ANNUAL RESULTS - Rhodes Food GroupNon-current assets 2 145 1 365 57.1 Property, plant & equipment 1...

ANNUAL RESULTSFOR THE YEAR ENDED 1 OCTOBER

2017

RHODES FOOD GROUP ANNUAL RESULTS 2017 1

ANNUAL RESULTS for the year ended 1 October 2017


2 RHODES FOOD GROUP – ANNUAL RESULTS 2017

PRESENTATION OUTLINE

1 REVIEW OF THE YEAR

2 FINANCIAL PERFORMANCE

3 OPERATIONS

4 OUTLOOK

5 QUESTIONS


REVIEW OF THE YEAR



REVIEW OF THE YEAR

▪ Continued strong regional organic growth

▪ Regional gains offset by disappointing international

performance

▪ Impacted by strengthening Rand, reduced demand for

industrial products, pricing pressure and higher costs

▪ Equity capital of net R648m raised through book build

▪ Increased capital investment programme of R487m

▪ Pakco and Ma Baker successfully integrated



REVIEW OF THE YEAR: REGIONAL

▪ Volume growth and share gains in key categories

▪ Good growth in pie category across all sales channels

▪ Sales in sub-Saharan Africa +47%

▪ Ongoing juice market share gains despite increased

competitiveness in reaction to Rhodes’ entry

▪ Margin pressure

– Tough consumer environment, notably in lower end market

– Short-term dilutive impact of acquisitions



REVIEW OF THE YEAR: INTERNATIONAL

▪ Canned fruit volumes recovered in H2

▪ Slowdown in industrial pulp and puree products

– Major decline in global prices

– Reduced demand in key international markets

– Pulps and purees comprise approx 20% of international sales

▪ Foreign exchange impact

– Rand strengthened by 10% against trading currencies

– Full impact of currency on international profitability limited by

hedging policy in H1; hedge unwound in H2



REVIEW OF THE YEAR: INTERNATIONAL

▪ Foreign pricing pressure

– Softer prices in Asia in core canned fruit business

– Depreciation in Asian currencies relative to US dollar

▪ Drought in W Cape impacting canned fruit costs

– Poorer quality fruit, lower yields and resultant higher labour costs

– Impact of approx 5% on cost of goods sold


FINANCIAL PERFORMANCE




▪ Turnover +10.8% to R4.6 billion– Regional +21.4%

– International -18.1%

▪ Gross profit margin 27.0% (2016: 29.3%)– Regional margin strengthened

– International down on currency impact and slower sales

▪ Operating margin 8.9% (2016: 12.0%)– Regional improved in H2 but lower for year at 9.7% (10.3%)

– International impacted by currency, lower pricing and higher costs due to drought




▪ Profit after tax -20% to R235 million

▪ Headline earnings -19.1% to R237 million

▪ Diluted HEPS -27% to 93.4 cps– 10.8% increase in weighted average number of dilutive shares

▪ Dividend of 31.1 cps declared



INCOME STATEMENT

R’m 2017 2016Restated

% change

Turnover 4 593 4 146 10.8Cost of goods sold (3 355) (2 933) 14.4Gross profit 1 238 1 213 2.0

Gross profit margin 27.0% 29.3%Other income 55 37 48.6Operating costs (886) (752) 17.8Operating profit 407 498 (18.3)Net interest paid (85) (89) (4.5)Profit before tax 322 409 (21.3)Tax (87) (116) (25.0)Profit after tax 235 293 (19.8)Diluted HEPS (c) 93.4 128.0 (27.0)WAN shares in issue (‘m) 244.5 219.9 11.2



INCREASED SHARES IN ISSUE

‘000 2017 2016 % change

Opening shares in issue 221 000 221 000Equity capital raise (Nov 2016) 25 000Acquisition of Pakco (Mar 2017) 7 762Treasury shares (1 125) (1 125)Net closing shares in issue 252 637 219 875 14.9

WAN shares in issue 244 533 219 875 11.2WAN dilutive shares in issue 253 722 228 967 10.8



GROUP TURNOVER

R'm

1 859

2 444

3 023

4 146

4 593

2013 2014 2015 2016 2017



COMPONENTS OF TURNOVER GROWTH

R'm



REGIONAL PERFORMANCE


% change

Revenue 3 680 3 032 21.4Long Life 2 151 1 857 15.9Fresh 1 529 1 175 30.1

Operating profit 358 311 15.1Operating profit margin 9.7% 10.3%

* Infant foods reclassified from Long Life to Fresh Foods from October 2016

▪ Components of turnover growth– Volume growth 10.7%– Price/mix 2.1%– Acquisitions 8.6%



INTERNATIONAL PERFORMANCE


% change

Revenue 913 1 114 (18.1)

Operating profit 58 190 (69.5)

Operating profit margin 6.3% 17.1%

▪ Components of turnover growth– Price/mix 3.2%– Volumes -11.6%– Forex -9.7%



SEGMENTAL TURNOVER

R'm

694 849 909 1 114 913

463 818

1 185

1 857 2 151

702

777

929

1 175 1 529

2013 2014 2015 2016 2017

International Regional - Long Life Regional - Fresh



OPERATING PROFIT

* Normalised operating profit and margin ** Restated

R'm



FOREIGN EXCHANGE HEDGING POLICY

▪ Hedge approx 60% of projected foreign sales on a12-month basis – Natural internal hedge– Forward exchange contracts

▪ Internal hedge– Direct import of packaging and raw materials– Linking pricing of fruit contracts with farmers to export prices

realised in Rands

▪ Remain committed to continuing hedging policy



INTERNATIONAL REVENUE BY CURRENCY

AUD 20% (2016: 13%)

CAD 4% (2016: 3%)

GBP 13% (2016: 14%)

EUR 12% (2016: 14%)

USD 50% (2016: 49%)

ZAR 1%(2016: 7%)

Rand appreciated 10% against trading basket of currencies (2016: depreciated 17%)



