Preliminary audited summarised consolidated results & cash dividend declaration for the year ended 30 September 2018 RHODES FOOD GROUP HOLDINGS LIMITED (Incorporated in the Republic of South Africa) Registration number: 2012/074392/06 JSE share code: RFG ISIN: ZAE000191979 PRELIMINARY AUDITED SUMMARISED CONSOLIDATED RESULTS AND CASH DIVIDEND DECLARATION FOR THE YEAR ENDED 30 SEPTEMBER 2018 KEY FEATURES Group turnover + 11.2% Regional turnover + 11.9% International turnover + 8.4% Headline earnings 32.9% lower on weak international results Diluted HEPS 34.9% lower to 60.8 cents Dividend per share 34.7%lower at 20.3 cents COMMENTARY PROFILE Rhodes Food Group is a leading producer of fresh, frozen and long life convenience meal solutions for customers and consumers across South Africa, sub-Saharan Africa and in major global markets. The growing portfolio of market leading brands, which includes Rhodes, Bull Brand, Magpie, Squish, Bisto, Hinds, Pakco and Ma Baker, is complemented by private label product ranges packed for major South African retailers and international customers. TRADING AND FINANCIAL PERFORMANCE Group turnover increased by 11.2% to R5.1 billion, with organic growth of 6.7%. The reporting period comprises 52 trading weeks compared to 53 weeks in the prior period. Turnover in the regional segment (South Africa and sub-Saharan Africa) increased by 11.9% and accounted for 81% (2017: 80%) of total group revenue. Organic growth slowed to 5.0% in the second half from 7.6% in the first six months as trading conditions deteriorated owing to increasing pressure on disposable income. In this slowing economic environment sales in certain product categories are increasingly being driven by promotions. - Fresh Foods sales increased by 10.3% (4.3% organic growth) with the pie category performing well across all channels, excluding Ma Baker. The Ma Baker turnaround has been slower than expected but good progress is being made to restore the profitability of the business. - Long Life Foods increased turnover by 13.1% (7.7% organic growth). The fruit juice category has again shown good growth in a competitive environment. Dry foods (formerly Pakco) continues to perform well and gain momentum from the relaunch of its brand portfolio late in the first half of the year. - The group's brands have maintained or gained market share across core product categories. - Trading in the sub-Saharan markets remains tough owing to poor economic conditions and liquidity constraints in some major markets. International turnover increased by 8.4%. After increasing turnover by 3.6% in the first half, international grew turnover by 13.2% in the second half as export volumes recovered strongly. Export volumes increased by 6.6% for the year. The group's gross profit margin was lower at 24.9% (2017: 27.0%). This was mainly due to deflation in the international business, weak industrial pulp prices, an inability to pass on cost increases to consumers and lower margins in the Ma Baker business. Operating cost growth, excluding Pakco and Ma Baker, was contained to 6.3% for the year, with growth of only 3.2% in the second half as management heightened its focus on cost reduction. Depreciation and amortisation increased by R30 million owing to the higher level of capital expenditure in the past two years and two acquisitions in the second half of the prior year. The group's operating margin declined from 8.9% to 6.1%. The regional operating margin reduced from 9.7% to 7.8%, impacted primarily by the performance of Ma Baker and by margin dilution owing to higher raw material costs not being matched by price increases in the market. Increased canned fruit costs as a result of the drought in the Western Cape over the past two seasons, weak industrial puree and concentrate pricing, and the strong currency impacted the profitability of the international segment. The operating margin declined from 6.3% to -0.5%. The R62.8 million year-on-year movement in the operating profit has had a significant adverse effect on the group's results. Net interest payments were R28.5 million higher at R112.9 million due to the increased capital investment programme, and lower levels of cash being generated owing to the lower profit over the past year. Profit after tax declined by 34.3% to R154.3 