Annual Report Provided
Restaurant Brands New Zealand Limited
Annual Report 31 December 2019
What’s new
on the menu?
And that’s just
for starters.
Edging towards our
$1 billion dollar
target. Opening
100 new stores
in the next five
years. Expanding
in the USA.
Contents
Financial highlights 04
Year in review 05
Chairman and CEO’s report 14
Q&A with José Parés 24
Global brands. Local taste 28
Fans are lining up 30
Sustainability 34
Operations reports 38
Board of directors 50
Consolidated income statement 53
Non-GAAP financial measures 55
Financial statements December 2019 56
Independent auditor’s report 93
Shareholder information 98
Statutory information 100
Statement of corporate governance 103
Corporate directory 112
Financial calendar 112
A new annual report already.
We’ve changed our financial year to
end on 31 December, reflecting just ten
months of trading. The report is earlier
than usual to align with that of our new
majority owner, Finaccess Capital, which
acquired a 75% stake in Restaurant
Brands in April 2019. In addition, Yum!,
our company’s major franchisor, also
balances at the end of December.
The latter half of the year has seen
Restaurant Brands surge to an
unprecedented level of performance.
Our performance domestically and
internationally continues to take our
growth even further, reaching ever
closer to our billion dollar revenue goal.
Taco Bell continues to succeed
with double-digit growth in sales in
Hawaii thanks to our recent store
refurbishment programme. And with
consumer anticipation at a high, we’ve
just launched the brand in New Zealand
and Australia, where we expect similar
significant growth. Meanwhile KFC
continues to perform well in both
New Zealand and Australia.
The continued performance of
these brands will be fuelled by
our commitment to open 100 new
restaurants in the next 5 years.
Our expansion strategy continues
with the recent acquisition of 70 stores
in Southern California, USA*, and our
growth continues. As usual.
Restaurant Brands New Zealand Limited02Annual Report 31 December 201903
There’s a lot
happening,
we’re increasing
our appetite.
About Restaurant Brands:
Restaurant Brands New Zealand Limited operates the KFC, Pizza Hut, Taco Bell and Carl’s Jr. brands in
New Zealand, the KFC and Taco Bell brands in Australia and the Taco Bell and Pizza Hut brands in Hawaii
and Guam. These brands - four of the world’s most famous - are distinguished for their product, look, style,
ambience and service and for the total experience they deliver to their customers around the world.
* Pending Yum! and landlord approval
New balance date
Following the announcement of a change in balance date
for the company in October 2019, the trading results for
the December 2019 period are for only 44 weeks (10
months) vs 52 weeks (12 months) for the February 2019
period previously reported.
Total sales
Total sales for the 10 month period were $705.5 million,
down against the previous 12 month period, but positive
on a same store basis across all three operating divisions.
On an equivalent 12 month basis sales were up over 5%.
Total concept EBITDA
1
Combined store EBITDA
1
(pre NZ IFRS 16) for the 10
months was $116.0 million, down 10.3% on the previous
12 month period; however on an equivalent 12 month
basis, EBITDA is up over 6% at $137.1 million.
Net profit after tax
Reported net profit after tax of $30.1 million for the
10 month period was adversely impacted by the shorter
reporting period and the adoption of NZ IFRS 16.
Taco Bell launched
The Taco Bell brand was successfully launched in
New Zealand and Australia (New South Wales) with
the first three stores opening in the last quarter of the
December 2019 year.
Acquisition of 70 new stores
The company has entered into a conditional agreement
to acquire 70 KFC and Taco Bell stores in California to be
settled in the first half of the December 2020 financial year.
TOTAL SALES ($NZ M)
NPAT (REPORTED) ($NZ M)
TOTAL CONCEPT
EBITDA ($NZ M)
TOTAL ASSETS ($NZ M)
16
16
16
16
18
18
18
18
17
17
17
17
19
19
19
19
19
19
19
19
Dec
Dec
Dec
Dec
Feb
Feb
Feb
Feb
705.5
30.1
794.0
35.7
740.8
35.5
497.2
26.0
387.6
24.1
116.0
879.9
129.2
460.3
122.6
453.0
86.2
302.4
66.9
139.8
Year in review
Annual Report 31 December 201905Restaurant Brands New Zealand Limited04
1 EBITDA is earnings before interest, tax, depreciation and amortisation. It is a
non-GAAP financial measure and is not prepared in accordance with NZ IFRS.
Financial Highlights
Historical summary
All figures in $NZ millions unless stated
52 Weeks
29 Feb 2016
52 Weeks
27 Feb 2017
52 Weeks
26 Feb 2018
52 Weeks
25 Feb 2019
44 Weeks
31 Dec 2019
Financial performance
Sales*
KFC
282.5 296.5 319.6 336.5
308.4
Pizza Hut
44.9 40.5 41.1 35.4
28.5
Starbucks Coffee
26.8 26.7 25.8 16.0
–
Carl's Jr.
33.4 36.3 34.9 31.9
29.9
Tac o B ell
– – – –
0.7
Total sales – New Zealand387.6 400.0 421.4 419. 8 367.5
KFC
– 9 7. 2 151. 8 191.5
168.5
Tac o B ell
– – – –
0.6
Total sales –
Australia
–97. 2151. 8191.516 9 .1
Taco Bell
– – 95.5 106.0
101.6
Pizza Hut
– – 72.0 76.7
67. 3
Total sales –
Hawaii
––167.5182.7168.9
Total sales
387.6497. 2740.8794.0705.5
Concept EBITDA before G&A*
KFC
57. 2 61.4 66.5 70.4
6 6 .1
Pizza Hut
4.9 4 .1 3.2 2.0
0.9
Starbucks Coffee
4.4 4.8 4.8 3 .1
–
Carl's Jr.
0.4 1.0 2.0 0.9
1.3
Tac o B ell
– – – –
(0.3)
Total concept EBITDA New Zealand
66.971.276.576.467.9
KFC
– 15.022.02 9 .1
25.9
Tac o B ell
– –––
(0.7 )
Total concept EBITDA Australia
–15.022.02 9 .125.2
Taco Bell
– – 19.421.0
20.5
Pizza Hut
– – 4.72.8
2.3
Total concept EBITDA Hawaii
––24 .123.722.9
Total concept EBITDA
66.986.2122.6129. 2 116 . 0
EBIT
3 4 .1 39.4 57. 8 56.2
64.4
NPAT (reported)
24 .1 26.0 35.5 35.7
3 0 .1
Financial position/cash flow
Share capital
26.8 143.4 148.5 15 4.6
154.6
Tot a l e qui t y
75.6 19 2 .1 201.6 224.7
208.0
Total assets
139.8 302.4 453.0 460.3
879.9
Operating cash flows
44.3 47. 9 6 7. 8 71.3
87.6
Shares
Shares on issue (year end)
9 7, 8 71, 0 9 012 2 , 8 4 3 ,191123,629,343124,75 8,523124,758,523
Number of shareholders (year end)
6,0186,2947, 0 0 57,12 7
6,026
Basic earnings per share (full year reported)
24.6c24 .1c28.8c28.8c
24 .1c
Ordinary dividend per share
21.0c23.0c28.0c0c
0c
Other
Number of stores (year end)
KFC
91929494
100
Pizza Hut
39353630
29
Starbucks Coffee
252422 –
–
Carl's Jr.
18191918
18
Tac o B ell
––––
1
Total stores – New Zealand
173170171142148
KFC
–426161
63
Tac o B ell
––––
2
Total stores – Australia
–42616165
Taco Bell
––3736
37
Pizza Hut
––4544
37
Total stores – Hawaii
––828074
Total stores
173212314283287
Employees (partners) – New Zealand3,3633,4223,5963,484
3,777
Employees (partners) – Australia–2,3543,2753,360
3,887
Employees (partners) – Hawaii––2 ,18 52,007
1,935
Total employees (partners)3,3635,7769,0568 , 8519,599
* Sales and concept EBITDA for each of the concepts may not aggregate to the total due to rounding.
Annual Report 31 December 201907Restaurant Brands New Zealand Limited06
It’s no longer a strategic intent,
we’re reaching our goal...
$ 8 67.1M
Annual Report 31 December 201909Restaurant Brands New Zealand Limited08
Taco Bell
New Zealand and Australia
KFC
New Zealand and Australia
new stores over 5 years.
5-7 new stores p.a.
new stores over 5 years.
6040
growing all
the time...
Targe tingTarge ting
...and seizing opportunity
for expansion.
KFC & Taco Bell
Mainland USA
new stores in mainland USA
*
70
*
* Pending Yum! and landlord approval
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20191011
Annual Report 31 December 201913Annual Report 31 December 201913Restaurant Brands New Zealand Limited12
Chairman and
CEO’s Report
We’re hitting our targets. Scaling new heights.
“ Significant growth is expected
in Taco Bell sales as the brand
builds towards an initial target of
approximately 60 stores by 2024.”
Annual Report 31 December 201915Restaurant Brands New Zealand Limited14
Taco Bell was successfully launched
in New Zealand and New South Wales
Australia with three stores opened
during the last quarter of the year.
The introduction of Taco Bell in these
markets had a minimal impact on this
year’s results. However, significant
growth is expected in Taco Bell sales
as the brand builds towards an initial
target of approximately 60 stores
by 2024.
Overview
Restaurant Brands changed its balance
date from February to 31 December
during the year. Hence the financial
results for the reporting period to
December 2019 (December 19) are
for 44 weeks compared with 52 weeks
in the prior year (February 19). The
company also saw the first full period
impact of the adoption of leasing
standard NZ IFRS 16 on the financial
results. These two factors contributed
to a reported NPAT of $30.1 million,
down $5.6 million on the 52 week
result of $35.7 million last year.
When excluding the negative impact
of NZ IFRS 16 leases, the shorter
accounting period and (for the previous
year) the impact of some significant
one-off costs, the comparable NPAT
is $45.7 million, up 8.3% on the prior
year equivalent. This was primarily
driven through an aggressive capital
investment programme and continued
positive trading momentum across the
key brands.
Chairman and CEO’s Report
$ 3 0 .1M
$NZm
Dec 2019
(44 weeks)
Feb 2019
(52 weeks)Change ($)Change (%)
Total sales
705.5794.0-88.5-11.1
Net profit after tax (NPAT)
3 0 .135.7-5.6-15 . 8
Note: With the change in balance date announced last year, these reported results are for the 44 weeks
ended 31 December 2019 whereas the prior year comparisons are for the 52 weeks ended 25 February
2019. A comparable unaudited “gross up” summary is included on page 54 of this report.
Net profit after tax
Annual Report 31 December 201917Restaurant Brands New Zealand Limited16
The above table sets out a like-for-
like comparison of the current year’s
10 month result versus the prior year
12 months’ normalised trading. After
adjusting for the negative impact of the
new lease standard ($4.5 million) and
the shorter trading period (estimated
at $7.1 million), together with the
positive impact of lower net income and
expenses unrelated to normal trading
($2.5 million), the underlying trading
profit is estimated at $45.7 million (up
8.3% on the prior equivalent year).
KFC New Zealand
Group operating results
Directors are pleased to report that Restaurant Brands has produced a NPAT for the period ended
31 December 2019 of $30.1 million, down 15.8% on the reported NPAT of $35.7 million for the prior year.
As previously noted this year’s reported NPAT is for 44 weeks compared to 52 weeks in the prior year
and includes the impact of the introduction of NZ IFRS 16 (the new lease accounting standard).
New Zealand operations
New Zealand operating revenue for the 44 weeks ended 31 December was $395.5 million, down
$56.3 million on the 52 week February 2019 year, including a $16.0 million reduction in sales due to
the disposal of the Starbucks Coffee business during the prior year.
Total store sales were $367.5 million, a decrease of $52.2 million on last year. However, when normalised
for 12 months New Zealand sales were up 3.5% and same store sales were strongly up 5.0%.
The New Zealand business delivered EBITDA of $67.9 million, an $8.5 million reduction on February
2019; however on an annualised basis the result is up 5% up on the prior year. Overall the New Zealand
operations achieved a concept EBITDA before G&A % to sales of 18.5%, up from 18.2% last year.
Once again this was largely driven by the continued strong performance of the KFC brand.
Total brand sales for the Group were
$705.5 million, down $88.5 million
when compared with the 52 week
comparison; however on a like-for-
like annualised footing they are up
approximately 5% and were positive on
a same store basis in all three divisions.
Combined store EBITDA (pre-NZ
IFRS 16) of $116.0 million was down
$13.3 million or -10.3% on prior year,
although on full year annualised basis
the results were up over 6% due to
strong performances primarily from
KFC in NZ and Australia and Taco Bell
in Hawaii. EBITDA margin (as a % of
sales) improved from 16.3% to 16.4%.
Due to the difficulty of making direct
comparisons between reporting
periods resulting from the change in
balance date the following divisional
analysis will focus more on same store
sales and EBITDA margin as a % of
sales as these operational performance
measures are not affected by the
change in reporting period or the
lease standard.
Restaurant Brands’ store numbers
currently total 287, comprising 148
in New Zealand, 74 in Hawaii and
65 stores in Australia.
$705.5M
Total brand sales
$NZm after taxDec 2019Feb 2019Change ($)Change (%)
Reported NPAT3 0 .135.7-5.6-15.8
Impact of NZIFRS 164.5
–
4.5
–
Other income & expenses4.06.5-2.5-38.5
Change of balance date*7.1–7.1–
Comparable Trading NPAT45.742.23.58.3
* Estimated (unaudited) NPAT for the eight weeks to February 2020, based on the audited NPAT for the 44 weeks to December
2019, excluding the impact of NZ IFRS 16 and other income & expenses.
$NZmDec 2019Feb 2019Change ($)Change (%)
Network sales325.8356.9- 31.1- 8.7
Network store numbers106100
RBD sales308.4336.5- 2 8 .1-8.4
RBD store numbers10094
RBD EBITDA6 6 .170.4-4.3- 6 .1
EBITDA as a % of sales21.420.9
KFC New Zealand continues to
underpin the overall performance of the
New Zealand operations with another
excellent year. Although reported sales
were down 8.4% to $308.4 million due
to the 44 week reporting year, same
store sales were up 5.2% and total full
year equivalent sales up 8.3%.
The KFC sales growth was driven by
sound marketing programmes, a further
roll out of KFC delivery to more than 40
stores, six new store openings, some
very strong new product releases and
continued positive impact from the
sponsorship of Super Rugby.
Whilst there remains input cost
pressures, the EBITDA margin
strengthened to 21.4% of sales.
In dollar terms, EBITDA for the 44
weeks totalled $66.1 million, down
6.1% on last year’s (52 week) result,
but on a 52 year equivalent basis was
up 10.9% to $78.1 million.
The brand continued delivering
investment in store assets with
ten major renovations completed
during the year, along with the
opening of up to six new stores.
Annual Report 31 December 201919Restaurant Brands New Zealand Limited18
Pizza Hut New ZealandCarl’s Jr. New Zealand
$NZmDec 2019Feb 2019Change ($)Change (%)
Network sales85.2101.0-15 . 8-15 .6
Network store numbers10298
RBD sales28.535.4-6.9-19. 3
RBD store numbers2930
RBD EBITDA0.92.0-1.1- 5 6 .1
EBITDA as a % of sales3 .15.7
$NZmDec 2019Feb 2019Change ($)Change (%)
Sales29.931.9-2.0- 6 .1
Store numbers1818
EBITDA ($m)
1.30.9+0.4+ 41. 0
EBITDA as a % of sales4.42.9
Transformation of the Pizza Hut
network in New Zealand to a master
franchise model continues on plan with
the sale of three stores to franchisees
during December 19. The company
remains on target to reduce the number
of company stores to 15 by the end of
the next financial year.
Company owned store numbers
decreased by one to 29, whilst the
number of independent franchisee
stores has increased to 73, bringing the
total Pizza Hut network to 102 stores.
During the period two stores were
closed and six new stores were opened.
Reported sales were down 6.1% due to
the reduced reporting period although
on an annualised basis sales were up
11.0%. The introduction of a delivery
service in February 2019 continues to
have a positive impact with strong same
store sales growth of 11.3% helping
drive profitability into the brand.
Store numbers remained stable at 18.
Taco Bell New Zealand
In November the first Taco Bell was opened in New Lynn Mall, Auckland. The store opened with
a first week’s sales of over $110,000 and delivered over $0.7 million in sales in its first two months
trading, significantly up on expectations. With establishment costs, the business incurred a small
loss of $0.3 million for the year.
In company owned stores, total sales
were down to $28.5 million, which is
due to the reduced reporting period,
less stores and lower same store sales.
On an annual equivalent basis they
were $33.7 million, down 4.7%.
Same store sales declined by 4.1%
over the period.
Restaurant Brands’ Pizza Hut store
EBITDA was $0.9 million (3.1% of sales),
reflecting continued margin pressures
with labour rates and ingredient
costs increases.
EBITDA was $1.3 million (4.4% of sales
vs 2.9% last year), an increase of $0.4m
on the prior year despite the reduced
reporting period.
Note: All Carl’s Jr. stores are RBD owned
+6
New Pizza Hut New Zealand
stores opened
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20192021
KFC AustraliaTaco Bell Hawaii
Pizza Hut Hawaii
Australian operations
In $NZ terms, the Australian business (operating the KFC and Taco Bell brands) contributed total sales of
$NZ169.1 million, store EBITDA of $NZ25.2 million and EBIT of $NZ8.6 million. On an annualised basis both
sales and store EBITDA are up on the prior year.
Store EBITDA was impacted by a loss of $NZ0.7 million relating to the initial launch of the first two Taco Bell
stores in December 2019.
Hawaii operations
In $NZ terms, the Hawaiian operations contributed $NZ168.9 million in revenues, $NZ22.9 million in brand
EBITDA (pre-NZ IFRS 16) and an EBIT of $NZ8.1 million for the period ended December 19.
Total sales in Hawaii were $US110.6 million, with store level EBITDA of $US15.0 million. Once again Taco Bell
had a very strong result with sales and margins well ahead of expectations. Whilst Pizza Hut continues to be
challenged, facing increased margin pressures, the results this period were much improved. Same store sales
in Hawaii were up 9.1% overall.
$AmDec 2019Feb 2019Change ($)Change (%)
Sales159.6178 .3-18 .7-10 . 5
Store numbers6361
Store EBITDA
24.52 7. 0-2.5-9.3
EBITDA as a % of sales15.415.2
$USmDec 2019Feb 2019Change ($)Change (%)
Sales66.572.3-5.8-8.0
Store numbers3736
Store EBITDA
13.514.3-0.8-5.6
EBITDA as a % of sales20.219.8
$USmDec 2019Feb 2019Change ($)Change (%)
Sales4 4 .1
52.4-8.3-15 . 8
Store numbers37
44
Store EBITDA
1.6
1.9-0.3-15 . 8
EBITDA as a % of sales3.4
3.6
In $A terms, total sales for the KFC
business in Australia were $A159.6
million, down $A18.7 million (or 10.5%)
on last year due to the reduced
reporting period. Same store sales
continue to remain strong, up 5.1% on
last year. On a full year equivalent basis
sales were up 5.8% or $A10.3 million.
Store EBITDA of $A24.5 million was
down $A2.5 million or -9.3% on last
year due to the reduced reporting
period. Full year equivalent EBITDA
however was $A29.0 million, up over
7.4%. Store EBITDA as a percentage
of sales is 15.4%, up from 15.2%,
with good operating controls.
Taco Bell continues to perform very well with total sales of $US66.5 million and store level EBITDA of
$US13.5 million (20.2% of sales). Full year equivalent sales and EBITDA are $US78.6 million (+8.7%) and
$US15.9 million (+11.2%) respectively. A full promotional programme including both new product releases
and the re-introduction of previously successful products, together with initial returns from refurbished
stores all helped to drive the strong sales growth which resulted in same store sales of +13.7%.
Total sales were $US44.1 million, up 3.0% on a same store basis. Store level EBITDA was $US1.6 million,
down only $0.3 million despite the shorter reporting period. Margin pressure from participating in US wide
value led marketing promotions together with higher commodity and direct labour expenses continue meaning
EBITDA as a percentage of sales remained similar to prior period at 3.4%.
There has been a review and realignment of the store network resulting in seven stores closing during the period.
This is in line with our refurbishment strategy that will see a move away from the larger restaurants into smaller,
more cost-effective delivery and carry out (delco) units.
A new franchise agreement has been agreed in principle with Yum!, providing certainty for the brand going forward.
The company owned KFC store network
totalled 63 stores as at balance date.
One store was opened in the last
quarter of the year along with one
store acquired in December 2019.
The business has continued to invest in
the store upgrade programme with 14
stores completed in the financial year.
Taco Bell New South Wales Australia
In December the first two Taco Bell stores were opened in Jesmond and Blacktown
in New South Wales with initial sales exceeding expectations at $A0.6 million.
As with the New Zealand Taco Bell business, initial set up costs have resulted in a
small EBITDA loss of $A0.7 million.
+5 .1%
KFC Australia same
store sales
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20192223
Corporate & other
General and administration (G&A) costs
were $33.3 million, down $2.5 million
from last year due to the reduced
reporting period, but were up $3.6
million on a normalised annual basis.
G&A as a % of total revenue was
4.5% which is consistent with the
February 2019 year.
Depreciation charges of $47.6 million
for December 19 were $17.3 million
higher than the prior year primarily
due to the impact of $22.4 million on
the right of use assets created under
NZ IFRS 16. Excluding the effect of NZ
IFRS 16 depreciation was $25.3 million
down $5.1 million due to the change in
reporting period.
Financing costs of $21.5 million were
up $14.7 million on the prior year once
again reflecting the impact of NZ IFRS 16
with lease interest of $16.4 million.
Interest on debt for the period ended
31 December 19 was $5.1 million, down
$1.7 million on last year reflecting the
shorter reporting period.
Tax expense was $12.8 million, down
$0.9 million on the prior year with an
effective tax rate of 29.9% (27.7%
for February 19) without the one off
benefit of non-assessable income in
the prior year.
Other items
Other net income and expenses of
$4.6 million is down from $9.0 million
for the prior year. December 19 includes
continued costs for refurbishment and
relocation of stores of $3.2 million.
The February 19 figure included $3.5
million leave remediation costs and
an impairment charge of $3.5 million
relating to Carl’s Jr. asset carrying
value in New Zealand, partially offset
by a gain on the sale of the Starbucks
Coffee business. These were not
repeated in the current December
2019 year.
Cash flow & balance sheet
The composition of the Group’s
balance sheet is significantly affected
by the introduction of NZ IFRS 16. Its
introduction has increased the total
assets of the Group by $374.6 million
primarily due to the inclusion of $356.1
million in right of use assets associated
with the Group leased property and
the deferred tax asset created from
the adoption of the standard. Equally
there has been an increase of $426.3
million in liabilities reflecting the future
discounted lease liability on these
leased stores.
Other than the impact of NZ IFRS
16 the balance sheet is largely
unchanged with the exception of net
debt (loans less cash holdings) which
has reduced by $11.5 million to $119.4
million reflecting the build up in cash
from not paying an interim dividend
in preparation for the acquisition in
California. The company’s New Zealand
and Australian banking facilities expire
in October 2020 therefore $101.6
million was included in current liabilities.
Subsequent to year end new facility
agreements were signed with Westpac
Banking Corporation, Bank of China,
Rabobank and J.P. Morgan for a new
facility for approximately $370 million
for refinancing existing debt together
with funding of the new California
acquisition.
Operating cash flows were up $16.4
million to $87.6 million due once again
to the impact of NZ IFRS 16 with $16.0
million of lease payments classified
as financing activities (as payments of
lease principal). After adjusting for NZ
IFRS 16, the operating cash flows are
up $0.3 million to $71.6 million (despite
the change in the reporting period)
reflecting continuing strong profitability
(and some working capital movements).
Net investing cash outflows were $59.7
million (versus $26.7 million last year)
with payments for fixed assets and
intangibles of $59.7 million up from
$36.9 million including the scrape and
rebuild of three Taco Bell stores in
Hawaii, building three new Taco Bell
stores in New Zealand and Australia
and significant KFC refurbishment
expenditure in both those markets.
Last year’s net investing cash flows
also included $10.2 million received
from the sale of nine Pizza Hut stores
and the Starbucks Coffee business.
US expansion
On 23 December 19 the company
announced that it had entered into a
conditional agreement to acquire 59
KFC and 11 joint KFC/Taco Bell stores
in California, USA for $US73 million.
The business generates an annual
turnover of $US95 million and has a
12 month trailing store EBITDA in
excess of $US12 million.
This initiative, which has been well
signalled to the market is a sound
strategic move, providing immediate
critical mass in two very strong brands.
It also provides significant growth
potential for further expansion into
mainland USA.
The transaction is contingent upon
Yum! approval and satisfactory
assignment of leases and other critical
contracts for the business. It is expected
to be completed early in the 2020
calendar year.
Outlook
Following the introduction of the
Taco Bell brand to New Zealand and
Australia (New South Wales) at the end
of December 19, the focus remains
on investing to build brand presence.