BALANCE SHEET - ASSETS

R’m 2017 2016 % change

Non-current assets 2 145 1 365 57.1Property, plant & equipment 1 461 987 48.0Intangible assets & goodwill 664 369 80.0Deferred tax asset 9 - -Biological assets 11 9 22.2

Current assets 1 965 1 745 12.6Inventory 1 144 948 20.7Accounts receivable 768 749 2.5Other current assets 49 41 19.5Bank balance & cash on hand 4 7 (42.9)

Total assets 4 110 3 110 32.2



BALANCE SHEET – EQUITY AND LIABILITIES

R’m 2017 2016 % change

Capital and reserves 2 236 1 257 77.9

Non-current liabilities 878 787 10.4

Current liabilities 996 1 066 (6.6)

Accounts payable & accruals 534 531 0.6

Other current liabilities 304 338 (10.1)

Bank overdraft 158 197 (19.8)

Total equity and liabilities 4 110 3 110 32.2



CASH MANAGEMENT

R'm



KEY RATIOS2017 2016

Restated

Net debtNet debt to equity

R’m%

1 07348.0

1 03081.9

Net debt to EBITDA x 2.1 1.8

Net working capital days 135 126Inventory 120 118Accounts receivable 56 53Accounts payable (41) (45)

Return on equity % 13.4 25.6Return on assets % 6.5 10.4Return on capital % 14.5 24.3


OPERATIONS



SEGMENTAL TURNOVER


OPERATIONS: ACQUISITIONS



ACQUISITIONS: IMPACT OF PAKCO AND MA BAKER

Company Pakco Ma BakerPurchase price (R’m) 197 193

FY2017 turnover* 97 133

FY2017 EBITDA* 9 11

Rationale for acquisition and synergy benefits

RFG entry into dry packed foods market

Portfolio of strong and established brands

Synergies with RFG’s canned foods and bottled salads

Strengthened RFG position in pies and pastries category

Leading pie brand in KwaZulu-Natal

Diversify customer base and geographic location

* For six months since acquisition



PAKCO: INTEGRATION PROGESS AND PLANS

▪ Completed in FY2017– Cost savings and synergy benefits extracted

– Rationalisation of product offer and brands

– Integration of ERP system

– Management changes

– Consolidation of sales and distribution platforms

– Better than expected performance in H2 2017

▪ Plans for FY2018– Improve manufacturing facilities and efficiencies

– Upgrade distribution and marketing

– New branding, packaging and product offers



MA BAKER: INTEGRATION PROGRESS AND PLANS

▪ Completed in FY2017– Synergies with pie, snacking and bakery businesses extracted

– Rationalisation of operations, product offer and distribution which

was quite disruptive but is now settled

– Clarification of brand architecture

– Integration of ERP system

▪ Plans for FY2018– Upgrade Pinetown production facilities

– New equipment and process automation


OPERATIONS: CAPITAL EXPENDITURE



CAPITAL INVESTMENT

R'm

176

88

238

487



CAPITAL INVESTMENT PROJECTS 2017/2018

Meat production facility: phase 3 of 3-year upgrade completed*

New flexible packaging and baby foods factory*

Fruit production facility Tulbagh: new fruit cup line commissioned*

Fruit juice facility: installation of two new juice lines*

Vegetable production facility: ongoing capacity and efficiency upgrade

New baked bean production facility, Krugersdorp

Pies and pastries Gauteng facility: capacity upgrade

Bakery facility: installation of new line for non-pie pastry products

* Projects completed during FY2017



CAPITAL INVESTMENT PROJECTS 2017/2018

Infrastructure development and upgrade of Groot Drakensteinproduction hub

Installation of clear base juice concentrate plant and relocation of pulps and purees to Groot Drakenstein

New food technology laboratory and product development centre

Expansion of ready meals plant to accommodate consolidation of snacking (ex Alibaba Foods)

New 1 000ha pineapple plantation on leased land in Swaziland

Dry packed foods (Pakco): overhaul of dry-packed facility and installation of two new packaging lines

Pies and pastries KZN (Ma Baker): new automated pie making line



CAPITAL INVESTMENT PROJECTS

64

86

New fruit cup lineTulbagh




64

86

Capacity upgrade at Gauteng pie facility




64

86New flexible packaging and baby food factory,Groot Drakenstein




64

86

Meat products facility upgrade, Krugersdorp




64

86

Groot Drakensteinre-development

New food technology laboratory and product development centre




64

86

Installation of clear base juice concentrate plant, Groot Drakenstein




64

86

New baked bean production facility, Krugersdorp



WELL-CAPITALISED PRODUCTION BASE


OPERATIONS: NEW PRODUCTS



NEW PRODUCTS

Rhodes 100% juice range expanded

Squish baby juice (not-from-concentrate)

Rhodes functional juicerange launched



NEW PRODUCTS

Zing nectar:new recipes and

packaging

BOS ice tea



NEW PRODUCTSNew Rhodes fruit toppings

Rhodes canned fruit extension

Rhodes Trottersjelly rangelaunched



NEW PRODUCTSNew private label products and ranges



NEW PRODUCTS

Ongoing newness in ready meals

Woolworths pulses range Woolworths fruit juice


OPERATIONS: MARKET AND BRAND SHARE



MARKET SHARE (RFG as manufacturer)

Market shares* (%) Sept2015

Sept 2016

Sept 2017

Position

Jams 41 46 49 1

Canned fruit 46 44 47 1

Canned vegetables 17 19 18 2

Canned meats & meals 63 65 70 1

Long life fruit juices and nectars

10 15 20 2

Infant food meals 5 6 7 2

* Moving annual total. Retailers scanning data processed by IRI Worldwide (market shares in the defined retail channel, in retail prices)



BRAND SHARE (Rhodes and Bull Brand)

