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GOLD BRANDS INVESTMENTS LIMITED - Provisional Reviewed Condensed Group Financial Results for the year ended 29 February 2016

Release Date: 17/06/2016 11:15
Code(s): GBI     PDF:  
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Provisional Reviewed Condensed Group Financial Results for the year ended 29 February 2016

GOLD BRANDS INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2015/168426/06)
JSE code: GBI
ISIN: ZAE000212791
("Gold Brands" or "the Company" or "the Group")

PROVISIONAL REVIEWED CONDENSED GROUP FINANCIAL RESULTS
FOR THE YEAR ENDED 29 FEBRUARY 2016

CONDENSED GROUP STATEMENT OF COMPREHENSIVE INCOME

                                                                         Reviewed   
                                                                    February 2016   
                                                                                R   
Revenue                                                               235 502 971   
Cost of sales                                                       (174 894 524)   
Gross profit                                                           60 608 447   
Other income                                                            1 837 985   
Operating expenses                                                   (49 087 061)   
Earnings before interest, taxation, depreciation and amortisation      13 359 371   
Depreciation and amortisation                                         (2 388 668)   
Profit before interest and taxation                                    10 970 703   
Investment revenue                                                      2 309 314   
Finance costs                                                           (928 106)   
Profit before taxation                                                 12 351 911   
Taxation                                                              (3 398 031)   
Profit for the year                                                     8 953 880   
Other comprehensive income                                                      -   
Total comprehensive income for the year                                 8 953 880   
Attributable to:                                                                    
Equity holders of the company                                           8 953 880   
Basic earnings per share (cents)                                            10.25   
Headline earnings per share (cents)                                         10.25   
Diluted earnings per share (cents)                                          10.25   
Diluted headline earnings per share (cents)                                 10.25   


CONDENSED GROUP STATEMENT OF FINANCIAL POSITION                   
                                                                        Reviewed   
                                                                   February 2016   
                                                                               R   
ASSETS                                                                             
Non-current assets                                                    24 053 742   
Property, plant and equipment                                         12 172 550   
Goodwill                                                               5 931 416   
Intangible assets                                                      5 885 112   
Deferred taxation                                                         64 664   
Current assets                                                        67 614 486   
Inventories                                                           17 521 409   
Other financial assets                                                17 679 717   
Current tax receivable                                                 1 882 765   
Trade and other receivables                                           27 423 289   
Cash and cash equivalents                                              3 107 306   
Total assets                                                          91 668 228   
EQUITY AND LIABILITIES                                                             
Equity                                                                53 830 880   
Share capital                                                         44 877 000   
Retained income                                                        8 953 880   
Non-current liabilities                                                4 884 999   
Instalment sale obligation                                             4 884 999   
Current liabilities                                                   32 952 349   
Current tax payable                                                    2 231 529   
Instalment sale obligation                                             1 779 085   
Operating lease liability                                                780 517   
Trade and other payables                                              28 161 218   
Total equity and liabilities                                          91 668 228   
Number of ordinary shares in issue at year-end                       110 000 000   
Net asset value per share (cents)                                          48.94   
Net tangible asset value per share (cents)                                 38.19   


CONDENSED GROUP STATEMENT OF CHANGES IN EQUITY

                                           Retained                  
                          Share capital      income   Total equity   
                                      R           R              R   
Balance at 1 March 2015               -           -              -   
Profit for the year                   -   8 953 880      8 953 880   
Other comprehensive                                                  
income                                -           -              -   
Total comprehensive                                                  
income for the year                   -   8 953 880      8 953 880   
Issue of shares              44 877 000           -     44 877 000   
Balance at  29 February                                              
2016                         44 877 000   8 953 880     53 830 880   


CONDENSED GROUP STATEMENT OF CASH FLOWS                           
                                                       Reviewed   
                                                       February   
                                                           2016   
                                                              R   
Cash flows utilised in operating activities        (10 021 811)   
Cash flows utilised in investing activities        (11 178 637)   
Cash flows generated from financing activities       23 785 078   
Net increase in cash and cash equivalents             2 584 630   
Cash acquired through business combinations             522 676   
Cash and cash equivalents at the end of the year      3 107 306   


SEGMENTAL REPORTING

IFRS 8 requires an entity to report financial and descriptive information about its reportable segments,
which are operating segments or aggregations of operating segments that meet specific criteria.
Operating segments are components of an entity about which separate financial information is
available that is evaluated regularly by the chief operating decision maker.

