TIDMHSS

RNS Number : 6188J

HSS Hire Group PLC

28 April 2022

HSS Hire Group Plc

New operating model driving significant increase in profitability

HSS Hire Group plc ("HSS" or the "Group") today announces results for the 53 week period ended 1 January 2022

 
Financial Highlights               FY21        FY20      Change 
 Continuing Operations(1) 
Revenue                          GBP303.3m  GBP250.1m    21.3% 
-------------------------------  ---------  ----------  -------- 
Adjusted EBITDA(2)               GBP69.8m    GBP59.6m    17.2% 
                                 ---------  ----------  -------- 
Adjusted EBITDA margin             23.0%      23.8%     (0.8pp) 
                                 ---------  ----------  -------- 
Adjusted EBITA(3)                GBP31.7m    GBP13.4m   GBP18.3m 
                                 ---------  ----------  -------- 
Adjusted EBITA margin              10.4%       5.3%      5.1pp 
                                 ---------  ----------  -------- 
Adjusted basic earnings/(loss) 
 per share                         1.52p     (4.64)p     6.16p 
                                 ---------  ----------  -------- 
ROCE(4)                            22.1%      10.7%      11.4pp 
                                 ---------  ----------  -------- 
Net debt leverage(5)               1.5x        2.8x       1.3x 
                                 ---------  ----------  -------- 
 
Other extracts 
-------------------------------  ---------  ----------  -------- 
Operating profit / (loss)        GBP34.5m   GBP(4.7)m   GBP39.2m 
-------------------------------  ---------  ----------  -------- 
Profit / (loss) before            GBP6.1m   GBP(29.6)m  GBP35.7m 
 tax 
                                 ---------  ----------  -------- 
Basic earnings/(loss) per 
 share                             1.05p     (15.13)p    16.18p 
                                 ---------  ----------  -------- 
 
   --      Strong trading performance with new operating model driving improved profitability 
   --      2021 like-for-like(6) revenues up 20% year-on-year, returning to pre-pandemic 2019 levels 
   --      Capital-light Services revenue 24% ahead of 2020 on a like-for-like(6) basis, 

-- EBITDA and EBITA materially ahead of 2020 with EBITA margin almost twice prior year; reflective of operating model effectiveness and continued strong price control

-- Technology-led, low-cost operating model underpinning improved Group returns with ROCE(4) increasing to 22.1%, up 11.4pp compared to 2020

   --      Materially stronger balance sheet with leverage on a non-IFRS16 basis reduced 1.8x to 0.8x 
   --      Net debt(7) reduced to GBP45.4m (2020: GBP120.4m) 
   --      Sales of Laois completed for net proceeds of GBP10.0m and All Seasons Hire for GBP54.3m 

-- Refinancing completed, reducing the ongoing annual interest charge to around GBP3m(8) (2020: GBP16.3m)

   --      Technology-led low capital intensity operating model continues to drive accelerated growth 

-- c.60% of transactions now processed through HSS Pro, our new digital platform, enabling improved enquiry conversion as customers value the enhanced experience

   --      Restructured organisation into two divisions, already delivering improved performance 

-- HSS ProService - focused on customer acquisition, sales enquiry conversion and leveraging digital assets; and

   --      HSS Operations - focused on customer fulfilment and service 

-- Low-cost builders merchant network expanded to 55 locations (December 2020: 24), now representing 16% of customer orders in England & Wales. 44% like-for-like(9) revenue growth

-- Continued technology investment, including enhancements to HSS.com, with online revenue 128% above pre-pandemic levels and representing 23% of transactions in 2021

   --      Targeting net zero carbon emissions(10) by 2040, building on good progress in 2021 
   --      Detailed plan to deliver targets developed in partnership with specialist consultants 

-- Focus on leveraging technology platforms to help customers and suppliers reduce their carbon footprint

-- By reducing our branch network and switching to renewable electricity, Group energy carbon emissions are now 97% lower than 2016

   --      Current trading and outlook 
   --      Revenue has grown 13% in Q1 2022 with EBITDA and EBITA in line with management expectations 
   --      Management expect full year EBITA to be in line with market expectations 

-- Capex investment in 2022 is expected to increase to GBP35-GBP40m to support the accelerated delivery of our technology roadmap

-- Limited exposure to supply chain disruption which is being caused by the tragic conflict in Ukraine. Cost inflation being successfully offset through selling price increases.

   --      Strategy is delivering; we are well positioned for accelerated growth and targeting: 
   --      Services revenue growth of 10pp above the market 
   --      Rental revenue growth in line with the market 

Steve Ashmore, Chief Executive Officer, said:

"2021 was a year of significant progress for HSS with successful implementation of a number of transformational strategic projects. Trading returned to pre-pandemic levels, our EBITA margin almost doubled, and we delivered strong operating profit while significantly strengthening our balance sheet. This performance is testament to the effectiveness of our new, technology-led, capital light, low-cost operating model which provides us with the agility and flexibility to adapt and respond to changing market conditions.

In 2022 our focus will be to further invest in and enhance our digital capabilities, and we have a clear technology roadmap ahead of us which will be largely implemented by the end of the year. This technology provides an unparalleled, easy-to-use service, further differentiating us in the market and will be a key enabler of our continued profitable growth. Supporting this growth is our new structure based around two complementary divisions: HSS ProService and HSS Operations. By simplifying the business with one division wholly focused on sales and the other on service, we have further improved our efficiency and effectiveness.

We have started 2022 well, carrying over the momentum achieved in 2021. We will continue to build on this and position ourselves as the most technologically advanced company with the most comprehensive customer offering in the sector."

Notes

1) Results for 2021 and 2020 are on a continuing operations and IFRS16 basis (excluding Laois Hire Limited and All Seasons Hire Limited sold in April 2021 and September 2021 respectively)

2) Adjusted EBITDA is defined as operating profit before depreciation, amortisation, and exceptional items. For this purpose depreciation includes the net book value of hire stock losses and write offs, and the net book value of other fixed asset disposals less the proceeds on those disposals

   3)     Adjusted EBITA defined as Adjusted EBITDA less depreciation 

4) ROCE is calculated as Adjusted EBITA for the 53 weeks to 1 January 2022 divided by the average of total assets less current liabilities (excluding intangible assets, cash and debt items) over the same period

5) Net debt leverage is calculated as closing net debt divided by adjusted EBITDA for the 53 weeks to 1 January 2022 (prior year 52 weeks to 26 December 2020)

   6)     Like-for-like excludes impact of additional week's trading in 2021 
   7)     Non-IFRS16 basis 
   8)     Based on current SONIA rate and GBP70m senior finance facility 
   9)     Merchant locations open for comparable periods in both 2021 and 2020 
   10)    Scopes 1,2 and 3 

Disclaimer:

This announcement contains forward-looking statements relating to the business, financial performance and results of HSS Hire Group plc and the industry in which HSS Hire Group plc operates. These statements may be identified by words such as "expect", "believe", "estimate", "plan", "target", or "forecast" and similar expressions, or by their context. These statements are made on the basis of current knowledge and assumptions and involve risks and uncertainties. Various factors could cause actual future results, performance or events to differ materially from those described in these statements and neither HSS Hire Group plc nor any other person accepts any responsibility for the accuracy of the opinions expressed in this presentation or the underlying assumptions. No obligation is assumed to update any forward-looking statements.

Notes to editors

HSS Hire Group plc provides tool and equipment hire and related services in the UK and Ireland through a nationwide network and its extensive supply chain of rehire partners. It offers a one-stop shop for all equipment through a combination of its complementary Rental and Services businesses to a diverse, predominantly B2B customer base serving a range of end markets and activities. Over 90% of its revenues come from business customers. HSS is listed on the AIM Market of the London Stock Exchange. For more information please see www.hsshiregroup.com .

For further information, please contact:

 
 
 HSS Hire Group plc                       Tel: 07557 491 860 (on 28 April 
                                           2022) 
 Steve Ashmore, Chief Executive Officer   Thereafter, please email: Investors@hss.com 
 Paul Quested, Chief Financial Officer 
 Greig Thomas, Head of Group Finance 
 Teneo 
 Tom Davies                               Tel: 07557 491 860 
 Charles Armitstead                       Tel: 07703 330 269 
 Numis Securities (Nominated Adviser      Tel: 020 7260 1000 
  and Broker 
 Stuart Skinner 
 George Price 
 

Chairman's Statement

Dear shareholder,

2021 was a significant year for HSS, marking the completion of the strategy we first set out in 2017: to Delever the Group, Transform the Tool Hire business and Strengthen our commercial proposition.

Today, the Group is unrecognisable from the HSS of five years ago and we have established ourselves as a digital leader in the hire market. The progress is testament to the resilience of our colleagues who have provided customers with exceptional service during an immensely challenging period for both the business and society at large. We begin 2022 with the technology, organisational structure and resources that will support us as we begin a new chapter of exciting growth for HSS, focused on delivering our vision: to be the market-leading, digitally-led brand for equipment services.

Summary

Following the significant acceleration of our digital strategy in 2020, we entered 2021 with strong momentum and performance quickly returned to pre-COVID-19 levels, delivered through our lower cost operating model.

We continued to invest in technology, rolling out HSS Pro and on-boarding colleagues to improve the customer journey while expanding our builders merchant network to enhance our reach with little capital investment.

The strategic divestitures of Laois Hire Services and All Seasons Hire represented good value for shareholders while our ongoing commercial relationships with both companies, entered into as part of these transactions, ensure we continue to offer a one-stop shop for our customers.

We used the cash generated to further reduce the Group's debt. With a strengthened balance sheet and net debt leverage at approximately 0.8x (non-IFRS 16, 2020 2.6x), our refinancing was successfully completed leading to a significant reduction in ongoing interest cost and increase in earnings per share.

In 'Delevering the business', we completed the last stage of the strategy set out in 2017 and now occupy a differentiated position within the market as a digitally-enabled, capital-light business, supported by a strong balance sheet. We are now well-positioned for the future as we begin a new chapter of exciting growth built around our unique business model.

Our vision

As we embark on our next stage of growth, we have a clear vision underpinning our strategy: to become the market-leading, digitally-led brand for equipment services. Through the investments and digital developments we have made over the last four years, combined with our new organisational structure, we have the foundations in place on which to realise this vision.

Our Board and management team

Our Board members act as custodians of the HSS brand and we benefit from a stable and experienced Board with no Director having served for fewer than four years. This stability has been a crucial asset, both during the uncertainty of the pandemic and also in steering the business through a significant transformation. The Board has provided essential support to senior management at key moments where important strategic decisions have been made as well as helping shape the Company's approach to risk during this period of change.

The Board continues to engage with all stakeholders to ensure HSS operates with transparency, integrity and in the interests of our colleagues and partners while leading the Company into the next phase of growth as we deliver on our vision.

Our people

At the heart of HSS are our colleagues and, against the backdrop of the COVID-19 pandemic, they have worked tirelessly to support our stakeholders. Our success as a business is wholly a product of this hard work and, on behalf of the Board, I would like to express my sincere thanks to all our colleagues for their unfaltering commitment.

Thankfully the pandemic appears to be receding, however it has had a significant impact on society and ways of working. Given this, it is more important than ever to maintain regular communication with colleagues to ensure we are aware of their views and concerns and provide them with a fulfilling and engaging place to work. This communication was vital in our decision-making process as we adapted our working policies, moving to a new head office designed for hybrid working and rolling out our HSS Pro technology to support their day-to-day work. Our colleagues are now able to adapt their working patterns with greater flexibility while continuing to provide a seamless service for our customers.

2021 also saw us implement significant strategic and structural change across the business and it was vital that colleagues were kept abreast of these developments, had their questions answered, and their views addressed. Accordingly, during the year, we provided regular updates through company-wide emails, FAQs and our annual management roadshow, supplemented by more informal company updates through our CEO's blog.

'Make It Together' is one of our four core values as a business but we can only live up to this value if we maintain our position as a diverse and inclusive employer. Engaging with our colleagues is central to this and feedback from the Women's Networking Group provided management with new methods of attracting women into a historically male-dominated industry while our employee engagement surveys helped us establish the topics for our monthly wellbeing events. We are incredibly pleased with the progress that has been made over the year and have now laid the groundwork for a large-scale refresh of our diversity training and outreach programmes.

Environment, Social and Governance

At HSS, we strive to operate in a responsible and sustainable way. We are cognisant, however, that we can always do better and, accordingly, in 2021 we began a comprehensive review of our ESG strategy.

Throughout 2021 health and safety has remained paramount to our business including an increased focus on mental health and wellbeing. To support our colleagues, we have implemented a variety of measures, see the ESG section for more information, while continuing to support our customers, our communities and the environment in which we operate.

In Q4 we appointed an external consultant, Sustainable Advantage, to conduct a comprehensive analysis of our ESG credentials and identify improvement opportunities. They benchmarked us as "excellent" during their review of 62 ESG-related categories. They have also supported us with a materiality assessment and net zero analysis, which has led us to accelerate our ESG strategy with a new set of objectives and commitments which are outlined in our Sustainability section.

Our investors

Over the year, the Group has benefited from continued support from our long-term shareholders while engagement with new and potential investors has ensured our vision and operating model are well-understood.

Having made excellent progress in delivering our 2017 strategy, we now want to build on this success and accelerate growth through further investment in our digital capabilities to create longer-term shareholder value. Accordingly, the Board believes that the interests of shareholders are best served by not declaring a dividend for 2021, a position that will be kept under review as we progress through 2022.

Looking ahead

Following the changes made last year, I am pleased to say that we are entering 2022 with the technology, structure, resources and - most importantly - the colleagues, to deliver on our next phase of accelerated growth. I would like to thank my fellow Board members for their continual support and, reiterating my earlier sentiment, express my immense gratitude to our colleagues for all that they have done over the last year in driving our transformation and continued success as a business. We are confident that 2022 will see HSS continue to grow by leveraging our differentiated position within the tool hire market.

Alan Peterson OBE

Chairman

Chief Executive Officer's Strategic Review

I am very pleased with our performance in 2021 and would like to thank all my colleagues for their exceptional efforts and performance over the last year.

Despite the ongoing headwinds of the pandemic, our agile, digitally-enabled, lower-carbon network ensured we were able to support our customers and deliver a strong set of results during a challenging period for the global economy. We ended 2021 with underlying (adjusted to account for an extra week in 2021) revenue up 20% against prior year and back in line with pre-pandemic 2019 levels. EBITDA and EBITA both stepped forward against 2020 by GBP10.2m and GBP18.3m respectively with the improved revenue performance fulfilled through our lower-cost operating model.

2021 also marked the successful completion of the strategy we set out in 2017: to Delever the Group, Transform the Tool Hire business, and Strengthen our commercial proposition.

We enter 2022 with a new organisational structure, a strong balance sheet and a differentiated business model that we believe positions us as the most agile and technologically advanced operator in the equipment hire industry. Our market-leading digital capabilities continue to develop at pace and allow us to provide a comprehensive and efficient service to our customers. With these foundations firmly in place, we are entering a new stage of growth, ready to capitalise on the market opportunities present in the sector.

Our year in summary

Following the significant acceleration of our strategy in 2020, we started 2021 well and EBITDA and EBITA margins in the first quarter were comfortably ahead of both 2019 and 2020 levels. This was despite the impact of a third COVID-19 lockdown across all territories starting in January, with our click-and-collect service and digital capabilities ensuring trading remained strong.

Early in the year, we moved our shares from the Main Market to AIM to benefit from its greater flexibility following the significant strategy acceleration we made in 2020. This was widely supported by existing shareholders and we have since seen increased interest from potential new investors.

By April, HSS Pro had been rolled out across our entire salesforce, improving our efficiency and decision-making processes. As a result, OneCall enquiries grew, conversion rates increased, and we saw a material improvement in like-for-like Services revenue.

In April, we announced the decision to sell Laois Hire Services Limited to Briggs Equipment Ireland Limited for EUR11.2 million. With Laois contributing 4% of the Group's revenue in 2019, EUR11.2m was an attractive valuation and, with our new operating model performing well, we determined that the capital could be more effectively used in other parts of the business. The proceeds of the sale were used to increase investment in our core Tool Hire business and reduce debt, supporting two of our 2017 objectives: to Delever the Group and Transform the Tool Hire business. As part of the transaction, we entered into a commercial agreement with Briggs for the cross-hire of equipment, ensuring that we continue to provide our Irish customers with their large plant requirements.

By the half-year, revenue was back in line with 2019 levels. Profitability had stepped forward with EBITDA up 3ppts and EBITA up 6ppts versus FY19 and ROCE at a record 24%.

In September we announced the sale of our heating, ventilation and air conditioning hire provider - All Seasons Hire (ASH) - to Cross Rental Services for GBP55m. As with Laois, this was an attractive valuation and, by striking a commercial agreement with the company, we continue to provide our customers with access to ASH's equipment and services. This transaction reduced our leverage to around 0.8x - a significant decrease from the 2.6x leverage (both measures on a non-IFRS 16 basis) we started the year with, and the proceeds were used to repay debt, marking the completion of the strategy we began in 2017.

With our 2017 strategy delivered, in the latter half of 2021 we launched a new business model in preparation for our next stage of growth, creating a more focused, more efficient organisation consisting of two distinct divisions - HSS ProService and HSS Operations - which work together to provide our customers with what we believe is the most comprehensive offering in the sector.

Capitalising on our new structure, materially stronger balance sheet, and growth potential, in November we engaged with our lenders whose confidence in our operating model and financial position enabled us to successfully refinance the business, significantly reducing our annual interest costs (on our senior finance facility) from GBP16.3m in 2020 to approximately GBP3.0m per annum (based on our GBP70m facility), improving earnings per share and free cash flow.

Towards the end of what was already a year of significant change, we also started to review our sustainability approach, appointing an external agency, Sustainable Advantage, to conduct a comprehensive review of our current ESG credentials, identify areas of strength and weakness, and help us establish a new set of commitments and targets which are outlined later in this report.

With a new business model, stronger balance sheet, and one of the most advanced digital offerings in the marketplace, we ended 2021 well. We have continued to build on this and started 2022 strongly with first quarter revenue growth of 13% compared to 2021 and we are well-positioned to build on this as we continue our exciting new phase of growth.

Our strategy

The hire market in the UK is significant - estimated to be GBP5-6bn in size - but it is fragmented, consisting of a small number of large providers and over 1,000 smaller, independent businesses, most of which operate from single sites.

The market is also digitally immature, and many companies are still in their technological infancy. As a result of the work we have done over the last four years, accelerated in 2020 through increased investment in technology, we benefit from a highly differentiated position within the marketplace which we believe creates an exciting prospect for investors as well as our customers.

For customers , our differentiated offering is focused on employing our technology to provide a superior service to that of our peers, building brand loyalty and increasing our market share. Through our website, our customer app, HSS Pro, our ProService platform and Brenda - the technology on which our digital capabilities are built - we offer our customers a one-stop shop for a full range of building services. We believe our technology provides the quickest, most efficient, most reliable and most comprehensive offering in the sector.

For suppliers , we offer volume and access to the end user. In our ProService division, our rehire suppliers can put their rental equipment on hire with our broad portfolio of customers. We consolidate that demand for them, lowering their customer acquisition and administration costs. Our technology provides them with the insight they require to enhance their returns on investment.

For investors , our differentiated operating model benefits from an extremely flexible cost base and strong margin and ROCE performance. Our technology also means we are highly scalable without the need for large capital investment. By transitioning from a capital-heavy operating model with a large branch network to an agile, digitally-enabled, capital-light model, we fulfil our customers' requirements while delivering superior returns for shareholders (see Investment case in the Annual Report for more information).

This differentiation is key to our success and, as we enter our new chapter of growth, our strategy will focus on leveraging our technology to build on this and position ourselves as the most comprehensive, accessible and reliable service provider in the equipment hire sector, retaining existing client relationships while building new ones to drive revenue growth.

Our new operating model

At the heart of our strategy is our operating model which underwent significant change in 2020 and 2021, making us a far more efficient and profitable business. Our two divisions - HSS ProService and HSS Operations - work together to provide customers and suppliers with the equipment and services they need to complete projects.

HSS ProService:

HSS ProService is our customer-facing sales acquisition division, offering customers a one-stop shop for Hire, Equipment Sales, Accessories, Parts, Fuel, Waste Management, Training, Materials and other building services.