Brand shares* (%) Sept 2015

Sept 2016

Sept 2017

Position

Jams 22 27 29 2

Canned fruit 26 26 26 2

Canned pineapple 58 57 54 1

Canned vegetables 11 13 11 2

Canned tomato 25 27 32 1

Corned meat 44 49 58 1

100% fruit juice - 7 14 2

* Moving annual total. Retailers scanning data processed by IRI Worldwide (market shares in the defined retail channel, in retail prices)



INDUSTRIAL PRODUCTS

▪ Strategic underpin of core fruit-based categories of

jam, juices, tomato products and baby foods

▪ Industrial products account for 5% - 7% of group sales

▪ Approx 20% of industrial products currently used internally

▪ Plan to increase internal usage– 50% in the short term

– Up to 70% in the medium term

▪ Result in increased regional revenue and margin


OUTLOOK



OUTLOOK

▪ Regional– Maintain organic growth momentum

– Maximise benefits from recent acquisitions

– Grow brand shares

– Expand presence in sub-Saharan Africa

– New product launches

– Regional margin to remain under pressure in short term

– Expand in medium-term as acquisitions improve margins

▪ Pakco and Ma Baker expected to be earnings accretive

▪ Completion of major capex projects started in 2017



OUTLOOK

▪ International– Improved outlook for canned fruit market

– Expect continued impact from drought in Western Cape

– Industrial grade fruit raw material prices expected to decline which should assist industrial products

▪ Expect improved international performance– Potential benefit from depreciating currency

▪ Committed to medium-term targets– Gross profit margin over 30%

– Operating margin 10% to 12%


THANK YOU



DISCLAIMER

Rhodes Food Group Holdings Limited (“RFG” or “the company”) has acted in good faith and has made every reasonable effort to ensure the accuracy and completeness of the information contained in this presentation, including all information that may be defined as 'forward-looking statements' within the meaning of United States securities legislation.Forward-looking statements may be identified by words such as 'believe', 'anticipate', 'expect', 'plan', 'estimate', 'intend', 'project', 'target', 'predict' and 'hope'.Forward-looking statements are not statements of fact, but statements by the management of RFG based on its current estimates, projections, expectations, beliefs and assumptions regarding the group's future performance. No assurance can be given that forward-looking statements will prove to be correct and undue reliance should not be placed on such statements.The risks and uncertainties inherent in the forward-looking statements contained in this presentation include, but are not limited to: changes to IFRS and the interpretations, applications and practices subject thereto as they apply to past, present and future periods; domestic and international business and market conditions; changes in the regulatory and legislative environments; changes to operational, social, economic and political risks; and the effects of both current and future litigation.RFG does not undertake to update any forward-looking statements contained in this presentation and does not assume responsibility for any loss or damage whatsoever and howsoever arising as a result of the reliance by any party thereon, including, but not limited to, loss of earnings, profits, or consequential loss or damage.



INVESTOR RELATIONS CONTACT DETAILS

Bruce Henderson CEO [email protected]

Tiaan Schoombie CFO [email protected]

Graeme Lillie IR [email protected]

www.rfg.com

PRELIMINARY SUMMARISED CONSOLIDATED ANNUAL FINANCIAL STATEM

ENTSFO

R TH

E YE

AR

EN

DED

1 O

CTO

BER

2017

GROUP TU

RNOVER

(R’m

illion)

2013 2014

2015 2016

2017

1 8592 444

4 1464 593

3 023

CAGR* 25.4%

*Com

pound annual growth rate

Long Life FoodsFresh Foods

International

47%

33%

20%REGIONAL

INTERNATIO

NAL

REVENU

E CON

TRIBUTION

BY SEGM

ENT

GR

OU

P TU

RN

OVER

UP10.8%TO

R4.6 B

ILLION

HEA

DLIN

E EAR

NIN

GS

19.1%LOW

ER

AT R237 M

ILLION

DILU

TED H

EPS*

27%DOW

N

AT 93.4 CEN

TS

REG

ION

AL TU

RN

OVER

UP21.4%IN

TERN

ATION

AL TU

RN

OVER

DOWN 18.1%

DIVID

END

OF 31.1cps

KEY FEATURES

Pakco and Ma Baker acquisitions

successfully integrated

* Impacted by increase in w

eighted average number of shares

A

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LTS 2

01

71

COMM

ENTARY

PROFILER

hodes Food Group is a leading producer of fresh, frozen and long life convenience m

eal solutions for customers

and consumers across South A

frica, sub-S

aharan Africa and m

ajor global markets. The grow

ing portfolio of market

leading brands, which includes R

hodes, Bull B

rand, Magpie, Squish, B

isto, Hinds and P

akco, is complem

ented by private label product ranges packed for m

ajor South African and international retailers.

TRADING AN

D FINAN

CIAL PERFORMAN

CEG

roup turnover increased by 10.8% to R

4.6 billion with strong grow

th in the regional segment (South A

frica and sub

-Saharan A

frica) and lower international revenue. The regional segm

ent accounted for 80%

(2016: 73%) of group

revenue.

Regional turnover increased by 21.4%

, with organic grow

th of 12.7%. The group’s tw

o largest acquisitions to date, nam

ely Pakco and M

a Baker, have been consolidated for six m

onths in the year and contributed combined turnover

of R23

0 million.

• Fresh Foods sales increased by 3

0.1% (16.0%

organic growth) w

ith continued excellent growth in the pie category

across all sales channels and good growth in ready m

eals.

• Long Life Foods increased turnover by 15.9%

(10.6% organic grow

th) with volum

e growth and m

arket share gains in key product categories. S

ales in sub-S

aharan Africa (excluding South A

frica) increased by 46.8%

, driven by robust custom

er demand for canned m

eat and fruit juice.

International turnover declined by 18.1%

owing to the com

bined impact of the strengthening R

and in comparison to

the prior year, significantly reduced global demand for industrial pulp and puree products, foreign pricing pressure

and increasing costs on canned fruit as a result of the drought in the Western C

ape.