While we do not forecast the brand to
be margin positive, it is not expected to
have a material effect on the result in
the year to December 20.
The conditional acquisition of 59 KFC
and 11 joint KFC/Taco Bell stores
in California will have a considerable
impact on the balance sheet and
earnings profile once completed. Once
the acquisition is finalised (provisionally
March-April 2020) further details as to
the financial impact on the company’s
results will be provided.
Further updates will be provided at the
annual meeting.
Acknowledgements
Restaurant Brands has over 9,500
employees serving customers across
our three divisions. This amazing team
of people deliver a great product
and provide a fantastic service to our
customers. We are also fortunate to have
the support of an extraordinary group of
shareholders and board members whose
guidance and trust has proven invaluable
for our Company. Our sincere thanks to
the entire team as we appreciate the
passion and dedication put in by our
staff and leaders, as this is what makes
Restaurant Brands a success.
Annual Shareholders’ Meeting
The Annual Shareholders’ Meeting of
the company will be held in Auckland,
New Zealand on Thursday 28 May
2020.
José Parés
Chairman of the Board
Russel Creedy
Group CEO
29 February 2020
At the time of publishing this annual
report COVID-19 has been declared
a public health emergency across
the world. Up to now it has had no
material effect on the results of the
business in any of the geographic
locations that Restaurant Brands
currently operates, however
following recent developments
there is now likely to be a significant
adverse impact on the Group’s
financial results in FY 20 financial
year, although the value of that
impact cannot be determined at
this stage. We are aware that this is
a rapidly changing situation which
does create uncertainty for all
our stakeholders. We continue to
monitor the situation closely and
take appropriate action based on
advice from the authorities and
we will continue to operate in the
best interests of the health and
safety of our staff and customers.
Our thoughts are with the people
affected by the COVID-19 virus.
26 March 2020
Restaurant Brands New Zealand Limited24Annual Report 31 December 201925Restaurant Brands New Zealand Limited24
“ Since acquisition we have
seen RBD continue to
perform very strongly in its
current businesses (with
record sales and profits
across all three divisions).”
Q&A
José Parés
Q. Finaccess acquired its
75% stake in Restaurant
Brands on April 1 last
year. After ten months of
ownership are there any
regrets on the purchase?
A. Certainly not, we acquired a
solid performing company with
a sound growth strategy and
a stable management team.
Since acquisition we have
seen RBD continue to perform
very strongly in its current
businesses (with record sales
and profits across all three
divisions) and begin to execute
its US expansion strategy with
the agreement to purchase
70 KFC stores in California.
Q. Where are you expecting
to see further growth in the
coming year?
A. In addition to continued
same store sales growth
across its major brands in
New Zealand, Australia
and Hawaii we are looking
forward to seeing a rapid
new store build programme
in New Zealand with both
infill KFC stores and the
new Taco Bell business.
Furthermore we anticipate
our plans to begin building
KFC stores in the Hawaii
market to start coming to
fruition in the coming months.
As always we are constantly
on the look out for acquisition
opportunities, particularly
in Australia.
Q. It was good to see the
company announce the US
mainland KFC acquisition
on 23 December. Are you
expecting this investment
to grow?
A. The company has always
seen this acquisition as a
“beach head” or first step into
the US mainland. Whilst it is
a very sound operation with
sales of $US95 million and
a store EBITDA of $US12
million, we have bought
the business for its growth
potential. The California
market is relatively under-
penetrated by KFC and we are
already looking at new store
opportunities. As we have
with our Australian business,
we are looking to acquire
small franchisees operating
in the Southern California
area. These businesses can
be easily integrated into
our existing network and
contribute additional margin
with minimal additional
overhead.
Q. Clearly RBD has a plethora
of growth opportunities. How
are you proposing to fund
these?
A. As we have previously
signalled, our preference is for
RBD to fund its growth out of
existing cash flows in the first
instance. Hence the dividend
reduction. Secondly RBD is
relatively lightly geared and
can take on considerably more
debt to fund growth initiatives.
To that end we have recently
renegotiated our banking
facilities to better position the
company to do so.
Q. What factors determine
when a dividend will next
be paid?
A. As I said earlier, Restaurant
Brands has identified a number
of tremendous potential
growth opportunities, which
we are keen to encourage.
These opportunities all require
additional capital and it was our
assessment that it made more
sense to use retained earnings
in the first instance to fund
this growth, rather than return
capital to shareholders in the
form of a dividend and then
seek the money back again
through an equity raising.
That said, this company
generates excellent cash flows
and we believe that there may
be a hiatus between such
opportunities to consider
a future dividend. Directors
consider the dividend position
on a regular basis.
Q. Why the change to
Restaurant Brands’ financial
year?
A. Finaccess’ financial year
ends on 31 December and
as a subsidiary of Finaccess
it made sense for Restaurant
Brands to conform to their
reporting regime. It is worth
noting that Yum!, the company’s
major franchisor also balances
at the end of December.
Q. There has been a
complete change to the
RBD board since acquisition.
Can you comment on the
composition and capabilities
of the company’s directors.
A. I believe that we have a
good balance of backgrounds
and skills with the current
board. Independent directors
Lyn and Stephen both have
solid governance experience in
the New Zealand environment
and Emilio, our third
independent director, has a
strong financial background
with large corporates. Carlos,
Luis Miguel and I as non-
independents have wide
commercial backgrounds
through our involvement in
Grupo Modelo and our more
recent experience with AmRest,
a very similar company to
Restaurant Brands.
Q. What have you done to
ensure senior management
retention after the takeover?
A. As a new board we liked
the previous long term
incentive scheme that was
in place, linking reward for
senior executives to enhanced
shareholder value through
share price appreciation. We
are currently working on a
new and similar scheme and
expect to be able to make an
announcement on this shortly.
27Restaurant Brands New Zealand Limited26
“ We are constantly on the
look out for acquisition
opportunities, particularly
in Australia.”
An interview with José Parés, Chairman of
Restaurant Brands on the Company and its
major shareholder, Finaccess.
Annual Report 31 December 2019
Q. Does Finaccess have any
plans to acquire the shares it
does not already own?
A. Finaccess is comfortable
with its current 75% holding
in Restaurant Brands.
It welcomes the public
company disciplines that
Restaurant Brands operates
under and enjoys having
some flexibility, if necessary,
to adjust its holding (although
no changes are immediately
planned). Finaccess has held
varying levels of shareholding
over a number of years in
AmRest, a similarly listed
public company operating in
much the same businesses as
Restaurant Brands in Europe
and currently holds 67% of the
stock on issue.
Q. Have you made any
changes to the company’s
growth strategy since
acquisition?
A. We continue to encourage
management to pursue further
organic growth through strong
operations and marketing,
together with enhancing
ordering and product delivery
capability. We also still see
continuing inorganic growth
opportunities in new store
builds and acquisitions as the
opportunity arises.
Q. Are you seeing any impact
on the company from the
recent COVID-19 virus crisis?
A. At time of interview there
has been very little impact
on RBD arising from the
crisis, but we are very much
aware of the potential impact
of the outbreak on our staff
individually and our operations
in all three markets as a
whole. We have ensured that
management are taking every
precaution and a number of
contingency plans have been
developed to meet the threat.
Annual Report 31 December 201929
Global
brands.
Local
tastes.
Tailored to fit
When it comes to taste and brand appeal,
‘one size does not fit all’. Some operators in our
industry might like to think so but not as far as
we’re concerned. In RBD’s (and its franchisors’)
books, achieving the right balance between
international and local brand success is a fine art.
New Zealanders, for example, to
immediately pick up on years of
international brand relationship
building as if the brand had been
here all along. Good things take
time, as New Zealanders like to say.
Brand flexibility has been especially
important in curating the right
Taco Bell experience for both
New Zealand and Australian markets.
Our experience operating the brand
in Hawaii goes a long way towards
getting the operation right for markets
downunder. But there are differences.
Marketing messages and the precise
calibration of channel mix may
vary between markets according
to different degrees of brand
in-market maturity.
Another prime example of flexing
the brand to suit is how we tailor
the Taco Bell store design for young
New Zealand and Australian audiences.
Certain materials and substrates that
form the base of a US Taco Bell store
could well send the wrong cues to
audiences downunder. So we modify
them accordingly to maximise appeal.
And there are many other factors like
opening hours, market regulations and
so on, that demand a tailored approach
to striking the right brand chord here.
Consider food. It’s easy to understand
and accept the likely differences
between, say, French and German
palates, just as it is between Asian
and US tastes. But did you know for
example that ketchup preferences
differ between Australia and
New Zealand? It’s this attention to
the detailed nuances of individual
markets – listening to consumers,
understanding and meeting their
needs – that ultimately determines
overall business performance.
It’s not just the taste experience we
have to get right, brand experience is
just as pivotal. KFC is well established
in Australia and New Zealand – as
it is around the world. People in our
markets are very familiar with the
brand. But similarities notwithstanding,
we strive to fine tune the brand to
maximise appeal in each market.
For example, KFC is a big sponsor of
cricket in New South Wales while in
New Zealand we choose instead to
take the brand right in amongst super
rugby fans.
Other brands like Carl’s Jr. and Taco
Bell are not so well-known here as
KFC. They may enjoy huge popularity
across multiple international markets
before coming to our shores, but
it would be a mistake to expect
The key to Restaurant Brands’ success
is the way we synchronise the many
different functions that comprise an
expansive, complex and multi-layered
operation. The aim is, after all, to
create the perfect in-store customer
experience. It gets a little more
complicated though when delivering
that across four distinctly different
brands in markets that display
different characteristics.
But as long as we stick to the
fundamentals of monitoring our
markets closely, starting with the
customer and truly getting under the
skin of the experience they’re looking
for, then it’s a lot easier to understand
why no two markets are completely in
step with one another.
To this understanding we bring
an innate curiosity born of an
organisational culture of innovation –
testing, learning and refining to ensure
product, store design, and brand
language combine in precisely the
right balance for a compelling, local
competitive experience.
It’s a bit like saying because everybody’s
different, we need to have all of the
colours in all of the sizes. But however
you look at it, it’s a formula that
continues to deliver.
Restaurant Brands New Zealand Limited28
31Restaurant Brands New Zealand Limited30
Fans are
lining up.
Customers can’t wait to
get a taste of tacos!
Annual Report 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20193233
Onwards and
upwards
Arriving with bells on.
Form an orderly queue,
it’s going to get busy.
We can’t recall the first time we
were asked ‘are you bringing
Taco Bell to New Zealand?’
It was 20 years ago at least.
We’ve maintained a watching
brief on the brand and been
carefully biding our time. At the
end of last year, as our stars
aligned we sounded the
fanfare and launched our first
three Taco Bell stores into
New Zealand and Australia.
And how the customers poured
through the doors. Anticipation
had been building for several
weeks before the openings.
The headlines and social
media had been awash with
references to Taco Bell. Avid
fans slept out overnight to
beat the queues that trailed for
more than a hundred metres
on the opening days.
Since then, tens of thousands
of customers have visited our
Taco Bell stores to be treated
to global taste favourites like
the
Crunchwrap Supreme,
Cheesy Gordita Crunch, and
not forgetting of course,
Crunchy Tacos.
This Californian, Mexican food-inspired brand first
started back in 1962. From a solid 7,000 store base
in the US, Taco Bell has more recently grown beyond
those shores to operate a further 600 stores in more
than 30 countries.
It’s a brand that commands an extraordinary cult-like
following with many pop culture devotees including
references from sports personalities and movie stars.
Even former US President Barack Obama invited
everyone in America to enjoy a free Taco at Taco Bell.
Taco Bell – a global success...
...now in NZ and AUS.
The time is right for Taco Bell to expand downunder. Kiwi and Aussie palates are looking
for new taste experiences and Mexican inspired food in particular has seen a surge
in popularity. Combining this appetite with Taco Bell’s enormous social following, the
market opportunity looks set for long term success.
While this launch of Taco Bell
is new to New Zealand and
Australia, Restaurant Brands is
already very familiar with the
brand. We’ve been operating
37 well-established Taco
Bell stores in Hawaii since
acquiring TD Foods back in
2014. Our store refurbishment
programme there is delivering
between 40% and 60%
growth in same store sales.
With the numbers of customers
visiting our New Zealand and
New South Wales Taco Bells
continuing to surpass our initial
targets, the outlook for 2020
is extremely positive. We will
confidently continue with our
plan to roll out approximately
60 new Taco Bell stores in
New Zealand and Australia
over the next five years.
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20193435
Purpose
Pillars
Strategic theme
Programmes and policies
Caring about people and communitiesEnvironmental consciousnessLeading in food quality
An inclusive and
productive team
focused on wellbeing
Supporting our
communities
Waste
management
Resource
stewardship
Beyond
compliance
Ethical sourcing
Equal opportunity
employment policy
Community
donations
Waste Food
policy
Energy efficiency
programme
Food safety and product
quality programmes
and policies
Supplier audit
programme
Competitive
remuneration policy
Youth development
programme
Cooking oil recycling
programme
Zero air freighting
policy
Artificial colours
and flavours policy
Animal welfare
procurement policy
Zero tolerance
policy - forced or
underage labour
Staff volunteer
programme
Waste reduction
programme
Low impact home
delivery programme
Hormone and steroid
free policy
Palm oil free policy
Job Start
programme
Local procurement
policy
Reduced plastics
policy
Sustainable
fibres policy
(paper and card)
Antibiotic use policy
Sustainable
uniforms policy
Staff satisfaction and
wellness programmes
Carbon footprint
reduction programme
Oil and fat policy
Career progression
pathways
and programmes
Staff food safety
training programme
A thriving business built on brands that our employees and customers love and trust
Continuing our journey
to becoming a more
sustainable business.
This includes, for example, a commitment to reducing our
carbon footprint, through a reduction in the use of air travel
and air freight, and the planned integration of electric cars.
Initiatives such as these (and many others) will become a
fundamental part of our future business growth. We look
forward to sharing our progress with you in future reports.
For those new to our sustainability framework, its pillars
are; caring about people and communities, environmental
consciousness and leading in food quality. Since our last
report, our sustainability leadership team have worked with
our Group CEO’s and CFO’s to benchmark key success
sustainability measures for our business, setting targets
around those pillars so we can measure our success, and
share them in our regular reporting.
Some examples across the pillars include:
• A 30% reduction in our energy usage/per sale by
installing upgraded fryers, and the use of energy
efficient LED lighting.
• A target of 100% recycled card and plastic, and
recycling all of our cooking oil.
• Becoming 100% palm oil free and using fully
sustainable cooking oil. 100% of new staff
undergoing health and safety training before
entering a store.
Our aim is unchanged from 12 months ago: to continually
develop and refine sustainability initiatives that have a
positive impact on the business socially, culturally and
financially. With our targets embedded, we’ll be able to
definitively measure our progress.
On the pages that follow, read about some of the
practical initiatives that are making a positive impact
on our communities. We’re proud to support these
programmes and events.
Over the past 12 months, we’ve been reviewing and
refining the framework of our sustainability strategy,
in line with GRI (Global Reporting Initiative) standards.
We are focused on integrating these refinements into
the fabric of ‘how we do things’.
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20193637
New Zealand
A focus on charitable work
Restaurant Brands is a large employer of young people,
so we have a natural fit with youth-orientated charitable
causes that align with our values - supporting the welfare
of communities through breaking down the barriers to
quality education that underprivileged youth in New Zealand
can face. Here’s how we do that.
The Gift Trust
We’ve established a ‘giving platform’ through The Gift Trust,
a registered charity established in New Zealand to provide
businesses (and individuals) with the means to donate to
registered charities the donor selects. In 2019/2020, we’ve
donated $100,000 to the trust and our intention is that we’ll
maintain that level each year.
Beneficiaries this year include $35,000 to Birthright
New Zealand, which supports single-parent families, and
$35,000 to the Manaiakalani Education Trust, supporting
disadvantaged Māori and Pacifika students.
$10 0K
donated to The Gift Trust
KFC - Supporting Kiwi Lifesavers
Surf Life Saving New Zealand (SLSNZ) is the charity
representing 74 surf life-saving clubs in New Zealand with
around 17,000 members. We’re proud to have been a charity
partner of Surf Life Saving New Zealand since 2012.
Each year, hundreds, if not thousands, of Kiwis and visitors to
New Zealand owe their lives to the work of our surf lifesavers,
KFC are proud to be associated with the organization, and
supports it though our Surf Safe meal. For every Surf Safe
meal sold, KFC donates $1 to national surf lifesaving. In the
last financial year, we’ve raised $92,000 for SLSNZ and will
be distributing this soon.
$92K
raised for SLSNZ in 2019/2020
We champion womens’ golf
KFC has been supporting women’s golf since 2011. We are a
major sponsor of the annual Anita Boon Pro-Am tournament,
providing the KFC Golf Scholarship to further Kiwi women’s
golfing careers.
For the first time, the 2019/2020 KFC scholarship was
awarded to joint winners Hanee Song and Wenyung Keh
who each received $6,500.
Carl’s Jr.– raising our STARS
Supporting the Graeme Dingle Foundation
Graeme Dingle Foundation is a child and youth charity.
It runs successful programmes using the great outdoors,
inspirational classroom leaders and world-class mentors
to help our young people stay on track, develop confidence,
build resilience and self-belief, set goals and contribute
positively to society.
The Foundation’s programmes are delivered across
New Zealand by licensed community trusts. One of the
successful programmes the Foundation runs is the STARS
programme, and we are proud to be a part of it.
Carl’s Jr. has been supporting the Foundation’s STARS
student mentoring programme for the past six years,
donating 10 cents from every Super Star burger sold
to the Foundation.
$25K
donated to the STARS programme
Victim support
Following the terrorism attack on the mosques in Christchurch
last year, and the subsequent death of 51 people, we donated
$50,000 to a victims support Trust. Victims support Trusts
provide financial support to the surviving families of victims of
the attack and we are proud to support it.
Measles outbreak
We donated $3,000 to the Samoan community to combat the
measles epidemic that struck the country earlier this year.
$153K
donated overall in NZ to initiatives
and scholarships
Australia
The KFC Youth Foundation
Building confidence and self-esteem in our
young Aussies
The KFC Youth Foundation is our response to helping young
Aussies. (We employ a lot of them!)
Founded in 2018, the Foundation gives young people the
skills and support they need to thrive in the world now and
in the years beyond, through mentorship, skills development
and promoting mental wellbeing and overcoming adversity.
The Foundation in a major sponsor of REACH; a charity which
runs group workshops and events to help develop confident,
self-aware and passionate young people.
In the 2019/2020 year, the KFC Youth Foundation has
donated $65,000 to various REACH projects, including
the 25 years 25 stories event, Heroes Day and Grounded
workshops. We’ve also given volunteer and food support
for Diverge, an intensive 2-day workshop to help year 9/10
students to uncover their passion.
We’ve funded and supported 9 REACH workshops in Coffs
Harbour and Grafton, are a proud Platinum sponsor of the
Youth Rally, and host the KFC Youth Foundation Gala Ball.
$65K
donated to Australian initiatives and
scholarships this year alone
Hawaii
In 2019/2020 Pizza Hut has continued its sponsorship of
the worldwide BOOK IT! reading program through Hawaii
Literacy; BOOK IT is an incentive program for children in
grades K through six that motivates children to read by
rewarding their reading accomplishments.
The teacher sets a reading goal for each child in the class.
When children meet their monthly goal, the teacher will
recognize them with a Reading Award Certificate, good for a
free one-topping Personal Pan Pizza
®
. When a child redeems
their Reading Award Certificate at Pizza Hut
®
, our team
members celebrate right along with them.
BOOK IT! was created in 1984 and currently reaches millions
of students in elementary schools annually. We’ve donated
$60,000 to the programme, and $91,000 in initiatives and
scholarships throughout Hawaii in total.
$60K
donated to Hawaii Literacy to the
Book IT programme
Key initiatives
Operations report
New Zealand
KFC
KFC once again contributed a strong result
with both sales and profit performance
well up on a full year equivalent basis.
The ongoing benefit of store upgrades,
the impact of six new stores opening
during the year (three in the first quarter)
and higher levels of marketing activity all
assisted in driving sales to an all-time high
for a calendar year with annualised sales
up 8.3%. Same store sales growth
remained very strong, finishing up 5.2%
(compared with +4.3% last year).
Sponsorship of the New Zealand Super
Rugby franchises continues to grow and
enhance the strong brand awareness as
well as continuing to improve customer
engagement.
The brand successfully rolled out a
customer delivery service for 41 KFC
stores during the financial year.
The roll out of this service to various
new regions will continue over the
coming year.
Profitability also remained strong, with
EBITDA of $66.1 million down $4.3 million
due to the reported period only covering
44 weeks, however on an annualised
basis EBITDA was up 10.9%.
As a % of sales, EBITDA was 21.4%,
up on last year’s 20.9%. This improvement
reflects continued sales leverage and
relatively benign ingredient price pressure.
However, some of these benefits were
offset by higher labour costs as KFC
continues to reinvest in staff with more
certainty and stability in their hours as
well as increase wage rates to maintain
a level in excess of rising minimum
wage requirements.
As part of the continuing reinvestment
in the brand, 11 stores received major
upgrades over the year.
Total company owned stores increased
by six to 100 stores with the following
new stores opening; Bombay, Courtenay
place (Wellington), Tauranga Crossing,
Newmarket (Auckland), West City
(Auckland) and Bayfair (Tauranga).
The Bombay store was the first motorway
store opened with Waitomo Fuel and
has delivered excellent sales.
Staff turnover was 72%, which was largely
in line with the previous year’s 70%.
The actual lost time injuries per million
hours increased from 4.1 in the prior year
to 7.0 per million hours in the current year.
It was disappointing to see this increase,
the Group will continue to have a strong
focus on staff safety which we hope will
drive improvements back to lower levels
achieved in previous years.
KFC is expected to deliver another
solid result for the 2020 financial year.
The company’s reinvestment continues
with 11 major store refits planned during
the year with the benefits of this and the
full year impact of the six new stores
expected to continue to drive the brand
forward. Continued high levels of
marketing expenditure will also assist
sales; however increase cost pressures
particularly with rising labour costs will put
pressure on the brand’s EBITDA margin.
KFC remains the engine room of
Restaurant Brands’ New Zealand
operations and is expected to continue
its current momentum into the new
financial year.
10 0
2,815
STORES (+6 franchised)
S TA FF
TOTAL SALES ($NZ M)
EBITDA ($NZ M)
16
16
18
18
17
17
19
19
19
19
308.4
66.1
336.5
319.6
296.5
282.5
70.4
66.5
61.4
57.2
Dec
Dec
Feb
Feb
Annual Report 31 December 201939Restaurant Brands New Zealand Limited38
“ The strong sales and margin
performance is expected to
continue for the 2020 financial
year and KFC is expected to
deliver another solid result.”
Carl’s Jr.Pizza Hut
Total sales decreased to $29.9 million for
the period; however on an annualised basis
sales were up 11%. Same store sales were
also up at 11.3% compared to being down
3.3% last year. EBITDA was up $0.4 million
to $1.3 million, which represented 4.4% of
sales (2.9% February 19).
The introduction of a delivery service in
February 2019 had an immediate and
positive impact on both sales and margin.
This positive impact has continued
throughout the period, with both increased
sales through the delivery service and
increased brand awareness.
Staff turnover was 70%, a significant
improvement on the prior year’s 79% helped
by fixed shift rosters now fully operational in
the business.
Lost time injuries per million hours worked
remains very low at 2.5 per million hours,
this is down on last year of 2.6 per million
hours. There is a continuous focus on safety
as the business aims to maintain this high
safety level.
Carl’s Jr. operates in a very competitive
market and therefore the brand continues to
face many challenges to its continued
growth both in terms of sales and
profitability. The momentum gained in the
December 2019 year through the induction
of the delivery service is set to continue into
the new financial year.
Total sales from Pizza Hut stores operated
by Restaurant Brands were $28.5 million
(down 19.3% or 4.7% on an annualised
basis). Sales for the total Pizza Hut brand
were down 0.3% to $100.7 million on an
annualised basis.
Restaurant Brands’ store numbers
decreased by one over the year. With
two stores closed, three stores sold to
independent franchisees and four new
company stores built at Hobsonville
(Auckland), Windsor Park (Auckland),
Pioneer Highway (Palmerston North)
and Barrington Mall (Christchurch).
Same store sales for company stores
fell 4.1% over the period. The launch of
the new Pizza Hut website in December
will help drive revenue in the new
financial year.
Earnings from company stores were
adversely impacted by the sale of two
established stores to independent
franchisees, combined with the
additional costs of opening four new
stores. There also remains significant
pressure on labour and other non-food
related costs. EBITDA for the year was
$0.9 million, down to 3.1% of sales
versus 5.7% last year.
Staff turnover was 64%, excluding
delivery drivers, which was a further
improvement on 71% for non-delivery
staff last year which in turn was an
improvement from 77% the year before.
Lost time injuries per million hours worked
has increased to 5.0 per million hours up
from 4 per million hours. The level remains
low with a continuing strong focus on staff
safety we hope to see improvements in
the upcoming year.