Built on Brenda, the technology platform on which all our digital applications will sit, HSS ProService can source - either from our own fleet or through our extensive supplier network - the equipment our customers need the moment a request is made. By acting as a supply aggregator, we can optimise our owned fleet investment decisions towards higher returning products, while providing our customers with one of the broadest and deepest product offerings in the sector. Similarly, our technology allows us to connect our suppliers with an extensive customer base, consolidating supply and demand and capitalising on converging customer and supplier requirements.

Our Brenda technology ecosystem has been designed to provide tailored interfaces to meet the needs of different users - large customers, SMEs, suppliers and colleagues - but each with a consistent goal: to be quick and easy-to-use and to provide access to our complete range of products and services.

Supported by the Brenda platform, HSS ProService allows us to operate a market-leading, technologically-enabled acquisition model at low cost, positioning us as an aggregator, differentiating us from our peers and replacing a legacy manual process with an advanced, automated digital system to improve the accuracy and speed of conversion, driving customer loyalty and enquiry volumes.

HSS Operations:

HSS Operations leverages our well established, national distribution and engineering network to deliver upon the relationships we build and the enquiries we generate through our HSS ProService team.

Focused on customer service, utilisation and fulfilment rates, HSS Operations makes sure our customers get the equipment they need when and where they need it in the quickest, most efficient, way possible. Operations acts as the largest single fulfilment solution for ProService requirements, choosing to fulfil enquiries where it is well placed from both a customer service and operational efficiency perspective.

At the heart of HSS Operations is 'Spanner', our asset management tool that automates the entire fulfilment process, ensuring that all products are safe and in good working order for our customers. As a 'circular economy' business, HSS Operations is inherently sustainable and Spanner is the foundation of this, prolonging the life-cycle of our equipment by ensuring that our fleet is managed efficiently. In addition, when a piece of equipment is returned, it is routinely tested and maintained to ensure that its life-cycle is extended and our ROCE is maximised. Finally, when equipment does reach the end of its life-cycle, it is recycled or disposed of in a manner that minimises environmental impact. When buying new fleet, our procurement process carefully considers the sustainability credentials of products and this is key to our decision-making process.

Alongside Spanner, we introduced Satalia Delivery - a tried and tested third party routing and scheduling system - to our CDCs in late 2021 to optimise the efficiency of our deliveries. Using technology, and integrating seamlessly with our customer and driver apps, Satalia Delivery examines all our orders to determine the most effective way they can be fulfilled, outlining which drivers should deliver which tools to each customer and by which route. This improves our service by increasing the number of orders we can fulfil in a day and provides our customers with more accurate timeframes as to when they can expect their deliveries. Importantly, it also reduces the time our vans spend on the road, lowering fuel costs, reducing carbon emissions and improving our sustainability as a business.

Working in unison, our Operations platforms ensure our customers are provided with a seamless service, our colleagues have easy-to-use systems to support their day-to-day work.

Our technology roadmap

Beyond the initial focus areas (see below) we will continue to build our digital capabilities by accelerating our investment in customer and supplier acquisition, utilising the data we collect from our digital applications to better understand consumer behaviour and improve fulfilment choices.

We will also leverage our technology to enter new verticals in the building services sector, expanding our customer offering and capitalising on converging customer and supplier needs.

Increasing automation underpins our growth plan, with our digital platforms ensuring transactions are seamless and accurate, reducing manual intervention and improving both customer and supplier adoption.

In short, by utilising our technology and providing our customers with the easiest, quickest and most accurate service in the marketplace, we will continue to differentiate our offering and become the 'go to' building services provider, growing our business, our customer base and our market share.

Acting responsibly and sustainably

Health and Safety is our priority and, via the monthly Health and Safety forums which I chair, I can see that our teams consistently strive to keep themselves, their colleagues and our customers safe at all times. We continue to make progress reporting near misses and safety observations, and our colleagues have really embraced the first of our four values: Make It Safe.

While we strive to act as a sustainable business (see our sustainability report), our appointment of Sustainable Advantage to conduct a review of our policies was in recognition of the fact that there is always room for improvement.

At the end of the year, Sustainable Advantage provided us with a comprehensive review and suggestions for development of our ESG credentials. We are currently in the process of developing a new approach and set of commitments and targets which are detailed later in this report.

Our market

Following a period of uncertainty created by COVID-19 and the associated reductions in demand and supply-side challenges, we saw our market recover well. While the Group has no direct customer exposure, recent tragic events in Ukraine have resulted in cost inflation and supply chain disruptions. Our exposure to supply chain disruption had already been mitigated through early ordering of our current year's hire fleet requirements in the latter part of 2021 as well our Services business supply chain of 600+ partners ensuring that we can continue to provide national availability. We are offsetting cost pressure through targeted selling price increases. We will continue to monitor the situation closely.

Outlook

To summarise, the business is in great shape and, with a high performing team, leading technology, differentiated organisational structure and strong balance sheet, we have all the elements in place to begin a new chapter of sustainable growth.

We have started this already and in the first quarter of 2022 revenue is 13% ahead of prior year.

We continue to benefit from a differentiated position in an attractive marketplace and as such, continuing historic performance trends, we are targeting growth in our Services business segment of 10ppts above the market and our Rental business segment in line with the market.

Steve Ashmore

Chief Executive Officer

TECHNOLOGY ROADMAP - FOCUS AREAS

With technology at the heart of our strategy and business model and a key enabler to our growth, we have a clear technology roadmap that will ensure we retain and build on our already differentiated position, provide our customers, suppliers and colleagues with a seamless, efficient and easy-to use service, and grow market share.

The initial focus areas for our investment will be:

1. Continuing to develop the ProService platform for larger customers, improving its features such as auto-approval and revised order flow, customer push notifications and purchase order validation capabilities.

2. Moving our hss.com website from Spanner to the Brenda technology platform to provide our small customers with the same benefits our large customers receive through the ProService platform, giving them a quicker, easier-to-use system with increased visibility of product availability.

3. Improving our supplier portal and the on-boarding of suppliers to ensure they capitalise on the full benefits of the system. These include the ability to quickly and easily respond to enquiries, manage the equipment they have out on hire and optimise their own utilisation by adjusting their catchment area and pricing. Not only does this benefit our suppliers by improving their efficiency but it also benefits our customers, enhancing availability and response times.

4. Continuing the roll-out of our Satalia Delivery routing and scheduling software to our CDCs to improve efficiency and reduce the carbon impact of deliveries and collections.

Financial Review

Stronger balance sheet, well-positioned for growth

Financial highlights(1)

 
                            GBPm         2021    2020   Variance 
-------------------------  ----------  ------  ------  --------- 
 Revenue                    Rental      191.2   160.6      19.0% 
------------------------- 
  Services                              112.1    89.4      25.4% 
 
  Group                                 303.3   250.1      21.3% 
 ------------------------------------  ------  ------  --------- 
 Contribution 
  (2)                       Rental      132.6   116.8      13.5% 
------------------------- 
  Services                               16.2    10.7      51.5% 
 
  Group                                 148.8   127.5      16.7% 
 ------------------------------------  ------  ------  --------- 
 Adjusted EBITDA 
  (3)                                    69.8    59.6      17.2% 
 Adjusted EBITA 
  (3)                                    31.7    13.4       18.3 
 Operating profit/(loss) 
  (3)                                    34.5   (4.7)       39.2 
-------------------------------------  ------  ------  --------- 
 
   1   Results are for Continuing operations. 

2 Contribution is defined as revenue less cost of sales (excluding depreciation and exceptional items), distribution costs and directly attributable costs (for each segment).

3 These measures are not reported on a segmental basis because branch and selling costs, central costs and exceptional items (non-finance) are allocated centrally rather than to each reportable segment.

Overview

FY21 has been an excellent year for the Group, delivering improved performance across all key financial measures and successfully completing the strategy set out in 2017. This is testament to the hard work and commitment demonstrated every day by each and every colleague, especially given it was delivered against the backdrop of the pandemic.

Our revenue, which is back to pre-pandemic levels, was underpinned by continued technology development, including the re-platforming of the business onto our HSS Pro system, and efficient hire fleet investment, leveraging insight from our various tools. This performance was also positive affirmation of the operational changes made at the end of 2020 where we moved to a lower variable cost and scalable model with our regional builders merchant partners. These changes have delivered improved EBITA margin.

Pleasingly, the balance sheet was materially strengthened with the proceeds from the strategic business sales of Laois and All Seasons Hire used to repay the Group's debt and enable an early refinancing at materially lower interest costs. An important part of these divestitures was the ongoing commercial agreement through our technology-led, capital-light business, offering our customers continued access to the broadest range of products. We are delighted with the performance to date under these agreements. To ensure comparability all commentary in this report is on a continuing operations basis.

The combination of these actions resulted in the Group delivering a significant increase in both adjusted EBITDA and EBITA alongside a material reduction in net debt leverage to 1.5x (2020: 2.8x); the lowest level in the Group's history.

With our technology platforms in place and supported by a flexible, low-cost, scalable operating model and strong balance sheet, we are well-positioned for the next phase of growth.

Revenue

Group revenue grew by 21.3% to GBP303.3m (FY20: GBP250.1m) and recovered back to pre-pandemic levels through effective strategy execution. This is against a backdrop of COVID-19, including the impact of stricter lockdowns in some territories in the early part of 2021.

Group revenue growth is one of our KPIs as, combined with estimates of market size and growth rates, it provides us with a measure of our market share.

Segmental performance

Rental and related revenues

Our Rental revenues recovered throughout 2021 as we rolled out HSS Pro, expanded the builders merchant network to 55, increased hire fleet investment where customer demand and returns were strong and COVID-19 restrictions were gradually eased. Revenues grew 19.0% to GBP191.2m (FY20: GBP160.6m) and accounted for 63% of Revenue (FY20: 64.2%). Rental and related revenues is one of our KPIs.

Contribution, defined as revenue less cost of sales (excluding depreciation and exceptional items), distribution costs and directly attributable costs, of GBP132.6m (FY20: GBP116.8m) was up 13.5%. Prior year benefited from GBP2.0m of COVID-19 support.

Services

Services revenues increased by 25.4% to GBP112.1m (FY20: GBP89.4m), accounting for 37% (FY20: 35.7%) of Group revenues. Customers continue to value the one-stop-shop that our Services division provides and our technology platforms, supported by a large network of supply chain partners, are making every transaction even easier and therefore enabled exceptional growth in the financial year.

Contribution from Services increased 51.5% to GBP16.2m (FY20: GBP10.7m) as our scalable operating model more efficiently connected customers and suppliers through technology.

Costs

Our cost analysis set out below is on a reported basis and therefore includes exceptional costs, the most significant of which are associated with the successful surrender of branches closed in October 2020 (see note 4).

Our cost of sales increased by 17.1% to GBP146.3m (2020: GBP124.9m) reflecting increased sales through our Services division.

Distribution costs reduced to GBP21.9m (2020: GBP25.3m) with reduced operating costs following the Group's operating network changes in the latter part of 2020.

Administrative expenses were reduced by GBP12.2m, of which GBP7.9m relates to the release of provisions and lease liability held following the successful surrender of the branches closed in October 2020 - refer to the exceptional items section of this review for more detail.

Adjusted EBITDA and Adjusted EBITA

Our Adjusted EBITDA for 2021 was 17% higher at GBP69.8m (2020: GBP59.6m) driven by improved revenue through our lower-cost operating model. Adjusted EBITDA margin reduced 0.8pp to 23.0% (2020: 23.8%) with the mix of the business moving more towards our Services segment. Adjusted EBITDA and EBITDA margin are included in our KPIs.

Our Adjusted EBITA increased GBP18.3m to GBP31.7m (2020: GBP13.4m), a combination of improved EBITDA and reduced depreciation on property (Right of Use assets, dilapidations and leasehold enhancements) following the Group's network changes in 2020. This also reflects the impact of careful fleet management to match demand at the height of the pandemic. Adjusted EBITA margin increased 5.1pp to 10.4% (2020: 5.3%). Adjusted EBITA and EBITA margin are included in our KPIs.

Other operating income

Total other operating income was GBP1.7m, principally due to insurance proceeds following a successful claim under our business interruption policy. This compares to GBP11.2m in 2020; mainly the result of Government grant income via participation in the UK and Irish Governments' furlough programmes (GBP9.2m), rate relief grants (GBP0.6m) and insurance proceeds (GBP1.2m).

Operating profit

Our operating profit increased by GBP39.2m to GBP34.5m (2020: operating loss GBP4.7m).

Exceptional items

Exceptional costs, excluding profit on disposal of discontinued operations, totalled GBP1.9m.

Following the successful surrender of properties post the network restructure in October 2020, lease liabilities, onerous property costs and dilapidation provisions related to these locations have been released resulting in an exceptional credit of GBP7.9m.

This has been offset by costs expensed refinancing the Group (GBP9.7m) comprising accelerated amortisation of original debt issue costs, and prepayment penalties incurred on the early settlement of the previous senior finance facility.

Restructuring costs of GBP0.6m were incurred as the Group legally restructures to reflect the two core divisions of ProService (sales acquisition) and HSS Operations (fulfilment) that were introduced at the time of our H1 2021 results. This project will complete later in 2022.

Profit on disposal of discontinued operations

We completed two strategic divestitures in 2021 realising a profit on disposal of GBP41.2m. Laois Hire Services was sold in April 2021 (profit: GBP3.2m) and All Seasons Hire in September 2021 (profit; GBP38.0m). The cash generated was used to further reduce the Group's debt.

Finance costs

Net finance expense increased to GBP28.5m (2020: GBP25.0m). The charge for the year included GBP9.7m of exceptional costs associated with the early repayment of the Group's senior finance facility as part of the successful refinancing completed in November 2021. The new debt facility is lower in quantum and at significantly reduced interest rates. As such ongoing finance expenses will be materially reduced.

Taxation

The Group had a tax credit for the year of GBP1.2m (2020: tax charge GBP42k), with a deferred tax credit offsetting tax paid in the year.

Reported and adjusted earnings per share

Our basic and diluted earnings per share, both on a reported and adjusted basis, stepped forward in 2021 from the loss per share in 2020, driven by the improved performance of the business. The successful refinancing of the Group will result in a materially reduced ongoing annual interest charge which will enhance EPS in the future.

Capital expenditure

Additions to Intangible assets, Property, plant and equipment and Right of Use hire equipment in the year were GBP34.2m (2020: GBP24.6m). Investment in technology to support the strategic growth of the business totalled GBP4.3m, up 30% on 2020. Investment in hire fleet to support our Rental business was GBP27.1m (2020: GBP19.0m) with decisions informed from our insight tools to maximise returns.

Return on capital employed

Our ROCE for 2021 was 22.1%, an increase of 11.4pp over 2020. The strong EBITA growth, including from our capital-light Services business, underpinned this performance. ROCE is one of our KPIs.

Trade and other receivables

Gross trade debtors increased 11% over 2020 as revenue recovered throughout the financial year. A strong focus on cash collections is core to the business and forms part of colleagues' objectives. Despite this focus on collections, macroeconomic uncertainty remains and as such we continue to provide at levels above the historic loss rate. The situation will be kept under review moving forward.

Provisions

Provisions reduced GBP9.8m to GBP23.8m (2020: GBP33.7m). The vast majority of this reduction relates to the release of onerous property cost and dilapidations provisions associated with properties surrendered during the year. The balance relates to the ongoing annual utilisation of the onerous contract provision associated with Unipart, created in 2017.

Cash generated from operations

Cash generated from operating activities was GBP71.6m for FY21, an increase of GBP15.6m compared to FY20. Materially increased profitability supported by continued focus on working capital management contributed to this improved performance.

Leverage and net debt

Net debt non-IFRS 16 (stated gross of issue costs) decreased by GBP75.0m to GBP45.4m (2020: GBP120.4m) reflecting the strategic divestitures during the year and continued trading performance. On a reported basis net debt is GBP104.6m (2020: GBP194.6m). As at 1 January 2022 the Group had access to GBP78.1m (2020: GBP118.3m) of combined liquidity from available cash and undrawn borrowing facilities. With the significantly improved Adjusted EBITDA and lower net debt, leverage reduced to 1.5x (2020: 2.8x). Leverage or Net Debt Ratio is one of our KPIs.

Use of alternative performance measures to assess and monitor performance

In addition to the statutory figures reported in accordance with IFRS, we use alternative performance measures (APMs) to assess the Group's ongoing performance. The main APMs we use are adjusted EBITDA, adjusted EBITA, adjusted profit before tax, adjusted earnings per share, leverage (or Net Debt Ratio) and ROCE, which, with the exception of adjusted profit before tax, are included in our KPIs.

We believe that Adjusted EBITDA, a widely used and reported metric amongst listed and private companies, presents a 'cleaner' view of the Group's operating profitability in each year by excluding exceptional costs, finance costs, tax charges and non-cash accounting elements such as depreciation and amortisation. This metric was used in 2021 to calculate annual bonuses payable to Executive Directors.

Additionally, analysts and investors assess our operating profitability using the adjusted EBITA metric, which treats depreciation charges as an operating cost to reflect the capital-intensive nature of the sector in which we operate.

Analysts and investors also assess our earnings per share using an adjusted earnings per share measure, calculated by dividing an adjusted profit after tax by the weighted average number of shares in issue over the period. This approach aims to show the implied underlying earnings of the Group. The adjusted profit before tax figure comprises the reported loss before tax of the business with amortisation and exceptional costs added back. This amount is then reduced by an illustrative tax charge at the prevailing rate of corporation tax (currently 19%) to give an adjusted profit after tax. Adjusted earnings per share is used as a performance metric for the 2019 LTIP awards.

The calculation of Adjusted EBITDA and Adjusted EBITA can vary between companies, and a reconciliation of Adjusted EBITDA and Adjusted EBITA to operating profit/(loss) and adjusted profit before tax to loss before tax is provided on the face of the Group's income statement. A reconciliation of reported loss per share to adjusted earnings per share is provided in note 33 to the Financial Statements.

In accordance with broader market practice we comment on the amount of net debt in the business by reference to leverage (or Net Debt Ratio), which is the multiple of our Adjusted EBITDA that the net debt represents. This metric was also used in the calculation of annual bonuses payable to Executive Directors in 2021.

We use ROCE to assess the return (the Adjusted EBITA) that we generate on the average tangible fixed assets and average working capital employed in each year. We exclude all elements of net debt from this calculation. This metric is also used as a performance metric for the vesting of 2019 LTIP awards.

Paul Quested

Chief Financial Officer

Principal Risks and Uncertainties

Managing Risk and unCertainty

Effective risk management underpins everything we do at HSS and is embedded within our culture as a business. We employ a comprehensive risk management process to identify, assess and mitigate risks to ensure we deliver on our strategic objectives.

Ownership

The Board has overall responsibility for the business strategy and managing the risk associated with its delivery, setting the risk appetite, tolerance and culture to achieve goals. The Audit Committee plays a key supporting role through monitoring the effectiveness of risk management and the control environment, reviewing and requesting deep dives on emerging risk areas and through directing and reviewing independent assurance.

The Group's Executive Management Team (EMT) has overall responsibility for day-to-day risk management. Mark Shirley, HSS's Risk and Assurance Director, maintains the Group's Risk Register which is reviewed in detail by the EMT on a quarterly basis with changes to the risk landscape, assessment and mitigating actions agreed.

Identification and assessment

Risks are identified through a variety of sources, both internal and external, to ensure that developing risk themes are considered. This process is focused on those risks which, if they occurred, would have a material financial or reputational impact on the Group.

Management identifies the controls in place for each risk and assesses the impact and likelihood of the risk occurring, taking into account the effect of these controls, with the result being the residual risk. This assessment is compared with the Group's risk appetite to determine whether further mitigating actions are required.

All risks have an overall EMT owner responsible for the day-to-day management. Health and safety is a key area in our industry and as such it requires collective ownership to continually improve. There is an established Health and Safety Forum which is made up of the EMT, Operational MDs and the Risk and Assurance Director, that meets bi-monthly (and more frequently if required, e.g. during COVID-19) to review trends, incidents and issues such as COVID-19.

Monitoring

The Risk and Assurance Director reports to the EMT and the senior management team on a monthly basis to review the findings of risk-based assurance activity. Risk-based assurance work is then reported to the Audit Committee on a quarterly basis for review.

