Burger Fuel Group Limited FY25 Annual Report Provided
BURGER FUEL GROUP LIMITED
ANNUAL REPORT 2025
BFG ANNUAL REPORT 2025
3
TABLE OF CONTENTS
Annual Report of the Directors
Total System Sales
Revenue and Trading History
Independent Auditor’s Report
Consolidated Statement of Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
Shareholder Information
Corporate Governance
Directory
04
08
09
12
19
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22
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24
60
64
67
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
45
Shake Out’s total sales decreased by 10.5% in FY25.
Our company-owned Smales Farm and Commercial
Bay stores have been impacted by a decline in foot
traffic, particularly Commercial Bay in the CBD and
the franchised Hamilton East store, due to increased
competition and a shift in customer traffic to a new
food precinct nearby. The franchisee for the Shake
Out Hamilton East store decided to close the location.
The franchisee has instead set up a Shake Out virtual
delivery-only kitchen within his BurgerFuel store, located
nearby.
The Group now has 14 virtual (delivery-only) Shake Out
kitchens operating out of existing BurgerFuel sites,
which cover most of Auckland and Hamilton. Further
virtual stores will be rolled out in the Bay of Plenty and
Christchurch in the next few months. By the end of the
financial year, we are scheduled to have over 32 Shake
Out virtual (delivery-only) stores operating throughout
New Zealand.
These new virtual stores increase system sales, provide
franchisees with additional profit for little to no additional
labour costs and increase brand awareness. Once we
have New Zealand covered, the sales data collected will
give some insights into the possibility of opening Shake
Out physical locations in New Zealand.
Shake Out investment has been reduced for FY26, and
the focus for this brand will remain on operating the
three current stores (two of which are company-owned)
as well as the ongoing development of the remaining
virtual kitchen roll-out via select BurgerFuel outlets.
Shake Out provides us with a tool to help combat
lower-priced competition that erodes BurgerFuel
sales. It also provides a valuable testing environment
for experimenting with both food and technology, for
example, our IT development at BurgerFuel stems from
the cashless Shake Out point-of-sale system developed
by BFG.
Winner Winner total sales decreased by 41% mainly due
to the closure of the Pukekohe store and our Takapuna
company-owned store in FY24. In FY25, the Winner
Winner and Shake Out brands represented 5.6% of the
Group’s total sales (5.8% of total New Zealand sales).
As previously advised, we have parked any further
development of Winner Winner.
The Middle East
Operation of BurgerFuel in the UAE remains under the
DA (Development Agent) agreement. BFG generated
modest royalties from the region. Costs are now
negligible, and a small profit is anticipated in FY26. Dubai
remains an expensive location for store development,
and rents are very high, making expansion unattractive
at this point. We do not anticipate any further growth in
Dubai for FY26. However, we will continue to maintain
a presence in the region, as it is not costing us, and a
small profit is being generated. Most importantly, it is an
opportunity to keep the BurgerFuel brand alive for both
exposure and potential future development, if at any
stage that looks feasible for the DA.
The Saudi region closed their Nakhla store in Riyadh in
September 2024, leaving two stores remaining. Dubai
still has one store in the World Trade Centre, three
“Dark” delivery kitchens and a food truck for events and
promotional purposes.
The Middle East system sales were down 26% in
FY25. This is due to Saudi Arabia closing the two
underperforming stores in the last 15 months. Saudi
Arabia is facing similar high costs of development and
rents, and it remains to be seen if any new stores will
open; however, we are not counting on any in FY26.
Sales from this region represent 4.12% of total BurgerFuel
sales.
Continued Investment in Information
Technology (IT) Development
In FY24, the Group launched its online ordering platform,
which features an integrated loyalty app. This online
ordering platform generated $497K of revenue in
FY25. We have also experienced a significant customer
uptake of the loyalty app, allowing us to engage directly
with our customers and update them on new specials,
promotions, and targeted loyalty perks.
We view investment in technology as an ongoing
necessity for the business, as well as a potential area
for generating additional revenue. In FY25, we invested
further in the online ordering platform, creating Version
2. Building on the learnings from our current in-house
online ordering platform, we have upgraded the
functionality and architecture to enhance customer
interaction.
In FY26, we intend to further develop the IT capability of
Version 2 which is currently in the Beta testing stage. We
expect to commence integration of Version 2 within the
BurgerFuel system in the second half of FY26.
Our goal is to generate additional income from this
platform, both within and eventually outside the
BurgerFuel system. The new platform will have the
capability to be scaled across external third-party
brands, offering the ability to create a generic “white
label” online ordering platform. Our ongoing and
considerable investment in IT is of a capital nature; thus,
it hasn’t impacted our Group Income Statement results
in FY25.
CHAIRMAN AND CHIEF EXECUTIVES’ REVIEW
FOR THE YEAR ENDED 31 MARCH 2025
Burger Fuel Group Limited Full Year Results for the
12 months ended 31st March 2025
Overview – FY25
The Directors of Burger Fuel Group Limited (BFG)
present the results for the 12 months to 31 March 2025.
Net Profit after tax for the period was $1,026,779
representing a 22.6% decrease on the previous year.
The FY25 profit result is down on the previous year
due to a decline in sales, increased costs and a general
downturn in the economy. Given the lower revenue in
FY25 the Group posted a solid result. The FY25 Group
results were reduced by legal costs of $221,688 incurred
within the period to respond to the single shareholder
opposition that was filed in relation to the proposed
return of capital.
BFG (unaudited) Total System Sales (all three brands,
all regions) decreased by 7.59% to $108.2M on the same
period last year.
Regarding sales, it is worth noting that last financial
year (FY24), we achieved our best sales year, with over
$100M in sales for the New Zealand BurgerFuel system
alone. This was partly due to the introduction of delivery
services in New Zealand. We are now benchmarking
against those higher introductory delivery sales for the
same period last year. As we predicted, delivery sales
spiked in the early months of introduction but ultimately
resulted in many existing customers simply transferring
from collecting orders themselves to using a delivery
service.
Total income for the Group was down 8.45% to $24.97M.
BFG RESULTS FOR THE PERIOD 1 APRIL 2024 TO
31 MARCH 2025
31 March 202531 March 2024
$000$000
Operating Revenue*24,05626,248
Interest Income
IFRS 16 non-occupied leases9181,031
Total Income24,97427,279
Operating Expenses **(21,259)(22,948)
Depreciation Expense –
IFRS 16 occupied leases(866)(982)
Interest Expense -
IFRS 16 non-occupied leases(918)(1,031)
Interest Expense -
IFRS 16 occupied leases(396)(432)
Total Expenses(23,439)(25,393)
Net Profit (Loss) Before Tax1,5351,886
Net Profit (Loss) After Tax***1,0271,327
*Revenue includes: Operating revenue and interest income.
**Expenses include: Operating expenses, depreciation, amortisation and interest expense.
***The New Zealand entities had taxable income and were unable to utilise the foreign tax losses.
The overseas entities had minimal tax.
As of 31 March 2025, 61 BurgerFuel restaurants were
operating in New Zealand and 3 were operating in the
Middle East (one fewer than last year), excluding some
third-party “dark” kitchens operating in the UAE.
As of 31 March 2025, there were 4 Shake Out and 2
Winner Winner restaurants operating in NZ. The Shake
Out Hamilton East store, however, closed on 31 March
2025, bringing the number of physical Shake Out
locations to 3.
Return of Capital occurring in June 2024 – more costs
incurred to respond
FY25 Group results would have been further improved
to circa $1.25M (Net profit after tax) if BFG had not
been required to incur ongoing costs to respond to the
single shareholder’s opposition that was filed against
the proposed return of capital to all shareholders. The
Company incurred legal fees of approximately $205,509
in FY24 and an additional $221,688 in FY25, (Total
impact $427,197 or 18.15% of profit for the two years)
specifically to address and respond to the opposition.
This amount excludes the many months of management
time that were also incurred throughout the opposition
process. The net result of the defence ultimately cost
shareholders two years of reduced profits and likely had
an adverse effect on the BFG share price.
The return of capital by way of a scheme of arrangement
was approved by 92% of the votes of shareholders cast
at a special shareholders’ meeting held on 14 December
2023. Following opposition by one shareholder, a full-
day hearing in the High Court of Auckland was held, and
on 8 May 2024, the scheme was approved. The capital
distribution to shareholders was made on 12 June 2024.
Information on the scheme of arrangement, shareholder
vote, notice of opposition and approval of the scheme by
the High Court may be found on the NZX or at
www.burgerfuel.com/nz/investor-relations#shareholder-
information
The Year’s Results and
Group Outlook
New Zealand
Total systemwide sales across New Zealand (67
restaurants, all three brands) decreased by 6.6% on
the previous year to $104M. We opened BurgerFuel
Whanganui in July 2024, and this franchised store has
been well received. We are also scheduled to open the
franchised BurgerFuel Royal Oak store, in Auckland, in
June 2025. The franchised BurgerFuel Hereford Street
store in Christchurch closed in April 2024. This site never
recovered from ongoing roadworks, and a new food
precinct nearby didn’t help. The franchised BurgerFuel
store at The Base shopping centre in Hamilton has
closed, however a replacement store 100 metres down
the road on Te Rapa Straight is scheduled to open in late
2025.
CHAIRMAN AND CHIEF EXECUTIVES’ REVIEW
FOR THE YEAR ENDED 31 MARCH 2025
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
67
Summary and Outlook
The summary and outlook stated in FY24 has largely
occurred. Trading in FY25 has been one of the toughest
on record for the hospitality industry. Although there is
talk of economic improvement, we have not seen this
translate to sales; the economy remains in recession.
The slow reduction of interest rates and general
economic uncertainty has led to consumers keeping
their wallets in their pockets. People are spending
less and most certainly eating out less. We do not
anticipate significant positive changes in the economic
environment over the next 12 months. It is not possible
to accurately predict the year ahead, but at this stage, we
anticipate sales will be relatively flat, depending on both
local economic conditions and the global implications of
ongoing wars, tariffs and high overseas demand for NZ
produce, particularly beef. These factors directly affect
our costs as well as consumer confidence and spending,
resulting in reduced sales and ultimately reduced
revenue. It remains to be seen how the economic
recovery will play out this year.
Costs continue to rise, including both ingredients
and labour. Main ingredient staples, such as beef, are
increasing in cost due to overseas demand, and this
trend is likely to continue in FY26. Other ingredients are
also affected by the war in Ukraine. Throughout FY25, we
have experienced constant cost pressures, and although
we have been able to absorb some of these, the reality
is that consumers are now paying more for take-out and
restaurant food. We anticipate that costs will continue to
rise in FY26. All of this leads to ongoing margin pressure
for franchisees and for the Group, as well as higher
prices for consumers who are well aware of this growing
industry trend.
Other factors that we think have and will continue to
affect sales and that we would like to draw shareholders’
attention to include;
Wider Food Competition: Proliferation of supermarket
ready to eat meals and online food delivery options either
prepared at home or purchased hot and ready to eat on
the growing number of delivery provider apps such as
Uber Eats and Delivereasy. Consumers now have a lot of
choice, so competition for “share of stomach” continues
to grow.
Bigger Discounts in QSR and Online: There is
considerable discounting occurring every day in both the
major chains and smaller operators as well as in online
service apps such as Uber Eats, where food is regularly
sold by a range of vendors at well below cost. We do not
intend to compete at such high discounting levels to gain
business, as we view this trend as merely the beginning
of a steep and slippery slope of discounting, which is
almost impossible to recover from. Instead BurgerFuel
continues to focus on high-quality product and providing
value for money at a more premium level.
Target market decline: As we expressed in earlier
commentary, there has been a significant exodus
of home-grown, hardcore BurgerFuel customers to
Australia and other overseas destinations. These
younger BurgerFuel customers are not being replaced
by incoming migrants, who are unlikely to purchase from
BurgerFuel for some years.
Countering the Headwinds
Overall, our strength is our brand. BurgerFuel continues
to innovate and find ways to bring customers back to
our brand and product, based on our renowned in-
store experience, innovative marketing, high-quality
ingredients, strict standards, and the environmental
and other pillars on which we stand, rather than offering
cheap processed food at discounted prices.
An excellent example of an initiative designed to address
growing market discounting has been the launch of
our lightweight burgers. This range maintains our high
standards for taste and ingredients while reintroducing
more affordable burgers known as our “Lightweight”
range, which is now available in-store. The Lightweight
range is all about offering consumers a product that is
“kind to your belly and even kinder to your wallet.”
Other initiatives include trialling extended trading hours
designed to capture both later night walk-in customers
as well as the delivery market in those areas where we
think a market may exist after 10.00PM. We have also
introduced new store designs which will gradually roll-
out throughout the system over the next few years as
economic circumstances allow. In FY25 we undertook a
significant franchisee refresh programme with a number
of stores changing hands to bring in fresh operators, this
programme continues as required into FY26.
The further development of our loyalty programme (VIB
Club) designed to incentivise customers to increase
purchase frequency through the accumulation of
loyalty points, also remains a key focus. Menu innovation
has always been a strength of BurgerFuel, and this is
something which we continue to invest in. This includes
keeping the menu fresh with the development of
interesting gourmet flavours and combinations, which
are a big part of bringing customers back to stores.
Despite the challenges posed throughout FY25, the
Group achieved a strong result. The economy remains
tough, and hospitality in general remains challenging.
However, we expect to remain in profit in FY26 and
continue investing in areas of the business that are
generating reasonable returns, aiming to achieve some
growth. This includes our commitment to opening new
outlets where possible, reviewing new opportunities and
income streams, currently through ongoing investment
in IT and managing our supply chain costs as efficiently
as possible, given the current environment.
We remain aware of potential opportunities in the food
sector and continue to review them; however, at this
CHAIRMAN AND CHIEF EXECUTIVES’ REVIEW
FOR THE YEAR ENDED 31 MARCH 2025
stage, the Board would not be comfortable with further
investment in food, unless a unique and manageable
opportunity presents itself, at least until we can see an
end to rising costs and economic uncertainty.
