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TASTE HOLDINGS LIMITED - Unaudited Condensed Consolidated Results For The Six Months Ended 31 August 2018

Release Date: 27/11/2018 11:00
Code(s): TAS     PDF:  
Wrap Text
Unaudited Condensed Consolidated Results For The Six Months Ended 31 August 2018

Taste Holdings Limited
Incorporated in the Republic of South Africa
(Registration number 2000/002239/06) 
JSE code: TAS
ISIN: ZAE000081162
(Taste or the Company or the Group)

Unaudited condensed consolidated results 
for the six months ended 31 August 2018

Highlights
Balance sheet recapitalisation
Secured a loan facility of up to R200 million from the Riskowitz 
Value Fund
Business model reorientation - Decentralisation of branded food 
businesses and restructuring across the Group
Clear Food Strategic Focus on International Brands
Food Portfolio Review - Zebro's Disposal

Commentary
The first half of the 2019 financial year marked the beginning 
of a new dawn for the Taste Group. Successive periods of 
unsatisfactory results forced us to ask and answer tough 
questions about our business. While this was not an easy 
environment to operate in, given the internal revisions and 
external economic headwinds, I am proud of the acceptance to 
change that our team has demonstrated. In the short six months 
that we have been on this new journey, we have managed to 
make some significant changes to the group that will provide 
a strong foundation for long-term sustainability and growth.

The changing face of Taste
The previous strategy to manage Taste as a single business 
introduced a level of complexity in the Group that was not 
only unnecessary but also costly. The first strategic 
decision executed in the previous financial year was to 
split the Group into two distinct verticals namely the Food 
Division (Food) and the Luxury Goods Division (Luxury Goods). 
Operating these verticals as independent businesses has allowed 
us to focus on the unique opportunities in their respective 
markets with laser-focused strategies, clear financial KPIs and 
as far as possible separate capital and funding structures.

The Luxury Goods Division consists of retail outlets branded 
under NWJ, Arthur Kaplan and World's Finest Watches. In the 
prior financial year, we halted a process to divest from the 
Luxury Goods Division when it became evident that a sale was 
not ideal given the impact of the downturn in the local 
retail environment. We have backed the management team to 
devise an appropriate strategy to maximise value from this 
division over the longer term.

The Food Division is made up of three major business units 
namely (1) International Master Franchise Licences which 
comprise Domino's Pizza (Domino's) and Starbucks Coffee 
(Starbucks); (2) Locally-owned brands which consist of
Maxi's and The Fish and Chip Co and (3) Supply Chain 
business, Buon Gusto which operates and manages the Food 
Divisions' supply chain activities.

Another noteworthy event during the previous financial year 
was the recapitalisation of the Group by the Riskowitz Value 
Fund (RVF) which at the time was a significant anchor 
shareholder of the Group. The funds raised through the 
recapitalisation were used to pay down our debt facilities 
which have unshackled us from a burdensome and increasingly 
unserviceable debt structure. This, together with RVF's 
long-term perspective, strategy and capital structure,
has allowed the management team to divert our focus away 
from managing the market and the Group's capital structure
onto the operations of the Group, as should be the case.

As a result of the recapitalisation, RVF increased their 
shareholding to a majority stake which has been a catalyst 
for positive change. At the time of moving into a majority 
position in January 2018, the Group's Board of Directors 
were reconstituted and shortly thereafter, the Group CEO, 
at the time, resigned. The board appointed one of RVF's 
partners, Tyrone Moodley as the Acting Group CEO.

The new Board of Directors and CEO immediately focused on 
identifying the root-cause of operating losses incurred over 
the recent past and to determine the best way forward for the 
Group to maximise shareholder value. The Executive team, 
armed with this mandate from the Board and the unwavering 
support of the anchor shareholder, have put in a large amount 
of effort to gain a detailed understanding of the operating 
performance of the Group. With this in mind, we want to 
highlight the most critical focus areas for us going forward. 
These are, overhauling our investment strategy to secure 
long-term funding, revamping our business and operating 
model and lastly building a strong team to execute on 
strategic objectives.

