Half Year Announcement
1
NZAX & Media Release 14 December 2018
PRELIMINARY FINANCIAL RESULTS FOR THE SIX MONTHS TO 30 SEPTEMBER 2018
Cooks benefits from coffee store network momentum
Summary
• Revenue
i
increases 8.3% to $2.9 million from $2.7 million as Esquires coffee stores
and supply operations continue to grow strongly
• Net loss from continuing operations after tax rises to $1.9 million from $1.2 million,
reflecting growth investments, costs from the proposed acquisition of Mojo and
restructuring of the business
• Guidance for full year EBITDA
ii
loss revised following the introduction of the new IFRS
15 revenue accounting standard.
Cooks Global Foods (NZAX.CGF) today reports it is seeing growing benefits from the
momentum that is building in its global Esquires Coffee operations.
Revenue for the six months to 30 September 2018 increased 8.3% to $2.9 million from $2.7
million posted in the same six-month period a year ago. The group saw gains across all its
businesses after Esquires Coffee delivered an 11.3% increase in constant currency store
sales
iii
for the six months to 30 September to $24.1 million from $21.6 million in the same six-
month period last year.
Net losses before tax from continuing operations increased to $1.9 million from $1.2 million in
the same period a year ago, due to the timing impact of new initiatives to drive growth in the
UK and Europe, including changes to its royalty programmes as well as a non-cash share of
the Chinese joint venture’s losses. Higher finance charges and costs associated with the
proposed acquisition of the Mojo chain of coffee stores towards the end of the half year also
weighed on earnings.
Cooks Executive Chairman Keith Jackson said: “Esquires Coffee is growing strongly around
the world and is also benefitting from growth in the group’s supply business. These changes
along with a reduction in operational overhead costs will deliver a positive impact for the group
in the second half of the year and beyond.”
BALANCE SHEET
As at 30 September 2018 Cooks had cash on hand of around $0.53 million and net debt of
$5.3 million, up marginally on the prior year’s $5.2 million.
2
Cooks has been in ongoing discussion with ANZ Bank concerning its debt facilities. As we
noted earlier this year, the ANZ Bank had agreed to extend the time for repayment to 30
November 2018. With the termination of the proposed Mojo acquisition, ANZ Bank has agreed
to further extend the date for repayment to 28 February 2019.
Cooks has meanwhile agreed to extend the date out to 31 March 2019 by which Cooks
Investment Holdings Limited, a company associated with Executive Chairman Keith Jackson,
must satisfy the terms of the equity underwriting agreement it entered into in March 2017. This
is to enable the underwritten shares to be available as part of broader funding discussions
now underway.
Following discussions with the Financial Markets Authority, Cooks is also reviewing the $2.9
million carrying value of its 21% stake in its Chinese coffee joint venture.
The Board has commissioned an independent valuation of the venture. The outcome could
impact the group’s reported result and the value of its net assets. Cooks will update the market
as the valuation comes to hand. It is targeting the inclusion of the valuation in its interim report,
which is due to be filed with the NZX by the end of January 2019.
NZX MIGRATION
Cooks has conditional approval to migrate to the NZX subject to the recruitment of an
additional independent director and other administrative changes. It believes the move will
help to lift the profile of the company and boost liquidity in its shares. The Board is targeting
transition to the NZX before the middle of next year.
OUTLOOK
From 30 September 2018 Cooks adopted the new IFRS 15 revenue accounting standard. This
standard has implications for guidance given amid the negotiations to acquire Mojo, when
Cooks forecast a narrowing in EBITDA losses for the year to 31 March 2019 to $0.5 million
from $1.0 million in the year earlier.
Those forecasts were made using the old accounting standard, which allowed Cooks to
recognise revenue generated from the sale of regional franchises at the time of receipt. The
new IFRIS 15 standard requires Cooks to recognise the revenue over the life of the franchise.
Consequently, following the adoption of this new standard, Cooks now expects EBITDA losses
for the year to 30 March 2019 to be closer to $2.0 million rather than the $0.5 million previously
indicated. Notwithstanding these accounting adjustments, cashflows from the sale of regional
franchises is unaffected.
