BRAIT SE - Audited results announcement for the year ended 31 March 2018

Release Date: 19/06/2018 11:00
Code(s): BAT
 
Wrap Text
Audited results announcement for the year ended 31 March 2018

Brait SE
(Registered in Malta as a European Company)
(Registration No. SE1)
Share code: BAT ISIN: LU0011857645
Bond code: WKN: A1Z6XC ISIN: XS1292954812
LEI: 549300VB8GBX4UO7WG59
("Brait", the "Company" or "Group")

AUDITED RESULTS ANNOUNCEMENT
for the year ended 31 March 2018

Performance against targets

Performance metric                                      Position at 31 March 2018
                                                        - Growth rates to 31 March 2018:(1)
                                                           - for the past six months                       (13.7%)
                                                           - for the financial year                        (26.2%)
1   NAV CAGR > 15% per year over any 3 year period      - Compound Annual Growth Rates (CAGR) to 31 March 2018:(1)
                                                           - for the past three years                       (9.3%)
                                                           - for the past five years                         17.2%
                                                           - for the past seven years                        19.5%

2   Dividend Policy: 1% - 2.5% of closing NAV              - FY2018: No dividend has been declared for the current year
    - bonus shares or cash dividend alternative            - (FY2017: 1% of previously reported NAV of R78.15 paid August 2017) 

3   Operating costs: < 0.85% of Brait AUM               - 0.66% of average AUM(3) (FY2017: 0.64%)
                                                        - 0.58% net after fee income(3) (FY2017: 0.54%) 

4   Minimal cash drag: < 25% of NAV                     - 10.7% of NAV (restated FY2017: 8.7%)

5   Primarily unlisted investments                      - Primarily unlisted investments

6   Demonstrate cash flow within underlying investments - Strong cash flow conversion across portfolio

(1)   Growth rates based on the audited NAV per share of R57.32 as at 31 March 2018
(2)   For FY2018, no cash dividend has been declared as the Board has resolved to reduce debt at the Brait level
(3)   Percentages quoted are based on operating expenses for FY2018 of R281m and fee income of R35m. 
      (FY2017: Operating expenses R401m; fee income R62m). Brait's average AUM for FY2018 is R42.5bn (FY2017: R63bn)

Summary consolidated statement of financial position as at 31 March
  Restated     Restated                                                                                  Restated     Restated
   Audited      Audited      Audited                                                          Audited     Audited      Audited
  31 March     31 March     31 March                                                         31 March    31 March     31 March
      2016         2017         2018                                                             2018        2017         2016
       R'm          R'm          R'm                                                 Notes      EUR'm       EUR'm        EUR'm
                                        ASSETS
    73 036       44 408       36 497    Non-current assets                                      2 501       3 100        4 352
    73 036       44 408       36 497    Investments                                     3       2 501       3 100        4 352
     4 599        3 289        2 932    Current assets                                            201         230          275
       245            5           25    Accounts receivable                                         2           –           15
     4 354        3 284        2 907    Cash and cash equivalents                       4         199         230          260

    77 635       47 697       39 429    Total assets                                            2 702       3 330        4 627
                                        EQUITY AND LIABILITIES
    68 042       37 802       27 125    Ordinary shareholders equity and reserves               1 859       2 639        4 055
     5 130        4 426        4 482    Share capital and premium                       5         470         465          514
     8 051      (4 828)      (5 125)    Foreign currency translation reserve                    (847)       (748)        (462)
       864          864          864    Convertible Bond reserve                                   57          57           57
    53 997       37 340       26 904    Retained earnings                                       2 179       2 865        3 946
     9 551        9 843       12 072    Non-current liabilities                                   827         687          569
     6 621        5 396        5 443    Convertible Bonds                               6         373         377          395
     1 100        2 669        4 719    Borrowings                                      7         323         186           65
     1 830        1 778        1 910    Other liability                                 8         131         124          109
        42           52          232    Current liabilities                                        16           4            3
        42           52          232    Accounts payables and other liabilities                    16           4            3

    77 635       47 697       39 429    Total equity and liabilities                            2 702       3 330        4 627
     520.6        521.0        525.6    Ordinary shares in issue (m)                            525.6       521.0        520.6
    (18.8)       (34.0)       (52.4)    Treasury shares (m)                            5.1     (52.4)      (34.0)       (18.8)
     501.8        487.0        473.2    Outstanding shares for NAV calculation (m)              473.2       487.0        501.8
    13 560        7 763        5 732    Net asset value per share (cents)                         393         542          808

Summary consolidated statement of comprehensive income for the year ended 31 March
                   Restated                                                                                          Restated
                    Audited      Audited                                                                  Audited     Audited
                   31 March     31 March                                                                 31 March    31 March
                       2017         2018                                                                     2018        2017
                        R'm          R'm                                                         Notes      EUR'm       EUR'm
                
                   (15 085)      (9 192)   Investment losses                                                (605)       (978)
                        244          287   Interest income                                                     19          16
                        409          149   Dividend income                                                     10          27
                         62           35   Fee income                                                           2           4
                      (319)        (219)   Foreign exchange losses                                           (14)        (21)
                      (401)        (281)   Operating expenses                                                (18)        (26)
                       (76)            –   Other expenses                                                       –         (5)
                      (833)        (897)   Finance costs                                                     (59)        (54)
                       (29)         (28)   Taxation                                                           (2)         (2)
                   (16 028)     (10 146)   Loss for the year                                                (667)     (1 039)
                                           Other comprehensive loss
                   (12 879)        (297)   Translation adjustments                                           (99)       (286)
                   (28 907)     (10 443)   Total Comprehensive loss for the year                            (766)     (1 325)
                    (3 278)      (2 144)   Loss and Headline loss per share (cents) – basic        9        (141)       (212)
                    (2 945)      (1 904)   Loss and Headline loss per share (cents) – diluted      9        (125)       (191)
                
Summary consolidated statement of changes in equity for the year ended 31 March
                   Restated                                                                                         Restated
                    Audited      Audited                                                                 Audited     Audited
                   31 March     31 March                                                                31 March    31 March
                       2017         2018                                                                    2018        2017
                        R'm          R'm                                                                   EUR'm       EUR'm
                
                     69 872       39 580   Ordinary shareholders balance at beginning of year              2 763       4 164
                    (1 830)      (1 778)   Restatement impact                                              (124)       (109)
                     68 042       37 802   Restated ordinary shareholders balance at beginning of year     2 639       4 055
                   (16 028)     (10 146)   Loss for the year                                               (667)     (1 039)
                   (12 879)        (297)   Translation adjustment                                           (99)       (286)
                      (704)        (113)   Purchase of treasury shares                                       (6)        (49) 
                      (629)        (290)   Cash dividend paid                                               (19)        (42)
                          –          169   Cash dividend reinvestment                                         11           –
                     37 802       27 125   Ordinary shareholders' balance at end of year                   1 859       2 639
                
Summary consolidated statement of cash flows for the year ended 31 March    
   Restated                                                                                                         Restated
    Audited      Audited                                                                                 Audited     Audited
   31 March     31 March                                                                                31 March    31 March
       2017         2018                                                                                    2018        2017
        R'm          R'm                                                                    Notes          EUR'm       EUR'm
                           Cash flows from operating activities:    
        300          123   Investment proceeds received                                                        8          21
         56           20   Fees received                                                                       1           4
         65          446   Interest received                                                                  29           4
        266            –   Dividends received                                                                  –          18
      (401)        (293)   Operating expenses paid                                                          (19)        (26)
       (59)         (10)   Other expenses paid                                                               (1)         (4)
       (35)         (37)   Taxation paid                                                                     (2)         (2)
        192          249   Operating cash flow before investments                                             16          15
      (190)      (1 734)   Purchase of investments                                                         (110)        (12)
          2      (1 485)   Net cash (used in)/generated from operating activities                           (94)           3
      1 784        1 971   Drawdown of Borrowings                                             7              120         117
          –        1 438   Drawdown of third party borrowings                                 7               90           –
          –      (1 461)   Refinance of third party borrowings                                7,8           (86)           –
      (672)        (348)   Interest paid                                                                    (23)        (49)
       (71)         (42)   Facility fees paid                                                                (3)         (5)
      (167)        (166)   Convertible bond coupon paid                                                     (11)        (11)
      (484)        (113)   Net purchase of treasury shares                                    5              (6)        (33)
      (629)        (290)   Cash dividend paid                                                               (19)        (42)
          –          169   Cash dividend reinvestment                                                         11           –
      (239)        1 158   Net cash generated from/(used in) financing activities                             73        (23)
      (237)        (327)   Net decrease in cash and cash equivalents                                        (21)        (20)
      (833)         (50)   Effects of exchange rate changes on cash and cash equivalents                    (10)        (10)
      4 354        3 284   Cash and cash equivalents at beginning of year                                    230         260
      3 284        2 907   Cash and cash equivalents at end of year                                          199         230

Notes to the summary consolidated financial statements for the year ended 31 March

1. ACCOUNTING POLICIES
      1.1  Basis for preparation
           The Consolidated and Company financial statements (Financial Statements) are prepared in accordance with International Financial Reporting
           Standards (IFRS) as adopted by the European Union, on the going concern principle, using the historical cost basis, except where otherwise
           indicated. The summarised financial statements are presented in accordance with the framework concepts, measurement and recognition requirements  
           of IFRS and as a minimum contain the information required by IAS 34 Interim Financial Reporting. Except as detailed in note 2 below, the 
           accounting policies and methods of computation are consistent with those applied in the consolidated financial statements for the 
           year ended 31 March 2017. The Group has only one operating segment being that of an investment holding company. All segment information can 
           be obtained through inspection of the consolidated financial statements. 