At year end, company-owned store
decreased by one to 29 (out of a total
of 102 in the market) with independent
franchisee-owned stores at 73, up five
from last year including two new stores
opened by franchisees in Whangarei
and Taupo.
The Pizza Hut business will see continued
growth with two stores expected to
opening in the first quarter of 2020 as
Restaurant Brands continues to expand
the store network. The company’s move
to a master franchisee model continues
on plan with company owned stores
expected to have reduced to 15 by the
end of the 2020 year. Royalties from
Pizza Hut franchises hit an all-time high
with number of franchise stores up four
on last year.
1829
401357
STORESSTORES (+73 franchised)
S TA FFS TA FF
TOTAL SALES ($NZ M)TOTAL SALES ($NZ M)
EBITDA ($NZ M)
1616
1616
1818
1818
1717
1717
1919
1919
1919
1919
29.9
28.5
31.9
35.4
34.9
41.1
36.3
40.5
33.4
44.9
1.3
0.9
0.9
2.0
2.0
3.2
1.0
4.1
0.4
4.9
DecDec
DecDec
FebFeb
FebFeb
EBITDA ($NZ M)
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20194041
“ The introduction of a delivery
service in February 2019 had an
immediate and positive impact
on both sales and margin.”
Taco Bell
Taco Bell successfully launched its first
store in New Lynn, Auckland during
November 2019 with average weekly
sales of over $0.1 million. Taco Bell
Shortland Street, Auckland is expected
to open in the second quarter of 2020.
The financial impact of the first store
opening has been minimal on the
December 2019 period and it is not
expected to have a big impact on the
2020 year.
Taco Bell is an exciting addition to the
brand portfolio operating in New Zealand
which we expect to grow into a significant
part of our New Zealand operations over
the coming years.
1
$(0.3)M
$0.7M
50
STORE
S TA FF
TOTAL SALES ($NZ M)
EBITDA ($NZ M)
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Logo Configurations Primary
Operations report
Australia
Annual Report 31 December 201943Restaurant Brands New Zealand Limited42
“ Average weekly sales
over $0.1 million.”
Taco Bell (New South Wales)KFC
Taco Bell successfully launched its first two
stores in New South Wales during December
2019. An additional five stores are forecast
to be opened during the 2020 year.
The financial impact of the first store
opening has been minimal on the December
2019 period and it is not expected to have
a big impact on the 2020 year.
The launch of the brand in Australia has
been well received by customers which is
expected to continue as more stores open.
We therefore expect the Taco Bell brand in
Australia to grow into a significant part of
our Australian operations in the future.
Although sales are down $NZ23.0 million
due to this reporting period only being
for 44 weeks sales are up 4.0% on an
annualised basis and same store sales
up by 5.1% over last year.
Higher sales have been driven by organic
growth from the existing stores as well as
expansion in the home delivery channel
which has been expanded into a number
of new stores.
There was one new store opened and
one store acquired during the period
to increase store numbers to 63 at
December 19. This, combined with
the refurbishment of 15 stores has also
helped to drive the sales increase.
Although the Australian business has a
young workforce, it is relatively stable by
market norms. Staff turnover was 42.6% in
the December 19 period, an improvement
from 44.6% for the February 19 year.
The Australian business has a strong
focus on accident prevention. The number
of lost time injuries per million hours was
10 for the December 19 year, down from
12 in the February 19 year.
The positive results from the Australian
operations are expected to continue
into the new financial year. With new
opportunities to expand the network both
through acquisitions and new store builds.
The reinvestment in refurbishing current
stores will also continue.
63
3,766
STORES
S TA FF
TOTAL SALES ($NZ M)
EBITDA ($NZ M)
18
18
17
17
19
19
19
19
168.5
191.5
151.8
97.2
25.9
29.1
22.0
15.0
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2
$(0.7 )M
$0.6M
121
STORES
S TA FF
TOTAL SALES ($NZ M)
EBITDA ($NZ M)
Dec
Dec
Feb
Feb
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20194445
“ An additional five stores are
forecast to be opened during
the December 2020 year.”
Operations report
Hawaii
Pizza Hut
The brand contributed $2.3 million to the
Group’s EBITDA which on an annualised
basis is in line with last year. The business
continues to be under margin pressure
from Hawaii’s rising direct labour costs
and the required participation in US wide
value promotions which has seen the
EBITDA margin drop from 3.6% to 3.4%.
Pizza Hut sales for the period of $67.3
million were up 3.7% on an annualised
basis with same store sales of 3.0% a
significant improvement from -2.1%
last year.
As part of our process of refreshing the
brand we closed 7 stores during the
period. This was part of our strategy
of closing some of the very old dine-in
restaurants and replacing them with
smaller and more efficient delivery and
carry-out (delco) style outlets. This will
have a positive effect on future trading
results and operations.
Staff turnover was 79% in the December
2019 period an improvement from
83% for the February 2019 year.
This improvement is particularly pleasing
given the challenging labour market in
Hawaii which makes retaining staff
critical to the business.
Lost time injuries per million hours were
4.3, an improvement over 4.5 reported
last financial year. For the period ended
31 December 2019 there was a total of
four accidents down from six last year,
which continues to reflect the good
safety record operated in Hawaii.
We are currently in final negotiations
with Yum! for the renewal of a number of
licenses for our Pizza Hutt stores which
we expect to be completed within the first
quarter of the 2020 year. With long term
certainty established over the future of
our Pizza Hut stores and the strategic
decision to close various old style stores,
this will allow us to accelerate the
refurbishment reinvestment program.
It will also help improve revenue and
profitability in the brand.
37
1,015
STORES
S TA FF
TOTAL SALES ($NZ M)
18
18
19
19
19
19
67.3
76.7
72.0
2.3
2.8
4.7
Dec
Dec
Feb
Feb
EBITDA ($NZ M)
Restaurant Brands New Zealand Limited46Annual Report 2019 / 202047
“ Pizza Hut contributed $2.3
million to the Group’s EBITDA
which on an annualised basis
is in line with last year.”
Taco Bell
Taco Bell had another successful
year with total sales up 13.3% on an
annualised and same store sales up
13.7% on last year. The brand contributed
$20.5 million to the Group’s EBITDA for
the 44 week period, up 15.8% over last
year on an annualised basis.
One new store opened in December
2019 lifting the number of stores to 37.
The refurbishment strategy continues
with two stores completely rebuilt
and a further store currently under
construction. A further six stores are
in the pre-construction stage with
building permits being sought from
local government. We continue to
see a significant uplift in sales from
refurbished shops. This is expected
to continue to drive future sales.
Staff turnover was 52% in the December
2019 financial period, which is a
significant improvement on 63% for
the February 2019 year. The above store
management team is very stable with
no significant turnover in this team in
several years.
Lost time injuries per million hours were
8.1 for the period with a total of seven
accidents, up from two last year. Although
the increase in lost time accidents is
disappointing, the number remains low
by industry standard. Safety of our team
and customers continues to be extremely
important to the Group.
The positive results from Taco Bell
are expected to continue with strong
promotional activities including new
product development combined with
the impact of more stores in the network
being refreshed.
37
920
STORES
S TA FF
TOTAL SALES ($NZ M)
EBITDA ($NZ M)
18
18
19
19
19
19
101.6
106.0
95.5
20.5
21.0
19.4
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Dec
Dec
Feb
Feb
Annual Report 31 December 201949Restaurant Brands New Zealand Limited48
“ The brand contributing $20.5 million
to the Group’s EBITDA for the 44
week period up 15.8% over last year
on an annualised basis.”
Board of directors
1
3
5
2
4
6
1. José Parés
Chairman
Term of office
Appointed Director 1 April 2019 and appointed
Chairman 10 July 2019. Last re-elected 2019
Annual Meeting
Board committees
Member of the Audit and Risk Committee
Profile
José is the Chief Executive Officer of Finaccess
Capital. He is also the Chairman of the Board
and a Proprietary Director of AmRest Holdings
SE. During his professional carrier he has
been Director of the Board of Crown Imports,
Chicago, Il, the Vice Chairman of the Board of
MMI, Toronto, Canada, Director of the Board of
DIFA, Mexico and former member of the Beer
Chamber of Mexico.
Previously, José worked for 19 years at Grupo
Modelo (Mexico), in various positions, including
Chief Operating Marketing & International Sales
Officer where he oversaw growth of Grupo
Modelo’s annual revenues from $US1 billion
to $US3 billion.
José graduated from Universidad Panamericana,
Mexico (Business and Finance) and completed
his MBA at ITAM, Mexico as well as the
Business D-1 Program at IPADE, Mexico
and Executive Programme at Wharton,
San Francisco.
2. Emilio Fullaondo
Independent Non-Executive Director
Term of office
Appointed Director 1 April 2019. Last
re-elected 2019 Annual Meeting
Board committees
Chairman of the Audit and Risk Committee,
Member of the Appointments and
Remuneration Committee and the Health and
Safety Committee
Profile
Emilio is a senior executive with over 23 years
of experience in the beer industry. Emilio
worked in a number of finance roles for Grupo
Modelo, including four years as Chief Financial
Officer. Following the acquisition of Grupo
Modelo by AB InBev in 2013, Emilio oversaw
significant cultural and organisational changes
at AB InBev (Mexico) as Vice President, Human
Resources (to 2017) and Vice President,
Projects until his resignation in January 2019.
Emilio is currently a Director and Chairman of
the Audit and Control Committee of AmRest
Holdings SE.
Emilio graduated from ITAM, Mexico (Public
Accountant) and completed his MBA at the
same institution as well as the Executive
Management (AD) Program at IPADE, Mexico.
3. Carlos Fernández
Non-Executive Director
Term of office
Appointed Director 10 July 2019
Profile
Over the last 30 years, Carlos Fernández
has held positions in various business sectors.
He was the CEO (1997-2013) and Chairman
of the Board of Directors (2005-2013) of
Grupo Modelo.
From the time he was named CEO, up to
2013, this group consolidated its position as
the leading brewing company in Mexico, the
seventh largest worldwide and the world’s
largest beer exporter.
He has also served on the boards of national
and international companies, including
Anheuser Busch (US), Emerson Electric Co.
(US), Seeger Industrial (Spain), Grupo Televisa
(Mexico), Crown Imports Ltd. (US), Inbursa
(Mexico) and Mexican Stock Exchange (Bolsa
Mexicana de Valores). He has served on the
advisory board of Grupo Modelo and has also
been a member of the international advisory
board at Banco Santander, S.A. and a director
of Grupo Financiero Santander Mexico S.A.B
de C.V.
Carlos is currently Chairman of the Board of
Directors of Grupo Finaccess S.A.P.I. de C.V.
- a company of which he was founder and
which controls 75% of Restaurant Brands
ordinary shares. Grupo Finaccess is also active
in Mexico, Europe, Asia and the US. Carlos is
also a Proprietary Director of AmRest Holdings
SE, S.A. and a non-executive director of
Inmobiliaria Colonial, S.A.
Carlos is an industrial engineer and has
also participated in senior management
programmes at the IPADE Business School
(Instituto Panamericano de Alta Direccion
de Empresa).
4. Luis Miguel Álvarez
Non-Executive Director
Term of office
Appointed Director 10 July 2019
Profile
Luis Miguel is a Board Member, Audit
Committee Member and Investment Committee
Member of Grupo Finaccess, S.A.P.I. de C.V.
(since 2013). He is also the Founder & CEO
of Compitalia, S.A. de C.V., a family investment
company business which primarily invests
directly in target companies through equity
holdings and real estate investments, primarily
in sectors such as: energy, restaurants, real
estate projects and financial funds.
For over 25 years Luis Miguel occupied
different positions within several Grupo Modelo
entities (including the Vertical Companies)
Director of Grupo Modelo, S.A.B. de C.V.,
President & General Manager of Gmodelo
Agriculture, LLC., Idaho Falls, Idaho, Vice
President & General Manager of Gmodelo
Agriculture, Inc.). During his time at Grupo
Modelo, Luis Miguel held various board
positions within the group, including: Alternate
Board Member and Executive Committee
Member of Grupo Modelo, S.A.B. de C.V., Board
Member and Executive Committee Member of
InteGrow Malt, LLC., as well as Board Member
of Impulsora Agricola, S.A. and International
CO2 Extraction LLC.
Luis Miguel is currently a Proprietary Director
of AmRest Holdings SA and a board member
of other private and not for profit organisations.
5. Stephen Ward
Independent Non-Executive Director
Term of office
Appointed Director 10 July 2019
Profile
Stephen Ward is a professional Director with
diverse corporate governance experience
in New Zealand and Australia together with
extensive expertise as a corporate and
commercial lawyer in New Zealand. Stephen
is a Non-Executive Director of Sydney Airport
Limited and the Chair of its Safety, Security and
Sustainability Committee. Stephen is the Non-
Executive Chair of SecureFuture Wiri Limited.
He is a member of the National Provident Fund
Trust Board.
He holds voluntary positions on the boards of
Wellington Free Ambulance, and The Life Flight
Trust. Stephen is also the Independent Chair of
the Advisory Council for the Financial Dispute
Resolution Service.
Stephen was previously an independent
director and member of the Audit & Risk and
Appointments & Remunerations Committees of
Sovereign Assurance Company Limited. He also
served as an Independent Director, Chair of the
Audit & Risk Committee and Chair of the Board
at MAp Airports International Limited.
Stephen was a partner of Simpson Grierson,
one of New Zealand’s leading law firms for over
20 years (including over 14 years as a member
of the firm’s Board of Management) and
continues to be a consultant to the firm.
Stephen holds an LLB from the University of
Canterbury, is a member of the New Zealand
Law Society and is a Chartered Member of the
New Zealand Institute of Directors.
6. Huei Min (Lyn) Lim MNZM
Independent Non-Executive Director
Term of office
Appointed Director 10 July 2019
Profile
Lyn Lim has diverse Board and Committee
Chair experience and is culturally competent.
She is experienced in investment structures,
risk management, HR, HSW, AML, dispute
management and compliance.
She is on the boards of Auckland University of
Technology (AUT), Auckland Regional Amenities
Funding Board and General Capital Limited.
She is also a trustee of the Asia New Zealand
Foundation and holds voluntary position on the
board of Middlemore Foundation.
Lyn has served on the boards of the
New Zealand Shareholders’ Association,
Public Trust (and chaired the Human
Resources and Remuneration Committee),
the New Zealand China Trade Association,
the Hong Kong and New Zealand Business
Association, was the Chair of the New Zealand
Chinese Youth Trust and held the positions of
Trustee, Deputy Chair and Chair of Foundation
North (the biggest and leading philanthropic
entity in New Zealand). She has been a member
of ANZ Private Bank External Advisory Board
and has served as a council member of the
Auckland District Law Society Inc.
Lyn holds an LLB (Hons) from the University of
Canterbury and has 30 years of legal practice
specialising in commercial, corporate and
governance issues and dispute resolution.
In 2017, Lyn was appointed as a Member of the
New Zealand Order of Merit for her services to
New Zealand-Asia relations and governance.
Lyn is a Chartered Member of the New Zealand
Institute of Directors, a member of the
New Zealand Law Society and a member
and Vice Chair of the Women in Business
Committee of the Inter Pacific Bar Association.
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20195051
Annual Report 31 December 201953Restaurant Brands New Zealand Limited52
Consolidated income statement
for the 44 week period ended 31 December 2019
$NZ000’s
31 Dec 2019
44 weeks
vs Prior
%
25 Feb 2019
52 weeks
Sales
KFC308,357
(8.4)336,534
Pizza Hut28,515
(19.3)35,350
Starbucks Coffee–
(100.0)16,022
Carl's Jr.29,920
( 6 .1)31,864
Tac o B ell729
n/a–
Total New Zealand sales367, 521
(12.4)419,7 70
KFC 168,532
(12.0)191,547
Tac o B ell573
n/a–
Total Australia sales16 9,10 5
(11.7 )191,547
Tac o B ell101,586
(4.2) 106,004
Pizza Hut67, 329
(12.2) 76,725
Total Hawaii sales168,915
(7.6) 182,729
Total sales705, 5 41
(11.1)794,046
Other revenue28,125
(13.1)32,357
Total operating revenue733,666
(11. 2 )826,403
Cost of goods sold(587,874)
13.2( 6 7 7,18 5 )
Gross margin145,792
(2.3)149, 218
Distribution expenses (3,976)
(9.6)(3,629)
Marketing expenses(39,524)
11. 3(44,542)
General and administration expenses(33,306)
7. 0(35,818)
Other items(4,616)
4 8.7(8,997)
Operating profit (EBIT)64,370
14.556,232
Financing expenses(21,464)
(215.8)(6,797)
Net profit before taxation42,906
(13.2)49,435
Taxation expense (12 ,815)
6.4(13,69 4)
Net profit after taxation (NPAT)30,091
(15.8)35,741
% sales% sales
Concept EBITDA before G&A
KFC66,065
21.4( 6 .1)70,384 20.9
Pizza Hut885 3 .1( 5 6 .1)2,017 5.7
Starbucks Coffee–n/a(100.0)3 ,110 19.4
Carl's Jr.1,302 4.441. 0923 2.9
Tac o B ell(345)(47. 3 )n/a–n/a
Total New Zealand67,907 18.5(11. 2 )76,434 18.2
KFC 25,902
15.4(10.9)29,064 15.2
Tac o B ell(700)(122.1)n/a–n/a
Total Australia25,202 14.9(13.3)29,064 15. 2
Tac o B ell20,546 20.2(2.0) 20,968 19.8
Pizza Hut2,319 3.4(16.6) 2,781 3.6
Total Hawaii22,865 13.5(3.7 ) 23,749 13.0
Total concept EBITDA before G&A115 , 9 74 16.4(10.3)129, 247 16.3
Ratios
Net tangible assets per security (net tangible assets
divided by number of shares) in cents9.9(19.6)
Cost of goods sold are direct costs of operating stores: food, paper, freight, labour and store overheads. Distribution expenses are costs of distributing
product from store. Marketing expenses are order centre, advertising and local store marketing expenses. General and administration expenses (G&A)
are non-store related overheads.
“ KFC remains the engine
room of Restaurant Brands’
New Zealand operations”
Restaurant Brands New Zealand Limited54Annual Report 31 December 201955
Consolidated income statement
for the period ended 31 December 2019
annualised unaudited results for 52 weeks - based on audited 44 week period results
Non-GAAP financial measures
for the 44 week period ended 31 December 2019
$NZ000’s
Reported
31 Dec 2019
Audited
44 weeks
Annualised
31 Dec 2019
Unaudited
52 weeks
Annualised
% change
Reported
25 Feb 2019
Audited
52 weeks
Sales
KFC308,357 364,422
8.3%336,534
Pizza Hut2 8 , 515 33,700
(4.7 %)35,350
Starbucks Coffee––
n/a16,022
Carl's Jr.29,920 35,360
11. 0 %31,864
Tac o B ell729 861
n/a–
Total New Zealand sales367, 521 434,343
3.5%419,7 70
KFC 168,532 199,174
4.0%191,547
Tac o B ell573 677
n/a–
Total Australia sales16 9,10 5 199,852
4.3%191,547
Tac o B ell101,586 120,056
13.3% 106,004
Pizza Hut6 7, 3 2 9 79,570
3.7 % 76,725
Total Hawaii sales168,915 199,626
9.2% 182,729
Total sales705, 5 41 833,821
5.0%794,046
Other revenue2 8 ,12 5 33,239
2.7 %32,357
Total operating revenue733,666 867,060
4.9%826,403
Cost of goods sold(587,874)(694,760)
(2.6%)( 6 7 7,18 5 )
Gross margin145,792 172 , 30 0
15.5%149, 218
Distribution expenses (3,976)(4,699)
(29.5%)(3,629)
Marketing expenses(39,524)(46,710)
(4.9%)(44,542)
General and administration expenses(33,309)(39,365)
(9.9%)(35,818)
Other items(4,616)(5,455)
39.4%(8,997)
Operating profit (EBIT)64,37076,072
35.3%56,232
Financing expenses(21,464)(25,367)
(273.2%)(6,797)
Net profit before taxation42,90650,706
2.6%49,435
Taxation expense (12,815)(15 ,14 5 )
(10.6%)(13,69 4)
Net profit after taxation (NPAT)30,09135,562
(0.5%)35,741
Concept EBITDA before G&A
KFC66,065 78,076
10.9%70,384
Pizza Hut885 1,046
( 4 8 .1% )2,017
Starbucks Coffee––
n/a3 ,110
Carl's Jr.1,302 1,538
66.6%923
Tac o B ell(345)(408)
n/a–
Total New Zealand67,907 80,253
5.0%76,434
KFC 25,902 3 0 , 611
5.3%29,064
Tac o B ell(700)(827)
n/a–
Total Australia25,202 29,784
2.5%29,064
Tac o B ell20,546 24,282
15.8 % 20,968
Pizza Hut2,319 2 ,740
(1.5%) 2,781
Total Hawaii22,865 27,023
13.8% 23,749
Total concept EBITDA before G&A115 , 9 74137,0 6 0
6.0%129, 247
1 The annualised December 2019 figures are an arithmetic calculation grossing up the 44 week audited results to reflect an equivalent 52 week
period. This has been done for illustrative purposes only.
The Group results are prepared in accordance with New Zealand Generally Accepted Accounting Practice (“GAAP”) and comply with
International Financial Reporting Standards (“IFRS”). These financial statements include non-GAAP financial measures that are not
prepared in accordance with IFRS. The non-GAAP financial measures used in this presentation are as follows:
1. EBITDA before G&A and other items. The Group calculates Earnings Before Interest, Tax, Depreciation and Amortisation
(“EBITDA”) before G&A (general and administration expenses) and other items by taking net profit before taxation and adding
back (or deducting) financing expenses, other items, depreciation, amortisation and G&A. The Group also refers to this measure
as Concept EBITDA before G&A and other items. This measure provides the results of the Group’s core operating business
and excludes those costs not directly attributable to stores. This is believed to be a useful measure to assist in the understanding
of the financial performance of the Group.
The term Concept refers to the Group’s seven operating divisions comprising the New Zealand divisions (KFC, Pizza Hut, Taco Bell
and Carl’s Jr.), two Australian divisions (KFC and Taco Bell) and the two Hawaii divisions (Taco Bell and Pizza Hut). The term G&A
represents non-store related overheads.
2. Total NPAT excluding the impact of NZ IFRS 16. Total Net Profit After Taxation (“NPAT”) excluding the impact of NZ IFRS 16
is calculated by taking profit after taxation attributable to shareholders and adding back (or deducting) lease items whilst also
allowing for any tax impact of those items. This measure reflects the performance of the business, excluding costs associated
with the adoption of NZ IFRS 16 and is considered a useful measure to assist with understanding the financial performance of
the Group.
3. Capital expenditure including intangibles. Capital expenditure including intangibles represents additions to property, plant and
equipment and intangible assets. This measure represents the amount of reinvestment in the business and is therefore a useful
measure to assist the understanding of the financial position of the Group.
The Group believes that these non-GAAP measures provide useful information to readers to assist in the understanding of the
financial performance and position of the Group but that they should not be viewed in isolation, nor considered as a substitute for
measures reported in accordance with IFRS. Non-GAAP measures as reported by the Group may not be comparable to similarly titled
amounts reported by other companies.
The following is a reconciliation between these non-GAAP measures and net profit after taxation:
$NZ000’s Note* 31 Dec 201925 Feb 2019
EBITDA before G&A, NZ IFRS 16 and other items 1115 , 9 74 129, 247
Depreciation(25,250)( 3 0 ,16 3 )
Loss on sale of property, plant and equipment (included in depreciation)(106)(146)
Lease deprecation(22,395) –
Add back lease costs32,369 –
Amortisation (included in cost of sales)( 2 ,17 8 )( 3 ,112 )
General and administration costs – area managers, general managers and support centre(29,428)(30,597)
Other income722 3,034
Other expenses(5,338)(12,031)
EBIT64,370 56,232
Financing costs(21,464)(6,797)
Net profit before taxation 42,906 49,435
Taxation expense(12,815)(13,69 4)
Net profit after taxation30,091 35,741
Add back NZ IFRS 16 impact6,076 –
Taxation expense on NZ IFRS 16 impact(1,547 ) –
Net profit after taxation excluding NZ IFRS 16
234,620 35,741
*
Refers to the list of non-GAAP measures as listed above.
1
Annual Report 31 December 201957
The Directors of Restaurant Brands New Zealand Limited (Restaurant Brands)
are pleased to present the financial statements for Restaurant Brands and
its subsidiaries (together the Group) for the period ended 31 December 2019
contained on pages 58 to 92.
Financial statements for each financial period fairly present the financial position of the Group and its financial performance and
cash flows for that period and have been prepared using appropriate accounting policies, consistently applied and supported by
reasonable judgments and estimates and all relevant financial reporting and accounting standards have been followed.
Proper accounting records have been kept that enable, with reasonable accuracy, the determination of the financial position
of the Group and facilitate compliance of the financial statements with the Financial Markets Conduct Act 2013.
