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GOLD BRANDS INVESTMENTS LIMITED - Unaudited Condensed Group Interim Results for the six months ended 31 August 2017

Release Date: 16/11/2017 11:30
Code(s): GBI     PDF:  
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Unaudited Condensed Group Interim Results for the six months ended 31 August 2017

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")

UNAUDITED CONDENSED GROUP INTERIM FINANCIAL RESULTS FOR THE SIX MONTHS ENDED 31 AUGUST 2017

  CONDENSED GROUP STATEMENT OF COMPREHENSIVE INCOME
                                                               Unaudited         Unaudited               Audited    
                                                                6 months          6 months             12 months    
                                                               31 August         31 August           28 February    
                                                                    2017              2016                  2017    
                                                                       R                 R                     R    
   Revenue                                                    27 595 828       100 613 053           142 785 184    
   Cost of sales                                             (14 554 930)      (69 537 159)         (126 516 074)   
   Gross profit                                               13 040 898        31 075 894            16 269 110    
   Other income                                                1 332 521         1 254 720             3 783 417    
   Impairment of non-current assets                          
   held for sale and assets of disposable groups                                                      (3 625 482)   
   Operating expenses                                        (19 414 986)      (25 924 345)          (62 189 361)   
   (Loss)/Earnings before interest, taxation,                
   depreciation and amortisation                              (5 041 567)        6 406 269           (45 762 316)   
   Depreciation and amortisation                              (1 100 545)       (1 298 432)           (1 946 311)   
   (Loss)/Profit before interest and taxation                 (6 142 112)        5 107 837           (47 708 627)   
   Investment revenue                                          4 622 907            69 806             3 560 594    
   Finance costs                                              (1 250 104)         (328 954)           (4 072 103)   
   (Loss)/Profit before taxation                              (2 769 309)        4 848 689           (48 220 136)   
   Taxation                                                       73 330        (1 345 761)             (292 439)   
   (Loss)/Profit for the year                                 (2 695 979)        3 502 928           (48 512 575)   
   Other comprehensive income                                          -                 -                     -    
   Total comprehensive (loss)/ income                        
   for the year                                               (2 695 979)        3 502 928           (48 512 575)   
                                                                                                                    
   Attributable to:                                                                                                 
   Equity holders of the company                              (2 695 979)        3 502 928           (48 512 575)   
                                                                                                                    
   (Loss)/Earnings per share attributable to                 
   equity holders of the company                                          
                                                                                                                    
   Basic (loss)/earnings per share (cents)                         (2.45)             3.18                (44.10)   
   Headline (loss)/ earnings per share (cents)                     (2.29)             3.18                (40.89)   
   Diluted basic (loss)/earnings per share (cents)                 (2.45)             3.18                (44.10)   
   Diluted headline (loss)/earnings per share (cents)              (2.29)             3.18                (40.89)   



CONDENSED GROUP STATEMENT OF FINANCIAL POSITION
                                                                                  Restated                
                                                               Unaudited         Unaudited               Audited
                                                               31 August         31 August           28 February    
                                                                    2017              2016                  2017    
                                                                       R                 R                     R    
   ASSETS                                                                                                           
   Non-current assets                                         18 737 042        23 715 924            20 609 491    
   Property, plant and equipment                               6 899 065        10 806 312             8 777 577    
   Goodwill                                                    5 931 416         5 931 416             5 931 416    
   Intangible assets                                           5 885 112         5 885 112             5 885 112    
   Deferred taxation                                              21 449         1 093 084                15 386    
   Current assets                                             31 144 373        63 187 345            32 988 878    
   Inventories                                                 3 107 899        10 093 998             3 063 835    
   Other financial assets                                      9 547 178        11 712 125            14 672 941    
   Current tax receivable                                      1 882 765         1 833 059             1 882 765    
   Trade and other receivables                                16 528 451        38 962 900            13 226 983    
   Cash and cash equivalents                                      78 079           585 263               142 354    
                                                                                                                    
   Non-current assets held for sale and                                     
   assets of disposal groups                                   6 054 682         9 850 000             6 523 071    
                                                                                                                    
   Total assets                                               55 936 097        96 753 269            60 121 440    
                                                                                                                    
   EQUITY AND LIABILITIES                                                                                           
   Equity                                                      2 822 327        57 333 808             5 318 306    
   Share capital                                              45 077 000        44 877 000            44 877 000    
   Retained income                                           (42 254 673)       12 456 808           (39 558 694)   
                                                                                                                    
