taxation and payment of the capital element of leases. This represents a good measure for the cash generated by the business after taking into account all necessary maintenance capital expenditure to ensure the routine running of the business. This excludes exceptional items, net interest paid, debt drawdowns and any debt repayments.

   2     Expansionary capital expenditure includes refurbishment and new centre capital expenditure. 

3 Free cash flow is defined as net cash flow pre-exceptional items, cost of acquisitions, debt facility repayment, debt drawdowns, dividends and equity placing.

Taxation

The Group's tax charge for the first half is GBP5.8m, including a deferred tax amount of GBP1.3m.

Earnings

Statutory profit before tax for the half was GBP26.7m. The Group delivered profit after tax of GBP20.9m and basic earnings per share was 12.21 pence.

Adjusted profit after tax was GBP21.9m (EPS of 12.80 pence). This is calculated to take account of the impact of the costs associated with the Teaquinn earn out consideration as well as acquisition costs.

It is calculated as statutory profit after tax, adding back Canadian acquisition fees of GBP0.5m, the non-cash expense of GBP0.7m related to the earn out consideration on the Teaquinn acquisition in May 2022 and removing the TRR of VAT benefit on bowling parties of GBP0.2m.

Dividend

In line with its capital allocation policy, the Board has declared an interim dividend of 3.27 pence per share. The ex-dividend date is 8 June 2023, with a record date of 9 June 2023 and a payment date of 5 July 2023. Detail on the Group's capital allocation policy can be found on page 44 of the FY2022 Annual report and accounts.

Going concern

As detailed in note 2 to the Financial Statements, the Directors are satisfied that the Group has adequate resources to continue in operation for the foreseeable future, a period of at least 12 months from the date of this report.

Laurence Keen

Chief Financial Officer

30 May 2023

Note on alternative performance measures (APMs)

The Group uses APMs to enable management and users of the financial statements to better understand elements of the financial performance in the period. APMs referenced earlier in the report are explained as follows.

Like-for-like (LFL) revenue for H1 FY2023 is calculated as:

   --     Total revenues GBP110.2m, less 
   --     New UK centre revenues from FY2022 and FY2023 that have not annualised GBP4.3m, less 
   --     Canada revenues GBP11.3m 

New centres are included in the LFL revenue after they complete the calendar anniversary of their opening date.

LFL comparatives for H1 FY2022 are GBP91.3m.

Group adjusted EBITDA (earnings before interest, tax, depreciation and amortisation) reflects the underlying trade of the overall business. It is calculated as statutory operating profit plus depreciation, amortisation, impairment, loss on disposal of property, plant and equipment, right of use assets, and software and any exceptional costs or income and is also shown pre-IFRS 16 as well as adjusted for IFRS 16. The reconciliation to operating profit is set out in this report.

Free cash flow is defined as net cash flow pre-dividends, exceptional items and acquisition costs.

LFL spend per game is defined as UK LFL revenue in the year divided by the number of LFL bowling games and golf rounds played in the UK.

Adjusted operating cash flow is calculated as Group adjusted EBITDA less working capital, maintenance capital expenditure, taxation and payment of the capital element of leases. This represents a good measure for the cash generated by the business after taking into account all necessary maintenance capital expenditure to ensure the routine running of the business. This excludes exceptional items, net interest paid, debt drawdowns and any debt repayments.

Expansionary capital expenditure includes all capital on new centres, refurbishments and rebrands only.

Adjusted profit after tax for H1 FY2023 is calculated as statutory profit after tax, adding back Canadian acquisition fees of GBP0.5m, the non-cash expense of GBP0.7m related to the fair value of the earn out consideration on the Teaquinn acquisition in May 2022 and removing the TRR of VAT benefit on bowling parties of GBP0.2m. This adjusted profit after tax is also used to calculated adjusted earnings per share.

Condensed Consolidated Income Statement and Statement of Comprehensive Income

For the six months ended 31 March 2023

 
                                           Six months ended 31                    Six months ended 31 March 
                                                March 2023                                   2022 
                                             Exceptional                              Exceptional 
                                    Before         items                      Before        Items 
                               exceptional         (note                 exceptional     (note 4) 
                                     items            4)         Total         items    Unaudited        Total 
                     Note        Unaudited     Unaudited     Unaudited     Unaudited      GBP'000    Unaudited 
                                   GBP'000       GBP'000       GBP'000       GBP'000                   GBP'000 
----------------  -------  ---------------  ------------  ------------  ------------  -----------  ----------- 
Revenue                            110,052           192       110,244        94,381        5,792      100,173 
Cost of sales                     (18,972)             -      (18,972)      (13,641)            -     (13,641) 
----------------  -------  ---------------  ------------  ------------  ------------  -----------  ----------- 
Gross profit                        91,080           192        91,272        80,740        5,792       86,532 
----------------  -------  ---------------  ------------  ------------  ------------  -----------  ----------- 
Administrative 
 expenses                         (58,934)       (1,091)      (60,025)      (48,765)        (151)     (48,916) 
----------------  -------  ---------------  ------------  ------------  ------------  -----------  ----------- 
Operating 
 profit/(loss)                      32,146         (899)        31,247        31,975        5,641       37,616 
----------------  -------  ---------------  ------------  ------------  ------------  -----------  ----------- 
Finance income        5                497             -           497             -            -            - 
Finance expenses      5            (4,954)          (79)       (5,033)       (4,179)            -      (4,179) 
----------------  -------  ---------------  ------------  ------------  ------------  -----------  ----------- 
Profit/(loss) 
 before 
 tax                                27,689         (978)        26,711        27,796        5,641       33,437 
Tax charge            6            (5,769)          (42)       (5,811)       (5,354)      (1,058)      (6,412) 
----------------  -------  ---------------  ------------  ------------  ------------  -----------  ----------- 
Profit/(loss) 
 for 
 the period 
 attributable 
 to equity 
 shareholders                       21,920       (1,020)        20,900        22,442        4,583       27,025 
Other 
 comprehensive 
 income 
 Retranslation 
 (loss) 
 of foreign 
 currency 
 denominated 
 operations                          (724)             -         (724)             -            -            - 
----------------  -------  ---------------  ------------  ------------  ------------  -----------  ----------- 
Total 
 comprehensive 
 income/(loss) 
 for the 
 period 
 attributable 
 to equity 
 shareholders                       21,196       (1,020)        20,176        22,442        4,583       27,025 
----------------  -------  ---------------  ------------  ------------  ------------  -----------  ----------- 
 
 
Earnings per 
share 
----------------  -------  ---------------  ------------  ------------  ------------  -----------  ----------- 
Basic earnings 
 per 
 share (pence)                                                   12.21                                   15.82 
Diluted earnings 
 per 
 share (pence)                                                   12.16                                   15.76 
----------------  -------  ---------------  ------------  ------------  ------------  -----------  ----------- 
 