            The Group's financial statements are prepared using both the Euro (EUR) and SA Rand (R/ZAR) as its presentation currencies.

            The Group's subsidiaries have one of three functional currencies: Pound Sterling (GBP), SA Rand or US Dollar (USD/US$). The holding
            company, Brait SE, and its main consolidated subsidiaries use GBP as their functional currency. The financial statements have been prepared
            using the following exchange rates:
                                                      2018                            2017
                                              Closing         Average         Closing        Average
            USD/ZAR                           11.8408         12.9902         13.4247        14.0513
            GBP/ZAR                           16.5965         17.2166         16.8674        18.4171
            EUR/ZAR                           14.5952         15.1903         14.3232        15.4319
            USD/EUR                            0.8112          0.8552          0.9373         0.9105
            GBP/EUR                            1.1371          1.1334          1.1776         1.1934

2. RESTATEMENT
   In the current year the auditors have determined that Fleet should be consolidated by Brait in accordance with IFRS10 and the comparative figures
   for 2016 and 2017 have been restated accordingly. Fleet is the Investment Team's vehicle to facilitate the holding of shares in Brait. In prior year's
   audited results, the indemnity provided by Brait for the loan owing by Fleet to FirstRand Bank Limited (trading through its Rand Merchant Bank
   division) and The Standard Bank of South Africa Limited ('Lenders') was accounted for as a contingent liability in accordance with IAS37 Provisions,
   Contingent Liabilities and Contingent Assets.

   To provide context, a brief history of the transactions between Brait and Fleet is summarised as follows: As approved by Brait's shareholders in
   2011, Brait advanced R1.2 billion to Fleet, which further advanced this loan funding to Investment Team Borrowers. The Investment Team Borrowers
   contributed R300 million of their own capital, to purchase a total of R1.5 billion of Brait shares, all of which were pledged to Brait as collateral for the
   R1.2 billion loan received.

   In 2014 and 2015, Fleet refinanced the loan from Brait with the Lenders. In return for receiving the proceeds from Fleet's loan refinance, Brait
   provided the Lenders with an indemnity for their loan to Fleet, secured by the pledged Brait shares held by Fleet and the Investment Team Borrowers.
   During the period 2011 – 2018 the number of Brait shares pledged as collateral for the Brait loan and subsequently the Brait indemnity (following the
   2014/2015 refinance) has varied as;
   (i)   the underlying loan balances owing by individual Investment Team Borrowers have changed,
   (ii) the number of pledged shares has changed, and
   (iii) changes in share prices have capped or increased the effective number of shares pledged relative to the individual loan balances.

   Brait has no influence on the decisions of Fleet and the Investment Team Borrowers relative to the pledged shares until the due date of the loans,
   being 6 December 2020. If the loans are not extended or refinanced, the loans must be repaid through the sale of the pledged shares and/or through
   the indemnity. Brait continues to have no shareholding in Fleet.

   The effect of consolidating Fleet is to recognise the R1.910 billion loan owed by Fleet to the Lenders as a long term liability on Brait's statement
   of financial position. The Brait shares pledged as collateral, which are legally owned by Fleet and the Investment Team, are now consolidated and
   recognised by the Group as treasury shares. Given this classification as treasury shares, these pledged shares are no longer valued at the closing
   Brait share price at reporting date. This results in an audited NAV per share for the current year of R57.32 (EUR3.93). Valuing the collateral held by Brait
   at the closing share price, consistent with the previous accounting treatment applied by Brait, which also reflects the commercial reality of the legal
   arrangement with Fleet as confirmed by Brait's legal counsel, results in a NAV per share of R55.86 (EUR3.83) at reporting date.

   2.1  Restatement impact on Group statement of financial position
        The loan amount owing by Fleet to the Lenders at each reporting date is recognised on Brait's balance sheet as a long term 'Other liability'
        given the existing term date of 6 December 2020. As a result of the consolidation, the pledged Brait shares held as collateral for this loan at
        each reporting date are recognised by Brait as treasury shares. This adjustment is limited to the extent of the loan amount owing by respective
        individual Investment Team Borrowers, calculated using the closing share price at each reporting date.

            Previously Consolidation                                                                                         Consolidation   Previously
             reported Adjustment            Restated                                                             Restated       Adjustment     reported
                    R'm          R'm             R'm   2016                                                         EUR'm            EUR'm        EUR'm
                (6 317)        1 187         (5 130)   Share capital and premium                                    (514)              116        (630)
                (8 051)            –         (8 051)   Foreign currency translation reserve                           462             (54)          516
                  (864)            –           (864)   Convertible Bond reserve                                      (57)                –         (57)
               (54 640)          643        (53 997)   Retained earnings                                          (3 946)               47      (3 993)
               (69 872)        1 830        (68 042)   Ordinary shareholders equity and reserves (NAV)            (4 055)              109      (4 164)
                      –      (1 830)         (1 830)   Other liability                                              (109)            (109)            –
                    7.9         10.9            18.8   Treasury shares (m)                                           18.8             10.9          7.9
                 13 627         (67)          13 560   Net Asset Value per share (cents)                              808              (4)          812
                                                       2017
                (5 387)          961         (4 426)   Share capital and premium                                    (465)              100        (565)
                  4 828            –           4 828   Foreign currency translation reserve                           748             (34)          782
                  (864)            –           (864)   Convertible Bond reserve                                      (57)                –         (57)
               (38 157)          817        (37 340)   Retained earnings                                          (2 865)               58      (2 923)
               (39 580)        1 778        (37 802)   Ordinary shareholders equity and reserves (NAV)            (2 639)              124      (2 763)
                      –      (1 778)         (1 778)   Other liability                                              (124)            (124)            –
                   14.6         19.4            34.0   Treasury shares (m)                                           34.0             19.4         14.6
                  7 815         (52)           7 763   Net Asset Value per share (cents)                              542              (4)          546

   2.2 Restatement impact on Group statement of comprehensive income
        As a result of the consolidation of Fleet, Brait has recognised the interest expense incurred on the loan Fleet owes to the Lenders 
             Previously   Consolidation                                                                                    Consolidation     Previously
               reported      Adjustment       Restated                                                          Restated      Adjustment       reported
                    R'm             R'm            R'm   2017                                                      EUR'm           EUR'm          EUR'm
                  (659)           (174)          (833)   Finance costs                                              (54)            (11)           (43)
               (15 195)               –       (15 195)   Other unchanged income/expense items                      (985)               –          (985)
               (15 854)           (174)       (16 028)   Loss for the year                                       (1 039)            (11)        (1 028)
               (12 879)               –       (12 879)   Translation adjustments                                   (286)            (20)          (266)
               (28 733)           (174)       (28 907)   Comprehensive loss for the year                         (1 325)            (31)        (1 294)
                                                         Earnings/Headline earnings per share – basic
                (3 119)           (159)        (3 278)   (cents)                                                   (212)            (10)          (202)
                                                         Earnings/Headline earnings per share – diluted
                (2 809)           (136)        (2 945)   (cents)                                                   (191)             (9)          (182) 

