Cooks Coffee Company Limited logo

Research Report for Cooks Global Foods Limited

Other21 December 2017CCCConsumer Staples

This report has been prepared by RaaS Advisory Pty Ltd (A.C.N. 614 783 363) on behalf of Cooks
Global Foods Ltd and should be read in conjunction with the disclaimer at the end of the report.

22 December 2017

Establishing new markets

CGF announced on December 13 that it had opened its first European store in Porto,

Portugal. The company is also poised to establish a presence in Romania with two stores

from a rival operation rebranding as Esquires. These new stores come ahead of a soon to

be opened first store in Pakistan and additional openings in the UK and Ireland which now

account for 46% of all stores in the group and 68% of total network sales. CGF’s success in

the UK, where it has 34 stores, was recognised in the UK publication Elite Franchise’s top

100 franchise guide where it ranked 58

th

of all franchises in the UK, 8

th

among food and

beverage franchises and the top-ranking coffee enterprise.

Restructuring still on track but slower than anticipated

The company has secured NZ$5.7m in new capital (including debt offsets) from its major

shareholders, YunNan Metropolitan Construction Investment Group (YMCI) and Jiajiayue

Holding Group (JJY) and is actively pursuing an additional NZ$4.3m which is being fully

underwritten by Cooks Investment Holdings, a company associated with Mr Keith Jackson,

CGF’s executive chairman. The recapitalisation has been struck alongside a restructure of

group operations in China and the Middle East where new joint ventures are being formed.

In China, the business is being transitioned to a new business venture arrangement with

Suzhou Yueying Enterprise Investment Partnership while in the Middle East, CGF is in the

process of establishing an equal partnership with its Saudi Arabian partner Anasia Foods.

The transition to these JVs has taken longer than anticipated and weighed on its results.

1H18 Operating Metrics, Earnings adjustments and Outlook

CGF generated NZ$20.9m in network sales in the 6 months to September 30, an increase of

11.4% in constant currency terms and 2.0% in reported terms on the prior year. Like for like

sales grew 1.7% to NZ$16.9m. The company reported a net loss of NZ$1.2m from

continuing businesses, down from a NZ$1.6m loss in 1H17. Discontinued businesses,

predominantly China, reported a loss of NZ$1.3m versus NZ$2.0m a year ago. The result

was below our expectations and reflects the delays in restructuring the business, currency

headwinds and discontinued adjustments. The company has reiterated its target to reach

cash-flow breakeven by the end of the current financial year but has flagged that its 140-

store target is dependent on development initiatives. We have trimmed our expectations

to 110 stores by year end with 10 of the 15 additional stores to be opened in the

UK/Ireland and downgraded our EBITDA forecast by 9% in FY18e and 25% in FY19e. Our

DCF valuation (WACC of 12.8%, beta of 1.5 and terminal growth rate of 2.0%) is NZ$62.3m

(ungeared) or NZ$0.13/share based on the current share count.


Cooks Global Foods Ltd

Company Update

Gaining traction, restructure taking time

Share details

NZAX Code CGF

Share price at 18 Dec ‘17 NZ$0.05

Market Capitalisation NZ$24.5M

Shares on issue (at 30

Sept ‘17)

489.57M

Net debt at 30 Sept ‘17 NZ$3.8m


Share performance (12 months)














Upside Case

Supported by large shareholders with strong

balance sheets

Targeting to be cashflow positive in continuing

businesses in FY18e

Acquisition opportunities available in its

strongest markets


Downside Case

Small executive team stretched across the

globe

Market is dominated by global giants

Limited opportunity to grow the brand in

Australia/New Zealand

Board of Directors

Keith Jackson Executive Chairman

Michael Hutcheson Non-Executive Director

Andrew Kerslake Non-Executive Director

Zhe Hui Non-Executive Director

Peihuan Wang Non-Executive Director


Company contacts

Keith Jackson

Executive Chairman

+64 21 702 509


www.cooksglobalfoods.com


RaaS Advisory contacts

Finola Burke +61 414 354 712

finola.burke@raasgroup.com

Moira Daw +61 418 697 275

moira.daw@raasgroup.com





Food & Beverage Retail

Cooks Global Foods (CGF.NZAX) is a global integrated food and beverage

retail and supply company headquartered in New Zealand. The company’s

core operation is Esquires Coffee, a global coffee franchise group with 95

stores in its network across 12 countries. Cooks also owns Scarborough

Fair, a supplier of Organic and Fairtrade coffee, tea and hot chocolate, and

has a JV company Crux Products Ltd to channel high quality products

between New Zealand and China. CGF is in the process of restructuring

and recapitalising with the support of its three largest shareholders and is

targeting to be cash-flow breakeven in its continuing business in FY18e.