Investing Strategy
The first critical decision we made was to pause the expansion 
of the Domino's and Starbucks network. Firstly, to ensure that 
the cash which remained in the Group post the settlement of 
the debt facilities is sufficient to fund the expected current 
operating losses of the Group but secondly and more importantly, 
to afford us the opportunity to review the store operating models 
of both brands and capital required to deliver an acceptable 
return on investment. Our review of the business highlighted 
that we could consistently deliver economic profit and
create shareholder value with a shift in our operating and 
development strategies for both Domino's and Starbucks. At 
present, Domino's existing corporate store network is producing 
operating losses and whilst the Starbucks' store network is 
profitable at an EBITDA level, it is not producing the required 
return on the store investments. With the support and hands-on 
collaboration of our global partners, the teams have worked 
exceptionally hard to develop new store economic models, 
investment case metrics and market development strategies.

Given the above progress we believe that once we have secured 
long term funding for the Group, we can enable the expansion 
of the brands' networks.

A Purpose Driven Operating Model
As a consequence of clear deliberation between the Food and 
Luxury Goods Division, the franchised group shared services model 
no longer held relevance as it proved costly, had the unintended 
consequence of removing responsibility and accountability for 
functional operations from the brands and slowed down the 
decision-making process which had to go through multiple 
layers in the organisational structure.

We therefore made a decision during the period to adjust the 
Food Divisions operating model to move away from the centralised 
model of shared services into a decentralised model with each 
business having their own functional teams within their respective 
brand. The decentralised model is aimed at ensuring that the 
managing executives of the brands can take full responsibility 
and accountability for all aspects of their business' operations 
with an acute focus on owning and operating stores.

We concluded a restructure of the shared services business unit 
during the period resulting in the HR, finance, marketing, site 
acquisition and store development function being moved into the 
respective business units.

The restructure has resulted in the removal of the functional 
executive layer within shared services and replaced by functional 
operational managers within the business units. It is expected 
that restructure will result in a R9,0 million reduction in head 
office costs with the full effect of this reduction only being 
realised in the 2020 financial year.

One further area of the business model which came under review 
was the vertically integrated supply chain business, Buon Gusto. 
Our operational review concluded that the insource supply chain 
operations have contributed significantly to the poor performance 
of the Food Division over the past few years as the business 
failed to shift its model from a profit centre servicing franchised 
stores to what is today a predominantly corporate-owned store 
network requiring an effective cost centre solution. It also 
became clear that the appropriate investments in systems and 
procedures in the supply chain business had not been made and 
would require capital in order to elevate the business to 
acceptable levels of performance.

In order for us to become the best restaurant operator and 
franchisor in the country our brands need to be supported by 
the best supply chain possible. Any time, capital or resources 
invested into these supply chain competencies would dilute 
focus away from owning and operating stores.

Therefore, we will begin a process during the second half of 
the financial year to identify the best way to move the supply 
chain operations into an outsourced model and to identify a 
leading supply chain service provider to partner with. We will 
retain the dough production business as this allows us to 
control the quality and consistency of the dough used in our 
Domino's network.

Building a World Class Team
We believe in the heuristic ‘performance is a function of 
two key characteristics - ability and motivation.' When we 
appoint the right people into the right roles and empower 
them, the work itself becomes intrinsically valuable and 
rewarding, creating a sturdy foundation for long term 
performance. Over the period we did two things to translate 
this philosophy into practice; (1) decentralising our brands 
empowered each Brand ME to build their respective fit for 
purpose teams, holding them accountable for brand specific 
execution and performance; and (2) we made critical appointments 
and welcomed the assistance from our International Brand 
partners with strategic secondments into our market with which 
they bring a wealth of industry knowledge and experience. The
impact of the increased cooperation was felt immediately within 
each brand. Although we are only in the first innings of these 
human capital revisions, we believe that this approach will 
enable us to implement the necessary changes to our business 
rapidly.

Some key appointments we want to highlight here are; Dylan 
Pienaar as Chief Operating Officer for the Food Division, 
and Bruce Layzell as the Domino's Managing Executive. Both 
Bruce and Dylan have experience in the Quick Service Restaurant 
(QSR) industry and more importantly experience in operating 
Global brands in South Africa, having operated KFC, Burger 
King, Dunkin Donuts and Baskin-Robbins between them. In 
January we welcome a new strategic Starbucks appointment 
who brings 17 years' experience currently operating out of 
the Starbucks EMEA region.