The Group intends to continue strategic investment
in IT and other areas, and to maintain its “no material
debt” policy, ensuring that we retain ample cash reserves
available at any time if required for system investment or
new opportunities. Having just undertaken a significant
return of capital to shareholders, BFG does not intend to
offer dividends in the next 24 months, at which time the
dividend policy will be reviewed.
We would like to thank all our shareholders, staff,
franchisees, suppliers, and, of course, our valued
customers for their continued support.
Best regards,
CHAIRMAN AND CHIEF EXECUTIVES’ REVIEW
FOR THE YEAR ENDED 31 MARCH 2025
Josef Roberts
Group CEO
Alan Gourdie
Chairman
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
89
Total System Sales represent total
till sales figures across the counter
for all franchise and company
owned stores. These figures are
based on store sales reported by
franchisees to Burger Fuel Limited
for the corresponding financial years,
and have not been independently
reviewed or audited by Baker Tilly
Staples Rodway. All figures are taken
from till sales and are up to and
including the last day of the calendar
month. These figures are exclusive
o f G S T.
These figures include all three
brands BurgerFuel, Shakeout,
and Winner Winner.
Financial years are from 1st April to 31st March. Total system sales represent total till sales figures across the
counter for all franchise and company owned stores.
Total (Unaudited) System Sales
BURGER FUEL GROUP LIMITED FY25 TOTAL
SYSTEM SALES
2012
2012
NZ$33.0M
NZ$8.35M
2013
2013
NZ$38.1M
NZ$9.6M
2014
2014
NZ$49.3M
NZ$12M
2015
2015
NZ$66.2M
NZ$14.4M
2016
2016
NZ$82.8M
NZ$18.6M
2011
2011
NZ$29.9M
NZ$8.72M
2010
2010
NZ$25.9M
NZ$7.48M
NZ$(710,282)
NZ$(1,143,655)
NZ$(552,983)
NZ$33,513
NZ$708,360
NZ$1,098,294
NZ$400,656
NZ$532,170
NZ$888,946
NZ$1,236,341
NZ$505,478
NZ$712,985
NZ$575,869
NZ$9 0 0,418
NZ$1,327,077
NZ$ 1,026,779
NZ$(463,062)
2009
2009
2017
2017
NZ$96.5M
NZ$20.3M
2018
2018
NZ$100.3M
NZ$22.3M
2019
2019
NZ$105.6M
NZ$24.7M
2020
2020
2021
2021
2022
2022
2023
2023
2024
2024
2025
2025
NZ$103.6M
NZ$21M
NZ$101.3M
NZ$21.8M
NZ$88.7M
NZ$20.9M
NZ$94.2M
NZ$20.9M
NZ$106.2M
NZ$24M
NZ$117M
NZ$108M
NZ$27.2M
NZ$24.9M
108,210,313
BURGER FUEL GROUP LIMITED FY25 REVENUE
AND TRADING HISTORY
REVENUE
PROFIT AFTER TAX
2025 THE BURG
ER
FUEL G
R
OUP BOARD
TRISTRAM
VAN DER MEIJDEN
INdEPeNDeNT DIrEctOR
ANd ChAIr Of T hE BFG AUdi T
cO mmItTEe
Tristram has 20 plus years
accounting experience in retirement
villages, property development,
property management, financial
services, life insurance, professional
services, hotels, business valuation,
consultancy, and retail. Tristram has
held CFO roles at Dorchester Pacific
and Metlifecare. Tristram is a Director
and board member for several
private companies including being
on the Board of Governors of King’s
College and Chair of their Audit &
Risk Committee.
MARK PIET
cHiEF FInANciAl OffIcER
Mark is the CFO & Company
Secretary of BurgerFuel and has
been with the company since 2008.
Mark is a chartered accountant & a
member of Chartered Accountants
Australia and New Zealand.
Prior to joining BurgerFuel, Mark
worked for Deutsche Bank & The
Economist in London.
TYRONE FOLEY
INdEPeNDeNT DIrEctOR
Tyrone was the BFG Group COO
from 2011 to 2021.
Tyrone’s previous management roles
have been with McDonald’s and BP.
He is currently the CEO of Reduced
to Clear.
JOSEF ROBERTS
GRoUP cEO
Josef is the Group CEO and is
responsible for the overall direction
and management of the business.
Former CEO and founder of Red Bull
Australasia.
ALAN GOURDIE
INdEPeNDeNT DIrEctOR
ANd BoARd ChAIr
Alan has had an international career
as CEO and Global Marketing
Director for high-profile national
and global organisations within the
telecommunications and FMCG
industries.
His career includes roles with the
Heineken organisation and a number
of New Zealand businesses, including
the CEO for Telecom (Spark) Retail.
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
1213
INDEPENDENT AUDITOR’S REPORT
TO THE SHAREHOLDERS OF BURGER FUEL GROUP LIMITED
Report on the Audit of the Consolidated Financial Statements
Opinion
We have audited the consolidated financial statements of Burger Fuel Group Limited (‘the Group’) on
pages 19 to 58, which comprise the consolidated statement of financial position as at 31 March 2025, and
the consolidated statement of comprehensive income, consolidated statement of changes in equity and
consolidated statement of cash flows for the year then ended, and notes to the consolidated financial
statements, including material accounting policy information.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects,
the consolidated financial position of the Group as at 31 March 2025, and its consolidated financial
performance and its consolidated cash flows for the year then ended in accordance with New Zealand
Equivalents to International Financial Reporting Standards (‘NZ IFRS’) and International Financial Reporting
Standards (‘IFRS’).
Our report is made solely to the Shareholders of the Group. Our audit work has been undertaken so that we
might state to the Shareholders of the Group those matters 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 Shareholders of the Group as a body, for our audit work, for our
report or for the opinions we have formed.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (‘ISAs
(NZ)’). Our responsibilities under those standards are further described in the Auditor’s Responsibilities
for the Audit of the Consolidated Financial Statements section of our report. We are independent of the
Group in accordance with Professional and Ethical Standard 1 International Code of Ethics for Assurance
Practitioners (including International Independence Standards) (New Zealand) issued by the New Zealand
Auditing and Assurance Standards Board and the International Ethics Standards Board for Accountants’
International Code of Ethics for Professional Accountants (including International Independence
Standards) (‘IESBA Code’), and we have fulfilled our other ethical responsibilities in accordance with these
requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Other than in our capacity as auditor, our firm carries out other assignments for Burger Fuel Group Limited
and its subsidiaries in the area of taxation compliance services. The provision of these other services has
not impaired our independence.
T
:
+64 9 309 0463
E
: auckland@bakertillysr.nz
W
: www.bakertillysr.nz
Level 9, 45 Queen Street,
Auckland 1010
PO Box 3899, Auckland 1140
New Zealand
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit
of the consolidated financial statements of the current year. These matters were addressed in the context of
our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do
not provide a separate opinion on these matters.
Key Audit Matter
How our audit addressed the key audit matter
Leas es
As disclosed in Note 18 of the Group’s
consolidated financial statements, the Group has
lease liabilities of $19.4m (2024: $22.5m),
right-of-use assets of $5.7m (2024: $5.9m) and
lease receivables of $12.7m (2024: $15.7m ).
Lease liabilities, right-of-use assets and lease
receivables were significant to our audit due
to the size of the assets and liabilities and the
subjectivity complexity and uncertainty inherent
in the application of NZ IFRS 16 Leases and the
assumptions required by Management for the
calculations of the lease balances.
These calculations require estimation regarding
the lease term and the discount rate. In addition,
Management has exercised their judgement
in determining the recoverability of the lease
receivables for the sublease arrangements.
Our audit procedures, among others, included:
•
Understanding and evaluating the Group’s
internal controls relevant to the accounting
estimates used to determine the expected term
of the Group’s leases and applicable incremental
borrowing rates.
•
Evaluating Management’s
processes
relating to
the identification, recording, recognition and
measurement of leases within the scope of
NZ IFRS 16.
•
Evaluating Management’s judgements made in
applying allowable practical expedients against
the requirements of NZ IFRS 16.
•
Evaluating the completeness of identified lease
contracts by checking that all leases were
included in the calculation.
•
For new leases:
•
Agreeing key inputs in the lease calculation
to the underlying lease agreement(s);
•
Recalculating the lease liability, right-of-use
asset and lease receivable based on the
key inputs noted above and comparing our
recalculations to the balances recorded by
the Group; and
•
Checking the appropriateness of the
classification of the lease liability and lease
receivable between current and non-
current based on the remaining term of the
leas e.
•
For a sample of existing leases, evaluating
Management’s calculations for the subsequent
measurement of the leases, including lease
modifications and rent revisions.
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
1415
Key Audit Matter
How our audit addressed the key audit matter
•
Evaluating Management’s estimates regarding
lease terms and Management’s consideration of
options to extend or terminate the leases
•
Evaluating Management’s assessment of
the incremental borrowing rates applied to
individual leases or portfolios of leases.
•
Evaluating the inputs and any underlying
assumptions with a view to identifying
Management bias.
•
Evaluating Management’s assessment of any
indicators of impairment for the right-of-use
assets in accordance with NZ IAS 36 Impairment
of Assets
•
Evaluating the recoverability of the lease
receivable based on Management’s assessment
of impairment using the expected credit losses
model in accordance with NZ IFRS 9 Financial
Instruments.
•
Evaluating the disclosures (including the
material accounting policy information and
accounting estimates) related to leases which
are included in Group’s consolidated financial
statements.
Key Audit Matter
How our audit addressed the key audit matter
Impairment assessment of Goodwill
As disclosed in Note 13 of the Group’s
consolidated financial statements, the Group
has goodwill of $1.3m (2024: $1.3m), allocated
across two (2024: two) cash-generating units
(‘CGUs’).
Goodwill was significant to our audit due to
the size of the assets and the subjectivity,
complexity, and uncertainty inherent in the
measurement of the recoverable amount of
these CGUs for the purpose of the required
annual impairment test. The measurement
of a CGU’s recoverable amount includes the
assessment and calculation of its ‘value in-use’
or its fair value less costs to sell.
The annual impairment test involves complex
and subjective estimates and judgements by
Management on the future performance of the
CGUs, discount rates applied to the future cash
flow forecasts and future market and economic
conditions.
Our audit procedures, among others, included:
•
Understanding and evaluating the Group’s internal
controls relevant to the accounting estimates used to
determine the recoverable value of the Group’s CGUs.
•
Evaluating Management’s determination of the Group’s
CGUs based on our understanding of the nature of the
Group’s business and the economic environment in
which the CGU’s operate. We also analysed the internal
reporting of the Group to assess how the CGUs are
monitored and reported
.
•
Challenging Management’s assumptions and estimates
used to determine the recoverable value of its goodwill,
including those relating to forecasted revenue, cost,
capital expenditure and discount rates, by adjusting for
future events and corroborating the key market related
assumptions to external data.
•
Procedures included:
•
Evaluating the logic of the
‘value-in-use ’
calculations
supporting Management’s annual impairment test
and testing the accuracy of these calculations;
•
Evaluating Management’s processes regarding the
preparation and review of forecasts;Comparing
forecasts to Board approved forecasts;
•
Comparing forecasts to Board approved
forecasts;Challenging and evaluating the forecast
growth assumptions;
•
Evaluating the historical accuracy of the Group’s
forecasting to actual historical performance;
•
Challenging and evaluating the forecast growth
assumptions;
•
Evaluating the inputs to the calculation of the
discount rates applied;
•
Engaging our own internal valuation experts
to evaluate the reasonability of Management’s
discount rate;
•
Evaluating the forecasts, inputs and underlying
assumptions with a view to identifying Management
bias;
•
Evaluating Management’s sensitivity analysis for
reasonably possible changes in key assumptions;
and
•
Performing our own sensitivity
analysis
for
reasonably possible changes in key assumptions,
the two main assumptions being: the discount rate
and forecast growth assumptions.
•
Evaluating the related disclosures (including the
material accounting policies and accounting estimates)
about goodwill, and the risks attached to them which
are included in the Group’s consolidated financial
statements.
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
1617
Other Information
The Directors are responsible for the other information. The other information comprises the information
included in the Group’s annual report for the year ended 31 March 2025 (but does not include the consolidated
financial statements and our auditor’s report thereon).
Our opinion on the consolidated financial statements does not cover the other information and we do not
express any form of audit opinion or assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the
other information and, in doing so, consider whether the other information is materially inconsistent with
the consolidated financial statements, or our knowledge obtained in the audit or otherwise appears to be
materially misstated.
If, based on the work we have performed, 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.
Responsibilities of the Directors for the Consolidated Financial Statements
The Directors are responsible on behalf of the Group for the preparation and fair presentation of the
consolidated 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 the consolidated financial statements that are
free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the Directors are responsible on behalf of the Group 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 Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated 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) 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
consolidated financial statements.
A further description of the auditor’s responsibilities for the audit of the consolidated financial statements is
located at the External Reporting Board’s website at:
https://www.xrb.govt.nz/standards/assurance-standards/auditors-responsibilities/audit-report-1-1 /
Matters Relating to the Electronic Presentation of the Audited Consolidated Financial Statements
This audit report relates to the consolidated financial statements of Burger Fuel Group Limited and its
subsidiaries for the year ended 31 March 2025 included on Burger Fuel Group Limited’s website. The
Directors of Burger Fuel Group Limited are responsible for the maintenance and integrity of Burger Fuel
Group Limited’s website. We have not been engaged to report on the integrity of Burger Fuel Group Limited’s
website. We accept no responsibility for any changes that may have occurred to the consolidated financial
statements since they were initially presented on the website.
The audit report refers only to the consolidated financial statements named above. It does not provide
an opinion on any other information which may have been hyper linked to or from these consolidated
financial statements. If readers of this report are concerned with the inherent risks arising from electronic
data communication, they should refer to the published hard copy of the audited consolidated financial
statements and related audit report dated 27 June 2025 to confirm the information included in the audited
consolidated financial statements presented on this website.