The group’s gross profit margin w

as lower at 27.0%

(2016: 29.3%

) due mainly to the currency im

pact and slower

sales in the International division, although the margin in the regional segm

ent strengthened for the year.

Operating costs, excluding the im

pact of the two acquisitions, grew

by 10.5%. E

xpense growth reflects the higher

depreciation charge from the increased level of capital expenditure in the past tw

o years. Total operating costs increased by 17.8%

.

The group operating margin declined from

12.0% to 8

.9%. The regional operating m

argin improved in the second

half of the year relative to the first half but was low

er for the full year at 9.6% (2016: 10.3%

) owing to the tough

consumer environm

ent, particularly in the lower incom

e consumer m

arket, and dilution from the recent acquisitions.

The strengthening currency, lower pricing, reduced volum

es and increased product costs contributed to the international m

argin declining to 6.3% (2016: 17.1%

), with the canned fruit m

argin being maintained close to the

group margin and industrial products reporting a loss for the year.

The gains in the regional segment w

ere offset by the reduction in international profitability which resulted in group

profit after tax declining by 20% to R

234.8 m

illion. Headline earnings w

ere 19.1% low

er at R237.0 m

illion. Diluted

headline earnings per share (HEP

S) decreased by 27.0% to 93.4 cents, in line w

ith the trading statement issued

on 30 O

ctober 2017. The weighted average num

ber of dilutive shares in issue has increased by 24.7 million or

10.8% over the prior year, m

ainly due to the issue of shares for the capital raise undertaken in Novem

ber 2016 (refer below

) and the acquisition of Pakco effective M

arch 2017.

A cash dividend of 31.1 cents per share has been declared, based on the group’s dividend cover policy of three tim

es diluted H

EPS.

Net w

orking capital, excluding the take-on balances of Ma B

aker and Pakco, increased by R

214.0 million ow

ing prim

arily to the 14.8% increase in inventory arising from

higher regional sales activity, increased prices and the slower

than expected export sales.

AN

NU

AL R

ES

ULTS

20

17

1

RH

OD

ES

FOO

D G

RO

UP

INTE

GR

ATED

RE

PO

RT 2

01

72

COMM

ENTARY continued

The group generated strong cash flows of R

347.1 m

illion which w

ere R4

4.9 million higher than the previous year.

The group raised net equity capital of R6

48 m

illion through the issue of 25 million shares in an accelerated book build

in Novem

ber 2016. The proceeds of the book build have been applied to funding capital expenditure as well as the

acquisition of Ma B

aker. The group’s net debt to equity ratio improved to 4

8.0%

(2016: 81.9%). The net overdraft at

year-end reduced to R15

3.8 million (2016: R

189.6 m

illion).

Capital investm

ent was increased to R

487 m

illion (2016: R23

8 million). P

rojects undertaken during the year included the com

pletion of the meat production plant upgrade, increasing production capacity at the fruit juice, fruit products,

vegetable and pie facilities, the completion of the flexible packaging and baby foods factory at G

root Drakenstein, and

production capacity expansion and efficiency improvem

ent projects at Pakco and M

a Baker.

OUTLOOK

The focus in the regional segment in the year ahead w

ill be to drive organic growth, m

aximise benefits from

the recent acquisitions, grow

brand shares and capitalise on the current sales mom

entum in sub

-Saharan A

frica.

While the regional m

argin will rem

ain under pressure in the short term due to the current constrained consum

er environm

ent, it is expected to show sustained im

provement in the m

edium term

as the margins of the recently acquired

businesses improve.

Following the com

pletion of the Pakco and M

a Baker integration program

mes, the focus in the year ahead w

ill be on brand architecture, product upgrades and im

proved distribution. Both businesses are expected to be earnings

accretive in the 2018 financial year.

While the outlook for the international canned fruit m

arket is positive, the continued drought in the Western C

ape is expected to adversely im

pact input costs owing to poorer quality fruit, w

hich will give rise to low

er yields and higher labour costs.

The market for industrial fruit products (fruit pulps and juice concentrates) rem

ains weak, but fruit raw

material prices

are expected to decline. Currently approxim

ately 20% of industrial products are used internally and the balance is

exported or sold regionally. Managem

ent plans to increase the internal usage of these products to around 50%

in the short term

and up to 70% in the m

edium term

, primarily in the fruit juice operation. This w

ill result in reduced international revenue but increased regional revenue and m

argin.

Capital investm

ent of R35

0 million is planned for the new

year with the m

ajor projects including the consolidation of certain production facilities acquired through recent acquisitions, capacity expansion at the pie and bakery facilities, and the installation of a clear juice concentrate plant at the G

root Drakenstein production hub to further vertically

integrate the fruit juice operation.

Any reference to future perform

ance included in this announcement has not been review

ed or reported on by the auditors.

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72

DECLARATION OF ORDIN

ARY DIVIDEND

The board of directors has declared a gross dividend of 31.1 cents per share in respect of the year ended 1 October

2017 for holders of ordinary shares.

The dividend has been declared out of income reserves. A

dividend withholding tax of 20%

will be applicable to all

shareholders who are not exem

pt, resulting in a net dividend to these shareholders of 24.88 cents.

Shareholders are advised of the following salient dates in respect of the dividend declaration:

Last day to trade to receive a dividend Tuesday, 9 January 2018

Shares comm

ence trading “ex” the dividendW

ednesday, 10 January 2018R

ecord dateFriday, 12 January 2018

Dividend paym

ent to shareholdersM

onday, 15 January 2018

The number of ordinary shares in issue at the date of declaration is 25

3 762 018.

The company’s tax reference num

ber is 934

8/2

92/17/9.