Duncan Crosson will continue to lead the Luxury Goods Division 
as CEO. Despite substantial external headwinds in the Luxury 
Goods Division, we are confident that Duncan will be able to 
steer the ship and mitigate risk and losses responsibly.

Financial overview
The South African economy continued to retract during the period 
under review and the compounding effects of higher fuel charges, 
higher VAT and income taxes on the consumers' disposable income 
and spending habits, had a negative impact on the financial 
results for this reporting period.

Over the period we have seen a contraction in consumer spend 
across all our brands resulting in a 3% decline in revenue. 
Notwithstanding the economic headwinds we've identified several 
areas for improvement.

The Food Division revenue increased by 13% to R319 million 
(2017: R282 million) with gross margins remaining constant 
despite not passing the VAT and fuel increases onto consumers. 
The Food Divisions operating costs increased by 7% largely as 
a result of the operating costs of Starbucks doubling since the 
comparative period due to the addition of eight stores in the 
network and the expiration of a royalty concession granted to 
Taste by Domino's International.

The Luxury Goods Division encountered one of the toughest trading 
conditions on record. The industry was hit hard by cash-strapped 
consumers which resulted in decreasing jewellery and watch sales 
coupled with increasing pressure on discount luxury goods. Sales 
for the first half of the year declined by 13% to R220 million 
(2017: R253 million) and gross margins declined 1.9% due to 
increased promotional activity and deeper discounts to revolve 
stock. The division has focused on reducing operating costs by 
streamlining and optimising their cost base, which has resulted 
in 4.2% reduction in the operating costs of the division. 
Inventory continued to be well managed, supporting the
business needs in the face of unpredictable trading conditions, 
the result was an improvement in inventory turn versus the 
comparable period.

An increase in equity raised the weighted average number of shares 
in issue to 899 million shares (2017: 410 million). The resultant 
headline loss was 8.0 cents per share (2017: loss of 15.9 cents 
per share). Cash and cash equivalents decreased to R48.5 million 
(2017: R86 million) at the end of the current period.

Operational review
Food
The Food Division licences the world's leading coffee retailer and 
roaster - Starbucks; the world's largest pizza delivery chain - Domino's; 
and owns The Fish & Chip Co and Maxi's brands. Taste's food brands span 
across a diversified portfolio of product categories (coffee, pizza, 
fish, burgers and breakfasts) that appeal to middle-and-upper income 
consumers (Starbucks, Domino's, Maxi's) as well as lower-income consumers 
(The Fish & Chip Co). In June 2018, we divested from Zebro's Chicken, 
reducing sales of our locally-owned brands.

The slowdown in the store rollout has allowed the Food Division to 
realign their respective brand strategies and focus on planning 
their growth initiatives for the next financial period. Same-store 
sales in local-owned brands remained positive, albeit at 1% for the 
six months, while same-store sales for Domino's increased to 2.8%. 
Two further Starbucks stores were added in April 2018 and July 2018 
which brings the total number of Starbucks stores to 12.

Although sales have increased in the Starbucks brand, there is 
pressure on the first four stores that can be measured on a 
same-store sales basis. In June 2018, Zebro's Chicken was sold 
which reduced sales in the locally-owned brands with The Fish and 
Chip Co showing slightly increased revenue through the period. 
The brand portfolio requires further strategic alignment in order 
to focus on the international brand portfolio.

Luxury Goods
The Luxury Goods Division consists of retail outlets branded under 
NWJ, Arthur Kaplan and World's Finest Watches. Through Arthur Kaplan 
and World's Finest Watches, Taste is a leading retailer of luxury 
Swiss watches in South Africa, with brands like Rolex, Omega, 
Breitling, Hublot, TAG Heuer, Longines, Rado, Cartier, IWC and 
Montblanc, among its custodian brands.

Its brands appeal to a diversified customer base ranging from the 
premium watch and jewellery buyers (Arthur Kaplan and World's Finest 
Watches) to first-time jewellery and fashion watch buyers (NWJ).

The continued downturn in the retail sector has had a sustained 
negative impact on the results of the Luxury Goods Division. This 
required us to revisit the business units' operating model, to look 
for ways to limit the negative impact which resulted in two major 
components of the business undergoing a restructure:

* The closure of the NWJ manufacturing facility and outsource all 
  jewellery manufacturing to third-party suppliers in an effort to 
  increase margins.
* The second area was a restructure and rationalisation of the head
  office support structure. These changes allow us to reduce our 
  fixed costs and better manage our variable costs, relieving some 
  pressure on working capital.