Weighted average number of shares 
 - Basic                                                   171,222,369                             170,828,776 
Dilutive potential 
 ordinary 
 shares                                                        649,078                                 603,170 
-------------------------  ---------------  ------------  ------------  ------------  -----------  ----------- 
Weighted average number of shares 
 - Diluted                                                 171,871,447                             171,431,946 
------------------------------------------  ------------  ------------  ------------  -----------  ----------- 
 
 Reconciliation of operating profit to Group 
  adjusted EBITDA 
 
                                                            Six months                 Six months 
                                                              ended 31                   ended 31 
                              Note                          March 2023                 March 2022 
                                                             Unaudited                  Unaudited 
                                                               GBP'000                    GBP'000 
-------------------------  -----------------------------  ------------  ------------------------- 
 Operating profit                                               31,247                     37,616 
 Exceptional items             4                                   899                    (5,641) 
 Depreciation of 
  property, 
  plant and equipment          9                                 4,932                      4,144 
 Depreciation of 
  right-of-use 
  assets                      10                                 6,370                      5,805 
 Amortisation of 
  intangible 
  assets                      11                                   395                        236 
 Loss/(profit) on 
  disposal 
  of property, plant and 
  equipment, 
  right-of-use assets and 
  software                  9, 10, 11                               43                        (2) 
-------------------------  -----------------------------  ------------  ------------------------- 
 Group adjusted EBITDA                                          43,886                     42,158 
-------------------------  -----------------------------  ------------  ------------------------- 
 
 

Group adjusted EBITDA (earnings before interest, tax, depreciation and amortisation) reflects the underlying trade of the overall business. It is calculated as operating profit plus depreciation, amortisation, impairment losses, loss on disposal of property, plant and equipment, right-of-use assets and software and exceptional items.

Management use Group adjusted EBITDA as a key performance measure of the business and it is considered by management to be a measure investors look at to reflect the underlying business.

 
 Reconciliation of net debt                        Six months 
                                      Six months        ended      Year ended 
                                           ended     31 March    30 September 
                                   31 March 2023         2022            2022 
                                       Unaudited    Unaudited         Audited 
                                         GBP'000      GBP'000         GBP'000 
------------------------------   ---------------  -----------  -------------- 
 Cash and cash equivalents              (44,149)     (49,577)        (56,066) 
-------------------------------  ---------------  -----------  -------------- 
 Net (cash) excluding finance 
  leases                                (44,149)     (49,577)        (56,066) 
 Finance leases                          192,279      172,531         188,369 
-------------------------------  ---------------  -----------  -------------- 
 Net debt                                148,130      122,954         132,303 
-------------------------------  ---------------  -----------  -------------- 
 
   Net debt is defined as borrowings from bank facilities excluding 
   issue costs, plus finance leases less cash and cash equivalents. 
 

Condensed Consolidated Statement of Financial Position

As at 31 March 2023

 
 
                                                        31 March      31 March  30 September 
                                                            2023          2022          2022 
                                                       Unaudited     Unaudited       Audited 
                                         Note            GBP'000       GBP'000       GBP'000 
-------------------------------  -------------------  ----------  ------------  ------------ 
Assets 
Non-current assets 
Property, plant and equipment             9               74,734        55,977        68,641 
Right-of-use assets                      10              150,563       133,077       147,455 
Goodwill and intangible assets           11               88,628        77,807        81,794 
 
Deferred tax asset                                           298         4,130         1,647 
-------------------------------  -------------------  ----------  ------------  ------------ 
                                                         314,223       270,991       299,537 
-------------------------------  -------------------  ----------  ------------  ------------ 
Current assets 
Cash and cash equivalents                                 44,149        49,577        56,066 
Trade and other receivables               7                5,898        10,474         5,130 
Corporation tax receivable                                     -             -           271 
Inventories                                                2,639         1,739         2,148 
-------------------------------  -------------------  ----------  ------------  ------------ 
                                                          52,686        61,790        63,615 
-------------------------------  -------------------  ----------  ------------  ------------ 
Total assets                                             366,909       332,781       363,152 
-------------------------------  -------------------  ----------  ------------  ------------ 
LIABILITIES 
Current liabilities 
Trade and other payables                  8               25,984        21,773        28,681 
Lease liabilities                        10               11,910        11,615        11,557 
Corporation tax payable                                       96         2,067             - 
-------------------------------  -------------------  ----------  ------------  ------------ 
                                                          37,990        35,455        40,238 
-------------------------------  -------------------  ----------  ------------  ------------ 
Non-current liabilities 
Other payables                            8                3,866           516         3,000 
Lease liabilities                        10              180,369       160,916       176,812 
Provisions                                                 5,297         3,769         4,682 
-------------------------------  -------------------  ----------  ------------  ------------ 
                                                         189,532       165,201       184,494 
-------------------------------  -------------------  ----------  ------------  ------------ 
Total liabilities                                        227,522       200,656       224,732 
-------------------------------  -------------------  ----------  ------------  ------------ 
NET ASSETS                                               139,387       132,125       138,420 
-------------------------------  -------------------  ----------  ------------  ------------ 
Equity attributable to 
shareholders 
Share capital                            12                1,717         1,711         1,711 
Share premium                                             39,716        39,691        39,716 
Merger reserve                                          (49,897)      (49,897)      (49,897) 
Foreign currency translation 
 reserve                                                   (313)             -           411 
Retained earnings                                        148,164       140,620       146,479 
-------------------------------  -------------------  ----------  ------------  ------------ 
TOTAL EQUITY                                             139,387       132,125       138,420 
-------------------------------  -------------------  ----------  ------------  ------------ 
 
 
 Condensed Consolidated Statement of Changes in Equity 
  For the six months ended 31 March 2023 
                                                                       Foreign 
                                                                      currency 
                                    Share      Share      Merger   translation      Retained 
                                  capital    Premium     reserve       reserve      earnings      Total 
                           Note   GBP'000    GBP'000     GBP'000       GBP'000       GBP'000    GBP'000 
---  -----------------   ------  --------  ---------  ----------  ------------  ------------  --------- 
Equity at 30 
 September 2021 
 (audited)                          1,706     39,691    (49,897)             -       113,187    104,687 
Shares issued during 
 the period                  12         5          -           -             -             -          5 
Share-based payments         14         -          -           -             -           403        403 
Deferred tax on 
 share-based 
 payments                               -          -           -             -             5          5 
Profit for the period                   -          -           -             -        27,025     27,025 
---------------------    ------  --------  ---------  ----------  ------------  ------------  --------- 
Equity at 31 March 
 2022 (unaudited)                   1,711     39,691    (49,897)             -       140,620    132,125 
Shares issued during 
 the period                             -         25           -             -             -         25 
Dividends paid                          -          -           -             -       (5,132)    (5,132) 
Share-based payments         14         -          -           -             -           541        541 
Deferred tax on 
 share-based 
 payments                               -          -           -             -            24         24 
Retranslation of 
 foreign currency 
 denominated 
 operations                             -          -           -           411             -        411 
Profit for the period                   -          -           -             -        10,426     10,426 
---------------------    ------  --------  ---------  ----------  ------------  ------------  --------- 
Equity at 30 
 September 2022 
 (audited)                          1,711     39,716    (49,897)           411       146,479    138,420 
Shares issued during 
 the period                  12         6          -           -             -             -          6 
Dividends paid                          -          -           -             -      (19,723)   (19,723) 
Share-based payments         14         -          -           -             -           541        541 
Deferred tax on 
 share-based 
 payments                               -          -           -             -          (33)       (33) 
Retranslation of 
 foreign currency 
 denominated 
 operations                             -          -           -         (724)             -      (724) 
Profit for the period                   -          -           -             -        20,900     20,900 
---------------------    ------  --------  ---------  ----------  ------------  ------------  --------- 
Equity at 31 March 
 2023 (unaudited)                   1,717     39,716    (49,897)         (313)       148,164    139,387 
---------------------    ------  --------  ---------  ----------  ------------  ------------  --------- 
 