Legislation in New Zealand governing the preparation and dissemination of consolidated financial statements
may differ from legislation in other jurisdictions.
The engagement partner on the audit resulting in this independent auditor’s report is D I Searle.
BAKER TILLY STAPLES RODWAY AUCKLAND
Auckland, New Zealand
27
June 2025
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
1819
CONSOLIDATED STATEMENT
OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025
20252024
Note$$
Revenue423,860,75625,949,980
Operating Expenses5(20,538,033)(22,356,343)
Profit before Interest, Taxation, Depreciation
and Amortisation3 , 3 2 2 ,7 2 33,593,637
Depreciation on Property, Plant and Equipment10(431,590)(361,020)
Depreciation on Right of Use Assets18(865,847)(982,435)
Amortisation 13(289,153)(229,793)
(1,586,590)(1,573,248)
Profit before Interest and Taxation1,736,1332,020,3 89
Interest Income195,118297,754
Interest Income leases non-occupied18918,4611,030,566
Interest Expense--
Interest Expense leases occupied18(395,786)(432,457)
Interest Expense leases non-occupied18(918,461)(1,030,566)
(200,668)(134,703)
Profit before Taxation1,535,4651,885,6 86
Income Tax Expense6(508,686)(558,609)
Net Profit attributable to shareholders1 ,0 2 6 ,7 7 91,327,077
Other comprehensive income:
Items that may be reclassified subsequently to profit or loss:
Movement in Foreign Currency Translation Reserve194,912(5,425)
Total comprehensive income1,031,6911,321,652
Basic Earnings per Share (cents)242.6 82.64
Diluted Earnings per Share (cents)242.6 82.6 4
The attached notes form part of these financial statements
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
2021
20252024
Shareholders’ equityNote$$
Contributed equity177,836,20811,913,499
Retained earnings2,563,1081,536,329
Capital Return Costs17(252,698)-
Foreign currency translation reserve19(284,281)(289,193)
9,862,3 37 13,160,635
Current assets
Cash and cash equivalents164,826,0989,571,160
Trade and other receivables82,036,5212,156,732
Prepaid licence fee822,500-
Prepaid legal expenses-215,548
Tax receivable21,157-
Lease Receivable: non-occupied181,122,7461,499,901
Contract Asset64,09535,374
Inventories9621,088657,211
Loans1228,22918,440
8,742,43414,154,366
Non-current assets
Property, plant and equipment102,083,9692,242,482
Right of use asset - leases185,674,1075,864,168
Contract Asset578,693384,100
Lease receivable non-occupied1811,551,75714,214,413
Deferred tax asset6493,818566,380
Loans1261,607-
Prepaid licence fee8277,500-
Intangible assets132,806,6652,048,342
23,528,11625,319,885
Total Assets32,270,5503 9, 4 74 , 2 5 1
Current liabilities
Trade and other payables141,456,4841,888,605
Contract Liability14181,359250,958
Lease Liability occupied18784,205691,690
Lease Liability non-occupied181,122,7461,499,901
Income tax payable-320,095
Provisions15400,802472,386
3,945,5965,123,635
CONSOLIDATED STATEMENT
OF FINANCIAL POSITION
AS AT 31 MARCH 2025
20252024
Non-current liabilitiesNote
Contract Liability14905,128807,740
Lease Liability occupied185,956,2406,121,086
Lease Liability non-occupied1811,551,75714,214,413
Provisions1549,49246,742
18,462,61721,189,981
Total liabilities22,408,21326,313,616
Net assets9,862,3 3713,160,635
Net tangible assets per share
($ per share – non-GAAP measure)270.1 90.2 1
For and on behalf of the Board who approved these financial statements for issue on 27 June 2025.
The attached notes form part of these financial statements
Josef Roberts
Director
Alan Gourdie
Director
CONSOLIDATED STATEMENT
OF FINANCIAL POSITION
AS AT 31 MARCH 2025
The attached notes form part of these financial statements
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
2223
2025
Contributed
Equity
Foreign
Currency
Translation
Reserve
Return of
Capital Cost
Retained
earningsTotal Equity
$$$$$
Balance as at 1 April 202411,913,499(289,193) - 1,536,329 13,160,635
Return of Capital(4,077,291)-(252,698) -(4 , 3 2 9 , 9 8 9)
Movement in foreign currency translation reserve
recognised in other comprehensive income-4,912 - -4,912
Net Profit for the period ended 31 March 2025-- - 1,026,7791 ,0 2 6 ,7 7 9
Total comprehensive income- 4,912 - 1,026,779 1,031,691
Balance as at 31 March 2025 7,836,208 (284,281) (2 5 2 ,6 9 8) 2,563,108 9,862,337
2024
Contributed
Equity
Foreign
Currency
Translation
Reserve
Retained
earningsTotal Equity
$$$$
Balance as at 1 April 202311,913,499(283,768)209,25211,838,983
Movement in foreign currency translation reserve
recognised in other comprehensive income-(5,425)-(5,4 2 5)
Net Profit for the year ended 31 March 2024--1,327,0771,327,077
Total comprehensive income-(5,425)1,327,0771,321,652
Balance as at 31 March 202411,913,499(289,193)1,536,32913,160,635
CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
The attached notes form part of these financial statements
CONSOLIDATED STATEMENT
OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2025
The attached notes form part of these financial statements
20252024
Cash flows from operating activitiesNote$$
Receipts from customers23,611,46325,903,530
Interest received195,118260,251
Goods and services tax45,823(54,920)
Payments to suppliers & employees (21,019,282)(22,300,320)
Interest Paid--
Interest on leases(395,786)(432,457)
Taxes paid(777,377)(453,536)
Net cash flows provided from operating activities251,659,9592,922,548
Cash flows from investing activities
Repayments of loans75,60327,060
Loans to staff and franchisees(147,000)-
Sale of property, plant and equipment 62,765128,147
Acquisition of intangible assets13(1,047,476)(221,880)
Acquisition of property, plant & equipment10(286,152)(536,584)
Net cash flows applied to investing activities(1,342,260)(6 0 3 , 2 5 7 )
Cash flows from financing activities
Return Of Capital17(4,329,989)-
Lease Liability Principal Component(739,683)(955,937)
Net cash flows applied to financing activities(5,0 69,672)(955,937)
Net movement in cash and cash equivalents(4,751,973)1,363,354
Exchange gains on cash and cash equivalents6,9115,782
Opening cash and cash equivalents9,571,1608,202,024
Closing cash and cash equivalents164,826,0989,571,160
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
2425
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
1) Reporting Entities and Statutory Base
Burger Fuel Group Limited (“BFG”) is a Company
registered under the Companies Act 1993 and is
listed with the New Zealand Stock Exchange (NZX).
The Company is a Financial Markets Conduct (FMC)
reporting entity for the purposes of the Financial Markets
Conduct Act 2013 and its financial statements comply
with that Act.
The financial statements presented are those of Burger
Fuel Group Limited (the ‘Group’). A list of its wholly
owned subsidiaries is listed in note 11 of the financial
statements.
The Group operates as a franchisor of gourmet burger
and chicken restaurants and is a for-profit oriented
entity, incorporated and domiciled in New Zealand.
2) Basis of preparation
Statement of Compliance
The financial statements have been prepared in
accordance with New Zealand Generally Accepted
Accounting Practice (“NZ GAAP”) and the requirements
of the Companies Act 1993, the Financial Reporting
Act 2013 and the Financial Markets Conduct Act 2013.
They comply with the New Zealand equivalents to
International Financial Reporting Standards (“NZ IFRS”),
and other applicable Financial Reporting Standards
as appropriate for, for-profit oriented entities. For the
purposes of complying with NZ GAAP, the Group is a
Tier 1 for-profit entity as defined in the XRB’s Accounting
Standards Framework. These financial statements also
comply with International Financial Reporting Standards
(“IFRS”).
These financial statements are presented in New
Zealand dollars ($), which is the Group’s functional
currency and they have been rounded to the nearest
dollar.
Where necessary, comparative information has been
reclassified and repositioned for consistency with
current year disclosures.
The financial statements were approved by the Board of
Directors on the date set out on page 21 of the Annual
Report.
Basis of Measurement
These financial statements have been prepared under
the historical cost convention, adjusted for fair value
for specific balances as outlined below and on a going
concern basis.
Use of Estimates and Judgements
The preparation of financial statements in conformity
with NZ IFRS requires management to make estimates
and assumptions that affect the reported amounts
of assets and liabilities at the date of the financial
statements and the reported amounts of revenues and
expenses during the year. Actual results could differ from
those estimates. The principal areas of judgments in
preparing these financial statements are set out below:
IFRS16 – Expected Lease Term
The Group has estimated the lease terms for the
occupied and non-occupied leases will run to their final
expiry, taking into account all optional exercise periods.
This is based on the fact that the Group and franchisee
spends a significant amount on the store fitout, thus it is
in their best interest to extend the lease term for as long
as possible while the asset is generating revenue. The
leases are generally aligned with the 10-year franchise
agreements.
Recoverability of lease receivables
The Group holds the head leases on 33 (FY24: 40)
franchised Burger Fuel stores in New Zealand (Non-
occupied leases). These have been sublet to the
franchisees on the same terms and conditions and the
franchisee is a guarantor of the lease. The liability of the
lease passes to the franchisee and a number of these
leases have default liability clauses included, which
limits lease payments from 3 to 24 months. There are
judgements involved in determining the recoverability of
the lease receivable, based on the possible nonpayment
of rent from the franchisee, who is the sublessee in this
relationship.
Accounting for Income Tax
Preparation of the annual financial statements requires
management to make estimates as to, amongst other
things, the amount of tax that will ultimately be payable,
the availability of losses to be carried forward and the
amount of foreign tax credits it will receive in each of the
jurisdictions it operates in.
Deferred tax assets are recognised for deductible
temporary differences and unused tax losses (where
applicable) only to the extent that it is probable that
future taxable amounts will be available to utilise those
temporary differences and losses. Actual results may
differ from these estimates as a result of reassessment
by management or taxation authorities.
Refer to note 6 for additional information on accounting
for income tax.
Impairment of Goodwill
The Group reviews goodwill for impairment on an annual
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
basis. This requires an estimation of the value in use
of the cash-generating units to which the Goodwill is
allocated. Estimating the value in use amount requires
management to make an estimate of the expected
future cash flows from the cash-generating unit in the
forecasted period of 5 years and also to determine a
suitable discount rate in order to calculate the present
value of those cash flows. The Group’s longer-term
forecasts are subject to a higher level of uncertainty
as it mostly depends on consumer spending, market
conditions and level of competition. For additional
information on the impairment test, reference is made to
note 13.1 - Intangible Assets.
3) Material accounting Policies
The following is a summary of specific accounting
policies adopted by the Group in the preparation of
the financial statements that materially affect the
measurement of financial performance, cash flows and
the financial position.
a) Adoption of new & revised standards and
interpretations
The Group adopted the amendments to NZ IAS 1
Classification of Liabilities as Current or Non-current
(Amendments to NZ IAS 1) and Non-current Liabilities
with Covenants – The group has no covenants on non-
current liabilities that could become repayable within
twelve months and this amendment did not affect the
financial or disclosure aspects of the Group’s financial
statements.
The Group adopted the amendments Lease Liability in
a Sale and Leaseback (Amendments to NZ IFRS 16). This
amendment did not affect the financial or disclosure
aspects of the Group’s financial statements.
The Group adopted the amendments Disclosure of Fees
for Audit Firms’ Services (Amendments to FRS-44). This
amendment did not affect the financial or disclosure
aspects of the Group’s financial statements.
Supplier Finance Arrangements (Amendments to NZ
IAS 7 and NZ IFRS 7). This amendment did not affect
the financial or disclosure aspects of the Group’s
financial statements as there are no Supplier Finance
Arrangements.
No other new standards, amendments, or interpretations
to existing standards effective from 1 April 2024
materially impacted the Group’s financial statements or
required retrospective adjustments.
b) Revenue Recognition
Revenue arises mainly from the sale of food and
beverage products from our fast-casual stores that the
Group owns directly and from franchise and royalty
arrangements that it has in place with franchise holders
both in New Zealand and offshore.
The Group recognises contract liabilities for
consideration received in respect of unsatisfied
performance obligations and reports these amounts
as other contract liabilities in the statement of financial
position.
Sale of goods
The Group is in the business of providing fast-casual
food solutions to its customers and franchisees. Revenue
from contracts with customers is recognised when
control of the goods is transferred to the customer or
franchisee at an amount that reflects the consideration
to which the Group expects to be entitled in exchange
for those goods or services. The Group has concluded
that it is the principal in its revenue arrangements,
because it controls the goods or services before
transferring them to the customer.
Management has determined the performance
obligation to deliver the food & proprietary products
is completed when control of goods passes to the
customer. Revenue is recognised at this time.
Franchise fees
The Group recognises revenue derived from its franchise
operations in New Zealand and the Middle East on a
straight-line basis over a period of time that the franchise
agreement is in place, which is generally 10 years.
This is the period of time over which the performance
obligation, the use of the intellectual property, is
satisfied. Payment is received annually over the term of
the agreement.
The transaction price includes a variable price
consideration for the possible transfer of franchise
rights. This is unknown until a transfer transaction is
completed. Given the high uncertainty of this transfer,
the transaction price for a franchise contract is not
adjusted for these transferred franchise rights until the
Group is notified of the sale.
Royalties from Franchises and Master Licencing
Arrangements (MLAs)
The Group recognises revenue derived from its
Franchises, MLAs and Development Agent agreements
over time, based on sales that are reported back to the
Group on a monthly basis for sales that occurred in that
month. Payment is received on a monthly basis.
The performance obligation, to provide access to the
brand intellectual property, is satisfied over time. Royalty
revenue is recognised as the underlying sales take place.
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
2627
3) Material accounting
Policies(Continued)
Training fees
The Group recognises revenue from training over time
as each 12-week training course is provided to the new
operators of franchises. Payment is received upfront
when the new operator signs a franchise agreement.