Therefore, the Group determines and presents its operating segments based on the information that is
internally provided to the Chief Executive Officer, who is the chief operating decision maker.

Furthermore, a segment is a distinguishable component of the group that is engaged either in
providing related products or services (business segment), in providing products or services within a
particular economic environment (geographical segment), which is subject to risks and returns that are
different from those of the other segments.

The Group does not have different operating segments. The business is conducted in South Africa and
is managed at a central head office with no branches. The Group is managed as one operating unit.

All revenues from external customers originate in South Africa, or from operations in South Africa.

NOTES TO THE FINANCIAL INFORMATION                                        
Reconciliation of headline earnings for the year                          
                                                               Reviewed   
                                                          February 2016   
                                                                      R   
Earnings attributable to ordinary shareholders                8 953 880   
Adjusted for:                                                         -   
Headline earnings attributable to ordinary shareholders       8 953 880   
Weighted average shares in issue (number)                    87 358 904   
Weighted average diluted shares in issue (number)            87 358 904   
Basic earnings per share (cents)                                  10.25   
Diluted earnings per share (cents)                                10.25   
Headline earnings per share (cents)                               10.25   
Diluted headline earnings per share (cents)                       10.25   


OVERVIEW

The directors have pleasure in announcing financial results for February 2016. The past year has been
an exciting one, culminating with our listing on the JSE 12 February 2016. Our vision is to be the
leading Franchise Company in South Africa and International markets with unique and authentic
brands backed by our cost effective and reliable supply chain.

FRANCHISING

2016 has welcomed our Chesanyama brand into new consumer markets, with the opening of our first
store in a major mall – Menlyn Shopping centre in Pretoria. We have continued to see good growth in
our Chesanyama Brand reaching a milestone of 300 stores, with 41 signed up new applicants who we
are in the process of identifying sites for.

We acquired the legendary Blacksteer brand in March 2015 and with our re-engineering of the brand
we ensured that the "Legend "lives on. To date 19 new Black Steer stores have been opened.

A new addition to our portfolio is "Hot Chicks", we opened our first store in May 2016 with two more
planned in the near future.

1+1 Pizza currently has 15 stores operating. We believe that our superior product is well placed to
becoming one of the leaders in the pizza industry. Collectively Pitaland and Wild wings have 10
operating stores currently.

SUPPLY CHAIN

Through the growth of our brands we have established a central kitchen / production plant providing
consistency of product to our franchised outlets. Via our supply chain we are sourcing local
ingredients and products to ensure that affordability to the customer and profitability for the
Franchisees, utilising products that are of a superior quality.

BASIS OF PREPARATION

The condensed Group financial results for the year ended 29 February 2016 included in this
announcement have been prepared in accordance with the recognition and measurement criteria of

International Financial Reporting Standards ("IFRS"), and have been prepared in accordance with the
presentation and disclosure requirements of IAS 34 Interim Financial Reporting, the SAICA Financial
Reporting Guides as issued by the Accounting Practices Committee, and Financial Pronouncements as
issued by the Financial Reporting Standards Council, the Listings Requirements of the JSE Limited,
and the requirements of the South African Companies Act.

The condensed Group financial results are prepared in accordance with the going concern principle
under the historical cost basis as modified by the fair value accounting of certain assets and liabilities
where required or permitted by IFRS. These condensed group financial results are presented in the
South African Rand, which is the group's functional and presentation currency.

These condensed Group financial results incorporate the financial results of the company and its
subsidiaries. Results of subsidiaries are included from the effective date of acquisition. All significant
transactions and balances between group enterprises are eliminated on consolidation.

The preparation of the condensed Group financial results for the year ended 29 February 2016 was
supervised by the Financial Director, Terence Ballard. The directors take full responsibility for the
preparation of the condensed Group financial results for the year ended 29 February 2016.

Comparative figures have not been disclosed as the company was only incorporated during the current
financial year.

GOING CONCERN

The board of directors is of the opinion that, having regard to the current status and the future strategy
of the Group, the Group has sufficient resources to continue as a going concern.

SHARE CAPITAL

During the financial year, the Group had various issues of shares. Detailed below is a summary of the
issued share capital of GBIL.