The division has focused on our retail footprint and has sought 
to manage and close poor performing stores actively. This will 
be an area of continued focus to maximise our investment returns.

The continuing unpredictable retail trading patterns are 
expected to persist and to remain challenging for the remainder 
of the financial year, mainly driven by uncertain macroeconomic 
conditions, depressed business in general and negative consumer 
sentiment. The division is founded on good retail locations, 
world-class quality brands and deep institutional knowledge 
within the business. We believe the changes we've made to date 
coupled with our strong brands will enable us to limit the 
economic impact on our business.

Subsequent events
On 1 October the Group appointed PSG Capital as its sponsor.

Shareholders are hereby advised that on 26 November 2018 Taste 
entered into an agreement with its anchor shareholder, 
Riskowitz Value Fund LP (RVF), in terms of which RVF has 
agreed to provide the Company with an unsecured, subordinated 
shareholder loan in the amount of R50 000 000 (RVF Loan), which 
may, at the election of RVF, be increased to R200 000 000. The 
initial term of the RVF Loan is 12 months and may be renewed 
annually at the discretion of RVF. Interest on the RVF Loan will
accrue monthly at an interest rate of 16% per annum (Loan). 
Interest accrued on the RVF loan is payable at maturity. The 
full amount of the RVF Loan is available for Taste's access 
immediately upon applicable regulatory approvals, which is 
expected shortly.

Directorate
On 31 May 2018, Evan Tsatsarolakis resigned as Chief Financial 
Officer, and on the same day, we appointed Dylan Pienaar as 
Executive Director. Dylan, who had been appointed as the Group's 
Chief Operating Officer in March 2018, assumed the role of 
Acting Chief Financial Officer in addition to his existing 
responsibilities until a suitable candidate is appointed to 
fill the role.

Outlook
Despite the tremendous strides we have made in resetting our 
foundation to enable long-term sustainability and growth, we 
are acutely aware that far more work will be required before 
achieving profitability across all divisions and brands in the 
Group. Our focus during the second half of the financial year 
will be on growth plans in the Food Divisions and moving closer 
to positive EBITDA in our current store networks. The growth 
plans and funding requirements are based on the revised strategy 
of the Group which will focus on growing Domino's and Starbucks. 
In consultation with our global partners the pause on capital 
expenditure will continue until we are confident that we are 
able to deliver investment grade returns.

Divestiture of Non-Core Food Operations
We will continue investigating moving the Food Division's supply chain 
activities to an outsourced model. This will include identifying a 
leading supply chain service provider.

Domino's Store Profitability
Domino's was the most significant contributor to the Group's EBITDA 
loss for the period, predominantly due to losses from corporate stores. 
As mentioned previously, some of these losses are attributable to 
increased costs that we did not pass onto the consumer. We have 
identified several opportunities that will enable us to get Domino's 
corporate store to EBITDA break-even as-soon-as-possible. The 
initiatives will focus on increasing order counts and reducing food 
costs. We have implemented many of these initiatives, and we are 
confident that the positive results will start flowing through 
in the second part the of the financial year.

The condensed consolidated results have not been reviewed or audited 
by the group's auditors and were prepared under the supervision of
Mr D Pienaar CA(SA), the Chief Financial Officer of the group.

On behalf of the Board

TC Moodley                        D Pienaar
Chief Executive Officer           Chief Financial Officer

27 November 2018

Condensed group consolidated statement of comprehensive income 
for the six months ended 31 August 2018