Adequate steps have been taken to safeguard the assets of the Group to prevent and detect fraud and other irregularities.
The Directors hereby approve and authorise for issue the financial statements for the period ended 31 December 2019.
For and on behalf of the Board:
J o s ́e P a r ́e s
Chairman
28 February 2020
Emilio Fullaondo
Director
Directors’ statement
57
Consolidated statement of comprehensive income
58
Consolidated statement of changes in equity
59
Consolidated statement of financial position
60
Consolidated statement of cash flows
61
Basis of preparation
63
Notes to and forming part of the financial statements
64
Restaurant Brands is pleased to present its
financial statements.
The results for the period ended 31 December
2019 are for 44 weeks as compared to the
period ended 25 February which covers
52 weeks.
Note disclosures are grouped into five sections
which the Directors consider most relevant
when evaluating the financial performance
of Restaurant Brands.
Section Note Reference
Performance 1-3
Funding and equity 4-7
Working capital 8-12
Long term assets 13-20
Other notes 21-31
Financial statements
December 2019
Significant accounting policies which
are relevant to an understanding of the
financial statements and summarise the
measurement basis used are provided
throughout the notes and are denoted by
the highlighted text surrounding them.
Directors’ statement
for the 44 week period ended 31 December 2019
Contents Page
56Restaurant Brands New Zealand Limited
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20195859
Consolidated statement of comprehensive income
for the 44 week period ended 31 December 2019
Consolidated statement of changes in equity
for the 44 week period ended 31 December 2019
$NZ000’s Note 31 Dec 201925 Feb 2019
Store sales revenue1,2705, 5 41 794,046
Other revenue
1,228,125 32,357
Total operating revenue733,666 826,403
Cost of goods sold(587,874)( 6 7 7,18 5 )
Gross profit145,792 149,218
Distribution expenses(3,976)(3,629)
Marketing expenses(39,524)(44,542)
General and administration expenses(33,306)(35,818)
Other income
2722 3,034
Other expenses
2(5,338)(12,031)
Operating profit (EBIT)
164,370 56,232
Financing expenses
4(21,464)(6,797)
Profit before taxation42,906 49,435
Taxation expense
21(12 ,815)(13,69 4)
Profit after taxation attributable to shareholders 30,091 3 5 ,741
Other comprehensive income:
Exchange differences on translating foreign operations1,707 4 ,18 9
Share option reserve – (34)
Derivative hedging reserve(1,473)(836)
Income tax relating to components of other comprehensive income217 182
Other comprehensive income for the period, net of tax451 3,501
Total comprehensive income for the period attributable to shareholders30,542 39,242
Basic earnings per share from total operations (cents)
324 .12 28.77
Diluted earnings per share from total operations (cents)
324 .12 28.77
The accompanying accounting policies and notes form an integral part of the financial statements.
$NZ000’s Note
Share
capital
Share
option
reserve
Foreign
currency
translation
reserve
Derivative
hedging
reserve
Retained
earningsTotal
For the 52 week period ended 25 February 2019
Balance at the beginning of the period148,491 34 (6,060)174 58,969 201,608
Comprehensive income
Profit after taxation attributable to shareholders– – – – 3 5 ,741 35,741
Other comprehensive income
Movement in share option reserve – (34) – – – (34)
Movement in foreign currency translation reserve – – 4 ,18 9 – – 4 ,18 9
Movement in derivative hedging reserve – – – (654) – (654)
Total other comprehensive income – (34)4 ,18 9 (654) – 3,501
Total comprehensive income – (34)4 ,18 9 (654)35,741 39,242
Transactions with owners
Shares issued6 ,13 2 – – – – 6 ,132
Shares issued costs(58) – – – – (58)
Net dividends distributed – – – – (22,254)(22,254)
Total transactions with owners6,074 – – – (22,254)(16 ,18 0 )
Balance at the end of the period
7154,565 – (1,871)(480)72,456 224,670
For the 44 week period ended 31 December 2019
Balance at the beginning of the period154,565 – (1,871)(480)72,456 224,670
Adoption of NZ IFRS 16
16 – – – – (47, 218 )(47, 218)
Restated balance at the beginning of the period154,565 – (1,871)(480)25,238 177, 452
Comprehensive income
Profit after taxation attributable to shareholders – – – – 30,091 30,091
Other comprehensive income
Movement in foreign currency translation reserve – – 1,707 – – 1,707
Movement in derivative hedging reserve – – – (1,256) – (1,256)
Total other comprehensive income – – 1,707 (1,256) – 451
Total comprehensive income – – 1,707 (1,256)30,091 30,542
Balance at the end of the period
7154,565 – (164)(1,736) 55,329 207, 994
The accompanying accounting policies and notes form an integral part of the financial statements.
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20196061
Consolidated statement of financial position
as at 31 December 2019
Consolidated statement of cash flows
for the 44 week period ended 31 December 2019
$NZ000’s Note 31 Dec 201925 Feb 2019
Non-current assets
Property, plant and equipment
13175,781 153,4 0 0
Right of use assets
1435 6 ,132 –
Sub-lease receivable1,029 –
Intangible assets
2024 9,14 0 249,093
Deferred tax asset
2136,353 16,30 4
Derivative financial instruments
5 – 339
Total non-current assets818,435 419 ,13 6
Current assets
Inventories
812 , 415 10,226
Trade and other receivables
99,528 12 ,10 9
Income tax receivable1,546 2,734
Cash and cash equivalents
1034,965 15,034
New stores developed for sale
113,015 1,038
Total current assets61,469 41,141
Total assets879,904 460,277
Equity attributable to shareholders
Share capital
7154,565 154,565
Reserves
7(1,900)( 2 , 3 51)
Retained earnings55,329 72,456
Total equity attributable to shareholders207, 994 224,670
Non-current liabilities
Provision for employee entitlements
22676 782
Deferred income
23328 7,852
Loans
452 ,748 145,491
Lease liabilities
18409,309 –
Derivative financial instruments
5 2 , 217 1,10 0
Total non-current liabilities465,278 155,225
Current liabilities
Loans
4101,578 362
Income tax payable3,563 4,275
Trade and other payables
1278,791 73,386
Provision for employee entitlements
221,584 1,567
Lease liabilities
1821,039 –
Deferred income
2377 792
Total current liabilities206,632 80,382
Total liabilities671,910 235,607
Total equity and liabilities879,904 460,277
The accompanying accounting policies and notes form an integral part of the financial statements.
$NZ000’s Note 31 Dec 201925 Feb 2019
Cash flows from operating activities
Cash was provided by/(applied to):
Receipts from customers734,263 825,540
Payments to suppliers and employees(609,579)(731,317)
Interest paid (5,370)(6,801)
Interest paid on leases
19(16, 351) –
Payment of income tax(15,338)(16 ,15 9 )
Net cash from operating activities87,625 71,263
Cash flows from investing activities
Cash was (applied to)/provided by:
Acquisition of business
20(647) –
Payment for intangibles(4 , 911)(3,820)
Purchase of property, plant and equipment(54,772)( 3 3 ,114 )
Proceeds from disposal of property, plant and equipment555 10 ,15 9
Landlord contributions received105 46
Net cash used in investing activities(59,670)(26,729)
Cash flows from financing activities
Cash was provided by/(applied to):
Proceeds from loans265,345 336,535
Repayment of loans(257,521)(358,487)
Dividends paid to shareholders – (17,70 0 )
Payments for lease principal
19(16,019) –
Share issue costs – (58)
Net cash used in financing activities( 8 ,19 5 )(39,710)
Net increase in cash and cash equivalents19,760 4,824
Cash and cash equivalents at beginning of the period15,034 10 ,14 0
Opening cash balances acquired on acquisition 3 –
Foreign exchange movements168 70
Cash and cash equivalents at the end of the period34,965 15,034
Cash and cash equivalents comprise:
Cash on hand
101,680 446
Cash at bank
1033,285 14,588
34,965 15,034
The accompanying accounting policies and notes form an integral part of the financial statements.
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20196263
Consolidated statement of cash flows (continued)
for the 44 week period ended 31 December 2019
$NZ000’s 31 Dec 201925 Feb 2019
Reconciliation of profit after taxation with net cash from operating activities
Total profit after taxation attributable to shareholders30,091 3 5 ,741
Add items classified as investing/financing activities:
Loss/(gain) on disposal of property, plant and equipment3,590 (2,946)
3,590 (2,946)
Add/(less) non-cash items:
Depreciation47,646 30,309
Lease termination(301) –
Share option amortisation – 258
(Decrease)/increase in provisions(67)90
Amortisation of intangible assets3,959 5 ,147
Impairment on property, plant and equipment(660)3,290
Net increase in deferred tax asset(3 ,187 )(1,432)
47, 39 0 3 7, 6 6 2
Add/(less) movement in working capital:
(Increase)/decrease in inventories(2 ,16 6 )1,732
Decrease/(increase) in trade and other receivables645 (3,540)
Increase in trade and other payables7,629 3,601
Increase/(decrease) in income tax payable446 (987)
6,554 806
Net cash from operating activities87,625 71,263
Reconciliation of movement in term loans
Opening balance145, 853 166,815
Net cash flow from financing activities7, 824 (21,952)
Foreign exchange movement649 990
Closing balance154,326 145,853
The accompanying accounting policies and notes form an integral part of the financial statements.
1. Reporting entity
The reporting entity is the consolidated group (the “Group”) comprising the economic entity Restaurant Brands New Zealand Limited
(the “Company”) and its subsidiaries. Restaurant Brands New Zealand is a limited liability company incorporated and domiciled in
New Zealand. The principal activity of the Group is the operation of quick service and takeaway restaurant concepts in New Zealand,
Australia, Hawaii, Saipan and Guam.
Restaurant Brands New Zealand Limited is registered under the Companies Act 1993 and is an FMC reporting entity under Part 7 of
the Financial Markets Conduct Act 2013. The address of its registered office is Level 3, Building 7, Central Park, 666 Great South Road,
Penrose, Auckland.
The Company is listed on the New Zealand Stock Exchange (“NZX”) and the Australian Securities Exchange (“ASX”) and is an FMC
reporting entity and subject to the Financial Markets conduct Act 2013 legislative provisions. The Group is designated as a for-profit
entity for financial reporting purposes.
Subsidiaries of the Company are as follows:
NameNature
Restaurant Brands LimitedRestaurant operating
Restaurant Brands Australia Pty LimitedRestaurant operating
QSR Pty LimitedRestaurant operating
Taco Aloha Inc.Restaurant operating
Hawaii Pizza Hut Inc.Restaurant operating
Pizza Hut of Guam, Inc.Restaurant operating
Pizza Hut of Saipan, Inc.Restaurant operating
TB Guam Inc.Restaurant operating
Restaurant Brands Hawaii LimitedInvestment holding
Pacific Island Restaurants Inc.Investment holding
TD Food Group Inc.Investment holding
RB Holdings LimitedInvestment holding
RBP Holdings LimitedInvestment holding
RBDNZ Holdings LimitedInvestment holding
RBN Holdings LimitedInvestment holding
Restaurant Brands Australia Holdings Pty LimitedInvestment holding
Restaurant Brands Properties LimitedProperty holding
Restaurant Brands Nominees LimitedEmployee share option plan trustee
Restaurant Brands Pizza LimitedNon-trading
2. Basis of preparation
The financial statements of the Group have been prepared in accordance with:
• New Zealand Generally Accepted Accounting Practice (“NZ GAAP”)
• Part 7 of the Financial Markets Conduct Act 2013
• NZX Main Board Listing Rules
They comply with New Zealand equivalents to International Financial Reporting Standards (“NZ IFRS”), NZ IFRIC interpretations, and
other applicable Financial Reporting Standards, as appropriate for a for-profit entity. The financial statements comply with International
Financial Reporting Standards (“IFRS”) as issued by the IASB.
The measurement basis adopted in the preparation of these financial statements is historical cost, modified by the revaluation of
certain investments and financial instruments as identified in the accompanying notes. The financial statements are presented in
New Zealand dollars, rounded where necessary to the nearest thousand dollars. The 31 December 2019 results are for 44 weeks
(Feb 2019: 52 weeks) due to a change in balance date to align with Global Valar S.L. our majority shareholder. Therefore the current
period is not directly comparable to the prior period.
The principal accounting policies applied in the preparation of these financial statements are set out in the accompanying notes where
an accounting policy choice is provided by NZ IFRS, is new or has changed (refer Note 28), is specific to the Group’s operations or is
significant or material.
These policies have been consistently applied to all the years presented unless otherwise stated. See Note 2 and 23 for details
regarding corrections made.
To ensure consistency with the current period, comparative figures have been restated where appropriate. Previously, the Group
presented certain items as non-trading in the consolidated statement of comprehensive income. To ensure consistency and
comparability with the current period, the transactions previously included as non-trading items have been split between other income
and other expenses.
These audited financial statements were authorised for issue on 28 February 2020 by the Board of Directors who do not have the
power to amend after issue.
Basis of preparation
for the 44 week period ended 31 December 2019
Notes to and forming part of the financial statements (continued)
for the 44 week period ended 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20196465
Notes to and
forming part of
the financial
statements
For the 44 week period ended 31 December 2019
PERFORMANCE
1. Segmental reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision makers.
The Group is split into three geographically distinct operating divisions: New Zealand, Australia, and USA (Hawaii). The chief operating
decision makers, responsible for allocating resources and assessing performance of the operating segments, have been identified as
the Group Chief Executive Officer (Group CEO) and Group Chief Financial Officer (Group CFO). The chief operating decision makers
consider the performance of the business from a geographic perspective, being New Zealand, Australia and Hawaii (including Guam
and Saipan) while the performance of the corporate support function is assessed separately.
The Group is therefore organised into three operating segments, depicting the three geographic regions the Group operates in
and the corporate support function located in New Zealand. All segments operate quick service and takeaway restaurant concepts.
All operating revenue is from external customers.
The Group evaluates performance and allocates resources to its operating segments on the basis of segment assets, segment
revenues, concept EBITDA before general and administration expenses and EBIT before other items. EBITDA refers to earnings
before interest, taxation, depreciation and amortisation. EBIT refers to earnings before interest and taxation. Operating revenue
is from external customers.
Segment assets include items directly attributable to the segment (i.e. property, plant and equipment, intangible assets and inventories).
Segment capital expenditure is the total cost incurred during the period to acquire property, plant and equipment and intangible assets
other than goodwill. The Group has not disclosed segment liabilities as the chief operating decision makers evaluate performance and
allocate resources purely on the basis of aggregated Group liabilities.
31 December 2019
$NZ000’s New ZealandAustraliaHawaii
Corporate
support
functionTotal
Business segments
Store sales revenue3 6 7, 521 16 9 ,10 5 168,915 – 705, 5 41
Other revenue2 7, 9 76 – 149 – 28,125
Total operating revenue 395,497 16 9,10 5 169,064 – 733,666
EBITDA before general and administration
expenses, NZ IFRS 16 and other items67,907 25,202 22,865 – 115 , 9 74
General and administration expenses(11,923)(6,786)( 7, 6 9 4)(3,024)(29,427)
EBITDA before NZ IFRS 16 and other items55,984 18,416 15 ,171 (3,024)86,547
Depreciation(13,241)(6,849)(5,257)(9)(25,356)
Amortisation (1,830)(325)(23) – (2 ,17 8 )
Segment result (EBIT) before NZ IFRS 16
and other items40,913 11, 2 4 2 9,891 (3,033)59,013
Other items
Other income100 321 – – 421
Other expenses(62)(2,965)(1,832)(479)(5,338)
Operating profit (EBIT) before NZ IFRS 164 0 , 9 51 8,598 8,059 ( 3 , 512 )54,096
Adjustment for NZ IFRS 166,647 2,323 1,304 – 10, 274
Operating profit (EBIT)47,598 10,921 9,363 (3, 512)64,370
Current assets40,455 10,712 10,302 – 61,469
Non-current assets114 , 319 157,763 16 9 , 513 – 441,595
Non-current lease assets (including
lease deferred tax)195,805 114 , 6 0 7 66,428 – 376,840
Total assets350,579 283,082 246,243 – 879,904
Capital expenditure including intangibles23,079 21,749 14,328 – 59,156
Notes to and forming part of the financial statements
for the 44 week period ended 31 December 2019
Performance
1. Segmental reporting 65
2. Revenue and expenses 67
3. Earnings per share 69
Funding and equity
4. Loans 69
5. Derivatives and hedge accounting 71
6. Financial risk management 72
7. Equity and reserves 74
Working capital
8. Inventories 75
9. Trade and other receivables 75
10. Cash and cash equivalents 76
11. New stores developed for sale 76
12. Trade and other payables 76
Long term assets
13. Property, plant and equipment 77
14. Adoption of NZ IFRS 16 – Leases 79
15. Impact of NZ IFRS 16 on segmental
results and earnings per share 80
16. Impact of NZ IFRS 16 adoption 81
17. Reconciliation of lease commitments
to lease liabilities 81
18. Impact of NZ IFRS 16 on the
balance sheet 82
19. Impact of NZ IFRS 16 on the
statement of cash flows 82
20. Intangibles 83
Other notes
21. Taxation 85
22. Provision for employee entitlements 87
23. Deferred income 88
24. Related party transactions 88
25. Commitments 89
26. Contingent liabilities 89
27. Subsequent events 89
28. New standards and interpretations 90
29. Fees paid to auditor 90
30. Donations 90
31. Deed of Cross Guarantee 91
Note Page
64Restaurant Brands New Zealand Limited
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20196667
Notes to and forming part of the financial statements (continued)
for the 44 week period ended 31 December 2019
25 February 2019
$NZ000’s New ZealandAustraliaHawaii
Corporate
support
functionTotal
Business segments
Store sales revenue419 ,7 70 191,547 182,729 – 794,046
Other revenue32,044 – 313 – 32,357
Total operating revenue 451, 814 191,547 183,042 – 826,403
EBITDA before general and administration
expenses and other items76,434 29,064 23,749 – 129, 247
General and administration expenses(12,683)(6,905)(8,839)(2,170)(30,597)
EBITDA after general and
administration expenses63,751 22,159 14,910 (2 ,170 )98,650
Depreciation(16,567 )( 7, 6 7 9 )(6,045)(18)(30,309)
Amortisation (included in cost of sales)(1,846)(444)(822) – ( 3 ,112 )
Segment result (EBIT) before other items45,338 14,036 8,043 (2 ,18 8 )65,229
Other items
Other income3,034 – – – 3,034
Other expense(6,480)(2,322)(3,009)(219)(12,031)
Operating profit (EBIT) 41, 8 92 11,714 5,034 (2,407)56,232
Current assets20,464 7, 3 4 0 13,337 – 41,141
Non-current assets110 , 6 3 7 145,620 162,879 – 419,136
Total assets131,101 152 ,960 176, 216 – 460,277
Capital expenditure including intangibles18,295 12,26 3 6,880 – 37, 4 38
1.1 Reconciliation between EBIT after other items and NZ IFRS 16 and net profit after tax
$NZ000’s 31 Dec 201925 Feb 2019
EBIT 64,370 56,232
Financing costs(21,464)(6,797)
Net profit before taxation42,906 49,435
Taxation expense(12 ,815)(13,69 4)
Net profit after taxation30,091 3 5 ,741
Add back net financing impact of NZ IFRS 16 6,076 –
Less taxation expense of NZ IFRS 16(1,547) –
Net profit after taxation excluding NZ IFRS 1634,620 3 5 ,741
Add back other income (421)(3,034)
Add back other expenses 5,338 12,0 31
Less income tax on other items(883)(2,557)
Net profit after taxation excluding other items and NZ IFRS 1638,654 42,181
2. Revenue and expenses
Operating revenue
Store sales revenue
Revenue from store sale of goods is recognised at point of sale, measured at the fair value of the consideration received, net of returns,
discounts, and excluding GST.
Other revenue
Other revenue includes sale of goods and services to independent franchisees. Sale of goods, including cost of freight, are recognised
similar to store sales revenue. Sale of services is recognised over time as the independent franchisee simultaneously receives and
consumes the benefit provided by the Group. Royalties received are based on the revenue generated by the independent franchisees,
recognised over time.
Also included in other revenue is revenue related to the sale of new stores developed and constructed under contract to franchisees.
Under the terms of the contracts, the Group is contractually restricted from redirecting the properties to another customer and has an
enforceable right to payment for work done. Revenue from the construction of stores is therefore recognised over time on a cost-to-
cost method, i.e. based on the portion of the contracted costs incurred for work performed to date relative to the estimated total cost.
Previously, the Group netted royalties received from independent franchisees as an off-set with the royalties paid to the master franchisor.
During the period ended 25 February 2019, the Group became the master franchisee for the Pizza Hut brand in New Zealand and as
a result the royalties received and paid should have been recognised separately. Comparatives have been corrected to align with this
treatment amounting to $1.5 million. Royalties received are included within other income with the royalties paid included within cost of
goods sold.
Operating expenses
Royalties paid
$NZ000’s 31 Dec 201925 Feb 2019
Royalties paid42,069 47, 312
Royalties are recognised as an expense as revenue is earned.
Wages and salaries
$NZ000’s 31 Dec 201925 Feb 2019
Wages and salaries 204,306 229,489
Decrease in liability for long service leave(89)(147 )
204, 217 229,342
Liabilities for wages and salaries, including non-monetary benefits and accumulating sick leave, that are expected to be settled wholly
within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees’
services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled.
Lease expenses
$NZ000’s 31 Dec 201925 Feb 2019
Lease expense3,953 4 4 , 510
This relates to short term and variable lease costs included in the statement of comprehensive income not included in NZ IFRS 16 costs.
Notes to and forming part of the financial statements (continued)
for the 44 week period ended 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20196869
$NZ000’s 31 Dec 201925 Feb 2019
Other income
Net gain on sale of stores100 1,848
Gain on the sale of Starbucks Coffee – 1,186
Lease termination301 –
Lease surrender gain321 –
Total other income722 3,034
Other expenses
Recurring
Amortisation of franchise rights acquired on acquisition of QSR Pty Limited (QSR)
and Pacific Island Restaurants Inc. (PIR)(1,781)(2,035)
Relocation and refurbishment(3,209)(1,021)
Non-recurring
Acquisition costs(631)(345)
Hawaii workers compensation – (1,625)
Leave remediation(361)(3,466)
Calendar realignment costs(16) –
Impairment of assets – (3,539)
Utilisation of depreciation provision 660 –
Total other expenses(5,338)(12,031)
Gain on the sale of Starbucks Coffee
During October 2018 the Group sold the Starbucks Coffee business in New Zealand for $4.4 million (including stock). The net gain on
the sale was $1.2 million.
Lease termination
This is the gain related to the termination of a lease contract prior to its maturity.
Leave remediation
The Group identified a payroll calculation discrepancy in regards to entitlements under the Holidays Act 2003 which, over time,
have resulted in staff receiving incorrect payments. The specific areas that require remediation date back to 2012, and primarily
relate to the payment rates for annual leave. Included in other expenses above is a $0.4 million (Feb 2019: $3.5 million) expense
relating to leave remediation. The expense in the 31 December 2019 period relates to costs associated with making the payments
to the affected employees.
Utilisation of depreciation provision
This is the correction of depreciation charged on assets that were impaired in previous periods, refer Note 13.
The Group seeks to present a measure of comparable underlying performance on a consistent basis. In order to do so, the Group separately
discloses items considered to be unrelated to the day to day operational performance of the Group. Such items are classified as other
income and other expenses and are separately disclosed in the statement of comprehensive income and notes to the financial statements.
3. Earnings per share
31 Dec 201925 Feb 2019
Basic earnings per share
Profit after taxation attributable to the shareholders ($NZ000's)30,091 3 5 ,741
Weighted average number of shares on issue (000's)124,759 124,23 0
Basic earnings per share (cents)24 .12 28.77
Diluted earnings per share
Profit after taxation attributable to the shareholders ($NZ000's)30,091 3 5 ,741
Weighted average number of shares on issue (000's)124,759 124,23 0
Diluted earnings per share (cents) 24 .12 28.77
Basic earning per share (EPS) is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the
weighted average number of ordinary shares outstanding during the period. Diluted EPS reflects any commitments the Company has
to issue shares in the future that would decrease EPS.
FUNDING AND EQUITY
4. Loans
$NZ000’s 31 Dec 201925 Feb 2019
Secured bank loans denominated in:
NZD10,000 12,2 0 0
AUD87, 521 77,921
USD56,805 55,732
Secured bank loans154,326 145,853
A loan is classified as current if it is due for repayment within 12 months of the Group’s year end.
Current101,578 362
Ter m52 ,748 145,491
Secured bank loans154,326 145,853
Facilities
On 12 October 2017 the existing Westpac bank loan facility was renewed on similar terms for a further three years, expiring on
12 October 2020. The total loan facility with Westpac bank is $125 million.
On 12 October 2017 a new loan facility agreement for $A50 million was entered into with MUFG Bank, Ltd, for a term of three years,
expiring on 12 October 2020.