“Cooks continues to make progress putting its operations on a long-term footing. Moreover,
we are confident recent restructuring initiatives will start to deliver real benefits in the
remainder of the second half and beyond. We will provide an update to the market in the new
year,” Mr Jackson said.
3
BUSINESS PERFORMANCE
THE UNITED KINGDOM
UK store numbers increased to 38 at the end of September up from 31 at the same time a
year ago and 36 stores at the end of June 2018. Meanwhile, constant currency coffee store
sales for the six-month period increased 22% to $9.8 million from $8.0 million in the same
period a year ago. The region also saw a 17% increase in transaction volumes and a 4%
increase in average transaction values.
Revenue in the UK segment rose 15.8% to $1.4 million from $1.2 million in the same period
of the prior year. Operating losses increased to $0.47 million from an operating loss of $0.22
million in the same period a year ago.
However, Cooks did not see the full benefit from this growth due to several one-off effects. In
the prior six-month period, the region booked a number of large one-off fees associated with
the opening of new stores, including design fees and franchise fees.
Meanwhile, the UK business has a new strategy to create regional franchises and as part of
this new strategy, it has restructured the regional franchise fee and royalty schedule to better
incentivise franchisees. This has had a short-term effect of lowering revenues to Cooks, but
over the longer term, the move is expected to accelerate revenue growth.
Finally, towards the end of the last financial year, Cooks opened a company-owned flagship
store in Putney in South West London. The new store is performing well and is rapidly growing
sales. It is also setting the standard for Esquires in the UK and serving as a hub for regional
training and administration. However, start-up losses associated with the new store have
weighed on operating earnings from the region.
EUROPE (IRELAND)
Following the opening of new stores in Portugal and Romania, Cooks has combined the
results from these countries with its highly-successful Irish business into a new European
segment from a management and operational perspective.
Constant currency total store sales in the broader region were $7.7 million, 12.1% ahead of
the same period a year ago. This result was driven by new stores in Portugal and Romania
coming on stream and 7% growth in Ireland itself as three new stores came on stream late in
the period. The group is yet to see the full benefits of the strong growth in Ireland. In
September, for instance, constant currency total store sales in Ireland were 18% ahead of the
prior year and for the second quarter the growth was 14%.
Revenue in the region increased 36.1% to $0.72 million from $0.5 million in the same period
a year ago. Operating profits in the European business rose to $64,000 from $23,000 in the
same period of the prior year, with the impact of growth in the region diluted by the costs
associated with establishing the new European beachhead.
GLOBAL
The global segment, which incorporates Cooks operations in the Middle East, Canada and
Asia as well as the company’s design subsidiary Design Environments, saw a 34.2% increase
4
in half year revenue to $0.85 million from $0.63 million in the same period a year ago.
Operating losses narrowed from $68,000 to $32,000. The global segment benefitted from a
step up in royalties, product and merchandise sales following new store openings in Jordan,
Pakistan and Bahrain.
Constant currency sales of the Esquires Coffee store network included in the global segment
increased 13% to $5.0 million from $4.4 million in the same six-month period a year ago.
Transaction volumes and transaction values were also up.
However, these gains were offset by a weaker performance in the Design Environments
business unit which has now been restructured to focus exclusively on Cook’s internal needs
rather than seeking to build external revenue.
Cooks meanwhile continues to explore franchise agreements in other territories.
SUPPLY AND CORPORATE
Revenue at the supply businesses increased 20.5% to $0.42 million reflecting the strong
growth in the new ‘Grounded’ climate-neutral coffee brand.
Operating losses at $0.11 million compared to $0.14 million a year earlier, an improvement of
21%. Cook’s Crux Products supply business, which is engaged in the export of produce to
China, is making progress, and made a small contribution to group revenue and it largely
broke-even for the six-month period.
Corporate costs rose by 20.5% to $0.96 million from $0.6 million in the same period last year,
principally reflecting the costs associated with the planned acquisition of Mojo.