                                  Unaudited    Unaudited      Audited 
                                 six months   six months    12 months 
                                      ended        ended        ended
                                  31 August    31 August  28 February
                             %         2018         2017         2018 
                        change        R'000        R'000        R'000
Revenue                     (3)     469 956      483 109    1 043 977
Cost of sales                      (267 131)    (275 341)    (612 445) 
Gross profit                (2)     202 825      207 768      431 532
Other income                          2 374          633        3 591
Operating costs             (3)    (270 725)    (262 214)    (621 753) 
EBITDA*                    (22)     (65 526)     (53 813)    (186 630) 
Amortisation and
depreciation                        (21 724)     (19 490)     (41 662) 
Operating loss                      (87 250)     (73 303)    (228 292) 
Investment revenue (4)                6 092        7 079       17 295
Finance costs (5)                    (2 239)     (23 351)     (44 745)
Loss before taxation          7     (83 397)     (89 575)    (255 742) 
Taxation (6)                          9 240       23 665       14 750
Loss for the year                   (74 157)     (65 910)    (240 992) 
Attributable to:
Equity holders of the
company                     (13)    (74 071)     (65 839)    (241 202)
Non-controlling
interest (7)                            (86)         (71)         210
                                    (74 157)     (65 910)    (240 992)
Loss per share 
(cents) (8)                  49        (8.2)       (16.0)       (51.0)
Diluted loss per share
(cents) (8)                  47        (8.2)       (15.4)       (51.0)
Headline loss per
share (cents) (8)            50        (8.0)       (15.9)       (41.8)
Diluted headline loss
per share (cents) (8)        48        (8.0)       (15.3)       (41.8)

* Earnings before interest, tax, depreciation and amortisation
(EBITDA).

Condensed group consolidated statement of financial position 
as at 31 August 2018

                                    Unaudited  Unaudited      Audited
                                    31 August  31 August  28 February
                                         2018       2017         2018
                                        R'000      R'000        R'000
Assets
Non-current assets                    511 036    572 222      513 399
Property, plant and equipment         177 401    181 626      186 920
Intangible assets                      83 870     97 024       86 027
Goodwill (9)                          121 348    133 184      121 348
Net investment in Finance lease (10)    4 767      7 111        4 919
Other financial assets (11)            26 644     43 574       25 345
Deferred tax                           97 006    109 703       88 840
Current assets                        370 157    520 535      479 053
Inventories                           262 535    311 390      296 017
Net investment in Finance lease (10)      464        544          450
Trade and other receivables            47 605     57 695       56 059
Current tax receivables                 2 445        635        1 911
Advertising levies                      4 708     11 765        2 914
Other financial assets (11)             2 103     10 474        5 281
Cash and cash equivalents              50 297    128 032      116 421
Total assets                          881 193  1 092 757      992 452
Equity and liabilities
Equity attributable to equity
holders of the company                739 307    613 412      813 942
Share capital                               8          4            8
Retained earnings                    (383 529)  (129 417)    (308 806) 
Share premium (12)                  1 111 069    728 397    1 112 154
Equity-settled share-based payment
reserve                                11 759     14 428       10 586
Non-controlling interest                1 207      1 222        1 503
Non-current liabilities                24 809    306 077       26 031
Borrowings (13)                           106    270 543        1 109
Lease equalisation                     11 270     11 025       11 270
Deferred tax                           13 433     24 509       13 652
Current liabilities                   115 870    172 046      150 976
Current tax payable                        10        796            - 
Bank overdrafts                         1 749     41 846       20 179
Borrowings (13)                         1 922     10 962        2 662
Lease equalisation                      2 657      2 480        2 755
Trade and other payables              109 532    115 962      125 380
Total equity and liabilities          881 193  1 092 757      992 452
Number of shares in issue ('000)      898 970    456 747      898 970
Net asset value per share (cents)        82.4      134.6         90.7
Net tangible asset value per share
(cents) (14)                             61.4       88.7         69.6

Condensed group consolidated statement of changes in equity 
for the six months ended 31 August 2018

                                                   Equity-
                                                   settled 
                                                    share- 
                                                     based
                                Share      Share   payment Accumulated 
                              capital    premium   reserve      losses
Group                           R'000      R'000     R'000       R'000
Balance at 31 August 2017           4    728 397    14 428    (129 417) 
Share issue                         4          -         -           - 
Options exercised                   -    383 757         -           - 
Share-based payment reserve         -          -    (3 842)          - 
Comprehensive loss for
the period                          -          -          -   (179 388) 
Balance at 1 March 2018             8  1 112 154     10 586   (308 806) 
Share issue                         -     (1 085)         -          - 
Share-based payment reserve         -          -      1 173          - 
Dividends paid                      -          -          -       (652) 
Comprehensive loss for
the period                          -          -          -    (74 071)
Balance at 31 August 2018           8  1 111 069     11 759   (383 529)