   2.3    Restatement impact on Group statement of cash flows
          As a result of the consolidation of Fleet, repayments made by Fleet or the Investment Team Borrowers on their respective outstanding loan
          amounts give rise to Brait recognizing a cash inflow. This has the effect of releasing the shares from their pledge as collateral to the extent of
          the repayment, and accordingly are reflected in the line item for purchase/sale of treasury shares. The repayment to the Lenders for the capital
          or interest accrued on the loan is reflected as a corresponding cash outflow 
            Previously Consolidation                                                                                           Consolidation    Previously
              reported    Adjustment        Restated                                                               Restated       Adjustment      reported
                   R'm           R'm             R'm    2017                                                          EUR'm            EUR'm         EUR'm
                 (710)           226           (484)    Net purchase of Treasury shares                                (33)               16          (49)
                 (446)         (226)           (672)    Finance costs paid                                             (49)             (16)          (33)
                   919             –             919    Other unchanged cash flow items                                  62                –            62
                 (237)             –           (237)    Net decrease in cash and cash equivalents                      (20)                –          (20)
                 (833)             –           (833)    Effects of exchange rates on cash                              (10)                –          (10)
                 4 354             –           4 354    Cash and cash equivalents at beginning of year                  260                –           260
                 3 284             –           3 284    Cash and cash equivalents at end of year                        230                –            23 

3.INVESTMENTS
   The Group designates the majority of its financial asset investments as at FVTPL as the Group is managed on a fair value basis, with any resultant
   gain or loss recognised in investment gains/losses. Fair Value is determined in accordance with IFRS13.
   Statement of financial position items carried at fair value include investments in equity instruments and shareholder funding instruments.

   The Group applies a number of methodologies to determine and assess the reasonableness of the fair value, which may include the following:
   - Earnings multiple
   - Recent transaction prices
   - Net asset value
   - Price to book multiple
   Listed investments are held at quoted transaction prices. Where the listed investment is either thinly traded and/or the market is inactive, the valuation
   applied to determine the carrying value is based on the applicable unlisted investment methodology set out below.
   The primary valuation model utilised for valuing unlisted portfolio investments is the maintainable earnings multiple model.
   Maintainable earnings are derived with reference to the mix of prior year audited and latest available current year forecast EBITDA per the portfolio
   company, adjusted for any non-recurring income/expenditure. As the year progresses, so the weighting is increased towards the portfolio
   company's forecast.

   The Directors decide on an appropriate group of comparable quoted companies from which to base the EV/EBITDA multiple. The three year trailing
   average multiple of the comparable quoted companies, is adjusted for points of difference, where required, to the portfolio company being valued.
   In accordance with IFRS 13, no control premium adjustment is considered for those portfolio Investments in which the Group holds a majority
   interest. The peer average spot multiple at reporting date is also considered. The equity valuation takes consideration of the portfolio company's
   net debt/cash on hand as per its latest available financial results. Further valuation information can be obtained from the 31 March 2018 investor
   presentation on the Group's website, www.brait.com.

             31 March          31 March                                                                                   31 March           31 March
                 2017              2018                                                                                       2018               2017
                  R'm               R'm                                                                                      EUR'm              EUR'm
               44 408            36 497            The Group's portfolio of investments (1)                                  2 501              3 100
                                                   Equity and shareholder funding investments
               15 516            17 067              Virgin Active                                                           1 169              1 083 
               12 395            10 735              Premier                                                                   736                865
                7 367             6 287              Iceland Foods                                                             431                514
                7 066                 –              New Look                                                                    –                493 
                2 064             2 408            Other investments                                                           165                145
   (1)The Group's valuation of its portfolio of investments uses financial information, such as EBITDA, which has been extracted from the latest audited 
      financial statements of the investees. The audit reports thereon were unmodified. Deloitte Audit Limited is not the auditor of any of the Group's investees.

      Valuation metrics                                                   31 March 2018                                          31 March 2017
                                                                                                3rd Party                                              3rd Party
                                                              EBITDA           Multiple          Net Debt            EBITDA           Multiple          Net Debt
      Virgin Active (GBP'm)                                      144              11.4x               331               140              11.4x               411
      Premier (R'm)                                            1 065              12.4x             1 938             1 140              13.2x             1 850
      Iceland Foods (GBP'm)                                      157               8.4x               689               160               9.0x               675
      New Look (GBP'm)                                                              (1)                                 155              10.3x             1 136
      Other investments                                                          varied                                                 varied
      (1)New Look reported a negative EBITDA for its March 2018 financial year-end. Until such time as its turnaround strategy has taken shape, Brait's investment in New
         Look's equity and shareholder funding is valued at nil at reporting date. Brait remains committed to being a long-term shareholder of New Look.

      Fair Value Hierarchy
      IFRS 13 provides a hierarchy that classifies inputs used to determine fair value. Investments measured and reported at fair value are classified and
      disclosed in one of the following categories:
      Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities.
      Level 2 Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly
                (i.e. derived from prices).
      Level 3 Inputs for the assets or liability that are not based on observable market data
      There are no financial assets that are categorised as Level 2 in the current or prior year. All Level 3 investments have been valued using a maintainable
      earnings multiple model.
                     R'm        31 March 2018                                                               EUR'm
                  17 067        Virgin Active                                                               1 169
                   7 850        Premier                                                                       538
                   6 287        Iceland Foods                                                                 431
                   2 156        Other investments (2)                                                         148
                  33 360        Investments at fair value                                                   2 286
                   2 885        Premier shareholding funding                                                  198
                     252        Other investments shareholder funding                                          17
                   3 137        Investments at amortised cost                                                 215
                  36 497        Total investments                                                           2 501
      (2) Other investments include the Listed Position as detailed in Note 10, at their current market value. The Listed Position remains confidential and the 
          separate disclosure of its Level 1 carrying value has therefore not been disclosed.

           2017             2018                                                                                               2018             2017
            R'm              R'm                                                                                              EUR'm            EUR'm
                                   4.   CASH AND CASH EQUIVALENTS
                                        Balances with banks
          3 284            2 907                                                                                                199              230
            196              155        – ZAR cash                                                                               11               14
             77              104        – USD cash                                                                                7                5
          3 011            2 648        – GBP cash                                                                              181              211


5.   SHARE CAPITAL AND PREMIUM
     Authorised share capital
     The Company has authorised ordinary share capital of EUR330 000 000 represented by 1 500 000 000 shares at par value of 0.22 EUR cents per share.

     The Company has reserved, for the allocation and potential issue from conversion on maturity, 45 095 538 ordinary shares (8.6% of Brait's current
     issue share capital), in terms of its obligations to the holders of convertible bonds.

     The Company has 20 000 000 authorised preference share capital. In January 2016 the Company redeemed all 20 000 000 issued
     preference shares.

                        Number of                                                                                              Number of
         Restated          shares                                                                                                 shares    Restated
              R'm        in issue   Issued ordinary share capital                                                               in issue       EUR'm
            5 130     520 624 835   31 March 2016                                                                            520 624 835         514
            1 112                   Share capital                                                                                                113
            4 018                   Share premium                                                                                                401
                          387 339   Bonus share issue                                                                            387 339
                                    The EUR0.085 million (R1 million) par value of the bonus shares issued is accounted
                                    for in Ordinary Share Premium with no adjustment to any other reserves in Equity.
                                    The bonus shares issued were converted at a 60 day Volume Weighted Average
                                    Price (VWAP) ended 29 May 2016 of R157.73 per share to result in the R1.3627 per
                                    share distribution translating into 0.86394 shares for every 100 shares held.
            (704)                   Net treasury shares repurchased                                                                            (49)
            4 426     521 012 174   31 March 2017                                                                            521 012 174        465
            1 092                   Share capital                                                                                               111
            3 334                   Share premium                                                                                               354
                        1 665 162   Bonus share issue                                                                          1 665 162 
              169       2 921 879   Cash dividend reinvestment                                                                 2 921 879         11
                                    The EUR1 million (R15 million) par value of the shares issued from the Bonus Share Issue
                                    and Cash Dividend Reinvestment is accounted for in Ordinary Share Premium with
                                    no adjustment to any other reserves in Equity. The shares issued were converted at a
                                    15 day VWAP ending 24 July 2017 of R62.37 per share to result in the R0.7815 per
                                    share distribution translating into 1.25301 shares for every 100 shares held.
            (113)                   Net treasury shares repurchased                                                                             (6)
            4 482     525 599 215   31 March 2018                                                                            525 599 215        470
            1 073                   Share capital                                                                                               108
            3 409                   Share premium                                                                                               362
 