million with headline earnings 32.9% lower at R159.1 million. Earnings have benefited by R11 million from an income tax rebate relating to capital projects and the release of an over-provision for prior years. Diluted headline earnings per share decreased by 34.9% to 60.8 cents, in line with the group's trading statement issued on 17 September 2018. The weighted average number of dilutive shares in issue has increased by 8.1 million or 3.3% over the prior year. A cash dividend of 20.3 cents has been declared, 34.7% lower than the previous year, based on the group's dividend cover policy of three times diluted HEPS. The group continues to focus on working capital efficiency and net working capital reduced by R29.6 million, benefiting from the timing of creditor and debtor payments over year end. Net working capital days improved to 123 days from 135 days in the previous year. Cash generated from operations increased by 40.4% to R487.5 million due to the lower investment in working capital. The group's net debt to equity ratio increased to 53.9% (2017: 48.0%) owing to the higher level of funding for the capital investment programme. The group invested R480 million (2017: R487 million) in its production capacity expansion and upgrade programme. Major projects included the installation of a clear juice concentrate plant at the Groot Drakenstein production hub to further vertically integrate the fruit juice operation, capacity expansion at the Gauteng pie and bakery facilities, commissioning a new baked bean production facility, expanding the Western Cape ready meals plant to accommodate the snacking business and the upgrade of infrastructure at Groot Drakenstein. OUTLOOK The focus in the regional segment will continue to be on driving organic growth, increasing brand shares and on improving margins. Management aims to realise benefits from the recently and soon to be completed capital projects which are expected to start yielding returns on capital that was invested over the last two years. The turnaround in the performance of Ma Baker is a priority and is progressing well. The international segment is expected to return to profitability in 2019. Export volumes are likely to continue to improve while foreign selling prices of canned fruit are anticipated to show a small increase. Climatic conditions are more favourable following the good rainfall which ended the drought in the Western Cape. The group expects to benefit from the current Rand weakness and will maintain its hedging policy. Capital investment of R200 million has been committed for the 2019 financial year. The three remaining major capital projects are scheduled for completion in the first quarter of the new year. Management expects the group to generate stronger cash flows in 2019 owing to the reduction in capital expenditure and by focusing on working capital management. After the financial year-end the group entered into an agreement to purchase the protein snack business from RCL Foods Consumer Proprietary Limited for R30 million, subject to regulatory approvals. The business produces protein snack foods for Woolworths and will be integrated into RFG's ready meals operation in Groot Drakenstein. The effective date of the transaction is expected to be 1 April 2019. Any reference to future performance included in this announcement has not been reviewed or reported on by the auditors. DECLARATION OF ORDINARY DIVIDEND The board of directors has declared a gross dividend of 20.3 cents per share in respect of the year ended 30 September 2018 for holders of ordinary shares. The dividend has been declared out of income reserves. A dividend withholding tax of 20% will be applicable to all shareholders who are not exempt, resulting in a net dividend to these shareholders of 16.24 cents. Shareholders are advised of the following salient dates in respect of the dividend declaration: Last day to trade to receive a dividend Tuesday, 8 January 2019 Shares commence trading "ex" the dividend Wednesday, 9 January 2019 Record date Friday, 11 January 2019 Dividend payment to shareholders Monday, 14 January 2019 The number of ordinary shares in issue at the date of declaration is 253 762 018. The company's tax reference number is 9348/292/17/9. Share certificates may not be dematerialised or rematerialised