Advertising revenue
The Group recognises advertising revenue derived from
its Franchises and MLAs over time, based on sales that
are reported back to the Group on a monthly basis for
sales that occurred in that month. Payment is received
on a monthly basis.
The performance obligation, to provide access to the
brand intellectual property and advertising services, is
satisfied over time. Advertising revenue is recognised as
the underlying sales take place, in accordance with sales-
based royalties. The Group provides marketing services
to increase sales and brand exposure over the life of the
agreement.
Property management fees
The Group recognises revenue from property
management services on a straight-line basis over 12
months. This reflects the period of time over which the
Group provides property management services to each
franchise.
Other revenue
Other revenue includes incentives, bonuses and rebates
received by the Group from its suppliers in relation to
volume of goods and services that have been purchased
by franchise holders. Rebate revenue is recognised when
the sale of the underlying asset is completed. Other
revenues are recognised when reliable estimates of
the amounts due to the Group are deemed to be highly
probable.
Online ordering (software) revenue
The Group recognises revenue derived from its
Franchises over time, based on online sales that are
reported back to the Group on a monthly basis for sales
that occurred in that month. Payment is received on a
monthly basis.
The performance obligation, to provide access to the
Groups online ordering platform, is satisfied over time.
Royalty revenue is recognised as the underlying sales
take place.
Significant financing components
Using the practical expedient in NZ IFRS 15, the Group
does not adjust the promised amount of consideration
for the effects of a significant financing component if it
expects, at contract inception, the period between the
transfer of the promised good or service to the customer
and when the customer pays for that good or service will
be one year or less.
c) Accounts Receivable
Trade receivables
The Group makes use of a simplified approach in
accounting for trade receivables. In calculating, the
Group uses its historical experience, external indicators
and forward-looking information to calculate the
expected credit losses.
The Group assesses the impairment of all its trade
receivables on a specific as well as a collective basis in
order to determine the allowance for credit losses.
Management has assessed the information available and
concluded that no provision for expected credit losses
was identified.
d) Inventories
Inventories are stated at the lower of cost and net
realisable value after due consideration for excess
and obsolete items. Cost is based on the first in, first
out principle and includes expenditure incurred in
acquiring the inventories and bringing them to their
existing condition and location. Net realisable value
is the estimated selling price in the ordinary course of
business, less estimated selling expenses.
e) Financial Instruments
Loans Receivable and Lease Receivable at
amortised cost
Management have assessed each counterparty as
having a low risk of default and a strong capacity to meet
their contractual cash flow obligations in the near term.
f) Share Capital
Ordinary Shares
Incremental costs directly attributable to the issue of
ordinary shares and share options are recognised as a
deduction from equity.
g) Property, Plant and Equipment
Recognition and Measurement
Items of property, plant and equipment are measured
at cost less accumulated depreciation and impairment
losses.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
Cost includes expenditures that are directly attributable
to the acquisition of the asset. The cost of self-
constructed assets includes the cost of materials and
direct labour, any other costs directly attributable to
bringing the asset to a working condition for its intended
use, and the costs of dismantling and removing the
items and restoring the site on which they are located.
Purchased software that is integral to the functionality
of the related equipment is capitalised as part of that
equipment.
When parts of an item of property, plant and equipment
have different useful lives, they are accounted for as
separate items (major components) of property, plant
and equipment.
Subsequent Costs
The cost of replacing part of an item of property, plant
and equipment is recognised in the carrying amount
of the item if it is probable that the future economic
benefits embodied within the part will flow to the Group
and its cost can be measured reliably. The costs of the
day-to-day servicing of property, plant and equipment
are recognised in profit and loss as incurred.
Depreciation rates
Property, plant and equipment are stated at cost less
accumulated depreciation. The following depreciation
rates have been used:
Motor Vehicles 24% - 40% diminishing value
Leasehold Improvements 9% - 40% diminishing value
Computer Hardware 16% - 75% diminishing value
Furniture & Fittings 8% - 67% diminishing value
Kitchen Equipment 8% - 67% diminishing value
Office Equipment 8% - 67% diminishing value
Where an asset is disposed of, the gain or loss
recognised in the Statement of Comprehensive Income
is calculated as the difference between the sale price and
the carrying amount of the asset.
h) Leased Assets
As a lessee
The Group has elected to apply the practical expedient in
accordance with IFRS 16, allowing for the combination of
lease and non-lease components.
As a lessor
When the Group is an intermediate lessor (based on
sub-leasing) it accounts for its interests in the head
lease and the sub-lease separately. It assesses the
lease classification of a sub-lease with reference to the
right-of-use asset arising from the head lease, not with
reference to the underlying asset. If a lease transfers
substantially all of the risks and rewards incidental to the
right-of-use asset, it is treated as a finance lease. These
are classified as non-occupied leases in the financial
statements.
The initial measurement of the present value of the lease
liability is offset with a lease receivable, representing its
right to receive lease payments from a sublessee.
Variable lease payments, such as percentage rent based
on turnover, not included in the measurement of lease
liabilities are recognised as an expense when incurred.
Leases of 12-months or less and leases of low value
assets
Lease payments made in relation to leases of 12-months
or less and leases of low value assets (for which a right of
use asset and a lease liability has not been recognised)
are recognised as an expense on a straight-line basis
over the term of the lease.
i) Intangible Assets
The Group’s intangible assets have finite useful lives
(with the exception of goodwill) and are stated at cost
less accumulated amortisation. This class of intangible
asset which includes brand assets, software and patents
are amortised in the Statement of Comprehensive
Income on a straight-line basis over the period during
which benefits are expected to be derived, which is up
to 10 years for trademarks. Where there has been an
impairment in the value, the balance has been written off
in the Statement of Comprehensive Income.
Subsequent expenditure is capitalised only when it
increases the future economic benefits embodied in the
intangible asset to which it relates. All other expenditure
is recognised in the Statement of Comprehensive
Income when incurred.
As part of a previous business combination, an acquirer
may acquire a right that it had previously granted to the
acquiree to use one or more of the acquirer’s recognised
or unrecognised assets. An example of such rights
include a right to use the acquirer’s trade name under a
franchise agreement. A reacquired right is an identifiable
intangible asset that the acquirer recognises separately
from goodwill. Reacquired rights are initially valued at
the present value of the expected future cash flows and
subsequently amortised on a straight-line basis over
its useful life, being the remaining contractual period
without considering contractual extension possibilities
but not exceeding 10 years.
The cost of self-constructed intangible assets includes
the cost of direct labour, any other costs directly
attributable to bringing the asset to a working condition
for its intended use. Purchased software that is
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
2829
3) Material accounting Policies
(Continued)
integral to the functionality of the related equipment
is capitalised as part of that equipment. These self-
constructed intangible assets have a useful life of 3 years.
j) Earnings and Net Tangible Assets Per Share
The Group also presents Net Tangible Assets Per Share
(a non-GAAP measure) for its ordinary shares, and it
is calculated by dividing the net tangible assets of the
Group by the number of shares outstanding at the end of
the year.
This is a non-GAAP measure, but the disclosure is
required under the NZX listing rules.
k) Segment Reporting
Operating segments have been identified based on the
information provided to the chief operating decision
maker; being the Board of Directors.
The Group operates in two operating segments – these
consist of the following geographical locations, New
Zealand, and international markets.
l) Goodwill
Refer to Note 13.1 for a description of impairment testing
procedures.
m) Impairment Testing of Goodwill, Other Intangible
Assets and Non-financial Assets
For impairment assessment purposes, assets are
grouped at the lowest levels for which there are largely
independent cash inflows (cash-generating units).
As a result, some assets are tested individually for
impairment and some are tested at cash-generating unit
level. Goodwill is allocated to those cash-generating
units that are expected to benefit from synergies of the
related business combination and represent the lowest
level within the Group at which management monitors
goodwill.
Cash-generating units to which goodwill has been
allocated (determined by the Group’s management as
equivalent to its operating segments) are tested for
impairment at least annually. All other individual assets
or cash-generating units are tested for impairment
whenever events or changes in circumstances indicate
that the carrying amount may not be recoverable.
An impairment loss is recognised for the amount by
which the asset’s or cash-generating unit’s carrying
amount exceeds its recoverable amount, which is the
higher of fair value less costs to sell and value-in-use.
To determine the value-in-use, management estimates
expected future cash flows from each cash-generating
unit and determines a suitable interest rate in order to
calculate the present value of those cash flows.
The data used for impairment testing procedures are
directly linked to the Group’s latest approved budget,
adjusted as necessary to exclude the effects of future
reorganisations and asset enhancements. Discount
factors are determined individually for each cash-
generating unit and reflect management’s assessment of
respective risk profiles, such as market and asset-specific
risks factors.
The carrying amounts of the Group’s non-financial
assets, other than inventories and deferred tax assets are
reviewed at each reporting date to determine whether
there is any indication of impairment. If any such
indication exists then the asset’s recoverable amount is
estimated.
An impairment loss is recognised if the carrying
amount of an asset exceeds its recoverable amount.
Impairment losses are recognised in the Statement of
Comprehensive Income.
Impairment losses for cash-generating units reduce
first the carrying amount of any Goodwill allocated to
that cash-generating unit. Any remaining impairment
loss is charged pro rata to the other assets in the cash-
generating unit. With the exception of Goodwill, all
assets are subsequently reassessed for indications
that an impairment loss previously recognised may no
longer exist. An impairment charge is reversed if the
cash-generating unit’s recoverable amount exceeds its
carrying amount. Refer to note 13 for more details around
the impairment testing.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
4) Revenue
20252024
$$
Sale of Goods10,350,96911,151,620
Franchising Fees395,100253,708
Training Fees37,500-
Royalties6,273,9436,781,499
Advertising Fees4,198,5254,863,227
Property Management Fees60,00062,000
Other Revenue1,985,3152,594,269
Gain on Sale of Fixed Assets (refer Note 10) 60,08121,791
Foreign Exchange Gains 1,99911,208
Online Ordering Income497,324210,658
23,860,75625,949,980
5) Expenses
20252024
Operating expenses include:$$
Cost of Sales4,046,3684,427,506
Loss on Disposal of Property, Plant and Equipment. (refer Note 10)10,390268,068
Directors’ Fees (refer Note 23)200,750178,667
Wages and Salaries5,687,4856,073,404
Contributions to a defined contribution plan152,803134,631
Key management personnel costs: (refer Note 23)
- Salary and other short-term benefits2,004,6751,957,203
- Contributions to a defined contribution plan30,57035,604
Auditors’ remuneration – Audit Services – Baker Tilly Staples Rodway:
- Audit of Financial Statements131,250100,590
- Tax compliance services36,80028,825
Other Operating Expenses 3,985,9064,410,902
Legal Expenses – Return of Capital Opposition221,688205,509
Write-off of obsolete stock (refer Note 9)22,701103,206
Advertising Expenditure4,006,6474,432,228
20,53 8,03 322,356,343
The above key management personnel costs include remuneration of the Group Chief Executive and the
members of the executive team.
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
3031
6) Income tax
20252024
$$
Taxation expense is represented by:
Current Tax436,124506,655
Deferred Tax72,56251,954
508,686558,609
Profit / (Loss) before income tax expense1,535,4651,885,686
Timing differences & non-deductible expenses:
50% entertainment45,98541,012
Non-deductible expenditure223,702255,950
Depreciation & Amortisation43,922(151,307)
IFRS 15 Deferred revenue(195,523)(165,923)
IFRS 16 Leases117,73026,168
Accruals(20,955)(14,587)
Make good provision2,7503,500
Holiday pay not paid out within 63 days(71,881)108,504
Other (23,144)12,171
122,586115,488
Taxable Profit 1,658.0512,001,174
Tax Losses utilised(172,844)(193,153)
Net Taxable Profit1,485,2071,808,021
Taxation at the company’s effective tax rate415,858506,246
Deferred tax movement Statement of comprehensive income36,90752,040
Under Provision of Prior Period55,921323
Total income tax expense per statement of comprehensive income508,686558,609
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
6) Income tax (Continued)
20252024
Reconciliation of deferred tax asset:$$
Deferred tax on temporary differences
Opening balance 566,380618,420
Prior period adjustment(35,654)(87)
Provision for employee benefits(20,127)30,381
Provisions for make good770980
Depreciation & amortisation10,058(42,366)
Accruals(5,868)(4,084)
Deferred revenue(54,705)(44,192)
Impact of leases32,9647,328
493,818566,380
Opening Balance566,380618,420
Charged to profit or loss(36,907)(51,954)
Prior period adjustment(35,654)(8 8)
Other(1)2
Closing Balance493,818566,380
The Group has $1,165,603 of unrecognised losses to be carried forward (2024: $1,299,429). The potential benefit of
these losses is $349,681 (2024: $389,828) which has not been recognised in the financial statements. The losses
carried forward relate to the Australian operations and are therefore in Australian dollars.
The Group has recognised a deferred tax asset of $493,818 (2024: $566,380) with respect to other temporary
differences. This has been recognised as it is probable that future taxable profit will be available to allow the asset
to be utilised.
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
3233
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
8) Trade and other receivables
20252024
$$
Trade receivables1,896,3172,039,531
Allowance for expected credit losses--
1,896,3172,039,531
Prepayments132,720102,292
Prepayments – Licence Fee300,000-
Sundry receivables7,48414,909
2,336,5212 ,1 5 6 ,7 3 2
Current2,059,0212,156,732
Non-current277,500-
2,336,5212 ,1 5 6 ,7 3 2
Receivables denominated in currencies other than the presentation currency are Australian Dollars and they comprise
2.1% of the trade receivables (2024: 2.8%) The total receivables impaired for the 2025 financial year are Nil (2024: Nil).
7) Imputation credits
20252024
$$
Opening balance3,268,5303,041,016
Add
Tax payable484,736153,714
Resident withholding tax37,81574,313
522,551228,027
Deduct
Income tax refund received(1,449)(513)
Closing balance3 ,7 8 9,6 3 23,268,530
9) Inventories
20252024
$$
Ingredients185,368182,110
Finished Goods435,720475,101
Total Inventory621,0886 5 7, 2 1 1
Finished goods includes signage, kitchen equipment, computer equipment & proprietary products (BurgerFuel
sauces & dry goods). During the year ended 31 March 2025, $22,701 of obsolete ingredients, IT Equipment and
stationery were written off. (2024: $103,206).