 

Condensed Consolidated Statement of Cash Flows

For the six months ended 31 March 2023

 
                                                     Six months  Six months 
                                                          ended       ended 
                                                       31 March    31 March 
                                                           2023        2022 
                                                      Unaudited   Unaudited 
                                               Note     GBP'000     GBP'000 
 --------------------------------------------  ----  ----------  ---------- 
Cash flows from operating activities 
Profit before tax                                        26,711      33,437 
Adjusted by: 
Depreciation of property, plant and 
 equipment (PPE)                                  9       4,932       4,144 
Depreciation of right-of-use (ROU) 
 assets                                          10       6,370       5,805 
Amortisation of intangible assets                11         395         236 
Net interest expense                              5       4,536       4,179 
Loss/(profit) on disposal of property, 
 plant 
 and equipment, software and ROU Assets                      43         (2) 
Share-based payments                                        541         403 
--------------------------------------------   ----  ----------  ---------- 
Operating profit before working capital 
 changes                                                 43,528      48,202 
(Increase) in inventories                                 (426)       (278) 
(Increase) in trade and other receivables                 (584)     (7,194) 
(Decrease)/increase in payables and 
 provisions                                             (1,905)       3,400 
--------------------------------------------   ----  ----------  ---------- 
Cash inflow generated from operations                    40,613      44,130 
Interest received                                           411           - 
Corporation tax paid                                    (4,270)     (1,530) 
Bank interest paid                                        (124)        (41) 
Lease interest paid                                     (4,741)     (4,054) 
--------------------------------------------   ----  ----------  ---------- 
Net cash inflow from operating activities                31,889      38,505 
--------------------------------------------   ----  ----------  ---------- 
Cash flows from investing activities 
Acquisition of subsidiaries                      17     (7,574)           - 
Subsidiary cash acquired                         17         320           - 
Purchase of property, plant and equipment              (11,230)    (11,007) 
Purchase of intangible assets                              (65)        (95) 
Net cash used in investing activities                  (18,549)    (11,102) 
--------------------------------------------   ----  ----------  ---------- 
Cash flows from financing activities 
Payment of capital elements of leases                   (5,540)     (7,773) 
Issue of shares                                               6           5 
Dividends paid                                         (19,723)           - 
--------------------------------------------   ----  ----------  ---------- 
Net cash used in financing activities                  (25,257)     (7,768) 
--------------------------------------------   ----  ----------  ---------- 
Net change in cash and cash equivalents 
 for the period                                        (11,917)      19,635 
Cash and cash equivalents at the beginning 
of the period                                            56,066      29,942 
--------------------------------------------   ----  ----------  ---------- 
Cash and cash equivalents at the end 
 of the period                                           44,149      49,577 
--------------------------------------------   ----  ----------  ---------- 
 
 

Notes to the condensed consolidated interim financial statements

1. General information

The Directors of Hollywood Bowl Group plc (together with its subsidiaries, the "Group" or "HWB Group") present their interim report and the unaudited financial statements for the six months ended 31 March 2023 ('Interim Financial Statements').

HWB Group is incorporated and domiciled in England and Wales, under company registration number 10229630. The registered office of the company is Focus 31, West Wing, Cleveland Road, Hemel Hempstead, HP2 7BW, United Kingdom.

On 15 February 2023, the Group acquired HLD Investments Inc. (operating as YYC Bowling & Entertainment), Mountain View Bowl Inc and Wong and Lewis Investments Inc. (operating as Let's Bowl), three Canadian-based ten-pin bowling businesses. These three companies are consolidated in Hollywood Bowl Group plc's Financial Statements with effect from 15 February 2023.

The interim Financial Statements were approved by the Board of Directors on 30 May 2023.

The Group's last annual audited financial statements for the year ended 30 September 2022 have been prepared in accordance with UK-adopted International Accounting Standards and the requirements of the Companies Act 2006, and these Interim Financial statements should be read in conjunction with them.

The comparative figures for the year ended 30 September 2022 are an abridged version of the Group's last annual financial statements and, together with other financial information contained in these interim results, do not constitute statutory financial statements of the Group as defined in section 434 of the Companies Act 2006. A copy of the statutory accounts for the year ended 30 September 2022 have been delivered to the Registrar of Companies. The external auditor has reported on those accounts: their report was unqualified and did not contain a statement under s498 (2) or (3) of the Companies Act 2006.

2. Basis of preparation

The Interim Financial Statements have been prepared in accordance with IAS 34, 'Interim Financial Reporting' and the Disclosures and Transparency Rules of the United Kingdom's Financial Conduct Authority. They do not include all of the information required for a complete set of IFRS financial statements. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group's financial position and performance since the last financial statements.

The Interim Financial Statements are presented in Pounds Sterling, rounded to the nearest thousand pounds, except where otherwise indicated; and under the historical cost convention, except for fair value items on acquisition.

The accounting policies adopted in the preparation of the Interim Financial Statements are consistent with those applied in the presentation of the Group's consolidated financial statements for the year ended 30 September 2022. At the date of authorisation of this financial information, certain new standards, amendments and interpretations to existing standards applicable to the Group have been published but are not yet effective and have not been adopted early by the Group. The impact of these standards is not expected to be material.

Basis of consolidation

The consolidated financial information incorporates the Financial Statements of the Company and all of its subsidiary undertakings. The Financial Statements of all Group companies are adjusted, where necessary, to ensure the use of consistent accounting policies. Acquisitions are accounted for under the acquisition method from the date control passes to the Group. On acquisition, the assets, liabilities and contingent liabilities of a subsidiary are measured at their fair values at the date of acquisition. Any excess of the cost of acquisition over the fair values of the identifiable net assets acquired is recognised as goodwill, or a gain on bargain purchase if the fair values of the identifiable net assets are greater than the cost of acquisition. Intragroup balances and any unrealised gains and losses or income and expenses arising from intragroup transactions are eliminated in preparing the consolidated financial statements.

The results of HLD Investments Inc. (operating as YYC Bowling & Entertainment), Mountain View Bowl Inc and Wong and Lewis Investments Inc. (operating as Let's Bowl), are included from the date of acquisition on 15 February 2023.

