J D Wetherspoon plc

INTERIM REPORT 2024

Wetherspoon owns and operates pubs throughout the UK and Ireland. The company aims to provide customers with good-quality food and drinks, served by well-trained and friendly staff, at reasonable prices.

The pubs are individually designed, and the company aims to maintain them in excellent condition.

SECTION 1
1	Chairman's statement
7	Appendix 1
8	Appendix 2
9	Appendix 3
10	Appendix 4
11	Appendix 5
13	Income statement
13	Statement of comprehensive income
14	Cash flow statement
15	Balance sheet
16	Statement of changes in equity
17	Notes to the financial statements
28	Statement of Directors' responsibilities
SECTION 2
---	---
29	Independent auditors' report
30	Glossary

Financial calendar

Year end
28 July 2024

Preliminary announcement for 2024
October 2024

Annual report for 2024
October 2024

Annual general meeting
21 November 2024

View this report online:
jdwetherspoon.com/investors-home

CHAIRMAN'S STATEMENT

SECTION 1

Background

The recovery from the effects of the pandemic continued in the period under review.

In the first full post-lockdown financial year (FY22), like-for-like (LFL) sales declined by 4.7% compared to the pre-pandemic FY19.

In the second post-lockdown year (FY23), LFL sales increased by 7.4%, compared to FY19 - and in the half year under review, LFL sales increased to 15.3% compared to the same period in FY19.

In the last decade, there has been a reduction in the number of trading Wetherspoon pubs, which peaked at 955 in December 2015. Some leasehold pubs have been surrendered to landlords at the end of the lease or by negotiation, and other pubs have been sold to third parties. At the end of the period under review, the company traded from 814 pubs.

In spite of a reduction in the overall number of pubs, sales have continued to increase - total sales are now about one third higher than in 2015, when the number of pubs peaked, and sales per pub have increased by about 50% since then.

Since 2010, the company has invested £448m in acquiring the freehold "reversions" of pubs where it was previously the tenant.

71% of pubs are now freehold, an increase from 41% in 2010.

Our best estimate is that the company has potential for about 1,000 pubs in the UK.

Examples of recent pub openings include the Captain Flinders near Euston Station, London; the Stargazer, The O2, Greenwich; The Star Light, Heathrow Airport and the Scribbling Mill, White Rose Shopping Centre, Leeds.

In addition, there is potential to expand existing successful pubs, by adding gardens or, for example, by expanding the existing customer area into adjacent buildings.

Examples of the substantial expansion of existing pubs include the Prince of Wales, Cardiff; the Sir John Moore, Glasgow; the Standing Order, Derby; the Five Swans, Newcastle; the Six Chimneys, Wakefield; Wetherspoons, Victoria Station, London; the Red Lion, Skegness and the Windmill, Stansted Airport.

As previously indicated, the company is also increasing investment in new staff rooms, changing rooms, glass racks above bars (to cater for increased usage of brewers' "branded glasses") and air conditioning.

In summary, the company has recovered steadily from the pandemic, with current sales at record levels, and plans to increase sales in the next decade by investing in the areas outlined above.

Trading summary

Total sales for the first half of FY24 were £991.0 million, an increase of 8.2%, compared to the first half of FY23.

Like-for-like sales, compared to FY23, increased by 9.9%. Like-for-like bar sales increased by 11.6%, food sales by 7.6%, slot/fruit machine sales by 10.5% and hotel rooms by 2.8%.

Like-for-like (LFL) sales were stronger than total sales due to a small number of pub disposals and lease terminations.

The operating profit, before separately disclosed items, was £67.7 million (2023: £37.4 million). The operating margin, before separately disclosed items, was 6.8% (2023: 4.1%).

The profit before tax and separately disclosed items was £36.0 million (2023: £4.6 million), including property gains of £0.1 million (2023: £0.5 million).

In the period, the company sold five pubs, terminated the lease of five pubs and sublet three pubs. This gave rise to a cash inflow of £3.8 million.

There was a loss on disposal of £5.9 million, recognised in the income statement, relating to these pubs.

The company opened two pubs; The Star Light at Heathrow Airport and the Captain Flinders, close to Euston Station in London.

The first Wetherspoon franchise pub opened at Hull University in January 2022. The second opened at Newcastle University in September 2023. The third opened at Haven Primrose Valley Holiday Park, Filey, North Yorkshire in March 2024.

Earnings per share before separately disclosed items, were 20.3p (2023: 1.0p).

Total capital investment was £57.2 million (2023: £47.8 million). £10.5 million was invested in new pubs and pub extensions (2023: £10.7 million), £34.6 million in existing pubs and IT (2023: £27.1 million) and £12.1 million in freehold reversions of properties where Wetherspoon was the tenant (2023: £10.0 million).

Separately disclosed items

Overall, there was a pre-tax 'separately disclosed loss' of £9.8 million (2023: £52.3 million).

There was a £4.1 million depreciation credit in relation to previously impaired fixed assets. The company had, in previous financial years, continued to depreciate pubs at the level which applied before the impairments. This credit corrects the 'over-depreciation'.

There was also:
- a £0.6 million charge relating to the fair value movement of interest rate swaps.
- a £1.6 million credit relating to overcharged interest in respect of IFRS-16 leases.
- a £5.9 million charge, reflecting the loss on disposal referred to above.
- a £9.3 million property impairment charge, in respect of pubs which were deemed unlikely to generate sufficient cash flows, in the future, to support their carrying value.

J D WETHERSPOON PLC

INTERIM REPORT AND FINANCIAL STATEMENTS

CHAIRMAN'S STATEMENT

SECTION 1

The tax effect on separately disclosed items is a credit of £3.7 million (2023: debit of £16.8 million).

The net book value of the company's assets in the balance sheet is £1.38 billion, which is approximately seven times the company's EBITDA (pre IFRS-16), in the last 12 months, of £198 million.

Free cash flow

There was a free cash outflow of £6.1 million in the period (2023: £166.0 million inflow). The main reason for the outflow is that 'trade and other payables', the amount that the company owed to suppliers and other third parties, such as HMRC, were £329 million at the end of FY23, reducing to £281 million at the end of the period under review.

Free cash flow benefitted from proceeds of approximately £14.8 million from a sale of interest rate swaps (please see the 'Financing' section below).

Free cash flow was calculated after capital payments of £34.6 million for existing pubs (2023: £27.1 million), £6.6 million for share purchases for employees (2023: £7.5 million) and payments of tax and interest.

Balance sheet

Debt levels, excluding IFRS-16 lease debt, were £694.2 million at the period end (30 July 2023: £641.9 million). As indicated in the 'Free cash flow' section above, there was a reduction in trade and other payables of £48 million between the last year end and the end of the period under review, which contributed to the increase in borrowings.

On an IFRS-16 basis, which includes notional debt from leases, debt increased from £1.06 billion to £1.11 billion in the first half of FY24.

Debt levels, excluding IFRS-16 lease debt, have decreased from £804.5 million to £694.2 million since January 2020, just before the first lockdown. On an IFRS-16 basis, debt decreased from £1.45 billion to £1.11 billion.

Dividends and return of capital

The board has not recommended the payment of an interim dividend (2023: £0).

During the period, 4,497,959 shares (3.5% of the share capital) were purchased by the company for cancellation, at a cost of £34.1m, including stamp duty and fees, representing an average cost per share of 779p.

Financing

The company has total available finance facilities of £963 million.

On 22 August 2023, the company disposed of all interest rate swaps in place, receiving £14.8 million to do so. At the same time, the company took out a new interest-rate swap of £200 million from 23 August 2023 through to 6 February 2025 at a rate of 5.665%. On 25 September 2023, the company took out a further interest-rate swap of £400 million from 6 February 2025 to 6 February 2028 at a rate of 4.225%.

The total cost of the company's debt, in the period under review, including the banks' margin was 7.03%.

Taxation

The total tax charge for the period was £11.1 million in respect of profits before separately disclosed items (2023: £3.3 million).

The total tax charge comprises two parts. The first part is the actual current tax (the 'cash' tax) which this year is £0.1 million (2023: £0.9 million).

The second part is deferred tax (the 'accounting' tax), which is tax payable in future periods, that must be recognised in the current period for accounting purposes. The accounting tax charge for the period is £11.1 million (2023: £2.4 million).

Scottish Business Rates

In appendix 1 below, we explain how business rates for Scottish pubs, theoretically based on property values, have, by a strange process of legal reasoning, become a de facto sales tax, based on the sales performance of the occupier. As the famous baseball coach, Yogi Berra (pictured right) said: "In theory there is no difference between theory and practice - in practice, there is."

VAT equality

Wetherspoon, along with many in the hospitality industry, has been a strong advocate of tax equality between the off-trade, which consists mainly of supermarkets, and the on-trade, consisting mainly of pubs, clubs and restaurants.

Pubs, clubs and restaurants pay 20% VAT in respect of food sales but supermarkets pay nothing. Supermarkets also pay far less business rates per pint or meal than pubs.

It does not make economic sense for the tax system to favour mainly out-of-town supermarkets over mainly high-street pubs. This imbalance is a major factor in town centre and high street dereliction.

Our more detailed arguments on this point, from our last annual report, can be found in appendix 2 below.

INTERIM REPORT AND FINANCIAL STATEMENTS

J D WETHERSPOON PLC

CHAIRMAN'S STATEMENT

SECTION 1

How pubs contribute to the economy

Wetherspoon and other pub and restaurant companies have always generated far more in taxes than are earned in profit.

In the six months ended 28 January 2024, the company generated taxes of £383.1 million.

The table below shows the £5.8 billion of tax revenue generated by the company, its staff and customers in the last nine and a half years. Each pub, on average, generated £6.6 million in tax during that period. The tax generated by the company, during this period, equates to approximately 28 times the company's profits after tax.