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
3435
10) Property, plant & equipment
2025Motor vehicles
Office
equipment
Furniture and
fittings
Computer
Hardware
Kitchen
equipment
Leasehold
Improve-
mentsTotal
$$$$$$$
Cost
Balance 1 April 2024247,87078,4511,245,7331,327,5751,386,4942,363,7636,649,886
Additions71,2961,85345,02481,79175,73810,450286,152
Disposals (38,892)-(6,123)(62,079)(7,857)-(114,951)
Cost at 31 March 20252 8 0, 2 7480,3041,284,6341 , 3 4 7, 2 8 71,454,3752 , 3 74 , 2 1 36,821,087
Depreciation and
impairment losses
Balance 1 April 2024183,11864,983933,7521,110,970758,5441,356,0374,407,404
Disposals(37,219)-(4,152)(54,874)(5,631)-(101,876)
Depreciation for the year27,8452,66066,783125,582106,438102,282431,590
Foreign exchange impact-------
Balance 31 March 20251 7 3 ,74 46 7, 6 4 3996,3831,181,678859,3511,458,3194 ,7 3 7,1 1 8
Net Book Value
Balance 1 April 202464,75213,468311,981216,605627,9501,007,7262,242,482
Depreciation for the year(27,845)(2,660)(66,783)(125,582)(106,438)(102,282)(431,590)
Additions71,2961,85345,02481,79175,73810,450286,152
Disposals(1,673)-(1,971)(7,205)(2,226)-(13,075)
Foreign exchange impact-------
Net Book Value at 31
March 2025106,53012,661288,251165,609595,024915,8942,083,9 69
The gain on sale recorded in the Statement of Comprehensive Income was $60,081 (2024: $21,791), relating to the
sale of a motor vehicle and kitchen equipment. The loss on sale recorded relates to IT and kitchen equipment $10,390
(2024: $268,068)
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
10) Property, plant & equipment (Continued)
2024Motor vehicles
Office
equipment
Furniture &
fittings
Computer
Hardware
Kitchen
Equipment
Leasehold
Improve-
mentsTotal
$$$$$$$
Cost
Balance 1 April 2023267,17977,7911,232,6461,384,2491,425,1272,508,0516,895,043
Additions58,342660108,584114,307201,46153,230536,584
Disposals (77,651)-(95,497)(170,981)(240,094)(197,518)(781,741)
Cost at 31 March 20242 4 7, 8 7 078,4511,245,7331 , 3 2 7, 5 7 51,386,4942,363,7636,649,8 86
Depreciation and
impairment losses
Balance 1 April 2023234,68962,465928,3021,095,720710,7571,421,7684,453,701
Disposals(76,421)-(40,813)(158,003)(90,591)(41,489)(407,318)
Depreciation for the year24,8502,51846,263173,253138,378(24,242)361,020
Foreign exchange impact-------
Balance 31 March 2024183,11864,9839 3 3 ,7 5 21 ,1 1 0, 9 7 0758,5441,356,0374,407,404
Net Book Value
Balance 1 April 202332,49015,326304,344288,529714,3701,086,2832,441,342
Depreciation for the year(24,850)(2,518)(46,263)(173,253)(138,378)24,242(361,020)
Additions58,342660108,584114,307201,46153,230536,584
Disposals(1,230)-(54,684)(12,978)(149,503)(156,029)(374,424)
Foreign exchange impact-------
Net Book Value at 31
March 20246 4 ,7 5 213,468311,981216,6056 2 7, 9 5 01,0 07,7262,242,482
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
3637
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
Subsidiary CompaniesCountry of
Incorporation
Interest Held
2025
Interest Held
2024
BF Lease Company LimitedNew Zealand100%100%
BF Lease Company No 1 Limited - removedNew Zealand-100%
BF Lease Company No 2 Limited - removedNew Zealand-100%
BF Lease Company No 3 LimitedNew Zealand100%100%
BF Lease Company No 4 LimitedNew Zealand100%100%
BF Lease Company No 5 LimitedNew Zealand100%100%
BF Lease Company No 6 LimitedNew Zealand100%100%
BF Lease Company No 7 LimitedNew Zealand100%100%
BF Lease Company No 8 LimitedNew Zealand100%100%
BF Lease Company No 9 LimitedNew Zealand100%100%
BF Lease Company No 10 LimitedNew Zealand100%100%
BF Lease Company No 11 LimitedNew Zealand100%100%
BF Lease Company No 12 LimitedNew Zealand100%100%
BF Lease Company No 13 LimitedNew Zealand100%100%
BF Lease Company No 14 LimitedNew Zealand100%100%
BF Lease Company No 15 Limited - removedNew Zealand-100%
BF Lease Company No 16 Limited - removedNew Zealand-100%
BF Lease Company No 17 LimitedNew Zealand100%100%
BF Lease Company No 18 LimitedNew Zealand100%100%
BF Lease Company No 19 LimitedNew Zealand100%100%
BF Lease Company No 20 LimitedNew Zealand100%100%
BF Lease Company No 21 LimitedNew Zealand100%100%
BF Lease Company No 22 Limited - removedNew Zealand-100%
BF Lease Company No 23 LimitedNew Zealand100%100%
BF Lease Company No 24 LimitedNew Zealand100%100%
BF Lease Company No 25 LimitedNew Zealand100%100%
BF Lease Company No 26 LimitedNew Zealand100%100%
BF Lease Company No 27 LimitedNew Zealand100%100%
BF Lease Company No 28 LimitedNew Zealand100%100%
BF Lease Company No 29 LimitedNew Zealand100%100%
BF Lease Company No 30 LimitedNew Zealand100%100%
BF Lease Company No 31 Limited - removedNew Zealand-100%
BF Lease Company No 32 LimitedNew Zealand100%100%
BF Lease Company No 33 Limited - removedNew Zealand-100%
11) Investment in subsidiaries
The Parent Company’s investment in the subsidiaries comprises shares at cost.
All subsidiaries have a 31 March balance date.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
11) Investment in subsidiaries (Continued)
Subsidiary CompaniesCountry of
Incorporation
Interest Held
2025
Interest Held
2024
BF Lease Company No 34 LimitedNew Zealand100%100%
BF Lease Company No 35 LimitedNew Zealand100%100%
BF Lease Company No 36 LimitedNew Zealand100%100%
BF Lease Company No 37 LimitedNew Zealand100%100%
BF Lease Company No 38 LimitedNew Zealand100%100%
BF Lease Company No 39 LimitedNew Zealand100%100%
BF Lease Company No 40 LimitedNew Zealand100%100%
BF Lease Company No 41 LimitedNew Zealand100%100%
BF Lease Company No 42 LimitedNew Zealand100%100%
BF Lease Company No 44 LimitedNew Zealand100%100%
BF Lease Company No 45 Limited - removedNew Zealand-100%
BF Lease Company No 46 Limited - removedNew Zealand-100%
BF Lease Company No 47 Limited - removedNew Zealand-100%
BF Lease Company No 48 Limited - removedNew Zealand-100%
Burger Fuel Group Lease Limited (formally BF Lease
Company No 49 Limited)New Zealand100%100%
Burger Fuel Worldwide Limited (formally BF Lease
Company No 50 Limited)New Zealand100%100%
Burger Fuel (Dubai) NZ LimitedNew Zealand100%100%
Burger Fuel International LimitedNew Zealand100%100%
Burger Fuel (Australia) Pty LimitedNew Zealand100%100%
Burger Fuel (Australia) No2 Pty LimitedNew Zealand100%100%
Burger Fuel International Management LimitedNew Zealand100%100%
Burger Fuel LimitedNew Zealand100%100%
BurgerFuel Henderson LimitedNew Zealand100%100%
Burger Fuel Takapuna LimitedNew Zealand100%100%
Winner Winner LimitedNew Zealand100%100%
Shake Out LimitedNew Zealand100%100%
Concept Brands LimitedNew Zealand100%100%
Shake Out Commercial Bay LimitedNew Zealand100%100%
Shake Out Container LimitedNew Zealand100%100%
Burger Fuel Pty Limited Australia100%100%
Burger Fuel Australia Pty LimitedAustralia100%100%
BFG Delivery Kitchen Limited (formally BF Lease Company
No 43 Limited)New Zealand100%100%
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
3839
The principal activities of the subsidiaries are:
Burger Fuel Limited – Franchise systems – gourmet burger restaurants.
Burger Fuel International Limited – Holds patents, trademarks and licences and holds the international Master
Franchise Agreements.
Burger Fuel International Management Limited – Owns the BurgerFuel Australia operation and holds the
international Master Franchise Agreements.
Burger Fuel (Australia) Pty Limited – Non trading.
Burger Fuel (Australia) No2 Pty Limited – Non trading.
Burger Fuel Australia Pty Limited – Non trading.
Burger Fuel Pty Limited – Administration.
Burger Fuel (Dubai) NZ Limited – was the holding company of the subsidiary in Dubai (Burger Fuel (ME) DMCC).
BurgerFuel Henderson Limited – New Zealand based company trading as restaurant.
Burger Fuel Takapuna Limited – New Zealand based company trading as restaurant.
Winner Winner Limited – New Zealand based company trading as restaurant – Closed May 2023.
Shake Out Limited – New Zealand based company trading as restaurant.
Concept Brands Limited - Franchise systems – Shake Out and Winner Winner brands.
Shake Out Commercial Bay Limited – New Zealand based company trading as restaurant.
Shake Out Container Limited – New Zealand based company trading as mobile restaurant.
BFG Delivery Kitchen Limited – Shake Out delivery Only kitchen – Closed Nov 2023.
All other companies are head lease holders for store premises in New Zealand.
11) Investment in subsidiaries (Continued)
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
12) Loans
20252024
$$
Advance to staff3,490-
Advance to Franchisee86,34618,440
Total Loans89,8 3618,440
Current28,22918,440
Non-current61,607-
Total89,8 3618,440
Advances to Franchisee
The advance to a franchisee is to assist with opening of a BurgerFuel Store. The loan is interest bearing at 7%
(2024: 5.7%).
These advances have been assessed by management and there is no impairment or expected credit losses.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
4041
13) Intangible assets
2025Brand
AssetsGoodwill
Reacquired
Rights
Computer
SoftwarePatentTrade MarksTotal
$$$$$$$
Cost
Balance 1 April 2024221,3331,639,279250,760620,91418,506775,8573,526,649
Disposals -----(4,249)(4,249)
Acquisitions---1,017,5152,29327,6681,047,476
Balance at
31 March 2025221,3331,639,279250,7601,638,42920,799799,2764,569,876
Amortisation
Balance 1 April 2024140,262315,000195,034169,33114,966643,7141,478,307
Disposals -----(4,249)(4,249)
Impairment -------
Current year amortisation19,142-27,862195,9831,44844,718289,153
Balance 31 March 2025159,404315,000222,896365,31416,414684,1831,763,211
Net Book Value
Balance 1 April 202481,0711,324,27955,726451,5833,540132,1432,048,342
Disposals -------
Impairment -------
Additions---1,017,5152,29327,6681,047,476
Amortisation(19,142)-(27,862)(195,983)(1,448)(44,718)(289,153)
Net Book Value at
31 March 202561,9291,324,2792 7, 8 6 41,273,1154,385115,0932,80 6,665
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
13) Intangible assets (Continued)
2024Brand
AssetsGoodwill
Reacquired
Rights
Computer
SoftwarePatentTrade MarksTotal
$$$$$$$
Cost
Balance 1 April 2023221,3331,639,279250,760414,98517,896760,5163 , 3 0 4 ,7 6 9
Disposals -------
Acquisitions---205,92961015,341221,880
Balance at
31 March 2024221,3331,639,279250,760620,91418,506775,8573,526,649
Amortisation
Balance 1 April 2023121,120315,000167,17232,96713,541598,7141,248,514
Disposals -------
Impairment-------
Current year amortisation19,142-27,862136,3641,42545,0002 2 9,7 9 3
Balance 31 March 2024140,262315,000195,034169,33114,966643,7141,478,307
Net Book Value
Balance 1 April 2023100,2131,324,27983,588382,0184,355161,8022,056,255
Disposals -------
Impairment-------
Additions---205,92961015,341221,880
Amortisation(19,142)-(27,862)(136,364)(1,425)(45,000)(2 2 9,7 9 3)
Net Book Value at
31 March 202481,0711,324,2795 5 ,7 2 6451,5833,540132,1432,048,342
The reacquired rights will be amortised over the life of the franchise agreement at the time of purchase
being 9.5 years.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
4243
13.1) Impairment testing
Impairment
The goodwill of the two cash generating units (CGU’s) (BurgerFuel Takapuna and BurgerFuel Henderson stores)
have been tested for impairment. Based on the impairment testing results, no impairment loss on Goodwill is
recorded in the 2025 financial year (2024: Nil). Estimation uncertainty relates to assumptions about current value
or operating results and the determination of a suitable discount rate. For the purpose of annual impairment
testing, goodwill is allocated to the following cash-generating units, which are the units expected to benefit from
the synergies of the business combinations in which the Goodwill arises.
20252024
$$
New Zealand Retail – Henderson Store586,427586,427
New Zealand Retail – Takapuna Store737,852
737,852
Goodwill allocation at 31 March1,324,2791,324,279
The recoverable amounts of the cash-generating units were determined based on the higher of the value-in-use
and fair value less cost of disposal calculations, covering a detailed forecast period of 5 years of expected cash
flows for the units’ remaining useful lives using the growth rates determined by management.
Management assessed the impact of reduced economic activity and lower revenues due to slower economic
growth on the valuation of the Group’s financial and non-financial assets (i.e. impairment assessment of cash
generating units).