Going concern

The financial position of the Group, its cash flows, performance and position are described in the financial review section. Details of the Group's available and drawn facilities are included in note 13. At 31 March 2023, the Group had a cash balance of GBP44.1m with an undrawn RCF of GBP25m with Barclays Bank plc, and no outstanding loan balances, giving an overall liquidity of GBP69.1m.

In their consideration of going concern, the Directors have reviewed the Group's future cash forecasts and profit projections using a base case and a severe but plausible downside scenario. The Directors are of the opinion that the Group's forecasts and projections show that the Group is able to operate within its current facilities and comfortably comply with the covenants outlined in its RCF.

Taking the above, and the principal risks faced by the Group as outlined in note 15 to these interim financial statements, into consideration, the Directors are satisfied that the Group has adequate resources to continue in operation for the foreseeable future, a period of at least twelve months from the date of this report. Accordingly, the Group continues to adopt the going concern basis in preparing these interim financial statements.

Exceptional items and other adjustments

Exceptional items and other adjustments are those that in management's judgement need to be disclosed by virtue of their size, nature and incidence, in order to draw the attention of the reader and to show the underlying business performance of the Group more accurately. Such items are included within the income statement caption to which they relate and are separately disclosed on the face of the condensed consolidated income statement and in the notes to these interim Financial Statements.

Accounting estimates and judgements

The preparation of the Group financial statements requires management to make judgements, estimates and assumptions in applying the Group's accounting policies to determine the reported amounts of assets, liabilities, income and expenditure. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis, with revisions applied prospectively.

Judgements made by the Directors in the application of these accounting policies that have a significant effect on the financial statements and estimates with a significant risk of material adjustment in the next financial year are set out below.

Critical accounting judgements

   --       Dilapidation provision 

A provision is made for future expected dilapidation costs on the opening of leasehold properties not covered by the LTA and is expected to be utilised on lease expiry. This also includes properties covered by the LTA where we may not extend the lease, after consideration of the long-term trading and viability of the centre. Properties covered by the LTA provide security of tenure and we intend to occupy these premises indefinitely until the landlord serves notice that the centre is to be redeveloped. As such, no charge for dilapidations can be imposed and no dilapidation provision is considered necessary as the outflow of economic benefit is not considered to be probable.

Key sources of estimation uncertainty

The key estimates are discussed below:

   --       Property, plant and equipment and right-of-use asset impairment reviews 

Plant and equipment and right-of-use assets are reviewed for impairment when there is an indication that the assets might be impaired by comparing the carrying value of the assets with their recoverable amounts. The recoverable amount of an asset or a CGU is typically determined based on value-in-use calculations prepared on the basis of management's assumptions and estimates.

The key assumptions in the value-in-use calculations include growth rates of revenue and expenses, and discount rates. The carrying value of property, plant and equipment and right-of-use assets have been assessed to reasonable possible changes in key assumptions and these would not lead to a material impairment.

Further information in respect of the Group's property, plant and equipment and right-of-use assets is included in notes 9 and 10 respectively.

Other estimates

The acquisition of HLD Investments Inc. (operating as YYC Bowling & Entertainment), Mountain View Bowl Inc and Wong and Lewis Investments Inc. (operating as Let's Bowl) has been accounted for using the acquisition method under IFRS 3. The identifiable assets, liabilities and contingent liabilities are recognised at their fair value at date of acquisition (note 17). The fair value of the net assets identified were determined with assistance from independent experts using professional valuation techniques appropriate to the individual category of asset or liability. Calculating the fair values of net assets, notably the fair values of intangible assets identified as part of the purchase price allocation, involves estimation and consequently the fair value exercise is recorded as another accounting estimate. The amortisation charge is sensitive to the value of the intangible asset values, so a higher or lower fair value calculation would lead to a change in the amortisation charge in the period following acquisition. These estimates are not considered key sources of estimation uncertainty as a material adjustment to the carrying value is not expected in the following financial year.

Adjusted measures

The Group uses a number of non-Generally Accepted Accounting Principles (non-GAAP) financial measures in addition to those reported in accordance with IFRS. The Directors believe that these non-GAAP measures, listed below, are important when assessing the underlying financial and operating performance of the Group by investors and shareholders. These non-GAAP measures comprise of like-for-like revenue growth, adjusted profit after tax, net debt, Group operating cash flow, Group adjusted EBITDA and Group adjusted EBITDA margin.

Further explanation on alternative performance measures is provided in the Chief Financial Officer's review.

3. Segmental reporting

Management consider that the Group consists of two operating segments, as it operates within the UK and Canada (31 March 2022: UK only). The UK operating segment includes the Hollywood Bowl and Puttstars brands. The Canada operating segment includes the Splitsville and Striker Bowling Solutions brands (acquired May 2022), and from 15 February 2023, YYC Bowling & Entertainment, Mountain View Bowl Inc and Let's Bowl. Within these two operating segments there are multiple revenue streams which consist of the following:

 
 Six months ended 31 March 
  2023 
 
                                      Before   Exceptional 
                                 exceptional        income 
                                      income      UK (note         Total        Canada         Total 
                                          UK            4)            UK     Unaudited     Unaudited 
                                   Unaudited     Unaudited     Unaudited       GBP'000       GBP'000 
                                     GBP'000       GBP'000       GBP'000 
                               -------------  ------------  ------------  ------------  ------------ 
 Bowling                              44,972           192        45,164         5,042        50,206 
 Food and drink                       26,743             -        26,743         2,805        29,548 
 Amusements                           25,612             -        25,612         1,515        27,127 
 Mini-golf                             1,307             -         1,307             -         1,307 
 Installation of bowling 
  equipment                                -             -             -         1,757         1,757 
 Other                                   120             -           120           179           299 
-----------------------------  -------------  ------------  ------------  ------------  ------------ 
                                      98,754           192        98,945        11,298       110,244 
  ---------------------------  -------------  ------------  ------------  ------------  ------------ 
 
 Six months ended 31 March 
  2022 
 
                                      Before   Exceptional 
                                 exceptional        income 
                                      income      UK (note         Total        Canada           Total 
                                          UK            4)            UK     Unaudited       Unaudited 
                                   Unaudited     Unaudited     Unaudited       GBP'000         GBP'000 
                                     GBP'000       GBP'000       GBP'000 
---------------------------    -------------  ------------  ------------  ------------  -------------- 
 Bowling                              45,833         5,792        51,625             -          51,625 
 Food and drink                       24,529             -        24,529             -          24,529 
 Amusements                           22,909             -        22,909             -          22,909 
 Mini-golf                             1,049             -         1,049             -           1,049 
 Installation of bowling                   -             -             -             -               - 
  equipment 
 Other                                    61             -            61             -              61 
-----------------------------  -------------  ------------  ------------  ------------  -------------- 
                                      94,381         5,792       100,173             -         100,173 
  ---------------------------  -------------  ------------  ------------  ------------  -------------- 
 
 

No single customer provides more than ten per cent of the Group's revenue.