                                         Total 
                                  attributable
                                     to equity      
                                    holders of        Non-
                                           the controlling       Total
                                         group    interest      equity
Group                                    R'000       R'000       R'000
Balance at 31 August 2017              613 412       1 222     614 634
Share issue                                  4           -           4
Options exercised                      383 757           -     383 757
Share-based payment reserve             (3 842)          -      (3 842) 
Comprehensive loss for
the period                            (179 388)        281    (179 107)
Balance at 1 March 2018                813 942       1 503     815 445
Share issue                             (1 085)          -      (1 085) 
Share-based payment reserve              1 173           -       1 173
Dividends paid                            (652)          -        (652) 
Comprehensive loss for
the period                             (74 071)       (296)    (74 367)
Balance at 31 August 2018              739 307       1 207     740 514

Condensed group consolidated statement of cash flows 
for the six months ended 31 August 2018

                                 Unaudited    Unaudited       Audited 
                                six months   six months     12 months 
                                     ended        ended         ended
                                 31 August    31 August   28 February
                                      2018         2017          2018
                                     R'000        R'000         R'000
Cash flows from operating
activities                         (33 950)     (31 098)     (101 074) 
Cash utilised by operating
activities                         (37 482)     (14 881)      (72 828) 
Investment revenue (4)               6 092        7 079        17 295
Finance costs (5)                   (2 239)     (23 351)      (44 745)
Dividends paid                        (652)           -             - 
Taxation paid                          331           55          (796) 
Cash flows from investing
activities                         (10 916)      (5 085)      (31 080) 
Acquisition of property,
plant and equipment                (11 412)     (28 238)      (53 933)
Proceeds of disposals of
property, plant and equipment          461       28 167        28 875
Acquisition of business                  -      (14 062)      (24 173)
Investment in finance 
lease (10)                             138        1 772         4 058
Loans paid                           1 880        4 493        15 501
Net acquisition of
intangibles                         (1 983)        2 783       (1 408)
Cash flows from financing
activities                          (2 828)      137 837       243 864
Proceeds from issue of shares       (1 085)      116 791       500 552
Loans raised/(paid) (13)            (1 743)       21 046      (256 688)

Change in cash and cash
equivalents                        (47 694)      101 654       111 710
Cash and cash equivalents at
beginning of the year               96 242       (15 468)      (15 468)
Cash and cash equivalents at
end of the year                     48 548        86 186        96 242

Condensed group consolidated segmental report 
for the six months ended 31 August 2018

                                        Food  Jewellery    Corporate
Unaudited six months ended          division   division     services
31 August 2018                         R'000      R'000        R'000
Revenue                              318 728    220 715       12 450
EBITDA                               (46 637)    (8 299)     (10 590)
Segment depreciation and
amortisation                         (15 749)    (5 165)        (810) 
Operating loss                       (62 386)   (13 464)     (11 400) 
Investment revenue                     3 995        182        1 915
Finance costs                           (957)      (586)        (696) 
Loss before taxation                 (59 348)   (13 868)     (10 181) 
Segment assets                       459 982    392 604       28 607
Segment liabilities                   92 365    196 202     (147 888) 
Segment capital expenditure            9 992      1 420            -
Unaudited six months ended
31 August 2017
Revenue                              282 100    253 313       11 400
EBITDA                               (47 501)     3 892      (10 204) 
Segment depreciation and
amortisation                         (14 021)    (4 662)        (807)
Operating loss                       (61 521)      (769)     (11 013) 
Investment revenue                     3 993        134       20 827
Finance costs                        (13 143)    (8 274)     (19 809) 
Loss before taxation                 (70 670)    (8 910)      (9 995) 
Segment assets                       557 393    418 155      117 209
Segment liabilities                  125 849    205 457      146 817
Segment capital expenditure           18 048      3 976           37
Audited year ended
28 February 2018
Revenue                              605 102    558 845       26 000
EBITDA                              (177 123)    23 074      (32 581)
Segment depreciation and
amortisation                         (30 212)    (9 834)      (1 616) 
Operating (loss)/profit             (207 335)    13 240      (34 197) 
Investment revenue                     8 414      3 752       40 136
Finance costs                        (25 359)   (18 883)     (35 510)
Loss before taxation                (224 280)    (1 891)     (29 571) 
Segment assets                       463 432    424 748      104 272
Segment liabilities                  100 364    212 452     (135 809)
Segment capital expenditure           48 431      5 386          116

