VICTORIA : Preliminary Results for the year ended 1 April 2017

Preliminary Results

Released : 25 Jul 2017

RNS Number : 9499L Victoria PLC

25 July 2017

25 July 2017

('Victoria', the 'Company', or the 'Group')

Victoria PLC (LSE: VCP) the international designers, manufacturers and distributors of innovative floorcoverings, is pleased to announce its preliminary results for the year ended 1 April 2017.

Year ended

2 April

2016

Growth

Revenue £330.4m £255.2m +29%

Underlying EBITDA1 £45.7m £32.3m +41%

Underlying operating profit1 £33.7m £21.9m +54%

Operating profit £26.6m £17.7m +50%

Underlying profit before tax1 £29.4m £18.2m +61%

Profit before tax £18.8m £9.3m +102%

Net debt £89.6m £61.1m +47%

Net debt / EBITDA2 1.63x 1.85x Earnings per share3:

• Basic adjusted1 25.25p 16.88p +50%

  ‐ Basic 13.84p 7.22p +92%

  • 2017 was another record year for Victoria as the Group's financial strength continued to grow and strategic objectives were met

  • The Group achieved a record underlying EBITDA margin of 13.8%, a c.120 basis point increase year‐on‐year, its fifth consecutive year of improved margins

  • Growth driven by Victoria's exceptional management team, which has been strengthened by the appointment of Philippe Hamers as CEO

  • Strong cash generation continues with £23.7m of underlying free cash flow4 during 2017, which equates to over 100% of underlying profit after tax

  • Net debt at £89.6m was comfortably less than two times annualised underlying EBITDA

  • Four earnings‐accretive acquisitions completed during the year, bringing new products and geographies to the Group. All acquisitions are fully integrated and trading well

  • Ongoing reorganisation of UK manufacturing footprint and logistics structure, both expected to deliver further efficiency gains

1. Underlying performance is stated before the impact of exceptional items and amortisation of acquired intangibles within operating profit. Underlying profit before tax and adjusted EPS are also stated before non‐underlying items within finance costs (comprising mark‐to‐market adjustments, BGF redemption premium charge, deferred consideration fair value adjustments, and exchange rate differences on foreign currency loans)

2. As measured in line with our bank facility covenants

3. EPS does not include discontinued operations in the prior year, and has been restated (including the prior year) for the 5:1 share split, which became effective on 12 September 2016. Further details set out in Note 4

4. Underlying free cash flow represents cash flow after tax but before financing activities and exceptional items

   Geoff Wilding, Executive Chairman of Victoria PLC commented:

   "2017 was another good year for Victoria and we look to the future with confidence. We further increased our operating margins, completed four earnings‐accretive acquisitions, which are performing well, and we strengthened our management team even more with the key appointment of Philippe Hamers as CEO.

   "There is a huge opportunity for Victoria to expand within the UK and overseas, via both acquisitions and organic growth. However, we remain focussed on increasing earnings per share and generating free cash flow and will not pursue growth for growth's sake alone.

   "2018 will be another positive year for Victoria as we have widened our market exposure, both geographically and by product range and our recent internal reorganisation will provide further revenue and margin growth. Although we have already more than doubled EBITDA/Revenue margins over the last four years, the Board feels that we can drive our expanded business even further. This will all be supported by further acquisitions ‐ for which, shareholders can be confident, we will not overpay."

   For more information contact: Victoria PLC

   Geoff Wilding, Chairman

   Philippe Hamers, Chief Executive Michael Scott, Group Finance Director

   +44 (0) 15 6274 9300

   Cantor Fitzgerald Europe

   Rick Thompson, Phil Davies, Michael Reynolds (Corporate Finance) Mark Westcott, Caspar Shand‐Kydd (Sales)

   +44 (0) 20 7894 7000

   Finncap (joint broker)

   Matt Goode, Carl Holmes (Corporate Finance) Tim Redfern (Corporate Broking)

   Berenberg (joint broker)

   Ben Wright, Mark Whitmore, Amritha Murali (Corporate Broking)