	2024 H1	2023	2022	2021	2020	2019	2018	2017	2016	2015	TOTAL 2015 to 2024 H1
	£m	£m	£m	£m	£m	£m	£m	£m	£m	£m	£m
VAT	193.0	372.3	287.7	93.8	244.3	357.9	332.8	323.4	311.7	294.4	2,811.3
Alcohol duty	80.9	166.1	158.6	70.6	124.2	174.4	175.9	167.2	164.4	161.4	1,443.7
PAYE and NIC	65.8	124.0	141.9	101.5	106.6	121.4	109.2	96.2	95.1	84.8	1,046.5
Business rates	20.2	49.9	50.3	1.5	39.5	57.3	55.6	53.0	50.2	48.7	426.2
Corporation tax	6.6	12.2	1.5	-	21.5	19.9	26.1	20.7	19.9	15.3	143.7
Corporation tax credit (historic capital allowances)	-	-	-	-	-	-	-	-	-	-2.0	-2.0
Fruit/slot Machine duty	8.1	15.7	12.8	4.3	9.0	11.6	10.5	10.5	11.0	11.2	104.7
Climate change levies	4.2	11.1	9.7	7.9	10.0	9.6	9.2	9.7	8.7	6.4	86.5
Stamp duty	0.4	0.9	2.7	1.8	4.9	3.7	1.2	5.1	2.6	1.8	25.1
Sugar tax	1.4	3.1	2.9	1.3	2.0	2.9	0.8	-	-	-	14.4
Fuel duty	1.0	1.9	1.9	1.1	1.7	2.2	2.1	2.1	2.1	2.9	19.0
Apprenticeship levy	1.2	2.5	2.2	1.9	1.2	1.3	1.7	0.6	-	-	12.6
Carbon tax	-	-	-	-	-	1.9	3.0	3.4	3.6	3.7	15.6
Premise licence and TV licences	0.3	0.5	0.5	0.5	1.1	0.8	0.7	0.8	0.8	1.6	7.6
Landfill tax	-	-	-	-	-	-	1.7	2.5	2.2	2.2	8.6
Furlough tax	-	-	-4.4	-213.0	-124.1	-	-	-	-	-	-341.5
Eat out to help out	-	-	-	-23.2	-	-	-	-	-	-	-23.2
Local government grants	-	-	-1.4	-11.1	-	-	-	-	-	-	-12.5
TOTAL TAX	383.1	760.2	666.9	38.9	441.9	764.9	730.5	695.2	672.3	632.4	£5.8bn
TAX PER PUB (£m)	0.47	0.92	0.78	0.05	0.51	0.87	0.83	0.78	0.73	0.66	£6.6m
TAX AS % OF NET SALES	38.7%	39.5%	38.3%	5.0%	35.0%	42.1%	43.1%	41.9%	42.1%	41.8%	38.6%
PROFIT/(LOSS) AFTER TAX	24.9	33.8	-24.9	-146.5	-38.5	79.6	83.6	76.9	56.9	57.5	203.3

Note - this table is prepared on a cash basis. IFRS-16 from FY20 onwards

J D WETHERSPOON PLC

INTERIM REPORT AND FINANCIAL STATEMENTS

CHAIRMAN'S STATEMENT

SECTION 1

Corporate governance

Wetherspoon has been a strong critic of the composition of the boards of UK-quoted companies.

Directors of UK PLCs have, on average, relatively little experience of the companies they govern, due to the "nine-year rule", which limits their tenure, combined with the fact that most directors are part-time, and have never worked for the company in question, on a full-time basis.

In addition, those responsible for overseeing governance, among institutional shareholders, are often responsible for several hundred companies each, making genuine board engagement impossible, and thereby necessitating a "tick-box" approach, which is the antithesis of good governance.

The combination of arbitrary rules, the preponderance of part-time directors and overloaded institutional governance departments means that bureaucracy and virtue-signalling, rather than innovation and efficacy, dominate most UK PLC boardrooms.

In appendix 3 below, further details are provided on this issue from our last annual report.

Further progress

The company has always tried to improve as many areas of the business as possible, on a continuing basis.

In the period Wetherspoon awarded £21.2 million in respect of bonuses and free shares to employees, of which 99.0% was paid to staff below board level and 89.6% was paid to staff working in our pubs.

Tenure continued to improve. The average length of service of a pub manager is now 14.6 years, and of a kitchen manager is 10.7 years.

Wetherspoon has been recognised by the Top Employers Institute as a Top Employer United Kingdom 2024. It is the 19th time that Wetherspoon has been certified by the Top Employers' Institute.

The company has an extensive training programme for its employees, including 'kitchen of excellence' training, as well as cellar, dispense and coffee academy training.

Wetherspoon has recently been included in the Financial Times 'FT - Statista Leaders 2024' report, which highlights Europe's leading companies in diversity and inclusion.

The company's UK nominated charity is Young Lives vs Cancer (previously CLIC Sargent). It supports children and young people with cancer. Since our partnership began in 2002, Wetherspoon has raised over £23 million for the charity, thanks to the generosity of our customers and employees.

In January 2024, the company was awarded the highest rating by the Sustainable Restaurant Association – the world's largest accreditation scheme for pubs and restaurants, see appendix 5 below.

Wetherspoon came first in the 'Out to Lunch' league table, compiled by the Soil Association, when last awarded, in 2019 and 2021. Restaurants and pubs are judged and scored on a range of criteria: family friendliness, healthy options, food quality, value, sustainability and ingredients' provenance.

Wetherspoon is seeking to extend the appeal of its menu. For example, 36% of the dishes on the menu that is available in the majority of pubs are vegetarian, 10% are vegan and 21% are under 500 calories.

Cod and haddock are sourced from fisheries which have been certified to the MSC's (Marine Stewardship Council) standards for well-managed and sustainable fisheries.

We are introducing a new chip scuttle to our kitchens, which helps to keep chips hot, while also reducing the risk of fire, and reducing energy consumption by around 10%.

We have introduced a food oil monitoring device to improve oil quality checks, which should reduce oil consumption and improve food quality.

Guinness have a 'Quality Accreditation Programme'. Independent assessors review 17 aspects of quality. All Wetherspoon pubs have received accreditation.

Since 2008, Wetherspoon has invited brewers from overseas to feature their ales in its real-ale festivals. To date, these brewers have contributed 234 ales, from 147 breweries in 29 countries. In addition, the company works with over 250 UK brewers, mostly small or "micro" brewers.

Since 1999, Wetherspoon has worked with independent real-ale quality assessor Cask Marque to gauge the quality of ale being served in its pubs. Cask Marque carries out an 11-point audit covering stock rotation, beer line cleanliness, equipment maintenance, glasswashing cleanliness and hygiene. A star rating is awarded from 1 to 5, with a target or 4 to 5 stars for all pubs. Cask Marque state that 66% of pubs achieve 4 or 5 stars. 99% of Wetherspoon pubs have achieved 4 or 5 stars.

INTERIM REPORT AND FINANCIAL STATEMENTS

J D WETHERSPOON PLC

CHAIRMAN'S STATEMENT

SECTION 1

Sustainability, recycling and the environment

Wherever possible, Wetherspoon separates waste into eight streams: glass; tins/cans; cooking oil; paper/cardboard; plastic; lightbulbs; food waste and general waste.

9,911 tonnes of recyclable waste were processed last year at our national recycling centre. In addition, food waste is sent for 'anaerobic digestion' and used cooking oil is converted to biodiesel for agricultural use.

Smart meters are installed in the majority of pubs to facilitate energy consumption reporting.

According to ISTA, a leading company providing energy services, Wetherspoon has reduced greenhouse gas emissions by 60% over the last 10 years, after adjusting for sales growth. During that time, the company has also contributed £107m in climate change levies and carbon taxes.

The company has 'Cleaner Power Certification' from its electricity supplier, Total Gas & Power Ltd, that states that "the electricity supplied by Total Gas & Power Ltd for the supply period of 01/10/22 to 30/09/24 will be 100% generated from renewable schemes as accredited by OFGEM".

Bonuses and free shares

As indicated above, Wetherspoon has, for many years (see table below), operated a bonus and share scheme for all employees. Before the pandemic, these awards increased, as earnings increased for shareholders.

Financial year	Bonus and free shares £m	Profit/(loss) after tax^{1} £m	Bonus and free shares as % of profits
2007	19	47	41%
2008	16	36	45%
2009	21	45	45%
2010	23	51	44%
2011	23	52	43%
2012	24	57	42%
2013	29	65	44%
2014	29	59	50%
2015	31	57	53%
2016	33	57	58%
2017	44	77	57%
2018	43	84	51%
2019	46	80	58%
2020	33	(39)	-
2021	23	(146)	-
2022	30	(25)	-
2023	36	34	106%
2024 H1	21	25	84%
Total	524	616	55%^{2}

1(IFRS-16 was implemented in the year ending 26 July 2020 (FY20). From this period all profit numbers in the above table are on a Post-IFRS-16 basis. Prior to this date all profit numbers are on a Pre-IFRS-16 basis.
2 Excludes 2020, 2021 and 2022.

Length of service

The table below provides details of the improved retention levels of pub and kitchen managers, key areas for any pub company, in the last decade.

Financial year	Average pub manager length of service (Years)	Average kitchen manager length of service (Years)
2014	10.0	6.1
2015	10.1	6.1
2016	11.0	7.1
2017	11.1	8.0
2018	12.0	8.1
2019	12.2	8.1
2020	12.9	9.1
2021	13.6	9.6
2022	13.9	10.4
2023	14.3	10.6
2024	14.6	10.7

Food hygiene ratings

Wetherspoon has always emphasised the importance of hygiene standards.

We now have 744 pubs rated on the Food Standards Agency's website (see table below). The average score is 4.99, with 99.1% of the pubs achieving a top rating of five stars. We believe this to be the highest average rating for any substantial pub company.

In the separate Scottish scheme, which records either a 'pass' or a 'fail', all of our 57 pubs have passed.

Financial Year	Total pubs scored	Average rating	Pubs with highest rating %
2014	824	4.91	92.0
2015	858	4.93	94.1
2016	836	4.89	91.7
2017	818	4.89	91.8
2018	807	4.97	97.3
2019	799	4.97	97.4
2020	781	4.96	97.0
2021	787	4.97	98.4
2022	775	4.98	98.6
2023	753	4.99	99.2
2024	744	4.99	98.7

J D WETHERSPOON PLC

INTERIM REPORT AND FINANCIAL STATEMENTS

CHAIRMAN'S STATEMENT

SECTION 1

Property litigation

Some years ago, Wetherspoon took successful legal action for fraud against its own property advisors Van de Berg, who were found, by the court, to have diverted freehold properties to third parties, leaving Wetherspoon with an inferior leasehold interest. Following the Van de Berg case, Wetherspoon instigated further legal actions against a number of individuals and companies who had freehold properties introduced to them by Van de Berg. Liability was denied by all. The cases were contested and settled out of court. Details can be found in appendix 4 below.

Press corrections

In the febrile atmosphere of the first UK lockdown, a number of harmful inaccuracies were published in the press. A large number of corrections and apologies were received, as a result of legal representations by Wetherspoon.

In order to try to set the record straight, a special edition of Wetherspoon News was published, which includes details of the apologies and corrections. It can be found on the company's website:

(https://www.jdwetherspoon.com/~/media/files/pdf-documents/wetherspoon-news/does-truth-matter_.pdf).

Pubwatch

As Wetherspoon has previously highlighted, Pubwatch is a forum which has improved wider town and city environments, by bringing together pubs, local authorities and the police, in a concerted way, to encourage good behaviour and to reduce antisocial activity.

Wetherspoon pubs are members of 541 schemes country wide, with 5 new schemes and 2 less schemes due to disposals.

The company also helps to fund National Pubwatch, founded in 1997 by just two licensees and a police office. This is the umbrella organisation which helps to set up, co-ordinate and support local schemes.

It is our experience that in some towns and cities, where the authorities have struggled to control antisocial behaviour, the setting up of a Pubwatch has been instrumental in improving safety and security - of not only licensed premises, but also the town and city in general, as well as assisting the police in bringing down crime.

Conversely, we have found, in several towns, including some towns on the outskirts of London, that the absence of an effective Pubwatch scheme results in higher incidents of crime, disorder and antisocial behaviour.