                                                  Inter- 
                                                 segment 
                                                division
Unaudited six months ended                      revenues        Total
31 August 2018                                     R'000        R'000
Revenue                                          (81 937)     469 956
EBITDA                                                 -      (65 526) 
Segment depreciation and amortisation                  -      (21 724) 
Operating loss                                         -      (87 250) 
Investment revenue                                     -        6 092
Finance costs                                          -       (2 239)
Loss before taxation                                   -      (83 397)
Segment assets                                         -      881 193
Segment liabilities                                    -      131 854
Segment capital expenditure                            -       11 412
Unaudited six months ended
31 August 2017
Revenue                                          (63 704)     483 109
EBITDA                                                 -      (53 813) 
Segment depreciation and amortisation                  -      (19 490) 
Operating loss                                         -      (73 303) 
Investment revenue                               (17 875)       7 079
Finance costs                                     17 875      (23 351)
Loss before taxation                                   -      (89 575) 
Segment assets                                         -    1 092 757
Segment liabilities                                    -      478 123
Segment capital expenditure                            -       22 061
Audited year ended 28 February 2018
Revenue                                         (145 970)   1 043 977
EBITDA                                                 -     (186 630) 
Segment depreciation and amortisation                  -      (41 662) 
Operating (loss)/profit                                -     (228 292) 
Investment revenue                               (35 007)      17 295
Finance costs                                     35 007      (44 745)
Loss before taxation                                   -     (255 742) 
Segment assets                                         -      992 452
Segment liabilities                                    -      177 007
Segment capital expenditure                            -       53 933

Notes to the condensed consolidated financial statements 
for the six months ended 31 August 2018

Taste Holdings Limited (the company) is a South African registered 
company. The condensed financial statements of the company comprise 
the company and its subsidiaries (together referred to as the Group).

1.  Statement of compliance
These unaudited condensed consolidated interim financial statements
have been prepared in accordance with the framework concepts and the 
measurement and recognition requirements of International Financial 
Reporting Standards (IFRS) and its interpretations adopted by the 
International Accounting Standards Board in issue and effective for 
the Group at 31 August 2018, and Financial Reporting Pronouncements 
as issued by Financial Reporting Standards Council, and as a minimum
contains the information required by IAS 34 interim Financial Reporting, 
the JSE Listings Requirements, and the Companies Act of South Africa.

2.  Basis of preparation
The Group's unaudited condensed consolidated interim financial statements 
as at and for the period ended 31 August 2018 have been prepared on the 
going-concern basis. The accounting policies applied in the presentation 
of the condensed consolidated interim financial statements are consistent 
with those applied for the year ended 28 February 2018.

3.  Changes in accounting policies
The Group has adopted all the new, revised or amended accounting standards 
which were effective for the Group from 1 March 2018.

IFRS 15: Revenue from Contracts from Customers
New standard that requires entities to recognise revenue to depict the 
transfer of promised goods or services to customers in an amount that 
reflects the consideration to which the entity expects to be entitled 
in exchange for those goods or services. Revenue is measured based on
consideration specified in a contract with a customer and excludes amounts 
collected on behalf of third parties.

The new standard will also result in enhanced disclosures about revenue, 
provide guidance for transactions that were not previously addressed 
comprehensively and improve guidance for multiple-element arrangements.

The Group recognises revenue when it transfers control over a product or 
services to a customer.

The Group has identified that only the franchise revenue received from 
The Fish & Chip Co brand has been impacted by this new standard however 
the impact is not significant.

IFRS 9: Financial Instruments
IFRS 9 introduces a new approach to the classification of financial 
assets, which is driven by the business model in which the asset is 
held and their cash flow characteristics. A new business model was 
introduced which does allow certain financial assets to be categorised 
as fair value through other comprehensive income in certain 
circumstances. The requirements for financial liabilities are mostly 
carried forward unchanged from IAS 39. However, some changes were made 
to the fair value option for financial liabilities to address the issue 
of own credit risk.