The Group has prepared revised cash flow forecasts for the purposes of the Group’s annual impairment testing of
goodwill and brand. This assessment has confirmed the carrying value of goodwill and brand assets as at 31 March
2025.
The present value of the expected cash flows of each segment is determined by applying a suitable discount rate.
Growth RatesDiscount Rates
2025202420252024
New Zealand Retail – Henderson Store2.0%2.0%1 7.1 %16.8%
New Zealand Retail – Takapuna Store2.0%2.0%16.8%16.7%
13.2) Growth rates
The growth rates reflect the long-term average growth rates for the product line and industry of the segments (all
publicly available). The Group is expecting the FY25 revenue growth rates combined across the two CGU’s to be
1.95% based on the current economic conditions. (FY24 7.6%)
13.3) Discount rates
The discount rates reflect appropriate adjustments relating to market risk and specific risk factors of each unit and
these are pre-tax discount rates.
13.4) Cash flow assumptions
The forecasts assume that New Zealand will have no further restrictions placed on the business operations during
the forecast period.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
14) Trade and other payables and contract liabilities
20252024
$$
Trade payables1,139,2701,638,192
Payroll liabilities19,564-
GST payable241,178195,355
Accrued expenses56,47255,058
1,456,4841,888,605
Contract Liability
2025Franchise Fees MLA Total
Balance 01 April 2024896,019162,6791,058,698
Franchise fees booked to Balance Sheet in FY25295,454-295,454
Revenue recognised – Franchise fees(242,674)(24,991)(267,665)
Balance 31 March 20259 4 8 ,7 9 91 3 7, 6 8 81,086,487
Contract Liability - Current156,36824,991181,359
Contract Liability – Non-current792,431112,697905,128
Total9 4 8 ,7 9 91 3 7, 6 8 81,086,487
2024
Balance 01 April 2023617,641187,671805,312
Franchise fees booked to Balance Sheet in FY24499,311-499,311
Revenue recognised – Franchise fees(220,933)(24,992)(245,925)
Balance 31 March 2024896,019162,6791,058,698
Contract Liability - Current225,96724,991250,958
Contract Liability – Non-current670,051137,689807,740
Total89 6,018162,6 801,058,698
The contract liability represents the remaining balance of franchise and MLA fees spread over the life of the
agreement which is typically 10 & 20 years in length, respectively. The franchises of 11 New Zealand stores expired
and were renewed or were terminated and re issued due to a sale and purchase of the franchise in FY25.
NZ Franchise fees are now received annually over franchise term, rather than as an upfront franchise fee.
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
4445
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
15) Provisions
20252024
$$
Store Closure Provision (non current)
Opening balance46,74243,242
Provisions made during the year2,7503,500
49,49246,742
Holiday Pay Provision (current)
Opening balance472,386345,696
Provisions made during the year643,036805,086
Provisions used during the year(714,620)(678,396)
40 0,802472,386
Total Provisions450,294519,128
Store Closure Provision
This is the make good provision that is set aside to cover the costs of returning premises that are occupied by
BurgerFuel back to their original condition, after taking into account the normal wear and tear of these premises.
Holiday Pay Provision
This is the allocation of the 8% annual leave entitlement that each full-time and part-time employee is entitled to
as part of their employment, which is accrued throughout the year.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
16) Cash and cash equivalents
20252024
$$
Cash at bank1,495,0604,329,752
Cash on deposit3,331,0385,241,408
4,826,0989,571,160
At balance date there is $58,012 (2024: $58,012) in restricted cash for bonds issued to the NZX and a lease
guarantee bond. Refer note 21 for further information.
17) Contributed equity
Number of SharesShare Capital
2025202420252024
$$
Opening ordinary shares on issue 50,336,86350,336,86311,913,49911,913,499
Share buyback and cancellation(15,101,076)-(4,077,291)-
Authorised & issued ordinary shares on
issue at 31 March35,235,78750,336,8637,836,20811,913,499
Return of Capital costs--(252,698)-
7,583,510
Burger Fuel Group Limited was listed on the New Zealand Alternative Stock Exchange (NZAX) on 27 July
2007. The Group migrated to the main board (NZX) on the 1st July 2019. The Company has 35,235,787 (2024:
50,336,863) authorised and fully paid ordinary shares on issue. All shares have equal voting rights and share
equally in dividends and any surplus on winding up. The shares have no par value.
The High Court in Auckland approved the capital return, and $4.077 million was distributed to shareholders on
12 June 2024. This reduced cash reserves accordingly, and the number of shares on issue from 50,336,863 to
35,235,787. $252,698 of direct costs to complete the return of capital were included in the equity section of the
Statement of Financial Position.
No Dividends were paid in the 2025 financial year (2024: NIL).
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
4647
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
18) Right of use assets, lease receivable and lease liabilities
In addition to the head office, company owned stores & warehouse leases (Occupied leases), the Group at 31
March 2025 holds the head leases on 33 franchised Burger Fuel stores in New Zealand (Non-occupied leases).
These have been sublet to the franchisees on the same terms and conditions as the head leases. These are
considered finance leases and the net investment in the lease is recorded as a receivable. Expected credit losses
have been reviewed and no impairments noted
2025
Non-OccupiedVehicle LeasesOccupiedTotal
Right of Use Assets
Opening balance-117,9895,746,1795,864,168
Remeasurements of ROU assets*-179,593496,193675,786
Depreciation-(99,146)(766,701)(865,847)
Right of use Asset as at 31 March 2025-198,4365,475,6715,674,107
* Remeasurements of ROU assets include vehicle and property leases and lease changes.
2024
Non-OccupiedVehicle LeasesOccupiedTotal
Right of Use Assets
Opening balance-212,8266,474,7216,687,547
Remeasurements of ROU assets*-2,506156,550159,056
Depreciation-(97,343)(885,092)(982,435)
Right of use Asset as at 31 March 2024-1 1 7, 9 8 95 ,74 6 ,1 7 95 , 8 6 4 ,1 6 8
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
18) Right of use assets, lease receivable and lease liabilities (Continued)
2025Non-OccupiedVehicle LeasesOccupiedTotal
Lease Receivable
Opening Balance15,714,314--15,714,314
Remeasurements of existing lease receivables**(1,612,975)--(1,612,975)
Interest income918,461--918,461
Rent payments(2,345,297)--(2,345,297)
Lease Receivable as at 31 March 20251 2 ,6 74 , 5 0 3--1 2 ,6 74 , 5 0 3
** Remeasurements of existing lease receivables are lease changes and non-occupied leases exited.
The group exited 5 non-occupied head leases in FY25.
2024Non-OccupiedVehicle LeasesOccupiedTotal
Lease Receivable
Opening Balance17,085,674--17,085,674
Remeasurements of existing lease receivables**61,884--61,884
Interest income1,030,566--1,030,566
Rent payments(2,463,810)--(2,463,810)
Lease Receivable as at 31 March 202415,714,314--15,714,314
2025Non-OccupiedVehicle LeasesOccupiedTotal
Lease Liability
Opening balance(15,714,314)(124,469)(6,688,307)(22,527,090)
Remeasurements of existing lease liabilities1,612,975(179,593)(495,968)937,414
Interest(918,461)(10,995)(384,791)(1,314,247)
Rent payments2,345,297110,6101,033,0683,488,975
Lease Liability as at 31 March 2025(1 2 ,6 74 , 5 0 3)(2 0 4,4 47)(6,535,998)(1 9,4 1 4,9 4 8)
2024Non-OccupiedVehicle LeasesOccupiedTotal
Lease Liability
Opening balance(17,085,674)(222,424)(7,387,563)(24,695,661)
Remeasurements of existing lease liabilities(61,884)(2,173)57,746(6,311)
Interest(1,030,566)(9,526)(422,931)(1,463,023)
Rent payments2,463,810109,6541,064,4413,637,905
Lease Liability as at 31 March 2024(15,714,314)(124,469)(6,688,307)( 2 2 , 5 2 7, 0 9 0)
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
4849
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
18) Right of use assets, lease receivable and lease liabilities (Continued)
Non-OccupiedVehicle LeasesOccupiedTotal
Maturity analysis – undiscounted
Less than one year1,874,77891,5821,064,2173,030,577
Between one and five years6,784,494139,9834,046,65610,971,133
More than five years8,666,811-3,091,47111,758,282
Lease Liability as at 31 March 202517,326,083231,5658,202,3442 5 ,7 5 9, 9 9 2
The cash impact of the occupied leases (rent), short term low value asset, and motor vehicle lease payments in
2025 is $1,143,678 (2024: $1,174,095). This decrease is mainly due to the exit of the Winner Winner Takapuna lease
& the Shake Out dark kitchen lease.
The group has 4 stores that have variable lease payments based on sales turnover that are not included in the
measurement for lease liability above, as the base rent was not exceeded or was capped. This was Nil in 2025
(2024: Nil).
Contractual Lease Commitments
The lease liability under IFRS 16 takes the lease term to its expiry as it is Management’s intention to use the asset’s
to date of final expiry.
The actual legal commitment as per the lease agreement is $4,102,284 (2024: $5,091,246). This reduction in lease
obligation is due to renewal terms in the lease agreement and limited liability clauses.
Non-OccupiedVehicle LeasesOccupiedTotal
Limited Liability No Discount FY25
Less than one year1,711,66378,242612,0612,401,966
Between one and five years968,263125,826530,7621,624,851
More than five years75,467--75,467
31 March 20252,755,393204,0 6 81,142,8234,102,284
Non-OccupiedVehicle LeasesOccupiedTotal
Limited Liability No Discount FY24
Less than one year2,131,56885,721708,6422,925,931
Between one and five years1,491,34638,748635,2212,165,315
More than five years----
31 March 20243,62 2,914124,4691,343,8635,091,246
The Group holds the head lease over 44 of 69 sites in NZ. The lease on the franchised sites (33) are then licensed
to its franchisees under the same terms and conditions. At balance date, the current annual rent expense of leases
under this arrangement including occupied leases, was $3,117,175 (2024: $3,446,908).
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
19) Foreign currency translation reserve
Nature and Purpose of Reserves:
Foreign Currency Translation Reserve
Translation differences arising on the translation of the results of subsidiaries with functional currencies other
than New Zealand dollars are recognised directly in the Foreign Currency Translation Reserve. The cumulative
amounts are released to profit or loss upon disposal of these subsidiaries.
20) Financial instruments and risk management
Financial risk management
Management provides services to the business, co-ordinates access to domestic and international financial
markets, monitors and manages the financial risks relating to the operations of the Group through internal risk
reports which analyse exposures by degree and magnitude of risks. These risks include market risk (including
currency risk), credit risk, liquidity risk and cash flow interest rate risk.
The Management reports quarterly to the Group’s audit committee, who monitors risk and policies implemented
to mitigate risk exposures.
Market Risk
The Group’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and
interest rates. Market risk exposures are analysed by sensitivity analysis. There has not been significant change to
BurgerFuel’s exposure to market risks or the manner in which it manages and measures the risk.
Foreign currency risk management
The Group’s foreign exchange risk is limited to its Australian Dollar bank accounts and the trading of its Australian
subsidiaries. It maintains amounts in these foreign bank accounts and transfers funds when foreign exchange
rates are favourable.
Foreign currency sensitivity analysis
The following table details the Group’s sensitivity to a 10% increase and decrease in the NZ dollar against
the Australian dollar. 10% is the sensitivity rate used when reporting foreign currency risk internally to key
management personnel and represents management’s assessment of the reasonably possible change in foreign
exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items
and adjusts their translation at year end for a 10% change in foreign currency rates.
The sensitivity analysis includes external loans as well as loans to foreign operations within the Group. A positive
number below indicates an increase in profit.
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
5051
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
20) Financial instruments and risk management (Continued)
GROUP
10% Strengthening10% Weakening
2025202420252024
$000$000$000$000
Profit / (Loss) before tax45(5)(6)
Equity34(3)(4)
Interest rate sensitivity analysis
The sensitivity analysis below has been determined based on the exposure to interest rates at the balance date.
For floating rate liabilities, the analysis is prepared assuming the amount of liability outstanding at the balance
date was outstanding for the whole year. A 100-basis point increase or decrease is used when reporting interest
rate risk internally to key management personnel and represents management’s assessment of the reasonably
possible change in interest rates.
If the interest rates on cash and cash equivalents had been 100 basis points higher and all other variables were
held constant, the Group’s operating result for the year ended 31 March 2025 would have been $48,261 higher
(2024: $95,712 higher).
Interest Rate Risk
The Group has cash flow interest rate risk from financial instruments that attract interest. Interest rate risk is the
risk that the value of the Group’s assets and liabilities will fluctuate due to changes in market interest rates. The
Group is exposed to interest rate risk primarily through its cash balances and advances.
The Group manages its interest rate risk by maintaining minimal variable rate cash balances. Excess cash
resources are placed into fixed rate term deposits where appropriate.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
20) Financial instruments and risk management (Continued)
Interest Rate Risk Profile
2025We i g hte d
average
effective
interest rate %
Greater than
1 year
Less than 1
year
Non - interest
bearing
Total
$$$$
Financial Assets
Cash and cash equivalent0.83%-4,826,098 -4,826,098
Advance to franchisee7. 0 0 %61,60724,739-86,346
Advance to staff5.0 0%-3,490-3,490
Trade and other receivables---1,903,8001,903,800
Lease Receivable -non occupied8.39%11,551,7571,122,746-1 2 ,6 74 , 5 0 3
11,613,3645,977,0731,903,80019,494,237
Financial Liabilities
Trade payables---1,456,4841,456,484
Lease Liability – occupied6.30%5,830,261705,963-6,536,224
Lease Liability – vehicles8.39%125,97978,242-204,221
Lease Liability – non -occupied8.39%11,551,7571,122,746-1 2 ,6 74 , 5 0 3
1 7, 5 0 7, 9 9 71,906,9511,456,48420,871,432
2024We i g hte d
average
effective
interest rate %
Greater than
1 year
Less than 1
year
Non - interest
bearing
Total
$$$$
Financial Assets
Cash and cash equivalent1.13%-9,571,160 -9,571,160
Advance to Franchisee5.70 %-18,440-18,440
Trade and other receivables---2,269,9872,269,987
Lease Receivable - non occupied9.1 4 %14,214,4131,499,901-15,714,314
14,214,41311,089,5012,269,9872 7, 5 7 3 , 9 0 1
Financial Liabilities
Trade payables---1,888,6051,888,605
Lease Liability – Occupied5.9 0%6,082,337605,970-6,688,307
Lease Liability – Vehicles4.95%38,74885,721-124,469
Lease Liability – Non-occupied9.1 4 %14,214,4131,499,901-15,714,314
20,335,4982,191,5921,888,60524,415,695
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
5253
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
20) Financial instruments and risk management (Continued)
Credit Risk
Credit risk is the risk that the counter party to a transaction with the Group will fail to discharge its obligations,
causing the Group to incur a financial loss. The Group has adopted a policy of only dealing with creditworthy
counterparties, as a means of mitigating the risk of financial loss from defaults. The credit ratings of its
counterparties are continuously monitored by management and the aggregate value of transactions concluded is
spread amongst approved counterparties.