CHINA
The Chinese business is now treated as an equity-accounted associate following its transition
to a new joint venture last year. Cooks has an effective 21% stake in the business and booked
a $0.2 million non-cash share of the venture’s losses for the six-month period.
While non-binding term sheets have been signed and the restructure of the business
significantly advanced, a formal shareholder agreement is yet to be executed and all structural
formalities completed.
This agreement is currently in the process of being signed with the terms unchanged from the
earlier term sheets. The expectation is that the document will be executed prior to the end of
the 2018 calendar year and the final company structural formalities completed shortly after.
MOJO
Just before the close of the financial year Cooks entered into a conditional agreement to
acquire 100% of the shares in Mojo Coffee Cartel for approximately $14 million. The
acquisition was conditional on the arrangement of financing, but Cooks was not able to meet
that condition by the (extended) transaction closing date and so the transaction was
terminated.
5
For further information:
INVESTORS MEDIA
KEITH JACKSON RICHARD INDER
Executive Chairman The Project
+64 21 702 509 +64 21 645 643
ABOUT COOKS GLOBAL FOODS
Cooks Global Foods operates in world markets and is listed on the NZAX market operated by
NZX Limited in New Zealand under the code CGF. It owns the intellectual property and master
franchising rights to Esquires Coffee Houses worldwide (excluding New Zealand and
Australia). Cooks currently operates or franchises Esquires Coffee in Canada, the United
Kingdom, Ireland, Portugal, Romania, Bahrain, Kuwait, Saudi Arabia, Jordan, Pakistan,
Indonesia and China. For more information visit: www.cooksglobalfoods.com
i
Revenue for the six months to 30 September 2017 has be restated to reflect the introduction of the new NZ
IFRS 15 standard. Please refer to note K(c) in the attached Appendix 1 disclosure.
ii
Non-GAAP Financial information
EBITDA is a non-GAAP measure of financial performance. Cooks defined and reconciled its forecast of EBITDA
in its release to New Zealand Stock Exchange on 31 August 2018. That presentation is available on the Cooks
Global Foods and NZX websites and is available by clicking this link here.
iii
Network (Store) Sales
Total store sales are the aggregate of sales of all Esquires branded coffee stores, whether franchised or
partially/fully owned, across the company’s global brand network. Cooks derives income from its franchised
stores from franchise related fees, primarily related to these sales levels as well as store sales for those stores
directly owned by the company, except in China. Total network store sales, therefore, have a correlation to the
portion of revenue earned by Cooks Global Foods relating to recurring franchise fees. Chinese sales are also
indicative of the potential value residing in the Chinese venture. However, total network sales are not and should
not be confused with the revenue of Cooks Global Foods which is reported in its financial statements as the two
do not directly correlate.
Same Store Sales
Same store sales are the aggregate of all Esquires-branded coffee stores, whether franchised or owned across
the company’s global brand network that have been operational for at least a full two-year period for the
purposes of like-for-like comparison between current and prior periods. The metric measures the improvement
in existing store sales within the brand network, excluding new stores opened in the previous 24 months. Same
store sales are not the same as revenue in the financial statements for Cooks Global Foods group but can indicate
stable revenue growth in the brand network.
Transactions
Transactions relate to the total individual transactions, which occur within Esquires branded coffee stores,
whether franchised or owned. A transaction is defined as a single financial transaction for food, beverage or
product that is processed through the point-of-sale system within a coffee store.
Average Transaction Value
Average transaction values are derived by dividing total Esquires coffee store sales by total transactions recorded
over the period. Total (Store) Network All stores whether owned or franchised, which operate under a brand
owned by companies within the Cooks Global Foods Group.