In our view, Pubwatch is integral to making towns and cities a safe environment for everyone.

Current trading and outlook

As indicated above, sales continue to improve. In the last 7 weeks, to 17 March 2024, like-for-like sales increased by 5.8%.

The company continues to be concerned about the possibility of further lockdowns and about the efficacy of the government enquiry into the pandemic, which will not be concluded for several years.

In contrast, the World Health Organisation (WHO) reported on its findings in 2022.

Professor Francois Balloux, director of the UCL Genetics Institute, writing in The Guardian, and Professor Robert Dingwall, of Trent University, writing in the Telegraph, provide useful synopses of the WHO report:

(see pages 54-56 of Wetherspoon News https://www.jdwetherspoon.com/~/media/files/pdf-documents/wetherspoon-news/wetherspoon-news-autumn-2022.pdf)

The conclusion of Professor Balloux, broadly echoed by Professor Dingwall, based on an analysis by the World Health Organisation of the pandemic, is that Sweden (which did not lock down), had a Covid-19 fatality rate "of about half the UK's" and that "the worst performer, by some margin, is Peru, despite enforcing the harshest, longest lockdown."

Professor Balloux concludes that "the strength of mitigation measures does not seem to be a particularly strong indicator of excess deaths."

The company currently anticipates a reasonable outcome for the financial year, subject to our future sales performance.

Tim Martin

Chairman

21 March 2024

INTERIM REPORT AND FINANCIAL STATEMENTS

J D WETHERSPOON PLC

APPENDIX 1 Extract from Wetherspoon FY23 Annual report, Chairman's Statement

Business rates transmogrified to a sales tax

Business rates are supposed to be based on the value of the building, rather than the level of trade of the tenant. This should mean that the rateable value per square foot is approximately the same for comparable pubs in similar locations. However, as a result of the valuation approach adopted by the government "Assessor" in Scotland, Wetherspoon often pays far higher rates per square foot than its competitors.

This is highlighted (in the tables below) by assessments for the Omni Centre, a modern leisure complex in central Edinburgh, where Wetherspoon has been assessed at more than double the rate per square foot of the average of its competitors, and for The Centre in Livingston (West Lothian), a modern shopping centre, where a similar anomaly applies.

As a result of applying valuation practice from another era, which assumed that pubs charged approximately the same prices, the raison d'etre of the rating system – that rates are based on property values, not the tenant's trade – has been undermined.

Similar issues are evident in Galashiels, Arbroath, Anniesland – and, indeed, at most Wetherspoon pubs in Scotland. In effect, the application of the rating system in Scotland discriminates against businesses like Wetherspoon, which have lower prices, and encourages businesses to charge higher prices. As a result, consumers are likely to pay higher prices, which cannot be the intent of rating legislation.

Omni Centre, Edinburgh
Occupier Name	Rateable Value (RV)	Customer Area (ft2)	Rates per square foot
Playfair (JDW)	£218,750	2,756	£79.37
Unit 9 (vacant)	£48,900	1,053	£46.44
Unit 7 (vacant)	£81,800	2,283	£35.83
Frankie & Benny's	£119,500	2,731	£43.76
Nando's	£122,750	2,804	£43.78
Slug & Lettuce	£108,750	3,197	£34.02
The Filling Station	£147,750	3,375	£43.78
Tony Macaroni	£125,000	3,427	£36.48
Unit 6 (vacant)	£141,750	3,956	£35.83
Cosmo	£200,000	7,395	£27.05
Average (exc JDW)	£121,800	3,358	£38.55
The Centre, Livingston
---	---	---	---
Occupier Name	Rateable Value (RV)	Customer Area (ft2)	Rates per square foot
The Newyearfield (JDW)	£165,750	4,090	£40.53
Paraffin Lamp	£52,200	2,077	£25.13
Wagamama	£67,600	2,096	£32.25
Nando's	£80,700	2,196	£36.75
Chiquito	£68,500	2,221	£30.84
Ask Italian	£69,600	2,254	£30.88
Pizza Express	£68,100	2,325	£29.29
Prezzo	£70,600	2,413	£29.26
Harvester	£98,600	3,171	£31.09
Pizza Hut	£111,000	3,796	£29.24
Hot Flame	£136,500	4,661	£29.29
Average (exc JDW)	£82,340	2,721	£30.40

In summary, as a result of the approach taken in Scotland, business rates for pubs are de facto a sales tax, rather than a property tax, as the above examples clearly demonstrate.

J D WETHERSPOON PLC

INTERIM REPORT AND FINANCIAL STATEMENTS

APPENDIX 2 Extract from Wetherspoon FY23 Annual report, Chairman's Statement

VAT equality

As we have previously stated, the government would generate more revenue and jobs if it were to create tax equality among supermarkets, pubs and restaurants.

Supermarkets pay virtually no VAT in respect of food sales, whereas pubs pay 20%. This has enabled supermarkets to subsidise the price of alcoholic drinks, widening the price gap, to the detriment of pubs and restaurants. Pubs also pay around 20 pence a pint in business rates, whereas supermarkets pay only about 2 pence, creating further inequality.

Pubs have lost 50% of their beer sales to supermarkets in the last 35 or so years. It makes no sense for supermarkets to be treated more leniently than pubs, since pubs generate far more jobs per pint or meal than do supermarkets, as well as far higher levels of tax. Pubs also make an important contribution to the social life of many communities and have better visibility and control of those who consume alcoholic drinks.

Tax equality is particularly important for residents of less affluent areas, since the tax differential is more important there – people can less afford to pay the difference in prices between the on and off trade.

As a result, in these less affluent areas, there are often fewer pubs, coffee shops and restaurants, with less employment and increased high-street dereliction. Tax equality would also be in line with the principle of fairness – the same taxes should apply to businesses which sell the same products.

INTERIM REPORT AND FINANCIAL STATEMENTS

J D WETHERSPOON PLC

APPENDIX 3 Extract from Wetherspoon FY23 Annual report, Chairman's Statement

Corporate Governance

As a result of the 'nine-year rule', limiting the tenure of NEDs and the presumption in favour of 'independent', part-time chairmen, boards are often composed of short-term directors, with very little representation from those who understand the company best - people who work for it full time, or have worked for it full time.

Wetherspoon's review of the boards of major banks and pub companies, which teetered on the edge of failure in the 2008-10 recession, highlighted the short "tenure", on average, of directors.

In contrast, Wetherspoon noted the relative success, during this fraught financial period, of pub companies Fuller's and Young's, the boards of which were dominated by experienced executives, or former executives.

As a result, Wetherspoon increased the level of experience on the Wetherspoon board by appointing four "worker directors".

All four worker directors started on the 'shop floor' and eventually became successful pub managers. Three have been promoted to regional management roles. They have worked for the company for an average of 24 years.

Board composition cannot guarantee future success, but it makes sensible decisions, based on experience at the coalface of the business, more likely.

The UK Corporate Governance Code 2018 (the 'Code') is a vast improvement on previous codes, emphasising the importance of employees, customers and other stakeholders in commercial success. It also emphasises the importance of its comply-or-explain ethos, and the consequent need for shareholders to engage with companies in order to understand their explanations.

A major impediment to the effective implementation of comply or explain seems to be the undermanning of the corporate governance departments of major shareholders.

For example, Wetherspoon has met a compliance officer from one major institution who is responsible for around 400 companies - an impossible task.

As a result, it appears that compliance officers and governance advisors, in practice, often rely on a "tick-box" approach, which is, itself, in breach of the Code.

A further issue is that many major investors, in their own companies, for sensible reasons, do not observe the nine-year rule, and other rules, themselves. An approach of "do what I say, not what I do" is clearly unsustainable.

J D WETHERSPOON PLC

INTERIM REPORT AND FINANCIAL STATEMENTS

APPENDIX 4 Extract from Wetherspoon FY23 Annual report, Chairman's Statement

Property Litigation

In 2013, Wetherspoon agreed an out-of-court settlement of approximately £1.25 million with developer Anthony Lyons, formerly of property leisure agent Davis Coffer Lyons, relating to claims that Mr Lyons had been an accessory to frauds committed by Wetherspoon’s former retained agent Van de Berg and its directors Christian Braun, George Aldridge and Richard Harvey in respect of properties in Leytonstone (which currently trades as the Walnut Tree), Newbury (which was leased to Café Rouge) and Portsmouth (which currently trades as The Isambard Kingdom Brunel).

Of these three properties, only Portsmouth was pleaded by Wetherspoon in its case 2008/9 case against Van de Berg. Mr Lyons denied the claim and the litigation was contested.

In the Van de Berg litigation, Mr Justice Peter Smith ruled that Van de Berg, but not Mr Lyons (who was not a party to the case), fraudulently diverted the freehold of Portsmouth from Wetherspoon to Moorstown Properties Limited, a company owned by Simon Conway, which leased the property to Wetherspoon.

As part of a series of cases, Wetherspoon also agreed out-of-court settlements with:

1) Paul Ferrari of London estate agent Ferrari Dewe & Co, in respect of properties referred to as the ‘Ferrari Five’ by Mr Justice Peter Smith in the Van de Berg case, and

2) Property investor Jason Harris, formerly of First London and now of First Urban Group who paid £400,000 to Wetherspoon to settle a claim in which it was alleged that Harris was an accessory to frauds committed by Van de Berg. Harris contested the claim and did not admit liability.

Messrs Ferrari and Harris both contested the claims and did not admit liability.

INTERIM REPORT AND FINANCIAL STATEMENTS

J D WETHERSPOON PLC

APPENDIX 5 Extract from Wetherspoon News, Spring/Summer 2024

THE SUSTAINABLE RESTAURANT ASSOCIATION

BARS AND STARS – COVETED TOP SCORE ACHIEVED IN FOOD MADE GOOD RATINGS

Wetherspoon is a progressive business which understands that doing the right thing for people and the planet is core to operations', according to The SRA's report.

Wetherspoon scored 70 per cent, seen by the process as 'an incredible accomplishment'. The three-star award is valid for two years.

Pillars

The score is determined across three separate categories, known as pillars. These are sourcing (Wetherspoon scored 60 per cent), society (75 per cent) and environment (where the highest score of 79 per cent was achieved).

Since 2010, The SRA has set the standard for sustainable food and drinks businesses around the world, connecting businesses across the globe to accelerate change towards a hospitality sector which is socially progressive and environmentally restorative.

One of the ways in which it does this is through the world's largest sustainability certification, specifically designed for the hospitality sector – its Food Made Good Standard rating.

The standard is awarded to restaurants and other food and beverage businesses, around the world, which meet a set of rigorous, measurable criteria across the three main focus areas of sourcing, society and environment.

Holistic

Originally launched in 2010 and updated in 2023, the Food Made Good Standard takes a holistic view of what sustainability should mean for the hospitality sector.

It is about not just minimising food waste, carbon emissions or water use, but also implementing sustainable sourcing, designing menus which are good for both people and the planet, treating staff well, with compassion and dignity, and getting involved in the local community.