Share certificates may not be dem

aterialised or rematerialised betw

een Wednesday 10, January 2018 and Friday,

12 January 2018, both days included.

Bruce H

endersonTiaan S

choombie

Chief Executive O

fficerC

hief Financial Officer

Groot D

rakenstein21 N

ovember 2017

AN

NU

AL R

ES

ULTS

20

17

3

SUMM

ARISED CONSOLIDATED STATEMENT

OF FINANCIAL POSITION

R

estated*R

estated*

Audited

Audited

Audited

20172

0162

015

Notes

R'000R

'00

0R

'00

0

ASSETS

N

on-current assets

2 145 186

1 36

4 722

1 153 769

Property, plant and equipm

ent2

1 460 493

98

6 826

793 56

5

Intangible assets

207 28281 5

8779 9

08

Goodw

ill

457 183

287 607

271 775

Deferred taxation asset

9 29

4–

–

Biological assets

10 66

48 70

28 521

Loan receivable

270–

–

Current assets

1 964 903

1 744 8

571 324 19

4

Inventory3

1 144 080

947 4

88

694 6

04

Accounts receivable

767 679

749 3786

04 078

Biological assets

10 553

16 037

14 127

Loans receivable

6 1703 0

00

2 758

Foreign exchange contract asset

–21 925

–

Taxation receivable

32 193–

–

Bank balances and cash on hand

4 228

7 02

98 627

Total assets

4 110 0893 10

9 5792 477 9

63

EQUITY AN

D LIABILITIES

Capital and reserves

2 235 865

1 256 8

98

1 018 157

Share capital4

1 565 50972

0 20

572

0 20

5

Equity-settled employee benefits

8 779

2 773–

Accum

ulated profit

652 326524 9

48

291 5

82

Equity attributable to owners of the com

pany

2 226 6141 247 926

1 011 787

Non-controlling interest

9 251

8 9726 370

Non-current liabilities

877 883

786 5

44

692 53

3

Long-term loans

700 4

076

87 231621 773

Deferred taxation liability

161 711

85 0

85

60 9

93

Employee benefit liability

15 765

14 228

9 767

Current liabilities

996 341

1 06

6 137767 273

Accounts payable and accruals

53

4 5905

31 596

43

0 352

Employee benefits accrual

75 324

126 00

8114 927

Current portion of long-term

loans

218 831152 9

63

109 775

Taxation payable

2 7325

8 9182

9 82

0

Bank overdraft

158 077

196 6

5272 4

48

Foreign exchange contract liability

6 787–

9 951

Total equity and liabilities

4 110 0893 10

9 5792 477 9

63

*Refer to note 8.

as at 1 October 2017

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74

SUMM

ARISED CONSOLIDATED STATEMENT OF PROFIT

OR LOSS AND OTHER COMPREHENSIVE INCOM

E

Restated*

Audited

Audited

2017

2016

R'000

R'0

00

Revenue4 593 317

4 145 90

2C

ost of goods sold (3 355 14

6)(2 932 5

30)

Gross profit1 238 171

1 213 372O

ther income

54 4

8037 2

21O

perating costs(885 8

44)

(752 265)

Profit before interest and taxation4

06 80749

8 328Interest paid

(84 836)

(89 0

66)

Interest received386

13

Profit before taxation322 357

40

9 275Taxation

(87 566)(115 924)

Profit for the year23

4 7912

93 351Profit attributable to:

Ow

ners of the company

234 512

29

0 749N

on-controlling interest279

2 60

2

23

4 7912

93 351O

ther comprehensive incom

e

Item

s that will not be reclassified subsequently to profit or loss

1(62

2)

Rem

easurement of em

ployee benefit liability2

(857)

Deferred taxation effect

(1)235

Total comprehensive incom

e for the year23

4 7922

92 729


e attributable to:

O

wners of the com

pany23

4 5132

90 127

Non-controlling interest

2792 6

02

23

4 7922

92 729

Earnings per share (cents)

95.9132.1

Diluted earnings per share (cents)

92.4127.0

*Refer to note 8.

for the year ended 1 October 2017

AN

NU

AL R

ES

ULTS

20

17

5

SUMM


OF CHANGES IN EQUITY

Equity-settled

Share

employee

Accum

ulatedN

on-controlling

capitalb

enefitsprofit

interestTotal

N

oteR

'00

0R

'00

0R

'00

0R

'00

0R

'00

0

Balance at 27 September 2015

72

0 20

5–

291 5

82

6 3701 018 157


e for the year (restated)*

–

–2

90 127

2 60

22

92 729

Recognition of share-based paym

ents

–2 773

––

2 773Treasury shares dividend received

–

–279

–279

Dividend paid

–

–(57 0

40)

–(57 0

40)

Balance at 25 September 2016

(restated)*

720 2

05

2 773524 9

48

8 9721 25

6 89

8

Issue of ordinary share capital4

845 3

04

––

–8

45 30

4Total com

prehensive income for the

year

––

234 513

27923

4 792R

ecognition of share-based payments

–

6 00

6–

–6 0

06

Treasury shares dividend received

––

475–

475D

ividend paid

––

(107 610)–

(107 610)

Balance at 1 October

1 565 5098 779

652 3269 251

2 235 865

*Refer to note 8.


A

NN

UA

L RE

SU

LTS 2

01

76

AN

NU

AL R

ES

ULTS

20

17

7

SUMM


OF CASH FLOWS

R

estated*

Audited

Audited

20172

016

Note

R'000R

'00

0

Cash flows from

operating activities

Cash receipts from

customers

5 263 596

4 849 8

40

Cash paid to suppliers and em

ployees

(4 916 482)

(4 547 577)

Cash generated from

operations

347 114

30

2 263

Net interest paid

(86 150)

(88 613)

Taxation paid

(139 023)(6

3 89

9)

Net cash inflow

from operating activities

121 9

41149 751

Cash flows from

investing activities

Purchase of property, plant and equipm

ent

(486 9

46)

(238 0

51)P

roceeds on disposal of property, plant and equipment

1 478

6 703

Acquisition of subsidiary and businesses less net cash acquired

7(207 297)

(123 110)Loans receivable advanced

(3 732)

(30

0)Loans receivable repaid

1 471

58

Dividends paid

(107 610)

(57 04

0)Treasury shares dividend received

475

279

Net cash outflow

from investing activities

(802 161)

(411 461)

Cash flows from

financing activities

Issue of ordinary share capital

64

8 304

–Loans raised

621 000

219 570Loans repaid

(556 742)

(110 924)G

overnment grant received

3 4

3227 262

Net cash inflow

from financing activities

715 99

4135 9

08

Net increase/(decrease) in cash and cash equivalents

35 774

(125 80

2)C

ash and cash equivalents at beginning of the year

(189 623)(6

3 821)

Cash and cash equivalents at end of the year

(153 849)

(189 623)

*Refer to note 8.