Financial instruments that potentially subject the Group to concentrations of credit risk consist principally of cash,
trade debtors, loans and advances.
The carrying amount of financial assets recorded in the financial statements, which is net of impairment losses,
represents the Group’s maximum exposure to credit risk without taking account of the value of any collateral
obtained. The maximum credit risk exposures are
Group
20252024
$$
Cash and bank balances4,826,0989,571,160
Loans, advances and receivables1,986,1532,288,427
Lease Receivable2,755,3933,622,914
Maximum exposures are net of any recognised provisions, and at balance date no loans or advances are
considered to be impaired (2024: $Nil). No trade receivables are impaired in FY25 with no further amounts past
due (2024: Nil).
Cash
The Group’s major concentration of credit risk relates to cash deposits with ASB Limited in New Zealand and CBA
Bank Limited in Australia
Receivables
The Group has a credit policy, which is used to manage its exposure to credit risk. As part of this policy, limits on
exposures have been set, lending is subject to defined criteria and loans are monitored on a regular basis. The
trade receivable are payable on the 10th of the following month and loans are subject to a loan agreement which
stipulates monthly repayments or payable on demand. No security is held but there is a PPSR registered against
the franchisee loan.
Capital Management
The Group’s capital includes share capital, reserves and retained earnings as shown in the Statements of Financial
Position. The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going
concern in order to provide returns for shareholders, and to maintain an optimal capital structure to reduce the
cost of capital. In order to maintain or adjust the required capital structure the Group may issue new shares, sell
assets to reduce debt and/or adjust amounts paid to investors.
The Group is not subject to any externally imposed capital requirements.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
20) Financial instruments and risk management (Continued)
Liquidity Risk
Liquidity risk is the risk that the Group will encounter difficulty in raising funds at short notice to meet
commitments associated with financial instruments. The Group maintains sufficient funds to meet the
commitments based on historical and forecasted cash flow requirements. The exposure is being reviewed on an
ongoing basis from daily procedures to monthly reporting.
Ultimate responsibility for liquidity risk management rests with the board of directors, which has built an
appropriate liquidity risk management framework for the management of short, medium and long-term funding
and liquidity management requirements. Liquidity risk is managed by maintaining adequate reserves and banking
facilities, by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial
assets and liabilities. All payables are due within 6 months of balance date (2024: 6 months).
The Group expects to meet its obligations from operating cash flows and proceeds of maturing financial assets.
21) Commitments
Capital Commitments
At 31 March 2025, the Group has no contractual commitments (2024: Nil).
Indemnity / Guarantees
BurgerFuel has deposits in place to cover certain commitments the banks have provided:
20252024
Total future minimum
payments
Total future minimum
payments
$$
NZX Bond20,00020,000
Lease guarantee bond38,01238,012
58,01258,012
22) Contingencies
The Group has no contingencies at balance date (2024: Nil).
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
5455
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
23) Related party transactions
Transactions with Related Parties
During the year the following related party transactions took place:
GroupRelationshipNature of transaction
2025
$
2024
$
SIAM Ventures LimitedKMPConsultancy Expenses Paid770,399770,399
Peter Brook (retired 17 July 2024)DirectorDirector Fees25,66777,000
Alan GourdieDirectorDirector Fees71,33330,000
Tyrone FoleyDirectorDirector Fees43,75035,000
Tristram van der MeijdenDirectorDirector Fees60,000-
Neo Corporate Trustees Limited KMPHead Office Rental559,225534,968
The BurgerFuel Group Chief Executive Officer is the sole director of SIAM Ventures Limited and a director of Neo
Corporate Trustees Limited. The Chief Executive Officer receives consultancy fees relating to his remuneration
which are paid to SIAM Ventures Limited. The above remuneration excludes reimbursement of costs incurred on
behalf of the group.
The head office rental is for the BurgerFuel Head Quarters located at 66 Surrey Crescent, Grey Lynn, Auckland.
The annual rental is paid to Neo Corporate Trustees Limited on behalf of the Neo Trust as the building owners.
The head office rental and leases are periodically reviewed and assessed by an independent registered valuer and
approved by the Board.
All BFG shareholdings were reduced by 30% due to the Return of Capital transaction on 12 June 2024. The
shareholders overall percentage holding in BFG did not change after the transaction. There were no other share
transactions with the Directors and Officers during the year.
Key Management Compensation
Key management personnel (KMP) compensation costs include remuneration of the Group Chief Executive,
Directors and the members of the executive team. The compensation paid or payable to key management for
employee services is shown above.
20252024
$$
Salaries and other short-term employee benefits2,004,6751,957,203
KiwiSaver Employer Contribution30,57035,604
2,035,2451,992,807
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
24) Earnings per share
The basic earnings per share are calculated by dividing the profit attributed to owners of the Group by the
weighted average number of ordinary shares in issue during the year.
20252024
$$
Surplus attributable to the owners of the Group
1,026,7791,327,077
Weighted average number of ordinary shares on issue38,256,00250,336,863
Basic earnings per share (cents)2.6 82.6 4
Diluted earnings per share (cents)2.6 82.6 4
Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding
to assume conversion of all dilutive potential ordinary shares. There is no difference between the basic and diluted
number of shares on issue
25) Reconciliation of net surplus after taxation to net cash flows provided from
operating activities
20252024
$$
Net profit after tax1,026,779 1,327,077
Add: Non-cash items
Amortisation289,153229,793
Depreciation431,590361,020
Depreciation on ROU asset865,847982,435
Deferred tax asset72,56252,040
Loss on disposal of property, plant and equipment10,390268,068
Unrealised exchange loss / (gain)(1,999)(11,208)
Contract Asset and Liability Franchise Fees-(3,163)
1,667,5431,878,985
Add: Items classified as investing or financing activities
Gain on sale of assets(60,081)(21,791)
Add: Working capital movements
(Increase) / decrease in trade and other receivables35,759(238,536)
(Increase) / decrease in inventories36,123(78,218)
(Decrease) / increase in taxation payable (341,252)53,032
Increase/ (decrease) in accounts payable and accruals, provisions \ and contract liability(704,912)1,999
(974,282)(261,723)
Net cash flows provided from operating activities1,659,9592,922,548
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
5657
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
26) Segment reporting
Operating Segments
The Group operates in two operating segments; these operating segments have been divided into the following
geographical regions, New Zealand and International markets. All the segment’s operations are made up of
franchising fees, royalties and sales to franchisees. The segments are in the business of Franchise Systems - Gourmet
Burger Restaurants.
The amounts provided to the Board with respect to total liabilities are measured in a manner consistent with that of
the financial statements. These liabilities are allocated based on the operations of the segment.
2025
New ZealandInternationalConsolidated
$$$
Revenue
Sales10,350,969-10,350,969
Royalties
6,147,087
126,8566,273,943
Franchising fees370,10924,9913 9 5 ,1 0 0
Training fees37,500-3 7, 5 0 0
Property management fees60,000 - 60,000
Advertising fees
4,198,525
- 4,198,525
Foreign exchange gain-1,9991,999
Sundry income2,045,396-2,045,39 6
Online Ordering
497,324-497,324
Interest received195,077411 9 5 ,1 1 8
Interest Leases918,461-918,461
Total Revenue24,820,448153,88724,974,335
Interest Expense---
Interest Expense Leases Occupied395,786-3 9 5 ,7 8 6
Interest Expense Leases non occupied918,461-918,461
Depreciation431,590-431,590
Depreciation Leases865,847-865,847
Amortisation & impairment289,153-289,153
Segment Result before Income Tax1,590,787(55,322)1,535,465
Income Tax Expense508,686-508,686
Segment Assets31,682,258588,29232,270,550
Segment Liabilities22,395,96012,25322,408,213
Acquisition of Property, Plant & Equipment & Intangible Assets
Other1,333,628- 1,333,628
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
26) Segment reporting (Continued)
2024
New ZealandInternationalConsolidated
$$$
Revenue
Sales11,151,620- 11,151,620
Royalties6,781,499-6,781,499
Franchising fees228,71724,991253,708
Training fees---
Property management fees62,000 - 62,000
Advertising fees4,863,227 - 4,863,227
Foreign exchange gain-11,20811,208
Sundry income2,616,060-2,616,060
Online Ordering210,658-210,658
Interest received297,6251292 9 7,7 5 4
Interest Leases1,030,566-1,030,566
Total Revenue2 7, 2 4 1 , 9 7 236,32827,278,300
Interest Expense---
Interest Expense Leases Occupied432,457-432,457
Interest Expense Leases non occupied1,030,566-1,030,566
Depreciation361,020-361,020
Depreciation Leases982,435-982,435
Amortisation & impairment229,793-2 2 9,7 9 3
Segment Result before Income Tax2,170,588(284,902)1,885,6 86
Income Tax Expense558,609-558,609
Segment Assets39,075,015399,2363 9, 4 74 , 2 5 1
Segment Liabilities26,289,47824,13826,313,616
Acquisition of Property, Plant & Equipment & Intangible Assets
Other758,464- 758,464
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
5859
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
27) Net tangible asset per share (Non-GAAP Measure)
The net tangible asset per share is calculated by dividing the net tangible assets of the Group by the total number
of ordinary shares in issue during the year. This is a non-GAAP measure, but the disclosure is required under the
NZX listing rules.
20252024
$$
Assets13,921,94017,895,769
Current lease receivable non-occupied – IFRS161,122,7461,499,901
Right of use assets – Leases5,475,6715,746,179
Right of use assets – vehicles198,436117,989
Non-current lease receivable non-occupied – IFRS1611,551,75714,214,413
Total Assets
32,270,55039,474,251
Liabilities(2,993,265)(3,786,526)
Lease Liabilities (6,535,998)(6,688,307)
Lease Liabilities – vehicles(204,447)(124,469)
Lease Liabilities – non-occupied(12,674,503)(15,714,314)
Total Liabilities(22,408,213)(26,313,616)
Net Assets9,862,33713,160,635
Less Intangible Assets and deferred tax asset(3,300,483)(2,614,722)
Net Tangible Assets6,561,85410,545,913
Total ordinary shares on issue35,235,78750,336,863
Net Tangible Assets per share
($ per Share)0.1 90.2 1
28) Subsequent events
There has been no matter or circumstance, which has arisen since 31 March 2025 that has significantly
affected or may significantly affect:
(a) the operations, in financial years subsequent to 31 March 2025, of the Group, or
(b) the results of those operations, or
(c) the state of affairs, in financial years subsequent to 31 March 2025, of the Group.
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
6061
Remuneration of Directors
2025
12 Months
2024
12 Months
$$
Peter Brook**25,66777,000
Josef Roberts*770,399770,399
Tyrone Foley43,75035,000
Alan Gourdie71,33330,000
Tristram van der Meijden60,000-
* Josef Roberts’ remuneration is independently assessed by one of New Zealand’s leading CEO salary and remuneration specialists and following
their recommendations, set by the Board.
**Peter Brook retired on 17 July 2024 and received a part year of Director fees.
Remuneration of Employees (Excluding Executive Directors)2025
12 Months
Number of Employees
2024
12 Months
Number of Employees
$100,000-$110,00021
$110,001-$120,00023
$120,001-$130,000-2
$130,001-$140,00022
$140,001-$150,00013
$150,001-$160,0001-
$180,001-$190,000-1
$190,001-$200,0001-
$200,001-$210,000-1
$210,001-$220,0001-
$230,001-$240,000-1
$240,001-$250,0001-
$260,001-$270,000-1
$270,001-$280,0001-
$290,001-$300,000-1
$300,001-$310,0001-
SHAREHOLDER INFORMATION
FOR THE YEAR ENDED 31 MARCH 2025
Statement of Directors and Officers Interests
Directors and Officers held the following equity securities in the Company:
Beneficially held
at 31/03/25
Non-beneficially
held at 31/03/25
Beneficially held
at 31/03/24
Non-beneficially
held at 31/03/24
Peter Brook (Retired 17 July 2024)235,617-336,596-
Josef Roberts23,363,434-33,376,335-
Tyrone Foley 10,412-14,874-
Alan Gourdie 258,507-369,296-
Mark Piet (Officer)15,167-21,667-
All BFG shareholdings were reduced by 30% due to the Return of Capital transaction in June 2024. There were no
other share transactions with the Directors and Officers during the year. Directors are not required to own BFG
shares, but all directors are shareholders except for Tristram van der Meijden.
Substantial Product Holders
The following information is given pursuant to section 293 of the Financial Markets Conduct Act 2013. As at
31 March 2025, details of the Substantial Product Holders in the company and their relevant interests in the
company’s shares are as follows:
Substantial Product HolderNumber of Voting Securities%
JCR Capital Limited and 730 Trustee Company Limited
as co-trustees of the JCR Investment Trust *19,802,57556.20%
SIAM Trust*1,855,0005.26%
E & P Foundation Trustee Limited1,800,4975 .1 0 %
Christopher Simon Mason and Christopher John Mills as trustees
for the Mason Family Trust
1,761,7915.0 0%
*Mason Roberts Holdings Limited is the legal holder (as bare trustee) of these shares.