       Restated     Restated                                                                                                  Restated     Restated
           2016         2017         2018                                                                            2018         2017         2016

                                            5.1 Treasury shares
      5 991 081    7 873 326   14 576 784       Opening shares held for the vested benefit of Brait SE         14 576 784    7 873 326    5 991 081
      1 882 245    6 703 458    2 898 286       Net shares purchased                                            2 898 286    6 703 458    1 882 245
      7 873 326   14 576 784   17 475 070       Closing shares held for the vested benefit of Brait SE         17 475 070   14 576 784    7 873 326

     10 957 322   19 460 823   34 896 609       Treasury share adjustment on consolidation of Fleet            34 896 609   19 460 823   10 957 322

                                                This adjustment represents the number of Brait shares held
                                                by Fleet and the Investment Team Borrowers, which are
                                                pledged as security and limited to the extent of loan amounts
                                                outstanding. This calculation is based on the closing Brait share
                                                price at each reporting date. As a result, the number of Brait
                                                shares recognised for this adjustment is affected by the Brait
                                                closing share price, as well as repayments made by Fleet and
                                                the Investment Team Borrowers and the number of unallocated
                                                Brait shares held by Fleet.
     18 830 648   34 037 607   52 371 679       Closing Treasury shares                                        52 371 679   34 037 607   18 830 648
            R'm          R'm          R'm                                                                           EUR'm        EUR'm        EUR'm

                                                Market value of pledged shares accounted for as Treasury
          1 830        1 522        1 259       shares on consolidation of Fleet                                       86           99          120

   2017    2018                                                                                                                   2018         2017
    R'm     R'm                                                                                                                  EUR'm        EUR'm
                6.   CONVERTIBLE BONDS                                    
  5 396   5 443      On 18 September 2015 Brait received GBP350 million from the                                                   373          377
                     issuance of its five year unsubordinated, unsecured convertible bonds
                     (Bonds). The Bonds carry a fixed coupon of 2.75% per annum payable
                     semi-annually in arrears. The inital conversion price of GBP7.9214 per
                     ordinary share represented a 30% premium to the VWAP of Brait's
                     ordinary shares between launch and pricing on 11 September 2015.
                     The adjusted conversion price at reporting date is GBP7.7613 per
                     ordinary share, which takes into account Brait's bonus share issue and
                     cash dividend alternative since date of issue, in accordance with the
                     Bonds terms and conditions.

                     Using the adjusted conversion price, the Bonds will convert into
                     45,095,538 ordinary shares (8.6% of Brait's current issued share
                     capital) on exercise of bondholders conversion rights. In the event
                     that the bondholders have not exercised their conversion rights, the
                     Bonds are settled at par value in cash on maturity on 18 September
                     2020. Brait has a soft call to early settle the Bonds at their par value
                     after 9 October 2018 if the value of the ordinary shares underlying each
                     Bond is equal to or exceeds GBP130,000 for more than 20 of the 30
                     consecutive trading days up to 9 October 2018.

                     The Bonds listed on the Open Market (Freiverkehr) segment of the
                     Frankfurt Stock Exchange on 15 October 2015.
                         
   2017     2018                                                                                                                       2018    2017
    R'm      R'm                                                                                                                Note  EUR'm   EUR'm
                     7.   BORROWINGS                       
  1 100    2 669          Opening Balance                                                                                               186      65
    231      372          Interest accrual                                                                                               24      15
      –        –          Foreign currency translation                                                                                   13      18
  1 338    1 678          Net cash drawn from Borrowings                                                                                100      88
  1 784    1 971          Drawdowns                                                                                                     120     117
  (446)    (293)          Repayments                                                                                                   (20)    (29)
  2 669    4 719          Closing Balance                                                                                               323     186
                          The loan from the FirstRand Bank Limited (trading through its Rand
                          Merchant Bank division) and The Standard Bank of South Africa Limited
                          (the "Lenders") is Rand denominated, bears interest at JIBAR plus 3.0%
                          payable quarterly, with a right to rollup these quarterly interest payments.
                          The ZAR8.5 billion facility expires in December 2020 and is secured by
                          the assets of Brait Malta Limited and its subsidiaries.
      –    1 438          Drawdown of third party borrowings                                                                    10       90       –
      –  (1 461)          Refinance of third party borrowings                                                                   10     (86)       –
  
           Restated                                                                                                                        Restated
     2017      2018                                                                                                               2018         2017
      R'm       R'm                                                                                                              EUR'm        EUR'm
                       8. OTHER LIABILITY          
    1 830     1 778       Opening balance                                                                                          124          109
      174       187       Interest accrual                                                                                          12           11
    (226)      (55)       Repayments                                                                                               (3)         (16)
        –         –       Foreign currency translation                                                                             (2)           20
    1 778     1 910       Closing balance                                                                                          131          124
                          The consolidation of Fleet in the current year, as set out in note 2, has resulted
                          in the recognition of the loan amount owing by Fleet to the Lenders as a liability
                          for Brait.
                          The loan from Lenders is Rand (ZAR) dominated and bears interest at JIBAR
                          plus 3%, with quarterly compounding of interest. The current term of the loan is
                          6 December 2020.
                          Fleet and the Investment Team have pledged Brait shares as collateral for the
                          repayment of this liability. The pledged collateral has a value of R1.259 billion
                          as set out in note 5.1 based on the Brait share price at the reporting date.
                          This equates to a shortfall of R651 million between the loan value and the
                          pledged collateral. This is accounted for in the statement of financial position by
                          the full loan amount of R1.910 billion being recognised as a liability for Brait and
                          the shares pledged being deducted in calculating net shares in issue.
                       9. HEADLINE EARNINGS RECONCILIATION
 (16 028)   (10 146)      Loss and headline loss                                                                                 (667)     (1 039)
      489        473      Weighted average ordinary shares in issue (m) – basic                                                    473         489
  (3 278)    (2 144)      Loss and headline loss per share (cents) – basic                                                       (141)       (212)
 (16 028)   (10 146)      Loss and headline loss                                                                                 (667)     (1 039)
                          Loss adjustment for Bond interest saved for diluted loss calculation purposes if
      318        297      Bonds converted to shares                                                                                 20          21
 (15 710)    (9 849)      Diluted loss and diluted headline loss                                                                 (647)     (1 018)
      533        517      Weighted average ordinary shares in issue (m) – diluted                                                  517         533
  (2 945)    (1 904)      Loss and headline loss per share (cents) – diluted                                                     (125)       (191)

     2017       2018                                                                                                              2018        2017
      R'm        R'm                                                                                                             EUR'm       EUR'm
                      10. RELATED PARTY TRANSACTIONS
                          Transactions between the Company and its subsidiaries have been eliminated on consolidation
                          or on fair value of subsidiaries and are not disclosed in this note. During the year, Group
                          companies entered into the following transactions with related parties who are not members of
                          the Group:
                          Brait and Titan Premier Investments Pty Ltd ("Titan")(1) agreed a process for certain transactions
                          in terms of which, inter alia, Brait and Titan would invest alongside each other directly or through
                          a Special Purpose Vehicle ("SPV") in certain public market securities ("Listed Position"). The
                          investment in the Listed Position was approved by the Brait Board and the Treasury Committee of
                          the Board. Dr CH Wiese is not a member of the Treasury Committee and did not participate in the
                          approval process of the Brait Board.
                          The Listed Position at the reporting date is included in the Other Investments Portfolio. The Listed
                          Position remains confidential.
                          In the first half of the year, Brait commenced building a stake in the Listed Position in an SPV
                          formed by Brait. Before the interim reporting date, the SPV was refinanced in full by bank debt of
                          R1,438 million (EUR90 million) guaranteed by Titan. Consequently, Titan acquired the SPV at a cost
                          of GBP1, which approximated the fair market value of the Listed Position net of bank debt.
                          Following the interim reporting period and subsequent to further discussions, the preferred
                          investment structure changed and it was agreed that Titan would no longer invest directly in
                          the Listed Position. Brait wished to hold the Listed Position and accordingly agreed to acquire
                          the equity in the SPV for GBP1 together with the assumption of debt, which approximated fair
                          market value at such agreement date. Subsequently and following the execution of transaction
                          documentation, the ownership of the SPV transferred from Titan to Brait. At the transfer date
                          of the SPV, the market price of the Listed Position had changed giving rise to a notional loss of
                          R166 million (EUR10 million). Brait subsequently drew on its borrowing facility for R1,461 million
                          (EUR86 million) to repay the debt in the SPV guaranteed by Titan.
                          Loss from operations include:
     (17)       (17)      Non-executive directors' fees                                                                            (1)     (1)
      (5)        (2)      Professional fees – M Partners S.à r.l (2)                                                                 –       –
      (1)        (2)      Professional fees – Maitland International Holdings Plc (2)                                                –       –
      (8)        (3)      Other expenses – Maitland International Holdings Plc (2)                                                   –     (1)
                           (1)Dr CH Wiese is a director and significant shareholder of Brait, and is a director and indirect beneficiary of Titan
                           (2)HRW Troskie is a director and shareholder of Brait, and is a director and shareholder of Maitland International
                              Holdings Plc; M Partners S.à r.l is a Maitland network law firm; HRW Troskie is neither a director nor a
                              shareholder of M Partners S.à r.l
     