between Wednesday, 9 January 2019 and Friday, 11 January 2019, both days included. SUMMARISED CONSOLIDATED STATEMENT OF FINANCIAL POSITION as at 30 September 2018 Audited Audited 2018 2017 Notes R'000 R'000 ASSETS Non-current assets 2 444 595 2 145 186 Property, plant and equipment 2 1 776 614 1 460 493 Intangible assets 197 691 207 282 Goodwill 444 857 457 183 Investment in associate 3 5 335 - Deferred taxation asset 41 9 294 Biological assets 12 047 10 664 Loans receivable 8 010 270 Current assets 2 138 950 1 964 903 Inventory 4 1 227 748 1 144 080 Accounts receivable 810 216 767 679 Biological assets 13 622 10 553 Loans receivable 4 210 6 170 Taxation receivable 48 175 32 193 Foreign exchange contract asset 633 - Bank balances and cash on hand 34 346 4 228 Total assets 4 583 545 4 110 089 EQUITY AND LIABILITIES Capital and reserves 2 317 840 2 235 865 Share capital 1 565 509 1 565 509 Equity-settled employee benefits 17 723 8 779 Accumulated profit 725 459 652 326 Equity attributable to owners of the company 2 308 691 2 226 614 Non-controlling interest 9 149 9 251 Non-current liabilities 1 198 836 877 883 Long-term loans 974 933 700 407 Deferred taxation liability 207 653 161 711 Employee benefit liability 16 250 15 765 Current liabilities 1 066 869 996 341 Accounts payable and accruals 700 620 534 590 Employee benefits accrual 54 647 75 324 Current portion of long-term loans 250 918 218 831 Taxation payable 2 562 2 732 Foreign exchange contract liability - 6 787 Bank overdraft 58 122 158 077 Total equity and liabilities 4 583 545 4 110 089 SUMMARISED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME for the year ended 30 September 2018 Audited Audited 2018 2017 R'000 R'000 Revenue 5 109 342 4 593 317 Cost of goods sold (3 839 637) (3 355 146) Gross profit 1 269 705 1 238 171 Other income 35 621 54 480 Operating costs (991 308) (885 844) Profit before interest and taxation 314 018 406 807 Interest paid (115 123) (84 836) Interest received 2 189 386 Profit before taxation 201 084 322 357 Taxation (46 756) (87 566) Profit for the year 154 328 234 791 Profit attributable to: Owners of the company 154 430 234 512 Non-controlling interest (102) 279 154 328 234 791 Other comprehensive income Items that will not be reclassified subsequently to profit or loss 72 1 Remeasurement of employee benefit liability 100 2 Deferred taxation effect (28) (1) Total comprehensive income for the year 154 400 234 792 Total comprehensive income attributable to: Owners of the company 154 502 234 513 Non-controlling interest (102) 279 154 400 234 792 Earnings per share (cents) 61.1 95.9 Diluted earnings per share (cents) 59.0 92.4 SUMMARISED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY for the year ended 30 September 2018 Equity-settled Share employee Accumulated Non-controlling capital benefits profit interest Total Note R'000 R'000 R'000 R'000 R'000 Balance at 25 September 2016 720 205 2 773 524 948 8 972 1 256 898 Issue of ordinary share capital 845 304 - - - 845 304 Total comprehensive income for the year - - 234 513 279 234 792 Recognition of share-based payments - 6 006 - - 6 006 Treasury shares dividend received - - 475 - 475 Dividend paid - - (107 610) - (107 610) Balance at 1 October 2017 1 565 509 8 779 652 326 9 251 2 235 865 Total comprehensive income for the year - - 154 502 (102) 154 400 Recognition of share-based payments - 8 944 - - 8 944 Treasury shares dividend received - - 350 - 350 Dividend paid 8 - - (81 719) - (81 719) Balance at 30 September 2018 1 565 509 17 723 725 459 9 149 2 317 840 SUMMARISED CONSOLIDATED STATEMENT OF CASH FLOWS for the year ended 30 September 2018 Audited Audited 2018 2017 Note R'000 R'000 Cash flows from operating activities Cash generated from operations 487 517 347 114 Interest paid (116 630) (86 150) Interest received 2 189 - Taxation paid (8 072) (139 023) Net cash inflow from operating activities 365 004 121 941 Cash flows from investing activities Purchase of property, plant and equipment 2 (479 557) (486 946) Proceeds on disposal of property, plant and equipment 16 202 1 478 Acquisition of subsidiaries less net cash acquired - (207 297) Loans receivable advanced (3 273) (3 732) Loans receivable repaid 763 1 471 Dividends paid (81 719) (107 610) Treasury shares dividend received 350 475 Net cash