To achieve the standard, a business must score 50 per cent or higher during the rigorous and evidence-based evaluation process.

The business is then recognised via a star system, once referred to by The Sunday Times as 'the Michelin stars of sustainability.'

Michelle Morris, Wetherspoon's quality assurance manager, said: "To achieve a three-star score on our evaluation, the highest-available award, is a huge achievement."

Footprint

"Our highlights include already completing a carbon footprint analysis and being ready to set reduction targets for the future.

"There's still room for improvement, notably within the 'sourcing' pillar, but this three-star score is an achievement to shout about."

Juliane Caillouette Noble, The SRA's managing director, said: "Congratulations on obtaining a three-star score on your Food Made Good evaluation.

"This result is testament to the great work you're doing for people and the planet.

"We hope that it will also serve as an encouragement to keep working to make a positive impact."

The star ratings

One star (50–59 per cent) Highly commendable achievement – you are well on your way.

Two stars (60–69 per cent) No easy feat and impossible without clear dedication to sustainability – you should be very proud of your admirable efforts.

Three stars (70 per cent and more) An incredible accomplishment – your hard work and commitment to continuous improvement place you firmly in the top tier.

The framework

Built on a 10-point framework and by evaluating impact across three pillars (sourcing, society and environment), Food Made Good answers the question: What does good look like for a food-service business?

It assesses behaviour, measures action, celebrates progress and provides a roadmap towards further improvement.

Sourcing: Celebrate provenance; support farmers and fishers; more plants and better meat; source seafood sustainably

Society: Treat staff fairly; feed people well; support the community

Environment: Reduce your footprint; waste no food; reduce, reuse, recycle

J D WETHERSPOON PLC

INTERIM REPORT AND FINANCIAL STATEMENTS

APPENDIX 5 Extract from Wetherspoon News, Spring/Summer 2024

2024-2026

The Sustainable Restaurant Association (The SRA)

The SRA was founded in 2008 by Simon Heppner, Giles Gibbons, Mark Sainsbury and Henry Dimbleby, with a vision of creating a clear intersection between the sustainable food movement and the hospitality industry.

With a group of 50 founding restaurants, The SRA set out to create a robust framework for what made a restaurant 'good', to clearly promote best practice across the industry and to inspire healthy competition to drive progressive action.

What started as a conversation among a few restaurants in London quickly grew to reach all corners of food service – from high end to high street, from street food staples to workplace and university canteens.

Raymond Blanc OBE, president of The SRA, said: "As chefs, we have huge power to influence what people eat – it is the single most effective action people can have on the planet.

"Now, for the very first time, with the Food Made Good Standard, we have a globally applicable definition of what a sustainable restaurant is and a way to assess it."

The SRA has led the way in accelerating change towards a hospitality sector which is socially progressive and environmentally restorative.

Wetherspoon's report's highlights

Sourcing

Pillar score: 60 per cent

At Wetherspoon, great care is paid to offering a diverse and accessible menu and ensuring that you work with suppliers which share your values.

Society

Pillar score: 75 per cent

Wetherspoon is clearly committed to having a positive impact on staff, diners and the wider community.

Wetherspoon's highest-scoring impact area in the 'society' pillar is 'treat staff fairly (83 per cent), reflecting the work being done to ensure that parents can have flexible working patterns and the training available to all staff.

Environment

Pillar score: 79 per cent

Wetherspoon has taken important steps to monitor and manage its use of natural resources to reduce its footprint, such as setting targets to manage and monitor electricity and gas use and conducting a carbon-footprint analysis of the menu.

Benefits of Food Made Good Standard

Action plan: Using the Food Made Good framework enables Wetherspoon to manage and prioritise its actions.

Businesses which have completed the standard receive a tailormade report, providing a ready-made action plan for how to keep improving from here. This keeps momentum and encourages a process of continuous improvement.

Enhanced reputation: Accreditation shows that the business is committed to environmental and social responsibility, which can enhance reputation with customers, staff, investors and other stakeholders.

Access to a network: Achieving the standard makes you part of a global movement for change.

As part of the Food Made Good community, you can share, learn and collaborate with a network of like-minded professionals committed to creating a positive future.

Positive impact: By implementing sustainable practices, your business can have a positive impact on the environment and local communities, helping to create a more sustainable food system for our shared future.

INTERIM REPORT AND FINANCIAL STATEMENTS

J D WETHERSPOON PLC

INCOME STATEMENT for the 28 weeks ended 28 January 2024

J D Wetherspoon plc, company number: 1709784

	Notes
		Unaudited 26 weeks ended 28 January 2024 before separately disclosed items £000	Unaudited 26 weeks ended 28 January 2024 separately disclosed items £000	Unaudited 26 weeks ended 28 January 2024 after separately disclosed items £000	Unaudited 26 weeks ended 29 January 2023 before separately disclosed items £000	Unaudited 26 weeks ended 29 January 2023 separately disclosed items £000	Unaudited 26 weeks ended 29 January 2023 after separately disclosed items £000
Revenue	1	990,954	-	990,954	915,956	-	915,956
Other operating income	2	-	4,356	4,356	-	-	-
Operating costs		(923,272)	-	(923,272)	(878,536)	-	(878,536)
Operating profit		67,682	4,356	72,038	37,420	-	37,420
Property gains/(losses)	2	88	(15,179)	(15,091)	489	(11,665)	(11,176)
Finance income	2	1,195	1,567	2,762	247	65,091	65,338
Finance costs	2	(32,931)	(636)	(33,567)	(33,592)	(1,037)	(34,629)
Profit/(loss) before tax		36,034	(9,892)	26,142	4,564	52,389	56,953
Income tax charge	4	(11,147)	3,653	(7,494)	(3,271)	(16,767)	(20,038)
Profit/(loss) for the period		24,887	(6,239)	18,648	1,293	35,622	36,915
Profit/(loss) per ordinary share (p)
- Basic	5	20.3	5.1	15.2	1.0	28.4	29.4
- Diluted¹	5	19.6	4.9	14.7	1.1	27.9	29.0

¹Restated, see note 5.

STATEMENT OF COMPREHENSIVE INCOME for the 28 weeks ended 28 January 2024

	Notes	Unaudited 26 weeks ended 28 January 2024	Unaudited 26 weeks ended 29 January 2023	Audited 52 weeks ended 30 July 2023
		£000	£000	£000
Items which will be reclassified subsequently to profit or loss:
Interest-rate swaps: gain taken to other comprehensive income	10	38	37,529	37,529
Interest-rate swaps: loss reclassification to the income statement	10	(5,601)	(1,913)	(13,310)
Tax on items taken directly to other comprehensive income		-	(8,904)	(6,055)
Currency translation differences		(1,388)	3,211	1,633
Net (loss)/gain recognised directly in other comprehensive income		(6,951)	29,923	19,797
Profit for the period		18,648	36,915	59,587
Total comprehensive profit for the period		11,697	66,838	79,384

J D WETHERSPOON PLC

INTERIM REPORT AND FINANCIAL STATEMENTS

CASH FLOW STATEMENT

for the 26 weeks ended 28 January 2024

J D Wetherspoon plc, company number: 1709784

| Notes | Unaudited
26 weeks ended
28 January 2024
£000 | Unaudited
free cash flow^{1}
26 weeks ended
28 January 2024
£000 | Unaudited
26 weeks ended
29 January 2023
£000 | Unaudited
free cash flow^{1}
26 weeks ended
29 January 2023
£000 | Audited
53 weeks ended
30 July 2023
£000 | Audited
free cash Flow^{1}
53 weeks ended
30 July 2023
£000 |
| --- | --- | --- | --- | --- | --- | --- |
| | | | | | | |
| Cash flows from operating activities | | | | | | |
| Cash generated from operations
6 | 78,719 | 78,719 | 84,187 | 84,187 | 270,686 | 270,686 |
| Interest received | 1,053 | 1,053 | 71 | 71 | 1,011 | 1,011 |
| Interest paid | (26,770) | (26,770) | (21,245) | (21,245) | (50,545) | (50,545) |
| Cash proceeds on termination of interest-rate swaps | 14,783 | 14,783 | 169,413 | 169,413 | 169,413 | 169,413 |
| Corporation tax paid | (6,600) | (6,600) | (8,730) | (8,730) | (12,200) | (12,200) |
| Lease interest | (7,321) | (7,321) | (8,172) | (8,172) | (15,954) | (15,954) |
| Net cash flow from operating activities | 53,864 | 53,864 | 215,524 | 215,524 | 362,411 | 362,411 |
| Cash flows from investing activities | | | | | | |
| Reinvestment in pubs | (33,612) | (33,612) | (24,333) | (24,333) | (41,646) | (41,646) |
| Reinvestment in business and IT projects | (975) | (975) | (2,804) | (2,804) | (5,315) | (5,315) |
| Investment in new pubs and pub extensions | (10,510) | - | (10,669) | - | (20,361) | - |
| Freehold reversions and investment properties | (12,122) | - | (9,994) | - | (11,202) | - |
| Proceeds of sale of property, plant and equipment | 10,688 | - | 3,327 | - | 11,349 | - |
| Net cash flow from investing activities | (46,531) | (34,587) | (44,473) | (27,137) | (67,175) | (46,961) |
| Cash flows from financing activities | | | | | | |
| Purchase of own shares for cancellation | (34,081) | - | - | - | - | - |
| Purchase of own shares for share-based payments | (6,630) | (6,630) | (7,454) | (7,454) | (12,332) | (12,332) |
| Advances/(repayments) under bank loans | 15,000 | - | (140,033) | - | (200,033) | - |
| Other loan receivables | 370 | - | 393 | - | 889 | - |
| Lease principal payments | (18,729) | (18,729) | (14,904) | (14,904) | (32,023) | (32,023) |
| Asset-financing principal payments | (2,107) | - | (2,855) | - | (4,911) | - |
| Net cash flow from financing activities | (46,177) | (25,359) | (164,853) | (22,358) | (248,410) | (44,355) |
| Net change in cash and cash equivalents | (38,844) | | 6,198 | | 46,826 | |
| Opening cash and cash equivalents | 87,173 | | 40,347 | | 40,347 | |
| Closing cash and cash equivalents | 48,329 | | 46,545 | | 87,173 | |
| Free cash flow^{1} | | (6,082) | | 166,029 | | 271,095 |

1 Free cash flow is a measure not required by accounting standards; a definition is provided in the accounting policies within the 2023 Annual Report.