   +44 (0) 20 7600 1658

   +44 (0) 20 3207 7800

   Buchanan Communications

   Charles Ryland, Victoria Hayns, Madeline Seacombe

   +44 (0) 20 7466 5000

   Victoria PLC Chairman's Statement

   2017 was another record year for Victoria PLC as earnings and the Group's financial strength continued to grow:

   • Revenues increased by 29.5% (24.8% in constant currency terms) from £255.2m to £330.4m;

   • Underlying operating profit increased from £21.9m to £33.7m;

   • Underlying profit before tax substantially increased from £18.2m to £29.4m;

   • After exceptional items, the Group achieved reported profit before tax of £18.8m, compared with £9.3m in the prior year;

   • The Group delivered a record underlying EBITDA margin of 13.8%, a c.120 basis point increase year‐on‐year;

   • Net debt at the year‐end was £89.6m, comfortably less than two times annualised EBITDA.

Operational synergies have continued to drive growth in operating margins and improved like‐for‐like performance across the Group. Victoria is now in its fifth year of consistently increasing EBITDA/Revenue margins and we are confident there are further significant improvements to be achieved from our manufacturing capabilities and logistics, which I discuss in more detail later in this statement. However, the benefits of the Group's strategy to achieve scale through acquisitions is clear, with 2017 adjusted earnings per share up by 49.6%.

I have previously stated how much we as a company focus on cash generation. Therefore, I thought it might be useful for shareholders to understand a little more about how this plays out in practice.

Four years ago, Victoria had net debt of £7.5m. Since then we have paid dividends of £21.3m as well as paid a total of £134.7m for nine acquisitions (net of £43.0m of net proceeds from the issue of share capital in September 2015). Yet our net debt remains at £89.6m. The core of the £74m difference has been cash generated.

Statistics aside, there are two incredibly valuable assets that are not tangible but are key to the Group's successful performance:

First and foremost, Victoria's wider management team ‐ Shareholders will, I'm sure, be reassured to learn we avoid hiring pure MBA‐types (excepting, possibly, to make tea) and the depth of our management's industry experience and product knowledge, their motivation, enthusiasm, and desire to win, and their overall management skill is second to none. I have absolutely no doubt that we have the best management team in the industry, with most having a significant portion of their net worth invested in Victoria. Shareholders can look forward to Victoria continuing to outperform the sector.

Secondly, Victoria's relationship with its customers ‐ The thousands of flooring retailers we supply across the UK, Europe, and Australasia. Some of these relationships are multi‐generational and the strength and depth of these relationships represent a significant competitive advantage, whilst providing opportunities for an expanded product offering.

Philippe Hamers joined Victoria as Group Chief Executive in March 2017. Shareholders who have experience of these things will appreciate how difficult it is to attract someone of Philippe's calibre and I was absolutely delighted when he accepted our offer to join Victoria. His 25 years' experience in the flooring industry including, most recently, heading Europe's largest carpet manufacturing operation at Balta Group, has given him extensive experience in running very large, multi‐site, multi‐national, manufacturing and sales organisations.

Since joining, Philippe has focussed on reorganising our businesses to deliver further operational synergies and drive further margin improvement and revenue growth. The beneficial impact of his actions will be increasingly evident in the 2018 financial year and beyond.

We have continued to be acquisitive during the period under review, completing four earnings‐accretive acquisitions in the UK, Australia, and Europe