How we manage risk

We adopt a 'Three Line of Defence' model for managing risk, providing the Board and the EMT with assurance that risk is appropriately managed. This is achieved by dividing responsibilities as follows:

   --      The first line of defence - functions that own and manage risk. 

-- The second line of defence - functions that oversee or specialise in risk management, compliance such as Health, Safety Environment and Quality (HSEQ).

-- The third line of defence - functions that provide independent assurance, in the HSS case primarily Internal Audit (IA).

Culture and values

The Board is cognisant that risk management processes alone are not enough to mitigate risk, and behaviour is a critical element in risk management. The wellbeing of our colleagues, the drive and skill set they bring and the training and environment we provide are key to our success. These are underpinned in the HSS values which are vital in us achieving our strategy as well as mitigating the risks associated with it:

COVID-19

In 2021 the Group effectively implemented strategy and delivered strong performance, all against the continued backdrop of the COVID-19 pandemic. Keeping our colleagues and customers safe remained paramount throughout the year with measures taken in 2020 maintained including flexible working for colleagues, COVID-19 safety procedures (which were subject to regular audit) above and beyond government guidelines and click-and-collect capability. We continue to monitor emerging variants and adapt policies and procedures to ensure supply is not disrupted and all stakeholders remain safe.

New risks in 2021

In 2021 we expanded our key risks from 9 to 11. We added 'Environment, Social and Governance' (ESG) recognising the importance of working with all our stakeholders to drive a sustainable end-to-end business with defined targets underpinned with clear deliverable plans. 'Safety' and 'Legal and Regulatory Requirements' were previously combined as one risk. We have now separated out Safety as a standalone risk, reflecting its importance to us and the effort and innovation that has gone into improving our performance, for example introducing incident reporting on mobile devices and increasing safety observations, with colleagues challenging each other to keep everyone safe.

Ukraine conflict

The conflict is increasing macroeconomic risk in 2022 and will be closely monitored for its effect on inflation, interest rates and demand.

Measures will be put in place to minimise exposure as risk evolves.

PRINCIPAL risks REVIEW

 
 Key risk               Description                  How we mitigate                  What we have done in 2021 
                         and impact 
 1. Macro-economic      The group's                  The group focuses                Embedded our new lower 
  conditions             sales and profits,           on the 'fit-out,                and flexible cost operating 
                         either volume                maintain and operate'           model, which mitigates 
  Risk Movement:         or price, are                markets, which are              against any downturn in 
  None                   adversely impacted           less cyclical, less             future demand. Trading 
                         by any decline               discretionary and               via this model was in 
  Owner:                 in the macroeconomic         have a large proportion         line with 2019. 
  Steve Ashmore          environment.                 of recurring spend.             Strengthened the balance 
  (Chief Executive       Covid-19 and                 Ongoing monitoring              sheet by completing the 
  Officer)               the Ukraine                  and modelling of                strategic divestures of 
                         conflict could               performance, which              LAOIS hire and all seasons 
                         have a material              is reviewed regularly           hire, and successfully 
                         impact on inflation,         by the EMT.                     refinancing the group's 
                         effecting demand                                             debt. 
                         and therefore                                                Continued to consider 
                         financial performance.                                       via a reverse stress test 
                                                                                      model the impact of covid-19 
                                                                                      should there be further 
                                                                                      lockdowns, each time 
                                                                                      demonstrating 
                                                                                      significant liquidity 
                                                                                      and covenant headroom. 
                       ---------------------------  -------------------------------  --------------------------------- 
 2. Competitor          A highly competitive         Differentiated technology        Further investment and 
  challenge              and fragmented               platforms including              development in the group's 
                         industry, with               fully integrated                 technology capability 
  Risk Movement:         the chance of                customer app.                    including re-platforming 
  None                   increased competition        National presence                the business onto the 
                         could result                 through customer                 HSS pro system. 
  Owner:                 in excess capacity           distribution centres             Expansion of the builders 
  Steve Gaskell          therefore creating           (CDCS), branches                 merchant network to 55 
  (Group Strategy        pricing pressure             and builders merchants.          branches, increasing local 
  Director)              and adverse                  Through the services             presence in key markets. 
                         impacts on planned           business, the group              Targeted investment in 
                         growth.                      provides customers               hire fleet based on demand 
                                                      with access to a                 and returns, utilising 
                                                      huge range of products           insight capability. 
                                                      and complementary 
                                                      services such as 
                                                      training courses. 
                       ---------------------------  -------------------------------  --------------------------------- 
 3. Strategy            Failure to successfully      A clearly defined                The 2017 strategic plan 
  execution              implement the                and communicated                was completed following 
                         group's strategic            strategic plan is               the group's refinancing 
  Risk Movement:         plans could                  in place.                       in November 2021. 
  None                   lead to lower                Clear governance                Delever the group: leverage 
                         than forecast                structure, with defined         reduced from a high of 
  Owner:                 financial performance        accountabilities.               4.8x to 0.8x (non-IFRS 
  Steve Gaskell          both in terms                Each strategic initiative       16) following the completion 
  (Group Strategy        of revenue growth            is sponsored by an              of strategic divestures. 
  Director)              and cost savings.            EMT member.                     Transform the tool hire 
                                                      Implementation of               business: the new digitally-led, 
                                                      projects is monitored           lower-cost operating model 
                                                      by the EMT including            has been implemented with 
                                                      resource allocation.            performance back to pre-covid-19 
                                                      Regular updates,                levels. 
                                                      including initiative-specific   Strengthen the commercial 
                                                      deep dives, provided            proposition: continued 
                                                      to the board.                   investment in technology 
                                                                                      platforms and fast delivery 
                                                                                      of improvements through 
                                                                                      agile development. This 
                                                                                      includes the re-platforming 
                                                                                      of the business onto HSS 
                                                                                      pro, making it easier 
                                                                                      for colleagues and customers. 
                                                                                      A new strategic plan and 
                                                                                      targets are in development, 
                                                                                      and will be published 
                                                                                      during 2022. 
                       ---------------------------  -------------------------------  --------------------------------- 
 4. Customer            The provision                National reach and               Ongoing engagement with 
  service                of the group's               presence through                 colleagues and customers, 
                         expected service             CDCS, branches, builders         monitoring and acting 
  Risk Movement:         levels depends               merchants and online.            on feedback as the technology 
  None                   on its ability               Diverse range of                 develops, improving the 
                         to efficiently               rehire suppliers                 customer experience at 
  Owner:                 transport the                provides ongoing                 pace. 
  Tom Shorten            hire fleet across            flexibility to ensure            Introduction of new routing 
  (Chief Commercial      the network                  continuity of supply             and scheduling software 
  Officer)               to ensure it                 for customers.                   for CDCS, improving operational 
                         is in the right              Clear business continuity        efficiency and providing 
                         place, at the                plans to ensure continuity       more accurate delivery 
                         right time and               of supply.                       windows for customers. 
                         of the appropriate           Extensive and continued          Introduction of new engineering 
                         quality.                     training to ensure               processes, including storing 
                         Any disruption               testing and repair               digital images to improve 
                         in supply can                quality standards                quality, and continual 
                         reduce revenue               are maintained.                  colleague development. 
                         and drive additional         Audits and reporting 
                         costs into the               covering quality, 
                         business.                    contracts and complaints. 
                                                      Business accreditations 
                                                      are maintained, including 
                                                      iso 9001 providing 
                                                      customers with confidence 
                                                      in the quality of 
                                                      the services provided. 
                       ---------------------------  -------------------------------  --------------------------------- 
 5. Third party         A significant                Third party rehire               Further expansion of the 
  reliance               amount of group              suppliers are subject            rehire supplier base in 
                         revenue is derived           to rigorous on-boarding          2021, ensuring availability 
  Risk Movement:         from the services            processes.                       of equipment for customers 
  None                   business which               Each supplier is                 and mitigating against 
                         is dependent                 subject to demanding             risks caused by covid-19 
  Owner:                 on the performance           service level agreements         or broader supply chain 
  Tom Shorten            of third party               with performance                 issues. 
  (Chief Commercial      service providers.           monitored on an ongoing          Strengthened relationships 
  Officer)               Other third                  basis.                           with builders merchant 
                         parties, such                The wide and diverse             partners. There are currently 
                         as builders                  range of rehire suppliers        55 branches open through 
                         merchants, are               provides flexibility             17 partners. 
                         an increasingly              to select those who 
                         important part               meet required service 
                         of the operational           levels. 
                         model.                       Extensive commercial 
                         If any third                 and risk assessment 
                         parties become               process undertaken 
                         unable or refuse             before and after 
                         to fulfil their              entering into a relationship 
                         obligations,                 with a builders merchant 
                         or violate laws              or opening a new 
                         or regulations,              location. 
                         there could 
                         be a negative 
                         impact on the 
                         group's operations 
                         leading to an 
                         adverse impact 
                         on profitability 
                         and reputation. 
                       ---------------------------  -------------------------------  --------------------------------- 
 6. IT Infrastructure   The group requires           Third party specialists          Detailed third party review 
                         an it system                 are used to assess              commissioned to review 
  Risk Movement:         that is appropriately        the appropriateness             cyber security and develop 
  None                   resourced to                 of it controls, including       group's ongoing server 
                         support the                  the risk of malicious           upgrade strategy. 
  Owner:                 business. An                 or inadvertent security         Cyber security improvements 
  Paul Quested           it system malfunction        attacks.                        implemented including 
  (Chief Financial       may affect the               Firewalls, antivirus            the introduction of new 
  Officer)               ability to manage            software, endpoint              software to reduce 
                         operations and               detection and clean             spear-phishing 
                         distribute hire              up tools to protect             risk, refreshed testing 
                         equipment and                against malicious               protocols and colleague 
                         service to customers,        attempts to penetrate           awareness and training 
                         affecting revenue            the business it environment     programmes. 
                         and reputation.              and remove malware              Enhanced it risk assessment 
                         An internal                  or similar agents.              tool introduced. 
                         or external                  Procedures to update            Ongoing resilience and 
                         security attack              supplier security               penetration testing with 
                         could lead to                patches.                        prioritisation of any 
                         a potential                  Regular disaster                resultant actions through 
                         loss of confidential         recovery tests conducted        the group's governance 
                         information                  and appropriate back-up         process. 
                         and disruption               servers to manage 
                         to transactions              the risk of primary 
                         with customers               server failure. 
                         and suppliers.               Cross-departmental 
                                                      data governance team 
                                                      to ensure that business 
                                                      processes are, and 
                                                      continue to be, adequate. 
                       ---------------------------  -------------------------------  --------------------------------- 
 7. Financial           To deliver its               Working capital management       Strategic divestures of 
                         strategic goals              with cash collection             LAOIS hire and all seasons 
  Risk Movement:         the group must               targets (which roll              hire materially reduced 
  Decreasing             have access                  up into our net debt             the group's net debt and 
                         to funding at                kpi).                            leverage. This improved 
  Owner:                 a reasonable                 Extensive credit                 balance sheet position 
  Paul Quested           cost.                        checking for account             enabled the group to refinance 
  (Chief Financial       Some customers               customers with strict            at a materially lower 
  Officer)               may be unwilling             credit control over              interest cost of c.GBP3.0m 
                         or unable to                 a diversified customer           (fy20: GBP16.3m). 
                         fulfil the terms             base.                            Technology enhancements 
                         of their rental              Credit insurance                 to the group's dispute 
                         agreements.                  in place to minimise             management modules improved 
                         Bad debts and                exposure to larger               the efficiency in ensuring 
                         credit losses                customer default                 invoices are paid when 
                         can arise due                risk.                            they fall due. 
                         to service issues            Investigation team               The vast majority of dark 
                         or fraud.                    focused on minimising            store leases were surrendered 
                         Unauthorised,                group's exposure                 during 2021. There are 
                         incorrect or                 to fraud.                        currently eight onerous 
                         fraudulent payments          Clearly defined authorisation    locations with a liability 
                         may lead to                  matrix governing                 over the next five years 
                         financial loss               payments and amendments.         of GBP0.8m. 
                         or delays which 
                         could affect 
                         relationships 
                         with suppliers 
                         and lead to 
                         a disruption 
                         in supply. 
                       ---------------------------  -------------------------------  --------------------------------- 
 8. Inability           The group needs              Market rates are                 Colleague wellbeing and 
  to attract,            to ensure the                regularly benchmarked            mental health activity 
  train and              appropriate                  to ensure competitive            has been prioritised, 
  retain personnel       human resources              pay and benefits                 especially with the backdrop 
                         are in place                 packages.                        of the pandemic and increased 
  Risk Movement:         to support the               Training for colleagues          homeworking. 
  Increasing             existing and                 is provided at all               A number of initiatives 
                         future growth                levels to build capability       have been established 
  Owner:                 of the business.             and improve compliance.          to attract and retain 
  Max Morgan             Failure to attract           Training is role-related         certain critical skills, 
  (Group HR              and retain the               and behaviour focused,           for example earn as you 
  Director)              necessary high-performing    via blended learning.            learn schemes. 
                         colleagues could             Colleague engagement             Recruitment programmes 
                         adversely impact             surveys are conducted,           reintroduced working with 
                         financial performance.       with actions taken               the prison service and 
                                                      as a result of feedback.         social enterprises (e.g. 
                                                                                       Ex-military personnel). 
                       ---------------------------  -------------------------------  --------------------------------- 
 9. Legal               Failure to comply            Robust governance                Ongoing review of relevant 
  and regulatory         with laws or                 is maintained within             compliance requirements 
  requirements           regulation,                  the group including              including development 
                         leading to material          a strong financial               of anti-competition e-learning 
  Risk Movement:         misstatement                 structure, assurance             training programmes and 
  None                   and potential                provision from internal          its roll-out to all sales 
                         legal, financial             and external audit,              colleagues. 
  Owner:                 and reputational             and employment of                Refresher training completed 
  Daniel Joll            liabilities                  internal specialist              by colleagues on anti-bribery, 
  (General Counsel)      for non-compliance.          expertise supported              modern slavery, tax evasion 
                                                      by suitably qualified            and data protection. 
                                                      and experienced external 
                                                      practitioners. 
                                                      Training and awareness 
                                                      programmes, focusing 
                                                      on anti-bribery, 
                                                      anti-modern slavery, 
                                                      anti-facilitation 
                                                      of tax evasion and 
                                                      data protection legislation. 
                                                      Whistleblowing process 
                                                      in place providing 
                                                      colleagues with the 
                                                      ability to raise 
                                                      non-compliance issues. 
                       ---------------------------  -------------------------------  --------------------------------- 
 10. Safety             The group operates           Clear health and                 A range of covid-19 measures 
                         in industries                safety policy with              were in operation throughout 
  Risk Movement:         where safety                 ongoing risk management         2021. These were continually 
  New                    is paramount                 and monitoring of               risk-reviewed and flexed 
                         for colleagues,              accidents and incidents.        in line with changes to 
  Owner:                 customers and                Health and safety               the business and government 
  (previously            the general                  leadership forum                advice, including in response 
  included within        public.                      chaired by the CEO              to the omicron variant. 
  Safety, Legal          Failure to maintain          and comprising senior           Risk assessments were 
  And Regulatory         high safety                  managers with responsibility    undertaken for all colleagues 
  Requirements)          standards could              for setting direction           with an element of home 
                         lead to the                  and monitoring progress.        working, to check on physical 
  Owner:                 risk of serious              Fully skilled hseq              and mental wellbeing. 
  Steve Ashmore          injury or death.             team and an internal            A new mobile technology 
  (Chief Executive)                                   group investigation             enabled incident reporting 
                                                      team providing assurance        portal has been established 
                                                      and support.                    to improve on the already 
                                                      Mandatory training              high level of safety 
                                                      programmes for higher           observations 
                                                      risk for activities.            - these have a key role 
                                                      The group is iso                in reducing accidents. 
                                                      45001 health and                Creation of a senior hseq 
                                                      safety accredited.              role to enhance accident 
                                                                                      investigation and resulting 
                                                                                      insight. 
                                                                                      Increased focus on awareness 
                                                                                      communication across the 
                                                                                      group. 
                       ---------------------------  -------------------------------  --------------------------------- 
 11. Environmental,     If the group                 The group has a comprehensive    Energy carbon emissions 
  social and             fails to set                 set of procedures                reduced 91% compared to 
  governance             and meet appropriate         in place to minimise             2020 and are now 97% lower 
  (ESG)                  ESG goals, there             adverse environmental            than 2016. 
                         may be an adverse            impact including                 While the group has continually 
  Risk Movement:         reputational                 procurement of electricity       improved performance year 
  New                    impact with                  from renewable sources,          on year, we recognise 
                         stakeholders                 third party monitoring           the need to set scientifically 
  Owner:                 and limit ability            of utility consumption           based environmental targets 
  Steve Gaskell          to trade with                and waste management.            to become net zero. 
  (Group Strategy        customers. This              Procedures are in                External consultants were 
  Director)              could result                 place to manage social           engaged from the start 
                         in revenue reduction,        and governance risks,            of q4 fy21 to support 
                         deterring people             many of which are                the group set targets 
                         from joining                 covered in key risks             and develop milestones 
                         the business                 8, 9 and 10.                     within a coherent delivery 
                         and limit attractiveness     The group is iso                 plan. This will be governed 
                         to investors.                140001 environmental             by a senior ESG forum 
                                                      management accredited.           led by the CEO. 
                       ---------------------------  -------------------------------  --------------------------------- 
 

Environmental, social and governance

Accelerating our sustainability strategy

CEO introduction

At HSS we have a strong desire to operate responsibly and sustainably, and with the best interests of our stakeholders and the planet in mind.

In recent years we have continued to make significant progress with ESG across several areas, including colleague engagement and welfare, health and safety and year on year reductions in energy carbon emissions. In 2021 we decided to take stock of our progress, engaging with a specialist sustainability consultant to review our ESG credentials and help us create an ESG strategy for our business.

In Q4 2021 we appointed Sustainable Advantage to carry out a comprehensive assessment of our ESG activity and provide recommendations of where we could improve. As part of this work Sustainable Advantage have recently conducted a materiality assessment on our behalf to understand our stakeholders' requirements. They have also completed a thorough analysis of our carbon footprint, including scope 3, and have advised us on how to reduce gross emissions further. The conclusion of this work is an ESG strategy, incorporating new objectives including a net zero target.

As we embark on an exciting new phase of growth, I am also looking forward to seeing the positive impact our new ESG strategy will have on all our stakeholders and ultimately the contribution we make to the global challenge of climate change.

Steve Ashmore

CEO

Our people

The guiding principles of how our colleagues operate are set by our corporate values, all of which are underpinned by an ethos of sustainability:

MAKE IT SAFE

   --      Safety comes first, always! 
   --      Think safe, work safe, home safe. 

MAKE IT HAPPEN

   --      No job is too big or too small, we do what it takes to get things done. 
   --      We do our best for our customers and our business. 

MAKE IT BETTER

   --      We're excited about what's next. 
   --      We're focused on making things better, brighter and fit for our future. 

MAKE IT TOGETHER

   --      We're like a family and we've all got each other's backs. 
   --      We celebrate success, work well as a team, and have fun along the way. 

In 2021 we continued our commitment to supporting, engaging and protecting our colleagues, and made advances in many areas including health and safety, wellbeing, personal development and colleague engagement.

COVID-19

Throughout 2021, our priority was to "Make It Safe" for our colleagues during the ongoing COVID-19 pandemic. We continued to operate the COVID-19 protocols introduced in 2020 which are outlined in our HSS COVID-19 colleague handbook.

We made our new hybrid-working model permanent in 2021, giving colleagues flexibility to work from home. This also enabled us to relocate our head office in Manchester to a smaller site with improved facilities for colleagues. Our new head office facilitates collaboration between colleagues whether at home or in the office, via a combination of physical meeting spaces and technology that connects colleagues in different locations.

In Q1 2021 we rolled out our HSS Pro technology platform to our sales colleagues, giving them the flexibility to work remotely whilst also improving our efficiency in serving our customers.

To support our colleagues working from home, remote working packages were provided containing practical advice and support. We also carry out regular workplace assessments to ensure our colleagues are properly supported.