On 7 March 2017 as part of the acquisition of Pacific Island Restaurants Inc. the Group acquired a loan facility with First Hawaiian
Bank. The facility is currently $US51.2 million. There are principal payments of $US0.3 million per month commencing on 1 February
2020 with the remainder of the facility expiring 16 December 2023.
On 24 February 2020 the Group announced a new debt facility, refer Note 27 for details.
Notes to and forming part of the financial statements (continued)
for the 44 week period ended 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20197071
Interest rate swaps
The table below summarised the Group’s current interest rate swaps. The effective interest rate is inclusive of the swap margin and the
maturity date of the swaps coincides with the date of the loans.
Date enteredFace valueMaturity date
Interest rate
paid
Interest rate
received
Swap fair value
($NZ000’s)
22 January 2017$NZ10 million28 January 20223.0%1.1%(394)
25 January 2017$A15 million25 January 20222.5%0.9%(565)
14 November 2017$A20 million14 November 20222.4%0.9%(884)
22 May 2017$US10 million1 June 20222 .1%1.7 %(198)
29 June 2017$US10 million1 July 20222.0%1.7 %(176)
Tot al(2 , 217 )
Security
As security over the AUD and NZD loans, the bank holds a negative pledge deed between Restaurant Brands New Zealand Limited
and all its Australasian subsidiary companies. The negative pledge deed includes all obligations and cross guarantees between the
guaranteeing subsidiaries.
As security over the USD debt facility, the bank holds guarantees and security over the Hawaii business.
The Group has also indemnity guarantees of $1.9 million across various properties leased in New Zealand and Australia and a standby
letter of credit in Hawaii of $0.5 million.
The Group is subject to a number of externally imposed bank covenants as part of the terms of its secured bank loan facilities.
The most significant covenants relating directly to capital management are the ratio of total debt to earnings before interest, tax and
amortisation (EBITA) and restrictions relating to acquiring its own shares.
The specific covenants relating to financial ratios the Group is required to meet are:
• debt coverage ratio (i.e. net borrowings to EBITA), and
• debt coverage ratio (i.e. net borrowings to EBITDA), and
• interest cover ratio (i.e. EBITDA to interest), and
• fixed charges coverage ratio (i.e. EBITL to total fixed charges), with EBITL being EBIT before lease costs. Fixed charges comprise
interest and lease costs, and
• non-guaranteeing Group EBIT excluding Restaurant Brands Hawaii to consolidated EBIT.
The covenants are reported to the bank on a six monthly basis for New Zealand and Australia and quarterly in Hawaii. The Board
reviews covenant compliance on a monthly basis.
There have been no breaches of the covenants during the period (Feb 2019: no breaches).
The carrying value equates to fair value.
For more information about the Group’s exposure to interest rate and foreign currency risk see Note 6.
Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost;
any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss in the statement
of comprehensive income over the period of the borrowings using the effective interest method.
Financing costs
$NZ000’s 31 Dec 201925 Feb 2019
Financing expenses21,464 6,797
Included within the period ended 31 December 2019 was $16.4 million of interest relating to leases recognised due to the implementation
of NZ IFRS 16 (Feb 2019: Nil).
Financing costs comprise: interest payable on borrowings calculated using the effective interest rate method; interest received on funds
invested calculated using the effective interest rate method; lease interest (Note 14); foreign exchange gains and losses; gains and losses
on certain financial instruments that are recognised in profit or loss in the statement of comprehensive income; unwinding of the discount
on provisions and impairment losses on financial assets.
5. Derivatives and hedge accounting
$NZ000’s
31 Dec 2019
Liabilities
25 Feb 2019
Liabilities/asset
Ter m
Fair value of interest rate swaps2 , 217 761
2 , 217 761
Change in fair value of interest rate swaps (1,455)(789)
Change in value of hedged item used to determine hedge effectiveness1,455 789
The above table shows the Group’s financial derivative holdings at period end and the change in fair value of the hedge and the
underlying item being hedged. The interest rate swaps hedge ratio was 1:1 for both periods as the change in fair value of the interest
rate swap mirrored the change in the fair value of the hedged item used to determine hedge effectiveness.
There were no transfers between fair value levels during the period (Feb 2019: Nil). The fair values are classified as level two.
The fixed interest rates of the swaps used to hedge range between 2.02% and 3.03% (Feb 2019: 2.02% to 4.69%) and the variable
rates of the loans are between 0.88% and 1.71% above the applicable bank bill rates. Refer Note 4 for the interest rate swaps face
values, maturity dates, currencies and interest rate ranges.
The Group’s current hedge relationships are cash flow hedges. Under NZ IFRS 9 the hedged risk is designated as being changes in
the variable interest rate, with changes in the full fair value of the interest rate swaps being accounted for through other comprehensive
income (to the extent the hedge is effective).
Financial assets
The Group classifies its financial assets as those to be measured at amortised cost (loans, receivables and non-derivative financial
instruments), and those to be measured subsequently at fair value either through OCI or through profit or loss (derivative financial
instruments).
Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market.
They are included in current assets, except for maturities greater than 12 months after the balance sheet date. These are classified as
non-current assets. The Group’s loans and receivables comprise trade receivables, other debtors and cash and cash equivalents in the
statement of financial position.
Financial assets that are stated at cost or amortised cost are reviewed individually at balance date to determine whether there is objective
evidence of impairment. Any impairment losses are recognised in profit or loss in the statement of comprehensive income.
Notes to and forming part of the financial statements (continued)
for the 44 week period ended 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20197273
Financial instruments
A financial instrument is recognised when the Group becomes a party to the contractual provisions of the instrument. Financial assets
are derecognised when the Group’s contractual rights to the cash flows from the financial assets expire or when the Group transfers the
financial asset to another party without retaining control or substantially all risks and rewards of the asset. Regular way purchases and
sales of financial assets are accounted for at trade date, i.e. the date that the Group commits itself to purchase or sell the asset. Financial
liabilities are derecognised when the Group’s obligations specified in the contract expire or are discharged or cancelled.
Non-derivative financial instruments
Non-derivative financial instruments comprise trade receivables and other debtors, which are initially recognised at fair value plus
transaction costs and subsequently measured at amortised cost, cash and cash equivalents, loans and borrowings (initially recognised at
fair value plus transaction costs and subsequently measured at amortised cost), and trade and other payables which are initially recognised
at fair value and subsequently measured at amortised cost.
Derivative financial instruments
The Group has various derivative financial instruments to manage the exposures that arise due to movements in foreign currency
exchange rates and interest rates arising from operational, financing and investment activities. The Group does not hold derivative financial
instruments for trading purposes. However, derivatives that do not qualify for hedge accounting are accounted for at fair value through profit
or loss. Embedded derivatives are separated from the host contract and accounted for separately if the economic characteristics and risks
of the host contract and the embedded derivative are not closely related, a separate instrument with the same terms as the embedded
derivative would meet the definition of a derivative, and the combined instrument is not measured at fair value through profit or loss.
Financial assets and financial liabilities by category
$NZ000’s 31 Dec 201925 Feb 2019
Loans and receivables
Trade receivables2,454 595
Other receivables2,599 6 ,19 3
Cash and cash equivalents34,965 15,034
40,018 21,822
Derivatives used for hedging
Derivative financial instruments – liabilities2 , 217 761
2 , 217 761
Financial liabilities at amortised cost
Loans154,326 145,853
Trade and other payables (excluding indirect and other taxes and employee benefits)53,981 52,728
208,307 198,581
6. Financial risk management
Exposure to credit, interest rate and foreign currency risks arises in the normal course of the Group’s business. Derivative financial
instruments may be used to hedge exposure to fluctuations in foreign currency exchange rates and interest rates.
(a) Foreign currency risk
The Group is exposed to foreign currency risk on purchases that are denominated in a currency other than the New Zealand dollar.
The currencies giving rise to this risk are primarily Australian dollars and US dollars.
The direct exposure to foreign currency risk is small and is primarily confined to raw material purchases, some items of capital
equipment and some franchise fee payments. Where any one item is significant, the Group will specifically hedge its exposure.
The Group has an indirect exposure to foreign currency risk on some of its locally sourced ingredients, where those ingredients in turn
have a high imported component. Where this is significant the Group contracts to a known purchase price with its domestic supplier
based on a forward cover position taken by that supplier on its imported components.
The Group has a foreign currency risk on its assets and liabilities that are denominated in Australian and US dollars as part of its
Australian and US investments.
(b) Interest rate risk
The Group’s main interest rate risk arises from bank loans. Based on a number of scenarios, the Group calculates the impact
on profit or loss of a defined interest rate shift. Based on these scenarios the maximum loss potential is assessed by management
as to whether it is within acceptable limits.
Where necessary the Group hedges its exposure to changes in interest rates primarily through the use of interest rate swaps.
There are guidelines as to the minimum prescribed level of hedging set out by the board, however the board reviews all swaps
before they are entered into.
Note 5 discusses in detail the Group’s accounting treatment for derivative financial instruments.
As discussed in Note 4, the Group has an interest rate swap in place to fix the interest rate on $A35 million of Australian denominated
bank loans to 2022 (Feb 2019: $A35 million), $NZ10 million to 2022 (Feb 2019: $NZ5 million to 2019 and $NZ10 million to 2022) and
$US20 million to 2022 (Feb 2019: $US20 million). The Group will continue to monitor interest rate movements to ensure it maintains
an appropriate mix of fixed and floating rate exposure within the Group’s policy.
(c) Liquidity risk
In respect of the Group’s cash balances, non-derivative financial liabilities and derivative financial liabilities the following table analyses
the amounts into relevant maturity groupings based on the remaining period at balance date to the contractual maturity date, along
with their effective interest rates at balance date. The amounts disclosed in the table are the contractual undiscounted cash flows.
$NZ000’s
Effective
interest rateTotal
12 months
or less
12 months
or more
31 December 2019
Cash on hand– 1,680 1,680 –
Cash at bank0.50%17, 385 17,385 –
Money market deposit0.95%15,900 15,9 0 0 –
Bank term loan – principal7.74%(10,000)(10,000) –
Bank term loan – principal3.22%(87, 521)( 8 7, 521) –
Bank term loan – principal4.31%(56,804)(4,056)( 52,74 8)
Bank term loan – expected interest3.91%(9,939)(2,180)( 7,7 5 9 )
Derivative financial instruments – (1,940)( 7 51)(1,18 9 )
Trade and other payables (excluding indirect and other taxes
and employee benefits) – (53,235)(53,235) –
(184,474)(122,778)(61,696)
25 February 2019
Cash on hand – 446 446 –
Cash at bank0.37%14,588 14,588 –
Bank term loan – principal4 . 51%(12,200) – (12,200)
Bank term loan – principal3 .19 %( 77, 921) – (77,921)
Bank term loan – principal4 .13 %(55,732)(362)(55,370)
Bank term loan – expected interest3.73%(16,432)(5,436)(10,996)
Derivative financial instruments – (378)(10)(368)
Creditors and accruals (excluding indirect and other taxes
and employee benefits)–(52,728)(52,728) –
(200,357)(43,502)(156,855)
Prudent liquidity risk management implies the availability of funding through adequate amount of committed credit facilities. The Group
aims to maintain flexibility in funding by keeping committed credit lines available.
The Group has bank funding facilities, excluding overdraft facilities, of $253 million (Feb 2019: $252 million) available at variable rates.
The amount undrawn at balance date was $99 million (Feb 2019: $106 million). On 24 February 2020 the Group announced a new debt
facility, refer Note 27 for details.
The Group has fixed the interest rate on $NZ10 million of NZD bank loans, $A35 million of AUD bank loans and $US20 million of
USD bank loans with the balance at a floating interest rate. The bank loans are structured as a revolving wholesale advance facility
with portions of the facility renewing on a regular basis. This leads to the loans being sensitive to interest rate movement in 12 months
or less.
Notes to and forming part of the financial statements (continued)
for the 44 week period ended 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20197475
(d) Credit risk
Credit risk arises from cash deposits with banks and financial institutions and outstanding trade and other receivables.
No collateral is required in respect of financial assets. Management has a credit policy in place and the exposure to credit risk is
monitored on an ongoing basis. The nature of the business results in most sales being conducted on a cash basis that significantly
reduces the risk that the Group is exposed to. Reputable financial institutions are used for investing and cash handling purposes.
There were no financial assets neither past due nor impaired at balance date (Feb 2019: nil).
At balance date there were no significant concentrations of credit risk and the maximum exposure to credit risk is represented by
the carrying value of each financial asset in the statement of financial position.
(e) Fair values
The carrying values of bank loans and finance leases are the fair value of these liabilities. A Group set-off arrangement is in place
between certain bank accounts operated by the Group.
Sensitivity analysis
In managing interest rate and currency risks the Group aims to reduce the impact of short-term fluctuations on the Group’s earnings.
Over the longer term, however, permanent changes in foreign exchange and interest rates on a weighted average balance will have
an impact on profit.
At 31 December 2019 it is estimated that a general increase of one percentage point in interest rates would decrease the Group
profit before income tax by approximately $0.8 million (Feb 2019: $1.5 million) however equity would increase $0.7 million. A one
percentage point decrease in interest rates would increase the Group profit before income tax by approximately $0.8 million
(Feb 2019: $1.5 million), however equity would reduce by $0.6 million.
A general increase of one percentage point in the value of the New Zealand dollar against other foreign currencies would have
minimal impact on the cost of the Group’s directly imported ingredients denominated in foreign currencies.
Capital risk management
The Group’s capital comprises share capital, reserves, retained earnings and debt.
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue to operate as a going concern,
to maintain an optimal capital structure commensurate with risk and return and reduce the cost of capital.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders,
return capital to shareholders, issue new shares or sell assets to reduce debt or draw down more debt.
7. Equity and reserves
Share capital
31 Dec 2019
number
31 Dec 2019
$NZ000’s
25 Feb 2019
number
25 Feb 2019
$NZ000’s
Balance at beginning of year124,758,523 154,565 123,629,343 148,491
Share issue costs – – – (58)
Shares issued June 2018 – – 7 51,18 0 5 , 8 41
Shares issued December 2018 – – 378,000 291
Balance at end of year124,758,523 154,565 124,75 8,523 154,565
The issued and authorised capital of the Company represents ordinary fully paid up shares. The par value is nil (Feb 2019: nil). All
issued shares carry equal rights in respect of voting and the receipt of dividends, and upon winding up rank equally with regard to the
Company’s residual assets.
The shares issued in June 2018 were in relation to the company’s dividend reinvestment plan.
The shares issued in December 2018 were in relation to shares issued to the Group CEO and Group CFO under the Performance
Rights Plan upon the vesting criteria being satisfied.
Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction from equity.
Foreign currency translation reserve
$NZ000’s 31 Dec 201925 Feb 2019
(164)(1,871)
The foreign currency translation reserve comprises all exchange rate differences arising from translating the financial statements of
the foreign currency operations.
Derivative hedging reserve
$NZ000’s 31 Dec 201925 Feb 2019
(1,736)(480)
The derivative hedging reserve represents the fair value of outstanding derivatives.
WORKING CAPITAL
8. Inventories
$NZ000’s 31 Dec 201925 Feb 2019
Raw materials and consumables12 , 415 10,226
Inventories recognised as an expenses during the period ended 31 December 2019 amounted to $178.8 million (Feb 2019:
$205.8 million). These are included in cost of sales.
Inventories are measured at the lower of cost and net realisable value. Net realisable value is the estimated selling price less the estimated
costs of marketing, selling and distribution. The cost of inventories is based on the first-in first-out method and includes expenditure incurred
in acquiring the inventories and bringing them to their existing condition and location. The cost of inventories consumed is recognised as an
expense and included in cost of goods sold in the statement of comprehensive income.
9. Trade and other receivables
$NZ000’s 31 Dec 201925 Feb 2019
Trade receivables2,454 595
Prepayments4,475 5,321
Other receivables2,599 6 ,19 3
9,528 12 ,10 9
The carrying amount of the Group’s trade and other receivables are denominated in the following currencies:
NZD6,461 7, 6 0 9
AUD2,230 1,114
USD837 3,386
9,528 12 ,10 9
The Group’s exposure to credit risk is minimal as the Group’s primary source of revenue is from sales made on a cash basis.
The carrying value of trade and other receivables approximates fair value.
Receivables are initially recognised at fair value. They are subsequently adjusted for impairment losses. Discounting is not applied to
receivables where collection is expected to occur within the next twelve months.
Notes to and forming part of the financial statements (continued)
for the 44 week period ended 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20197677
10. Cash and cash equivalents
$NZ000’s 31 Dec 201925 Feb 2019
Cash on hand1,680 446
Cash at bank33,285 14,588
34,965 15,034
The carrying amount of the Group’s cash and cash equivalents are denominated in the following currencies:
NZD20,698 3,053
AUD7,0 92 5,619
USD7,175 6,362
34,965 15,034
11. New stores developed for sale
$NZ000’s 31 Dec 201925 Feb 2019
New stores developed for sale3,015 1,038
This relates to new Pizza Hut stores developed for sale in New Zealand which are being actively marketed for sale and are expected to
be sold within the next 12 months.
12. Trade and other payables
$NZ000’s 31 Dec 201925 Feb 2019
Trade payables31,404 25,524
Other payables and accruals22,577 2 7, 017
Employee benefits16,948 14,986
Indirect and other taxes7,862 5,859
78,791 73,386
The carrying amount of the Group’s trade and other payables are denominated in the following currencies:
NZD49,652 44,570
AUD16,254 15,674
USD12,885 13 ,142
78,791 73,386
The carrying value of trade payables and accruals approximates fair value.
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.
LONG TERM ASSETS
13. Property, plant and equipment
$NZ000’s Land
Leasehold
improvements
Plant,
equipment
and fittings
Motor
vehicles
Leased
plant and
equipment
Capital
work in
progressTotal
Cost
Balance as at 26 February 2018658 202,011 101, 5 41 1,904 258 4 ,127 310,499
Additions – 4,239 4, 374 249 – 24,756 33,618
Transfers from work in progress – 12,773 6 ,16 5 303 – (19,241) –
Disposals – (12,6 69)(9,735)( 516 )(62) – (22,982)
Reclassification – 812 (783)(35) – 6 –
Movement in exchange rates – 1 325 (23) – (19)284
Balance as at 25 February 2019658 2 0 7,167 101,887 1,882 196 9,629 321, 419
Additions3,7 74 3,556 1,571 – – 45,344 54,245
Acquisition of business – 39 113 – – – 152
Transfers from work in progress – 2 7, 5 3 2 12,829 181 – (40,542) –
Disposals – (12,513)(6,762)(193) – 320 (19 ,14 8 )
Movement in exchange rates(57)60 197 – – (46)15 4
Balance as at 31 December 20194,375 225, 8 41 109,835 1,870 196 14,705 356,822
Accumulated depreciation
Balance as at 26 February 2018 – (91,934)(59,021)(839)(258) – (152,052)
Charge – (18,841)(10,920)(361) – – ( 3 0 ,12 2 )
Disposals – 10,296 7, 8 3 0 331 62 – 18 , 519
Reclassification – 377 (377) – – – –
Movement in exchange rates – 179 (136)5 – – 48
Balance as at 25 February 2019 – (99,923)(62,624)(864)(196) – (163,607)
Charge – (15,65 0)(9,042)(306) – – (24,998)
Disposals – 6 , 412 4,857 176 – – 11, 4 4 5
Movement in exchange rates – (8)(64)2 – – (70)
Balance as at 31 December 2019 – (10 9,16 9)(66,873)(992)(196) – (177,230)
Impairment provision
Balance as at 26 February 2018 – (1,135 )(101) – – – (1,236)
Charge – (2,991)(334) – – – (3,325)
Utilised/disposed – 133 16 – – – 149
Balance as at 25 February 2019 – (3,993)(419) – – – (4 , 412)
Charge – (40)(212) – – – (252)
Utilised/disposed – 136 717 – – – 853
Balance as at 31 December 2019 – (3,897)86 – – – ( 3 , 811)
Carrying amounts
Balance as at 26 February 2018658 108,942 42 , 419 1,065 – 4 ,12 7 15 7, 211
Balance as at 25 February 2019658 10 3 , 2 51 38,844 1,018 – 9,629 153,4 0 0
Balance as at 31 December 20194,375 112 ,7 7 5 43,048 878 – 14,705 175,781
Notes to and forming part of the financial statements (continued)
for the 44 week period ended 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20197879
Depreciation expense
$NZ000’s 31 Dec 201925 Feb 2019
Depreciation expense25,250 3 0 ,16 3
Sale of property, plant and equipment
$NZ000’s 31 Dec 201925 Feb 2019
Net (loss) on disposal of property, plant and equipment (included in depreciation expense)(106)(146)
Net (loss)/gain on disposal of property, plant and equipment (included in other costs)(3,209)3,092
Property, plant and equipment is measured at cost less accumulated depreciation and impairment losses.
Depreciation is calculated on a straight line basis to allocate the cost of an asset, less any residual value, over its estimated useful life. Leased
assets are depreciated over the shorter of the lease term and their useful lives. The estimated useful lives of fixed assets are as follows:
Leasehold improvements 5 – 20 years
Plant and equipment 3 – 12.5 years
Motor vehicles 4 years
Furniture and fittings 3 – 10 years
Computer equipment 3 – 5 years
Depreciation methods, useful lives and residual values are reassessed at the reporting date.
Depreciation expense is included in profit or loss in the statement of comprehensive income.
Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in profit or loss in the
statement of comprehensive incom.
Significant judgments and estimates – impairment testing of Carl’s Jr. property, plant and equipment
Impairment testing is an area where estimates and judgments have a significant risk of causing a material adjustment to the carrying
amount of the Group’s tangible asset balances. Estimates of future cash flows are highly subjective judgements and can be significantly
impacted by changes in the business or economic conditions.
Property, plant and equipment and intangible assets are reviewed for impairment semi-annually, or whenever events or changes
in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised in the Consolidated
statement of comprehensive income for the amount by which the asset’s carrying amount exceeds its recoverable amount. The
recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. When assessing impairment, assets are
grouped at the lowest levels for which there are separately identifiable cash flows; a restaurant’s assets is the relevant cash generating
unit. If, in a subsequent period, the amount of the impairment loss decreases and it can be related objectively to an event occurring
after the impairment was recognised, the reversal of the previously recognised impairment loss is recognised in the Consolidated
statement of comprehensive income.
The value in use calculation evaluates recoverability based on the restaurant’s forecasted discounted cash flows, which incorporate
estimated sales growth and margin improvement based upon current plans for the store and actual results at comparable restaurants.
Key assumptions in the determination of fair value are:
• the estimate of future cash flows of the restaurant incorporating reasonable sales growth and margin improvement
• the discount rate incorporating the rates of return based on the risk and uncertainty inherent in the forecast cash flows
• the terminal year sales growth is calculated based on continuous sales growth of a minimum of projected inflation estimated
at 2.5%.
During the 25 February 2019 period the Group reviewed its tangible assets for signs of impairment, eight Carl’s Jr. stores were
identified as having possible impairments. Four stores had their assets fully impaired. A discounted cash flow model was prepared
for the remaining four stores using the following assumptions.
Discount rate
2020-2022
%
Sales growth
2020-2022
%
EBITDA margin
2020-2022
%
EBITDA margin
terminal year
%
Key assumptions February 201910.91.0-3.51. 0 - 4 .12 . 5 - 4 .1
The discount rate applied represents the weighted average post-tax cost of capital being an applicable rate for a standalone
restaurant within the New Zealand segment.
Following the impairment assessment in the 25 February 2019 period, an impairment of $3.3 million was included in other expense
items (refer Note 2) and as part of the impairment provision within property, plant and equipment. The $0.7 million other expense
disclosed in Note 2 relates to a correction of depreciation charged on assets that were impaired in previous periods.
Following a review of store performance and consideration of other impairment indicators, the Group has determined that no indicators
of impairment exist at 31 December 2019 which would require impairment testing to be performed, or a further write down in the
associated store assets.
14. Adoption of NZ IFRS 16 – Leases
The Group has adopted NZ IFRS 16 retrospectively from 26 February 2019, but has not restated comparatives for the 25 February
2019 reporting period, as permitted under the specific transitional provisions in the standard. The reclassifications and the adjustments
arising from the new leasing rules are therefore recognised in the opening balance sheet on 26 February 2019.
The associated right of use assets were measured on a retrospective basis as if the new rules had always been applied, adjusted by
the amount of any prepaid or accrued lease payments, lease incentives, onerous or favourable leases recognised in the balance sheet
as at 26 February 2019. The recognised right of use assets are all property leases.
Lease liabilities were measured at the present value of the remaining lease payments, discounted using the lessee’s incremental
borrowing rate as of 26 February 2019. The weighted average lessee’s incremental borrowing rate applied to the lease liabilities on
26 February 2019 was 4.8%.
On transition, the Group applied the following practical expedients:
- the accounting for operating leases with a remaining lease term of less than 12 months as at 26 February 2019 as short-term leases
- the use of hindsight in determining the lease term where the contract contains options to extend or terminate the lease.