SUMM

ARISED CONSOLIDATED SEGM

ENTAL REPORT

PRODUCTS AN

D SERVICES FROM W

HICH

REPORTABLE SEGMEN

TS DERIVE THEIR

REVENU

ESInform

ation reported to the chief operating decision-maker for the purposes of resource allocation and assessm

ent of segm

ent performance focuses on the types of goods or services delivered or provided, and in respect of the 'regional'

and 'international' operations, the information is further analysed based on the different classes of custom

ers. The executive m

anagement of the G

roup have chosen to organise the Group around the difference in geographical

areas and operate the business on that basis.

Specifically, the Group's reportable segm

ents under IFRS 8: O

perating segments are as follow

s:

• R

egional

• International

SEGMEN

T REVENU

ES AND RESU

LTSThe follow

ing is an analysis of the Group's revenue and results by reportable segm

ent.

S

egment revenue

Restated*

Audited

Audited

2017

2016

R'000

R'0

00

Regional

Fresh products sales

1 529 2911 175 28

2Long life products sales

2 151 3071 8

56 695

3 680 598

3 031 977

International

Long life products sales

912 7191 113 925

Total 4 593 317

4 145 90

2

S

egment profit

Regional

358 254

311 44

0International

57 55319

0 09

0

Total 415 807

501 5

30

Impairm

ent loss(3 321)

–A

cquisition costs(5 679)

(3 20

2)Interest received

38613

Interest paid(8

4 836)(8

9 06

6)

Profit before taxation322 357

40

9 275

Segment revenue reported above represents revenue generated from

external customers. Intercom

pany sales am

ounted to R5

41.821 m

illion (2016: R5

61.168 m

illion).

Included in the regional and international operating profit is depreciation of R92.4

35 million (2016: R

64.137)

and R18

.113 million (2016: R

22.729) respectively and am

ortisation of R5.791 m

illion (2016: R2.6

88 m

illion) and R

0.748 m

illion (2016: R0.6

33 m

illion) respectively.

The accounting policies of the reportable segments are the sam

e as the Group's accounting policies described in

note 1. Segment profit represents the profit before tax earned by each segm

ent without allocation of im

pairment

losses, acquisition costs, interest received and interest paid. This is the measure reported to the chief operating

decision-maker for the purpose of resource allocation and assessm

ent of segment perform

ance.


A

NN

UA

L RE

SU

LTS 2

01

78

GEOGRAPHICAL IN

FORMATION

The G

roup's non-current assets by location of operations (excluding goodwill and deferred taxation asset) and revenue

are detailed below. The chief operating decision-m

aker does not evaluate any other of the Group's assets or liabilities on

a segmental basis for decision-m

aking purposes.

N

on-current assets

Restated*

Audited

Audited

2017

2016

R'000

R'0

00

Republic of South A

frica1 558 125

973 68

4K

ingdom of Sw

aziland129 878

103 4

31

1 688 003

1 077 115

R

evenue

Audited

Audited

2017

2016

R’000

R’0

00

Republic of South A

frica4 472 59

43 935 28

2K

ingdom of Sw

aziland120 723

210 620

4 593 317

4 145 90

2

INFORM

ATION REGARDIN

G MAJOR CU

STOMERS

Two custom

ers (2016: two) individually contributed 10%

or more of the G

roup's revenues arising from both regional and

international sources.

*Refer to note 8.

AN

NU

AL R

ES

ULTS

20

17

9

NOTES TO THE SUMM

ARISED CONSOLIDATED FINANCIAL STATEM

ENTSfor the year ended 1 October 2017

1. BASIS OF PREPARATIONR

hodes Food Group H

oldings Limited is a com

pany domiciled in the R

epublic of South Africa. These audited

summ

arised consolidated financial statements (“prelim

inary financial statements”) as at and for the financial year

ended 1 October 2017 com

prise the company and its subsidiaries (together referred to as the “G

roup”). The m

ain business of the Group is the m

anufacturing and marketing of convenience m

eal solutions. These include fresh and frozen ready m

eals, pastry-based products, canned jams, canned fruits, canned and bottled salads and

vegetables, canned meat, fruit purees and concentrates, juice and juice products, dairy products and dry packed

foods. There were no m

ajor changes in the nature of the business for the Group during the periods ended Septem

ber 2017 and 2016.

The preliminary financial statem

ents are an extract from the audited consolidated financial statem

ents for the year ended 1 O

ctober 2017, and have been prepared in accordance with the fram

ework concepts, the m

easurement and

recognition requirements of International Financial R

eporting Standards (“IFRS”) and the SA

ICA

Financial Reporting

Guides as issued by the A

ccounting Practices C

omm

ittee, the Financial Pronouncem

ent as issued by the Financial R

eporting Standards Council, and the requirem

ents of the Com

panies Act of South A

frica and the JSE Limited

Listings Requirem

ents. The preliminary financial statem

ents contain, as a minim

um, the inform

ation required by IA

S 34: Interim

Financial Reporting.

The accounting policies and methods of com

putation applied in the presentation of the preliminary financial

statements are consistent w

ith those applied in the audited consolidated annual financial statements for the year

ended 25 September 2016, except for the m

andatory amendm

ents to IAS 41: A

griculture. Therefor the prior years financial results have been restated for the effect of this am

endment.