   Non-current liabilities                                     2 260 072         4 113 049             4 027 498    
   Instalment sale obligations                                 2 260 072         4 062 738             3 784 337    
   Deferred taxation                                                   -            50 311               243 161    
                                                              50 853 698        35 306 412            50 775 636    
   Current liabilities                                                                                              
   Current tax payable                                         2 407 423         4 505 696             2 231 529    
   Instalment sale obligations                                 1 610 885         1 584 544             1 608 940    
   Operating lease liability                                     713 279           369 682               717 985    
   Trade and other payables                                   39 872 427        28 822 278            40 916 953    
   Provisions                                                  1 178 427                                 850 000    
   Bank overdraft                                              5 071 257            24 212             4 450 229    
                                                                                                                    
   Total equity and liabilities                               55 936 097        96 753 269            60 121 440    
                                                                                                                    
   Number of ordinary shares in issue at year-end            110 200 000       110 000 000           110 000 000    
   Net asset value per share (cents)                                2.56             52.12                  4.83    
   Net tangible asset value per share (cents)                      (8.16)            41.38                 (5.91)   


CONDENSED GROUP STATEMENT OF CHANGES IN EQUITY
                                                                                                                    
                                                               Unaudited         Unaudited               Audited    
                                                               31 August         31 August           28 February    
                                                                    2017              2016                  2017    
                                                                       R                 R                     R    
   Balance at beginning period                                 5 318 306        53 830 880            53 830 880    
   (Loss)/Profit for the period                               (2 695 979)        3 502 928           (48 512 574)   
   Other comprehensive income                                          -                 -                     -    
   Total comprehensive (loss)/income for the period           (2 622 327)        3 502 928           (48 512 574)   
   Issue of shares                                               200 000                 -                     0    
   Balance at end of period                                    2 822 327        57 333 808             5 318 306    


CONDENSED GROUP STATEMENT OF CASH FLOWS
                                                                                  Restated                          
                                                               Unaudited         Unaudited               Audited    
                                                               31 August         31 August           28 February    
                                                                    2017              2016                  2017    
   Cash flows from operating activities:                               R                 R                     R    
   Cash used in operations                                    (5 231 767)       (1 354 337)           (6 517 509)   
   Interest Income                                                 2 577            69 806                 3 428    
   Finance costs                                                (595 156)         (328 954)           (1 354 616)   
   Net cash generated from/ (utilised in)                                   
   operating activities                                       (5 824 345)       (1 613 485)           (7 868 697)   
   Purchase of property, plant and equipment                                             -               (79 102)   
   Proceeds on disposal of property,                                        
   plant and equipment                                         1 000 000            67 806               390 090    
   Cash flows from non-current assets                                       
   held for sale                                                   6 485        (5 951 368)           (4 197 185)   
   Decrease in other financial assets                          5 654 878         5 967 592             7 185 402    
   Cash flows generated from investing activities              6 661 363            84 030             3 299 205    
   Cash flows from financing activities                                                                             
   Finance lease payments                                     (1 522 320)       (1 016 800)           (2 845 689)   
   Cash utilised in financing activities                      (1 522 320)       (1 016 800)           (2 845 689)   
   Net decrease in cash and cash equivalents                    (685 303)       (2 546 255)           (7 415 181)   
   Cash and cash equivalents at the beginning                               
   of the period                                              (4 307 875)        3 107 306             3 107 306    
   Cash and cash equivalents at the end                                     
   of the period                                              (4 993 178)          561 051            (4 307 875)   
                                                                            

NOTES TO THE FINANCIAL INFORMATION

Reconciliation of headline earnings for the period

                                                               Unaudited        Unaudited                Audited    
                                                               31 August         31 August           28 February     
                                                                    2017              2016                  2017    
                                                                       R                 R                     R    
   (Loss)/Earnings attributable to                                                                
   ordinary shareholders                                      (2 695 979)        3 502 928           (48 512 575)   
   Adjusted for:                                                                                                    
   Profit on disposal of property,                                                                
   plant and equipment (net of taxation)                        (159 864)                                (95 159)   
   Loss on non-current assets held for                                                            
   sale (net of taxation)                                        332 570                               3 625 482    
   Headline (Loss)/earnings attributable                                                          
   to ordinary shareholders                                   (2 523 273)        3 502 928           (44 982 252)   
                                                                                                                    