     2017       2018                                                                                                             2018     2017
      R'm        R'm                                                                                                            EUR'm    EUR'm
                      11. CONTINGENT LIABILITIES AND COMMITMENTS
                          11.1 Contingencies
                               The Fleet Indemnity previously presented as a contingency has been
                               accounted for in the consolidation of Fleet. See note 2 for further detail.
                           11.2 Commitments
    6 472      6 209             Convertible Bond commitments                                                                     425      451
      162        160              – Coupon payment due within one year                                                             11       11
      406        240              – Coupon payments due between one and five years (1)                                             16       28
    5 904      5 809              – Prinicipal settlement due within five years (1)                                               398      412
                           (1)The coupon payments due amounts reflect the semi-annual coupons of 2.75%
                              payable in arrears over the Bond's five year term. The principal settlement due
                              amount is only payable in the event that the bondholders have not exercised their
                              conversion rights. Brait has a soft call to early settle the Bonds at their par value
                              after 9 October 2018 if the value of the ordinary shares underlying each Bond is
                              equal to or exceeds GBP130,000 for more than 20 of the 30 consecutive trading
                              days up to 9 October 2018. If the soft call is exercised, coupons from
                              18 September 2018 to 18 September 2020 will not be payable.
     
      121         15          Private equity funding commitments                                                                    1       8
                              Rental commitments (Malta and Mauritius)       
        2          2          – Within one year                                                                                     –       –
        3          3          – Between one and five years                                                                          –       –
    6 598      6 229          Total commitments                                                                                   426     459
                            11.3 Other
                                 The Group has rights and obligations in terms of standard
                                 representations and warranties in shareholder or purchase and sale
                                 agreements relating to its present or former investments.

12.  NON-ADJUSTING POST BALANCE SHEET EVENTS
     On 10 May 2018, Brait Capital International Limited ('BCIL') (a wholly owned subsidiary of Brait SE) and New Look Retailers Limited ('NLR') (a wholly
     owned subsidiary of New Look Retail Group Limited) entered into a Debtor Purchase Agreement ('Agreement'). The terms of the Agreement allow
     NLR to sell and assign approved 3rd Party E-commerce debtor balances to BCIL with no recourse. The credit assessment of debts offered and the
     decision to purchase are at the sole discretion of BCIL. A factoring charge of 3 month LIBOR plus 2.0% per annum is charged. At 12 June 2018,
     New Look's reporting date, NLR has sold and assigned GBP10.6 million of invoices to BCIL, of which BCIL has collected GBP3.0 million debtors receipts.
     The invoices purchased under this arrangement occurred after the period end date of 31 March 2018, therefore there is no financial impact on the
     period reported.

AUDITOR'S OPINION
These summary consolidated financial statements for the year ended 31 March 2018 have been audited by Deloitte Audit Limited who expressed an
unmodified opinion thereon. The auditor also expressed an unmodified opinion on the annual consolidated financial statements from which these summary
consolidated financial statements were derived.

The auditor's report does not necessarily report on all of the information contained in this announcement. Shareholders are therefore advised that in order
to obtain a full understanding of the nature of the auditor's engagement they should obtain a copy of that report, together with accompanying financial
information from the Company's registered office.

A copy of the auditor's report on the summary consolidated financial statement and of the auditor's report on the annual consolidated financial statements
are available for inspection at the Company's registered office, together with the financial statements identified in the respective auditor's reports.


REVIEW OF OPERATIONS
The Board of Directors hereby report to shareholders on the Group's results for the financial year ended 31 March 2018.

VALUE DRIVERS
Growth in NAV per share is the Group's key performance measure together with the following additional factors comprising the core value 
drivers of the business:
- Low cost to Assets Under Management ("AUM") ratio;
- Minimal balance sheet cash drag;
- Significant cash flow within the investment portfolio; and
- Predictable and consistent ordinary dividend to closing NAV yield.
Growth in NAV per share
- Brait's audited NAV per share at 31 March 2018 is ZAR57.32
- Growth rates to 31 March 2018:
   - For the past six months (13.7%)
   - For the financial year (26.2%)
- Compound Annual Growth Rates (CAGR) to 31 March 2018:
   - For the past three years (9.3%)
   - For the past five years +17.2%
   - For the past seven years +19.5%

Brait's valuation policy is to reference the EV/EBITDA valuation multiple on a historical basis for each of its investments, relative to their 
peer group's trailing three year average multiple. At 31 March 2018, the EV/EBITDA historical valuation multiples used were:

                         31 March 2018                       31 March 2017
                    Valuation      Peer average:        Valuation      Peer average:
                multiple used    3 year trailing    multiple used    3 year trailing

Virgin Active           11.4x              13.6x            11.4x              13.7x
Premier                 12.4x              13.1x            13.2x              13.4x
Iceland Foods            8.4x              10.3x             9.0x              11.1x
New Look               Note 1              13.4x            10.3x              14.4x

The composition of the peer groups applied are unchanged, with the exception of Iceland Foods, which now includes Marks & Spencer as a replacement
for Booker, which delisted in March 2018.

The valuation multiple for Iceland Foods was reduced from 9.0x to 8.4x at reporting date, which is the revised peer group's spot average multiple.
The valuation multiple for Premier was reduced from 13.2x to 12.4x at 30 September 2017, largely to take consideration of the trend of the peer spot
multiple trading at a discount to its 3 year trailing average.

The discount/(premium) when comparing the valuation multiples used to respective peer average multiples are:

                                                            31 March 2018                                   31 March 2017
                                                        Discount/(premium) to:                          Discount/(premium) to:
                                                    Peer average:     Peer average:                 Peer average:   Peer average:
                                                  3 year trailing              spot               3 year trailing            spot

Virgin Active                                                 16%               17%                           17%              8%
Premier                                                        5%                2%                            1%            (1%)
Iceland Foods                                                 18%                 –                           19%             20%
New Look                                                   Note 1            Note 1                           29%             21%
Note 1: Until such time as its turnaround strategy has taken shape, Brait's investment in New Look is valued at nil.

The NAV breakdown is as follows:

      Restated                                                                                                          Restated
       Audited          Audited                                                                          Audited         Audited
 31 March 2017    31 March 2018                                                                    31 March 2018   31 March 2017
         ZAR'm            ZAR'm                                                              %             EUR'm           EUR'm
                         
        44 408           36 497   Investments                                               93             2 501           3 100
                         
        15 516           17 067   Virgin Active                                             43             1 169           1 083
        12 395           10 735   Premier                                                   28               736             865
         7 367            6 287   Iceland Foods                                             16               431             514
         7 066                –   New Look                                                   –                 –             493
         2 064            2 408   Other investments                                          6               165             145
                         
         3 284            2 907   Cash and cash equivalents                                  7               199             230
             5               25   Accounts receivable                                        –                 2               –
        47 697           39 429   Total assets                                             100             2 702           3 330
         9 895           12 304   Total liabilities                                                          843             691
                         
         2 669            4 719   Borrowings                                                                 323             186
         5 396            5 443   Convertible bond                                                           373             377
         1 778            1 910   Other liability                                                            131             124
            52              232   Accounts payable                                                            16               4
                         
        37 802           27 125   NAV                                                                      1 859           2 639
         487.0            473.2   Net issued ordinary shares ('mil)                                        473.2           487.0
         7 763            5 732   NAV per share (cents)                                                      393             542
                     