These preliminary financial statem

ents were prepared under the supervision of C

C Schoom

bie, CA

(SA),

Chief Financial O

fficer.

2. PROPERTY, PLAN

T AND EQU

IPMEN

TD

uring the year ended the following transactions accounted for the m

ovement in the property, plant and equipm

ent balance:

O

pening

balance

Acquisition of subsidiaries

Additions

Governm

ent grant received

Disp

osalsIm

pairm

entC

losing b

alanceC

OS

TR

'00

0R

'00

0R

'00

0R

'00

0R

'00

0R

'00

0R

'00

0

2017

1 197 797105 6

44

486 9

46

(3 432)

(17 788)(3 872)

1 765 295

2016 – R

estated93

8 33

079 25

323

8 051

(27 262)(2

9 44

6)(1 12

9)1 197 797

O

pening

balance

Depreciation

Disp

osalsIm

pairm

entC

losing b

alanceAC

CU

MU

LATED

DEP

RECIATIO

NR

'00

0R

'00

0R

'00

0R

'00

0R

'00

0

2017

210 971110 5

48

(16 166)(551)

304 802

2016 – R

estated14

4 765

86 8

66

(19 785)

(875)210 971

O

pening

balance

C

losing b

alanceN

ET A

SSE

T VALU

E

R'0

00

R

'00

0

2017

98

6 826

1 4

60 493

2016 – R

estated

793 5

65

9

86 8

26

The disposal and impairm

ent of property, plant and equipment resulted in a loss of R

0.144 m

illion (2016: R

2.958 m

illion) and R3.321 m

illion (2016: R0.25

4 million) respectively w

hich were recognised as part of 'operating

costs' in the consolidated statement of profit or loss and other com

prehensive income.

A

NN

UA

L RE

SU

LTS 2

01

71

0

During the year, the G

roup contracted R26

4.66

4 million (2016: R

170.626 million) for future capital com

mitm

ents.

There has been no major change in the nature of property, plant and equipm

ent, the policy regarding the use thereof, or the encum

brances over the property, plant and equipment.

3. IN

VENTORY

The value of the inventory disclosed at net realisable value is R74.879 m

illion (2016: R20.145 m

illion).

4. SH

ARE CAPITALO

n 29 N

ovember 2016 the com

pany raised net capital of R6

48

.30

4 million through the private placem

ent of 25 m

illion ordinary shares. A

further 7.762 million shares w

ere issued on 22 March 2017 in order to settle the full purchase price of

R197.0

00 m

illion for the acquisition of Pakco P

roprietary Limited.

5. H

EADLINE EARN

INGS PER SH

ARE

R

estated

2017

2016

R’000R

’00

0

5.1H

EADLINE EARN

INGS PER SH

ARE

Reconciliation betw

een profit attributable to owners of the parent and headline earnings:

P

rofit attributable to owners of the parent

234 512

29

0 749

Adjustm

ents to profit attributable to owners of the parent

2 4952 313

Loss on disposal of property, plant and equipm

ent14

42 95

8

Im

pairment of property, plant and equipm

ent3 321

254

Taxation effect

(970)(8

99)

H

eadline earnings237 007

293 0

62

H

eadline earnings per share (cents)96.9

133.3

5.2DILU

TED HEADLIN

E EARNIN

GS PER SHARE

H

eadline earnings 237 007

293 0

62

D

iluted headline earnings per share (cents)93.4

128.0

5.3W

EIGHTED AVERAGE N

UM

BER OF SHARES IN

ISSUE

W

eighted average number of shares in issue

221 000 0002

21 00

0 00

0

Ordinary shares issued

24 657 869–

Treasury shares

(1 125 000)(1 125 0

00)

W

eighted average number of shares in issue

244 532 869

219 875 00

0

Effect of convertible preference shares

9 000 0009 0

00 0

00

Effect of share offers

189 08192 414

W

eighted average number of dilutive shares in issue

253 721 9502

28 967 414

6. CON

TINGEN

T LIABILITIESThe G

roup has entered into guarantees in favour of South African R

evenue Services, for import and export activities

as well as various m

unicipalities for operational activities. The guarantees from im

port and operational activities outstanding at year-end am

ounted to R6.5

60 m

illion (2016: R5.872 m

illion). There were no other changes in the

contingent liabilities during the current financial year.

7. ACQU

ISITION OF SU

BSIDIARIES Pakco Proprietary Lim

itedO

n 22 March 2017 the G

roup acquired 100%

of the issued share capital and all voting rights of Pakco (P

ty) Ltd ("P

akco") through the issue of 7.762 million shares calculated on a w

eighted average share price. The Group obtained

control based on the voting rights acquired. Pakco m

anufactures and markets dry packed, bottled and canned

foods under its own brands and private label. The board is of the opinion that the acquisition presents an attractive

investment opportunity w

hich is aligned with the G

roup's strategy to grow through value accretive acquisitions.

2. PROPERTY, PLAN

T AND EQU

IPMEN

T continued

AN

NU

AL R

ES

ULTS

20

17

11

The goodwill recognised anticipates the expected future revenues to be derived from

expanding the Group's existing

operations, product categories and trademarks, thereby strengthening the G

roup's product basket to customers.

Included in the profit before tax for the year is a profit of R17.255 m

illion attributable to the Pakco operations. In order

to provide a better measure of perform

ance for future comparison, the profit adjusted for related party transactions

is R6.423 m

illion. # Revenue for the year includes R

97.069 m

illion in respect of the acquisition. At the reporting date

the Group is unable to quantify the revenue and profit or loss as if the business w

as acquired at the beginning of the financial year as w

e are unable to quantify the impact of the synergies that w

ould have resulted from the beginning of

the period.