   Weighted average shares in issue (number)                 110 038 043       110 000 000           110 000 000    
   Weighted average diluted shares in issue (number)         110 038 043       110 000 000           110 000 000    
   Basic earnings per share (cents)                                (2.45)             3.18                (44.10)   
   Diluted earnings per share (cents)                              (2.45)             3.18                (44.10)   
   Headline earnings per share (cents)                             (2.29)             3.18                (40.89)   
   Diluted headline earnings per share (cents)                     (2.29)             3.18                (40.89)   
                                                                             

OVERVIEW
Due to our successful rollout of Chesanyama as a franchise brand in South Africa over the past five years, we believe
that to achieve our growth strategy, Chesanyama had to be remodelled to international standards, presenting the South
African traditions in look and feel, tastes and experience. This will successfully compete with any national or
international brand in the QSR market. With this said, we will see the launching of Chesanyama UK in the first quarter 
of 2018 and, using the existing client base received at our HSBC presentation, we will pursue to identify potential 
sites to open 4 Chesanyama stores in  the UK during 2018. 

South African consumers will see the rolling out of the larger new-look casual dining Chesanyama stores as well as the
drive-thru concepts. 

With the finalisation of the Development Agreement with the UK's Casual Dining Group's brands in South Africa, two
initial sites have been identified for the launch of the Latin-American restaurant Las Iguanas and the French Bistro 
Café Rouge in the first quarter of 2018. 

In addition to our franchise model, we intend to open limited company owned high-end brands over the next 2 years in
high visibility locations. 

More focus has been placed on improving the 1+1 Pizza brand, through menu improvement and this brand already has two
more stores opening in the three months after this reporting period. 

The Group's focus in the six months to 31 August 2017 continued successful enhancing of internal supply chain
controls, collection of debtors, and tighter control of operating expenditure. 

Against this backdrop, the group was proactive in implementing a number of initiatives to manage its input costs 
and sales mix.  It is evident that the prevailing market volatility and uncertainty are exposing businesses to an 
increasing number of risks and therefore we are mitigating our risks by the use of an outsourced prepaid online 
ordering platform. Stricter controls of licenced products to our stores from our Distribution Centre has resulted 
in the consistency of good quality products to our customers adding increased profits and promoting our brand 
standards.  

The business had seen a slowdown due to the economic situation in South Africa as at February 2017, with a halt 
in new franchisee sign-on and store openings during the first quarter of this year. Slow debtor collections 
forced the company to limit the sales of products on credit to our franchisees. A turn-around in new business 
since February 2017 together with a better sales mix has resulted in improved gross margins adding value to 
our bottom line.

This, coupled with the roll-out of the UK based Casual Dining Group's high turnover brands in South Africa, and  
our recently announced acquisition of the well-known American themed Ed's Diner restaurants, will add higher sales 
to our Distribution Centre.

OPERATIONAL OVERVIEW
Following the losses experienced from store closures due to lease expiries, Management has and is continuously
re-evaluating the potential of the demographics of existing stores. The group has continued to implement more 
stringent processes and selection requirements for its locations and business partners. The brand image has 
been re-engineered and the business model is now moving into the newly identified market gap.

Hands-on franchisee selection has shown a successful turnaround where new business partners are showing profitable,
brand-enhancing stores with increased customer satisfaction and dedication. Extended franchisee training programmes
developed and provided by head office continue to enhance franchisee ability to run successful businesses while 
maintaining high brand standards. This support is further enhanced by the continued consultation, support and 
advanced training programmes within the QSR industry by our approved service providers.

We have successfully re-opened 12 stores and new store sales have taken an upswing in the period after this 
reporting period, bringing the total number of operating franchisees to 190 at the date of this report. The group 
is confident that these initiatives will reposition its brands to continue growing profitably nationally, on the 
African continent and internationally.

With our focus being on our customers, the key driver in this transformative year for Gold Brands is our
owner-operator business partnerships which add value to our brands and satisfaction to our customers. We continue 
to source tasty, quality products for our end users.

FINANCIAL OVERVIEW
While revenue for the period was down 72.6% to R27.6 million year-on-year, the gross profit margin increased from
30.9% to 47.3% due to a more aligned sales mix and an ongoing revision and implementation of stricter controls.   
The significant decline in revenue was due to a slow-down in the economy as well as Management's restructuring of 
Gold Brands portfolio, internal restructuring of Management's supply chain to further reduce risks and relocating 
our remodelled Chesanyama stores into higher demographical areas.