KEY HIGHLIGHTS FOR THE GROUP'S INVESTMENT PORTFOLIO ARE:
Virgin Active
-  For its financial year ended 31 December 2017, Virgin Active delivered profitable growth combined with a strengthened balance sheet. Revenue and
   EBITDA in Pound Sterling, for continuing operations, increased by 13% and 19% on the comparative year respectively. On a constant currency basis,
   Revenue and EBITDA for continuing operations increased by 5% and 7% respectively.
-  Proceeds from the value enhancing disposals of 14 UK racquets clubs in May 2017 and the 12 club Iberian business in October 2017 (together
   representing the discontinued operations for the year), were the main reason for net third party debt improving by 17% over the year, from GBP407
   million to GBP337 million. This resulted in the net debt to EBITDA leverage ratio improving from 2.9x to 2.4x. The European and Asia Pacific businesses
   GBP180 million debt package refinance completed in June 2017 generates an annual interest saving of approximately GBP5 million and extended debt
   maturity to June 2022.
-  At its financial year end date of 31 December 2017, the Virgin Active group comprises 233 well invested profitable clubs with 1.2 million members
   across 8 countries. Ten new clubs were opened during the year (6 in South Africa, 2 in Asia Pacific, and 1 in each of the UK and Italy).
-  Asia Pacific, Italy and the UK territories, on a continuing operations basis, each generated growth in Revenue and EBITDA margin expansion over
   the year, driven by the positive effect of new clubs maturing (Asia Pacific) and cost savings. Whilst revenue increased in South Africa, a challenging
   economy and continued investment in sales and marketing to focus on volumes, led to EBITDA margin contraction for the territory.
-  Virgin Active continues to invest in boutique style Group Exercise concepts, including: a new drum and base programme (Pound); two new boxing
   inspired classes (Punch and Rumble); a new group cycle class (Spirit cycle); a high energy athletic training class (HEAT); and an enhanced pilates class
   (Reformer Pilates). Two new smaller format, studio led group exercise clubs were opened in Singapore (May 2017) and Thailand (September 2017),
   with the group's first boutique cycle studio (Revolution by Virgin Active) opened (September 2017) in Milan, Italy. Online joining, which was launched in
   the UK during the year, now represents 25% of UK sales.
-  Virgin Active, in which Brait has an effective 71.9% (FY2017: 71.1%) economic interest post dilution for the performance based sweet equity granted to
   the Virgin Active management team, is valued at reporting date using an EV/EBITDA multiple of 11.4x (FY2017: 11.4x), which represents a discount of
   16% to the peer group's average three year trailing multiple of 13.6x and a 17% discount to the peer average spot multiple. Compared to FY2017, the
   peer group for Virgin Active is unchanged. Brait's valuation recognises the group's 31 March 2018 net third party debt of GBP331 million.
-  Applying the closing GBP/ZAR exchange rate of ZAR16.60 (FY2017: ZAR16.87), Virgin Active's carrying value is ZAR17.1 billion (FY2017:
   ZAR15.5 billion), which represents 43% of Brait's total assets (FY2017: 33%).

Premier
-  Premier delivered a significantly improved second half performance in its financial year ended 31 March 2018, with group EBITDA up 13% on the
   comparable six month period. The Maize business was the main driver of this improvement, generating a strong increase in EBITDA of 117% on the
   comparable six month period, indicative of the turnaround in profitability after the first quarter of FY2018. This strong second half performance resulted
   in FY2018 group EBITDA closing 7% down on the prior year, a significant improvement from the 24% shortfall reported at interim. The volatility in
   commodity pricing over the year led to revenue decreasing by 12% on the prior year. Overall gross profit margin increased by 400bps as the business
   focused on margin management in a deflationary environment, with the resulting EBITDA margin of 10.4% for the group reflecting an improvement on
   last year's 9.7%.
-  Bakeries, which accounted for 49% of the group's net revenue, grew sales volumes 1% over the prior year to produce 546 million loaves, of which
   70% were sold to the informal market. Bread revenue for the year fell by 1%, as selling prices were constrained by the competitive environment,
   however EBITDA grew by 6% due to effective margin management and cost control.
-  In the Milling business, which accounted for 33% of net revenue, Premier's Maize business recovered from a weak second half of FY2017 and first half
   of FY2018, although the relatively low prices of maize in the current season has resulted in increased regional competition from smaller millers which
   has constrained sales volumes. Most of Premier's wheat flour is supplied to its own bakeries. Premier's Snowflake brand remains the premium brand in
   the retail market.
-  Within Premier's Groceries & International portfolio, which accounted for 18% of net revenue, the Mozambican operations (CIM, the leading food and
   animal feed producer in that country) continued to struggle with an extremely weak consumer environment due to the macro-economic conditions
   (currency devaluation and high interest rates). Premier curtailed capex and launched a cost reduction programme to offset the fall in revenue (which fell
   by 23% in Rands for FY2018).
-  During the year, CIM installed a third biscuit line and entered the rice market, which is significantly larger than the maize meal market in Mozambique.
   Of the other businesses in the Groceries portfolio, Lil-lets performed according to plan in South Africa and the UK.
-  In its first year of normalised capex spend, following the six year investment cycle where ZAR3.1 billion has been invested in capex, Premier invested
   ZAR322m in capex for FY2018 (FY2017: ZAR625 million). Premier continues to repay shareholding funding, made possible from the increase in its
   internally generated cash flows, post normalisation of its investment cycle. During the current year, Premier has repaid Brait ZAR367 million (FY2017:
   ZAR280 million), resulting in total shareholder funding repayments since Brait's acquisition in July 2011 of ZAR1 billion.
-  Premier's leverage ratio for net debt owing to third parties improved from 2.1x for FY2017 to 1.8x for FY2018.
-  Brait increased its shareholding in Premier to 93.7% (FY2017:92.2%), through the exercise of put and call option agreements.
-  Premier is valued at reporting date using an EV/EBITDA multiple of 12.4x (FY2017: 13.2x), which represents a discount of 5% to the peer group's
   average three year trailing multiple of 13.1x and a 2% discount to the peer average spot multiple. Compared to FY2017, the peer group for Premier
   is unchanged.
-  Premier's carrying value of ZAR10.7 billion (FY2017: ZAR12.4 billion) represents 28% of Brait's total assets (FY2017: 26%).

Iceland Foods:
-  In a UK food retail market that has remained intensely competitive and price focused, Iceland's sales (in GBP) for the 53 weeks ended 30 March 2018
   grew by 8.0%, with LFL sales 2.3% positive over the year as a whole, following positive LFL sales of 2.0% for FY2017. Iceland recorded its seventh
   consecutive quarter of LFL sales growth, with 1.8% positive sales for the fourth quarter.
-  In line with the full year forecast provided in Iceland's third quarter FY2018 bond investor presentation (held on 15 February 2018), EBITDA for FY2018
   is GBP157.1 million, a decline of 1.8% on FY2017, reflecting the annualisation of the investment Iceland has made in central costs; further investment
   in marketing and price during FY2018; and costs associated with certain supply chain challenges during December, which have now been rectified.
-  Iceland's focus has been on accentuating the positives that makes it different from other food retailers i.e. focus on frozen food, exciting innovation,
   great quality and outstanding value. In particular, Iceland's programme of innovation has delivered many exciting new products under its distinctive
   "Iceland Luxury" label, and garnered it multiple awards throughout the year.
-  Iceland maintained its position as the UK's fastest growing online retailer and has expanded its database to over three million customers. Iceland Online
   was again recognised as Britain's top rated online store for the third consecutive year in the 2018 supermarket survey.
-  Iceland opened 27 new stores in the UK during the year (FY2017: 24 new stores), comprising (i) 23 new Food Warehouse stores, including the largest Food
   Warehouse to date, a 23,000 sq ft purpose-built unit in Wolverhampton; (ii) the first new Iceland store opening in the UK in many years (Enfield in
   north London); and (iii) 3 relocations of existing Iceland stores. The new format store refit programme continues to deliver increased weekly sales,
   with 48 new format store refits completed during the year. Taking into account 6 store closures, the group closed FY2018 with a total of 932 stores
   (FY2017: 902 stores). The UK estate comprises 905 stores (FY2017: 884 stores), which includes 59 Food Warehouse stores.
-  Iceland has continued to invest in major refits of the core Iceland store estate which include an improved in-store navigation, presentation, checkout
   experience and staff facilities, and introducing an extended product range. At its financial year end date of 30 March 2018, Iceland had completed 51
   such refits, in the style pioneered at Clapham in October 2016, and this group of stores was consistently achieving a like-for-like sales performance well
   ahead of the company average.
-  The business has remained highly cash generative, with cash inflow from operations during the year of GBP187.8 million representing 120% of EBITDA
   (FY2017: GBP195.1 million, representing 122% of EBITDA). Cash balances at 30 March 2018 were GBP52.5 million lower than at the same point last
   year at GBP140.7 million largely due to (i) the purchase and redemption of a nominal total of GBP75.0 million of bonds at par during the period; and
   (ii) the purchase and cancellation of shares bought back in the first quarter for GBP33.3 million.
-  Net debt as at 31 March 2018 of GBP689 million considered in Brait's valuation at reporting date comprises GBP772 million of term debt,
   GBP20 million of interest accrued thereon, GBP38 million of finance leases and GBP141 million of cash.
-  Term debt of GBP772 million is entirely via High Yield Bonds, having reduced from the GBP848 million at the start of the year following the June
   2017 and February 2018 partial redemptions of Floating Rate Notes ("FRN") that are due in 2020. During September 2017, Iceland completed a
   refinancing of the majority of the FRN and all the Senior Secured Notes ("SSN") due in 2021, by raising a new SSN of GBP550 million due 2025.
   The GBP170 million SSN due 2024 remains in place. The refinance generates an annual interest saving of GBP5.7 million and, assuming the remaining
   GBP53.5 million FRN are repaid through internally generated cash, results in no refinancing requirement until at least 2023.