INTERIM REPORT AND FINANCIAL STATEMENTS

J D WETHERSPOON PLC

BALANCE SHEET
as at 28 January 2024

J D Wetherspoon plc, company number: 1709784	Notes	Unaudited	Unaudited	Audited
		28 January	29 January	30 July
		2024	2023	2023
		£000	£000	£000
Assets
Non-current assets
Property, plant and equipment		1,374,806	1,417,559	1,377,816
Intangible assets		6,489	5,670	6,505
Investment property		18,652	23,276	18,740
Right-of-use assets	11	364,072	400,739	387,353
Other loan receivable		1,523	2,749	1,986
Derivative financial instruments	10	-	326	11,944
Lease assets	11	9,771	8,662	8,450
Total non-current assets		1,775,313	1,858,981	1,812,794
Current assets
Lease assets	11	1,617	2,001	1,361
Assets held for sale	8	1,750	1,533	400
Inventories		29,374	32,483	34,558
Receivables		27,543	14,650	27,267
Current income tax receivables		6,301	4,049	8,351
Cash and cash equivalents		48,329	46,545	87,173
Total current assets		114,914	101,261	159,110
Total assets		1,890,227	1,960,242	1,971,904
Current liabilities
Borrowings	9	(2,093)	(4,324)	(4,200)
Derivative financial instruments	10	-	(66)	(78)
Trade and other payables		(281,294)	(258,733)	(329,098)
Provisions		(2,817)	(2,877)	(2,395)
Lease liabilities	11	(48,413)	(47,409)	(51,486)
Total current liabilities		(334,617)	(313,409)	(387,257)
Non-current liabilities
Borrowings	9	(742,879)	(789,296)	(727,643)
Derivative financial instruments	10	(9,116)	(9,631)	-
Deferred tax liabilities		(64,359)	(56,984)	(65,752)
Lease liabilities	11	(369,938)	(406,529)	(391,794)
Total non-current liabilities		(1,186,292)	(1,262,440)	(1,185,189)
Total liabilities		(1,520,909)	(1,575,849)	(1,572,446)
Net assets		369,318	384,393	399,458
Shareholders' equity
Share capital		2,485	2,575	2,575
Share premium account		143,170	143,294	143,170
Capital redemption reserve		2,337	2,337	2,337
Other reserves		234,669	234,579	234,579
Hedging reserve		26,218	40,329	31,781
Currency translation reserve		578	4,529	2,148
Retained earnings		(40,139)	(43,250)	(17,132)
Total shareholders' equity		369,318	384,393	399,458

The financial statements on pages 8-40, approved by the board of directors and authorised for issue on 21 March 2024, are signed on its behalf by:

John Hutson
Director

Ben Whitley
Director

J D WETHERSPOON PLC
INTERIM REPORT AND FINANCIAL STATEMENTS

STATEMENT OF CHANGE IN EQUITY

	Notes	Share capital £000	Share premium account £000	Capital redemption reserve £000	Other Reserves £000	Hedging reserve £000	Currency translation reserve £000	Retained earnings £000	Total £000
As at 29 January 2023		2,575	143,294	2,337	234,579	40,329	4,529	(43,250)	384,393
Total comprehensive income		-	-	-	-	(8,548)	(2,381)	23,476	12,547
Profit for the period		-	-	-	-	-	-	22,673	22,673
Interest-rate swaps: amount reclassified to the income statement	10	-	-	-	-	(11,397)	-	-	(11,397)
Tax on items taken directly to comprehensive income	10	-	-	-	-	2,849	-	-	2,849
Currency translation differences		-	-	-	-	-	(2,381)	803	(1,578)
Share capital expenses		-	(124)	-	-	-	-	-	(124)
Share-based payment charges		-	-	-	-	-	-	7,420	7,420
Tax on share-based payment	4	-	-	-	-	-	-	100	100
Purchase of own shares for share-based payments		-	-	-	-	-	-	(4,878)	(4,878)
As at 30 July 2023		2,575	143,170	2,337	234,579	31,781	2,148	(17,132)	399,458
Total comprehensive income		-	-	-	-	(5,563)	(1,570)	18,830	11,697
Profit for the period		-	-	-	-	-	-	18,648	18,648
Interest-rate swaps: cash flow hedges	10	-	-	-	-	38	-	-	38
Interest-rate swaps: amount reclassified to the income statement	10	-	-	-	-	(5,601)	-	-	(5,601)
Currency translation differences		-	-	-	-	-	(1,570)	182	(1,388)
Purchase of own shares and cancelled		(90)	-	-	90	-	-	(39,458)	(39,458)
Share-based payment charges		-	-	-	-	-	-	4,013	4,013
Tax on share-based payment	4	-	-	-	-	-	-	238	238
Purchase of own shares for share-based payments		-	-	-	-	-	-	(6,630)	(6,630)
As at 28 January 2024		2,485	143,170	2,337	234,669	26,218	578	(40,139)	369,318

The share premium account represents those proceeds received in excess of the nominal value of new shares issued. £124,000 was recognised in the 2023 in relation to the issue of shares in previous periods.

The capital redemption reserve represents the nominal amount of share capital repurchased and cancelled in previous periods.

Other reserves contain net proceeds received for share placements which took place in previous periods. The other reserve is determined to be distributable for the purposes of the Companies Act 2006.

During the year, 4,497,959 shares were repurchased by the company and cancelled, representing approximately $3.5\%$ of the issued share capital, at a cost of £34.1 million, including stamp duty and fees, representing an average cost per share of 779p. As at 28 January 2024, the company had committed to, but not yet purchased 630,000 shares.

See note 10 for details on the hedging reserve.

The currency translation reserve contains the accumulated currency gains and losses on the long-term financing and balance sheet translation of the overseas branch. The currency translation difference reported in retained earnings is the retranslation of the opening reserves in the overseas branch at the current period end's currency exchange rate.

As at 28 January 2024, the company had distributable reserves of £221.3 million (2023: £251.4 million).

INTERIM REPORT AND FINANCIAL STATEMENTS

J D WETHERSPOON PLC

NOTES TO THE FINANCIAL STATEMENTS

Revenue

| | Unaudited
26 weeks ended
28 January 2024
£000 | Unaudited
26 weeks ended
29 January 2023
£000 | Audited
53 weeks ended
30 July 2023
£000 |
| --- | --- | --- | --- |
| Bar | 570,810 | 521,088 | 1,093,368 |
| Food | 374,714 | 351,741 | 742,067 |
| Slot/fruit machines | 32,232 | 30,269 | 62,579 |
| Hotel | 12,131 | 11,863 | 24,939 |
| Other | 1,067 | 995 | 2,091 |
| | 990,954 | 915,956 | 1,925,044 |

Separately disclosed items

| | Unaudited
26 weeks ended
28 January 2024
£000 | Unaudited
26 weeks ended
29 January 2023
£000 |
| --- | --- | --- |
| Operating items | | |
| Other | 203 | – |
| Government grants | 14 | – |
| Depreciation overcharge on impaired assets | 4,139 | – |
| Operating income | 4,356 | – |
| Total operating profit | 4,356 | – |
| Property losses | | |
| Loss on disposal of pubs | (5,913) | (3,052) |
| | (5,913) | (3,052) |
| Other property (gains)/losses | | |
| Impairment of assets under construction | (4,583) | – |
| Reversal of intangible assets impairment | – | 74 |
| Impairment of property, plant and equipment | (5,848) | (7,311) |
| Reversal of property, plant and equipment impairment | 358 | – |
| Impairment of right-of-use assets | – | (1,376) |
| Reversal of right-of-use assets impairment | 807 | – |
| | (9,266) | (8,613) |
| Total property losses | (15,179) | (11,665) |
| Other items | | |
| Finance costs | (636) | (1,037) |
| Finance income | 1,567 | 65,091 |
| | 931 | 64,054 |
| Taxation | | |
| Current income tax charge | – | (5,847) |
| Tax effect on separately disclosed items | 3,653 | (10,920) |
| | 3,653 | (16,767) |
| Total separately disclosed items | (6,239) | 35,622 |

J D WETHERSPOON PLC

INTERIM REPORT AND FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

2. Separately disclosed items (continued)

Other operating income

Other income of £1,402,000 has been recognised in the period relating to a settlement agreement (2023: nil). This is offset by costs of £517,000 (2023: nil) due to an ongoing contractual dispute with a large supplier, as outlined in note 14 and costs of £682,000 (2023: nil) in relation to a historic employment tax issue.

Included within other operating income is a reversal of overcharged depreciation in relation to previously impaired fixed assets and right-of-use assets, totalling £4,139,000. The overcharge of depreciation occurred between the periods ended 26 July 2020 through to 30 July 2023, and was not material in any one period to any line item. As such, the overcharge has been reversed in the current year.

Local government support grants

The company has recognised £14,000 (2023: £nil) of local government support grants in the UK and the Republic of Ireland, associated with the COVID-19 pandemic.

Property losses

Costs classified under the 'loss on disposal of pubs' relate to sites sold or surrendered during the year.

Other property (gains)/losses

Property impairment relates to pubs which are deemed unlikely to generate sufficient cash flows in the future to support their carrying value. In the year, a total impairment charge of £9,266,000 (2023: £8,613,000) was incurred in respect of the impairment of assets as required under IAS 36. Included within this charge were impairment reversals of £1,165,000 recognised in the year (2023: £74,000).

Separately disclosed finance costs and income

The separately disclosed finance costs in the prior period of £1,037,000 relate to covenant-waiver fees. The separately disclosed finance costs in the current year of £636,000 (2023: income of £65,091,000) relate to interest-rate swaps.

A charge of £6,237,000 (2023: income of £49,887,000) relates to the fair value movement on interest-rate swaps. Income of £176,000 (2023: income of £1,913,000) relates to the amortisation of the hedge reserve to the P&L relating to discontinued hedges and, £5,425,000 (2023: income of £13,291,000) relates to hedge ineffectiveness reclassified from the reserve to the P&L in relation to terminated swaps.

Included within separately disclosed finance income during the 26 weeks ended 28 January 2024 is the reversal of overcharged interest relating to IFRS-16 leases, of £1,567,000.

Taxation

The tax effect on separately disclosed items is a credit of £3,653,000 (2023: income of £16,767,000).

INTERIM REPORT AND FINANCIAL STATEMENTS

J D WETHERSPOON PLC

NOTES TO THE FINANCIAL STATEMENTS

3. Employee benefits expenses

| | Unaudited
26 weeks ended
28 January 2024
£000 | Unaudited
26 weeks ended
29 January 2023
£000 |
| --- | --- | --- |
| Wages and salaries | 345,684 | 321,363 |
| Employee support grants | (289) | (768) |
| Social security costs | 21,506 | 20,174 |
| Other pension costs | 5,682 | 5,165 |
| Share-based payments | 4,013 | 4,053 |
| | 376,596 | 349,987 |

Employee support grants disclosed above are amounts claimed by the company under the coronavirus job retention schemes in the UK and the Republic of Ireland.

| | Unaudited
2024
Number | Unaudited
2023
Number |
| --- | --- | --- |
| Full-time equivalents | | |
| Head office | 382 | 354 |
| Pub managerial | 4,490 | 4,563 |
| Pub hourly paid staff | 19,593 | 19,295 |
| | 24,465 | 24,212 |
| | 2024
Number | 2023
Number |
| Total employees | | |
| Head office | 382 | 362 |
| Pub managerial | 4,744 | 5,069 |
| Pub hourly paid staff | 36,628 | 36,629 |
| | 41,754 | 42,060 |

The totals above relate to the monthly average number of employees during the period, not the total of employees at the end of the period.

| Share-based payments | Unaudited
26 weeks ended
28 January 2024 | Unaudited
26 weeks ended
29 January 2023 |
| --- | --- | --- |
| Shares awarded during the year (shares) | 1,548,446 | 1,971,414 |
| Average price of shares awarded (pence) | 658 | 477 |
| Market value of shares vested during the year (£000) | 4,835 | 1,445 |
| Share awards not yet vested (£000) | 15,116 | 9,484 |

The shares awarded as part of the above schemes are based on the cash value of the bonuses at the date of the awards. These awards vest over three years, with their cost spread over their three-year life. The share-based payment charge above represents the annual cost of bonuses awarded over the past three years. All awards are settled in equity.