The benefits of streamlining Gold Brands' procurement arrangements with selected suppliers, including the 
innovative introduction of a prepaid online meat supplier, contributed to a 79.1% reduction in cost of sales 
year-on-year. Continued improvement in internal controls and procedures also supported the higher gross margin, 
which increased by 16.4% in the comparable period. A continuous increase of in-house production of spices and 
sauces also contributed to the increased profitability.  

Operating expenses declined year-on-year by 25.1% to R19.4 million. The group continued to achieve lower transport
costs as a result of better route planning and tighter controls which resulted in a reduction of our fleet, which 
further reduced costs on fuel, insurance, finance charges and wear and tear. Continued tighter internal control 
of operating expenses remains beneficial. 


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.

The Chief Executive Officer of the Group, is the chief operating decision maker. She evaluates the financial
information of the Group as one operating unit. Separate operating segment financial information is not 
available. 

Therefore IFRS 8 was not implemented.


RELATED PARTY BALANCES
Shareholder with significant influence:                        E Nathanael
Holdings of members of key management                          Sydiveda Proprietary Limited
Members of key management                                      E Nathanael
                                                               T C Ballard


                                           Unaudited          Unaudited              Audited    
                                           31 August          31 August          28 February     
                                                2017               2016                 2017    
                                                   R                  R                    R    
   Sydiveda (Pty) Ltd*                     9 547 178         11 712 125           14 672 941    
   TC Ballard                                733 004            224 363              698 004    
                                          10 280 182         11 936 488           15 370 945    
* This balance has been reduced by a further R4.5 million since this reporting period 

The Group also entered into a few other transactions with related parties which were in the ordinary 
course of business, and on an arm's length basis, and which was consistent with the previous period 
and not significant.

ISSUE OF SHARES
200 000 ordinary shares were issued at 100 cents per share on 28 July 2017 resulting in the total 
number of ordinary shares issued of 110 200 000.

CHANGES IN PROPERTY PLANT AND EQUIPMENT
The Group disposed of leased vehicles at a carrying value of R777 966 due to changes in operational 
requirements. No additional assets were acquired.


PROVISION FOR IMPAIRMENT OF TRADE RECEIVABLES
Management have assessed the recoverability of debtors and have provided for impairment of debtors 
of R3 559 530, which provision is included in Operating Expenses for the period under review.  


INVESTMENT IN NON-CURRENT ASSETS HELD FOR SALE 
Management have successfully sold a Blacksteer franchise, which had a carrying value of R438 097.


RESTATEMENT
The Group, who is the franchisor, occasionally acquires a store from a franchise operator. The intention 
of management is to immediately resell the store to a new business partner.

These stores acquired, were classified as inventory in August 2016, which was an error, as it should have 
been classified as non-current assets held for sale and assets of disposal groups, as it meets the 
recognition criteria of non-current assets held for sale and assets of disposal groups. 

The comparative amounts for August 2016 have been restated.

The error had no impact on the Statement of Comprehensive Income and Statement of Changes in Equity for 
the 2016 financial year.

The effect of the reclassification on the financial results have been summarised below:
   Statement of Financial Position                                                 Unaudited    
                                                                                  31 August     
                                                                                        2016    
                                                                                           R    
   Increase in non-current assets                       
   held for sale and disposal groups                                               9 850 000    
   Decrease in inventory                                                          (9 850 000)   
   Statement of cash flows                                                                      
   Increase (inflow) in cash generated                  
   from operations                                                                 5 951 368    
   Decrease (outflow) in cash flows from                
   non-current assets held for sale and                 
   disposal groups                                                                (5 951 368)   
                                                        


BASIS OF PREPARATION
The condensed Group financial results for the period ended 31 August 2017 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 accounting policies applied in the preparation of the condensed Group financial results are consistent 
with those applied in the preparation of the previous Group financial results.

The condensed Group financial results are prepared in accordance with the going concern principle under 
the historical cost basis. 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 period ended 31 August 2017 was supervised 
by the Financial Director, Terrence Ballard.

The Directors take full responsibility for the preparation of the condensed Group financial results for the 
period ended 31 August 2017.


GOING CONCERN
The financial results indicate that the Group incurred a net loss for the period of R2 695 979, and the 
current liabilities exceeded the current assets by R19 709 325 at the end of the period.
 