• Ezi Floor ‐ Most consumer carpet sales include underlay, which delivers a more luxurious feel to the carpet and extends its life. Due to the potential for distribution synergies, Victoria acquired the widely‐reputed underlay manufacturer, Interfloor in September 2015. The cross‐selling opportunities and procurement improvements as a result of the Group's scale significantly improved the earnings of Interfloor. Therefore, in October 2016 we acquired Ezi Floor, the well‐known and highly efficient Yorkshire‐based, underlay manufacturer to further increase our exposure to this growing market.
• Dunlop ‐ Following on from the success of the Interfloor and Ezi Floor acquisitions we began searching for underlay manufacturing opportunities to complement our Australian operations. Dunlop Flooring was a subsidiary of a large Australian underwear and clothing manufacturer that had recently been acquired by US clothing company, Hanes Brands. The board of Hanes brands agreed with us that there were no immediately obvious synergies between underwear and underlay and accepted our offer for the business in December 2016.
• GrassInc and Avalon BV ‐ Travelling around our retailers I noticed more and more were selling artificial grass. Not artificial grass for use in sports fields, but rather a very realistic, high quality product used in small urban gardens and terraces to replicate the look and feel of genuine turf. Retailers explained it was a fast growing and profitable product category. I was not happy to discover we were missing out on a "fast growing" opportunity and even less happy to find this demand was being met by our direct competitors, who were manufacturing the artificial grass on the same machinery, using exactly the same technique as carpet (the only difference being the use of green grass‐like fibre rather than coloured carpet fibre). Following a search for a suitable artificial turf manufacturer we identified GrassInc and Avalon BV in the Netherlands which could quickly propel us into this space. At the time of acquisition in February 2017, whilst these businesses were successfully selling their product throughout Europe they had no real presence in the UK. Since then, distribution has been quickly improved by utilising our existing UK business channels and shareholders can expect a positive contribution from these artificial grass manufacturers in the 2018 financial year.

  Due to timing of the completion dates for the last of these acquisitions being late in the financial year, together with their integration costs, they had little impact on our FY17 net result. However, shareholders can be confident that profits from these businesses will make a meaningful contribution towards our growth in the current financial year.

  Post period end events

  Longer term shareholders will recall we consolidated our manufacturing footprint in Australia onto fewer sites during 2014. That move has proven to be a great success ‐ delivering lower manufacturing costs and improved service to our customers.

  In June 2017, following Philippe Hamers' recommendations to the Board, we decided to reorganise our UK production and logistics due to rapid growth and continued significant demand for our products, to drive further incremental margin uplift by improving production efficiency and customer service.

  Production

• This reorganisation of the manufacturing capability involves the transfer of manufacturing operations in Kidderminster to the Group's two other UK carpet production facilities. This will optimise asset utilisation and will positively impact manufacturing efficiency to provide significant ‐ and much needed ‐ additional capacity without material capex.

• The Kidderminster site will continue to operate with head office, product development, and new Group warehousing and showroom functions.

  Logistics

• A key attraction for retailers in dealing with the Group is the speed and convenience of our deliveries. We provide a good delivery service (albeit there is room for improvement) but the cost of doing so is high. Since November 2016 we have been working with specialist consultants, reviewing our UK logistics network in order to improve margins for the Group and enhance service levels for customers. These objectives will be achieved with the reorganisation and include immediately relocating the current Midlands distribution centre, which has become too small for purpose, into the Group's Kidderminster site. This action will provide significantly increased capacity.

• Further gains will be made from opening a Southern distribution centre to the North West of London by late 2018, servicing all of the Group's brands, and a further new distribution centre, in the North of England.

In 2006 legendary investor Warren Buffet acquired one of the world's largest flooring manufacturers, Shaw Industries. Why? In two words: cash flow. Well run flooring manufacturers generate significant cash ‐ even when growing ‐ due to attractive supplier terms, quality debtors, long life expectancy of key plant, low technological change and other factors.

To confirm this view, Victoria's underlying pre‐tax operating cash flow this year was £43.6 million and net free cash flow (i.e. after interest, tax, capex, asset disposals) was £23.7 million.

As a result, it is the Board's expectation that in the medium‐term Victoria will be capable of paying an attractive dividend. However, in the short‐term, we remain firmly of the view that the most wealth will be created for shareholders by deploying the free cash‐flow generated by Group businesses towards paying down debt quickly and acquiring other high quality, earnings‐ accretive flooring manufacturers.

Therefore, as in previous years, we have resolved not to pay a final dividend for FY17.