-  Iceland Foods, which since April 2017 is 60.1% owned by Brait (FY2017: 57.1%), is valued at reporting date using an EV/EBITDA multiple of 8.4x
   (FY2017: 9.0x), which represents a discount of 18% to the peer group's average three year trailing multiple of 10.3x and is in line with the peer group's
   average spot multiple. Applying the closing GBP/ZAR exchange rate of ZAR16.60 (FY2017: ZAR16.87), Iceland Foods' carrying value of ZAR6.3 billion
   (FY2017: ZAR7.4 billion) represents 16% of Brait's total assets (FY2017: 15%). Compared to FY2017, the only change to the Iceland Foods peer group
   is the inclusion of Marks & Spencer, as replacement for Booker which delisted during March 2018.
-  The Iceland Foods FY2018 bond investor presentation is available at www.brait.com.

New Look
-  New Look's financial year for the 52 weeks ended 24 March 2018 has been a disappointing period, with performance suffering from a combination of
   challenging market conditions and some significant self-inflicted issues.
-  Group revenue (in GBP) decreased by 7.3% on the comparative period, with group LFL sales declining by 11.4%. UK LFL sales decreased by 11.7%.
   Third Party E-commerce sales increased by 15.5%, whilst Own Website Ecommerce declined by 19.2%. FY2018 EBITDA loss includes GBP34 million
   of one-off costs that New Look do not believe will re-occur in FY19.
-  Following changes to the New Look leadership and the appointment of Alistair McGeorge as Executive Chairman in November 2017, significant
   progress has been made to deliver financial and operational stability. Alistair has significant industry experience and the requisite expertise, having
   previously led New Look's turnaround and recovery in 2011-2014. Furthermore, Tom Singh, New Look's Founder, has taken a more active product
   role, supporting Chief Product Officer, Roger Wightman, in repositioning New Look's product offering.
-  The key reasons for New Look's FY2018 underperformance include: (i) its product positioning had moved away from its successful broad appeal,
   becoming too young and edgy; (ii) a higher priced offering compromised its reputation for exceptional value; (iii) a drive for improved margins
   impacted New Look's speed to market and ability to react to trends; (iv) it chased E-commerce sales at the expense of profitability and (v) the overall
   performance was severely impacted by excessive stock clearance and one-offs.
-  New Look's turnaround plan is well underway and concentrates on six areas of strategic focus: (i) return to its proven broad appeal product, delivering a
   compelling proposition of value-led fast seasonal fashion and wardrobe basics with a full price focus; (ii) lower prices delivering better value with 80% of product
   to retail below GBP20; (iii) fundamentally realigned supply chain, re-establishing focus on speed to market and regaining agility; (iv) symbiotic commercial
   multichannel model, leveraging its store and online presence; (v) delivering efficiency and cost savings and (vi) focus on people across the business.
-  On 21 March 2018 New Look announced the approval of a Company Voluntary Arrangement (CVA) aimed at right-sizing its UK store portfolio and
   addressing the over-rented position of the UK estate, with an estimated annual cost saving of c. GBP40 million. Further, additional annual cost savings
   of c. GBP30 million have already been identified and are being actioned.
-  New Look has an adequate liquidity profile, with total cash, liquidity and operating facilities available of GBP82.4 million at reporting date and
   c. GBP103 million at 9 June 2018, and has successfully managed the withdrawal of supplier credit insurance.
-  Until such time as New Look's turnaround strategy has taken shape, New Look is valued at nil (FY2017: ZAR7.1 billion). Brait remains committed to
   being a long-term shareholder of New Look.
-  The New Look FY2018 debt investor presentation is available at www.brait.com.

Other Investments:
-  The net increase in carrying value over the financial year is a function of: (i) proceeds received from Brait IV's realisation of its investment in Primedia,
   which concluded in December 2017; (ii) an investment in certain public market securities; and (iii) a decrease in the carrying value of Brait's investment
   in DGB, arising from a discontinued operation;
-  At reporting date, the Other Investments portfolio carrying value of ZAR2.4 billion (FY2017: ZAR2.1 billion) comprises 6% of Brait's total assets
   (FY2017: 4%).

Low cost to AUM ratio
Operating expenditure for the year reduced to ZAR281 million (FY2017: ZAR401 million). Using average AUM as the reference basis, operating costs are
0.66% (FY2017: 0.64%) and net after fee income 0.58% (FY2017: 0.54%), compared to the target of 0.85% or less.

Minimal balance sheet cash drag
To manage dilution of overall returns, the Group targets minimal cash holdings on balance sheet, whilst maintaining access to large undrawn committed
facilities. The Group's cash and equivalents position at 31 March 2018 of ZAR2.9 billion (FY2017: ZAR3.3 billion) represents 10.7% of NAV (restated FY2017:
8.7%), which is well within the benchmark maximum of 25% of NAV.

Significant cash flow within the underlying assets over any 3 year period
Brait's portfolio of investments are highly cash flow generative with high earnings-to-cash conversion ratios. Currently, cash flow generated by the Group's
portfolio of investments is mostly retained within the portfolio for growth and deleveraging. Premier, whilst ensuring growth is not compromised, repaid
ZAR367 million during FY2018 (FY2017: ZAR280 million), resulting in a total of ZAR1 billion of Premier shareholder funding having been repaid to Brait
to date.

Ordinary dividend policy
The Group's policy is to consider annually an ordinary bonus share issue or cash dividend alternative election of 1% to 2.5% of closing NAV, taking into
account the Group's available cash resources and debt utilization.

For the current period, no dividend has been declared as the Board has resolved to reduce debt at the Brait level.

CONSOLIDATION OF FLEET
In the current year the auditors have determined that Fleet should be consolidated by Brait in accordance with IFRS10 (Consolidated Financial Statements)
and comparative figures for 2016 and 2017 have been restated accordingly. Fleet is the Investment Team's vehicle to facilitate the holding of shares
in Brait. In prior year audited results, the indemnity provided by Brait was accounted for as a contingent liability in accordance with IAS37 (Provisions,
Contingent Liabilities and Contingent Assets).

Under the previous accounting treatment ("Historical Basis"), the decline in Brait's share price would have resulted in a provision being recognised in the
current year for the shortfall of ZAR651 million at reporting date, representing the difference in value between the indemnity of ZAR1.910 billion and the
ZAR1.259 billion collateral in the form of 34.9 million pledged Brait shares held by Fleet and the Investment Team, valued using the closing share price of
R36.10. The resulting NAV per share, applying the Historical Basis, would have been ZAR55.86 at 31 March 2018.

The effect of consolidating Fleet is to recognise the ZAR1.910 billion loan owed by Fleet to its bankers at 31 March 2018,as a long term liability on Brait's 
balance sheet. From an accounting perspective, of the Brait shares legally owned by Fleet and the Investment Team, 34.9 million are pledged as collateral, 
at 31 March 2018 and are now consolidated and recognised by the Group as treasury shares. Given this classification as Group treasury shares, these pledged 
shares are no longer valued at the closing Brait share price at reporting date, which results in an audited NAV per share for the current year of ZAR57.32.