Appendix 1 release
14 December 2018
Cooks Global Foods Limited
This document covers Cooks Global Food Limited's unaudited financial results for the six
months ended 30 September 2018
A:
Reporting Period
Previous Reporting Period
Amount
($NZ'000)
Percentage
change
$2,9288.3%
-$1,926-63.6%
$0100.0%
-$2,032-8.0%
Amount per
security
Imputed
amount per
security
$0.0000$0.00000
B:
Preliminary unaudited half year report on consolidated results (including the results for the previous corresponding
period) in accordance with Listing Rule 10.4.2.
This report has been prepared in a manner which complies with generally accepted accounting practice and
gives a true and fair view of the matters to which the report relates and is based on unaudited financial statements.
The accounting policies used in the preparation of these financial statements are consistent with those used
in the interim financial statements for the six months ended 30 September 2017 and in the audited financial
statements for the year ended 31 March 2018.
The Listed Issuer has a formally constituted Audit & Risk Committee of the Board of Directors.
Dividend Payment DateN/A
Comments:
Refer to commentary in attached release.
Cooks Global Foods Limited
Preliminary announcement for the six months ended 30 September 2018
Net loss attributable to security holders
Interim Dividend
No interim dividend has been declared for this reporting period.
CGF has no dividend reinvestment plan currently in operation.
Record DateN/A
(CGF) : Cooks Global Foods Limited
Results for announcement to the market
6 months ended 30 September 2018
6 months ended 30 September 2017
Revenue from continuing ordinary activities
Loss from continuing activities after tax attributable to security holders
Loss from discontinued activities after tax attributable to security holders
6
UnauditedUnaudited
C:
Sep-18Up / DownSep-17
$NZ '000%$NZ '000
2,9288.3%2,704
(552)-13.8%(485)
2,3767.1%2,219
(3,777)-19.2%(3,169)
Other income7-91.8%85
(1,394)-61.2%(865)
Depreciation and amortisation(117)4.9%(123)
Operating loss(1,511)-52.9%(988)
Share of net loss of associates accounted for using the equity method(161)-
Finance costs(254)-34.4%(189)
(1,926)-63.6%(1,177)
--
(1,926)-63.6%(1,177)
-100.0%(1,297)
Net loss for the year(1,926)22.2%(2,474)
(0.39)(0.54)
UnauditedAudited
D:
Sep-18Up / DownMar-18
$NZ '000%$NZ '000
Cash and cash equivalents531714
Trade and other receivables1,1332,760
Inventories159154
Other assets815616
Property, plant and equipment 323359
Investments accounted for using the equity method2,9263,087
Other non-current assets1515
5,902-23.4%7,705
Intangible assets2,897-1.7%2,948
8,799-17.4%10,653
5,0704,604
1,1391,180
Borrowings and other liabilities4,6784,686
Deferred revenue1,143-
12,030-14.9%10,470
(3,231)-1865.6%183
42,51742,687
Accumulated losses(45,673)(42,535)
Foreign currency translation reserve(7)99
(3,163)1360.2%251
Non-controlling interests(68)(68)
(3,231)-1865.6%183
CentsCents
1.211.57
(1.25)(0.56)Net tangible assets per share (New Zealand Cents)
Net assets
Equity
Share capital
Total equity attributable to equity holders of the Company
Total equity
Total tangible assets per share (New Zealand Cents)
Total tangible assets
Total assets
Liabilities
Trade and other payables
Bank overdraft
Total liabilities
Income tax benefit/(expense)
Net loss for the year from continuing operations
Net loss for the year from discontinued operations
Earnings Per Share (Cents per share):
Consolidated Statement of Financial Position
Assets
Revenue
Cost of sales
Gross profit
Operating expenses and staff costs
Operating profit before depreciation and amortisation
Loss before income tax
Consolidated Statement of Financial Performance
7
UnauditedAudited