Against the backdrop of the pandemic, communication was also key in ensuring our colleagues across the business remained up to date with changes to our policies as government guidelines around self-isolation continued to develop. Regular communication through bulletins, emails, WhatsApp groups, our annual colleague roadshow, working from home welfare calls, and our CEO blog helped support this while also ensuring our colleagues felt part of one cohesive business and not isolated. It was important, however, that conversation was two-way, with management engaging with colleagues to ask them their opinions and ensure that the Board remained cognisant of colleague concerns so they could be addressed.

Health and safety

As well as protecting our colleagues from COVID-19, keeping our colleagues safe and well in their day-to-day work remains fundamental to our success as a business. It is why 'Make It Safe' is the first of our values. We have seen continued low levels of RIDDOR accidents with just 5 in 2021. While this is a significant improvement on pre-COVID-19 levels, we regard any accident as one too many. Accordingly, we implemented additional health and safety initiatives in 2021 including an increased focus on safety observations and new training materials such as safety videos and safety flipbooks for our drivers.

We also held a dedicated 'Health and Safety Month' in December which focused on a different health and safety topic each week. We continued to hold CEO-led health and safety forums to maintain a collaborative approach and ensure colleagues from all levels of the business give suggestions on how to improve our company-wide health and safety procedures.

To complement our internal initiatives, we launched a number of external health and safety projects including undertaking an International Powered Access Federation (IPAF) review, the result of which saw us receive an IPAF Rental+ silver safety award for the first time.

Responsibility for our colleagues extends beyond accidents, with employee wellbeing equally important to our "Make It Safe" value. Our wellbeing agenda is based around three core pillars - financial wellbeing, physical wellbeing and mental health - and each month, an expert in their field hosts a webinar to provide colleagues with useful information to support their wellbeing. For example, in January, we had an expert nutritionist host a bespoke session for our colleagues focused on nutrition and healthy living. The topics for discussion are informed by our monthly Employee Assistance Programme (EAP) reports, our forums and our other engagement activities. For example, following feedback from the Women's Networking Group, in 2022 we will be increasing focus on menopause and fertility, providing additional support in these areas as well as re-thinking our family- friendly policies.

Our health and safety initiatives are supported by our learning and development programme (see 'colleague development' section, below) with qualified first-aider and responder mental health training delivered in collaboration with St John's Ambulance.

Colleague development

To support our 'Make It Happen' and 'Make It Better' values, colleague development is a central element of our activity. It ensures our colleagues can provide customers with unrivalled service and provides our colleagues with an engaging and fulfilling place to work. Our Learning and Development (L&D) team utilises a variety of tools to support this. Along with specific training modules for certain subjects such as health and safety and diversity, we offer a range of structured training programmes to foster talent, engage colleagues and build careers. We have also adapted many training courses taking on a blended in-person and virtual approach.

Our apprenticeship programme gives current and future colleagues the opportunity to take the next step in their career, whether that be through our early career development partnership with Reaseheath College, or our advanced in-role schemes which offer technical and managerial development in a range of areas, from customer services to IT to coaching. In addition, we provide ongoing Continued Development Programmes to address the changing world of business, such as more effective management in the age of permanent hybrid working. We are also currently trialling an 'Earn As You Learn' scheme with our drivers to encourage upskilling and hope to roll the scheme out in our engineering community with a view to expanding further beyond that.

At the heart of our Learning & Development programmes is our e-learning platform, LearningLab, and our dedicated HSS L&D intranet page, which offer colleagues a wealth of resources and information to support their development, allowing them to learn remotely at a time that is suitable for them.

The success of our learning and development programme is dependent on colleague engagement - therefore, we always collect anonymous feedback following each session and conduct pulse surveys at the conclusion of each course.

Our annual engagement survey acts as a consistent signpost to inform our policies. Last year we saw the opportunity to improve 'My Manager' scores and following a series of development initiatives for managers in 2021, we have been pleased to see a significant improvement in scores in this area in our latest engagement survey.

Colleague engagement

A key indicator of colleague wellbeing in the workplace is our annual engagement survey. Our latest survey carried out in February 2022 showed further improvement in colleague engagement, which has now risen four times in a row since our first survey in FY16. Our latest score of 76.1% is up on 75.0% from the prior year and is significantly higher than the national average of 61%. The score is a good reflection of our workforce with over 80% of colleagues answering the survey once again.

One area that saw a significant increase, up 4ppts, was 'My Manager', which is very pleasing to see following the focus we put on training and developing our managers in 2021.

Diversity and inclusion

Our approach to diversity and inclusion is led by our commitment to open dialogue with our colleagues. We believe that there is always progress to be made in this area and we therefore encourage engagement at all levels of the business to make HSS a more inclusive company.

This engagement has involved a number of initiatives that are pushing the Company forward and enhancing the colleague experience. For example the Women's Networking Group, which brings together women at all levels of seniority to discuss their experiences and how they believe HSS can improve its approach to diversity and attracting women to a traditionally male dominated industry. We maintain a constant thread of diversity and inclusion throughout all training programmes, from induction to apprenticeships. Our 2021 median pay gap was -6.9% (2020 -1.01%).

Our colleague engagement has laid the groundwork for the future, helping us update our Diversity, Equity and Inclusion (DE&I) learning programmes.

Our communities

In line with our values, we are committed to giving back to the communities we work in. We are a corporate partner of the Lighthouse Club (an organisation which provides mental, financial, and medical support for construction industry workers and their families) and in 2021 we raised funds through several charity events and initiatives.

Our relationship with the charities we support is reciprocal and extends beyond simply raising money. We regularly engage with the Lighthouse Club and men's mental health charity, Andy's Man Club, both of which have hosted webinars to support our colleagues as part of our wellbeing agenda.

At a local level, we're proud to say our colleagues regularly support local community initiatives in their area: for example, our Onsite team collaborated with Sir Robert McAlpine to support a local food bank, with the wider business supporting the cause through raising donations.

The environment

Approach

As a circular economy business, tool hire is inherently sustainable, ensuring that a single piece of equipment is reused multiple times by multiple clients during its life-cycle. We help our customers reduce their carbon footprint through hire, but we are very conscious that there is much more we can do, not just with our customers but with our suppliers too. It was with this in mind that we engaged Sustainable Advantage to work with us towards the end of 2021 to help us accelerate our ESG strategy, and this project has led to a new set of objectives which are outlined later. Progress has been made in 2021 across several key areas:

Responsible waste management

We have made good progress in disposing of our waste in a responsible manner, thanks to our continuous relationship with Biffa. In 2021, Biffa disposed of 985.3 tonnes of waste for us (2020 - 937.5 tonnes), diverting 88% from landfill. Our hazardous waste disposal partner, Slicker, ensured that items like waste oils are recovered, reused or converted into electricity in accordance with their zero landfill policy. Across HSS, 27,900 litres of waste oil was collected. We have also achieved 57% Waste to Energy, 1% Reuse, 2% Processed Fuel Oil and 30% Recycling.

Energy and emissions

Through our partnership with Maloney Associates, we maintain a robust approach to monitoring our energy and emissions and, in 2021, building energy carbon emissions reduced 91% compared to 2020 and are now 97% lower than in 2016. We have moved to 100% sourced renewable electricity at all our sites in England, Wales and Scotland and are targeting to do the same in Ireland this coming year.

As part of the Streamlined Energy and Carbon Reporting (SECR) framework, the total UK energy use for HSS totals 48,325,397 kWh for the period 1 January to 31 December 2021 (2020 - 49,167,771 kWh). This includes our built environment, transport, and process fuel energy. Total emissions expressed as a percentage of revenue is a Group KPI. We utilise the Greenhouse Gas Protocol Corporate Accounting and Reporting Standard to fulfil the reporting requirements around energy and emissions. This includes DEFRA conversion factors to calculate Greenhouse Gas (GHG) emission disclosures. The extent of the GHG reporting boundary comprises of all building, transport and process emissions within the three reporting scopes.

We continue to reduce the carbon footprint of our company car fleet with 24% of our fleet now electrified in some way, and that number set to increase significantly as we replace older models next year. All our commercial vehicles are now a minimum of Euro 6 standard and we have reduced idling through a driver education program and the adoption of anti-idling technology in new vehicles. All commercial vehicles are also fitted with telematics which were updated in 2021 to provide additional information on driver behaviours and fuel consumption. Looking forward, we have recently launched a trial of Hydrotreated Vegetable Oil (HVO) as a fuel for a small number of vehicles and we are exploring a range of larger electric delivery vehicles, including trucks. Our Electric Vehicle (EV) loan scheme, by which colleagues can try out an EV for a limited period before deciding on their permanent company vehicle, has proven popular and we expect to see greater take-up next year as many drivers near the end of their current leases. To support this, we have introduced charging points at our head office and will increase the number of these this year across our CDCs.

Our new route optimisation system, Satalia, which we rolled out at the end of 2021, is expected to reduce our mileage per job and we look forward to seeing the associated reduction in carbon as this technology embeds in 2022.

Our future plans

Our future plans for sustainability have been informed by the ongoing project carried out in partnership with Sustainable Advantage which has involved five stages:

1. ESG Benchmarking Review

2. Materiality Assessment

3. Net Zero Analysis

4. Objective Setting

5. ESG Impact Report

Benchmarking Review

Sustainable Advantage carried out a comprehensive benchmarking review in Q4 2021 involving 62 areas that cover Environment, Social, Governance and ESG Integration.

Our overall score put us in their top category of 'Excellent' which accounts for the top 10% of companies they have benchmarked.

Following their review they made a series of recommendations in many areas, which we have since made commitments against. In January 2022 we set up an ESG committee to ensure that we meet these commitments and improve our scores across all areas.

Materiality Assessment

Stage 2 of this ESG project has been to carry out a materiality assessment to gauge the ESG requirements of our colleagues, customers, suppliers, our Board and our biggest shareholders. This materiality assessment was concluded in March 2022 and has informed our new set of ESG objectives. The results of these surveys will continue to inform our ESG priorities and activity throughout 2022.

Net Zero Analysis

We decided to carry out a comprehensive independent analysis of our Scope 1, 2 and 3 carbon emissions across the HSS Group. Following the conclusion of this work, we have clear and realistic goals for reducing our gross emissions over the coming years which has culminated in the net zero pledge outlined in our ESG Objectives.

ESG Impact Report

Following the comprehensive work in stages 1-3 we will publish our first ever ESG Impact Report in Q2 2022. This will showcase the progress we have made and set out our plan going forward. The report will also confirm our objectives for 2025 and beyond.

ESG objectives

The culmination of these five areas of activity now means we have a very clear ESG plan and well defined objectives.

Our key objectives include:

   1.     Net Zero pledge by 2040 
   2.     Submit science-based targets in 2022 
   3.     40% of company cars and vans electric by 2025 
   4.     10% of commercial fleet (HGVs) electric or other low-carbon technology by 2025 
   5.     16% of fuel through ABird and Apex generators is HVO (or other low-carbon fuel) by 2025 

6. 6% of orders for large generators are fulfilled by low-carbon products (e.g. hybrid machines) by 2025

   7.     100% of electricity is sourced from renewable providers 
   8.     Achieve 95% zero waste to landfill by 2025 
   9.     Achieve ISO 50001: 2018 accreditation for Energy Management 

10. All products in our fleet to have 'Eco' classification and credentials, and 20% of capex is spent on 'Eco' products by 2025

11. Targeting a zero RIDDOR environment by 2025

12. Adoption of the following UN Sustainable Development Goals by the end of 2022:

SDG3: Good Health and Wellbeing

SDG7: Affordable and Clean Energy

SDG8: Decent Work & Economic Growth

SDG9: Industry, Innovation and Infrastructure

SDG12: Responsible Consumption & Production

SDG13: Climate Action

13. Adoption of the TCFD reporting framework by Q1 2023

In addition, we have various ESG activities in 2022, including the creation of an ESG policy, a community investment policy, a gap analysis against the Government's Social Value model, creation of a CEO-led ESG forum (akin to our successful H&S forum), new carbon reporting for customers, enhanced ESG integration with suppliers and improved DE&I reporting.

In summary, we have a clear ESG plan, a defined set of objectives and a management framework that ensures we will accelerate the progress we have made in all areas of sustainability.

Consolidated Income Statement

For the year ended 1 January 2022

 
                                                                         Year ended 
                                                          Year ended    26 December 
                                                           1 January           2020 
                                                                2022       Restated 
                                                                                (1) 
                                                   Note      GBP000s        GBP000s 
-----------------------------------------------  ------  -----------  ------------- 
 Revenue                                              2      303,269        250,063 
 Cost of sales                                             (146,271)      (124,881) 
 
 Gross profit                                                156,998        125,182 
-----------------------------------------------  ------  -----------  ------------- 
 
 Distribution costs                                         (21,915)       (25,312) 
 Administrative expenses                                   (100,435)      (112,606) 
 Impairment losses on trade receivables and 
  contract assets (2)                                11      (1,835)        (3,085) 
 Other operating income                               3        1,708         11,150 
 
 Adjusted EBITDA                                      2       69,777         59,560 
 Less: Depreciation                                         (38,120)       (46,193) 
-----------------------------------------------  ------  -----------  ------------- 
 Adjusted EBITA                                               31,657         13,367 
 Less: Exceptional items (non-finance)                4        8,039       (13,016) 
 Less: Amortisation                                   8      (5,175)        (5,022) 
-----------------------------------------------  ------  -----------  ------------- 
 
 Operating profit/(loss)                                      34,521        (4,671) 
-----------------------------------------------  ------  -----------  ------------- 
 
 Finance expense                                      5     (28,455)       (24,968) 
 
 Adjusted profit/(loss) before tax                            13,147       (11,228) 
 Less: exceptional items (non-finance)                4        8,039       (13,016) 
 Less: exceptional items (finance)                    4      (9,945)          (373) 
 Less: amortisation                                   8      (5,175)        (5,022) 
-----------------------------------------------  ------  -----------  ------------- 
 
 Profit/(loss) before tax                                      6,066       (29,639) 
-----------------------------------------------  ------  -----------  ------------- 
 Income tax credit/(charge)                           6        1,239           (42) 
-----------------------------------------------  ------  -----------  ------------- 
 Profit/(loss) from continuing operations                      7,305       (29,681) 
-----------------------------------------------  ------  -----------  ------------- 
 Profit on disposal of discontinued operations    4, 17       41,242              - 
 Profit from discontinued operations, net of 
  tax (1)                                            17        5,179          6,100 
-----------------------------------------------  ------  -----------  ------------- 
 Profit/(loss) for the financial period                       53,726       (23,581) 
-----------------------------------------------  ------  -----------  ------------- 
 Earnings/(loss) per share (pence) 
 Continuing operations 
 Basic earnings/(loss) per share                      7         1.05        (15.13) 
 Diluted earnings/(loss) per share                    7         1.02        (15.13) 
 Adjusted basic earnings/(loss) per share (3)         7         1.52         (4.64) 
 Adjusted diluted earnings/(loss) per share 
  (3)                                                 7         1.49         (4.64) 
 Continuing and discontinued operations 
 Basic earnings/(loss) per share                      7         7.71        (12.02) 
 Diluted earnings/(loss) per share                    7         7.52        (12.02) 
 Adjusted basic earnings/(loss) per share (3)         7         2.15         (2.03) 
 Adjusted diluted earnings/(loss) per share 
  (3)                                                 7         2.11         (2.03) 
-----------------------------------------------  ------  -----------  ------------- 
 

1 As required by IFRS 5 Non-current Assets Held for Sale and Discontinued Operations, the income statement and related notes for the prior year have been restated to separately present the results of discontinued operations.

2 Impairment losses on trade receivables and contract assets, as determined in accordance with IFRS 9 Financial Instruments, previously included in administration expenses have been shown separately.

3 Adjusted earnings/(loss) per share is defined as profit before tax with amortisation and exceptional costs added back less tax at the prevailing rate of corporation tax divided by the weighted average number of ordinary shares.

Consolidated Statement of Comprehensive Income

For the year ended 1 January 2022

 
                                                          Year ended     Year ended 
                                                           1 January    26 December 
                                                                2022           2020 
                                                             GBP000s        GBP000s 
-------------------------------------------------------  -----------  ------------- 
 Profit/(loss) for the financial period                       53,726       (23,581) 
 
 Items that may be reclassified to profit or loss: 
 Foreign currency translation differences arising 
  on consolidation of foreign operations                       (720)            617 
 Foreign currency reserve disposal as part of business          (49)              - 
  divestiture (note 17) 
 Gains arising on cash flow hedges                                 -            306 
-------------------------------------------------------  -----------  ------------- 
 Other comprehensive (loss)/gain for the period, 
  net of tax                                                   (769)            923 
-------------------------------------------------------  -----------  ------------- 
 Total comprehensive profit/(loss) for the period             52,957       (22,658) 
-------------------------------------------------------  -----------  ------------- 
 Attributable to owners of the company                        52,957       (22,658) 
-------------------------------------------------------  -----------  ------------- 
 

Consolidated Statement of Financial Position

For the year ended 1 January 2022

 
                                                               Year ended 
                                                Year ended    26 December 
                                                 1 January           2020 
                                                      2022       Restated 
                                                                      (1) 
                                         Note      GBP000s        GBP000s 
--------------------------------------  -----  -----------  ------------- 
 ASSETS 
 Non-current assets 
 Intangible assets                          8      147,648        158,498 
 Property, plant and equipment 
     Hire equipment (1)                     9       44,332         50,429 
     Non-hire assets                        9       15,605         17,946 
 Right of use assets 
     Hire equipment (1)                    10       20,651         20,576 
     Non-hire assets                       10       55,329         62,912 
 Deferred tax asset                                  2,404              - 
--------------------------------------  -----  -----------  ------------- 
                                                   285,969        310,361 
 Current assets 
 Inventories                                         2,682          3,183 
 Trade and other receivables               11       78,680         75,880 
 Cash and cash equivalents                          42,269         97,573 
--------------------------------------  -----  -----------  ------------- 
                                                   123,631        176,636 
 Total assets                                      409,600        486,997 
--------------------------------------  -----  -----------  ------------- 
 LIABILITIES 
 Current liabilities 
 Trade and other payables                  12     (78,704)       (61,821) 
 Lease liabilities                         13     (19,310)       (23,395) 
 Borrowings                                14            -       (15,000) 
 Provisions                                15      (4,713)        (7,448) 
 Current tax liabilities                             (293)            (1) 
--------------------------------------  -----  -----------  ------------- 
                                                 (103,020)      (107,665) 
 Non-current liabilities 
 Lease liabilities                         13     (57,255)       (66,177) 
 Borrowings                                14     (68,166)      (179,099) 
 Provisions                                15     (19,110)       (26,206) 
 Deferred tax liabilities                            (148)          (260) 
--------------------------------------  -----  -----------  ------------- 
                                                 (144,679)      (271,742) 
 Total liabilities                               (247,699)      (379,407) 
--------------------------------------  -----  -----------  ------------- 
 Net assets                                        161,901        107,590 
--------------------------------------  -----  -----------  ------------- 
 EQUITY 
 Share capital                             16        7,050          6,965 
 Share premium                             16       45,552         45,580 
 Warrant reserves                                        -          2,694 
 Merger reserve                                     97,780         97,780 
 Foreign exchange translation reserve                (754)             15 
 Retained earnings/(deficit)                        12,273       (45,444) 
--------------------------------------  -----  -----------  ------------- 
 Total equity                                      161,901        107,590 
--------------------------------------  -----  -----------  ------------- 
 

1 Leased assets transferred to right-of-use assets on adoption of IFRS16 were overstated in the prior year due to the inclusion of expired leases. These have been re-presented as owned assets. The net book value of the assets as at 26 December 2020 was GBP6.4m - there is no impact to total non-current assets.