 
                               Six months ended 31 March                       Six months ended 31 March 
                                          2023                                            2022 
 
                                 UK        Canada         Total            UK        Canada               Total 
                          Unaudited     Unaudited     Unaudited     Unaudited     Unaudited           Unaudited 
                            GBP'000       GBP'000       GBP'000       GBP'000       GBP'000             GBP'000 
---------------------  ------------  ------------  ------------  ------------  ------------  ------------------ 
 Revenue                     98,945        11,298       110,244       100,173             -             100,173 
 Group adjusted 
  EBITDA(1)                  40,207         3,679        43,886        42,158             -              42,158 
 Operating profit            28,656         2,591        31,247        37,616             -              37,616 
 Finance income                 444            53           497             -             -                   - 
 Finance expense              4,621           412         5,033         4,179             -               4,179 
 Depreciation and 
  amortisation               11,063           634        11,697        10,185             -              10,185 
---------------------  ------------  ------------  ------------  ------------  ------------  ------------------ 
 Profit before tax           24,479         2,232        26,711        33,437             -              33,437 
---------------------  ------------  ------------  ------------  ------------  ------------  ------------------ 
 PPE asset additions          9,946         1,799        11,745        11,119             -              11,119 
 Intangible asset 
  additions                      65             -            65            95             -                  95 
---------------------  ------------  ------------  ------------  ------------  ------------  ------------------ 
 Total assets               328,011        38,898       367,788       332,781             -             332,781 
---------------------  ------------  ------------  ------------  ------------  ------------  ------------------ 
 Total liabilities          207,014        20,508       227,522       200,656             -             200,656 
---------------------  ------------  ------------  ------------  ------------  ------------  ------------------ 
 

(1) Group adjusted EBITDA (earnings before interest, tax, depreciation and amortisation) is calculated as operating profit plus depreciation, amortisation, impairment losses, loss on disposal of property, plant and equipment, right-of-use assets and software and exceptional items.

4. Exceptional items

Exceptional items are disclosed separately in the financial statements where the Directors consider it necessary to do so to provide further understanding of the financial performance of the Group. They are material items or expenses that have been shown separately due to, in the Directors judgement, their significance, one-off nature or amount:

 
 
                                   Six months   Six months 
                                        ended        ended 
                                     31 March     31 March 
                                         2023         2022 
                                    Unaudited    Unaudited 
                                      GBP'000      GBP'000 
-------------------------------   -----------  ----------- 
 Bowling revenue VAT rebate(1)            192        5,792 
 Administrative expenses(2)               (2)        (151) 
 Acquisition fees(3)                    (469)            - 
 Contingent consideration(4)            (699)            - 
-------------------------------   -----------  ----------- 
 Exceptional items before tax           (978)        5,641 
 Tax charge                              (42)      (1,079) 
 Exceptional items after tax          (1,020)        4,562 
--------------------------------  -----------  ----------- 
 

(1) During the prior year, HMRC conducted a review of its policy position on the reduced rate of VAT for leisure and hospitality and the extent to which it applies to bowling. Following its review, HMRC now accepts that leisure bowling should fall within the scope of the temporary reduced rate of VAT for leisure and hospitality, as a similar activity to those listed in Group 16 of schedule 7A of the VAT Act 1994. As a result, the Group made a retrospective claim for overpaid output VAT for the period 15 July 2020 to 30 September 2021 relating to package sales totalling GBP192,000 (31 March 2022 and 30 September 2022: GBP5,792,000 relating to leisure bowling), included within bowling revenue.

(2) Expenses associated with the VAT rebate, relating to additional turnover rent, profit share due to landlords and also professional fees, which are included within administrative expenses.

(3) Legal and professional fees relating to the acquisition of HLD Investments Inc. (operating as YYC Bowling & Entertainment), Mountain View Bowl Inc and Wong and Lewis Investments Inc. (operating as Let's Bowl).

(4) Contingent consideration of GBP620,000 in administrative expenses and GBP79,000 of interest expense in relation to the acquisition of Teaquinn in May 2022.

5. Finance income and expenses

 
                                                                     Six months 
                                                         Six months       ended 
                                                              ended    31 March 
                                                      31 March 2023        2022 
                                                          Unaudited   Unaudited 
                                                            GBP'000     GBP'000 
--------------------------------------------------   --------------  ---------- 
Interest on bank deposits                                       497           - 
---------------------------------------------------  --------------  ---------- 
Finance income                                                  497           - 
---------------------------------------------------  --------------  ---------- 
 
Interest on bank borrowings                                     113         102 
Unwinding of discount on provisions                             100          23 
Unwinding of discount on contingent consideration 
 (note 4)                                                        79           - 
Finance costs on lease liabilities                            4,741       4,054 
---------------------------------------------------  --------------  ---------- 
Finance expense                                               5,033       4,179 
---------------------------------------------------  --------------  ---------- 
 

6. Taxation

 
                                            Six months 
                                                 ended        Six months 
                                              31 March             ended 
                                                  2023     31 March 2022 
                                             Unaudited         Unaudited 
                                               GBP'000           GBP'000 
---------------------------------------   ------------  ---------------- 
The tax expense is as follows: 
- UK Corporation tax                             3,901             4,311 
- Foreign tax suffered                             622                 - 
Total current tax                                4,523             4,311 
 
Deferred tax: 
Origination and reversal of 
 temporary differences                           1,238             2,101 
Effects of changes in tax rates                     50                 - 
----------------------------------------  ------------  ---------------- 
Total deferred tax                               1,288             2,101 
----------------------------------------  ------------  ---------------- 
Total tax expense                                5,811             6,412 
----------------------------------------  ------------  ---------------- 
 
  Factors affecting tax charge: 
  The income tax expense was recognised based on management's best 
  estimate of the weighted average annual income tax rate expected 
  for the full financial year applied to the profit before tax 
  for the half year ended 31 March 2023. 
 

Deferred tax

At Budget March 2021, the government confirmed that the corporation tax main rate would remain at 19 per cent and increase to 25 per cent from 1 April 2023. As such, the rate used to calculate the deferred tax balances as at 31 March 2023 and 30 September 2022 has increased from 19 per cent to a blended rate up to 25 per cent depending on when the deferred tax balance will be released.

7. Trade and other receivables

 
                                    Six months 
                        Six months       ended     Year ended 
                             ended    31 March   30 September 
                     31 March 2023        2022           2022 
                         Unaudited   Unaudited        Audited 
                           GBP'000     GBP'000        GBP'000 
------------------  --------------  ----------  ------------- 
Trade receivables            1,498         577            836 
Other receivables              140       7,399            245 
Prepayments                  4,260       2,498          4,049 
------------------  --------------  ----------  ------------- 
                             5,898      10,474          5,130 
------------------  --------------  ----------  ------------- 
 

Trade receivables have an ECL against them that is immaterial. There were no overdue receivables at the end of any period.