outflow from investing activities (547 234) (802 161) Cash flows from financing activities Issue of ordinary share capital - 648 304 Loans raised 525 000 621 000 Loans repaid (215 567) (556 742) Government grant received 2 2 870 3 432 Net cash inflow from financing activities 312 303 715 994 Net increase in cash and cash equivalents 130 073 35 774 Cash and cash equivalents at beginning of the year (153 849) (189 623) Cash and cash equivalents at end of the year (23 776) (153 849) SUMMARISED CONSOLIDATED SEGMENTAL REPORT for the year ended 30 September 2018 PRODUCTS AND SERVICES FROM WHICH REPORTABLE SEGMENTS DERIVE THEIR REVENUES Information reported to the chief operating decision-maker for the purposes of resource allocation and assessment of segment performance focuses on the types of goods or services delivered or provided, and in respect of the "regional" and "international" operations, the information is further analysed based on the different classes of customers. The executive management of the group have chosen to organise the group around the difference in geographical areas and operate the business on that basis. Specifically, the group's reportable segments under IFRS 8: Operating segments are as follows: - Regional - International SEGMENT REVENUES AND RESULTS The following is an analysis of the group's revenue and results by reportable segment. Segment revenue Audited Audited 2018 2017 R'000 R'000 Regional Fresh products sales 1 686 980 1 529 291 Long life products sales 2 433 113 2 151 307 4 120 093 3 680 598 International Long life products sales 989 249 912 719 Total 5 109 342 4 593 317 Segment profit Regional 321 249 358 254 International (5 242) 57 553 Total 316 007 415 807 Impairment loss (1 727) (3 321) Acquisition costs (262) (5 679) Interest received 2 189 386 Interest paid (115 123) (84 836) Profit before taxation 201 084 322 357 Segment revenue reported above represents revenue generated from external customers. Intercompany sales amounted to R429.312 million (2017: R541.821 million). Included in the regional and international operating profit is depreciation of R106.015 million (2017: R92.435 million) and R31.279 million (2017: R18.113 million) respectively, amortisation of R8.989 million (2017: R5.791 million) and R0.602 million (2017: R0.748 million) respectively and loss in associate of R0.565 million (2017: Rnil) included in regional operating profit. The accounting policies of the reportable segments are the same as the group's accounting policies described in note 1. Segment profit represents the profit before tax earned by each segment without allocation of impairment losses, acquisition costs, interest received and interest paid. This is the measure reported to the chief operating decision-maker for the purpose of resource allocation and assessment of segment performance. GEOGRAPHICAL INFORMATION The group's non-current assets by location of operations (excluding goodwill and deferred taxation asset) and revenue are detailed below. Executive management does not evaluate any other of the group's assets or liabilities on a segmental basis for decision-making purposes. Non-current assets Audited Audited 2018 2017 R'000 R'000 Republic of South Africa 1 860 455 1 548 831 Kingdom of Eswatini 139 242 129 878 1 999 738 1 678 709 Revenue Audited Audited 2018 2017 R'000 R'000 Republic of South Africa 4 970 796 4 472 594 Kingdom of Eswatini 138 546 120 723 5 109 342 4 593 317 INFORMATION REGARDING MAJOR CUSTOMERS Two customers (2017: two) individually contributed 10% or more of the group's revenues arising from both regional and international sources. NOTES TO THE SUMMARISED CONSOLIDATED FINANCIAL STATEMENTS for the year ended 30 September 2018 1. BASIS OF PREPARATION Rhodes Food Group Holdings Limited is a company domiciled in the Republic of South Africa. These summarised consolidated financial statements as at and for the financial year ended 30 September 2018 comprise the company and its subsidiaries (together referred to as the "group"). The main business of the group is the manufacturing and marketing of convenience meal solutions. These include fresh and frozen ready meals, pastry-based products, dairy products, juice and juice products, fruit purees and concentrates and long life meals including jams, fruits, salads, vegetables, meat