The Financial Statements were approved and authorised for issue by the Board of Directors on 27 April 2022 and were signed on its behalf by:

P Quested

Director

27 April 2022

Consolidated Statement of Changes in Equity

For the year ended 1 January 2022

 
                                                                            Foreign       Cash 
                                                                           exchange       flow     Retained 
                              Share      Share    Warrant     Merger    translation    hedging    earnings/      Total 
                            capital    premium    reserve    Reserve        reserve    reserve    (deficit)     Equity 
                            GBP000s    GBP000s    GBP000s    GBP000s        GBP000s    GBP000s      GBP000s    GBP000s 
------------------------  ---------  ---------  ---------  ---------  -------------  ---------  -----------  --------- 
 At 27 December 2020          6,965     45,580      2,694     97,780             15          -     (45,444)    107,590 
 
 Profit for the period            -          -          -          -              -          -       53,726     53,726 
 Foreign currency 
  translation 
  differences arising on 
  consolidation of 
  foreign 
  operations                      -          -          -          -          (720)          -            -      (720) 
 Foreign currency 
  reserve 
  disposal as part of 
  business 
  divestiture (note 17)           -          -          -          -           (49)          -            -       (49) 
------------------------  ---------  ---------  ---------  ---------  -------------  ---------  -----------  --------- 
 Total comprehensive 
  (loss)/profit 
  for the period              -          -          -          -          (769)          -         53,726      52,957 
------------------------  ---------  ---------  ---------  ---------  -------------  ---------  -----------  --------- 
 Transactions with 
 owners 
 recorded 
 directly in equity 
 Warrants exercised              85          -    (2,694)          -              -          -        2,694         85 
 2020 share issue cost            -       (28)          -          -              -          -            -       (28) 
 Share-based payment 
  charge                          -          -          -          -              -          -        1,374      1,374 
 Share-based payment 
  transfer 
  to reserves                     -          -          -          -              -          -         (77)       (77) 
------------------------  ---------  ---------  ---------  ---------  -------------  ---------  -----------  --------- 
 At 1 January 2022            7,050     45,552          -     97,780          (754)          -       12,273    161,901 
------------------------  ---------  ---------  ---------  ---------  -------------  ---------  -----------  --------- 
 
 
                                                                            Foreign       Cash 
                                                                           exchange       flow     Retained 
                              Share      Share    Warrant     Merger    translation    hedging    earnings/      Total 
                            capital    premium    reserve    Reserve        reserve    reserve    (deficit)     Equity 
                            GBP000s    GBP000s    GBP000s    GBP000s        GBP000s    GBP000s      GBP000s    GBP000s 
------------------------  ---------  ---------  ---------  ---------  -------------  ---------  -----------  --------- 
 At 29 December 2019          1,702          -      2,694     97,780          (602)      (306)     (22,316)     78,952 
 
 Loss for the period              -          -          -          -              -          -     (23,581)   (23,581) 
 Foreign currency 
  translation 
  differences arising on 
  consolidation of 
  foreign 
  operations                      -          -          -          -            617          -            -        617 
 Hedging of financial 
  instruments                     -          -          -          -              -        306            -        306 
------------------------  ---------  ---------  ---------  ---------  -------------  ---------  -----------  --------- 
 Total comprehensive 
  profit/(loss) 
  for the period                  -          -          -          -            617        306     (23,581)   (22,658) 
------------------------  ---------  ---------  ---------  ---------  -------------  ---------  -----------  --------- 
 Transactions with 
 owners 
 recorded directly in 
 equity 
 Share issue                  5,263     45,580          -          -              -          -            -     50,843 
 Share-based payment 
  charge                          -          -          -          -              -          -          453        453 
------------------------  ---------  ---------  ---------  ---------  -------------  ---------  -----------  --------- 
 At 26 December 2020          6,965     45,580      2,694     97,780             15          -     (45,444)    107,590 
------------------------  ---------  ---------  ---------  ---------  -------------  ---------  -----------  --------- 
 

Consolidated Statement of Cash Flows

For the year ended 1 January 2022

 
                                                                     Year ended     Year ended 
                                                                      1 January    26 December 
                                                                           2022           2020 
                                                              Note      GBP000s        GBP000s 
-----------------------------------------------------------  -----  -----------  ------------- 
 Profit/(loss) after income tax                                          53,726       (23,581) 
 Adjustments for: 
 - Tax                                                           6      (1,156)             15 
 - Profit on disposal of discontinued operations                17     (41,242)              - 
 - Amortisation                                                           5,310          5,197 
 - Depreciation                                                          36,128         44,709 
 - Accelerated depreciation relating to hire 
  stock customer losses and hire stock write-offs                         3,761          4,727 
 - Impairment of property, plant and equipment 
  and right of use assets                                                   497         11,557 
 - Disposal of sub-lease                                                      -             59 
 - Loss on disposal of property, plant and equipment 
  and right of use assets                                                     2          2,110 
 - Lease disposals                                              13      (6,222)        (4,012) 
 - Capital element of receipts from net investment 
  in sublease                                                               311            356 
 - Rent concessions                                             13            -          (996) 
 - Share-based payment charge                                             1,374            453 
 - Foreign exchange (gains)/loss on operating 
  activities                                                              (506)            535 
 - Finance expense                                               5       28,527         25,065 
 Changes in working capital (excluding the effects 
  of disposals and exchange differences on consolidation): 
 - Inventories                                                              252            552 
 - Trade and other receivables                                  11      (6,999)          9,845 
 - Trade and other payables                                     12       23,671        (1,780) 
 - Provisions                                                   15      (8,401)        (5,181) 
-----------------------------------------------------------  -----  -----------  ------------- 
 Net cash flows from operating activities before 
  purchase of hire equipment                                             89,033         69,630 
 
 Purchase of hire equipment                                      9     (17,468)       (13,673) 
-----------------------------------------------------------  -----  -----------  ------------- 
 Cash generated from operating activities                                71,565         55,957 
 Interest paid                                                         (26,628)       (22,052) 
 Income tax (paid)/received                                               (779)            552 
-----------------------------------------------------------  -----  -----------  ------------- 
 Net cash generated from operating activities                            44,158         34,457 
 
 Cash flows from investing activities 
 Proceeds from disposal of business, net of 
  cash disposed of                                              17       62,813              - 
 Proceeds from disposal of assets as part of 
  business divestiture                                          17          526              - 
 Purchases of non-hire property, plant, equipment               8, 
  and software                                                   9      (6,651)        (5,814) 
-----------------------------------------------------------  -----  -----------  ------------- 
 Net cash generated from/(used by) investing 
  activities                                                             56,688        (5,814) 
 
 Cash flows from financing activities 
 (Costs associated with)/proceeds from capital 
  raise (net of share issue costs paid)                                 (1,471)         52,335 
 Proceeds from borrowings (third parties)                       14       70,000         17,200 
 Facility arrangement fees                                      14      (1,946)              - 
 Repayment of borrowings                                        14    (199,182)              - 
 Capital element of lease liability payments                    13     (23,551)       (23,263) 
-----------------------------------------------------------  -----  -----------  ------------- 
 Net cash (paid)/received from financing activities                   (156,150)         46,272 
 
 Net (decrease)/increase in cash                                       (55,304)         74,915 
 Cash at the start of the year                                           97,573         22,658 
 Cash at the end of the year - continuing operations                     42,269         94,978 
 Cash at the end of the year - discontinued 
  operations                                                                  -          2,595 
 Cash at the end of the year                                             42,269         97,573 
-----------------------------------------------------------  -----  -----------  ------------- 
 

Notes to the Consolidated Financial Statements

For the year ended 1 January 2022

1. Basis of preparation

The Group's financial information has been prepared in accordance with International Financial Reporting Standards as adopted by the UK (IFRS) and on a basis consistent with those policies set out in our audited financial statements for the year ended 1 January 2022 (which will be available at www.hsshiregroup.com/ investor-relations/financial-results). These policies are consistent with those shown in the audited financial statements for the year ended 26 December 2020. The financial statements were approved by the Board on 27 April 2022.

The financial information for the year ended 1 January 2022 and the year ended 26 December 2020 does not constitute the company's statutory accounts for those years. Statutory accounts for the year ended 26 December 2020 have been delivered to the Registrar of Companies. The statutory accounts for the year ended 1 January 2022 will be delivered to the Registrar of Companies following the Company's Annual General Meeting.

The auditors' reports on the accounts for the years ended 1 January 2022 and 26 December 2020 were unqualified and did not contain a statement under 498(2) or 498(3) of the Companies Act 2006, nor did they draw attention to any matters by way of emphasis.

The Annual Report and Accounts for the year ended 1 January 2022 will be posted to shareholders in early May 2022.

Going concern

At 1 January 2022, the Group's financing arrangements consisted of a fully drawn term loan of GBP70m, an undrawn revolving credit and overdraft facility (RCF) of GBP23.2m and finance lines to fund hire fleet capital expenditure, of which GBP12.6m had not been utilised. Both the term loan and RCF are subject to net debt leverage and interest cover covenant tests each quarter. At the financial year-end the Group had significant headroom against these covenants. Cash at 1 January 2022 was GBP42.3m.

The Directors have prepared a going concern assessment up to 29 April 2023, which confirms that the Group is capable of continuing to operate within its existing facilities and can meet its covenant tests during that period. The key assumptions on which the projections are based include an assessment of the impact of future market conditions on projected revenues and the capital investment required to support that level of revenue.

The Group's base case for the 12 months to 29 April 2023 assumes a continued recovery of revenue during 2022. The Board has considered various downside scenarios including a 'reasonable worst-case' driven by lower than forecast market growth rates, the loss of a major customer contract, increased inflationary pressures and an increase in debtor days. In addition, it assumes that continued strategic investment in technology does not deliver the expected uplift in revenue. This reasonable worst-case scenario has been modelled without mitigating actions and, despite this, the Group is forecast to maintain headroom against its working capital requirements and financial covenants within the assessment period.

Whilst the Directors consider that there is a degree of subjectivity involved in their assumptions, taking into account the adequacy of the Group's debt facilities, its ability to deploy mitigating actions where appropriate and the principal risks and uncertainties and, after making appropriate enquiries, they have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing its Consolidated Financial Statements.

2. Segment reporting

The Group's operations are segmented into the following reportable segments:

Rental and related revenue; and

Services.

Rental and related revenue comprises the rental income earned from owned tools and equipment, including powered access and power generation together with directly related revenue such as resale (fuel and other consumables), transport and other ancillary revenues.

Services comprise the Group's HSS OneCall rehire business and HSS Training. HSS OneCall provides customers with a single point of contact for the hire of products that are either not held within or available from HSS's fleet and are obtained from approved third party partners; HSS Training provides customers with specialist safety training across a wide range of products and sectors.

Contribution is defined as segment operating profit before branch and selling costs, central costs, depreciation, amortisation and exceptional items.

During the year the Group recognised GBP0.2m in grant income from participation in the Republic of Ireland's job retention scheme which had been received in 2020 and deferred. In 2020, GBP9.1m was recognised as a result of participation in the UK COVID-19 Job Retention Scheme and a similar scheme operated in the Republic of Ireland. Income has been allocated to segments based on where the underlying costs were incurred. This resulted in GBP0.1m (2020: GBP2.7m) being allocated to Rental and related contribution, GBPnil (2020: GBP0.7m) to Services contribution, GBP0.1m (2020: GBP5.2m) to branch and selling costs, GBPnil (2020: GBP0.3m) to central costs, and GBPnil (2020: GBP0.2m) to exceptional items.

In 2020, GBP0.6m of grant income related to property rates was allocated to branch and selling costs - no such grant income was received in 2021.

All segment revenue, operating profit, assets and liabilities are attributable to the principal activity of the Group being the provision of tool and equipment hire and related services in, and to customers in, the United Kingdom and the Republic of Ireland. No single customer represented more than 10% of Group revenue in the year (2020: one customer was more than 10%).

 
                                                             Year ended 1 January 2022 
--------------------------------------------------  ------------------------------------------- 
                                                        Rental 
                                                          (and 
                                                       related 
                                                      revenue)   Services    Central      Total 
                                                       GBP000s    GBP000s    GBP000s    GBP000s 
--------------------------------------------------  ----------  ---------  ---------  --------- 
 Total revenue from external customers                 191,158    112,111          -    303,269 
--------------------------------------------------  ----------  ---------  ---------  --------- 
 
 Contribution                                          132,583     16,209          -    148,792 
 
 Branch and selling costs                                                   (49,229)   (49,229) 
 Central costs                                                              (29,786)   (29,786) 
 
 Adjusted EBITDA                                                                         69,777 
 Less: Exceptional items                                                       8,039      8,039 
 Less: Depreciation and amortisation                  (22,350)      (826)   (20,119)   (43,295) 
 
 Operating profit                                                                        34,521 
 
 Net finance expenses                                                                  (28,455) 
 
 Profit before tax from continuing operations                                             6,066 
--------------------------------------------------  ----------  ---------  ---------  --------- 
 
 Income tax credit                                                                        1,239 
 
 Profit after tax from continuing operations                                              7,305 
 
 Profit on disposal of discontinued operations                                           41,242 
 Profit for the year from discontinued operations                                         5,179 
 
 Profit for the financial period                                                         53,726 
--------------------------------------------------  ----------  ---------  ---------  --------- 
 
 
                                               Year ended 1 January 2022 
-----------------------------------  --------------------------------------------- 
                                         Rental 
                                           (and 
                                        related 
                                       revenue)   Services     Central       Total 
                                        GBP000s    GBP000s     GBP000s     GBP000s 
-----------------------------------  ----------  ---------  ----------  ---------- 
 Additions to non-current assets 
 Property, plant and equipment           18,558         16       2,750      21,324 
 Right of use assets                      8,558         56       6,826      15,440 
 Intangibles                              2,928         39       1,361       4,328 
-----------------------------------  ----------  ---------  ----------  ---------- 
 
 Non-current assets net book value 
 Property, plant and equipment           44,332        129      15,476      59,937 
 Right of use assets                     20,651        384      54,945      75,980 
 Intangibles                            143,553        836       3,259     147,648 
 
 Deferred tax assets                                             2,404       2,404 
 Current assets                                                123,631     123,631 
 Current liabilities                                         (103,020)   (103,020) 
 Non-current liabilities                                     (144,679)   (144,679) 
 
                                                                           161,901 
-----------------------------------  ----------  ---------  ----------  ---------- 
 
 
                                                            Year ended 26 December 2020 
-------------------------------------------------- 
                                                                    Restated (1) 
--------------------------------------------------  ------------------------------------------- 
                                                        Rental 
                                                          (and 
                                                       related 
                                                      revenue)   Services    Central      Total 
                                                       GBP000s    GBP000s    GBP000s    GBP000s 
--------------------------------------------------  ----------  ---------  ---------  --------- 
 Total revenue from external customers from 
  continuing operations                                160,615     89,448          -    250,063 
--------------------------------------------------  ----------  ---------  ---------  --------- 
 
 Contribution                                          116,812     10,737          -    127,549 
 
 Branch and selling costs                                                   (46,202)   (46,202) 
 Central costs                                                              (21,787)   (21,787) 
 
 Adjusted EBITDA                                                                         59,560 
 Less: Exceptional items                                                    (13,016)   (13,016) 
 Less: Depreciation and amortisation                  (25,134)      (600)   (25,481)   (51,215) 
 
 Operating loss                                                                         (4,671) 
 
 Net finance expenses                                                                  (24,968) 
 
 Loss before tax from continuing operations                                            (29,639) 
 
 Income tax charge                                                                         (42) 
 
 Profit for the year from discontinued operations                                         6,100 
 
 Loss after tax and discontinued operations                                            (23,581) 
--------------------------------------------------  ----------  ---------  ---------  --------- 
 

1 The notes supporting the income statement have been restated to disclose continuing operations

 
                                              Year ended 26 December 2020 
----------------------------------- 
                                                      Restated (2) 
-----------------------------------  ----------  ---------------------  ---------- 
                                         Rental 
                                           (and 
                                        related 
                                       revenue)   Services     Central       Total 
                                        GBP000s    GBP000s     GBP000s     GBP000s 
-----------------------------------  ----------  ---------  ----------  ---------- 
 Additions to non-current assets 
 Property, plant and equipment           14,099         59       2,286      16,444 
 Right of use assets                      4,880          -       4,357       9,237 
 Intangibles                                979        861       1,477       3,317 
-----------------------------------  ----------  ---------  ----------  ---------- 
 
 Non-current assets net book value 
 Property, plant and equipment           50,429        203      17,743      68,375 
 Right of use assets                     20,576        212      62,700      83,488 
 Intangibles                            153,804      1,246       3,448     158,498 
 
 Current assets                                                176,636     176,636 
 Current liabilities                                         (107,665)   (107,665) 
 Non-current liabilities                                     (271,742)   (271,742) 
 
                                                                           107,590 
-----------------------------------  ----------  ---------  ----------  ---------- 
 

2 Leased assets transferred to right-of-use assets on adoption of IFRS16 were overstated in the prior year due to the inclusion of expired leases. These have been re-presented as owned assets. The net book value of the assets as at 26 December 2020 was GBP6.4m - there is no impact to total non-current assets.

3. Other operating income

 
                                                                   Year ended 
                                                                  26 December 
                                                    Year ended           2020 
                                                     1 January       Restated 
                                                          2022            (1) 
                                                       GBP000s        GBP000s 
-------------------------------------------------  -----------  ------------- 
 COVID-19 Government grant income: job retention 
  schemes                                                  232          9,118 
 COVID-19 Government grant income: rates grants              -            595 
 Insurance proceeds (net of fees)                        1,203          1,216 
 Sub-lease rental and service charge income                273            221 
-------------------------------------------------  -----------  ------------- 
                                                         1,708         11,150 
-------------------------------------------------  -----------  ------------- 
 

During the year, the Group recognised GBP0.2m as a result of earlier participation in the Republic of Ireland's job retention scheme. The income was received during 2020 with recognition deferred pending confirmation of eligibility. In 2020, the Group received and recognised GBP9.1m of grant income from the UK COVID-19 Job Retention Scheme and a similar scheme in the Republic of Ireland; and COVID-19 rates grants of GBP0.6m. During the year the Group also received GBP1.2m (2020: GBP1.2m) from COVID-19 business interruption insurance claims. Sub-let rental income of GBP0.3m (2020: GBP0.2m) was received on vacant properties.

1 The notes supporting the income statement have been restated to disclose continuing operations.

4. Exceptional items

Items of income or expense have been shown as exceptional either because of their size or nature or because they are outside the normal course of business. As a result, during the year ended 1 January 2022 the Group has recognised exceptional items as follows:

 
                                                                   Included 
                                                      Included     in other      Included   Year ended 
                                             in administrative    operating    in finance    1 January 
                                                      expenses       income       expense         2022 
                                                       GBP000s      GBP000s       GBP000s      GBP000s 
-----------------------------------------  -------------------  -----------  ------------  ----------- 
 Onerous property (credits)/costs                      (7,982)        (106)           223      (7,865) 
 Costs expensed on refinancing                               -            -         9,730        9,730 
 Costs relating to restructure                             556            -             -          556 
 Onerous contract                                        (257)            -           (8)        (265) 
 Capital raise and aim listing                           (250)            -             -        (250) 
 Exceptional items continuing operations               (7,933)        (106)         9,945        1,906 
 Profit arising on business divestiture 
  - discontinued operations                           (41,242)            -             -     (41,242) 
-----------------------------------------  -------------------  -----------  ------------  ----------- 
 Total                                                (49,175)        (106)         9,945     (39,336) 
-----------------------------------------  -------------------  -----------  ------------  ----------- 
 

During the year ended 26 December 2020, the Group recognised exceptional costs analysed as follows:

 
                                                                                 Restated 
                                                                                      (1) 
                                                                                 Included 
                            Included           Included             Included     in other      Included     Year ended 
                             in cost    in distribution    in administrative    operating    in finance    26 December 
                            of sales              costs             expenses       income       expense           2020 
                             GBP000s            GBP000s              GBP000s      GBP000s       GBP000s        GBP000s 
------------------------  ----------  -----------------  -------------------  -----------  ------------  ------------- 
 Onerous property costs            -                  -                7,010         (21)           373          7,362 
 Network restructure             305                 25                4,422        (150)             -          4,602 
 Onerous contract                  -                  -                  557            -             -            557 
 Capital raise and aim 
  listing                          -                  -                  868            -             -            868 
------------------------  ----------  -----------------  -------------------  -----------  ------------  ------------- 
                                 305                 25               12,857        (171)           373         13,389 
------------------------  ----------  -----------------  -------------------  -----------  ------------  ------------- 
 
   1   The notes supporting the income statement have been restated to disclose continuing operations. 

Exceptional items incurred in 2021 and 2020

Costs related to onerous properties: branch and office closures

In October 2020 the Group announced a decision to permanently close 134 stores as part of an acceleration of strategy. Since that date the Group has been working to agree exits from these and pre-existing dark stores. An exceptional credit of GBP7.9m has been recognised in 2021 (2020 an exceptional charge of GBP7.4m) was recognised. This relates mainly to the release of lease liabilities, onerous property cost and dilapidations provisions on surrender of properties following the branch closures.