Mason Roberts Holdings Limited is also the legal holder (as bare trustee) of shares beneficially owned by
CMJR Trustee Ltd and GL JCR CMJR Guardian Ltd as co-trustees of the CMJR Trust.
The total number of shares legally held by Mason Roberts Holdings Limited (as bare trustee) as at 31 March 2025
was 23,363,434 (66.3%).
The total number of voting securities of the Company on issue at 31 March 2025 was 35,235,787 fully paid ordinary
shares.
SHAREHOLDER INFORMATION
FOR THE YEAR ENDED 31 MARCH 2025
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
6263
Twenty Largest Security Holders as at 31 March 2025
ShareholderNumber of Shares%
MASON ROBERTS HOLDINGS LIMITED23,363,434 66.31%
E & P FOUNDATION TRUSTEE LIMITED1,800,497 5 .1 1 %
MASON TRUSTEE LIMITED & CHRISTOPHER SIMON MASON &
CHRISTOPHER RONALD JOHN MILLS1,761,791 5.0 0%
BRENDON JON LINDSAY & JEFFREY JOHN PARSONSON & WAYNE DEREK ANDERSON &
SIMON MIDDLETON PALMER886,662 2.52 %
NEW ZEALAND DEPOSITORY NOMINEE LIMITED691,040 1.9 6%
CUSTODIAL SERVICES LIMITED 349,508 0.9 9 %
FRANCO BELGIORNO-NETTIS332,500 0.94%
LAPHROAIG TRUSTEE COMPANY (NZ) LIMITED259,674 0.74%
JBWERE (NZ) NOMINEES LIMITED258,507 0.73%
PETER CLYNTON BROOK235,617 0.67 %
TRUMPETER TRUSTEES (2007) LIMITED227,259 0.6 4%
ALASTAIR ROSS ARMSTRONG181,475 0.52 %
BRIAN KELLY LIMITED175,000 0.5 0 %
JIMMY JINHUA DENG & SOPHIE SHUFEN LI113,848 0.32%
JI ZOU109,375 0.31%
STERLING NOMINEES LIMITED105,204 0.30%
FORSYTH BARR CUSTODIANS LIMITED 93,764 0.2 7 %
ANAND MANOHAR MODAK90,411 0.2 6 %
JOSEPH DANIEL BOTHA85,440 0.24%
ROBERT WALLACE MONTGOMERY DOWLER & ROSEMARY ELIZABETH DOWLER70,000 0.2 0 %
31,191,00688.52%
SHAREHOLDER INFORMATION
FOR THE YEAR ENDED 31 MARCH 2025
SHAREHOLDER INFORMATION
FOR THE YEAR ENDED 31 MARCH 2025
Domicile of Security Holdings
LocationHoldersUnitsUnits %
NEW ZEALAND2,11535,008,56299.36%
AUSTRALIA90133,7220.38%
UNITED ARAB EMIRATES333,6120.1 0 %
U.S.A.1521,2100.0 6 %
UNITED KINGDOM1318,7250.0 5%
CANADA54,9410.01 %
HONG KONG13,5000.01 %
AUSTRIA11,4000.0 0 %
CHINA11,4000.0 0 %
CZECH REPUBLIC11,4000.0 0 %
FRANCE11,4000.0 0 %
GERMANY11,4000.0 0 %
IRELAND11,1200.0 0 %
NORWAY17000.0 0 %
REUNION17000.0 0 %
SOUTH AFRICA17000.0 0 %
TAIWAN17000.0 0 %
HUNGARY13850.0 0 %
SWITZERLAND12100.0 0 %
Total 2,25435,235,78710 0.0%
Spread of Security Holders
RangeHoldersUnitsUnits %
1 - 499 305 85,746 0.24%
500 - 999 1,084 775,225 2.20%
1,000 - 1,999 462 619,114 1.7 6 %
2,000 - 4,999 247 738,537 2 .1 0 %
5,000 - 9,999 75 548,234 1.56%
10,000 - 49,999 59 1,158,980 3.29%
50,000 - 99,999 6 458,560 1.30%
100,000 - 499,999 11 2,347,967 6.6 6 %
500,000 - 999,999 2 1,577,702 4.48%
1,000,000 Over 3 26,925,722 76.42 %
Total2,25435,235,78710 0.0%
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
6465
CORPORATE GOVERNANCE
FOR THE YEAR ENDED 31 MARCH 2025
The Board of Directors is responsible for the corporate
governance of the Group. “Corporate Governance”
involves the direction and control of the business
by the Directors and the accountability of Directors
to shareholders and other stakeholders for the
performance of the Group and compliance with
applicable laws and standards.
The group has followed the recommendations in the
NZX Corporate Governance Code during the relevant
financial year, full details can be found on our website;
www.burgerfuel.com/nz/investor-relations#company-
documents
Role of the Board
The Board is elected by the Shareholders of the
Company. A Director must not hold office (without
re-election) past the third annual meeting following the
Directors appointment or 3 years, whichever is longer.
The Directors to retire are those who wish to retire, or
those who have been longest in office since last being
elected, subject to voting.
The Board of Directors is responsible for the overall
direction of Burger Fuel Group Limited’s business and
affairs on behalf of all shareholders. The Board’s key role
is to ensure that corporate management is continuously
and effectively striving for above-average performance,
taking account of risk.
The Board:
•Establishes the objectives of Burger Fuel Group Limited;
•Approves major strategies for achieving these
objectives;
•Oversees risk management and compliance;
•Sets in place the policy framework within which
BurgerFuel operates; and
•Monitors management performance against this
background.
The Board has delegated the day-to-day leadership and
management of the Group to the Group Chief Executive
Officer, Chief Operating Officer and the Chief Financial
Officer.
The Board monitors financial results and compares them
to annual plans and forecasts / budgets on a regular
basis, and on a quarterly basis reviews the Group’s
performance against its strategic planning objectives.
Board Size and Composition
The size and composition of the Board is determined
by the Company’s constitution. As at 31 March 2025,
there were four Directors and a Chief Financial Officer /
Company Secretary. The Chairman of the Board and the
Chairman of the Audit Committee are non-executive
and independent of the role of the Chief Executive
Officer and Chief Financial Officer.
Directors and Officers diversity
NZX listed issuers are required to report quantitative
data on the gender breakdown of Directors and Officers
at the financial year end. The policy behind the rule is
to provide information to allow investors to maintain
an informed view of diversity as a factor relevant to an
Issuer’s expected performance.
20252024
MaleFemaleMaleFemale
Directors4-4-
Executive /
Leadership Team5151
Total Head Office Staff18202220
Audit Committee
(i) Risk Management
The Audit Committee is required to establish a
framework of internal control mechanisms to ensure
proper management of the Group’s affairs and that key
business and financial risks are identified and controls
and procedures are in place to effectively manage
those risks. The Audit Committee is accountable to
the Board for the recommendation of the external
auditors, directing and monitoring the audit function
and reviewing the adequacy and quality of the annual
audit process.
(ii) Additional Assurance
The Committee provides the Board with additional
assurance regarding the accuracy of financial
information for inclusion in the Group’s annual report,
including the financial statements. The Committee is
also responsible for ensuring that Burger Fuel Group
Limited has an effective internal control framework.
These controls include the safeguarding of assets,
maintaining proper accounting records, complying
with legislation, including resource management and
health and safety issues, ensuring the reliability of
financial information and assessing and overviewing
business risk. The Committee also deals with
governmental and New Zealand Stock Exchange
requirements.
(iii) Share Trading Policy
The Company has adopted a formal Securities
Trading Policy (“Policy”) to address insider trading
requirements.
The Policy is modelled on the Listed Companies
Association Securities Trading Policy and Guidelines
and is administered by the Audit Committee and
restricts share trading in a number of ways.
CORPORATE GOVERNANCE
FOR THE YEAR ENDED 31 MARCH 2025
(iv) Insurance and Indemnification
Burger Fuel Group Limited provides indemnity insurance cover to directors, officers and employees of the Group
except where there is conduct involving a wilful breach of duty, improper use of inside information or criminality.
Directors & Officers Board & Audit Committee Attendance Record
DirectorsBoard Meetings
Audit Committee
Meetings
Alan Gourdie (Chair & Independent Director)63
Josef Roberts (CEO Executive Director)63
Tyrone Foley (Independent Director) 63
Tristram van der Meijden (Audit Committee Chair & Independent Director)63
Peter Brook (Retired 17 July 2024)21
Officer
Mark Piet (Chief Financial Officer / Company Secretary) *63
*Mark Piet is not part of the Audit Committee he is an observer and are not involved in any of the decision making.
The composition of the Audit committee is Tristram van der Meijden (Chair), Alan Gourdie, Josef Roberts and
Tyrone Foley.
Alan Gourdie, Tristram van der Meijden and Tyrone Foley are considered by the Board to be independent directors,
as defined under the NZX Listing Rules, as at 31 March 2025. This determination has been made on the basis that
neither Alan Gourdie, Tristram van der Meijden or Tyrone Foley are employees of the Group, nor do they have any
‘Disqualifying Relationship’ as that term is defined in the Listing Rules.
Tyrone was declared an independent Director at the 2024 BFG Annual Shareholders Meeting as he had not been
involved with the management of the company for over 3 years.
Peter Brook retired as a Director on 17 July 2024 and Tristram van der Meijden was appointed as a director on 11
April 2024. Tristram van der Meijden became the Chair of the Audit Committee.
Constitution
A full copy of the Company’s constitution is available on the Company’s website (www.burgerfuel.com).
Board Remuneration
Directors are entitled to Directors’ fees, reasonable travelling, accommodation and other expenses incurred in
the course of performing duties or exercising powers as Directors. Aggregate Director fees payable to the Board
will not exceed $220,000 per annum, excluding the Group Chief Executive and Chief Financial Officer/Company
Secretary. The aggregated Director fees increased to $220,000 (from $180,000) as per the shareholder vote at
the 29 August 2024 BFG Annual Shareholders Meeting.
The Company Secretary attends to all company secretarial and corporate governance matters. There are currently
no, short or long term incentives, share options, or retirement benefits for the directors & CEO.
BFG ANNUAL REPORT 2025BFG ANNUAL REPORT 2025
6667
CORPORATE GOVERNANCE
FOR THE YEAR ENDED 31 MARCH 2025
Conflict of Interest
The Board has guidelines dealing with the disclosure of interests by Directors and the participation and voting
at Board meetings where any such interests are discussed. The Group maintains an interests register in which
particulars of certain transactions and matters involving Directors must be recorded.
There have been no political donations by the company.
Sustainability
Burger Fuel Group is committed to developing long term value creation. As part of this commitment, Burger Fuel
Group’s Board is focused on building a sustainable future for its business, people, customers, and communities by
doing what is right.
We recognise the importance of playing our part in the transition to a decarbonised and circular economy and
have been continuing to chip away at initiatives to help us understand and reduce our impact with the support of
our sustainability consultants at Go Well Consulting.
The Group is nearing completion of its carbon analysis through EKOS, and from these findings the Group will
work towards reducing its carbon footprint where it can. The nature of our business makes it difficult to be carbon
neutral (without buying offsetting carbon credits), but we are constantly assessing this, as new equipment and
processes come to market.
We continue to review the supply chain, sourcing mostly local ingredients and we work with suppliers to ensure
our packing is circular and sustainable, with a long-term view to have 100% of our single use packaging items
certified as commercially compostable. Our BurgerFuel shake cup is both commercially and home compostable
and most of our high-volume packaging is made from aqueous-coated kraft board and is PFAS-free.
Circular waste management in our stores continues to be a focus, as we trial compost collections in our Head
Office and company owned stores in Ponsonby and Takapuna, with the intention of rolling this out across all stores
(where possible). Our efforts so far have yielded a total emissions saving of 0.013 TC02e, and 26.44T of food and
packaging waste being diverted from landfill from these stores and Head Office since the project commenced in
2022.
Some other sustainability initiatives to note is our new Royal Oak store will be the first fully electric store in the
system, giving us the opportunity to trial electric versions of our core kitchen equipment. Our billboard upcycling
programme, where we save all advertising billboard canvases and repurpose them into staff gifts, such as duffle
bags, for our staff reward and recognition anniversary programme. And this year we will again be releasing the
limited-edition special burger, Wild Heart, which features local rescued carrots, wild Wapiti venison and rescued
cherries. This campaign includes a fundraising element and gives back to the Fiordland Wapiti Foundation, with
the intention of challenging perception around food waste in NZ.
COMPANY DIRECTORY
AS AT 31 MARCH 2025
NZ Companies Office - Registered Office
Burger Fuel Group Limited
66 Surrey Crescent
Grey Lynn
Auckland 1021
Company Number
1947191
Date of Incorporation
1 4 -J u n - 0 7
Directors
Alan Gourdie - Chair (Independent)
Tristram van der Meijden - Chair of Audit Committee (Independent)
Tyrone Foley (Independent)
Josef Roberts (Executive)
Board Executive
Mark Piet (Chief Financial Officer / Company Secretary)
Business Headquarters
66 Surrey Crescent
Grey Lynn
Auckland 1021
Bankers
ASB Bank Limited
CBA Bank Limited (Australia)
Solicitors
Dentons Kensington Swan, 18 Viaduct Harbour Avenue, Auckland 1011.
Buddle Findlay, HSBC Tower, 188 Quay Street, PO Box 1433, Auckland 1140.
Wynn Williams PO Box 2401, Shortland Street, Auckland 1140.
Corporate Counsel Limited Solicitors, P.O Box 37-322, Parnell, Auckland 1151
Accountants
Bridgepoint Group Accounting Pty Ltd
Suite 301, 8 West Street,
North Sydney
NSW 2060
Australia
Auditors
Baker Tilly Staples Rodway Auckland
Level 9, Tower Centre
45 Queen Street
Auckland 1010
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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