and dry packed foods. There were no major changes in the nature of the business for the group during the years ended September 2018 and 2017. The summarised consolidated financial statements are an extract from the audited consolidated financial statements for the year ended 30 September 2018, and have been prepared in accordance with the framework concepts, the measurement and recognition requirements of International Financial Reporting Standards ("IFRS") and the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee, the Financial Pronouncement as issued by the Financial Reporting Standards Council, and the requirements of the Companies Act of South Africa and the JSE Limited Listings Requirements. The preliminary financial statements contain, as a minimum, the information required by IAS 34: Interim Financial Reporting. The accounting policies and methods of computation applied in the presentation of the summarised consolidated financial statements are consistent with those applied in the audited consolidated annual financial statements for the year ended 1 October 2017. These summarised consolidated financial statements were prepared under the supervision of CC Schoombie, CA(SA), Chief Financial Officer. 2. PROPERTY, PLANT AND EQUIPMENT During the year ended the following transactions accounted for the movement in the property, plant and equipment balance: (Loss of control)/ Opening acquisition of Government Closing balance subsidiaries Additions grant received Disposals Impairment balance COST R'000 R'000 R'000 R'000 R'000 R'000 R'000 2018 1 765 295 (1 959) 479 557 (2 870) (52 669) (1 861) 2 185 493 2017 1 197 797 105 644 486 946 (3 432) (17 788) (3 872) 1 765 295 Opening Loss of control Closing balance of subsidiary Depreciation Disposals Impairment balance ACCUMULATED DEPRECIATION R'000 R'000 R'000 R'000 R'000 R'000 2018 304 802 (1 398) 137 294 (31 685) (134) 408 879 2017 210 971 - 110 548 (16 166) (551) 304 802 Opening Closing balance balance NET ASSET VALUE R'000 R'000 2018 1 460 493 1 776 614 2017 986 826 1 460 493 The disposal and impairment of property, plant and equipment resulted in a loss of R4.782 million (2017: R0.144 million) and R1.727 million (2017: R3.321 million) respectively which were recognised as part of "operating costs" in the consolidated statement of profit or loss and other comprehensive income. During the year, the group contracted R29.502 million (2017: R264.664 million) for future capital commitments. There has been no major change in the nature of property, plant and equipment, the policy regarding the use thereof, or the encumbrances over the property, plant and equipment. 3. INVESTMENT IN ASSOCIATE The group entered into a sale of shares agreement in October 2017 to dispose of 50.83% of its shareholding in Ma Baker Xpress Proprietary Limited to a third party, for a consideration of R6.100 million. On the date of disposal the group ceased to control the previously wholly owned subsidiary and has a remaining shareholding of 49.17%. The group incurred a loss on the loss of control of the subsidiary of R1.216 million which is included in 'operating costs' in the statement of profit or loss and other comprehensive income. The group retains significant influence over the entity and accordingly the entity is accounted for as an associate subsequent to the disposal of the majority shareholding. During the year ended 30 September 2018 the loss from the investment in the associate recognised in "operating costs" in the statement of profit or loss and other comprehensive income was R0.565 million. 4. INVENTORY The value of the inventory disclosed at net realisable value is R69.405 million (2017: R74.879 million). 