Right of use (ROU) assets valuing GBP9.5m were fully impaired following the decision to close stores in October 2020. As a result, any subsequent surrender of the associated leases results in a gain on the disposal of remaining lease liability. 66 of the leases related to October 2020 restructuring were disposed of in the year resulting in a gain of GBP4.0m (2020: 60 leases surrendered and net gain of GBP4.0m). Other dark stores exited in the year resulted in a gain of GBP1.0m. The lease liability associated with the last nine dark stores is GBP1.1m.

Two closed stores were subject to lease modifications (rent reviews) during 2021. This resulted in the addition of lease liabilities and corresponding ROU assets - which were immediately impaired - generating a charge of GBP0.1m.

In 2020, COVID-19 qualifying rent concessions of GBP0.3m were recognised as an exceptional credit because they related to stores that were non-trading and previously had been considered onerous.

An interest charge (discount unwind) of GBP0.2m (2020: GBP0.4m) on dark store liabilities was recognised through exceptional finance costs.

Onerous property cost provisions for rates and utilities associated with surrendered dark stores have been released resulting in a credit of GBP3.0m (figure is net of GBP1.1m in fees paid, mainly to the Group's restructuring adviser). In 2020, onerous property costs of GBP2.1m were recognised, including GBP0.4m in advisory fees.

As part of the surrender negotiations to exit dark stores dilapidations liabilities were agreed and a net credit of GBP0.2m was recognised. In 2020, dilapidations assets totalling GBP1.2m were impaired as a result of the decision to close branches, following which settlements were agreed for certain properties resulting in a release of liability of GBP1.2m. Reassessment of remaining non-trading store liabilities resulted in a further release of GBP0.3m in 2020.

The amounts remaining for onerous contract costs and dilapidations provisions on dark stores are GBP0.2m and GBP1.1m respectively (2020: GBP4.0m and GBP3.9m respectively).

Onerous contract

The Group maintains a provision to cover the expected outflows related to its onerous contract with Unipart for the NDEC operation which ceased in late 2017 (note 15). The liability at the balance sheet date is GBP13.5m (2020: GBP17.0m). The discount rate used to calculate the present value of the provision is the 5 year UK gilt rate of 0.81% (2020: -0.05%). Application of the new discount rate at the balance sheet date resulted in a credit to the income statement of GBP0.3m (2020: debit of GBP0.6m), recognised as exceptional in line with the original provision.

Capital raise and AIM listing

In 2020 the Group successfully completed a capital raise to strengthen its balance sheet and moved its listing to AIM in January 2021. An over-accrual of legal costs of GBP0.3m was released in 2021 (fees totalling GBP0.9m had been recognised in 2020). Costs that related specifically to the capital raise were deducted from the net proceeds and included in the share premium account.

Exceptional items incurred in 2021 only

Costs expensed on refinancing

In October 2021, following the sale of All Seasons Hire Limited (see business divestitures below and note 17) the Group repaid GBP50.0m of the senior finance facility in place at that time. The early repayment resulted in a prepayment penalty of GBP1.9m. In November 2021 the Group completed a refinancing exercise. A new senior finance facility of GBP70m was agreed at a significantly reduced interest rate. The early repayment of the previous facility resulted in a prepayment penalty of GBP4.5m. Repayments of the senior finance facility led to accelerated amortisation of debt issue costs of GBP3.3m.

Costs related to restructure

Following the changes made to its operating network in Q4 2020 and the roll-out of HSS Pro in Q1 2021, the Group has commenced an exercise to legally separate the HSS Operations and Pro Service divisions into distinct entities. Fees incurred relating to the restructure of GBP0.6m have been recognised as exceptional. The restructure is expected to complete in 2022 and to cost less than GBP2m in total.

Business divestiture

To enable the Group to strengthen its balance sheet and focus on its strategic priority to Transform the Tool Hire Business, the Group made two strategic divestments during the year:

Laois Hire Limited, the Irish large plant hire business was sold to Briggs Equipment Ireland Limited (Briggs) on 7 April 2021. Proceeds of the disposal, net of transaction costs, were GBP10.0m generating a profit on disposal of GBP3.2m.

All Seasons Hire Limited, a cooling and heating provider was sold to Cross Rental Services Limited with the transaction completing on 29 September 2021. Proceeds of the disposal, net of transaction costs, were GBP54.3m generating a profit on disposal of GBP38.0m.

As part of these transactions, the Group entered into commercial agreements to cross-hire equipment to ensure the broadest possible distribution of, and customer access to, each party's existing fleet.

Exceptional items incurred in 2020 only

Network restructure (excluding onerous property items)

As a result of the decision to close branches and operate a more flexible structure, the Group incurred significant other, non-property costs. 300 colleagues were placed at risk of redundancy with the majority leaving the business on completion of consultation. GBP1.6m was recognised in this regard. Property, plant and equipment with a net book value of GBP2.0m was impaired and a further GBP0.8m disposed of. Excess resale stock valued at GBP0.3m was written off.

5. Finance expense

 
                                                                      Year ended 
                                                                     26 December 
                                                       Year ended           2020 
                                                        1 January       Restated 
                                                             2022            (1) 
                                                          GBP000s        GBP000s 
----------------------------------------------------  -----------  ------------- 
 Senior finance facility                                   12,653         16,334 
 Senior finance facility prepayment penalties (note         6,430              - 
  4) 
 Debt issue costs                                           1,896          2,398 
 Lease liabilities                                          3,950          4,950 
 Interest unwind on discounted provisions                      15            424 
 Revolving credit facility                                     58            382 
 Interest on financial instruments                              -            320 
 Bank loans and overdrafts                                    153            160 
 Accelerated amortisation of debt issue costs (note         3,300              - 
  4) 
----------------------------------------------------  -----------  ------------- 
                                                           28,455         24,968 
----------------------------------------------------  -----------  ------------- 
 

1 The notes supporting the income statement have been restated to disclose continuing operations.

6. Income tax charge

(a) Analysis of tax charge in the year

 
                                                                 Year ended 
                                                                26 December 
                                                  Year ended           2020 
                                                   1 January       Restated 
                                                        2022            (1) 
                                                     GBP000s        GBP000s 
-----------------------------------------------  -----------  ------------- 
 Current tax charge/(credit) 
 Uk corporation tax on the result for the year         1,151             78 
 Adjustments in respect of prior years                  (80)             17 
-----------------------------------------------  -----------  ------------- 
 Total current tax charge                              1,071             95 
 
 Deferred tax (credit)/charge for the year 
 Deferred tax credit for the year                    (2,319)          (592) 
 Deferred tax impact of change in tax rate             (117)             13 
 Adjustments in respect of prior years                   126            526 
-----------------------------------------------  -----------  ------------- 
 Total deferred tax credit                           (2,310)           (53) 
 
 Income tax (credit)/charge                          (1,239)             42 
-----------------------------------------------  -----------  ------------- 
 

1 The notes supporting the income statement have been restated to disclose continuing operations.

(b) Factors affecting the income tax (credit)/charge in the year

The tax assessed on the profit/(loss) for the year differs from the standard UK corporation rate of tax. The differences are explained below:

 
                                                                             Year ended 
                                                                            26 December 
                                                              Year ended           2020 
                                                               1 January       Restated 
                                                                    2022            (1) 
                                                                 GBP000s        GBP000s 
-----------------------------------------------------------  -----------  ------------- 
 Profit/(loss) before tax from continuing operations               6,066       (29,639) 
-----------------------------------------------------------  -----------  ------------- 
 
 Profit/(loss) before tax multiplied by the effective 
  standard rate of corporation tax of 19% (2020: 19%)              1,153        (5,631) 
 
 Effects of: 
 Unprovided deferred tax movements on short-term temporary 
  differences and capital allowance timing differences           (2,958)          3,003 
 Adjustments in respect of prior years                                46            543 
 Expenses not deductible for tax purposes                          2,437            858 
 Losses surrendered for no consideration                               -          1,178 
 Foreign tax suffered                                                200             78 
 Recognition of prior year tax losses                            (2,000)              - 
 Impact of change in tax rate                                      (117)             13 
-----------------------------------------------------------  -----------  ------------- 
 Income tax (credit)/charge                                      (1,239)             42 
-----------------------------------------------------------  -----------  ------------- 
 

1 The notes supporting the income statement have been restated to disclose continuing operations.

The charge of GBP2.4m (2020: GBP0.9m) arising in respect of expenses not deductible is mainly attributable to costs associated with the Group exiting property leases and removing dormant entities from the Group structure. The credit of GBP2.0m (2020: GBPnil) arises from the recognition of a deferred tax asset in respect of prior period losses. Based upon forecasts, the Group considers the recognition criteria in IAS 12 have been met. In 2020, the adjustment in respect of prior years relates to an increase in deferred tax liability due to accelerated capital allowances in earlier periods.

(c) Factors that may affect future tax charge

The standard rate of UK corporation tax will increase to 25% from 1 April 2023. The increased rate has been used to calculate the above deferred tax disclosures except where it is known the temporary differences will unwind before the new rate applies, in which case the existing rate of 19% has been used.

The Group has an unrecognised deferred tax asset relating to temporary timing differences on plant and equipment, intangible assets and provisions of GBP15.2m (2020: GBP12.8m) and relating to trading losses of GBP17.9m (2020: GBP13.3m). These potential deferred tax assets have not been recognised on the basis that it is not sufficiently certain when taxable profits that can be utilised to absorb the reversal of the temporary differences will be made.

7. Earnings per share

Basic earnings/(loss) per share:

 
                                                                                Earnings/          Earnings/ 
                                                                                   (loss)             (loss) 
                              Profit/(loss)      Profit/(loss)     Weighted     after tax          after tax 
                                  after tax          after tax      average    from total    from continuing 
                                 from total    from continuing       number    operations         operations 
                                 operations         operations    of shares     per share          per share 
                                    GBP000s            GBP000s         000s         Pence              Pence 
---------------------------  --------------  -----------------  -----------  ------------  ----------------- 
 Year ended 1 January 2022           53,726              7,305      696,821          7.71               1.05 
 Year ended 26 December 
  2020                             (23,581)           (29,681)      196,232       (12.02)            (15.13) 
---------------------------  --------------  -----------------  -----------  ------------  ----------------- 
 

Basic earnings/(loss) per share is calculated by dividing the result attributable to equity holders by the weighted average number of ordinary shares in issue for that year.

Diluted earnings/(loss) per share:

 
                                                                                              Earnings/ 
                                                                                Earnings/        (loss) 
                                                                    Diluted        (loss)         after 
                              Profit/(loss)      Profit/(loss)     weighted     after tax      tax from 
                                  after tax          after tax      average    from total    continuing 
                                 from total    from continuing       number    operations    operations 
                                 Operations         operations    of shares     per share     per share 
                                    GBP000s            GBP000s         000s         Pence         Pence 
---------------------------  --------------  -----------------  -----------  ------------  ------------ 
 Year ended 1 January 2022           53,726              7,305      714,816          7.52          1.02 
 Year ended 26 December 
  2020                             (23,581)           (29,681)      196,232       (12.02)       (15.13) 
---------------------------  --------------  -----------------  -----------  ------------  ------------ 
 

Diluted earnings/(loss) per share is calculated using the profit/(loss) for the year divided by the weighted average number of shares outstanding assuming the conversion of potentially dilutive equity derivatives outstanding, being market value options, nil-cost share options (LTIP shares), restricted stock grants, deferred bonus shares, Sharesave Scheme share options and warrants.

All of the Group's potentially dilutive equity derivative securities were dilutive for the purpose of diluted earnings per share (2020: anti-dilutive for the purpose of diluted basic loss per share).

The following is a reconciliation between the basic earnings/(loss) per share and the adjusted basic earnings/(loss) per share:

 
                                       Year ended    Year ended                         Year ended 
                                        1 January     1 January          Year ended    26 December 
                                             2022          2022         26 December           2020 
                                            pence         pence                2020          Pence 
                                            Total    Continuing               Pence     Continuing 
                                       operations    operations    Total operations     operations 
-----------------------------------  ------------  ------------  ------------------  ------------- 
 Basic earnings/(loss) per share             7.71          1.05             (12.02)        (15.13) 
 Add back: 
 Exceptional items per share 
  (1)                                      (5.64)          0.27                6.85           6.82 
 Amortisation per share (2)                  0.76          0.74                2.65           2.56 
 Tax per share                             (0.17)        (0.18)                0.01           0.02 
 Charge: 
 Tax (credit)/charge at prevailing 
  rate                                     (0.51)        (0.36)                0.48           1.09 
-----------------------------------  ------------  ------------  ------------------  ------------- 
 Adjusted basic earnings/(loss) 
  per share                                  2.15          1.52              (2.03)         (4.64) 
-----------------------------------  ------------  ------------  ------------------  ------------- 
 

1 Exceptional items per share is calculated as total exceptional items divided by the weighted average number of shares in issue through the year.

2 Amortisation per share is calculated as the amortisation charge divided by the weighted average number of shares in issue through the year.

The following is a reconciliation between the diluted earnings/(loss) per share and the adjusted diluted earnings/(loss) per share:

 
                                       Year ended    Year ended     Year ended     Year ended 
                                        1 January     1 January    26 December    26 December 
                                             2022          2022           2020           2020 
                                            Pence         Pence          Pence          Pence 
                                            Total    Continuing          Total     Continuing 
                                       operations    operations     operations     operations 
-----------------------------------  ------------  ------------  -------------  ------------- 
 Diluted earnings/(loss) per share           7.52          1.02        (12.02)        (15.13) 
 Add back: 
 Exceptional items per share (1)           (5.50)          0.27           6.85           6.82 
 Amortisation per share (2)                  0.74          0.72           2.65           2.56 
 Tax per share                             (0.16)        (0.17)           0.01           0.02 
 Charge: 
 Tax (credit)/charge at prevailing 
  rate                                     (0.49)        (0.35)           0.48           1.09 
-----------------------------------  ------------  ------------  -------------  ------------- 
 Adjusted diluted earnings/(loss)            2.11          1.49         (2.03)         (4.64) 
-----------------------------------  ------------  ------------  -------------  ------------- 
 

1 Exceptional items per share is calculated as total finance and non-finance exceptional items divided by the diluted weighted average number of shares in issue through the year.

2 Amortisation per share is calculated as the amortisation charge divided by the diluted weighted average number of shares in issue through the year.

The weighted average number of shares for the purposes of calculating the adjusted diluted earnings per share are as follows:

 
                                   Year ended           Year ended 
                                    1 January          26 December 
                                         2022                 2020 
                             Weighted average     Weighted average 
                                    number of            number of 
                                       shares               shares 
                                         000s                 000s 
-------------------------  ------------------  ------------------- 
 Basic                                696,821              196,232 
 Ltip share options                     8,296                    - 
 Restricted stock grants                8,988                    - 
 Csop options                             711                    - 
-------------------------  ------------------  ------------------- 
 Diluted                              714,816              196,232 
-------------------------  ------------------  ------------------- 
 

8. Intangible assets

 
                                                  Customer 
                                 Goodwill    relationships     Brands   Software      Total 
                                  GBP000s          GBP000s    GBP000s    GBP000s    GBP000s 
------------------------------  ---------  ---------------  ---------  ---------  --------- 
 Cost 
 At 27 December 2020              124,877           26,744     23,222     27,580    202,423 
 Additions                              -                -          -      4,328      4,328 
 Disposals                              -                -          -       (52)       (52) 
 Business disposal (note 17)      (9,018)          (1,344)      (632)          -   (10,994) 
 Foreign exchange differences         (4)                -          -          -        (4) 
------------------------------  ---------  ---------------  ---------  ---------  --------- 
 At 1 January 2022                115,855           25,400     22,590     31,856    195,701 
------------------------------  ---------  ---------------  ---------  ---------  --------- 
 
 Amortisation 
 At 27 December 2020                    -           21,348        622     21,955     43,925 
 Charge for the period                  -            2,675         84      2,551      5,310 
 Disposals                              -                -          -       (52)       (52) 
 Business disposal (note 17)            -            (722)      (408)          -    (1,130) 
------------------------------  ---------  ---------------  ---------  ---------  --------- 
 At 1 January 2022                      -           23,301        298     24,454     48,053 
------------------------------  ---------  ---------------  ---------  ---------  --------- 
 
 Net book value 
------------------------------  ---------  ---------------  ---------  ---------  --------- 
 At 1 January 2022                115,855            2,099     22,292      7,402    147,648 
------------------------------  ---------  ---------------  ---------  ---------  --------- 
 
 
                                         Customer 
                        Goodwill    relationships     Brands   Software      Total 
                         GBP000s          GBP000s    GBP000s    GBP000s    GBP000s 
---------------------  ---------  ---------------  ---------  ---------  --------- 
 Cost 
 At 29 December 2019     124,877           26,744     23,222     24,409    199,252 
 Additions                     -                -          -      3,317      3,317 
 Disposals                     -                -          -      (146)      (146) 
---------------------  ---------  ---------------  ---------  ---------  --------- 
 At 26 December 2020     124,877           26,744     23,222     27,580    202,423 
---------------------  ---------  ---------------  ---------  ---------  --------- 
 
 Amortisation 
 At 29 December 2019           -           18,694        525     19,655     38,874 
 Charge for the year           -            2,654         97      2,446      5,197 
 Disposals                     -                -          -      (146)      (146) 
---------------------  ---------  ---------------  ---------  ---------  --------- 
 At 26 December 2020           -           21,348        622     21,955     43,925 
---------------------  ---------  ---------------  ---------  ---------  --------- 
 
 Net book value 
---------------------  ---------  ---------------  ---------  ---------  --------- 
 At 26 December 2020     124,877            5,396     22,600      5,625    158,498 
---------------------  ---------  ---------------  ---------  ---------  --------- 
 

Analysis of goodwill, indefinite life brands, other brands and customer relationships by cash generating unit:

 
                                   Indefinite      Other         Customer 
                      Goodwill    life brands     Brands    relationships      Total 
                       GBP000s        GBP000s    GBP000s          GBP000s    GBP000s 
-------------------  ---------  -------------  ---------  ---------------  --------- 
 Allocated to 
 HSS core              109,802         21,900          -            1,900    133,602 
 Power generation        6,053              -        392              199      6,644 
-------------------  ---------  -------------  ---------  ---------------  --------- 
 At 1 January 2022     115,855         21,900        392            2,099    140,246 
-------------------  ---------  -------------  ---------  ---------------  --------- 
 
 
                                     Indefinite      Other         Customer 
                        Goodwill    life brands     Brands    relationships      Total 
                         GBP000s        GBP000s    GBP000s          GBP000s    GBP000s 
---------------------  ---------  -------------  ---------  ---------------  --------- 
 Allocated to 
 HSS core                111,497         21,900        236            4,397    138,030 
 Climate control           7,327              -        273              708      8,308 
 Power generation          6,053              -        191              291      6,535 
---------------------  ---------  -------------  ---------  ---------------  --------- 
 At 26 December 2020     124,877         21,900        700            5,396    152,873 
---------------------  ---------  -------------  ---------  ---------------  --------- 
 

The remaining life of intangible assets other than goodwill and indefinite life brands is between nil and 13 years (2020: nil and 14 years). For the purpose of calculating Adjusted EBITDA and Adjusted EBITA, amortisation, as disclosed on the face of the income statement, is calculated as the total of the amortisation charge for the year and the loss on disposal of intangible assets.

The Group tests property, plant and equipment, right of use assets, goodwill and brands for impairment annually and considers at each reporting date whether there are indicators that impairment may have occurred. In identifying indicators of impairment management considers current market capitalisation, asset obsolescence or closure, adverse trading performance and any other relevant wider economic or operational factors.

Following the disposal of All Seasons Hire Limited, which was the sole component of the Climate Control CGU, the Group has two cash generating units (CGUs): HSS Core and HSS Power.