Historical earnings and RaaS Advisory estimates

Year

end

Revenue

(NZ$m)

EBITDA*

(NZ$m)

NPAT*

(NZ$m)

EPS*

(c)

P/E

(x)

03/16 6.2 (3.9) (4.5) (1.17) n/a

03/17 5.3 (2.8) (3.5) (0.86) n/a

03/18e 6.3 (0.79) (1.28) (0.27) n/a

03/19e 10.0 1.04 0.58 0.12 42.5

Source: CGF data, RaaS Advisory Estimates for FY18e & FY19e *Adj for discontinued businesses.


$-

$0.02

$0.04

$0.06

$0.08

$0.10

$0.12




Cooks Global Foods Ltd | 22 December 2017 2

1H18 Results analysis

CGF reported network sales of NZ$20.8m for the six months to September 30, an increase of 11.4% in

constant currency terms year-on-year and 2.0% in reported terms, reflecting currency movement.

Transactions across the Esquires Coffee network increased 7.0% over the prior period while the average

transaction value increased 4.1% in constant currency terms. The currency impact on average transaction

values across the two periods is evident in the reported average transaction value decline of 4.7%. Same

store sales increased 1.7% for the period, driven by a 5.3% increase in average transaction values, as the

following exhibit sets out.

Exhibit 1: Esquires Coffee Operating Metrics 1H18 vs 1H17

In NZ$m unless otherwise stated 1H17 1H18 % chg

Network sales (constant currency) 18.6 20.8 11.4%

No. of transactions (M) 2.1 2.3 7.0%

Average transaction value $ 8.73 $ 9.09 4.1%

Same store sales 16.6 16.9 1.7%

Transactions (M) 1.9 1.8 -3.4%

Average transaction value $ 8.81 $ 9.27 5.3%

Reported network sales 20.4 20.8 2.0%

No. of transactions (M) 2.1 2.3 7.0%

Average transaction value $ 9.54 $ 9.09 -4.7%

Source: Company data

The half year result saw losses from continued operations reduce by 27.5% to NZ$1.2m from NZ$1.6m a year

prior. This was achieved by an increase in sales from the Irish operations, which account for 30.6% of

network sales, increased sales from the supply business and reduced corporate costs. The Irish business

reported revenue of NZ$529,000, up 47% on prior, and posting a 74% increase in pre-tax profit of

NZ$179,000. On a constant currency basis, the Irish operations posted a 21% increase in network sales from

its 11 stores. The supply business posted a 9% increase in revenue to NZ$346,000 and an 8% reduction in net

loss to NZ$139,000. Corporate costs reduced by 6.0%. Offsetting these improved performances was a 5%

reduction in sales from the UK operations (37.2% of network sales) to NZ$1.2m due to currency weakness

resulting in a loss of NZ$13,000 from the division in 1H18, and a reduced loss of NZ$113,000 from the rest of

group operations (Middle East, Indonesia and Canada) from net loss of NZ$475,000 a year before. On a

constant currency basis, the UK’s network sales increased 22.2% year-on-year due to the addition of six new

stores and the benefits from its ongoing refurbishment program.

The company has now classified its Chinese coffee store network as discontinued as it is being transitioned

into the new business venture arrangement with Suzhou Yueying Enterprise Investment Partnership. CGF

will continue to own 30% of the Chinese business but the new partnership will assume control. We have set

out the reported P&L for 1H18 vs 1H17 and our forecasts which had included the discontinued businesses

and had not adjusted for the NZ$ strength against the Yuan.