Key estimates and judgements
In the process of adopting NZ IFRS 16, a number of judgements and estimates have been made. These include:
- incremental borrowing rate at the time of adoption. The Group engaged an independent valuation expert to establish the incremental
borrowing rates
- lease terms, including any rights of renewal expected to be exercised. The Group has assumed that all rights of renewal are expected
to be exercised which is consistent with the Group’s strategy and previous leases. This judgement has been applied unless a store
closure or a decision to relocate a store is known at the time of adoption
- foreign exchange conversion rates
- application of practical expedients and recognition exemptions allowed by the new standards, including in respect of low value assets
and short-term lease exemptions.
$NZ000’s Property
Right of use asset at adoption date 26 February 2019346,487
Depreciation(22,396)
Lease modifications 11,17 9
Lease additions18,721
FX movement2 ,141
Right of use asset at period end 35 6 ,132
Sensitivity
The effect on the opening consolidated balance sheet as at 26 February 2019 from an increase or decrease of 0.5% in the
incremental borrowing rate would result in a change of approximately $18.3 million.
Notes to and forming part of the financial statements (continued)
for the 44 week period ended 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20198081
The Group leases relate to buildings which were all classified as operating leases until 25 February 2019. Payments made under
operating leases (net of any incentives received from the lessor) were previously charged to profit and loss on a straight line basis
over the period of the lease. Rental contracts are typically made for fixed periods of 1 to 50 years but may have extension options.
Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements
do not impose any covenants, but leased assets may not be used as security for borrowing purposes.
From 26 February 2019, leases are recognised as a right of use asset and a corresponding liability. Each lease payment is allocated
between the lease liability and the finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a
constant periodic rate of interest on the remaining balance of the liability for each period. The right of use asset is depreciated over
the shorter of the asset’s useful life and the lease term on a straight line basis.
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value
of fixed payments and known fixed lease increases, less any lease incentives receivable.
The group is exposed to potential future increases in variable lease payments based on an index or rate, which are not included in the
lease liability or right of use asset until they take effect.
The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, the lessee’s incremental
borrowing rate is used, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value
in a similar economic environment with similar terms and conditions.
Right of use assets are measured at cost comprising the amount of the initial measurement of lease liability and any restoration costs.
These assets are subsequently depreciated using the straight line method from the commencement date to the end of the lease term.
Payments associated with short-term leases and leases of low-value assets are recognised on a straight-line basis as an expense in profit
or loss. Short term leases are leases with a lease term of 12 months or less. Low value assets comprise IT equipment and small items of
office furniture.
15. Impact of NZ IFRS 16 on segmental results and earnings per share
The following table shows the adjustments to the segmental reporting as a result of adoption of NZ IFRS 16.
31 December 2019
$NZ000’s
Pre
NZ IFRS 16Adjustments
Post
NZ IFRS 16
EBITDA before general and administration expenses115 , 9 74 31, 511 147, 485
General & administration expenses(29,427) 857 (28,570)
EBITDA after general and administration expenses86,547 32,368 118,915
Depreciation(25,356)(22,395)(47,7 51)
Amortisation (included in cost of sales)( 2 ,17 8 ) – ( 2 ,17 8 )
Segment result (EBIT) before other items59,013 9,973 68,986
Other items
Other income 421 301 722
Other expense(5,338) – (5,338)
Operating profit (EBIT)54,096 10, 274 64,370
Current assets 61,469 – 61,469
Non-current assets 443,880 374,555 818,435
Total assets505,349 374,555 879,904
Earnings per share attributable to shareholders
Basic/diluted earnings per share 2 7. 3 5 (3.23) 24 .12
16. Impact of NZ IFRS 16 adoption
At 25 February 2019 the Group had lease commitments of $196.5 million and lease liabilities of $1.9 million in relation to lease
incentives received on operating leases and NZ IAS 17 accruals. The commitments included all building leases. The following table
shows adjustments made to the balance sheet on adoption of NZ IFRS 16 on 26 February 2019.
$NZ000’s Total
Right of use asset346,487
Intangible assets – favourable leases(2,980)
Sub-lease receivable315
Deferred tax asset16,896
Total assets360,718
Current lease incentives780
Current lease liability(19,575)
Trade and other payables1,294
Non-current lease incentives1,079
Non-current lease liabilities( 3 91, 514)
Total liabilities(407,936)
Net liabilities(47, 218)
Retained earnings adjustment on adoption of NZ IFRS 16(47, 218)
17. Reconciliation of lease commitments to lease liabilities
$NZ000’s Total
Operating lease commitments disclosed as at 25 February 2019196,522
As at 26 February 2019
Discounted at the incremental borrowing rate at the date of initial application156,0 4 8
Value of future lease options expected to be exercised at the date of initial application25 5 , 0 41
Net present value of future lease liability 411, 0 8 9
Current lease liability19,575
Non-current lease liability3 91, 514
Total future lease liabilities as at 26 February 2019 411, 0 8 9
Notes to and forming part of the financial statements (continued)
for the 44 week period ended 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20198283
18. Impact of NZ IFRS 16 on the balance sheet
Assets and liabilities have both increased as a result of the change in accounting policy in relation to leases. At 31 December 2019 the
balance sheet accounts affected by the change are detailed below:
31 December 2019
$NZ000’s
Pre
NZ IFRS 16Adjustments
Post
NZ IFRS 16
Right of use assets – 3 5 6 ,13 2 3 5 6 ,13 2
Intangibles 251,425 (2,285)24 9 ,14 0
Sub-lease receivable – 1,029 1,029
Deferred tax assets 16,674 19,679 36,353
Impact on total assets268,099 374,555 642,654
Current lease incentives780 (780) –
Current lease liability – 21,039 21,039
Trade and other payables80,976 ( 2 ,18 5 )78,791
Non-current lease incentives1,081 (1,081) –
Non-current lease liabilities – 409,309 409,309
Impact on total liabilities82,837 426,302 5 0 9,13 9
Impact on net liabilities51,747
19. Impact of NZ IFRS 16 on the statement of cash flows
Cash outflows from leases for the period ended 31 December 2019 are detailed in the table below. For the period ended
25 February 2019 the equivalent cash outflow was included in cash flows from operating activities as payments to suppliers
and employees.
31 December 2019
$NZ000’s Total
For the period ending 31 December 2019
Interest paid on leases (operating activities) (16,351)
Payments for lease liabilities principal (financing activities) (16,019)
Total cash outflows from leases(32,370)
Included in payments to suppliers and employees is $4.0 million of lease payments relating to short term and variable leases.
20. Intangibles
$NZ000’s Goodwill
Franchise
fees
Favourable
leases
Concept
development
costs
Acquired
software
costsTotal
Cost
Balance as at 26 February 2018222,044 25,931 4,297 1,290 9,723 263,285
Additions– 2 , 3 41 101 – 1,378 3,820
Disposals– (2,072)– – (262)(2,334)
Movement in exchange rates4,275 792 148 – (5)5,210
Balance as at 25 February 2019226,319 26,992 4,546 1,290 10,834 269,981
Opening balance adjustment NZ IFRS 16– – (4,546)– – (4,546)
Additions– 2,903 – – 2,008 4 , 911
Acquisition of business405 77 – – – 482
Disposals(106)(73)– –(613)(792)
Movement in exchange rates2,054 220 – – (1) 2,273
Balance as at 31 December 2019228,672 3 0 ,119 – 1,290 12,228 272,309
Accumulated amortisation
Balance as at 26 February 2018(831)(8,387)(718)(1,058)(6,034)(17,028)
Charge– (2,676)(822)(99)(1,551)( 5 ,14 8 )
Disposals– 1,073 – – 264 1,337
Movement in exchange rates–(25)(26)– 2 (49)
Balance as at 25 February 2019(831)(10,015)(1,566)(1,157 )( 7, 319)(20,888)
Opening balance adjustment NZ IFRS 16– – 1,566 – – 1,566
Charge– (2,668)–(63)(1,228)(3,959)
Disposals– 61 – –62 123
Movement in exchange rates– (11)– – – (11)
Balance as at 31 December 2019(831)(12,633)– (1,220)(8,485)(23 ,16 9)
Impairment charges are recognised in other expenses in the statement of comprehensive income.
Carrying amounts
Balance as at 26 February 2018221,213 17, 5 4 4 3,579 232 3,689 246,257
Balance as at 25 February 2019225,488 16,977 2,980 133 3 , 515 249,093
Balance as at 31 December 2019227, 8 41 17, 486 – 70 3,743 24 9,14 0
During December 2019 the Group acquired a KFC store in Australia for $0.6 million giving rise to goodwill on acquisition of $0.4 million.
Goodwill
Goodwill arises on the acquisition of subsidiaries and business combinations. Goodwill is measured at cost less accumulated impairment
losses and has an indefinite useful life. Goodwill is allocated to cash generating units and is tested annually for impairment. Where the
Group disposes of an operation within a cash generating unit, the goodwill associated with the operation disposed of is part of the gain
or loss on disposal. Goodwill disposed of in this manner is measured based on the relative values of the operation disposed of and the
portion of the cash generating unit retained.
Franchise costs
Franchise costs are those incurred in obtaining franchise rights or licences to operate quick service and takeaway restaurant concepts.
They include for example, the initial fee paid to a system franchisor when a new store is opened. These are measured at cost less
accumulated amortisation and accumulated impairment costs. Amortisation is on a straight line basis over the life of the applicable
franchise or licence agreement.
Favourable leases
Favourable leases arise on acquisition of subsidiaries and business combinations. The terms of the lease were compared to market prices
at the date of acquisition, to determine whether an intangible asset or liability should be recognised. If the terms of an acquired contract
are favourable relative to market prices, an intangible asset is recognised. If the terms of the acquired contract are unfavourable relative to
market prices, a liability is recognised. This is then amortised over the length of the lease. Following the introduction of NZ IFRS 16 these
are now included as part of the right of use asset value.
Notes to and forming part of the financial statements (continued)
for the 44 week period ended 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20198485
Concept development costs and fees
Concept development costs include certain costs, other than the direct cost of obtaining the franchise, associated with the establishment
of quick service and takeaway restaurant concepts. These include, for example, professional fees and consulting costs associated with
the establishment of a new brand or business acquisition. These costs are capitalised where the concept is proven to be commercially
feasible and the related future economic benefits are expected to exceed those costs with reasonable certainty. These are subsequently
measured at cost less accumulated amortisation and accumulated impairment losses. Amortisation is recognised on a straight line basis
over the period which future economic benefits are reasonably expected to be derived.
Acquired software costs
Software costs have a finite useful life. Software costs are capitalised and amortised on a straight line basis over the estimated economic
life of 3-8 years.
Amortisation
Amortisation charge is recognised in cost of sales and non-trading items in the statement of comprehensive income.
$NZ000’s 31 Dec 201925 Feb 2019
Amortisation of intangibles3,959 5 ,14 8
Significant judgments and estimates – impairment testing
Impairment testing is an area where estimates and judgments have a significant risk of causing a material adjustment to the carrying
amount of the Group’s goodwill balances.
For the purpose of impairment testing, goodwill is allocated to the Group’s operating brands which represent the lowest level of
cash-generating unit within the Group at which the goodwill is monitored for internal management purposes.
$NZ000’s 31 Dec 201925 Feb 2019
KFC Australia94,552 94,365
KFC New Zealand3,818 3,818
Pizza Hut New Zealand 9 ,119 9,224
Taco Bell and Pizza Hut Hawaii120,352 118 , 0 81
227, 8 41 225,488
The recoverable amount of each cash-generating unit was based on its value in use.
Value in use was determined by discounting the future cash flows generated from the continuing use of the brand. Cash flows were
projected based on a three year strategic business plan as approved by the Board of Directors.
The key assumptions used for the value in use calculation are as follows:
31 Dec 2019
Sales growth
2021-2023
%
31 Dec 2019
EBITDA margin
2021-2023
%
31 Dec 2019
EBITDA margin
terminal year
%
25 Feb 2019
Sales growth
2020-2022
%
25 Feb 2019
EBITDA margin
2020-2022
%
25 Feb 2019
EBITDA margin
terminal year
%Brand
KFC New Zealand4 .120.820.84.020.2 – 20.520.5
Pizza Hut New Zealand 1.14.44.43.79.0 – 10.610.6
KFC Australia4.315.315.33.415.2 – 15.715.7
Taco Bell and Pizza Hut Hawaii0.9 – 4.74.3 – 19.84.3 – 19.80.4 – 5.06.0 – 19.79.0 – 19.7
The terminal year sales growth is calculated based on the 2023 year and assumes a continuous sales growth of a minimum of
projected inflation estimates of 2.5% (Feb 2019: 2.5%).
The discount rate for New Zealand KFC was 8.9% weighted average post-tax cost of capital (Feb 2019: 8.9%). The discount rate for
New Zealand Pizza Hut was 11% (Feb 2019: 8.9%). The discount rate applied to future cash flows for the KFC business in Australia is
based on a 8.7% weighted average post-tax cost of capital (Feb 2019: 8.7%). The discount rate applied to future cash flows for the
Taco Bell and Pizza Hut business in Hawaii is based on an 8.8% (Feb 2019: 8.8%) weighted average post-tax cost of capital.
The analysis has been completed excluding the lease assets as the inclusion of the lease assets along with the adjusted discount rate
should have no impact on the underlying calculations. The adjusted discount rates including lease assets would be for New Zealand KFC
was 8.5% weighted average post tax cost of capital. The discount rate for New Zealand Pizza Hut was 9.9%. The discount rate applied
to future cash flows for the KFC business in Australia is based on a 7.7% weighted average post tax cost of capital. The discount rate
applied to future cash flows for Taco Bell and Pizza Hut business in Hawaii is based on a 7.1% weighted average post tax cost of capital.
The weighted average cost of capital calculation was reviewed in 2019 based on capital asset pricing model (CAPM) methodology
using current market inputs.
The values assigned to the key assumptions represent management’s assessment of future trends in the industry and are based on
both external sources and internal sources (historical data).
In respect of the New Zealand KFC brand any reasonably possible change in the key assumptions used in the calculations would not
cause the carrying amount to exceed its recoverable amount.
In respect of the New Zealand Pizza Hut brand the Group has included a small business risk premium which increased the discount
rate to 11.0%. The relevant changes to key assumptions which would result inreducing the recoverable amount to equal its carrying
value are as follows:
• terminal year sales growth: 53 basis points or 21% reduction
• discount rate: 65 basis points or 6% increase
• EBITDA as a % of sales: 43 basis points or 10% reduction
• sales growth: 62 Basis points or 56% reduction
In respect of the Hawaii brands of Taco Bell and Pizza Hut, any reasonably possible change in the key assumptions used in the
calculations would not cause the carrying amount to exceed its recoverable amount.
In respect of the Australian KFC brand, any reasonably possible change in the key assumptions used in the calculations would not
cause the carrying amount to exceed its recoverable amount.
OTHER NOTES
21. Taxation
Taxation – statement of comprehensive income
The total taxation expense is analysed as follows:
$NZ000’s Note31 Dec 201925 Feb 2019
Total profit before taxation for the period142,906 49,435
Taxation expense
1(12 ,815)(13,69 4)
Net profit after income tax30,091 3 5 ,741
Taxation expense using the Company’s domestic tax rate(28.0%)(12 ,014)(28.0%)(13,8 42)
(Non-deductible expenses) and non-assessable income(2.4%)(1,020)0.2%98
Adjustments due to different rate in different jurisdictions0.5%219 0 .1%50
(29.9%)(12 ,815)( 2 7.7 % )(13,69 4)
Taxation expense comprises:
Current tax expense(16,002)(15 ,12 6 )
Deferred tax credit3 ,187 1,432
Net tax expense(12 ,815)(13,69 4)
Imputation credits
$NZ000’s 31 Dec 201925 Feb 2019
Imputation credits available for subsequent reporting periods 11,7 9 0 –
The above amounts represent the balance of the imputation account as at the end of the reporting period, adjusted for:
• Imputation credits that will arise from the payment of the amount of the provision for income tax
• Imputation credits that will be utilised from the payment of dividends recognised as a liability at the reporting date; and
• Imputation credits that will arise from the receipt of dividends recognised as receivables at the reporting date.
The prior period imputation credits balance is nil due to the loss of shareholder continuity following the change of control with
Global Valar S.L. acquiring 75% shareholding in the Group effective on 1 April 2019.
The current income tax for the period was calculated using the rate of 28% for New Zealand, 30% for Australia and 21% for USA
(Feb 2019: 28% New Zealand, 30% Australia and USA changed to 21% during the period). The deferred tax balances in these
financial statements have been measured using the 28% tax rate for New Zealand, 30% for Australia and 21% for the USA
(Feb 2019: 28% New Zealand, 30% Australia and 21% USA).
Notes to and forming part of the financial statements (continued)
for the 44 week period ended 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20198687
Taxation – balance sheet
The following are the major deferred taxation liabilities and assets recognised by the Group and movements thereon during the
current and prior year:
Assets Liabilities Net
$NZ000’s31 Dec 201925 Feb 201931 Dec 201925 Feb 201931 Dec 201925 Feb 2019
Property, plant and equipment10,766 9,497 – – 10,766 9,497
Inventory51 32 – – 51 32
Debtors – – (172)(161)(172)(161)
Provisions4,463 5,042 – – 4,463 5,042
Intangibles1,889 1,718 (2,393)(2,421)(504)(703)
Other 2,070 2,597 – – 2,070 2,597
Leases 19,679 – – – 19,679 –
38,918 18,886 (2,565)(2,582)36,353 16,30 4
$NZ000’s
Balance
26 February
2018
Opening
balances on
acquisitions
Recognised
in income
statement
Recognised
in equity
Foreign
currency
translation
Balance
25 February
2019
Property, plant and equipment7, 317 – 2 ,151 – 29 9,497
Inventory44 – (12) – – 32
Debtors(18) – (165) – 22 (161)
Provisions4 ,12 9 – 1,111 (185)(13)5,042
Intangibles225 – (796) – (132)(703)
Other 1,993 – 498 – 106 2,597
Ta x los s e s1,265 – (1,355) – 90 –
14,955 – 1,432 (185)102 16,304
$NZ000’s
Balance
25 February
2019
Opening
balances
adjustment
NZ IFRS 16
Recognised
in income
statement
Recognised
in equity
Foreign
currency
translation
Balance
31 December
2019
Property, plant and equipment9,497 1,260 – 9 10,766
Inventory32 – 20 – (1)51
Debtors(161) – (12) – 1 (172)
Provisions5,042 (1,286)705 – 2 4,463
Intangibles(703) – 254 – (55)(504)
Other 2,597 – (587) – 60 2,070
Leases – 18,182 1,547 – (50)19,679
16,30 4 16,896 3 ,18 7 – (34)36,353
Current and deferred taxation are calculated on the basis of tax rates enacted or substantially enacted at reporting date, and are
recognised in profit or loss except to the extent that it relates to items recognised in other comprehensive income or directly in equity.
In this case, tax is also recognised in other comprehensive income or directly in equity, respectively.
Deferred income taxation is recognised in respect of temporary differences between the tax bases of assets and liabilities and their
carrying amounts in the financial statements.
Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date
and are expected to apply when the related deferred income tax asset is realised or the deferred tax liability is settled.
Deferred income tax assets are only recognised to the extent that it is probable that future taxable amounts will be available against which
to utilise those temporary differences.
Tax returns for the Group and the detailed calculations that are required for filing tax returns are not prepared until after the financial
statements are prepared. Estimates of these calculations are made for the purpose of calculating income tax expense, current tax and
deferred tax balances. Any difference between the final tax outcomes and the estimations made in previous years will affect current
year balances.
The statement of comprehensive income and statements of cash flows have been prepared exclusive of Goods and Services Taxation
(GST). All items in the statement of financial position are stated net of GST, with the exception of receivables and payables, which include
GST invoiced.
22. Provision for employee entitlements
$NZ000’s
Balance at 25 February 20192,349
Created during the period313
Used during the period(353)
Released during the period(46)
Foreign exchange movements(3)
Balance at 31 December 20192,260
31 December 2019
Non-current676
Current1,584
Tot al2,260
The provision for employee entitlements is long service leave. The provision is affected by a number of estimates, including the
expected length of service of employees and the timing of benefits being taken. Once an employee attains the required length
of service, the employee has a period of five years in which to take this leave.
Notes to and forming part of the financial statements (continued)
for the 44 week period ended 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20198889
23. Deferred income
$NZ000’s
Balance at 25 February 20198,644
Created during the period51
Landlord contribution – NZ IFRS 16 adjustment(4,617 )
Used during the period(3,829)
Foreign exchange movements156
Balance at 31 December 2019405
31 December 2019
Non-current328
Current77
Tot al405
Deferred income relates to rebates from suppliers and is recognised in profit or loss in the statement of comprehensive income on
a systematic basis over the life of the associated contract.
Deferred income used within the period includes a correction of $3.2 million relating to landlord contributions that were incorrectly
considered to be lease incentives as defined by SIC 15. Given that these amounts relate to reimbursements for landlord’s assets,
amounts should have instead been recognised as other income in the period they were received. Accordingly, these reimbursements
have been reversed out of deferred income and property, plant and equipment. For the current reporting period there is no impact
on profit or loss or EPS.
24. Related party transactions
Parent and ultimate controlling party
The immediate parent of the Group is Global Valar, S.L. and the ultimate parent company is Grupo Finaccess S.A.P.I. de C.V.
Transactions with entities with key management or entities related to them
During the period the Group received a reimbursement payment of $4.3 million from Finaccess Capital, a subsidiary of Grupo
Finaccess, in regards to acquisition costs incurred as part of the partial takeover process, which resulted in Finaccess owning 75% of
the company.
This transaction was at arm’s length and performed on normal commercial terms.
Key management and director compensation
Key management personnel comprises the Group CEO and his direct reports, the Group CFO, the three Divisional CEO’s, and the Group
Chief People Officer.
$NZ000’s 31 Dec 201925 Feb 2019
Key management – total benefits2,679 3,090
Directors' fees360 458
In addition to the amounts paid to key management included in the table above, is the value of shares conditionally vested in
December 2018 to the Group CEO and Group CFO under the long term incentive plan. The shares fully vested to the Group CEO
and Group CFO on 1 April 2019, upon completion of the Finaccess 75% share offer. The value of the shares on vesting date was
$3.6 million (Group CEO $2.4 million, Group CFO $1.2 million).
Total Group CEO remuneration
$NZ000’s Salary
Short term
incentives
Long term
incentives
Total
remuneration
31 December 2019806 – – 806
25 February 2019921 116 – 1,037
Short term incentive scheme
A short term incentive scheme is in place for all support office employees. The incentive is based on achieving in excess of planned
results for the specific financial year. Any bonus payment to employees is at the discretion of the Appointments and Remuneration
committee. The maximum that can be received by the CEO is 50% of base salary.
Long term incentive scheme
On 4 December 2018 the vesting criteria for the Performance Rights Plan for the Group CEO, Russel Creedy, and Group CFO,
Grant Ellis (“the executives”) issued on 14 August 2017 was satisfied. The outstanding conditions were:
The shares were issued under the following conditions:
• The shares were not to be sold, transferred or disposed of prior to the completion of the takeover offer, except to accept Global Valar
S.L.’s takeover offer.
• If Global Valar S.L.’s takeover offer was not completed or the executives cease employment prior to completion of the takeover offer
then their relevant shares must be transferred back to the Company for no consideration.
The Global Valar S.L. takeover was completed effective 1 April 2019. The associated expense of the shares issued was $0.3 million and
was recognised within the statement of comprehensive income in the period ended 25 February 2019.
A condition of the shares vesting to the Group CEO and Group CFO was that the shares were required to be included in the Finaccess
75% share offer. Based on the Finaccess share offer price the value of the shares received by the Group CEO was $2.4 million. This
has not been included in the table above.
25. Commitments
Capital commitments
The Group has capital commitments which are not provided for in these financial statements, as follows:
$NZ000’s 31 Dec 201925 Feb 2019
Store development9,267 9,259
26. Contingent liabilities
There are no contingent liabilities that the directors consider will have a significant impact on the financial position of the Group
(Feb 2019: nil).
27. Subsequent events
Purchase of KFC and Taco Bell business assets in Southern California
On 24 December 2019 the Group entered into a conditional agreement with a KFC US franchisee to acquire the assets of 70 stores in
Southern California, USA. The purchase comprises 59 KFC stores and 11 combined KFC Taco Bell stores, together with a head office
facility. The purchase is conditional on Yum! approval and the assignment of property leases.
The Group continues to work with Yum!, to obtain its approval for the acquistion, and also work with various property owners on lease
assignments to allow the acquisition to proceed.
Notes to and forming part of the financial statements (continued)
for the 44 week period ended 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20199091
Bank facilities
On 24 February 2020 the Group announced they had entered into a new loan facility agreement for $370 million. The agreement has
been reached with the following banks; Westpac Banking Corporation, J.P. Morgan, Rabobank and Bank of China. The facilities are split
between NZD, USD and AUD tranches and are provided on similar terms to the Group’s previous banking arrangements. Most of the
tranches are for three year terms with the remainder expiring in four years.