The recoverable amounts of the goodwill and indefinite life brands, which are allocated to CGUs, are estimated from value in use (VIU) calculations which model pre-tax cash flows for the next five years (2020: five years) together with a terminal value using a long-term growth rate. The key assumptions underpinning the recoverable amounts of the CGUs tested for impairment are those regarding the discount rate, forecast inflation rate, forecast revenue, EBITDA and capital expenditure including cash flows required to maintain the Group's right of use assets.

The key variables applied to the VIU calculations were determined as follows:

-- Cash flows were derived based on the budget for 2022 and model of the business for the following two years (to the end of 2024).

-- Operational activity then had a long-term growth rate applied to it while capital expenditure was specifically adjusted to reflect expectations of spend in the following years giving a model of five years in total after which a terminal value was calculated. The long-term growth factor used was 2.0% for each of the CGUs (2020: 1.8%).

-- A pre-tax discount rate of 9.44% (2020: 9.16%), calculated by reference to a weighted average cost of capital (WACC) based on an industry peer group of quoted companies and including a 2.0% premium reflective of the Group's market capitalisation.

An impairment may be identified if changes to any of the factors mentioned above become significant, including under performance of the Group against forecast, negative changes in the UK tool hire market or a deterioration in the UK economy, which would cause the Directors to reconsider their assumptions and revise their cash flow projections.

Based on the VIU modelling and impairment testing, the Directors do not consider an impairment charge to be required in respect of any of the property, plant and equipment, goodwill or indefinite life brand assets carried in the balance sheet at 1 January 2022 for either of the CGUs.

The Directors carried out sensitivity analysis on various inputs to the models, including growth rates, discount rates and percentage reductions to ongoing cash flows which did not result in an impairment charge for either CGU. Given the level of headroom in VIU these calculations show, the Directors did not envisage reasonably possible changes, either individually or in combination, to the key assumptions that would be sufficient to cause an impairment charge at the balance sheet date. The Directors also noted that the market capitalisation of the group at the balance sheet date was below the consolidated net asset position - which is an indicator that an impairment may exist. On consideration of various factors including the concentrated shareholder base and recent shareholder and investor activity they concluded that an impairment was not required in this regard.

In respect of HSS Core (the more sensitive CGU) at 1 January 2022, the headroom between VIU and carrying value of the related assets was GBP156.0m (2020: GBP75.1m). The Directors' sensitivity analysis with regard to HSS Core shows that an increase in the discount rate to 15.0% (2020: 11.5%) or a reduction in the long-term growth rate to a decline of 6.2% (2020: decline of 0.7%) would eliminate the headroom shown. In addition, the Directors have assessed the combined impact of the long-term growth rate falling to zero (2020: zero) and an increase in the discount rate of 1% to 10.44% (2020: 10.16%). This shows that the headroom drops to GBP65.1m (2020: GBP53.9m) for HSS Core but that impairment is not required for either CGU.

9. Property, plant and equipment

 
                                                                      Materials 
                                                                    & equipment 
                                             Land &      Plant &       held for 
                                          buildings    machinery           hire      Total 
                                            GBP000s      GBP000s        GBP000s    GBP000s 
--------------------------------------  -----------  -----------  -------------  --------- 
 Cost 
 At 27 December 2020                         58,419       55,315        149,534    263,268 
 Transferred from right of use assets             -            -          8,742      8,742 
 Additions                                    2,011          755         18,558     21,324 
 Disposals (1)                             (22,394)     (11,193)       (16,515)   (50,102) 
 Business disposal (note 17)                  (702)      (1,683)       (26,064)   (28,449) 
 Foreign exchange differences                  (31)         (31)          (581)      (643) 
--------------------------------------  -----------  -----------  -------------  --------- 
 At 1 January 2022                           37,303       43,163        133,674    214,140 
--------------------------------------  -----------  -----------  -------------  --------- 
 
 Accumulated depreciation 
 At 27 December 2020                         45,208       50,580         99,105    194,893 
 Transferred from right of use assets             -            -          5,200      5,200 
 Charge for the year                          2,543        1,710         12,482     16,735 
 Impairment                                     264            -              -        264 
 Disposals (1)                             (22,325)     (11,171)       (13,145)   (46,641) 
 Business disposal                            (231)      (1,485)       (14,148)   (15,864) 
 Foreign exchange differences                   (6)         (56)          (322)      (384) 
 Transfers                                        -        (170)            170          - 
--------------------------------------  -----------  -----------  -------------  --------- 
 At 1 January 2022                           25,453       39,408         89,342    154,203 
--------------------------------------  -----------  -----------  -------------  --------- 
 
 Net book value 
--------------------------------------  -----------  -----------  -------------  --------- 
 At 1 January 2022                           11,850        3,755         44,332     59,937 
--------------------------------------  -----------  -----------  -------------  --------- 
 

1 Following the reduction in the Group's branch network and surrender of the majority of dark stores (note 4), an asset verification exercise has been carried out. As a result, land and buildings and property, plant and equipment assets with a gross book value of GBP19.6m, and which had previously been fully impaired, have been disposed during the year.

The results of the impairment review for property, plant and equipment are included in note 8.

 
                                                                            Materials 
                                                                          & equipment 
                                                     Land        Plant       Held for 
                                                        &            &           hire        Total 
                                                buildings    machinery       Restated     Restated 
                                                  GBP000s      GBP000s        GBP000s      GBP000s 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 Cost 
 At 29 December 2019                               73,505       61,925        179,788      315,218 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 Transferred to right of use assets at 
  29 December 2019 - as previously reported             -            -       (46,888)     (46,888) 
 Restatement (1)                                        -            -         15,906       15,906 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 Transferred to right of use assets - 
  restated                                              -            -       (30,982)     (30,982) 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 Transferred from right of use assets 
  - as previously reported                              -            -          3,144        3,144 
 Restatement (1)                                        -            -            348          348 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 Transferred from right of use assets 
  - restated                                            -            -          3,492        3,492 
 Additions                                          1,284        1,061         14,099       16,444 
 Disposals                                       (16,408)      (7,748)       (17,328)     (41,484) 
 Foreign exchange differences                          38           77            465          580 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 At 26 December 2020                               58,419       55,315        149,534      263,268 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 
 Accumulated depreciation 
 At 29 December 2019                               54,437       55,936        102,994      213,367 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 Transferred to right of use assets at 
  29 December 2019 - as previously reported             -            -       (17,576)     (17,576) 
 Restatement (1)                                        -            -          7,843        7,843 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 Transferred to right of use assets - 
  restated                                              -            -        (9,733)      (9,733) 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 Transferred from right of use assets 
  - as previously reported                              -            -          1,652        1,652 
 Restatement (1)                                        -            -            377          377 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 Transferred from right of use assets 
  - restated                                            -            -          2,029        2,029 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 Charge for the year - as previously 
  reported                                          3,516        2,139         14,518       20,173 
 Restatement (1)                                        -            -          1,683        1,683 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 Charge for the year - restated                     3,516        2,139         16,201       21,856 
 Impairment                                         1,789          227              -        2,016 
 Disposals                                       (14,536)      (7,592)       (13,004)     (35,132) 
 Foreign exchange differences                           2           40            448          490 
 Transfers                                              -        (170)            170            - 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 At 26 December 2020                               45,208       50,580         99,105      194,893 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 
 Net book value 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 At 26 December 2020                               13,211        4,735         50,429       68,375 
--------------------------------------------  -----------  -----------  -------------  ----------- 
 

1 'Transferred to right of use assets' category represents the transfer of assets held under finance lease to right of use (ROU) assets (note 10) on adoption of IFRS 16. 'Transferred from right of use assets' category represents the return of ROU assets at expiry of the lease in cases where title is transferred to the Group. Leased assets transferred to right-of-use assets on adoption of IFRS 16 were overstated in the prior year due to the inclusion of expired leases. These have been re-presented as owned assets. The net book value of the assets at transition was GBP8.1m - there is no impact to total non-current assets. The net book value of the total restatement was GBP6.4m. The restatement has no impact on the consolidated income statement and no impact on net assets in the consolidated statement of financial position.

10. Right of use assets

 
                                                               Equipment 
                                                            for internal   Equipment 
                                     Property   Vehicles             use    for hire      Total 
                                      GBP000s    GBP000s         GBP000s     GBP000s    GBP000s 
----------------------------------  ---------  ---------  --------------  ----------  --------- 
 Cost 
 At 27 december 2020                   61,253     23,681             562      21,998    107,494 
 Additions                              1,882      5,000               -       8,558     15,440 
 Re-measurements                        3,407        128            (12)           -      3,523 
 Transfers to property, plant 
  and equipment                             -          -               -     (4,462)    (4,462) 
 Disposals                            (8,755)      (859)               -       (755)   (10,369) 
 Business disposals (note 17)         (1,304)    (1,662)            (30)           -    (2,996) 
 Amount re-recognised on disposal 
  of sublease                             544          -               -           -        544 
 Foreign exchange differences           (180)        (5)               -           -      (185) 
----------------------------------  ---------  ---------  --------------  ----------  --------- 
 At 1 January 2022                     56,847     26,283             520      25,339    108,989 
----------------------------------  ---------  ---------  --------------  ----------  --------- 
 
 Accumulated depreciation 
 At 27 december 2020                   15,403      6,854             327       1,422     24,006 
 Transfers to property, plant 
  and equipment                             -          -               -       (920)      (920) 
 Charge for the period                  7,840      7,099             147       4,307     19,393 
 Impairments                              233          -               -           -        233 
 Disposals                            (7,975)      (642)               -       (121)    (8,738) 
 Business disposals (note 17)           (397)      (538)            (30)           -      (965) 
----------------------------------  ---------  ---------  --------------  ----------  --------- 
 At 1 January 2022                     15,104     12,773             444       4,688     33,009 
----------------------------------  ---------  ---------  --------------  ----------  --------- 
 
 Net book value 
----------------------------------  ---------  ---------  --------------  ----------  --------- 
 At 1 January 2022                     41,743     13,510              76      20,651     75,980 
----------------------------------  ---------  ---------  --------------  ----------  --------- 
 
 
                                                                    Equipment     Restated 
                                                                 for internal    Equipment   Restated 
                                          Property   Vehicles             use     for hire      Total 
                                           GBP000s    GBP000s         GBP000s      GBP000s    GBP000s 
---------------------------------------  ---------  ---------  --------------  -----------  --------- 
 Cost 
---------------------------------------  ---------  ---------  --------------  -----------  --------- 
 Recognised on transition date at 
  29 December 2019 - as previously 
  reported                                  58,014     21,416             789       29,312    109,531 
 Restatement (1)                                 -          -               -      (8,063)    (8,063) 
---------------------------------------  ---------  ---------  --------------  -----------  --------- 
 Recognised on transition date - 
  restated                                  58,014     21,416             789       21,249    101,468 
 Additions                                   1,317      3,040               -        4,880      9,237 
 Re-measurements                             6,931         17               -            -      6,948 
---------------------------------------  ---------  ---------  --------------  -----------  --------- 
 Transfers to property, plant and 
  equipment - as previously reported             -          -               -      (3,144)    (3,144) 
 Restatement (1)                                 -          -               -          562        562 
---------------------------------------  ---------  ---------  --------------  -----------  --------- 
 Transfers to property, plant and 
  equipment - restated                           -          -               -      (2,582)    (2,582) 
 Disposals                                 (5,164)      (814)           (227)      (1,549)    (7,754) 
 Foreign exchange differences                  155         22               -            -        177 
---------------------------------------  ---------  ---------  --------------  -----------  --------- 
 At 26 December 2020                        61,253     23,681             562       21,998    107,494 
---------------------------------------  ---------  ---------  --------------  -----------  --------- 
 
 Accumulated depreciation 
---------------------------------------  ---------  ---------  --------------  -----------  --------- 
 Transfers to property, plant and 
  equipment - as previously reported             -          -               -      (1,652)    (1,652) 
 Restatement (1)                                 -          -               -          533        533 
---------------------------------------  ---------  ---------  --------------  -----------  --------- 
 Transfers to property, plant and 
  equipment - restated                           -          -               -      (1,119)    (1,119) 
---------------------------------------  ---------  ---------  --------------  -----------  --------- 
 Charge for the period - as previously 
  reported                                  10,999      7,613             554        5,370     24,536 
 Restatement (1)                                 -          -               -      (1,683)    (1,683) 
---------------------------------------  ---------  ---------  --------------  -----------  --------- 
 Charge for the period - restated           10,999      7,613             554        3,687     22,853 
 Impairments                                 9,541          -               -            -      9,541 
 Disposals                                 (5,137)      (759)           (227)      (1,146)    (7,269) 
---------------------------------------  ---------  ---------  --------------  -----------  --------- 
 At 26 December 2020                        15,403      6,854             327        1,422     24,006 
---------------------------------------  ---------  ---------  --------------  -----------  --------- 
 
 
 Net book value 
---------------------------------------  ---------  ---------  --------------  -----------  --------- 
 At 26 December 2020                        45,850     16,827             235       20,576     83,488 
---------------------------------------  ---------  ---------  --------------  -----------  --------- 
 

1 Transfers to property, plant and equipment represents the return of ROU assets at expiry of the lease and where title is transferred to the Group. Leased assets transferred to right of use assets on adoption of IFRS16 were overstated in the prior year due to the inclusion of expired leases. These have been re-presented as owned assets. The net book value of the assets at transition was GBP8.1m - there is no impact to total non-current assets. The overall correction to net book value at 27 December 2020 is GBP6.4m. The restatement has no impact on the consolidated income statement and no impact on net assets in the consolidated statement of financial position.

Right of use (ROU) assets are depreciated over the lease term on a straight-line basis, except where the Group expects to exercise the right to take ownership of the assets at the end of the lease; in such cases the assets are depreciated over the useful life and transferred to property, plant and equipment at the end of the lease.

ROU assets are measured at cost comprising the initial measurement of lease liability, initial direct costs and restoration costs. During the year the Group recorded re-measurements of GBP3.4m (2020: GBP6.9m) on its property leases due to changes in property footprint, including lease extensions and disposals following the decision to close 134 branches in 2020 and subsequent negotiations with landlords to surrender leases. Under HSS accounting policy, locations that have not been permanently closed are deemed to be part of a wider cash generating unit (CGU) when being tested for impairment. The act of permanently closing a location has the effect of separating it from the CGU and is also a trigger for impairment. During the year rent reviews were enacted on two closed stores resulting in the recognition and immediate impairment of additional ROU assets. In 2020 the value of ROU assets impaired as a result of the decision to permanently close locations is GBP9.5m.

Disclosures relating to lease liabilities are included in note 13.

11. Trade and other receivables

 
                            Year ended 1 January 2022                          Year ended 26 December 2020 
               --------------------------------------------------  --------------------------------------------------- 
                             Provision     Provision                              Provision     Provision 
                                   for    for credit       Net of                       for    for credit       Net of 
                   Gross    impairment         notes    provision      Gross     impairment         notes    Provision 
                 GBP000s       GBP000s       GBP000s      GBP000s    GBP000s        GBP000s       GBP000s      GBP000s 
-------------  ---------  ------------  ------------  -----------  ---------  -------------  ------------  ----------- 
 Trade 
  receivables     73,873       (3,884)       (3,225)       66,764     66,434        (2,916)       (2,458)       61,060 
 Accrued 
  income           4,165          (47)             -        4,118      6,965          (107)             -        6,858 
-------------  ---------  ------------  ------------  -----------  ---------  -------------  ------------  ----------- 
 Total trade 
  receivables 
  and 
  contract 
  assets          78,038       (3,931)       (3,225)       70,882     73,399        (3,023)       (2,458)       67,918 
 Net 
  investment 
  in 
  sub-lease          961             -             -          961      1,497              -             -        1,497 
 Other 
  debtors          1,282             -             -        1,282      3,502              -             -        3,502 
 Prepayments       5,555             -             -        5,555      2,963              -             -        2,963 
-------------  ---------  ------------  ------------  -----------  ---------  -------------  ------------  ----------- 
 Total trade 
  and other 
  receivables    85,836      (3,931)       (3,225)       78,680      81,361      (3,023)        (2,458)       75,880 
-------------  ---------  ------------  ------------  -----------  ---------  -------------  ------------  ----------- 
 

The following table details the movements in the provisions for impairment of trade receivables and contract assets and credit notes:

 
                                           1 January     1 January       26 December   26 December 
                                                2022          2022              2020          2020 
                                             GBP000s       GBP000s           GBP000s       GBP000s 
                                    ----------------  ------------  ----------------  ------------ 
                                                         Provision                       Provision 
                                           Provision    for credit         Provision    For credit 
                                      For impairment         notes    For impairment         notes 
----------------------------------  ----------------  ------------  ----------------  ------------ 
 Balance at the beginning of the 
  year                                       (3,023)       (2,458)           (1,568)       (2,177) 
 Increase in provision                       (1,835)       (3,746)           (3,085)       (2,877) 
 Utilisation                                     910         2,752             1,630         2,596 
 Business disposals (note 17)                     17           227                 -             - 
----------------------------------  ----------------  ------------  ----------------  ------------ 
 Balance at the end of the period            (3,931)       (3,225)           (3,023)       (2,458) 
----------------------------------  ----------------  ------------  ----------------  ------------ 
 

The bad debt provision based on expected credit losses and applied to trade receivables and contract assets, all of which are current assets, is as follows:

 
                                                 0 to 60       61 to      1 to 2 
                                               days past    365 days       years 
 1 January 2022                     Current          due    past due    past due    Total 
---------------------------------  --------  -----------  ----------  ----------  ------- 
 Trade receivables and contract 
  assets                             44,209       22,847       9,376       1,606   78,038 
 Expected loss rate                    1.0%         2.4%       19.7%       68.7%     5.0% 
 Provision for impairment charge        435          544       1,848       1,104    3,931 
---------------------------------  --------  -----------  ----------  ----------  ------- 
 
 
                                                                61 to 
                                                 0 to 60          365      1 to 2 
                                               days past    Days past       years 
 26 December 2020                   Current          due          due    past due    Total 
---------------------------------  --------  -----------  -----------  ----------  ------- 
 Trade receivables and contract 
  assets                             61,197        5,902        4,962       1,338   73,399 
 Expected loss rate                    1.4%         4.6%        25.7%       47.5%     4.1% 
 Provision for impairment charge        839          272        1,276         636    3,023 
---------------------------------  --------  -----------  -----------  ----------  ------- 
 

Contract assets consist of accrued income.

The bad debt provision is estimated using the simplified approach to expected credit loss methodology and is based upon past default experience and the Directors' assessment of the current economic environment for each of the Group's ageing categories.

The Directors have given specific consideration to the level of uncertainty in the economy driven by the impact of COVID-19, the associated pressures on businesses facing staff and material shortages and, more latterly, increased inflation. At the balance sheet date, similar to 2020, the Group has not seen a marked increase in debt write-offs. However, as has been widely reported, there is an expectation that the situation will deteriorate as companies that continued trading only as a result of Government support fail now that the support has been withdrawn. Given these facts, the Group considers that historical losses are not a reliable predictor of future failures and has exercised judgement in increasing the expected loss rates across all categories of debt. In so doing the provision has been increased by around GBP1.2m (2020: GBP1.2m) from that which would have been required based on loss experience over the past two years. As in the prior year, historical loss rates have been increased where debtors have been identified as high risk with a reduction applied to customer debt covered by credit insurance.

The total amount expensed was GBP2.8m (2020: GBP4.1m). Unless the counter-party is in liquidation, these amounts are still subject to enforcement action.

Following a review of the Annual Report and Accounts for the year ended 26 December 2020 by the FRC's Corporate Reporting Review Team, the presentation of the income statement has been changed to separately disclose the impairment loss on trade receivables of GBP1.8m (2020: GBP3.1m) on the face of the consolidated income statement. Previously it was included within administrative expenses (which has now decreased by the corresponding amount of GBP1.8m (2020: GBP3.1m). There was no impact on profit.

In line with the requirements of IFRS 15, provisions are made for credit notes expected to be raised after year-end for income recognised during the year.

The combined provisions for bad debt and credit notes amount to 9.2% of trade receivables and contract assets at 1 January 2022 (2020: 7.5%). A 0.5% increase in the combined provision rate would give rise to an increased provision of GBP0.4m (2020: GBP0.4m).