As at 31 March 2022, other receivables included GBP7,292,000 (31 March 2023 and 30 September 2022: GBPnil) of previously overpaid VAT due from HMRC following its review of its policy position on the reduced rate of VAT for hospitality and tourism. (See note 4).

8. Trade and other payables

 
                                               Six months 
                                   Six months       ended     Year ended 
                                        ended    31 March   30 September 
                                31 March 2023        2022           2022 
  Current                           Unaudited   Unaudited        Audited 
                                      GBP'000     GBP'000        GBP'000 
-----------------------------  --------------  ----------  ------------- 
Trade payables                          4,593       3,364          5,306 
Other payables                          2,509       1,977          1,310 
Accruals and deferred income           12,768      13,458         17,000 
Taxation and social security            6,114       2,974          5,065 
-----------------------------  --------------  ----------  ------------- 
                                       25,984      21,773         28,681 
-----------------------------  --------------  ----------  ------------- 
 
 
                                 Six months 
                     Six months       ended     Year ended 
                          ended    31 March   30 September 
                  31 March 2023        2022           2022 
  Non-current         Unaudited   Unaudited        Audited 
                        GBP'000     GBP'000        GBP'000 
---------------  --------------  ----------  ------------- 
Other payables            3,866         516          3,000 
---------------  --------------  ----------  ------------- 
 

Accruals and deferred income includes a staff bonus accrual of GBP2,485,000 (31 March 2022: GBP5,703,000, 30 September 2022: GBP7,758,000). Deferred income includes GBP1,129,000 (31 March 2022: GBP893,000, 30 September 2022: GBP983,000) of customer deposits received in advance and GBP1,096,000 (31 March 2022: GBPnil, 30 September 2022: GBP160,000) relating to bowling equipment installations.

Non-current other payables includes GBP1,129,000 (31 March 2022: GBPnil, 30 September 2022: GBP464,000) of contingent consideration and GBP1,803,000 (31 March 2022: GBPnil, 30 September 2022: GBP1,841,000) of deferred consideration in respect of the acquisition of Teaquinn Holdings Inc.

 
 
                                                                               9. Property, plant and equipment 
                                                                                              Plant & 
                                                   Long                                    machinery, 
                                  Freehold    leasehold  Short leasehold     Lanes and       fixtures 
                                  property     property         property   pinspotters   and fittings     Total 
                                   GBP'000      GBP'000          GBP'000       GBP'000        GBP'000   GBP'000 
-------------------------------  ---------  -----------  ---------------  ------------  -------------  -------- 
Cost 
At 1 October 2021                        -        1,240           29,663        13,310         42,157    86,370 
Additions                                -            -            8,127         5,238          8,707    22,072 
Acquisition of Teaquinn 
 Holdings Inc.                       7,061            -              872           284            237     8,454 
Disposals                                -            -             (24)         (796)          (595)   (1,415) 
Effects of movement in 
 foreign exchange                      345            -               48            14             12       419 
-------------------------------  ---------  -----------  ---------------  ------------  -------------  -------- 
At 30 September 2022 
 (audited)                           7,406        1,240           38,686        18,050         50,518   115,900 
Additions                                -            -            6,543         2,616          2,586    11,745 
Acquisitions (note 17)                   -            -               77            73             30       180 
Disposals                                -            -            (897)           (3)          (747)   (1,647) 
Effects of movement in 
 foreign exchange                    (612)            -            (136)          (33)           (52)     (833) 
-------------------------------  ---------  -----------  ---------------  ------------  -------------  -------- 
At 31 March 2023 (unaudited)         6,794        1,240           44,273        20,703         52,335   125,345 
-------------------------------  ---------  -----------  ---------------  ------------  -------------  -------- 
Accumulated depreciation 
At 1 October 2021                        -          340           13,746         4,613         18,635    37,334 
Depreciation charge                     24           48            3,047           706          4,896     8,721 
Impairment charge                        -            -            2,088             -            447     2,535 
Disposals                                -            -             (24)         (785)          (522)   (1,331) 
-------------------------------  ---------  -----------  ---------------  ------------  -------------  -------- 
At 30 September 2022 
 (audited)                              24          388           18,857         4,534         23,456    47,259 
Depreciation charge                     32           24            1,478           354          3,044     4,932 
Disposals                                -            -            (884)           (3)          (680)   (1,567) 
Effects of movement in 
 foreign exchange                      (3)            -              (5)           (2)            (3)      (13) 
-------------------------------  ---------  -----------  ---------------  ------------  -------------  -------- 
At 31 March 2023 (unaudited)            53          412           19,446         4,883         25,817    50,611 
-------------------------------  ---------  -----------  ---------------  ------------  -------------  -------- 
Net book value 
At 31 March 2023 (unaudited)         6,741          828           24,827        15,820         26,518    74,734 
-------------------------------  ---------  -----------  ---------------  ------------  -------------  -------- 
At 30 September 2022 (audited)       7,382          852           19,829        13,516         27,062    68,641 
-------------------------------  ---------  -----------  ---------------  ------------  -------------  -------- 
 
                                             Plant & machinery, fixtures and fittings includes GBP2,039,000 (31 
                                           March 2022: GBP3,343,000; 30 September 2022: GBP2,916,000) of assets 
                                              in the course of construction, relating to the development of new 
                                                                                                       centres. 
 
                                            As at 31 March 2023, outstanding capital commitments to fit out new 
                                               and refurbish existing sites and to complete the installation of 
                                              solar panels totalled GBP673,000 (31 March 2022: GBP2,351,000; 30 
                                                                                 September 2022: GBP4,728,000). 
 

10. Leases

Group as a lessee

The Group has lease contracts for property and amusement machines used in its operations. The Group's obligations under its leases are secured by the lessor's title to the leased assets. The Group is restricted from assigning and subleasing the leased assets. There are ten lease contracts that include variable lease payments in the form of revenue-based rent top-ups.

The Group also has certain leases of equipment with lease terms of 12 months or less and leases of office equipment with low value. The Group applies the 'short-term lease' and 'lease of low-value assets' recognition exemptions for these leases.