Exhibit 2: CGF P&L 1H18 versus 1H17 and RaaS Forecast

In NZ$m unless otherwise stated 1H17 1H18 % chg RaaS 1H18

Revenue continued operations 2.7 2.8 2.8% 8.3

EBITDA continued operations -1.3 -0.9 -31.7% 1.4

NPAT continued operations -1.6 -1.2 -27.5% 0.9

Discontinued operations net loss -2.2 -1.3 -40.3% 0

Reported NPAT -3.8 -2.5 -34.8% 0.9

EPS adj ( c) -0.43 -0.27 -37.9% 0.19

Source: Company Data, RaaS Forecast

As at 30 September 2017, CGF had cash on hand of NZ$1.2m against overdraft balances of NZ$1.6m. Of the

remaining NZ$3.5m allocated to borrowings and other liabilities on the balance sheet, NZ$2m is in

borrowings with the rest a combination of accruals and provisions.

The company has reiterated its target to achieve cash flow breakeven from its continuing businesses by the

end of the current financial year. However, it has noted that its target for 140 stores by year end was

dependent on development initiatives.




Cooks Global Foods Ltd | 22 December 2017 3

Earnings Adjustments

We have adjusted our earnings forecasts for FY18 and FY19 following the company’s comment on its target

stores for the year and the reported 1H18 result. We have also adjusted the share count for the current

shares on issue. Previously we had assumed that the remaining NZ$4.3m raise in the NZ$10m restructure

would be completed by year end. Our recast numbers reflect an expectation that the company will still

achieve its target of cashflow breakeven by the end of the year but report a greater loss. We are forecasting

a net loss of NZ$1.28m for the year, compared with our previous forecast of NZ$0.87m.

Our DCF valuation based on the current share count is NZ$0.13/share. This is based on a WACC of 12.8%,

beta of 1.5 and terminal growth rate of 2.0%. Exhibit 3 sets out our earnings adjustments.

Exhibit 3: Earnings adjustments to FY18 and FY19

FY18 FY19

New Forecasts

Revenue (NZ$m) 6.25 9.99

EBITDA (NZ$M) (0.79) 1.04

NPAT Adjusted (NZ$M) (1.28) 0.58

EPS ( c ) (0.27) 0.12

Shares on issue (M) 489.6 489.6

DCF (NZ$) 0.13

Previous forecasts

Revenue (NZ$m) 15.10 30.65

EBITDA (NZ$M) (0.87) 1.39

NPAT (NZ$M) (0.87) (0.14)

EPS ( c ) (0.13) (0.03)

Shares on issue (M) 545.64 545.64

DCF (NZ$) 0.11

% change

Revenue (NZ$m) -59% -67%

EBITDA (NZ$M) -9% -25%

NPAT (NZ$M) 46% -515%

EPS ( c ) 117% -563%

Shares on issue (M) -10% -10%

DCF (NZ$) 11%

Source: RaaS Advisory

Valuation: Sensitive to store build

Our DCF valuation of NZ$0.13/share, or NZ$62.3m, is predicated on CGF organically rolling out 625 stores by

FY22e. We do not incorporate gearing in our valuation. If we were to include gearing of 20% or 30%, the DCF

valuation would rise to NZ$0.18/share or NZ$0.21/share respectively. We note that our expectations for the

store rollout now below the company’s budget for 650 stores in FY21e. We feel that given the delays to the

restructuring program for China and the Middle East that it is prudent to model a slower rollout.

It should also be noted that we have modelled CGF on the basis that it can achieve this rollout without

recourse to equity capital raisings. Instead we have assumed capex beyond FY18e be funded from debt and

free cashflow and a mixture of joint venture arrangements and self-funding special purpose vehicles. As

Exhibit 4 below demonstrates, our forecasts anticipate that net debt will be NZ$2.6m in FY18, down from

NZ$7.4m in FY17 due to the recapitalisation of the business.