The new model introduces a single impairment model being applied to all 
financial instruments, as well as an expected credit loss model for 
the measurement of financial assets. IFRS 9 contains a new model for 
hedge accounting that aligns the accounting treatment with the risk 
management activities of an entity, in addition, enhanced disclosures 
will provide better information about risk management and the effect of
hedge accounting on the financial statements. IFRS 9 carries forward the
derecognition requirements of financial assets and liabilities from 
IAS 39.

Financial assets and financial liabilities are recognised on the group's 
balance sheet when the company becomes party to the contractual provisions 
of the instrument.

Loans and receivables and financial liabilities are measured at initial 
recognition at fair value and are subsequently measured at amortised cost 
using the effective interest rate method.

The new standard has not had significant impact on amounts reported in 
respect of the group's financial assets and financial liabilities.

4.  Investment revenue comprises of interest charged to franchisees on 
conversion loans and interest received on positive cash balances.

5.  In February 2018 the proceeds of a rights issue was used to settle 
the bonds therefore resulting in a reduction of finance costs of R21
million.

6.  The group's effective tax rate for the current period is less than 
28% as a result of continuing expenses such as intangible amortisation 
and IFRS 2 share-based payment expenses, which are not deductible for 
tax purposes. Additionally, the Food Division has not passed the deferred 
tax asset relative to certain losses incurred.

7.  This relates to a shareholding by the Luxury Goods Division of 58% 
in a company that owns three NWJ stores.

8. Reconciliation of headline loss

                                      31 August 31 August  28 February
Reconciliation of headline        %        2018      2017         2017
loss                         change       R'000     R'000        R'000
Loss attributable to ordinary 
shareholders                    (13)    (74 071)  (65 839)    (249 202)
Adjusted for:
Impairment losses                           783         -       42 053
Loss  on sale of property,
plant and equipment and 
non-current assets
available for sale                        1 892       545        4 839
Tax effect on loss
adjustments                                (353)     (102)      (3 274) 
Headline loss attributable
to ordinary
Shareholders                    (10)    (71 749)  (65 396)    (197 584)
Weighted average shares in
issue ('000)                            898 970   410 155      473 060
Weighted average diluted
shares in issue ('000)                  907 933   426 167      489 130
Loss per share (cents)           49        (8.2)    (16.0)       (51.0) 
Diluted loss per share
(cents)                          47        (8.2)    (15.4)       (51.0) 
Headline loss per share
(cents)                          50        (8.0)    (15.9)       (41.8)
Diluted headline loss per
share (cents)                    48        (8.0)    (15.3)       (41.8)

9.  The Goodwill decrease from August 2017 is attributable to impairments 
made in the FY2018 financial year.

10.  This amount represents the value of ovens and other pizza equipment 
being leased to franchisees that have converted their stores to Domino's. 
This amount reduces as franchisees pay as well as when stores are acquired 
from franchisees.

11. Other financial assets consist of:
* Loans made to marketing funds of brands within the group, including 
pre-funding the Domino's marketing fund through a loan to launch the 
brand in South Africa.
* Conversion loans provided to Scooters and St Elmo's franchisees for 
the conversion of their stores to Domino's.
* Extended payment terms given to franchisees of the group.

12. The increase in share premium from the prior period is consequent to 
the rights issue of 442 222 223 at R0.90 on 29 January 2018.

13. The decrease in borrowings from the prior period is due to settlement 
of debt in February 2018 using the rights issue monies received as per 
note 12.

14. Net tangible asset value per share is calculated by excluding goodwill, 
intangible assets and the deferred taxation liability relating to intangible 
assets, from net asset value.

Corporate information
Non-executive directors
GM Pattison* (Chairperson), LCH Chou*, NG Brimacombe*, N Siyotula*, AJ Maizey
* Independent

Executive directors
TC Moodley (CEO), DJ Crosson, D Pienaar (CFO)

Registration number
2000/002239/06

Registered address
12 Gemini Street, Linbro Business Park, Sandton, 2065

Postal address
PO Box 1125, Ferndale, Randburg, 2160

Telephone: (011) 608 1999
Facsimile:  086 696 1270

Company secretary
iThemba Corporate Governance and Statutory Solutions Proprietary Limited

Transfer secretaries
Computershare Investor Services Proprietary Limited

Sponsor
PSG Corporate Services Proprietary Limited

These results and an overview of Taste are available at www.tasteholdings.co.za
Date: 27/11/2018 11:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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