The company operates two share-based compensation plans. In both schemes, the fair values of the shares granted are determined by reference to the share price at the date of the award. The shares vest at a £Nil exercise price – and there are no market-based conditions to the shares which affect their ability to vest.

J D WETHERSPOON PLC

INTERIM REPORT AND FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

4. Income tax expense

The taxation charge for the 26 weeks ended 28 January 2024 is based on the pre-separately disclosed items profit before tax of £36.0 million and the estimated effective tax rate before separately disclosed items for the 26 weeks ended 28 January 2024 of 33.0% (July 2023: 20.5%). This comprises a pre-separately disclosed current tax rate of 0.3% (July 2023: 0%) and a pre-separately disclosed deferred tax charge of 32.7% (July 2023: 20.5% charge).

The UK standard weighted average tax rate for the period is 25% (2023: 21%). The current tax rate is lower than the UK standard weighted average tax rate owing to tax losses in the period.

The exceptional current tax charge relates entirely to the tax on profit crystallised when terminating interest rate SWAP contracts in the previous period. For tax purposes the profits are spread over the remaining life of the underlying hedged item which results in the high exceptional ETR in the current period. A deferred tax liability is recognised in respect of this item.

| | Unaudited
26 weeks
ended
28 January
2024
before
separately
disclosed
items
£000 | Unaudited
26 weeks
ended
28 January
2024
after
separately
disclosed
items
£000 | Unaudited
26 weeks
ended
29 January
2023
before
separately
disclosed
items
£000 | Unaudited
26 weeks
ended
29 January
2023
after
separately
Disclosed
Items
£000 | Audited
52 weeks
ended
30 July
2023
before
separately
disclosed
Items
£000 | Audited
52 weeks
Ended
30 July
2023
after
separately
disclosed
Items
£000 |
| --- | --- | --- | --- | --- | --- | --- |
| Taken through income statement | | | | | | |
| Current income tax: | | | | | | |
| Current income tax charge | 75 | 8,895 | 866 | 6,625 | - | 5,552 |
| Previous period adjustment | - | (245) | - | 88 | - | 293 |
| Total current income tax | 75 | 8,650 | 866 | 6,713 | - | 5,845 |
| Deferred tax: | | | | | | |
| Origination and reversal of temporary differences | 11,072 | (1,156) | 2,405 | 15,771 | 13,602 | 29,947 |
| Prior year deferred tax credit | - | - | - | (36) | (4,868) | (4,868) |
| Impact of change in UK tax rate | - | - | - | (2,410) | - | - |
| Total deferred tax | 11,072 | (1,156) | 2,405 | 13,325 | 8,734 | 25,079 |
| Tax charge | 11,147 | 7,494 | 3,271 | 20,038 | 8,734 | 30,924 |
| Taken through equity | | | | | | |
| Current tax | (52) | (52) | - | - | - | - |
| Deferred tax | (186) | (186) | - | - | (100) | (100) |
| Tax credit | (238) | (238) | - | - | (100) | (100) |
| Taken through comprehensive income | | | | | | |
| Deferred tax charge on swaps | - | - | 7,479 | 7,479 | - | 6,055 |
| Impact of change in UK tax rate | - | - | 1,425 | 1,425 | - | - |
| Tax (credit)/charge | - | - | 8,904 | 8,904 | - | 6,055 |

INTERIM REPORT AND FINANCIAL STATEMENTS

J D WETHERSPOON PLC

NOTES TO THE FINANCIAL STATEMENTS

5. Earnings per share

Weighted average number of shares

Basic earnings/(loss) per share is calculated by dividing the profit/(loss) after tax for the period by the weighted average number of ordinary shares in issue during the financial year of 127,671,463 (2023: 128,750,155) less the weighted average number of shares held in trust during the financial year of 4,618,943 (2023: 3,296,278). Shares held in trust are shares purchased by the company to satisfy employee share schemes that have not yet vested.

Diluted earnings/(loss) per share is calculated by dividing the profit/(loss) after tax for the period by the weighted average number of ordinary shares in issue during the financial year adjusted for both shares held in trust and the effects of potentially dilutive shares. For the company, the dilutive shares are those that relate to employee share schemes that have not been purchased in advance and have not yet vested. In the event of making a loss during the year, the diluted loss per share is capped at the basic earnings per share as the impact of dilution cannot result in a reduction in the loss per share.

Weighted average number of shares	Unaudited	Unaudited	Audited
26 weeks ended	26 weeks ended	52 weeks ended
28 January	29 January	30 July
2024	2023	2023
	Restated¹
Shares in issue	127,671,463	128,750,155	128,750,155
Shares held in trust	(4,618,943)	(3,337,132)	(3,296,278)
Shares in issue - Basic	123,052,520	125,413,023	125,453,877
Dilutive shares¹	3,466,567	2,046,258	2,810,231
Shares in issue - Diluted	126,519,087	127,459,281	128,264,108

¹ Impact of dilutive shares from FY 2023 has been restated.

Earnings / (loss) per share

26 weeks ended 28 January 2024 unaudited	Profit/(loss)	Basic EPS	Diluted EPS
	£000	pence	pence
Earnings (profit after tax)	18,648	15.2	14.7
Exclude effect of separately disclosed items after tax	6,239	5.1	4.9
Earnings before separately disclosed items	24,887	20.3	19.6
Exclude effect of property gains/(losses)	(88)	(0.1)	(0.1)
Underlying earnings before separately disclosed	24,799	20.2	19.5
26 weeks ended 29 January 2023 unaudited	Profit/(loss)	Basic EPS	Diluted EPS
---	---	---	---
	£000	pence	Pence¹
Earnings (profit after tax)	36,915	29.4	29.0
Exclude effect of exceptional items after tax	(35,622)	(28.4)	(27.9)
Earnings before separately disclosed items	1,293	1.0	1.1
Exclude effect of property gains/(losses)	(489)	(0.4)	(0.4)
Underlying earnings before separately disclosed	804	0.6	0.7

¹ Impact of dilutive shares from FY 2023 has been restated.

J D WETHERSPOON PLC

INTERIM REPORT AND FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

Cash used in/generated from operations

| | Unaudited
26 weeks
ended
28 January
2024
£000 | Unaudited
26 weeks
ended
29 January
2023
£000 | Audited
53 weeks
ended
30 July
2023
£000 |
| --- | --- | --- | --- |
| Profit for the period | 18,648 | 36,915 | 59,587 |
| Adjusted for: | | | |
| Tax (note 4) | 7,494 | 20,038 | 30,924 |
| Share-based charges | 4,013 | 3,125 | 10,545 |
| Loss on disposal of property, plant and equipment | 5,964 | 3,738 | 10,871 |
| Gain on remeasurement of capitalised leases | (1,568) | (489) | (2,273) |
| Gain on disposal of capitalised leases | - | (686) | - |
| Net impairment charge (note 2) | 9,266 | 8,613 | 38,287 |
| Interest payable & receivable | 25,718 | 24,411 | 49,223 |
| Lease interest | 5,782 | 7,966 | 22,456 |
| Separately disclosed depreciation overcharge on impaired assets | (4,139) | - | - |
| Separately disclosed Interest (note 2) | 636 | (64,054) | (96,686) |
| Amortisation of bank loan and private placement issue costs | 236 | 968 | 1,246 |
| Depreciation and amortisation | 53,814 | 54,847 | 109,741 |
| Aborted properties costs | 397 | 688 | 1,719 |
| Foreign exchange movements | (1,388) | (3,214) | 1,633 |
| Lease premiums | (51) | - | - |
| | 124,822 | 92,866 | 237,273 |
| Change in inventories | 5,184 | (6,081) | (8,157) |
| Change in receivables | (312) | 14,143 | 2,133 |
| Change in payables | (50,975) | (16,741) | 39,437 |
| Cash flow from operating activities | 78,719 | 84,187 | 270,686 |

INTERIM REPORT AND FINANCIAL STATEMENTS

J D WETHERSPOON PLC

NOTES TO THE FINANCIAL STATEMENTS

Analysis of change in net debt

	Unaudited			Audited			Unaudited
	29 January 2023 £000	Cash flows £000	Other changes £000	30 July 2023 £000	Cash flows £000	Other changes £000	28 January 2024 £000
Borrowings
Cash and cash equivalents	46,545	40,628	-	87,173	(38,844)	-	48,329
Other loan receivable - before one year	402	401	-	803	(6)	-	797
Asset-financing obligations - before one year	(4,324)	76	48	(4,200)	2,107	-	(2,093)
Current net borrowings	42,623	41,105	48	83,776	(36,743)	-	47,033
Bank loans - due after one year	(689,528)	60,000	(256)	(629,784)	(15,000)	(212)	(644,996)
Asset-financing obligations - after one year	(1,931)	1,976	(45)	-	-	-	-
Other loan receivable - after one year	2,739	(753)	-	1,986	(379)	-	1,607
Private placement - after one year	(97,837)	-	(23)	(97,860)	-	(23)	(97,883)
Non-current net borrowings	(786,557)	61,223	(324)	(725,658)	(15,379)	(235)	(741,272)
Net debt	(743,934)	102,328	(276)	(641,882)	(52,122)	(235)	(694,239)
Derivatives
Interest-rate swaps asset - after one year	326	(169,413)	181,031	11,944	-	(11,944)	-
Interest-rate swaps liability - within one year	(66)	-	(12)	(78)	-	78	-
Interest-rate swaps liability - after one year	(9,631)	-	9,631	-	-	(9,116)	(9,116)
Total derivatives	(9,371)	(169,413)	190,650	11,866	-	(20,982)	(9,116)
Net debt after derivatives	(753,305)	(67,085)	190,374	(630,016)	(52,122)	(21,217)	(703,355)
Leases
Lease assets - before one year	1,213	(851)	999	1,361	(427)	683	1,617
Lease assets - after one year	9,448	-	(998)	8,450	-	1,321	9,771
Lease obligations - before one year	(47,409)	17,196	(21,273)	(51,486)	19,156	(16,083)	(48,413)
Lease obligations - after one year	(406,529)	-	14,735	(391,794)	-	21,856	(369,938)
Net lease liabilities	(443,277)	16,345	(6,537)	(433,469)	18,729	7,777	(406,963)
Net debt after derivatives and lease liabilities	(1,196,582)	(50,740)	183,837	(1,063,485)	(33,393)	(13,440)	(1,110,318)

Lease obligations represent long-term payables, while lease assets represent long-term receivables – both are, therefore, disclosed in the table above.