The events disclosed above are non-adjusting events therefore the financial impact has not been recognised in the financial
statements for the period ended 31 December 2019.
There are no other subsequent events that would have a material effect on these accounts.
28. New standards and interpretations
Relevant standards, amendments and interpretations to existing standards that are not yet effective and have not been early adopted
by the Group.
There are various standards, amendments and interpretations which were assessed as having an immaterial impact on the Group.
Other than NZ IFRS 16 leases, there are no NZ IFRS, NZ IFRIC interpretations or other applicable IFRS that are effective for the first
time for the financial year beginning on 26 February 2019 that had a material impact on the financial statements.
NZ IFRS 16 leases is effective for the period ending 31 December 2019, refer Notes 14 through 19 for the impact on these
financial statements.
29. Fees paid to auditor
$NZ000’s 31 Dec 201925 Feb 2019
Audit of financial statements
Audit and review of financial statements – PwC515 553
Other services – Performed by PwC
Executive rewards services – 14
Specified procedures on landlord certificates 2 4
Review of Yum! Advertising Co-operative report 6 5
Total other services 8 23
Total fees paid to auditor523 576
Included in the 25 February 2019 period end audit and review of financial statements fee is $0.1 million relating to additional fees
incurred in the completion of the FY18 audit.
30. Donations
$NZ000’s 31 Dec 201925 Feb 2019
Donations310 2 51
31. Deed of Cross Guarantee
Pursuant to the Australian Securities and Investment Commission (ASIC) Class Order 98/1418, the wholly owned subsidiary, QSR Pty
Limited (QSR), is relieved from the Corporations Act 2001 requirement for the preparation, audit and lodgement of financial reports.
It is a condition of that class order that Restaurant Brands New Zealand Limited (RBNZ) and QSR enter into a Deed of Cross
Guarantee (Deed). On 9 February 2017 a Deed was executed between RBNZ, QSR, Restaurant Brands Australia Pty Limited and
Restaurant Brands Australia Holdings Pty Limited under which each company guarantees the debts of the others.
Set out below is the consolidated information for the 44 week period ended 31 December 2019 of the closed group consisting of
RBNZ, QSR, Restaurant Brands Australia Holdings Pty Limited and Restaurant Brands Australia Pty Limited.
$NZ000’s 31 Dec 201925 Feb 2019
Financial information in relation to:
(i) Statement of profit and loss and other comprehensive income
Operating revenue16 9,10 5 213,8 0 0
Earnings before interest and taxation (EBIT)7, 410 76,007
Financing expenses( 7, 570)(3,328)
Profit before taxation(160)72,679
Taxation expense(415)(2,462)
Profit after taxation(575)70,217
Items that may be reclassified subsequently to the statement of comprehensive income:
Exchange differences on translating foreign operations(217 )(1,822)
Share option reserve – (34)
Derivative hedge reserve(725)(606)
Taxation expense relating to components of other comprehensive income217 182
Other comprehensive income net of tax(725)(2,280)
Total comprehensive income(1,300)6 7, 9 3 7
(ii) Summary of movements in retained earnings
Retained earnings at the beginning of the period129, 241 7 7, 4 8 3
NZ IFRS opening balance adjustment(5,812) –
Total comprehensive income(1,300)6 7, 9 3 7
Net dividends – (22,254)
Share capital issued – 6,075
Retained earnings at the end of the year122,129 129,241
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20199293
Notes to and forming part of the financial statements (continued)
for the 44 week period ended 31 December 2019
$NZ000’s 31 Dec 201925 Feb 2019
(iii) Statement of financial position
Non-current assets
Property, plant and equipment54,884 44,006
Lease right of use assets111, 2 2 6 –
Intangible assets97, 291 9 7, 0 21
Deferred tax asset9,19 9 4,593
Investment in subsidiaries231,790 231,79 0
Total non-current assets504,390 3 7 7, 410
Current assets
Inventories1,082 607
Trade and other receivables2,666 2,627
Income tax receivable1,119 –
Amounts receivable from subsidiaries16 ,181 15,714
Cash and cash equivalents23,068 5,838
Total current assets4 4 ,116 24,786
Total assets548,506 4 0 2 ,19 6
Equity attributable to shareholders
Share capital154,565 154,565
Reserves(5,472)(4,747 )
Retained earnings(26,964)(20,577)
Total equity attributable to shareholders122,129 129,241
Non-current liabilities
Provision for deferred income and employee entitlements274 560
Lease liabilities116 ,15 2 –
Loans – 9 0 ,121
Derivative financial instruments1,842 1,10 0
Total non-current liabilities118 , 2 6 8 91,781
Current liabilities
Income tax payable – 55
Trade and other payables17,12 0 15,989
Provision for employee entitlements1,889 1,16 0
Loans97, 522 –
Lease liabilities7, 920 –
Amounts payable to subsidiaries183,658 163,970
Total current liabilities3 0 8 ,10 9 181,174
Total liabilities426,377 272,955
Total equity and liabilities548,506 4 0 2 ,19 6
Independent auditor’s report
To the shareholders of Restaurant Brands New Zealand Limited
We have audited the financial statements which comprise:
– the consolidated statement of financial position as at 31 December 2019;
– the consolidated statement of comprehensive income for the 44 week period then ended;
– the consolidated statement of changes in equity for the 44 week period then ended;
– the consolidated statement of cash flows for the 44 week period then ended;
– the basis of preparation; and
– the notes to the financial statements, which include significant accounting policies.
Our opinion
In our opinion, the accompanying financial statements of Restaurant Brands New Zealand Limited (the Company), including its
subsidiaries (the Group), present fairly, in all material respects, the financial position of the Group as at 31 December 2019, its
financial performance and its cash flows for the 44 week period then ended in accordance with New Zealand Equivalents to
International Financial Reporting Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ) and International Standards
on Auditing (ISAs). Our responsibilities under those standards are further described in the
Auditor’s responsibilities for the audit of the
financial statements section
of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised)
Code of Ethics for Assurance
Practitioners
(PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the International Ethics Standards
Board for Accountants’
Code of Ethics for Professional Accountants (IESBA Code), and we have fulfilled our other ethical
responsibilities in accordance with these requirements.
Our firm carries out other services for the Group in the areas of specified procedures on landlord certificates and review of Yum!
Advertising Co-operative report. The provision of these other services has not impaired our independence as auditor of the Group.
Our audit approach
Overview
An audit is designed to obtain reasonable assurance whether the financial statements are free from
material misstatement.
Overall Group materiality: $2.2 million, which represents approximately 5% of profit before tax.
We chose profit before tax as the benchmark because, in our view, it is the benchmark against which the
performance of the Group is most commonly measured by users, and is a generally accepted benchmark.
We have determined that there are two key audit matters:
– Carrying value of Pizza Hut New Zealand assets
– Adoption of the accounting standard NZ IFRS 16 Leases
Materiality
The scope of our audit was influenced by our application of materiality.
Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall Group
materiality for the financial statements as a whole as set out above. These, together with qualitative considerations, helped us to
determine the scope of our audit, the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements,
both individually and in aggregate on the financial statements as a whole.
Materiality
Audit scope
Key audit
matters
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20199495
Independent auditor’s report (continued)
Audit scope
We designed our audit by assessing the risks of material misstatement in the financial statements and our application of materiality.
As in all of our audits, we also addressed the risk of management override of internal controls including among other matters,
consideration of whether there was evidence of bias that represented a risk of material misstatement due to fraud.
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the financial statements as
a whole, taking into account the structure of the Group, the accounting processes and controls, and the industry in which the Group
operates. Audits at each location are performed at a materiality level calculated by reference to a proportion of Group materiality
appropriate to the relative scale of the business concerned.
The operating segments, as defined in Note 1 of the financial statements, were subject to audit procedures that were considered
appropriate for the size and nature of those segments.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial
statements of the current 44 week period. These matters were addressed in the context of our audit of the financial statements as a
whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Key audit matterHow our audit addressed the key audit matter
Carrying value of Pizza Hut New Zealand assets may not
be recoverable
As disclosed in Note 20 there is goodwill of $9.1 million
relating to the acquisition of Pizza Hut New Zealand.
Management performed an annual impairment assessment
using a discounted cash flow model to determine whether
the carrying value of assets held by the Pizza Hut
New Zealand cash generating unit (CGU) exceeds the
recoverable amount which is based on the value in use. This
involves the application of judgement about future business
performance which includes certain key assumptions such
as sales growth, earnings before interest, tax, depreciation
and amortisation (EBITDA) margin, terminal year sales
growth and the discount rate, which has increased from
the prior period as a result of applying a small business risk
premium.
The impairment assessment completed by management at
31 December 2019 calculated the value in use of the Pizza
Hut New Zealand CGU as higher than the carrying value
of applicable net assets. No impairment charge has been
recorded against these assets in the current financial year.
Reasonably possible changes in key assumptions relating
to terminal year sales growth, discount rate, EBITDA as
a percentage of sales and sales growth were identified
as resulting in impairment which has been disclosed in
Note 20.
This matter is significant to our audit because of the
sensitivity of the impairment model to key assumptions.
In addressing the sensitivity to judgements regarding the
future performance of the Pizza Hut New Zealand business
our audit procedures included:
– Gaining an understanding of the business process
applied by management in determining whether there is
any indication of impairment in the carrying value of the
assets;
– Testing the mathematical accuracy of the discounted
cash flow model used to determine the value in use of
the segment;
– Reviewing historical years’ actual store sales and
profitability against the original budgeted performance
to determine the reliability of the budgeting process;
– Agreeing forecast future performance to budgets
reviewed and approved by the Board of Directors;
– Challenging key assumptions used in the value in use
model in relation to sales growth and EBITDA margins and
assessing whether these are reasonable by understanding
strategic and operational initiatives underway, along with
reviewing monthly performance trends to assess whether
profitability initiatives have been successful to date;
– With the assistance of our auditor’s valuation expert,
assessing the appropriateness of the terminal growth and
discount rates;
– Testing the calculation of the carrying value of the
segment assets;
– Performing a sensitivity analysis over key assumptions to
determine whether reasonably possible changes would
result in impairment of goodwill;
– Reviewing the financial statements to ensure appropriate
identification and disclosure of key assumptions and the
sensitivity of the value in use calculation to changes in
these assumptions.
We have no matters to report.
Key audit matterHow our audit addressed the key audit matter
Adoption of the accounting standard NZ IFRS 16 Leases
The Group adopted NZ IFRS 16 Leases on 26 February
2019. The standard requires the recognition of a right of
use asset and lease liability on the balance sheet for all
leases. Previously operating leases were not recognised
on the balance sheet. The adoption of the standard has
resulted in the recognition of a right of use asset of $346
million and a lease liability of $411 million.
As outlined in Note 14, a number of key estimates
and judgements have been made by management in
establishing these opening values. These comprise:
– incremental borrowing rates at the time of adoption.
Management engaged an independent valuation expert
to establish these rates
– lease terms, including any rights of renewal expected to
be exercised
– foreign exchange conversion rates, and
– application of practical expedients in respect of low
value assets and short term lease exemptions.
This was considered an area of focus for our audit due to
the complexity, number of leases and number of significant
judgements inherent in the calculation.
We have performed the following audit procedures:
– held discussions with management to understand the
implementation process, including the basis for key
assumptions used in the calculation of opening balances
and management’s process including controls;
– performed testing, on a sample basis, of the accuracy
of information included in the calculations by comparing
them to the terms in the underlying lease contract;
– tested completeness of the identified lease contracts by
checking that all leased stores and other major leased
assets were included in the calculation;
– on a sample basis, recalculated the right-of-use asset and
lease liability for individual leases;
– recalculated the expected deferred tax impact on date of
adoption;
– challenged management on renewal assumptions used to
determine the lease term and assessed whether they were
supported by past practice and current business plans;
– reviewed the appropriateness of practical expedients
applied for exclusion of low value and short term lease
exemptions; and
– reviewed the appropriateness of disclosures in the
financial statements.
In relation to the incremental borrowing rates, we performed
the following procedures:
– engaged our auditor’s valuation expert to assess the
appropriateness of the discount rates used. This process
included challenging the data sources and credit
ratings and spreads for each location established by
management’s expert;
– tested management’s sensitivity analysis calculations
pertaining to the incremental borrowing rate.
We have no matters to report.
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20199697
Independent auditor’s report (continued)
Information other than the financial statements and auditor’s report
The Directors are responsible for the annual report. Our opinion on the financial statements does not cover the other information
included in the annual report and we do not and will not express any form of assurance conclusion on the other information.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider
whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or
otherwise appears to be materially misstated. If, based on the work we have performed on the other information that we obtained prior
to the date of this auditor’s report, we conclude that there is a material misstatement of this other information, we are required to report
that fact. We have nothing to report in this regard, except that not all other information was available to us at the date of
our signing.
Responsibilities of the Directors for the financial statements
The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of the financial statements in
accordance with NZ IFRS and IFRS, and for such internal control as the Directors determine is necessary to enable the preparation
of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Group’s ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either
intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements, as a whole, are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a
high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial
statements.
A further description of our responsibilities for the audit of the financial statements is located at the External Reporting Board’s
website at:
https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/
This description forms part of our auditor’s report.
Who we report to
This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken so that we might state
those matters which we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted
by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s shareholders, as a body,
for our audit work, for this report or for the opinions we have formed.
The engagement partner on the audit resulting in this independent auditor’s report is Pip Cameron.
For and on behalf of:
Chartered Accountants Auckland
28 February 2020
97
Shareholder information
98
Statutory information
100
Statement of corporate governance
103
Corporate directory
112
Financial calendar
112
Other
information
Contents Page
Annual Report 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 20199899
Shareholder information
As at 25 February 2020 (unless otherwise stated)
1. Stock exchange listings
The Company’s ordinary shares are dual listed on the main board equity securities markets operated by the NZX and ASX.
2. Distribution of security holders and security holdings
Size of HoldingNumber of security holdersNumber of securities
1 to 9993,69761.61%1,268,8401.02%
1,000 to 4,9991,86331.04%3,810,9673.05%
5,000 to 9,9992574.28%1,686,9311.35%
10,000 to 49,9991612.68%2 , 8 5 3 ,13 02.29%
50,000 to 99,999100 .17 %5 9 2 ,15 60.47%
100,000 to 499,99990 .15 %1,979,4071.59%
500,000+40.07%112,567,09290.23%
6,001100.00%124,758,523100.00%
Geographic distribution
New Zealand5,78296.35%124,379,32699.70 %
Australia1242.07%173,4 8 80 .14 %
Spain10.01%2060.00%
Rest of world941.57%205,5030 .16 %
6,001100.00%124,758,523100.00%
3. 20 largest registered holders of quoted equity securities
Number of
ordinary shares
Percentage of
ordinary shares
New Zealand Central Securities Depository Limited 110 , 3 8 3 , 6 5 888.48%
Investment Custodial Services Limited <A/C C>917, 4 0 30 .74%
Custodial Services Limited <A/C 4>638,8650 . 51%
New Zealand Depository Nominee Limited <A/C 1 Cash Account>6 2 7,16 60.50%
FNZ Custodians Limited 4 6 5 ,1810.37%
Custodial Services Limited <A/C 3>368,4850.30%
Custodial Services Limited <A/C 2>285,7930.23%
Ja Hong Koo & Pyung Keum Koo 189,2760 .15 %
Custodial Services Limited <A/C 18>18 7, 25 90 .15 %
Custodial Services Limited <A/C 16>131,74 40 .11%
Custodial Services Limited <A/C 1>128,3 0 90 .10 %
David Mitchell Odlin 117,2910.09%
Russel Ernest George Creedy 106,0690.09%
Antony Richard Kerr & Philip Jack Bexley <The A R Kerr Family A/C>80,0000.06%
Forsyth Barr Custodians Limited <1-Custody>62,8390.05%
Margarete Freeland 61,0840.05%
Barry John Eagle & Verena Turner <S G Turner Family A/C>59,70 80.05%
Louis Keith Falkner 59,70 80.05%
Leveraged Equities Finance Limited 58,4970.05%
Graham Paul Vincent & Barbara Margaret Vincent 54,0000.04%
114,982,3359 2 .17 %
New Zealand Central Security Depository Limited (NZCSD) is a depository system which allows electronic trading of securities to its
members. As at 25 February 2020, the NZCSD holdings in Restaurant Brands were:
Number of
ordinary shares
Percentage of
ordinary shares
HSBC Nominees (New Zealand) Limited – NZCSD
1
98,034,06478.58%
Citibank Nominees (New Zealand) Limited – NZCSD3,476,2012.79 %
JPMorgan Chase Bank NA NZ Branch-Segregated Clients Acct – NZCSD3,393,2052.72 %
National Nominees Limited – NZCSD2,455,7881.97%
HSBC Nominees (New Zealand) Limited A/C State Street – NZCSD1,022,0320.82%
BNP Paribas Nominees (NZ) Limited – NZCSD6 4 3 ,14 00.52%
Accident Compensation Corporation – NZCSD385,7930.30%
BNP Paribas Nominees (NZ) Limited – NZCSD363,5450.29%
BNP Paribas Nominees (NZ) Limited – NZCSD321,0340.26%
Public Trust <NZCSD>115 , 0 100.09%
ANZ Custodial Services New Zealand Limited – NZCSD72,8500.06%
TEA Custodians Limited Client Property Trust Account – NZCSD72,7590.06%
Public Trust RIF Nominees Limited – NZCSD13 ,15 40.01%
Public Trust Class 10 Nominees Limited – NZCSD9,4670.01%
Queen Street Nominees ACF Hobson Wealth – NZCSD4,0550.00%
HSBC Nominees A/C NZ Superannuation Fund Nominees Limited – NZCSD1,3050.00%
Queen Street Nominees ACF Koura Wealth Ltd – NZCSD2560.00%
110,383,65888.48%
1. Included in HSBC Nominees (New Zealand) Limited is 93,568,919 shares owned by Global Valar, S.L.
4. Substantial product holders
The following person had given notices as at 27 March 2019, in accordance with subpart 5 of part 5 of the New Zealand Finance Market
Conduct Act 2013 that they were substantial product holders in the Company and held a relevant interest in the number of ordinary shares
shown below.
Date of
Notice
Number of
ordinary shares
Percentage
of voting
securities
Global Valar, S.L.27 March 201993,568,89275.00%
The number of ordinary shares listed above are as per the notice of unconditional offer filed as at 27 March 2019. Substantial product
holder notice is required to be filed only if the total holding of a shareholder changes by 1% or more since the last notice filed, the
number noted in this table may differ from that shown in the list above.
5. Shares on issue
As at 31 December 2019, the total number of ordinary shares of the company was 124,758,523.
6. Directors’ security holdings
As at 31 December 2019 no directors held individual shareholdings in the Group.
7. NZX waivers
No waivers have been granted by the NZX during the financial year ended 31 December 2019.
Restaurant Brands New Zealand LimitedAnnual Report 31 December 2019100101
Statutory information
For the 44 week period ended 31 December 2019
1. Directorships
The names of the directors of the Company as at 31 December 2019 are set out on pages 50 and 51 of this annual report.
Grant Ellis and Russel Creedy are Directors of all subsidiary companies.
Arif Khan is a Director of Restaurant Brands Limited, RB Holdings Limited, RBDNZ Holdings Limited, Restaurant Brands Properties
Limited, RBP Holdings Limited, Restaurant Brands Pizza Limited, RBN Holdings Limited and Restaurant Brands Nominees Limited.
Ashley Jones is a Director of Restaurant Brands Australia Pty Limited, Restaurant Brands Australia Holding Pty Limited and
QSR Pty Limited.
Kevin Kurihara is a Director of Restaurant Brands Hawaii Limited, Pacific Island Restaurant Inc., TD Foods Group Inc., Taco Aloha Inc.,
Hawaii Pizza Hut Inc. Pizza Hut of Guam, Inc., Pizza Hut of Saipan, Inc. and TB Guam, Inc.
2. Directors and remuneration
NZ$000’sBoard Fees
Audit and Risk
Committee
Health and Safety
Committee
Appointments
and Remuneration
Committee
Total
Remuneration
E K van Arkel
1
5656
H W Stevens
1
29635
V Tay lor
2
718
S Copulos
2
77
D Beguely
2
718
J Parés
3
5656
E Fullaondo
3
6868
C Fernández
4
– –
LM Álvarez
4
3636
H M Lim
4
4343
S Ward
4
4343
352611360
1. E K van Arkel and H Stevens retired from the Restaurant Brands Board of Directors on 10 July 2019.
2. V Taylor, S Copulos and D Beguely retired from the Restaurant Brands Board of Directors on 1 April 2019.
3. J Parés and E Fullaondo were appointed to the Restaurant Board of Directors on 1 April 2019.
4. C Fernández, LM Álvarez, H M Lim and S Ward were appointed to the Restaurant Brands Board of Directors on 10 July 2019.
3. Entries recorded in the interests register
The follow entries were recorded in the interest register of the Company and its subsidiaries during the period ended 31 December 2019.
(a) Share dealings of Directors
Sale
date
Number of
shares
sold
D Beguely01 April 20194 0,721
E K van Arkel01 April 2019130,8 0 6
S Copulos01 April 20198,658,075
S Copulos29 April 201953,820
S Copulos30 April 2019240,405
S Copulos01 May 2019393,020
S Copulos02 May 20191,285,499
With the successful completion of the take over process on 1 April 2019 S Copulos sold 8,658,075 shares, T van Arkel 130,806 shares
and D Beguely 40,721 shares to Global Valar, S.L. Between 29 April 2019 and 2 May 2019 S Copulos sold a further 1,972,744 shares.
No other shares were brought or sold by directors during the period ended 31 December 2019.
(b) Loans to Directors
There were no loans to directors during the period ended 31 December 2019.
(c) General disclosure of interest
In accordance with section 140 (2) of the Companies Act 1993, directors of the Company have made general disclosures of interest
in writing to the board of positions held in other named companies or parties as follows:
NamePositionParty
J ParésChairmanAmRest Holdings SE
Director Grupo Finaccess S.A.P.I de C.V
Director Global Beverage Team
PresidentFinaccess Capital
E FullaondoDirectorAmRest Holdings SE
C FernándezChairmanGrupo Finaccess S.A.P.I de C.V
DirectorAmRest Holdings SE
DirectorInmobiliaria Colonial, S.A.
LM ÁlvarezFounder and CEOCompitalia, S.A. de C.V.
DirectorFinaccess, S.A.P.I. de C.V.
DirectorAmRest Holdings SA
H M LimDirectorAuckland University of Technology
DirectorAuckland Regional Amenities Funding Board
DirectorGeneral Capital Limited
S WardDirectorSydney Airport Limited
ChairmanSecureFuture Wiri Limited
DirectorTCF Commercial Finance New Zealand Limited
ChairmanAdvisory Council to the Financial Dispute Resolution Service
Board memberNational Provident Fund
DirectorWindoma Holdings Limited
Deputy chairmanLife Flight Trust
Board memberWellington Free Ambulance
Tr us te eWellington Free Ambulance Trust
ConsultantSimpson Grierson
(d) Directors’ indemnity and insurance
The Company has insured all its directors and the directors of its subsidiaries against liabilities to other parties (except the Company
or a related party of the Company) that may arise from their position as directors. The insurance does not cover liabilities arising from
criminal actions.
The Company has executed a deed of indemnity indemnifying all directors to the extent permitted by section 162 of the
Companies Act 1993.
Restaurant Brands New Zealand LimitedAnnual Report 31 December 2019102103
4. Employees’ remuneration
During the period the following number of employees or former employees received remuneration of at least $100,000:
Number of employees
Dec 2019Feb 2019
$100,000–$109,999919
$110,000–$119,99968
$120,000–$129,99945
$130,000–$139,99955
$140,000–$149,99923
$150,000–$159,99938
$160,000–$169,9991–
$170,000–$179,99941
$180,000–$189,99912
$190,000–$199,99921
$200,000–$209,99922
$210,000–$219,99911
$220,000–$229,99923
$230,000–$239,9992–
$240,000–$249,999– 1
$250,000–$259,99911
$260,000–$269,999–2
$270,000–$279,999– 1
$280,000–$289,999– 2
$290,000–$299,9991–
$340,000–$349,999– 1
$370,000–$379,9991–
$380,000–$389,999– 1
$390,000–$399,9992–
$400,000–$409,9991–
$410,000–$419,999– 1
$450,000–$459,999– 1
$460,000–$469,999– 1
$800,000–$809,9991–
$1,030,000–$1,039,999–1
5171
Note that the December 2019 period is for a 10 month period. The disclosure above therefore represents the amounts employees
received during this 10 month period.
5. Subsidiary company directors
No employee of the Company appointed as a director of the Company or its subsidiaries receives, or retains any remuneration or
benefit, as a director. The remuneration and other benefits of such employees, received as employees, are included in the relevant
bandings for remuneration disclosure under Note 4 above.
Overview
Restaurant Brands New Zealand Limited (the Company) is listed on the NZX Main Board and as a Foreign Exempt Listing on the
ASX (both under the ticker code “RBD”).