Considering that Brait's key reporting measure is NAV per share and that Brait does not have legal ownership of the pledged shares now classified from
an accounting perspective as Group treasury shares, the Directors' view is that the Historical Basis NAV per share of ZAR55.86 (FY2017: ZAR78.15) is
the more appropriate measurement on which to interpret the Group's results for the current year and importantly reflects the commercial reality of the legal
arrangement with Fleet.

The table below sets out the growth rates applicable to the Historical Basis NAV per share of ZAR55.86 at 31 March 2018, compared to those based on

                                                                                                                         Historical basis    Audited
                                                                                                                                 (Note 2)   (Note 3)
Growth rates to 31 March 2018:
– for the past six months                                                                                                         (16.2%)    (13.7%)
– for the financial year                                                                                                          (28.5%)    (26.2%)

CAGR to 31 March 2018:
– for the past three years                                                                                                       (10.2%)      (9.3%)
– for the past five years                                                                                                          16.0%       17.2%
– for the past seven years                                                                                                         19.0%       19.5%

Note 2: Calculated using the Historical Basis NAV per share of ZAR55.86, measured against previously reported results.
Note 3: Calculated using the audited NAV per share of ZAR57.32, measured against restated results.

The reconciliation between the audited and Historical Basis NAV per share at reporting date is as follows:

    31 March 2017        31 March 2018                                                                          31 March 2018         31 March 2017
            ZAR'm                ZAR'm                                                                                  EUR'm                 EUR'm

           37 802               27 125         Audited NAV                                                              1 859                 2 639
            1 778                1 259         Historical Basis adjustment (Note 4)                                        86                   124
           39 580               28 384         Historical Basis NAV                                                     1 945                 2 763
            487.0                473.2         Audited net issued ordinary shares ('mil)                                473.2                 487.0
             19.5                 34.9         Historical Basis adjustment (Note 5)                                      34.9                  19.5
            506.4                508.1         Historical Basis net issued ordinary shares ('mil)                       508.1                 506.4
            7 815                5 586         Historical Basis NAV per share (cents)                                     383                   546

Note 4: The Historical Basis adjustment results in Brait's NAV at 31 March 2018 reflecting the provision (in accordance with the previous IAS37 treatment) 
for the shortfall of ZAR651 million between the value of the loan indemnity commitment of ZAR1.910 billion and the value of the pledged collateral of 
ZAR1.259 billion (34.9 million shares valued using the 31 March 2018 Brait closing share price of ZAR36.10).
Note 5: The Historical Basis adjustment is to effectively reverse the accounting classification of treating as Group treasury shares the pledged Brait 
shares held as collateral, which are legally owned by the Investment Team and Fleet.

ORDINARY SHARE CAPITAL
As a result of the shareholder elections for the FY2017 Dividend, during August 2017 the Company issued 1,665,192 bonus shares (August 2016:
387,339 bonus shares issued), as well as 2,921,849 new shares issued to shareholders that elected to reinvest their cash dividend. This resulted in total
issued ordinary share capital at 31 March 2018 of 525,599,215 shares of EUR0.22 each (FY2017: 521,012,174 shares). The Group held 17,475,070
purchased treasury shares at 31 March 2018 (FY2017: 14,576,784 purchased treasury shares held).

As set out above in the discussion on the consolidation of Fleet, from an accounting perspective, the Group now includes 34,896,609 additional Brait
shares (FY2017: 19,460,823 shares) as treasury shares. This results in net ordinary share capital in issue of 473,227,536 (FY2017: 486,974,567 shares).

CONVERTIBLE BOND
Brait's GBP350 million unsubordinated, unsecured convertible bonds are listed on the Open Market (Freiverkehr) segment of the Frankfurt Stock Exchange
("Bonds"). The Bonds have a five year term ending 18 September 2020 and carry a fixed coupon of 2.75% per annum payable semi-annually in arrears.
In accordance with the terms and conditions of the Bonds, Brait's bonus share and cash dividend alternatives issued / paid during the Bonds' term
result in adjustment to the Bonds' conversion price, which at reporting date is GBP7.7613. Using this conversion price, the Bonds' would be entitled to
convert into 45.096 million ordinary shares (8.6% of Brait's current share capital of 525.599 million ordinary shares) on exercise of bondholder conversion 
rights. In the event that the bondholders have not exercised these rights, the Bonds are cash settled at par value on maturity date.

In accordance with IAS 32 (Financial Instruments: Presentation), the Bonds' liability component is measured at reporting date as GBP328.0 million.
Applying the closing GBP/ZAR exchange rate of ZAR16.60, results in the Bonds' translated carrying value of ZAR5.4 billion.

GROUP FUNDING POSITION
The Group's committed revolving ZAR8.5 billion facility from the Lenders is Rand denominated, bears interest at JIBAR plus 3.0% payable quarterly,
with the right to rollup these quarterly interest payments. This facility expires in December 2020 and is secured by the assets of Brait Malta Limited
and its subsidiaries. At 31 March 2018, the Group has available undrawn gearing facilities of ZAR1.9 billion, representing Brait's borrowing facility of
ZAR8.5 billion, reduced for the amount drawn of ZAR4.7 billion and the Other Liability of ZAR1.9 billion in respect of the loan that Fleet owes its bankers
(which does not take into consideration the ZAR1.259 billion value of the pledged shares held as collateral). Taking into account the Group's ZAR2.9 billion
cash, this results in total cash and available facilities of ZAR4.8 billion at reporting date.

GROUP OUTLOOK
-  Virgin Active produced a strong set of results for its financial year ended 31 December 2017. The first quarter of 2018 has seen an encouraging
   increase in membership in both South Africa and the UK reflected in strong revenue growth in constant currency terms across the group. Growth in
   new clubs for 2018 is focused on Italy and Asia Pacific. The group continues to invest in its digital proposition, product innovation and pursuing Group
   Exercise and Personal Training across all territories in order to drive targeted EBITDA growth.
-  Despite a weak domestic economy, Premier will target profitable growth by focusing in the short term on margin management across all businesses
   and seeking further cost savings and efficiencies. Premier will continue with its plans to optimize its bakery manufacturing footprint to align capacity
   to market demand with a focus on bringing its inland bakeries to the standard of Premier's upgraded coastal bakeries in KwaZulu Natal, the Western
   Cape and the Eastern Cape. Pursuant to its growth strategy, Premier will seek value enhancing acquisitions to assist in entering new categories and/or
   geographies and, without compromising its growth ambitions, continue repaying the shareholder funding provided by Brait.
-  Iceland's group sales continue to grow in FY2019, driven by the expansion of the store estate where it aims to open a total of 30 new Food Warehouse
   stores during the current year. The company's programme of major Iceland store refits in the UK, with 8 completed quarter to date (and more to come),
   continues to drive LFL sales growth in these stores. However, overall LFL sales in the quarter to date are negative, against the very strong comparative
   of 6.4% growth in the first quarter last year, with a positive underlying performance adversely impacted by Easter falling earlier than in 2017. The overall
   UK food retail market has also slowed in this period, with Iceland's performance only slightly behind the market as measured by the Institute of Grocery
   Distribution (IGD). Iceland maintains a strong programme of product innovation and the quality of its own label food continues to receive industry and
   public recognition. Iceland has a strong brand, unique products, excellent product innovation, a stable capital structure and a proven strong cash
   generating capability which underpins its ability to deliver profitable growth over the long term.
-  Since November 2017, New Look has focused on making the necessary changes to get the company back on track and reconnect with its customers.
   New Look's turnaround plan is now well underway and has already made substantial operational improvements to help stabilise the business, reduce
   its fixed cost base and attain a better position to drive full price sales. New Look has started its new financial year with a significantly cleaner stock
   position. The company's liquidity position continues to improve and early Q1 trading indicates improvements in specific womenswear categories where
   initial attention has been focused. Importantly, the New Look brand remains strong and has recently regained its number 1 position in its core target
   market, namely for ages 18 – 42 within the UK womenswear market.

In conclusion, Brait believes that driving value in the existing portfolio should remain the key focus for the year ahead.
For and on behalf of the Board

PJ Moleketi
Non-Executive Chairman

19 June 2018

Directors (all non-executive)
PJ Moleketi (Chairman)*, JC Botts^, AS Jacobs(##). Dr LL Porter(##), CS Seabrooke*, HRW Troskie**, Dr CH Wiese* (Alternate: JD Wiese)*
(##)British ^American **Dutch *South African

The Company is primarily listed and admitted to trading on the Euro MTF market of the Luxembourg Stock Exchange and its secondary listing is on the
Johannesburg Stock Exchange.

Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)



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