I suspect few shareholders truly appreciate just how big our market opportunity in the UK and overseas is. The size of the flooring sector in the regions in which Victoria operates is enormous. At the risk of stating the obvious, every building has at least one floor. As a result, there is around 1,500 million sqm of flooring sold each year in Europe, 300 million sqm sold in the UK, and 100 million sqm sold in Australasia. Victoria sells circa 30 million sqm of flooring (excluding the 60 million sqm of underlay), in total, across all three markets. The point I am emphasising is this: there is enormous scope for growth ‐ both organically through increasing our market share and expanding our product offering, and, of course, by way of acquisition.

To date, we have focussed on acquiring carpet manufacturers. Five years ago, it was clear there was considerable opportunity to deliver solid, margin‐enhancing synergies if we could achieve scale/size. Had we randomly acquired different types of flooring businesses, we would never have achieved the required scale and our margins would have languished. However, we now have genuine scale in terms of carpet manufacturing and, while this does not preclude further carpet acquisitions, we are now very determined to grow our existing successful hard flooring business. These companies will (as per the criteria set out in my Interim Results 2017 statement) all be successful, earnings‐accretive acquisitions in their own right, but will also give us the opportunity to leverage our very large distribution network (we sell to literally thousands of retailers in the UK, Europe, and Australasia).

To ensure we have the management in place for this growth, and in addition to Philippe Hamers joining us as Chief Executive, we recently made a director level appointment in Jan Debrouwere as our Director of Business Development ‐ Hard Flooring. Jan has extensive expertise developed over 28 years in manufacturing, selling and marketing of all kinds of hard flooring including, for the last four years, heading the successful turnaround of Beaulieu International Group's (BIG) worldwide hard flooring business, a multi‐product, multi‐national division with a turnover of

€500m, overseeing multiple production sites and sales teams in Russia, USA and Europe. We are very, very serious about growing our market share in the hard flooring market.

However, apart from acquisition‐led growth, we continue to have considerable opportunity to grow margins and earnings within our existing businesses. Shareholders have seen EBITDA/Revenue margins more than double over the last four years but more upside remains through improving the efficiency of our logistics operation, procurement, and production rationalisation. Each 1% increase in our EBITDA margin increases net profits more than 12.5%.

Although 2017 was a record year for Victoria, shareholders can be assured we remain just as miserly with expenses (we are acutely aware that every penny saved falls directly to the bottom line) and just as focussed on maximising sales ‐ we strive to leave no revenue opportunity on the table for one of our competitors. We are positive about the next 12 months ‐ and beyond:

• Our dependency on any one market continues to reduce with more than 30% of the group's earnings now coming from outside the UK. This trend is expected to increase further in 2018.

• We have a strong sales culture; irrespective of title, everyone is a sales person.

• Our reorganisation lowers costs while increasing cost variability, thereby giving us greater resilience in variable economic conditions.

• We have done a large amount of prospecting work ‐ primarily in Europe ‐ and are confident of securing some high‐quality, earnings‐accretive acquisitions. I look forward with confidence to another successful year.

Victoria PLC is a leading designer, manufacturer and distributor of innovative flooring products. The Group is headquartered in the UK, with operations across the UK, Europe and Australia employing over 1,800 people across 20 sites.

The Group develops and manufactures a wide range of wool and synthetic broadloom carpets, flooring underlay, LVT (luxury vinyl tile) and hardwood flooring products, artificial grass, carpet tiles and flooring accessories.

A review of the performance of the business is provided within the Financial Review.

Victoria's business model is underpinned by five integrated pillars:

1. Superior customer offering

   Offering a range of leading quality and complementary flooring products across a number of different brands, styles and price points, focused on the mid‐to‐upper end of the market, as well as providing market‐leading customer service.

2. Sales driven

   Highly motivated, independent and appropriately incentivised sales teams across each brand and product range, ensuring delivery of a premium service and driving profitable growth.

3. Flexible cost base

   Multiple production sites with the flexibility, capacity and cost structure to vary production levels as appropriate, in order to maintain a low level of operational gearing and maximise overall efficiency.

4. Focused investment

   Appropriate investment to ensure long‐term quality and sustainability, whilst maintaining a focus on cost of capital and return on investment.