Set out below are the carrying amounts of right-of-use assets recognised and the movements during the period:

 
                                                      Amusement 
                                            Property   machines     Total 
                                             GBP'000    GBP'000   GBP'000 
----------------------------------------    --------  ---------  -------- 
Cost 
At 1 October 2021                            148,722      8,109   156,831 
Lease additions                                7,805      3,462    11,267 
Acquisition of Teaquinn 
 Holdings Inc.                                11,510          -    11,510 
Lease surrenders                                   -      (332)     (332) 
Lease modifications                            5,640          -     5,640 
Effects of movement in foreign exchange          583          -       583 
-----------------------------------------   --------  ---------  -------- 
At 30 September 2022 
 (audited)                                   174,260     11,239   185,499 
Lease additions                                    -      2,805     2,805 
Acquisitions (note 17)                         3,982          -     3,982 
Lease surrenders                                   -      (606)     (606) 
Lease modifications                            3,982          -     3,982 
Effects of movement in foreign exchange      (1,257)          -   (1,257) 
------------------------------------------  --------  ---------  -------- 
At 31 March 2023 (unaudited)                 180,967     13,438   194,405 
------------------------------------------  --------  ---------  -------- 
Accumulated depreciation 
At 1 October 2021                             19,632      4,857    24,489 
Depreciation charge                            9,846      2,164    12,010 
Impairment charge                              1,786          -     1,786 
Lease surrenders                                   -      (241)     (241) 
------------------------------------------  --------  ---------  -------- 
At 30 September 2022 
 (audited)                                    31,264      6,780    38,044 
Depreciation charge                            5,198      1,172     6,370 
Lease surrenders                                   -      (572)     (572) 
------------------------------------------  --------  ---------  -------- 
At 31 March 2023 (unaudited)                  36,462      7,380    43,842 
------------------------------------------  --------  ---------  -------- 
Net book value 
At 31 March 2023 (unaudited)                 144,505      6,058   150,563 
------------------------------------------  --------  ---------  -------- 
At 30 September 2022 
 (audited)                                   142,996      4,459   147,455 
------------------------------------------  --------  ---------  -------- 
 

Set out below are the carrying amounts of lease liabilities and the movements during the period:

 
                                             Amusement 
                                   Property   machines     Total 
                                    GBP'000    GBP'000   GBP'000 
-------------------------------    --------  ---------  -------- 
Lease liabilities 
At 1 October 2021                   168,530      5,410   173,940 
Lease additions                       7,805      3,462    11,267 
Acquisition of Teaquinn 
 Holdings Inc.                       11,510          -    11,510 
Accretion of interest                 8,354         98     8,452 
Lease modifications                   5,640      (157)     5,483 
Payments(1)                        (19,873)    (2,994)  (22,687) 
Effects of movement in foreign 
 exchange                               584          -       584 
--------------------------------   --------  ---------  -------- 
At 30 September 2022 
 (audited)                          182,550      5,819   188,369 
Lease additions                           -      2,805     2,805 
Acquisitions (note 17)                3,982          -     3,982 
Accretion of interest                 4,652         89     4,741 
Lease modifications                   3,982       (72)     3,910 
Payments(1)                         (8,736)    (1,510)  (10,246) 
Effects of movement in foreign 
 exchange                           (1,282)          -   (1,282) 
--------------------------------   --------  ---------  -------- 
At 31 March 2023 (unaudited)        185,148      7,131   192,279 
---------------------------------  --------  ---------  -------- 
Current                               9,025      2,885    11,910 
Non-current                         176,123      4,246   180,369 
---------------------------------  --------  ---------  -------- 
At 31 March 2023                    185,148      7,131   192,279 
---------------------------------  --------  ---------  -------- 
Current                               9,027      2,530    11,557 
Non-current                         173,523      3,289   176,812 
---------------------------------  --------  ---------  -------- 
At 30 September 2022                182,550      5,819   188,369 
---------------------------------  --------  ---------  -------- 
 

(1) In FY2023, GBP34,000 (FY2022: GBP35,000) of rent payments were part of the working capital movements in the year.

11. Goodwill and intangible assets

 
                                                                      Customer 
                                 Goodwill     Brand  Trademark   relationships  Software     Total 
                                  GBP'000   GBP'000    GBP'000         GBP'000   GBP'000   GBP'000 
Cost 
At 1 October 2021                  75,034     3,360        798               -     2,112    81,304 
Additions                              70         -          -               -       108       178 
Acquisition of Teaquinn 
 Holdings Inc.                         90     3,888          -             314         -     4,292 
-------------------------------  --------  --------  ---------  --------------  --------  -------- 
At 30 September 2022 (audited)     75,194     7,248        798             314     2,220    85,774 
Additions                               -         -          -               -        65        65 
Acquisitions (note 17)              6,697         -          -             503         -     7,200 
Effects of movement in 
 foreign exchange                    (13)         -          -            (23)         -      (36) 
-------------------------------  --------  --------  ---------  --------------  --------  -------- 
At 31 March 2023 (unaudited)       81,878     7,248        798             794     2,285    93,003 
-------------------------------  --------  --------  ---------  --------------  --------  -------- 
Accumulated amortisation 
At 1 October 2021                       -     1,188        366               -     1,802     3,356 
Amortisation charge                     -       335         50               8       231       624 
-------------------------------  --------  --------  ---------  --------------  --------  -------- 
At 30 September 2022 (audited)          -     1,523        416               8     2,033     3,980 
Amortisation charge                     -       284         25              12        74       395 
-------------------------------  --------  --------  ---------  --------------  --------  -------- 
At 31 March 2023 (unaudited)            -     1,807        441              20     2,107     4,375 
-------------------------------  --------  --------  ---------  --------------  --------  -------- 
Net book value 
At 31 March 2023 (unaudited)       81,878     5,441        357             774       178    88,628 
-------------------------------  --------  --------  ---------  --------------  --------  -------- 
At 30 September 2022 (audited)     75,194     5,725        382             306       187    81,794 
-------------------------------  --------  --------  ---------  --------------  --------  -------- 
 

12. Share capital

The share capital of the Group is represented by the share capital of the Parent Company, Hollywood Bowl Group plc.

During the period, 641,567 ordinary shares of GBP0.01 each were issued under the Group's Long Term Incentive Plan (LTIP).

 
                         31 March 2023          31 March 2022      30 September 2022 
                     No of shares  GBP'000  No of Shares  GBP'000       No of shares  GBP'000 
-------------------  ------------  -------  ------------  -------  -----------------  ------- 
Ordinary shares of 
 GBP0.01 each         171,712,357   1,717    171,059,454   1,711         171,070,790   1,711 
-------------------  ------------  -------  ------------  -------  -----------------  ------- 
 
 
 

During the periods ended 31 March 2022 and 30 September 2022, 428,113 ordinary shares of GBP0.01 each were issued under the Group's LTIP scheme. In addition, during the period ended 31 March 2023, nil (31 March 2022: 158, 30 September 2022: 11,494) ordinary shares of GBP0.01 each were issued under the Group's SAYE scheme.

The ordinary shares are entitled to dividends.

13. Loans and borrowings

On 29 September 2021, the Group entered into a GBP25m revolving credit facility (RCF) with Barclays Bank plc. The RCF has a termination date of 31 December 2024.

Interest is charged on any drawn balance based on the reference rate (SONIA), plus a margin of 1.75 per cent.

A commitment fee equal to 35 per cent of the drawn margin is payable on the undrawn facility balance. The commitment fee rate as at 31 March 2023 was therefore 0.6125 per cent (31 March 2022 and 30 September 2022: 0.6125 per cent).

Issue costs of GBP135,000 were paid to Barclays Bank plc on commencement of the RCF. These costs are being amortised over the term of the facility and are included within prepayments.

The terms of the Barclays Bank plc facility include the following Group financial covenants:

(i) For the 7-month period ended 31 December 2021, the ratio of total net debt to adjusted EBITDA shall not exceed

1.75:1.