These conditions indicate that a material uncertainty exists that may cast a significant doubt on the 
Group's ability to continue as a going concern.

The introduction of our new themed brands into our portfolio makes the Group unique in the food industry and 
hence attracting interest from investors participating in our unique concepts. This new portfolio of brands 
will give a higher return on investment driving new business sales as well as sales through our Distribution 
Centre.

Internal restructuring on our supply chain and Management's strategic interventions continue to improve
revenue, profitability and liquidity position of the Group.

The ability of the Group to fund short term operations in the foreseeable future is largely dependent on the 
outcome of these strategic interventions.

Furthermore, after performing a thorough review of the Group strategies implemented, and performing a review 
of the Group's cash flow forecasts and budgets, and considering the uncertainties described above, the 
directors have a reasonable expectation that the Group has adequate resources to continue operations for 
the foreseeable future.

For these reasons, and the effects of the interventions above on the first half of 2018, the board continue 
to adopt the going concern basis of accounting to prepare the financial results.


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 interim financial results.  


DIVIDEND POLICY
No ordinary dividends were declared, and no ordinary dividend is proposed for the interim period.


FORWARD LOOKING STATEMENTS
This report may contain certain forward-looking statements concerning Gold Brands' operations, economic 
performance and financial condition, plans and expectations.  Such views involve both known and unknown 
risks, assumptions, uncertainties and other important factors that could materially influence the actual 
performance of the company. No assurance can be given that these will prove to be correct and no 
representation or warranty expressed or implied is given as to the accuracy or completeness of such 
views or as to any of the other information in this report.


PROSPECTS 
The Group's distinctive advantage in South Africa is its diverse array of authentic themed Quick Service 
Restaurants: 
- our South African "braai" themed Chesanyama;
- the traditional Blacksteer legendary ribs and gourmet burgers;
- Ed's Classic American diners with its timeless retro-nostalgic décor mixed with modern consumer trends;
- the Latin American styled Las Iguanas with their own unique Brazilian bottled Las Iguanas Magnifica 
  Cachaça beer and awesome cocktails;
- Café Rouge's French Bistros;
- Italian casual dining at Bella Italia; and
- Mediterranean offerings at Opa! Pitaland. 

The roll out of the updated Chesanyama branding has commenced, to capitalise on increasing demand for 
Chesanyama in the middle market. This is in line with the changing perception of the brand, expanding from 
its emerging market roots into more affluent market segments. This, coupled with the launching of 
Chesanyama UK during the first quarter of 2018, will see this brand becoming a household name 
internationally. At BlackSteer, the look and feel of the restaurants and menus has been upgraded to ensure 
that the chain maintains its position as a premium brand.

The conclusion of the Master Franchise Licence with Casual Dining Group and our recently-announced 
acquisition of Ed's Diner sees us extending our portfolio of brands and appealing to a more diversified 
customer, business partner and supplier while seeing our brands in a wider demographical area.


CHANGES TO THE BOARD OF DIRECTORS
The following changes in directors have taken place to date: 

 Name                        Designation                                                Appointment Date    
 Mr Christopher Hlekane      Chairman of the Board                                      1 September 2017    
                             Member - Social and Ethics Committee                       1 September 2017    
                             Member - Audit and Risk Committee                          1 September 2017    
                             Member - Remuneration and Nomination Committee             1 September 2017   
 
 Ms Glory Isaacs             Chairperson - Social and Ethics Committee                  1 September 2017    
                             Chairperson - Remuneration and Nomination Committee        1 September 2017    
                             Member - Audit and Risk Committee                          1 September 2017 


 Name                        Designation                                                Resignation Date    
 Mr C Raphhiri               Chairman of the Board                                      23 August 2017     
                             Member - Social and Ethics Committee                       23 August 2017     
                             Member - Audit and Risk Committee                          23 August 2017   
                             Member - Remuneration and Nomination Committee             23 August 2017    


By order of the Board
16 November 2017 

Efpraxia Nathanael                                         Terrence Ballard
Chief Executive Officer                                    Financial Director



CORPORATE INFORMATION
 Non-executive directors: Christopher Hlekane; Christos Kassianides; Glory Isaacs.            
 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          


These results will be available on the Company website from Thursday, 16 November 2017.

16 November 2017
Johannesburg
Corporate and Designated Adviser
River Group
Date: 16/11/2017 11:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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