5. Entrepreneurial leadership

A flat structure with a team of fourteen senior managers running the daily business, with income statement 'ownership' and linked incentivisation, and who work closely with the PLC Board to plan and implement the short and medium‐term strategy.

The Group's successful strategy in creating wealth for its shareholders has not changed and continues to be to deliver profitable and sustainable growth, both from acquisitions and organic drivers.

In terms of acquisitions, the Group continues to seek and monitor good opportunities in key target markets that will complement the overall commercial offering and help to drive further improvement in our KPIs. Funding of acquisitions is primarily sought from debt finance to maintain an efficient capital structure, insofar as a comfortable level of facility and covenant headroom can be achieved.

Organic growth is fundamentally driven by the five pillars of the business model highlighted above. In addition, the Group continues to seek and deliver synergies and transfer best operating practice between acquired businesses, both in terms of commercial upside, and cost and efficiency benefits to drive like‐for‐like margin improvement.

The KPIs monitored by the Board and the Group's performance against these are set out in the table below.

Year ended 2 April 2016

Revenue 330.4 255.2

Revenue growth at constant

currency 24.8% 84.1%

Underlying return on operating

assets1 19.9% 16.6%

EPS (basic, adjusted)2 25.25p 16.88p

1. Underlying return on operating assets = underlying operating profit (earnings before interest, taxation and non‐underlying items) for the year / (year‐end total equity + net debt)

2. EPS is shown on an underlying basis, and does not include discontinued operations in the prior year. The figures (including that for the prior year) have been restated for the 5:1 share split, which became effective on 12 September 2016

3. As measured in line with our bank facility covenants

The Group has delivered significant improvements in its KPIs during the year. In particular, the Group's underlying operating margin has improved by 160 basis points resulting from the ongoing programme to deliver integration synergies and efficiency gains, including in relation to purchasing, manufacturing and logistics.

Further commentary on these KPIs is provided in the Financial Review.

The Board and senior management team of Victoria identifies and monitors principal risks and uncertainties on an ongoing basis. These include:

Competition ‐ the Group operates in mature and highly competitive markets, resulting in pressure on pricing and margins. Management regularly review competitor activity to devise strategies to protect the Group's position as far as possible.

Economic conditions ‐ the operating and financial performance of the Group is influenced by economic conditions within the geographic areas within which it operates, in particular the UK, Australia and the Eurozone. Currently, a key uncertainty around the UK and Eurozone economic outlook is driven by the forthcoming exit of the UK from the European Union ('Brexit'). The risk of Brexit for the Group is mitigated by the UK & Europe Division not being heavily reliant on imports or exports, and the Australia Division being operationally entirely independent. The Group remains focused on driving efficiency improvements, cost reductions and ongoing product development to adapt to the current market conditions.

Key input prices ‐ material adverse changes in certain raw material prices, in particular wool and synthetic polymer or yarn, could affect the Group's profitability. A proportion of these costs are denominated in US Dollars and Euros which gives rise to foreign exchange risk, which is currently impacted in the UK by the uncertainty in medium‐to‐long term exchange rates against Sterling in light of Brexit. Key input prices are closely monitored and the Group has a sufficiently broad base of suppliers to remove arbitrage risk, as well as being of such a scale that it is able to benefit from certain economies arising from this. Furthermore, whilst there is some foreign exchange risk beyond the short‐term hedging arrangements that are put in place, the vast majority of the

Group's cost base remains in domestic currency (Sterling and Australian Dollars for the two Divisions, respectively) and in the UK this could ultimately result in a competitive advantage versus companies exporting to the UK from Continental Europe.

Acquisitions ‐ acquisition‐led growth is a key part of the Group's ongoing strategy, and risks exist around the future performance of any potential acquisitions, unforeseen liabilities, or difficulty in integrating into the wider Group. The Board carefully reviews all potential acquisitions and, before completing, carries out appropriate due diligence to mitigate the financial, tax, operational, legal and regulatory risks. Risks are further mitigated through the retention and appropriate incentivisation of acquisition targets' senior management. Where appropriate the consideration is structured to include deferred and contingent elements which are dependent on financial performance for a number of years following completion of the acquisition.