E:
Sep-18Up / DownMar-18
$NZ '000%$NZ '000
(1,926)48.4%(3,731)
(170)4,812
(106)(656)
Non-controlling interests-(439)
(2,202)-15628.6%(14)
183197
Impact of change in accounting policy(1,212)-
(3,231)-1865.6%183
UnauditedUnaudited
F:
Sep-18Up / DownSep-17
$NZ '000%$NZ '000
(1,926)22.2%(2,474)
117517
161-
Share based payments185-
Reclassification from foreign currency translation reserve0-
Add/(Less) movements in assets/liabilities:
Inventories(5)55
Trade and other receivables325(520)
Other short-term assets(199)(256)
Trade and other payables3781,023
Other liabilities-646
Assets/liabilities classified as held for sale-194
(964)-18.3%(815)
(17)92.1%(215)
839-63.3%2,288
(142)111.3%1,258
(466)71.7%(1,644)
(608)-57.5%(386)
5311,172
(1,139)(1,558)
(608)-57.5%(386)
G:N/A
H:N/A
I:
(a)Name of associate entity
(b)Percentage of ownership held20.97%
(c)Contribution to consolidated loss for the period-$161
(d)Date from which such contribution has been calculated1/04/18
(e)Contribution to consolidated profit/(loss) for the
previous corresponding periodN/A
(f)Date from which such contribution has been calculatedN/A
(g)Date of disposalN/A
Material Investment in Associate
Shanghai Yinshi Food and Beverage
Management Company Limited
Closing bank balance
Made up as follows:
Cash and cash equivalents
Bank overdraft
Material Acquisition of Subsidiaries
Material Disposal of Subsidiaries
Net cash flow from operating activities
Net cash flow from investing activities
Net cash flow from financing activities
Net (decrease)/increase in cash held
Opening bank balance
Loss for the period
Add/(Less) non-cash items:
Depreciation & amortisation
Share of losses of associates
Statement of Changes in Equity
Loss for the period
Net increase in issued share capital
Foreign currency translation reserve
Movements in equity for the period
Equity at start of the period
Equity at end of the period
Consolidated Statement of Cash Flows
8
9
COOKS GLOBAL FOODS LIMITEDSEGMENT INFORMATIONFOR THE SIX MONTHS ENDED 30 SEPTEMBER 2018
Unaudited
Unaudited
Unaudited
Unaudited
Unaudited
Unaudited
Global
franchising
& design
UK
franchising
& retail
Europe
franchising
& retail
Supply
Corporate
Total
Global operational splits
$'000
$'000
$'000
$'000
$'000
$'000
Revenue
847
1,387
720
417
(443)
2,928
Other income
-
5
-
2
-
7
Cost of inventories sold
(37)
(191)
(2)
(322)
-
(552)
Depreciation and amortisation
(15)
(81)
(18)
-
(4)
(117)
Other expenses
(827)
(1,588)
(637)
(208)
(517)
(3,777)
Operating (loss)/profit for the period
(32)
(468)
64
(111)
(964)
(1,511)
Non-current assetsIntangible assets
62
873
482
-
1,480
2,897
Property, plant and equipment
23
247
28
2
23
323
FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2017
Unaudited
Unaudited
Unaudited
Unaudited
Unaudited
Unaudited
Unaudited
Unaudited
Unaudited
Global
franchising &
design
UK
franchising &
retail
Ireland
franchising &
retail
Supply
Corporate
Total
China
franchising
& retail
Supply
Total
Global operational splits
$'000
$'000
$'000
$'000
$'000
$'000
$'000
$'000
$'000
Revenue
631
1,198
529
346
-
2,704
1,746
46
1,792
Other income
-
85
-
-
-
85
271
31
302
Cost of inventories sold
(96)
(96)
-
(293)
-
(485)
(804)
(11)
(815)
Depreciation and amortisation
(18)
(82)
(16)
-
(5)
(121)
(394)
-
(394)
Other expenses
(585)
(1,320)
(490)
(189)
(587)
(3,171)
(2,187)
5
(2,182)
Operating (loss)/profit for the period
(68)
(215)
23
(136)
(592)
(988)
(1,368)
71
(1,297)
Non-current assetsIntangible assets
58
928
513
-
1,478
2,977
1,550
-
1,550
Property, plant and equipment
76
244
22
3
24
369
460
-
460
Continuing operationsContinuing operations
Discontinued operations
10
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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