5. HEADLINE EARNINGS PER SHARE 2018 2017 R'000 R'000 5.1 HEADLINE EARNINGS PER SHARE Reconciliation between profit attributable to owners of the parent and headline earnings: Profit attributable to owners of the parent 154 430 234 512 Adjustments to profit attributable to owners of the parent 4 686 2 495 Loss on disposal of property, plant and equipment 4 782 144 Impairment of property, plant and equipment 1 727 3 321 Loss of control of subsidiary 1 216 - Taxation effect (1 823) (970) Headline earnings 159 116 237 007 Headline earnings per share (cents) 63.0 96.9 5.2 DILUTED HEADLINE EARNINGS PER SHARE Headline earnings 159 116 237 007 Diluted headline earnings per share (cents) 60.8 93.4 5.3 WEIGHTED AVERAGE NUMBER OF SHARES IN ISSUE Weighted average number of shares in issue 253 762 018 221 000 000 Ordinary shares issued - 24 657 869 Treasury shares (1 125 000) (1 125 000) Weighted average number of shares in issue 252 637 018 244 532 869 Effect of "A" class redeemable convertible preference shares 9 000 000 9 000 000 Effect of share offers 201 094 189 081 Weighted average number of dilutive shares in issue 261 838 112 253 721 950 6. CONTINGENT LIABILITIES The group has entered into guarantees with the South African Revenue Service, for import and export activities as well as various municipalities for operational activities. The guarantees from import and operational activities outstanding at year-end amounted to R12.862 million (2017: R6.560 million). There were no other changes in the contingent liabilities during the current financial year. 7. RELATED PARTY TRANSACTIONS The group generated sales from Peaty Mills Plc for R233.109 million (2017: R182.483 million). Included in trade receivables are amounts due from Peaty Mills Plc for R56.098 million (2017: R43.143 million). There were no other significant related party transactions during the year under review. 8. DIVIDENDS On 15 January 2018, a dividend of 31.1 cents (2017: 42.2 cents) per share was paid amounting to a total dividend of R81.7 million (2017: R107.6 million). 9. EVENTS SUBSEQUENT TO REPORTING DATE The board of directors has declared a gross cash dividend of 20.3 cents (2017: 31.1 cents) per share on 16 November 2018 in respect of the year ended 30 September 2018. The board of directors is not aware of any other matter or circumstance of a material nature arising since the end of the financial year, otherwise not dealt with in the financial statements, which significantly affect the financial position of the group or the results of its operations. 10. FINANCIAL YEAR-END The group's financial year ends in September which reflects 52 weeks of trading, and as a result the reporting date may differ year on year. The 2017 financial year, however, included a 53rd week of trading. References to "financial year" are to the 52/53 weeks ended on or about 30 September. As a result the financial statements were prepared for the year ended 30 September 2018 (2017: 1 October). 11. APPROVAL OF PRELIMINARY SUMMARISED CONSOLIDATED FINANCIAL STATEMENTS The summarised consolidated financial statements were approved by the board of directors on 16 November 2018. 12. AUDIT OPINION These audited preliminary summarised consolidated financial statements have been derived from the consolidated financial statements and are consistent, in all material respects, with the consolidated financial statements. The Group's auditors, Deloitte & Touche, have issued unmodified audit reports on the preliminary summarised consolidated financial statements and the consolidated financial statements. Both reports are available for inspection along with the full set of consolidated financial statements, on the group's website (http://www.rfg.com/investor-relations) and at the group's registered office. The auditor's report does not necessarily report on all of the information contained in these financial results. 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 the auditor's report together with the accompanying financial information from the issuer's registered office. CORPORATE INFORMATION Registered address Pniel Road, Groot Drakenstein, 7680 Private Bag X3040, Paarl, 7620 Directors Dr YG Muthien * (Chairperson) MR Bower * (Lead Independent Director) BAS Henderson (Chief Executive Officer) TP Leeuw * LA Makenete * B Njobe * CC Schoombie (Chief Financial Officer) CL Smart ** GJH Willis ** * Independent non-executive ** Non-executive Company secretary BM Lakey (Appointed: 1 May 2018) Transfer secretaries Computershare Investor Services Proprietary Limited External auditors Deloitte & Touche Bruce Henderson Tiaan Schoombie Chief Executive Officer Chief Financial Officer Groot Drakenstein 20 November 2018 Sponsor Rand Merchant Bank, a division of FirstRand Bank Limited Date: 20/11/2018 07:05:00 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 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