Other operational risks ‐ in common with many businesses, sustainability of the Group's performance is subject to a number of operational risks, including major incidents that may interrupt planned production, and the recruitment and retention of key employees. These risks are monitored by the Board and senior management team and appropriate mitigating actions taken.

Victoria PLC is committed to being an equal opportunities employer and is focused on hiring and developing talented people.

The health and safety of our employees, and other individuals impacted by our business, is taken very seriously and is reviewed by the Board on an ongoing basis. A Company statement regarding the Modern Slavery Act 2015 is available on the Company's website at www.victoriaplc.com.

As a manufacturing and distribution business, there is a risk that some of the Group's activities could have an adverse impact on the local environment. Policies are in place to mitigate these risks, and all of the businesses within the Group are committed to full compliance with all relevant health and safety and environmental regulations.

On behalf of the Board

The year to 1 April 2017 has been another very successful one for the Group, both commercially and financially. The financial results clearly demonstrate the ongoing delivery of our growth strategy, in terms of acquisitions as well as organic development and delivery of synergies.

The Group announced four acquisitions during the year, forming part of our continuing commercial objective to extend the product offering of the Group. Both Ezi Floor, based in the UK, and Dunlop Flooring, based in Australia, are flooring underlay businesses, the former acquired in September and the latter in January. Dunlop Flooring also designs and distributes a range of LVT (luxury vinyl tile) and hardwood flooring. Thereafter, in February, we announced the acquisition of two artificial grass businesses, GrassInc and Avalon B.V, both based in the Netherlands.

All of these acquisitions have been successfully integrated. GrassInc and Avalon B.V. have been incorporated into the newly titled 'UK & Europe' Division alongside the existing UK businesses.

Separately, the Group has continued with the delivery of its synergy and operational efficiency improvement plans, both in terms of manufacturing processes and logistics. This has contributed towards in a further significant improvement in operating margin since FY16, as outlined below.

Group revenue from continuing operations increased by 29.5% during the year from £255.2m to £330.4m, primarily driven by acquisitions. This comprised 22.8% annual growth in the UK & Europe Division, 30.5% annual growth in the Australia Division on a constant currency basis, plus a translational benefit driven by the strengthening of the Australian dollar against Sterling.

Year ended 2 April

2016

UK & Europe 241.7 196.9

Australia 88.7 58.3

Reported 29.5%

Constant currency1 24.8%

Gross profit

margin 33.2% 33.3%

Overall gross margin for the Group was 33.2%, consistent with the prior year. This was impacted by a mixture of ongoing operational improvements and acquisition mix effects between different product categories.

The Group's underlying operating margin has seen a further significant improvement in the year, rising from 8.6% to 10.2%. This c. 160 basis point increase has been driven in part by the ongoing delivery of cost synergies as well as operational efficiency improvements.

On 26 June 2017, the Group announced a reorganisation of its manufacturing and logistics operations. Whilst these plans will continue to be implemented over the coming months, they are based on a detailed review and planning process that was initiated during the year, with some operational improvements and consolidation benefits already being delivered.

Reported operating profit (earnings before interest and taxation) increased during the year from £17.7m to £26.6m.

After removing non‐underlying and exceptional items, underlying operating profit of £33.7m was delivered in the year. This represented a 54% increase over the prior year, and comprised 44% annual growth in the UK & Europe Division and 66% annual growth in the Australia Division, plus a small decrease in central expenses.

UK &

Europe Australia

Central expenses Total

Reported

operating profit 21.8 6.9 (2.1) 26.6 15.0 4.3 (1.5) 17.7

Add back: non‐

underlying items 4.4 1.3 1.3 7.0 3.2 0.7 0.3 4.2

Underlying

operating profit 26.2 8.2 (0.8) 33.7 18.2 5.0 (1.2) 21.9

Underlying

operating margin 10.8% 9.3% ‐ 10.2% 9.2% 8.5% ‐ 8.6%

Reported profit

before tax 18.89.3

Underlying profit

before tax 29.4 18.2