Exhibit 4: Earnings projections

FY18e FY19e FY20e FY21e FY22e

Number of stores at year end 110 174 299 462 625

Network sales (NZ$m) 47 78 138 224 323

Revenue (NZ$m) 6.3 10.0 18.4 29.3 39.0

EBITDA (NZ$m) (1.0) 1.0 5.0 9.3 11.6

NPAT Adj (NZ$m) (1.3) 0.6 3.3 6.3 7.9

NPAT Reported (NZ$m) (2.4) 0.6 3.3 6.3 7.9

Net debt/(cash) (NZ$m) 2.6 1.9 (0.3) (5.7) (14.2)

Source: RaaS forecasts




Cooks Global Foods Ltd | 22 December 2017 4

Exhibit 5: Financial Summary


Source: RaaS Advisory

COOKS GLOBAL FOODS (CGF.NZX)Share price (15th December 2017)NZ$0.05

Profit and Loss (NZ$m)Interim (NZ$m)H116AH216AH117AH217AH118FH218F

Y/E 31 MarchFY15AFY16AFY17AFY18FFY19FRev enue4.5 1.9 2.7 2.8 2.8 3.6

NO OF ST ORES92 98 110 178 EBITDA1.1- 2.8- 1.3- 1.4- 0.9- 0.1

T OT AL REVENUE34.4 48.7 72.3 EBIT 1.4- 2.7- 1.4- 1.6- 1.0- 0.0

Rev enue8.96.25.36.310.0N PAT (normalised)1.5- 2.9- 1.6- 1.9- 1.2- 0.0-

EBITDA(3.3)(3.9)(2.8)(0.8)1.0Minorities- - 0.2- 0.2 0.1- -

Depn(0.4)(0.2)(0.2)(0.1)(0.1)N PAT (reported)1.5- 6.4- 3.8- 8.4- 2.5- 0.0-

Amort0.00.00.00.00.0EPS (normalised)0.45- 0.71- 0.43- 0.43- 0.27- 0.00-

EBIT (3.8)(4.1)(3.0)(0.9)0.9EPS (reported)0.44- 1.55- 0.92- 2.02- 0.54- 0.00-

Interest(0.2)(0.3)(0.6)(0.3)(0.1)Div idend (cps)- - - - - -

Tax0.00.0(0.0)0.0(0.2)Imputation28.0 28.0 28.0 28.0 28.0 28.0

Minorities0.00.00.0(0.1)0.0Operating cash flow1.4- 4.8- 2.6- 3.0- 0.8- 1.5

Equity accounted assoc0.00.00.00.00.0Free C ash flow1.4- 3.9- 2.6- 2.8- 0.7- 1.9

N PAT pre significant items(4.0)(4.5)(3.5)(1.3)0.6DivisionsH116AH216AH117AH217AH118FH218F

Significant items(0.4)(3.5)(8.7)(1.2)0.0Rev - Franchises One-off0.7 0.1 0.8 0.6

NPAT (reported)(4.4)(7.9)(12.2)(2.4)0.6Rev - Franchises0.4 0.2 1.4 3.8

Cash flow (NZ$m)

Y/E 31 MarchFY15AFY16AFY17AFY18FFY19FRev - Supply0.4 0.5 0.5 0.5

EBITDA(3.3)(3.9)(2.8)(0.8)1.0Rev - C rux- 0.0 - 0.1

Interest (0.2)(0.2)(0.6)(0.3)(0.1)Rev - Acquisitions- - - -

Tax0.00.0(0.0)0.0(0.2)EBITDA - Franchises One-off0.5- 0.1 0.8 0.6

Working capital changes1.5(2.0)(2.3)1.81.1EBITDA - Franchises0.0- 0.2 1.0- 1.4

Operating cash flow(2.0)(6.1)(5.7)0.71.7

Mtce capex(0.3)(0.3)(0.1)(0.0)(0.1)EBITDA - Supply0.4- 0.1 0.4 0.4

Free cash flow(2.3)(6.4)(5.8)0.71.6EBITDA -C rux- 0.0 - 0.1

Grow th capex0.0(0.6)(0.1)(0.4)(0.9)EBITDA - Ov erheads1.0- 1.0- 4.1- 4.0-

Acquisitions/Disposals(2.2)(0.3)(0.1)(0.1)0.0EBITDA - acquisitons- - - -

Other0.00.00.00.00.0Margins, Lev erage, ReturnsFY15AFY16AFY17AFY18FFY19F

C ash flow pre financing(6.7)(13.7)(11.7)0.92.4EBITDA-37.5%-63.8%-51.6%-12.6%10.4%