12. Trade and other payables

 
                                          1 January   26 December 
                                               2022          2020 
                                            GBP000s       GBP000s 
---------------------------------------  ----------  ------------ 
 Current 
 Trade payables                              43,062        23,957 
 Other taxes and social security costs        5,175         5,109 
 Other creditors                              1,308         2,300 
 Accrued interest on borrowings                 271         3,442 
 Accruals                                    28,494        26,907 
 Deferred income                                394           106 
---------------------------------------  ----------  ------------ 
                                             78,704        61,821 
---------------------------------------  ----------  ------------ 
 

13. Lease liabilities

 
                      1 January   26 December 
                           2022          2020 
                        GBP000s       GBP000s 
-------------------  ----------  ------------ 
 Current 
 Lease liabilities       19,310        23,395 
-------------------  ----------  ------------ 
 
 Non-current 
 Lease liabilities       57,255        66,177 
-------------------  ----------  ------------ 
                         76,565        89,572 
-------------------  ----------  ------------ 
 

The interest rates on the Group's lease liabilities are as follows:

 
                                                           1 January   26 December 
                                                                2022          2020 
 Equipment for   Floating   %age above NatWest base rate      2.4 to   2.4 to 2.9% 
  hire                       (2020: LIBOR)                      3.3% 
 Other           Fixed                                        3.5 to   3.5 to 6.0% 
                                                                6.0% 
--------------  ---------  -----------------------------  ----------  ------------ 
 

The weighted average interest rates on the Group's lease liabilities are as follows:

 
                      1 January   26 December 
                           2022          2020 
-------------------  ----------  ------------ 
 Lease liabilities         4.8%          4.8% 
-------------------  ----------  ------------ 
 

The lease liability movements are detailed below:

 
                                                            Equipment 
                                                             for hire 
                                                         and internal 
                                  Property   Vehicles             use      Total 
                                   GBP000s    GBP000s         GBP000s    GBP000s 
-------------------------------  ---------  ---------  --------------  --------- 
 At 27 December 2020                57,181     16,861          15,530     89,572 
 Additions                           1,981      5,029           8,591     15,601 
 Re-measurements                     3,407        128            (12)      3,523 
 Discount unwind                     2,805        535               5      3,345 
 Payments (including interest)    (13,209)    (7,012)         (6,675)   (26,896) 
 Disposals                         (6,006)      (216)               -    (6,222) 
 Business disposals (note 17)      (1,063)    (1,048)               -    (2,111) 
 Foreign exchange differences        (217)       (30)               -      (247) 
-------------------------------  ---------  ---------  --------------  --------- 
 At 1 January 2022                  44,879     14,247          17,439     76,565 
-------------------------------  ---------  ---------  --------------  --------- 
 
 
                                                            Equipment 
                                                             for hire 
                                                         and internal 
                                  Property   Vehicles             use      Total 
                                   GBP000s    GBP000s         GBP000s    GBP000s 
-------------------------------  ---------  ---------  --------------  --------- 
 Recognised on transition           60,609     21,331          17,369     99,309 
 Additions                           1,301      3,040           4,896      9,237 
 Re-measurements                     6,931         17               -      6,948 
 Discount unwind                     3,622        661             779      5,062 
 Payments (including interest)    (10,241)    (8,213)         (7,514)   (25,968) 
 Covid-19 rental concessions         (996)          -               -      (996) 
 Disposals                         (4,012)          -               -    (4,012) 
 Foreign exchange differences         (33)         25               -        (8) 
-------------------------------  ---------  ---------  --------------  --------- 
 At 26 December 2020                57,181     16,861          15,530     89,572 
-------------------------------  ---------  ---------  --------------  --------- 
 

The Group's leases have the following maturity profile:

 
                               1 January   26 December 
                                    2022          2020 
                                 GBP000s       GBP000s 
----------------------------  ----------  ------------ 
 Less than one year               23,015        27,452 
 Two to five years                48,755        55,544 
 More than five years             19,354        23,483 
----------------------------  ----------  ------------ 
                                  91,124       106,479 
 
 Less interest cash flows: 
 Lease liabilities              (14,559)      (16,907) 
----------------------------  ----------  ------------ 
 Total principal cash flows       76,565        89,572 
----------------------------  ----------  ------------ 
 

The maturity profile, excluding interest cash flows, of the Group's leases is as follows:

 
                         1 January   26 December 
                              2022          2020 
                           GBP000s       GBP000s 
----------------------  ----------  ------------ 
 Less than one year         19,310        23,395 
 Two to five years          41,417        47,030 
 More than five years       15,838        19,147 
----------------------  ----------  ------------ 
                            76,565        89,572 
----------------------  ----------  ------------ 
 

14. Borrowings

 
                              1 January   26 December 
                                   2022          2020 
                                GBP000s       GBP000s 
---------------------------  ----------  ------------ 
 Current 
---------------------------  ----------  ------------ 
 Senior finance facility              -        15,000 
---------------------------  ----------  ------------ 
 
 Non-current 
---------------------------  ----------  ------------ 
 Senior finance facility         68,166       161,899 
 Revolving credit facility            -        17,200 
---------------------------  ----------  ------------ 
                                 68,166       179,099 
---------------------------  ----------  ------------ 
 

The Senior finance facility is stated net of transaction fees of GBP1.8m (2020: GBP5.0m) which are being amortised over the loan period.

The nominal value of the Group's loans at each reporting date is as follows:

 
                              1 January   26 December 
                                   2022          2020 
                                GBP000s       GBP000s 
---------------------------  ----------  ------------ 
 Senior finance facility         70,000       181,982 
 Revolving credit facility            -        17,200 
---------------------------  ----------  ------------ 
                                 70,000       199,182 
---------------------------  ----------  ------------ 
 

On 9 November 2021, the Group refinanced, replacing the existing Senior finance facility and Revolving credit facility (RCF). The new finance facility consists of a Senior finance facility of GBP70.0m and a Revolving credit facility (RCF) of GBP25.0m both of which expire on 9 November 2025 with an option to extend for a further 12 months.

The Senior finance facility and RCF are secured over the assets of a Group company, Hampshire BidCo Limited and Hero Acquisitions Limited, and all of its subsidiaries. These subsidiaries comprise all of the trading activities of the Group. The overall GBP25.0m RCF includes a GBP6.0m overdraft facility and a GBP1.8m guarantee arrangement to secure the Group's card-acquiring services provided by a third party.

The Group had undrawn committed borrowing facilities of GBP35.8m at 1 January 2022 (2020: GBP20.7m), including GBP12.6m of finance lines to fund hire fleet capital expenditure not yet utilised. Including net cash balances, the Group had access to GBP78.1m of combined liquidity from available cash and undrawn committed borrowing facilities at 1 January 2022 (2020: GBP118.3m).

The interest rates on the Group's borrowings are as follows:

 
                                                            1 January   26 December 
                                                                 2022          2020 
------------------  ----------  -------------------------  ----------  ------------ 
 Senior finance                  %age above SONIA (2020: 
  facility           Floating     LIBOR)                         3.0%          8.0% 
 Revolving credit    Floating    %age above SONIA (2020:         3.0%   2.5 to 3.0% 
  facility                        LIBOR) 
------------------  ----------  -------------------------  ----------  ------------ 
 

The weighted average interest rates on the Group's borrowings are as follows:

 
               1 January   26 December 
                    2022          2020 
------------  ----------  ------------ 
 Borrowings         3.0%          9.8% 
------------  ----------  ------------ 
 

Amounts under the RCF are typically drawn for a one- to three-month borrowing period, with the interest set for each borrowing period based upon SONIA (2020: LIBOR) and a fixed margin.

The Group's borrowings have the following maturity profile:

 
                               Borrowings     Borrowings 
                                1 January    26 December 
                                     2022           2020 
                                  GBP000s        GBP000s 
----------------------------  -----------  ------------- 
 Less than one year                 2,235         30,581 
 Two to five years                 76,498        208,725 
----------------------------  -----------  ------------- 
                                   78,733        239,306 
 
 Less interest cash flows: 
 Senior finance facility          (8,733)       (38,822) 
 Revolving credit facility              -        (1,302) 
----------------------------  -----------  ------------- 
 Total principal cash flows        70,000        199,182 
----------------------------  -----------  ------------- 
 

15. Provisions

 
                                        Onerous 
                                       Property                      Onerous 
                                          costs   Dilapidations    contracts      Total 
                                        GBP000s         GBP000s      GBP000s    GBP000s 
-----------------------------------  ----------  --------------  -----------  --------- 
 At 27 December 2020                      3,959          12,677       17,018     33,654 
 Additions                                   86           1,471            -      1,557 
 Utilised during the period               (212)         (2,538)      (3,290)    (6,040) 
 Unwind of provision                        (1)              24          (8)         15 
 Impact of change in discount rate         (31)           (457)        (257)      (745) 
 Releases                               (3,615)           (643)            -    (4,258) 
 Business disposals (note 17)                 -           (361)            -      (361) 
 Foreign exchange                             -               1            -          1 
-----------------------------------  ----------  --------------  -----------  --------- 
 At 1 January 2022                          186          10,174       13,463     23,823 
-----------------------------------  ----------  --------------  -----------  --------- 
 
 Of which: 
 Current                                     70           1,453        3,190      4,713 
 Non-current                                116           8,721       10,273     19,110 
-----------------------------------  ----------  --------------  -----------  --------- 
                                            186          10,174       13,463     23,823 
-----------------------------------  ----------  --------------  -----------  --------- 
 
 
                                        Onerous 
                                       Property                      Onerous 
                                          costs   Dilapidations    contracts      Total 
                                        GBP000s         GBP000s      GBP000s    GBP000s 
-----------------------------------  ----------  --------------  -----------  --------- 
 At 29 December 2019                      4,833          16,209       19,573     40,615 
 Adoption of IFRS 16                    (2,222)               -            -    (2,222) 
 Additions                                5,326           1,452            -      6,778 
 Utilised during the period               (601)         (2,726)      (3,330)    (6,657) 
 Unwind of provision                          7             204          218        429 
 Impact of change in discount rate           88             747          557      1,392 
 Releases                               (3,472)         (3,226)            -    (6,698) 
 Foreign exchange                             -              17            -         17 
-----------------------------------  ----------  --------------  -----------  --------- 
 At 26 December 2020                      3,959          12,677       17,018     33,654 
-----------------------------------  ----------  --------------  -----------  --------- 
 
 Of which: 
 Current                                  1,328           2,823        3,297      7,448 
 Non-current                              2,631           9,854       13,721     26,206 
-----------------------------------  ----------  --------------  -----------  --------- 
                                          3,959          12,677       17,018     33,654 
-----------------------------------  ----------  --------------  -----------  --------- 
 

Onerous property costs

The provision for onerous property costs represents the current value of contractual liabilities for future rates payments and other unavoidable costs (excluding lease costs) on leasehold properties the Group no longer uses. The additions of GBP0.1m (2020: GBP5.3m) and the release of the provision of GBP3.6m (2020: GBP3.5m) have been treated as exceptional and are included in the property cost credit of GBP3.0m (2020: GBP2.1m) (note 4). The releases are the result of early surrenders being agreed with landlords - the associated liabilities are generally limited to the date of surrender but provided to the date of the first exercisable break clause to align with recognition of associated lease liabilities.

On adoption of IFRS 16, the Company took the practical expedient available to rely on its assessment of whether a lease was onerous by applying IAS 37 Provisions, Contingent Liabilities and Contingent Assets immediately before the date of initial application, reducing the carrying value of its right of use asset on implementation. This resulted in the elimination of onerous property costs of GBP2.2m and a corresponding impairment of the right of use asset on transition date.

The liabilities, assessed on a property-by-property basis, are expected to arise over a period of up to five years (2020: nine years) with the weighted average age of the onerous property costs being 3.30 years (2020: 3.76 years). The onerous property cost provision has been discounted at a rate of 0.81% (2020: inflated at 0.1%). Sensitivity analysis has not been conducted due to the immaterial nature of the remaining provision.

Dilapidations

The timing and amounts of future cash flows related to lease dilapidations are subject to uncertainty. The provision recognised is based on management's experience and understanding of the commercial retail property market and third party surveyors' reports commissioned for specific properties in order to best estimate the future outflow of funds, requiring the exercise of judgement applied to existing facts and circumstances, which can be subject to change. The estimates used by management in the calculation of the provision take into consideration the location, size and age of the properties. The weighted average dilapidations provision at 01 January 2022 was GBP7.53 per square foot (psf) (2020: GBP6.65 psf). The increase is the result of a 5% uplift on the rates used for estimates to reflect market conditions and the changing profile of the estate given the large number of properties surrendered in the year. Estimates for future dilapidations costs are regularly reviewed as and when new information is available. Given the large portfolio of properties, the Directors do not believe it is useful or practical to provide sensitivities on a range of reasonably possible outcomes on a site by site basis. Instead, consideration is given to the impact of a sizeable shift in the average rate. A GBP1.00 psf increase in the dilapidations provision would lead to an increase in the provision at 01 January 2022 of GBP1.5m (2020: GBP0.50 psf lead to an increase of GBP0.7m).

The dilapidations provisions have been discounted depending on the remaining lease term and the rate is based on the 5 or 10 year UK gilt yields of 0.81% and 0.97% respectively (2020: ten-year UK gilt yields 0.25%). A 1% increase in both the discount rates at 01 January 2022 would decrease the dilapidations provision by GBP0.6m (2020: GBP0.7m). The inflation rate applied in the calculation of the dilapidations provision was 3.0% (2020: 1.8%). The Directors have noted the significant pressure on inflation towards the end of 2021 and especially in 2022, however most longer-range forecasts still see inflation returning to 2%. Applying an inflation rate of 5% would result in the provision increasing by GBP1.3m.

The aggregate movement in additions, releases and change in discount rate of GBP0.4m has generated GBP0.8m of asset additions and a credit of GBP0.4m to exceptionals (note 4).

Onerous contract

The onerous contract represents amounts payable in respect of the agreement reached in 2017 between the Group and Unipart to terminate the contract to operate the NDEC. Under the terms of that agreement, at 1 January 2022 GBP13.5m is payable over the period to 2026 (2020: GBP17.0m) and GBP3.3m has been paid during the year (2020: GBP3.3m). The provision has been restated to present value by applying a discount rate of 0.81% (2020: inflation rate of 0.1%). A 1% increase in the discount rate at 1 January 2022 would decrease the provision by GBP0.3m (2020: a 1% increase in the inflation rate would increase the provision by GBP0.5m).

16. Share Capital and Capital raise

The number of shares in issue and the related share capital and share premium are as follows.

 
                             Ordinary   Ordinary      Share 
                               shares     shares    premium 
                               Number    GBP000s    GBP000s 
-----------------------  ------------  ---------  --------- 
 At 27 December 2020      696,477,654      6,965     45,580 
 2020 share issue cost              -          -       (28) 
 Shares issued              8,510,300         85          - 
-----------------------  ------------  ---------  --------- 
 At 1 January 2022        704,987,954      7,050     45,552 
-----------------------  ------------  ---------  --------- 
 

Warrants issued in 2018 have been exercised during the year ended 1 January 2022.

 
                           Ordinary   Ordinary      Share 
                             shares     shares    premium 
                             Number    GBP000s    GBP000s 
---------------------  ------------  ---------  --------- 
 At 29 December 2019    170,207,142      1,702          - 
 Shares issued          526,270,512      5,263     45,580 
---------------------  ------------  ---------  --------- 
 At 26 December 2020    696,477,654      6,965     45,580 
---------------------  ------------  ---------  --------- 
 

On 8 December 2020 the Group completed a capital raise from existing and new shareholders resulting in gross proceeds of GBP52.6m. 526,270,512 ordinary shares of 1p each were issued for 10p each.

 
                              Year ended 
                             26 December 
                                    2020 
                                  GBP000 
-------------------------  ------------- 
 Gross proceeds                   52,627 
 Cost of share issue (1)         (1,784) 
-------------------------  ------------- 
 Net proceeds                     50,843 
-------------------------  ------------- 
 
 Accounted for as: 
 Share capital                     5,263 
 Share premium                    45,580 
-------------------------  ------------- 
                                  50,843 
-------------------------  ------------- 
 

1 GBP1,492,000 of the GBP1,784,000 costs had not been paid as at 26 December 2020.

17. Business disposals

To enable the Group to strengthen its balance sheet and focus on its strategic priority to Transform the Tool Hire Business, the Group made two strategic divestments during the year ended 1 January 2022:

Laois Hire Limited

Laois Hire Limited, the Irish large plant hire business was sold to Briggs Equipment Ireland Limited on 7 April 2021. Proceeds of the disposal, net of transaction costs were GBP10.0m generating a profit on disposal of GBP3.2m.

All Seasons Hire Limited

All Seasons Hire Limited, a cooling and heating provider was sold to Cross Rental Services Limited with the transaction completing on 29 September 2021. Proceeds of the disposal, net of transaction costs were GBP54.3m generating a profit on disposal of GBP38.0m.

As part of these transactions, the Group entered into commercial agreements to cross-hire equipment to ensure the broadest possible distribution of, and customer access to, each party's existing fleet.

The table below shows the assets and liabilities disposed of:

 
                                                        Laois     All seasons 
                                                 hire limited    Hire limited      Total 
                                                      GBP000s         GBP000s    GBP000s 
---------------------------------------------  --------------  --------------  --------- 
 Description of assets and liabilities 
 Intangible assets (including goodwill)                 1,691           8,173      9,864 
 Property, plant and equipment                          5,200           7,385     12,585 
 Rou assets                                               686           1,345      2,031 
 Current assets (excluding cash)                        2,509           1,400      3,909 
 Cash                                                     504           1,035      1,539 
 Debt - leases                                          (714)         (1,397)    (2,111) 
 Current liabilities, excluding debt                  (2,545)         (1,296)    (3,841) 
 Deferred tax liabilities                                   -           (218)      (218) 
 Provisions                                             (212)           (149)      (361) 
 Foreign exchange reserves                               (49)               -       (49) 
---------------------------------------------  --------------  --------------  --------- 
 Net assets disposed of                                 7,070          16,278     23,348 
 
 Proceeds of disposal less transaction costs            9,982          54,325     64,307 
 Profit on asset sale                                     283               -        283 
---------------------------------------------  --------------  --------------  --------- 
 Total profit from disposal                             3,195          38,047     41,242 
---------------------------------------------  --------------  --------------  --------- 
 

The table below shows the result of discontinued operations:

 
                                                        1 January   26 December 
                                                             2022          2020 
                                                          GBP000s       GBP000s 
-----------------------------------------------------  ----------  ------------ 
 Result of discontinued operations 
 Revenue                                                    8,405        19,870 
 Expenses other than finance costs, amortisation and 
  depreciation                                            (1,100)      (10,128) 
 Amortisation                                               (135)         (175) 
 Depreciation                                             (1,836)       (3,397) 
 Finance costs                                               (72)          (97) 
 Taxation                                                    (83)            27 
-----------------------------------------------------  ----------  ------------ 
 Profit from discontinued operations, net of tax            5,179         6,100 
 Profit on disposal of discontinued operations             41,242             - 
-----------------------------------------------------  ----------  ------------ 
 Profit for the period                                     46,421         6,100 
-----------------------------------------------------  ----------  ------------ 
 

The revenue relating to Laois Hire Limited is GBP3.0m (2020: GBP12.8m) with a loss after tax of GBP0.2m (2020: profit after tax of GBP0.2m). The revenue relating to All Seasons Hire Limited is GBP5.4m (2020: GBP7.1m) with a profit after tax of GBP5.4m (2020: GBP5.9m).

The following table shows a summary of the cashflows relating to discontinued operations:

 
                                           1 January   26 December 
                                                2022          2020 
                                             GBP000s       GBP000s 
----------------------------------------  ----------  ------------ 
 Operating cash (outflow)/inflow               (644)         2,195 
 Cash outflow from investing activities         (15)         (177) 
 Cash outflow from financing activities        (397)         (689) 
 

18. Post balance sheet events

War in Ukraine

Following the balance sheet date, the tragic eruption of conflict in Ukraine has occurred. The war has had a significant impact on macroeconomic factors and a high degree of uncertainty persists. The Group does not have operations or direct dependencies in Russia or Ukraine but is exposed to the impact of inflation and supply chain disruption.

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END

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April 28, 2022 02:02 ET (06:02 GMT)

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