(ii) For the 12-month period ending on each reference date, commencing 31 March 2022 and each quarter thereafter, the ratio of total net debt to adjusted EBITDA pre-IFRS 16 shall not exceed 1.75:1.

The Group operated within the covenants during the period and the previous period.

   14.   Performance share-based payments - Long term employee incentive costs 

The Group had the following performance share based payment arrangements in operation during the period:

a) The Hollywood Bowl Group plc Long Term Incentive Plan 2020

b) The Hollywood Bowl Group plc Long Term Incentive Plan 2021

c) The Hollywood Bowl Group plc Long Term Incentive Plan 2022

c) The Hollywood Bowl Group plc Long Term Incentive Plan 2023

Long Term Incentive Plans

HWB Group plc operates Long Term Incentive Plans (LTIPs) for certain key management. In accordance with IFRS 2 Share-based payment, the values of the awards are measured at fair value at the date of grant. The exercise price of the LTIPs is equal to the market price of the underlying shares on the date of grant. The fair value is determined based on the exercise price and number of shares granted, and is written off on a straight-line basis over the vesting period, based on management's estimate of the number of shares that will eventually vest.

In accordance with the LTIP schemes outlined in the Group's Remuneration Policy (Annual Report FY2022), the vesting of these awards is conditional upon the achievement of an EPS target set at the time of grant and measured at the end of a 3-year period ending 30 September 2022, 2023, 2024 and 2025 and the Executive Directors' continued employment at the date of vesting. The LTIP 2022 and LTIP 2023 also have performance targets based on return on centre invested capital, emissions ratio for Scope 1 and Scope 2 and team member development.

During the six months ended 31 March 2023, 486,515 (31 March 2022:463,436, 30 September 2022:463,436) share awards were granted under the LTIP.

For the six months ended 31 March 2023, the Group has recognised GBP568,286 of performance share-based payment expense in the profit or loss account (31 March 2022: GBP399,275 and 30 September 2022: GBP939,812).

The LTIP shares are dilutive for the purposes of calculating diluted earnings per share.

   15.   Principal Risks and Uncertainties 

The Directors have reconsidered the principal risks and uncertainties of the Group and have determined that those reported in the Annual Report for the year ended 30 September 2022 remain relevant for the remaining half of the financial year. These risks are summarised below, and how the Group seeks to mitigate these risks is set out on pages 69 to 73 of the Annual Report and Accounts 2022, which can be found at www.hollywoodbowlgroup.com .

In summary, these include:

-- The economic condition in the UK - results in a decline in GDP, consumer spending, a fall in revenue and inflation pressure impacting the Group's strategy

-- Dependency on the performance of IT systems - reducing the ability of the Group to take bookings and resulting in loss of revenue

-- Delivery of products from third party suppliers which are key to the customer experience - impacting on the overall offer to the customer

-- Retention of key team members - a reduction in our talent pool, as well as failure to maintain staff engagement, retention of key team in a tightening labour market

   --      Data security and protection - impacting on customer information and potential fines 
   --      Competitive environment for new centres resulting in less new Group centre openings 
   --      Climate change 
   --      Breach of covenants 
   --      Compliance with regulatory requirements 
   --      Breach of laws and regulations 

16. Related Party Transactions

31 March 2023 and 31 March 2022

There were no related party transactions during either period.

17. Acquisition of HLD Investments Inc. (operating as YYC Bowling & Entertainment), Mountain View Bowl Inc and Wong and Lewis Investments Inc. (operating as Let's Bowl)

On 15 February 2023, the Group acquired 100% of the issued share capital and voting rights of HLD Investments Inc. (operating as YYC Bowling & Entertainment), Mountain View Bowl Inc and Wong and Lewis Investments Inc. (operating as Let's Bowl), based in Canada. All three businesses are operators of ten-pin bowling centres. The purpose of the acquisition was to grow the Group's core ten-pin bowling business in the region.

HLD Investments Inc. (operating as YYC Bowling & Entertainment), Mountain View Bowl Inc and Wong and Lewis Investments Inc. (operating as Let's Bowl) are consolidated in Hollywood Bowl Group plc's interim financial statements with effect from the completion of the acquisition on 15 February 2023.

The details of the business combination are as follows (stated at acquisition date fair values):

 
                                                  GBP'000 
-----------------------------------------------  -------- 
 Fair value of consideration transferred 
 Amount settled in cash                             7,574 
-----------------------------------------------  -------- 
 Recognised amounts of identifiable net assets 
 Property, plant and equipment                        180 
 Right-of-use assets                                3,982 
 Intangible assets                                    503 
 Inventories                                           65 
 Trade and other receivables                          204 
 Cash and cash equivalents                            320 
 Current tax liabilities                                - 
 Trade and other payables                           (255) 
 Lease liabilities                                (3,982) 
 Deferred tax liabilities                           (140) 
-----------------------------------------------  -------- 
 Identifiable net assets                              877 
-----------------------------------------------  -------- 
 Goodwill arising on acquisition                    6,697 
-----------------------------------------------  -------- 
 Consideration for equity settled in cash           7,574 
 Cash and cash equivalents acquired                 (320) 
-----------------------------------------------  -------- 
 Net cash outflow on acquisition                    7,254 
-----------------------------------------------  -------- 
 Acquisition costs paid charged to expenses           453 
-----------------------------------------------  -------- 
 Net cash paid in relation to the acquisition       7,707 
-----------------------------------------------  -------- 
 

Acquisition related costs of GBP453,000 are not included as part of the consideration transferred and have been recognised as an expense in the consolidated income statement within administrative expenses.

The fair value of the identifiable intangible assets acquired includes GBP503,000 in relation to customer relationships. The customer relationships have been valued using the multi-period excess earnings method.

The fair value of right-of-use assets and lease liabilities were measured as the present value of the remaining lease payments, in accordance with IFRS 16.

The fair value and gross contractual amounts receivable of trade and other receivables acquired as part of the business combination amounted to GBP204,000. At the acquisition date the Group's best estimate of the contractual cash flows expected not to be collected amounted to GBPnil.

In the period since acquisition to 31 March 2023, the Group recognised GBP889,000 of revenue and GBP481,000 of profit before tax in relation to the acquired business. Had the acquisition occurred on 1 October 2022, the contribution to the Group's revenue would have been GBP3,340,000 and the contribution to the Group's profit before tax for the period would have been GBP1,811,000.

Responsibility Statement

We confirm that to the best of our knowledge:

-- The condensed set of financial statements has been prepared in accordance with IAS 34 'Interim Financial Reporting'.

   --      The interim management report includes a fair review of the information required by: 

(a) DTR 4.2.7R of the Disclosure Guidance and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and

(b) DTR 4.2.8R of the Disclosure Guidance and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so.

This responsibility statement was approved by the Board on 30 May 2023 and is signed on its behalf by:

Stephen Burns Laurence Keen

CEO CFO

30 May 2023 30 May 2023

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May 30, 2023 02:00 ET (06:00 GMT)

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