Equity 8.03.50.02.30.0EBIT-42.2%-67.2%-55.6%-14.3%9.0%

Debt0.0(3.9)0.00.00.0N PAT pre significant items-44.7%-72.8%-66.5%-20.4%5.8%

Div idends paid0.00.00.00.00.0N et (Debt)C ash2.5- 3.7- 7.4- -2.6365661.9-

N et cash flow for y ear1.2(14.2)(11.7)3.22.4N et debt/EBITDA (x )(x )n/an/an/an/a1.829-

Balance sheet (NZ$m)N D/N D+Equity (% )(% )22.6%27.7%98.3%40.8%30.1%

Y/E 31 MarchFY15AFY16AFY17AFY18FFY19FEBIT interest cov er (x )(x )n/an/an/an/a0.1

C ash4.71.00.22.43.1ROA-18%-19.9%-17.8%-6.2%5.4%

Accounts receiv able1.34.63.31.71.1ROE-53%-88%-250%-124%14%

Inv entory1.00.80.50.20.3ROIC-35%-49%204%-13%14%

Other current assets2.23.35.28.38.3NT A (per share)n/a0.00 n/a0.00 0.00

Total current assets9.29.89.112.612.8Working capital0.7- 0.6- 0.9- 2.6- 3.7-

PPE1.11.50.30.71.6WC/Sales (%)-8%-9%-18%-42%-37%

Goodw ill10.39.63.03.03.0Revenue growth-31%-13%17%60%

Other intangibles0.00.00.00.00.0EBIT growth pan/an/an/a-201%

Deferred tax asset0.0(0.0)0.00.00.0PricingFY15AFY16AFY17AFY18FFY19F

Other0.00.10.00.00.0N o of shares (y /e) (m)338 413 417 490 490

Total non current assets11.411.23.33.74.6Weighted Av Dil Shares (m)295 353 413 434 490

T otal Assets20.621.012.416.317.3

Accounts pay able3.06.04.74.65.0EPS Reportedcps0.00- 1.99- 2.94- 0.54- 0.12

Short term debt7.24.76.13.33.3EPS N ormalised/Dilutedcps0.00- 1.17- 0.86- 0.27- 0.12

Tax pay able0.00.00.00.00.0EPS grow th (norm/dil)n/an/an/a-143%

Other current liabilities1.20.50.02.92.9DPS cps- - - - -

Total current liabilities11.411.310.810.811.3DPS Grow thn/an/an/an/a

Long term debt0.00.01.51.71.7Div idend y ield0.0%0.0%0.0%0.0%0.0%

Other non current liabs0.81.30.00.00.0Div idend imputation2828282828

Total long term liabilities0.81.31.51.71.7PE (x )- - - - 42.5

T otal Liabilities12.212.612.312.512.9PE market18.918.9

Net Assets8.48.40.13.84.4Premium/(discount)-100%124.7%

EV/EBITDA5.8- 6.2- 10.3- 34.3- 25.4

Share capital27.536.437.943.543.5

Accumulated profits/losses(19.2)(27.0)(38.9)(41.2)(40.6)

Reserv es0.0(0.0)1.11.21.2FC F/Sharecps-0.6-1.6-1.40.10.2

Minorities0.00.30.00.20.2Price/FC F share8- 3- 4- 87 28

T otal Shareholder funds8.49.60.13.84.4Free C ash flow Yield-11.8%-32.5%-27.5%1.1%3.6%




Cooks Global Foods Ltd | 22 December 2017 5

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Cooks Global Foods Ltd | 22 December 2017 6

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Cooks Global Foods Ltd | 22 December 2017 7


DISCLAIMER and DISCLOSURES

This report has been commissioned by Cooks Global Foods Ltd and prepared and issued by RaaS Advisory Pty Ltd in Australia and New Zealand. RaaS

Advisory received a fee from Cooks Global Foods for the preparation of this report. All information used in the publication of this report has been

compiled from publicly available sources that are believed to be reliable, however neither Cooks Global Foods Ltd nor RaaS Advisory guarantee the

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