The board is committed to having best-practice governance structures and principles and to following the guiding values of the
Company: integrity, respect, continuous improvement and service. In this part of the annual report, we provide an overview of the
Company’s corporate governance framework. It is structured to follow the recommendations set out in the NZX Corporate Governance
Code 2017 (the “NZX Code”) and discloses how the Company is applying these recommendations.
The board considers that as at 31 December 2019, the corporate governance practices it has adopted are in compliance with the
NZX Code other than:
• Recommendation 2.8 (stating that a majority of the board should be independent directors); and
• Recommendation 2.9 (stating that an issuer should have an independent chair of the board).
An explanation as to why these recommendations have not been adopted is provided under Principle 2 on page 104.
Principle 1 – Code of ethical behaviour
“Directors should set high standards of ethical behaviour, model this behaviour and hold management accountable for these standards
being followed throughout the organisation.”
Group Ethical Conduct Policy
The Company’s Group Ethical Conduct Policy sets out the ethical standards the board expects all directors, officers, employees,
contractors and agents to adhere to when they represent the Company and its subsidiaries. The policy covers a wide range of areas
including: standards of professional behaviour, compliance with laws and policies, conflicts of interest, gifts and entertainment and
proper use of Company assets and information. The policy requires the reporting of breaches (or suspected breaches) of the policy.
In addition, each geographic business unit of the Company (ie New Zealand, Australia and United States) (referred to as a Local
Operating Division) is empowered to adopt specific policies and/or procedures that complement, enhance or supplement the
general standards set out in the Group Ethical Conduct Policy if appropriate for that Local Operating Division.
The Group Ethical Conduct Policy is available on the Company’s website and is subject to biennial reviews.
Interests register
The board maintains an interests register. In considering matters affecting the Company, directors are required to disclose any actual or
potential conflicts. Where a conflict or potential conflict has been disclosed, the director takes no further part in receipt
of information or participation in discussions on that matter.
Group Securities (Insider Trading) Policy
The Group Securities (Insider Trading) Policy details the Company’s securities trading policy and includes restrictions on and procedures
for directors and employees trading in the Company’s financial products. In particular, the policy:
• prohibits trading by an individual holding non-public material information about the Company;
• requires all directors, officers, employees and contractors of the Company to obtain permission before trading can occur; and
• prohibits directors, the Group CEO, Group CFO and direct reports to the Group CEO and Group CFO from trading outside of set
8 week trading windows that follow:
›the release of half and full year results; or
› the issuance of a “cleansing statement” under the Financial Markets Conduct Act 2013.
Statutory information (continued)
For the 44 week period ended 31 December 2019
Statement of corporate governance
For the 44 week period ended 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 2019104105
Principle 2 – Board composition & performance
“To ensure an effective Board, there should be a balance of independence, skills, knowledge, experience and perspectives.”
Responsibilities of the board
The board is responsible for the proper direction and control of the Company’s activities and is the ultimate decision-making body
of the Company. The board has adopted a formal Board Charter detailing its authority, responsibilities, membership and operation.
The Board Charter is available for viewing on the Company’s website.
The key responsibilities of the Board under the Board Charter include setting strategic direction, approval of significant expenditures,
policy determination, stewardship of the Company’s assets, identification of significant business risks, legal compliance and monitoring
management performance.
Delegation
The board has delegated responsibility for the day-to-day leadership and management of the Company to the Group Chief Executive
Officer (Group CEO) who is required to do so in accordance with board direction. The Group CEO’s performance is reviewed each year
by the board. The review includes a formal performance appraisal against measured objectives together with a qualitative review.
The board has approved a schedule of delegated authorities affecting all aspects of the Company’s operation. This is reviewed from
time to time as to appropriateness and levels of delegation.
Composition and focus
The Company’s constitution prescribes a minimum of three directors and, as at 31 December 2019, the board comprised six
non-executive directors (including the Chairman). As at the date of publication of this annual report, the board comprises six
non-executive directors (including the Chairman).
Profiles of the current directors, together with a summary of skill sets included in the “Board of Directors” section of this annual report
and on the Company’s website.
As at 31 December 2019, Emilio Fullaondo, Huei Lyn Lim and Stephen Ward were considered by the board to be independent under
the NZX Listing Rules as they are not executives of the Company and do not have any direct or indirect interests or relationships that
could reasonably influence, in a material way, their decisions in relation to the Company. José Parés, Carlos Fernández and Luis Miguel
Álvarez were considered to not be independent as they represent a significant shareholding. Per the Company’s Constitution, in the
case of an equality of votes when a resolution of the board is tabled, the chair of the board has a casting vote.
The board does not have a policy on a minimum number of independent directors.
The board has elected to not adopt Recommendation 2.8 (stating that a majority of the board should be independent directors) and
Recommendation 2.9 (stating that an issuer should have an independent chair of the board) of the NZX Corporate Governance Code
on the basis that it is appropriate for a shareholder holding 75% of the Company’s shares (i.e. Finaccess) to be represented by a
majority of the board. With the board comprising of six directors, such majority representation is achieved by the chair of the board
being a
non-independent director with the ability to exercise a casting vote. The board is of the opinion that this arrangement is preferable
(from both governance and cost perspectives) to implementing a majority by adding a fourth non-independent director to the board.
The chairs of all sub-committees of the board (being the Audit & Risk, Health & Safety and Remuneration & Nominations Committees)
are independent directors.
The roles of Chairman and Group Chief Executive Officer are exercised by separate persons. In addition to committee responsibilities
(below), individual board members work directly with management in major initiatives such as acquisitions and asset rationalisations.
Shareholding
There is no prescribed minimum shareholding for directors, refer to the “Shareholder Information” section of this annual report for
more detail.
Directors may purchase shares upon providing proper notice of their intention to do so and in compliance with the operation of the
Company’s Group Securities (Insider Trading) Policy (see above).
Nomination and appointment
The board has adopted a Director Nomination and Appointment Procedure. This procedure is administered by the Remuneration and
Nominations Committee and includes guidelines relating to board composition, considerations for new director appointments and the
process by which potential directors are nominated and assessed.
Statement of corporate governance (continued)
For the 44 week period ended 31 December 2019
Written agreement
The Director Nomination and Appointment Procedure requires the terms of appointment for all new directors to be set out in a formal
letter of appointment and also stipulates that new directors are to receive induction training regarding the Company’s values and
culture, governance framework, the Group Ethical Conduct Policy, Board and Committee policies, processes and key issues, financial
management and business operations.
Diversity
The Company and the board are committed to promoting a diverse and inclusive workplace. This is outlined in the Group Diversity
Policy which is available on the Company’s website. The Company endeavours to ensure diversity at all levels of the organisation to
ensure a balance of skills and perspectives are available in the service of its shareholders and customers.
As at 31 December 2019, the gender balance of the Company’s directors, officers and all employees is as follows:
DirectorsOfficers
*
Employees
Dec 2019Feb 2019Dec 2019Feb 2019Dec 2019Feb 2019
Female1 17%1 20%117%2 29%5,032 52%4,463 50%
Male5 83%4 80%5 83%5 71%4,567 48%4,388 50%
Tot a l6 100%5 100 %6 100%7 100 %9,599 100%8,851 100 %
* “Officers” is defined in the NZX Listing Rules as only including those members of management who report directly to the board or report directly to
a person who reports to the board. As at 31 December 2019, the Group CEO is the only direct report to the board and the Group CFO, CPO, and three
Local Operating Division CEOs are the only direct reports to the Group CEO.
The Group Diversity Policy requires the Remuneration and Nominations Committee to develop and recommend to the board a set of
measurable goals for the Company to drive achievement of the objectives of the policy. The board considers that the performance of
the Company during the period ended 31 December 2019 in relation to most of the systemic elements of the Group Diversity Policy
was satisfactory.
Board appraisal and training
The board has adopted a performance appraisal programme by which it biennially monitors and assesses individual and board
performance. The most recent review covering the performance of the board, the board committees and individual directors
against the relevant charters, corporate governance policies and agreed goals and objectives was carried out with the assistance
of an external facilitator.
The Company does not impose any specific training requirements on its directors but does expect all directors to carry out
appropriate training to enable them to effectively perform their duties. New directors complete an induction programme with
company senior management.
Access to resources and advice
Directors may seek their own independent professional advice to assist with their responsibilities. During the 2019 financial year, no
director sought their own independent professional advice, but the board sought external advice and/or assistance with respect to:
• vesting of the senior executive long term incentive scheme; and
• business valuation considerations.
Re-election
Pursuant to the requirements of the NZX Listing Rules, directors of the Company must not hold office (without re-election) past
the third Annual Shareholders’ Meeting following their appointment or three years (whichever is later) but may seek re-election
at that meeting.
Restaurant Brands New Zealand LimitedAnnual Report 31 December 2019106107
Meetings
The board normally meets eight to ten times a year and, in addition to reviewing normal operations of the Company, approves a
strategic plan and annual budget each year.
Board meetings are usually scheduled annually in advance, although additional meetings may be called at shorter notice.
Directors receive formal proposals, management reports and accounts in advance of all meetings.
The Group CEO and Group CFO are regularly invited to attend board meetings and participate in board discussion. Directors also meet
with other senior executives on items of particular interest.
Board and committee meeting attendance for the period ended 31 December 2019 was as follows:
Name
Board
meetings
held
Board
meetings
attended
Audit
and Risk
Committee
meetings
held
Audit
and Risk
Committee
meetings
attended
Health
and Safety
Committee
meetings
held
Health
and Safety
Committee
meetings
attended
Appointments
and
Remuneration
Committee
meetings held
Appointments
and
Remuneration
Committee meetings
attended
E K van Arkel
1
9321n/an/a2n/a
H W Stevens
1
9421n/an/a21
L M Álvarez
2
952n/a1121
J Parés
3
99221121
E Fullaondo
3
99221122
C Fernández
2
952n/a112n/a
S Ward
2
95211121
H M Lim
2
95211121
1
E K van Arkel and H W Stevens retired from the board on 10 July 2019.
2
C Fernández, L M Álvarez, H M Lim and S Ward were elected to the board on 10 July 2019.
3
J Parés and E Fullaondo were appointed to the Restaurant Board of Directors on 1 April 2019, retired in accordance with Listing Rule 2.7.1
and were re-elected on 10 July 2019.
D Beguely, V Taylor and S Copulos retired from the board on 1 April 2019. There were no board meetings during the period prior to their retirement.
Principle 3 – Board committees
“The Board should use committees where this will enhance effectiveness in key areas, while retaining board responsibility.”
From amongst its own members, the board has appointed the following permanent committees:
Audit and Risk Committee
As at 31 December 2019, the members of the Audit and Risk Committee were Emilio Fullaondo (Chair), José Parés, Stephen Ward and
Huei Lyn Lim. This committee is constituted to monitor the veracity of the financial data produced by the Company, ensure controls are
in place to minimise the opportunities for fraud or for material error in the accounts and to oversee the operation of the Company’s Risk
Management Framework (discussed in more detail in the “Risk Management Framework” section under Principle 6). A majority of the
committee’s members must be independent directors and executive directors may not be members of the committee.
The Audit and Risk Committee meets two to three times a year. External auditors of the Company, senior management and executives
performing internal audit management from within the Company attend by invitation. The external auditors also meet separately with
the Audit and Risk Committee with no members of management present.
The Audit and Risk Committee has adopted a charter setting out the parameters of its relationship with internal and external audit
functions. The charter (which is available on the Company’s website) requires, among other things, five yearly reviews of the external
audit relationship and audit partner rotation.
Remuneration and Nominations Committee
As at 31 December 2019, the members of the Remuneration and Nominations Committee were Stephen Ward (Chair), Huei Lyn Lim,
Emilio Fullaondo and Luis Miguel Álvarez. This committee is constituted to administer the Director Nomination and Appointment
Procedure, approve appointments of senior executives of the Company (principally the Group CEO and those reporting directly
to the Group CEO) and make recommendations to the board in relation to terms of remuneration for non-executive directors and
senior executives. It also reviews any company-wide incentive and share option schemes as required and recommends remuneration
packages for directors to the shareholders.
The Remuneration and Nominations Committee has adopted a written charter which is available on the Company’s website.
Statement of corporate governance (continued)
For the 44 week period ended 31 December 2019
Health and Safety Committee
As at 31 December 2019, the members of the Health and Safety Committee were Huei Lyn Lim (Chair), Stephen Ward and Emilio
Fullaondo. This committee is constituted to assist the board to provide leadership and policy in discharging its health and safety
governance duties. In particular, the Health and Safety Committee is responsible for administering the Company’s Health and Safety
Framework, monitoring and assessing the Company’s Health and Safety performance and developing Health and Safety targets/
objectives for the business.
The Terms of Reference for the Health and Safety Committee are set out in the Board Health and Safety Charter which is available
on the Company’s website.
Other sub-committees may be constituted and meet for specific ad-hoc purposes as required.
Takeover protocols
The board has adopted a set of Takeover Procedures and Protocols to be followed if there is a takeover offer for the Company.
The Takeover Procedures and Protocols provides for the formation of a committee of independent directors to consider and
manage a takeover offer in accordance with the Takeovers Code.
Principle 4 – Reporting and disclosure
“The Board should demand integrity in financial and non-financial reporting and in the timeliness and balance of corporate disclosures.”
Continuous Disclosure Policy
The board and Company are committed to promoting shareholder and market confidence through open, timely and accurate
communication in compliance with the Company’s continuous disclosure obligations under the NZX and ASX Listing Rules and the
Financial Markets Conduct Act 2013. The Company’s Group Continuous Disclosure Policy contains processes and procedures for
ensuring that there is full and timely disclosure of market sensitive information to all shareholders and other market participants and
also outlines the responsibilities in relation to the identification, reporting, review and disclosure of material information. The board has
appointed a Disclosure Officer to administer this policy.
Charters and policies
Copies of the Company’s key governance documents (including the Board Charter, Committee Charters, Group Diversity Policy, Group
Continuous Disclosure Policy, Group Director and Senior Executive Remuneration Policy, Group Code of Ethical Conduct and Group
Securities (Insider Trading) Policy are available in the “Governance” section of the Company’s website.
Financial reporting
The board is committed to ensuring integrity and timeliness in its financial reporting and providing information to shareholders and the
wider market which reflects a considered view on the present and future prospects of the Company.
The Audit and Risk Committee oversees the quality and integrity of the Company’s external financial reporting including the accuracy,
completeness, balance and timeliness of financial statements. It reviews the Company’s full and half year financial statements and
makes recommendations to the board concerning the application of accounting policies and practice, areas of judgement, compliance
with accounting standards, stock exchange and legal requirements as well as the results of the external audit.
While the Audit and Risk Committee ultimately oversees the quality of the Company’s external financial reporting, the Company’s
management also provides confirmation in writing to the board that the Company’s external financial reports represent a true and fair
representation of the financial performance of the Company.
Non-financial reporting
The Company’s Environmental, Social and Governance Report is set out earlier in this annual report. The Company recognises that
it is in the early stages of reporting on non-financial information and intends to continue to develop the environmental, social and
governance reporting framework adopted for this annual report.
Restaurant Brands New Zealand LimitedAnnual Report 31 December 2019108109
Principle 5 – Remuneration
“The remuneration of directors and executives should be transparent, fair and reasonable.”
Board remuneration
The Company’s approach to the remuneration of directors and senior executives is set out in the Company’s Director and Senior
Executives Remuneration Policy. The board’s Remuneration and Nominations Committee reviews director and senior executive
remuneration and makes recommendations to the board after taking into account the requirements of the policy. The Remuneration
and Nominations Committee’s membership and role are set out in more detail under Principle 3 above.
The current total pool of director fees authorised at the Annual Shareholders’ Meeting on 21 June 2018 is $475,000 per annum.
No directors currently take a portion of their remuneration under a performance-based equity compensation plan, although a number
of directors do hold shares in the Company. Directors do not receive additional remuneration or benefits in connection with any
directorship they may hold of subsidiaries of the Company.
The terms of any retirement payments to directors are prescribed in the Company’s constitution and require prior approval of
shareholders at a general meeting. No retirement payments have been made to any director.
The Company has insured all of its directors and the directors of its subsidiaries against liabilities to other parties (except the Company
or a related party of the Company) that may arise from their position as directors. The insurance does not cover liabilities arising from
criminal actions.
The Company has executed a Deed of Indemnity, indemnifying all directors to the extent permitted by section 162 of the Companies
Act 1993.
Group Chief Executive Officer remuneration
The remuneration arrangements in place for the Group CEO consist of a base salary, short term incentive scheme and a long term
incentive scheme. Details of the Group CEO remuneration arrangements (including the amounts paid in February 2019 and December
2019 financial periods) are set out in Note 24 to the 31 December 2019 financial statements in this annual report.
Principle 6 – Risk management
“Directors should have a sound understanding of the material risks faced by the issuer and how to manage them. The Board should
regularly verify that the issuer has appropriate processes that identify and manage potential and material risks.”
Risk management framework
The Company has a Risk Management Framework for identifying, monitoring, managing and controlling the material risks faced by the
business. While the board is ultimately responsible for the effectiveness of the Company’s Risk Management Framework, the Risk and
Audit Committee administers the Risk Management Framework and:
• receives and reviews regular risk reporting from management;
• provides recommendations to the board in relation to:
›key/material risk identification and appetite levels;
›whether the Company’s processes for managing risks are sufficient; and
›incidents involving serious fraud or other material break-down/failing of the Company’s internal controls;
• periodically reviews:
›key/material risks that have been identified and the controls in place to manage them; and
›the Company’s business activities to identify likely sources of new risks; and
• confirms the robustness of the Risk Management Framework to the board on an annual basis.
The Committee is required to review the Risk Management framework at least biennially and conducts regular deep dive assessments
of each key/material risk to the Company’s business and the associated business controls management have put in place to manage/
mitigate these risks.
In managing the Company’s business risks, the board approves and monitors additional policies and processes in such areas as:
• Internal Audit – regular checks are conducted by operations and financial staff on all aspects of store operations.
• Treasury Management – exposure to interest rate and foreign exchange risks is managed in accordance with the Company’s
treasury policy.
• Financial Performance – full sets of management accounts are presented to the board at every meeting. Performance is measured
against an annual budget with periodic forecast updates.
• Capital Expenditure – all capital expenditure is subject to relevant approval levels with significant items approved by the board.
The board also monitors expenditure against approved projects and approves the capital plan.
Insurance
The Company has insurance policies in place covering most areas of risk to its assets and business. These include material damage and
business interruption cover at all of its sites. Policies are reviewed and renewed annually with reputable insurers.
Health and safety
The Company’s Health and Safety Committee is responsible for reviewing and making recommendations to the board in respect of
the Company’s health and safety policies, procedures and performance. The Committee’s primary responsibility is to ensure that the
systems used to identify and manage health and safety risks are fit for purpose and are being effectively implemented, reviewed and
continuously improved. The Committee is also responsible for developing health and safety targets/objectives for the business.
Management and the Committee receive detailed reporting on lead and lag indicators of health and safety performance including
health and safety incidents, injury rates by severity and mechanism, identified hazards and outputs from local, area and regional
employee health and safety forum meetings. The Company has dedicated health and safety experts who investigate incidents, analyse
hazard/incident trends to identify and mitigate potential health and safety risks and review, develop and monitor compliance with
health and safety processes and procedures.
At an individual store level, comprehensive policies and procedures for carrying out tasks in a safe manner are in place and regularly
reviewed to ensure they remain fit-for-purpose. Staff are trained in these policies and procedures as part of their induction. Registers
are kept of potential hazards at each store and regular reviews/audits of compliance with health and safety processes and procedures
are carried out by internal staff and external providers.
Reporting of lag indicators of Health and Safety performance is contained in the Environmental, Social and Governance Section of this
annual report. It is expected that more comprehensive reporting on the Company’s health and safety performance will be provided in
the future as the Company’s environmental, social and governance framework continues to develop.
Statement of corporate governance (continued)
For the 44 week period ended 31 December 2019
Restaurant Brands New Zealand LimitedAnnual Report 31 December 2019110111
Principle 7 – Auditors
“The board should ensure the quality and independence of the external audit process.”
External auditor
Oversight of the Company’s external audit arrangements is the responsibility of the Audit and Risk Committee. The Committee
operates under the Audit and Risk Committee Charter which (among other things) requires the Committee to:
• recommend the appointment of the external auditor;
• set the remuneration and review the performance of the external auditor;
• ensure the relationship with the external auditor is reviewed every five years and that the audit partner is rotated after five years;
• set the scope and work plan of the annual audit and half year review (along with the external auditor and management);
• ensure that no unreasonable restrictions are placed on the external auditor by the board or management;
• ensure that open lines of communication are maintained between the board, internal audit, management and the external auditor;
and
• ensure the independence of the external auditor by:
›reviewing the nature and scope of professional services outside of the external statutory audit role proposed to be provided by
the external auditor and approving or declining their use in light of the requirement for external auditor independence;
›monitoring any approved services outside of the external statutory audit role provided by the external auditors to ensure that
the nature and scope of such professional services does not change in a manner that could be perceived as impacting on the
external auditor’s independence;
›reviewing the nature and scope of professional audit services proposed to be provided by firms other than the external auditor
and approving or declining their use in light of the requirement for external auditor independence; and
›reviewing and approving or declining any proposed employment by the Company or its subsidiaries of any former audit partner
or audit manager.
The Audit and Risk Committee receives an annual confirmation from the external auditor as to their independence from the Company.
The external auditor regularly meets with the Committee (including meetings without management present) and attends the Company’s
Annual Shareholders’ Meeting where the lead audit partner is available to answer questions from shareholders.
Internal audit
The Audit and Risk Committee is responsible for the integrity and effectiveness of the Company’s internal audit function. The Company
has an internal audit team that performs assurance and compliance reviews across the Company’s operations as part of an annual
programme of work agreed with the Audit and Risk Committee. While the internal audit function has historically focussed on loss-
prevention and fraud, it also carries out reviews of the wider control environment within the Company.
Statement of corporate governance (continued)
For the 44 week period ended 31 December 2019
Principle 8 – Shareholder rights & relations
“The Board should respect the rights of shareholders and foster constructive relationships with shareholders that encourage them to
engage with the issuer.”
Shareholder communication
The board places importance on effective shareholder communication. Half year and annual reports are published each year and
posted on the Company’s website, together with quarterly sales releases, profiles of directors and key members of management, key
governance documents and copies of investor presentations. From time to time the board may communicate with shareholders outside
this regular reporting regime.
Shareholders are provided with the option of receiving communications from the Company electronically.
Consistent with best practice and of the Company’s continuous disclosure obligations under the NZX Listing Rules, external
communications that may contain market sensitive data are released through NZX and ASX in the first instance. Further communication
is encouraged with press releases through mainstream media. The board formally reviews its proceedings at the conclusion of each
meeting to determine whether there may be a requirement for a disclosure announcement.
Shareholder meetings
Shareholder attendance at annual meetings is encouraged and the board allows extensive shareholder debate on all matters affecting
the Company. The Company complies with its obligations under the Companies Act 1993 and the NZX Listing Rules in relation to
obtaining shareholder approval for major decisions/actions that may change the nature of the company shareholders have invested in.
Notice of the Company’s Annual Shareholders’ Meeting will be available at least 20 working days prior to the date of the meeting.
In accordance with the requirements of Rule 6.1.1 of the NZX Listing Rules, voting at the Annual Shareholders’ Meeting will be carried
out by way of a poll on the basis of one share, one vote.
Restaurant Brands New Zealand Limited112
Directors
José Parés (Chairman)
Emilio Fullaondo
Carlos Fernández
Luis Miguel Álvarez
Stephen Ward
Huei Min (Lyn) Lim
Registered office
Level 3
Building 7
Central Park
666 Great South Road
Penrose
Auckland 1051
New Zealand
Share registrar
New Zealand
Computershare Investor Services Limited
Level 2
159 Hurstmere Road
Takapuna
Private Bag 92 119
Auckland 1142
New Zealand
T: 64 9 488 8700
E: enquiry@computershare.co.nz
Australia
Computershare Investor Services Limited
Yarra Falls
452 Johnston Street
Abbotsford, VIC 3067
GPO Box 3329
Melbourne, VIC 3001
Australia
T: 1 800 501 366 (within Australia)
T: 61 3 9415 4083
F: 61 3 9473 2500
E: enquiry@computershare.co.nz
Auditors
PricewaterhouseCoopers
Solicitors
Bell Gully
Harmos Horton Lusk
Meredith Connell
Bankers
Westpac Banking Corporation
J . P. M o r g a n
Rabobank
Bank of China
First Hawaiian Bank
MUFG Bank, Ltd
Contact details
Postal Address:
P O Box 22 749
Otahuhu
Auckland 1640
New Zealand
Telephone: 64 9 525 8700
Fax: 64 9 525 8711
Email: investor@rbd.co.nz
Annual meeting
28 May 2020
Financial year end
31 December 2020
Annual profit announcement
February 2021
Financial calendar
Corporate directory
Restaurant Brands New Zealand Limited114
www.restaurantbrands.co.nz
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.