The non-cash movement in bank loans and the private placement relate to the amortisation of loan issue costs. These are arrangement fees paid in respect of new borrowings and are charged to the income statement over the expected life of the loans.

The movement in interest-rate swaps relates to the change in the 'mark to market' valuations for the year for swaps subject to hedge accounting.

J D WETHERSPOON PLC

INTERIM REPORT AND FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

8. Assets held for sale

These relate to situations in which the company had exchanged contracts to sell a property, but the transaction is not yet complete. As at 28 January 2024, one site was classified as held for sale (2023: one site)

| | Unaudited
28 January
2024
£000 | Unaudited
29 January
2023
£000 | Audited
30 July
2023
£000 |
| --- | --- | --- | --- |
| Property, plant and equipment | 1,750 | 1,533 | 400 |

9. Borrowings

| | Unaudited
28 January
2024
£000 | Unaudited
29 January
2023
£000 | Audited
30 July
2023
£000 |
| --- | --- | --- | --- |
| Current (due within one year) | | | |
| Other | | | |
| Lease liabilities | 48,413 | 47,409 | 51,486 |
| Asset-financing obligations | 2,093 | 4,324 | 4,200 |
| Total current borrowings (including lease liabilities) | 50,506 | 51,733 | 55,686 |
| Non-current (due after one year) | | | |
| Bank loans | | | |
| Variable-rate facility | 645,000 | 690,000 | 630,000 |
| Unamortised bank loan issue costs | (4) | (472) | (217) |
| | 644,996 | 689,528 | 629,783 |
| Private placement | | | |
| Fixed-rate facility | 98,000 | 98,000 | 98,000 |
| Unamortised private placement issue costs | (117) | (163) | (140) |
| | 97,883 | 97,837 | 97,860 |
| Other | | | |
| Lease liabilities | 369,938 | 406,529 | 391,794 |
| Asset-financing | - | 1,931 | - |
| | 369,938 | 408,460 | 391,794 |
| Total non-current borrowings (including lease liabilities) | 1,112,817 | 1,195,825 | 1,119,437 |
| Total borrowings (including lease liabilities) | 1,163,323 | 1,247,558 | 1,175,123 |

Lease liabilities

The carrying amounts of lease liabilities and the movements during the period are outlined in note 11.

Asset-financing obligations

Asset-financing obligations relate to asset finance leases of equipment in pubs.

Variable-rate facility

The secured revolving credit facility is £875 million. As at 28 January 2024, £645 million was drawn down (30 July 2023: £630 million). There are 14 participating lenders. £20 million matured in February 2024 while £855 million matures in February 2025. The company has hedged its interest-rate liabilities to its banks by swapping the floating-rate debt into fixed-rate debt, see note 10.

Unamortised bank loan issue costs

Unamortised bank loan issue costs primarily relate to refinancing, securing and extending the variable-rate facility.

Private placement

The fixed-rate facility relates to senior secured notes of £98 million. The notes mature in 2026.

The company has an overdraft facility of £10 million, which is undrawn as at 28 January 2024.

INTERIM REPORT AND FINANCIAL STATEMENTS

J D WETHERSPOON PLC

NOTES TO THE FINANCIAL STATEMENTS

10. Financial instruments

The below table outlines the movements in fair value among the hedging reserve, comprehensive income and the income statement during the year.

| | Unaudited
28 January
2024 | Audited
30 July
2023 |
| --- | --- | --- |
| Interest-rate swaps | £000 | £000 |
| Carrying value of derivative financial instruments - Liability | (9,116) | (78) |
| Carrying value of derivative financial instruments - Asset | - | 11,944 |
| Change in fair value of continuing derivatives | (21,048) | 1,147 |
| Change in fair value of discontinued derivatives | 65 | (48,617) |
| Hedge (gain)/loss recognised in comprehensive income in respect of continuing hedges | (38) | (50,819) |
| Hedge (gain)/loss recognised in P&L in respect of hedges held at fair value through the profit or loss | 21,020 | (71,124) |
| Transaction proceeds received in respect of terminated hedges (net of termination fees) | 14,783 | 169,413 |
| Hedge ineffectiveness | - | (13,290) |
| Amortisation to P&L of cash flow hedge reserve relating to discontinued hedge relationship | (5,601) | (13,310) |
| Hedging reserve balance in respect of continuing hedges | - | 346 |
| Hedging reserve balance in respect of discontinued hedges | (26,218) | (32,127) |
| | Unaudited
28 January
2024 | Audited
31 July
2022 |
| Hedging reserve | £000 | £000 |
| Opening | (31,781) | (13,617) |
| Hedging (gains)/losses recognised in comprehensive income | (38) | (50,819) |
| Hedge ineffectiveness reclassified from the reserves to the P&L in respect of terminated swaps | - | 13,290 |
| Amortisation to P&L of cash flow hedge reserve relating to discontinued hedge relationships | 5,601 | 13,310 |
| Deferred tax posted to comprehensive income | - | 6,055 |
| Closing | (26,218) | (31,781) |

At the beginning of the reporting period, the company had four designated hedge relationships, each of which held several interest-rate swaps. Hedge relationships refer to interest-rate swaps entered into at the same time. Hedge accounting was applied to two of these hedge relationships. The following changes have taken place during the 26 weeks ended 28 January 2024:

On 31 July 2023, the two hedge relationships whereby hedge accounting applied matured (hedge relationships one and four).
On 22 August 2023, the company terminated the remaining two of its interest-rate swaps (hedge relationships nine and ten. On termination, the company received a cash inflow of £14,783,000, being proceeds less termination fees. Hedge accounting did not apply to either interest-rate swap and therefore their fair value was realised in the P&L.
On 23 August 2023, a new interest-rate swap was entered into (hedge relationship eleven), with a total nominal value of £200 million. On 25 September 2023, a further interest-rate swap was entered into (hedge relationship twelve), with a nominal value of £400m. Management elected not to apply hedge accounting to the hedge relationships from inception, as they did not meet the company's risk strategy.

The liability of £9.1 million (30 July 2023: £0.078 million) is made up of the two remaining active interest-rate swaps (eleven and twelve) whereby hedge accounting does not apply. The hedge reserve of £26.2 million is made up of fair value relating to hedges which have been previously been derecognised/discontinued (30 July 2023: £0.3 million of fair value relating to continuing hedges and £32.1 million relating to those which have been derecognised/discontinued).

J D WETHERSPOON PLC

INTERIM REPORT AND FINANCIAL STATEMENTS

NOTES TO THE FINANCIAL STATEMENTS

11. Leases

The following amounts, relating to lease cash flows, were debited/credited to the income statement during the period.

Rent cash flow analysis	Unaudited	Unaudited	Audited
	weeks ended	weeks ended	weeks ended
	28 January	29 January	30 July
	2024	2023	2023
	£000	£000	£000
Cash outflows relating to capitalised leases	26,352	24,081	49,994
Expense relating to short term leases	(935)	194	504
Expense relating to variable element of concessions	7,401	7,665	16,980
Total rent cash outflows for period	32,818	31,940	67,478
Cash inflows relating to capitalised leases	(567)	(1,005)	(2,017)
Income relating to lessor sites	(1,259)	(1,188)	(2,506)
Total rent cash Inflows for period	(1,826)	(2,193)	(4,523)

The balance sheet shows the following amounts relating to leases. These have been reconciled in sections (a) to (d) below:

Amounts Recognised in the balance sheets	Unaudited	Unaudited	Audited
	26 weeks ended	26 weeks ended	53 weeks ended
	28 January	29 January	30 July
	2024	2023	2023
	£000	£000	£000
Right-of-use asset¹
Current	-	-	-
Non-current	364,072	400,739	387,353
Lease Assets²
Current	1,617	2,001	1,361
Non-current	9,771	8,662	8,450
Total Assets	375,460	411,402	397,164
Lease Liabilities
Current	(48,413)	(47,409)	(51,486)
Non-current	(369,938)	(406,529)	(391,794)
Total Liabilities	(418,351)	(453,938)	(443,280)

¹Right-of-use assets and lease liabilities relate to leasehold properties occupied by J D Wetherspoon.
²Lease assets relate to leasehold properties sublet by J D Wetherspoon.

12. General information

J D Wetherspoon plc is a public limited company, incorporated and domiciled in England and Wales.

Its registered office address is: Wetherspoon House, Central Park, Reeds Crescent, Watford, WD24 4QL.

The company is listed on the London Stock Exchange.

This condensed half-yearly financial information was approved for issue by the board on 21 March 2024.

This interim report does not comprise statutory accounts within the meaning of sections 434 and 435 of the Companies Act 2006. Statutory accounts for the year ended 30 July 2023 were approved by the board of directors on 5 October 2023 and delivered to the Registrar of Companies. The report of the auditors on those accounts was unqualified, and did not contain any statement under sections 498-502 of the Companies Act 2006.

There are no changes to the principal risks and uncertainties as set out in the financial statements for the 52 weeks ended 30 July 2024 which may affect the company's performance in the next 26 weeks. The most significant risks and uncertainties relate to supply chain disruption, business strategy and people

INTERIM REPORT AND FINANCIAL STATEMENTS

J D WETHERSPOON PLC

NOTES TO THE FINANCIAL STATEMENTS

13. Basis of Preparation

This condensed half-yearly financial information of J D Wetherspoon plc (the 'company'), which is abridged and unaudited, has been prepared in accordance with the Disclosure and Transparency Rules of the Financial Services Authority and with International Accounting Standards (IAS) 34, Interim Financial Reporting, in accordance with the requirements of the Companies Act 2006. This interim report should be read in conjunction with the annual financial statements for the 52 weeks ended 30 July 2023 which were prepared in accordance with the International Accounting Standards in accordance with the requirements of the Companies Act 2006.

The directors have made enquiries into the adequacy of the Company's financial resources, through a review of the Company's budget and medium-term financial plan, including capital expenditure plans and cash flow forecasts.

In line with accounting standards, the going concern assessment period is the 12-months from the date of approval of this report (approximately the end of quarter 3 of FY25).

The Company has modelled a 'base case' forecast in which recent momentum of sales and profit is sustained. The Company has anticipated within this forecast continued high levels of inflation, particularly on wages, utility costs and repairs. The base case scenario indicates that the Company will have sufficient resources to continue to settle its liabilities as they fall due and operate comfortably within its leverage covenants for the going concern assessment period.

A more cautious but plausible scenario has been analysed, in which lower sales growth is realised. The Company has reviewed, and is satisfied with, the mitigating actions that it could take if such an outcome were to occur. Such actions could include reducing discretionary expenditure and/or implementing price increases. Under this scenario, the Company would still have sufficient resources to settle liabilities as they fall due and headroom within its covenants throughout the going concern review period.

The Company has also performed a 'reverse stress case' which shows that the Company could withstand a 9% reduction in sales from those assessed in the 'base case' throughout the going concern period, as well as similar cost assumptions to the 'base case' scenario, before the covenant levels would be exceeded towards the end of the period. The directors consider this scenario to be remote as, other than when the business was closed during the pandemic, it has never seen such sales declines. Furthermore, the Company has concluded it could take additional mitigating actions, in such a scenario, to prevent a covenant breach.