Issued shares                                   Share Capital   
79 500 000 shares issued at R0.25 per share       R19 875 000   
5 500 000 shares issued at R0.00036 per share          R2 000   
25 000 000 shares issued at R 1 per share        R 25 000 000   


ACQUISITIONS

Related party acquisitions

On 1 March 2015, the Group acquired 100% of the voting shares of Franchising to Africa (Pty) Ltd,
Blacksteer Enterprises (Pty) Ltd and Goldbrands Food Services (Pty) Ltd, related parties to GBIL.
The acquisition has been accounted for using the acquisition method.

There were no other acquisitions during the financial year, other than those listed above.

The fair values of the identifiable assets and liabilities of the companies as at the date of acquisition
were:

                                    Franchising to          Blacksteer       Goldbrand Food   
                                  Africa (Pty) Ltd   Enterprises (Pty)   Services (Pty) Ltd   
                                                                   Ltd                    R   
Assets                                           R                   R                        
Other financial assets                   1 373 000           2 343 535                    -   
Property, plant and equipment           10 997 900                   -                    -   
Inventories                              9 543 338                   -                    -   
Trademarks                               4 310 112           1 575 000                    -   
Trade and other receivables             14 833 414                   -                    -   
Cash and cash equivalents                  458 556              64 120                    -   
Liabilities                                                                                   
Other financial liabilities                      -         (1 373 000)                    -   
Trade and other payables              (20 575 496)           (801 151)                    -   
Other current liabilities              (2 827 833)             (8 395)                    -   
Instalment sale obligation             (5 781 081)                   -                    -   
Deferred tax                             (104 625)                   -                    -   
Total identifiable assets               12 227 285           1 800 109                    -   
Goodwill arising on acquisition          3 328 965           1 699 891              902 562   
Purchase consideration                  15 556 250           3 500 000              902 562   
transferred                                                                                   


CONTINGENCIES

The directors are not aware of any material contingent liability which existed at the reporting date and
up to the date of this report requiring disclosure.

FINANCIAL INSTRUMENTS RECOGNISED AT FAIR VALUE

The Group doesn't recognise any of its financial instruments at fair value. The carrying values of the
group's financial instruments however approximates their fair values.

SUBSEQUENT EVENTS

The directors are not aware of any matter or circumstance arising since the reporting date which
would have a material effect on the condensed group financial results.

REVIEW CONCLUSION

The auditors, Nexia SAB&T, have reviewed the provisional condensed group financial statements for
the year ended 29 February 2016, and have expressed an unmodified review conclusion.

The auditor's unmodified review report is available for inspection at the company's registered office.

DIVIDEND POLICY

No ordinary dividends were declared, and no ordinary dividend is proposed for the year.

PROSPECTS

The economy has seen a drastic decline in domestic consumer spend for individual consumers and in
an attempt to combat the slow- down in consumer spending we have had to absorb many of the costs
and be innovative in our menu ideas to ensure consumer affordability, without losing focus on product
quality.

We look forward to taking our well-loved authentic South African Chesanyama and Black Steer
brands to global markets. Our aim is to launch new and exciting concepts to expand our portfolio of
brands globally. We continue to enhance our infrastructure, improve our franchisee profitability and
margins offering quality products at reasonable prices to consumers.

CHANGES TO THE BOARD OF DIRECTORS

The following directors have been appointed during the period under review:

Executive directors:

Name                            Date of appointment   
Efpraxia Nathanael ("Praxia")   18 May 2015           
Terrence Craig Ballard          18 May 2015           


Non-executive directors:

Name                            Date of appointment   
Christos Kassianides            18 May 2015           
Clifford David Raphiri          01 December 2015      
Valentine Nichas                01 December 2015      
Hlumelo Biko                    15 January 2016       
Clive Korona-Yashe Rugara       15 January 2016       


By order of the Board
17 June 2016

Efpraxia Nathanael                                   Terrence Ballard
Chief Executive Officer                              Financial Director

CORPORATE INFORMATION

Non-executive directors: Clifford David Raphiri; Christos Kassianides; Valentine Nichas;
Hlumelo Biko; Clive Korona-Yashe Rugara
Executive directors: Efpraxia Nathanael ("Praxia"); Terrence Craig Ballard
Registration number: 2015/168426/06
Registered address: 195 Witch-Hazel Avenue, Highveld Technopark, Centurion, 0046
Postal address: PO Box 290, Cornwall Hill, Irene, 0178
Company secretary: River Group
Telephone: (012)346 8540
Transfer secretaries: Trifecta Capital Investor Service (Pty) Limited
Designated Adviser: River Group



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