The Company's secured Revolving Credit Facility totalling £855 million matures in February 2025. As part of the ongoing refinancing process, the feedback we have received from existing and potential new lenders to date, provides the Directors with appropriate assurance that the prospect of not being able to refinance is remote and as such no material uncertainty exists.

After due consideration of the matters set out above, the directors have satisfied themselves that the Company will continue in operational existence for the foreseeable future. For this reason, the Company continues to adopt the going-concern basis in preparing its financial statements.

14. Contingent liability

The company is in an ongoing contractual dispute with a large supplier. The outcome of the dispute is yet to be determined and may be resolved by a legal process. Disclosing any further information at this stage about the ongoing contractual dispute, its financial effect (if any) and uncertainties relating to the amount or timing of any outflow might be prejudicial to the company's position.

J D WETHERSPOON PLC
INTERIM REPORT AND FINANCIAL STATEMENTS

STATEMENT OF DIRECTORS' RESONSIBILITIES

The directors confirm that this condensed interim financial information has been prepared in accordance with IAS 34 and the requirements of the Companies Act 2006, and that the interim management report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:

an indication of important events which have occurred during the first 26 weeks and their impact on the condensed set of financial statements, plus a description of the changes in principal risks and uncertainties for the remaining 26 weeks of the financial year.
material related-party transactions in the first 26 weeks and any material changes in the related-party transactions described in the last annual report.

The directors of J D Wetherspoon plc are listed in the J D Wetherspoon annual report as at 30 July 2023.

A list of current directors is maintained on the J D Wetherspoon plc website: jdwetherspoon.com

By order of the board

John Hutson
Director
21 March 2024

Ben Whitley
Director
21 March 2024

INTERIM REPORT AND FINANCIAL STATEMENTS
J D WETHERSPOON PLC

SECTION 2

INDEPENDENT REVIEW REPORT TO J D WETHERSPOON PLC

Conclusion

We have reviewed the condensed set of financial statements in the half-yearly financial report of J D Wetherspoon PLC (the 'company') for the 26 weeks ended 28 January 2024 which comprises the Income statement, Statement of comprehensive income, Cash flow statement, Balance sheet, Statement of changes in equity and the notes to the interim financial information.

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the 26 weeks ended 28 January 2024 is not prepared, in all material respects, in accordance with UK adopted International Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and Transparency Rules of the United Kingdom's Financial Conduct Authority.

Basis for conclusion

We conducted our review in accordance with International Standard on Review Engagements (UK) (ISRE (UK)) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" (ISRE (UK) 2410). A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

As disclosed in note 13, the annual financial statements of the company are prepared in accordance with UK adopted IFRSs. The condensed set of financial statements included in this half yearly financial report has been prepared in accordance with UK adopted International Accounting Standard 34, "Interim Financial Reporting".

We have read the other information contained in the half-yearly financial report which comprises only the Chairman's statement and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

Conclusions relating to going concern

Based on our review procedures, which are less extensive than those performed in an audit as described in the Basis of conclusion section of this report, nothing has come to our attention to suggest that management have inappropriately adopted the going concern basis of accounting or that management have identified material uncertainties relating to going concern that are not appropriately disclosed.

This conclusion is based on the review procedures performed in accordance with this ISRE UK, however future events or conditions may cause the entity to cease to continue as a going concern.

In our evaluation of the directors' conclusions, we considered the inherent risks associated with the company's business model including effects arising from macro-economic uncertainties such as the cost of living crisis and inflation, we assessed and challenged the reasonableness of estimates made by the directors and the related disclosures and analysed how those risks might affect the company's financial resources or ability to continue operations over the going concern period.

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure Guidance and Transparency Rules of the United Kingdom's Financial Conduct Authority.

In preparing the half-yearly financial report, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's Responsibilities for the review of the financial information

Our responsibility is to express a conclusion to the company on the condensed set of financial statements in the half-yearly financial report based on our review.

Our conclusion, including our Conclusions relating to going concern, are based on procedures that are less extensive than audit procedures, as described in the Basis for conclusion paragraph of this report.

Use of our report

This report is made solely to the company, as a body, in accordance with ISRE (UK) 2410. Our review work has been undertaken so that we might state to the company those matters we are required to state to it in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company as a body, for our review work, for this report, or for the conclusion we have formed.

Grant Thornton UK LLP
Statutory Auditor, Chartered Accountants
London
21 March 2024

J D WETHERSPOON PLC
INTERIM REPORT AND FINANCIAL STATEMENTS

GLOSSARY

Accrual = charge implemented to account for work that has been done or will be done but not yet invoiced.
AGM = "annual general meeting". Annual assembly of a company's stakeholders.
Amortisation = the process of gradually releasing an initial cost or income to the income statement.
APM = "alternative performance measure" Financial measure of historical/future financial performance, other than a financial measure defined or specified in the applicable financial reporting framework.
CAMRA = "Campaign for Real Ale". Organisation which promotes real ales, ciders and perries as well as traditional UK pubs and clubs.
CEO = "chief executive officer". Individual responsible for making managerial decisions in the company to which he or she is contracted to.
CLBILS = "Coronavirus large business interruption loan scheme". Financial support created by the UK Government during the COVID-19 pandemic.
EBITDA = "earnings before interest, taxes, depreciation and amortisation". An alternative performance measure (APM).
Emolument = Salary received as compensation for service of employment.
ESG = "environmental, social and governance". Set of standards measuring a business's impact on society.
FRC = "Financial Reporting Council". Independent regulator in the UK and Ireland responsible for regulating auditors, accountants and actuaries. It also sets the UK corporate governance and stewardship codes.
Freehold reversion = The term used when purchasing a property which had been leased prior to the purchase.
FTSE = "Financial Times Stock Exchange". Index tracking the largest companies trading on the London Stock Exchange (by market capitalization).
FY = "financial year".
GHG = "greenhouse gas". A gas which absorbs and emits the radiant energy which causes the greenhouse effect. (Trapping heat in the atmosphere, therefore warming up the planet).
HMRC = 'Her Majesty's Revenue and Customs'. Non-ministerial UK Government department responsible for collecting taxes and paying some forms of state support.
HY = "half year".
IAS = 'international accounting standard'. Older accounting standard issued by the International Accounting Standards Board. IASs were replaced in 2001 by IFRSs.
IASB = 'International Accounting Standards Board'. Private-sector body developing and approving the international financial reporting standards (IFRSs).
IBOR = 'inter-bank offered rate'. Basic rate of interest used in lending among banks on the financial market and as a reference in setting interest rates on other loans.
IBR = 'incremental borrowing rate'. Rate of interest which a lessee would have to pay to borrow the funds necessary to obtain an asset.
IFRIC = 'international financial reporting standards interpretations committee'. Body which reviews accounting issues, on a timely basis, which have arisen within the context of current international reporting standards.
IFRS = 'international financial reporting standards'. Accounting standards issued by the International Accounting Standards Board.
Impairment = Acknowledging a reduction in the recoverable value of a fixed asset.
ISA = 'international standards on auditing'. Regulatory standards to be followed when auditing financial information, issued by the International Auditing and Assurance Standards Board.
KPI = 'key performance indicators'. Measures which companies use to evaluate a company's success in a particular activity in which it engages.
LGBTQIA+ = 'lesbian, gay, bisexual, transgender, queer/questioning, intersex, asexual, pansexual and allies'. An inclusive term for people of various genders and sexualities.
LLP = 'limited liability partnership'. Type of ownership in which some or all partners have limited liabilities.
NIC = 'national insurance contributions'. Type of income tax paid by both employees and employers.
Payable = debts owed by the business; liabilities.
PAYE = 'pay-as-you-earn tax'. Type of income tax paid by an employer on behalf of an employee, after being deducted from the employee's salary.
Provision = an amount set aside for known, future liabilities.
Receivable = amounts owed to the business; assets.
Remuneration = total compensation received by an employee for service of employment.
RNS = 'Regulatory News Service'. Service which transmits regulatory and non-regulatory information published by companies and organisations (e.g. Share Award) to the local market.
SAP = Accounting software used by Wetherspoon.
SIPs = 'share incentive plan'. An approved, tax-efficient plan which employers can provide to employees to award their workforce in shares.
SONIA = 'sterling overnight interbank average rate'. Interest rate paid by banks on unsecured transactions in the UK market – an alternative measure to LIBOR.
UK GAAP = 'UK generally accepted accounting practice'. Body of accounting standards published by the UK's Financial Reporting Council.
VAT = 'value-added tax'. Form of tax paid to HMRC on a product/service at each stage of production, distribution and sale to the end customer.
WACC = 'weighted average cost of capital'. Rate which a company is expected to pay, on average, to all of its security holders to finance its assets.

INTERIM REPORT AND FINANCIAL STATEMENTS

J D WETHERSPOON PLC

J D Wetherspoon plc
Wetherspoon House, Central Park
Reeds Crescent, Watford, WD24 4WL

01923 477777
Jdwetherspoon.com

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J.D. Wetherspoon PLC — Interim / Quarterly Report 2024

5214_rns_2024-04-04_f267d6fa-56b7-4f81-8d5c-a1cf47e7471a.pdf

Contents

Financial calendar

Background

Trading summary

Separately disclosed items

Free cash flow

Balance sheet

Dividends and return of capital

Financing

Taxation

Scottish Business Rates

VAT equality

How pubs contribute to the economy

Corporate governance

Further progress

Sustainability, recycling and the environment

Bonuses and free shares

Length of service

Food hygiene ratings

Property litigation

Press corrections

Pubwatch

Current trading and outlook

Tim Martin

Business rates transmogrified to a sales tax

VAT equality

Corporate Governance

Property Litigation

BARS AND STARS – COVETED TOP SCORE ACHIEVED IN FOOD MADE GOOD RATINGS

Pillars

Holistic

Footprint

The star ratings

The framework

The Sustainable Restaurant Association (The SRA)

Wetherspoon's report's highlights

Sourcing

Society

Environment

Benefits of Food Made Good Standard

STATEMENT OF CHANGE IN EQUITY

2. Separately disclosed items (continued)

Other operating income

Local government support grants

Property losses

Other property (gains)/losses

Separately disclosed finance costs and income

Taxation

3. Employee benefits expenses

4. Income tax expense

5. Earnings per share

Weighted average number of shares

Earnings / (loss) per share

8. Assets held for sale

9. Borrowings

Lease liabilities

Asset-financing obligations

Variable-rate facility

Unamortised bank loan issue costs

Private placement

10. Financial instruments

11. Leases

12. General information

13. Basis of Preparation

14. Contingent liability

INDEPENDENT REVIEW REPORT TO J D WETHERSPOON PLC

Conclusion

Basis for conclusion

Conclusions relating to going concern

Directors' responsibilities

Auditor's Responsibilities for the review of the financial information

Use of our report

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J.D. Wetherspoon PLC Interim / Quarterly Report 2024