2017

R'000

Assets and liabilities acquired


ent28 502

Intangible assets70 266

Inventory38 169

Accounts receivable*

33 852B

ank overdraft(18 277)

Deferred taxation liability

(4 533)A

ccounts payable and accruals(42 4

49)Em

ployee benefit accrual(5 024)

Fair value of assets acquired100 506

Purchase price – settled through issue of ordinary shares

197 000

Goodw

ill96 49

4

#The pro form

a financial information has been prepared for illustrative purposes only to provide inform

ation on the impact of the related party

transactions on the profit for the period of the Pakco operations to the consolidated profit for the year. Because of its nature, the pro form

a financial inform

ation may not be a fair reflection of the G

roup’s results of operation, financial position, changes in equity or cash flows.

There are no events subsequent to the reporting date which require adjustm

ent to the pro forma inform

ation. The directors are responsible for com

piling the pro forma financial inform

ation in accordance with the JSE Lim

ited Listings Requirem

ents and in compliance w

ith the SAICA G

uide on Pro Forma Financial Inform

ation.The underlying inform

ation used in the preparation of the pro forma financial inform

ation has been prepared using the accounting policies in place for the year ended 1 O

ctober 2017.The pro form

a information should be read in conjunction w

ith the unqualified Deloitte &

Touche independent reporting accountants’ report thereon, w

hich is available for inspection at the company’s registered offices (Pniel R

oad, Groot D

rakenstein, 7680), at no charge, during norm

al business hours.*

The accounts receivable acquired (which principally com

prised trade receivables) with a fair value of R

33.852 million included gross

contractual amounts of R

36.057. The best estimate at acquisition date of the contractual cash flow

s not expected to be collected is R

2.205 million.

NOTES TO THE FINANCIAL STATEMENTS

continuedfor the year ended 1 October 2017

7. ACQU

ISITION OF SU

BSIDIARIES continued

A

NN

UA

L RE

SU

LTS 2

01

71

2

Ma Baker Group of com

paniesO

n 31 March 2017 the G

roup acquired 100%

of the issued share capital and all voting rights of Ma B

aker Xpress (P

ty) Ltd, Ma B

aker Foods (Pty) Ltd, M

a Baker P

roperties (Pinetow

n) (Pty) Ltd, M

a Baker P

roperties (P

ietermaritzburg) (P

ty) Ltd and Ma B

aker Pies (P

ty) Ltd (collectively the "Ma B

aker Group of C

ompanies").

The Group obtained control based on the voting rights acquired. The M

a Baker G

roup of Com

panies operates m

anufacturing plants in Pinetow

n and Pieterm

aritzburg where it m

anufactures, markets and distribute pie and

pastry-based products under the Ma B

aker brand. The board is of the opinion that the acquisition presents an attractive investm

ent opportunity which is aligned w

ith the Group's strategy to grow

through value accretive acquisitions.

The goodwill recognised anticipates the expected future revenues to be derived from

expanding the Group's

existing pies and pastries operations and thereby strengthening the Group's position in those categories,

particularly in the convenience channel.

Included in the profit before tax for the year is a profit of R8

.954 m

illion attributable to the Ma B

aker operations. R

evenue for the year includes R132.670 m

illion in respect of the acquisition. At the reporting date the G

roup is unable to quantify the revenue and profit or loss as if the business w

as acquired at the beginning of the financial year as w

e are unable to quantify the impact of the synergies that w

ould have resulted from the beginning of the

period.

2017

R'000

Assets and liabilities acquired


ent77 142

Intangible assets61 968

Inventory18 588

Accounts receivable*

19 647

Loans receivable1 179

Bank balances and cash on hand

3 615D

eferred taxation liability(23 74

4)A

ccounts payable and accruals(19 396)

Employee benefit accrual

(2 528)C

urrent portion of long-term loans

(14 786)Taxation payable

(2 132)

Fair value of assets acquired119 553

Purchase price – settled in cash

192 635

Goodw

ill73 082

*The accounts receivable acquired (w

hich principally comprised trade receivables) w

ith a fair value of R19.647 m

illion included gross contractual am

ounts of R22.485. The best estim

ate at acquisition date of the contractual cash flows not expected to be collected is

R2.838 m

illion.

7. ACQU

ISITION OF SU

BSIDIARIES

AN

NU

AL R

ES

ULTS

20

17

13

8. CH

ANGE IN

ACCOUN

TING POLICY

The Group has applied the m

andatory amendm

ents to IAS 41: A

griculture (effective for annual periods beginning on or after 1 January 2016) in the current financial year. P

reviously bearer plants were recognised as biological

assets where they w

ere measured at fair value. D

ue to the amendm

ents per IAS 41: A

griculture bearer plants were

retrospectively reclassified to Property, P

lant and Equipment under IA

S 16 Property, plant and equipm

ent under the cost m

odel.

Previously rep

orted

Change in

accounting p

olicyR

estated

R'0

00

R'0

00

R'0

00

Year ended 27 September 2015

Statement of financial position

Non-current assets

816 213(14 127)

80

2 08

6P

roperty, plant and equipment

785 4

628 10

3793 5

65

Biological assets

30 751

(22 23

0)8 521

Current assets

–14 127

14 127B

iological assets–

14 12714 127

Year ended 25 September 2016

Statem

ent of financial position

Non-current assets

1 00

6 715(11 187)

995 528


ent974 6

4212 18

49

86 8

26B

iological assets32 073

(23 371)8 70

2C

urrent assets–

16 037

16 037

Biological assets

–16 0

3716 0

37C

apital and reserves5

30 4

04

3 5165

33 92

0A

ccumulated profit attributable to ow

ners of the company

521 5973 351

524 94

8N

on-controlling interest8 8

0716

58 972

Non-current liabilities

83 751

1 33

48

5 08

5D

eferred taxation liability8

3 7511 3

34

85 0

85

Statement of profit or loss and other com

prehensive income

O

ther income

36 451

77037 2

21O

perating cost(75

6 345)

4 08

0(752 26

5)P

rofit before taxation4

04 425

4 85

04

09 275

Taxation(114 59

0)(1 3

34)

(115 924)P

rofit for the year28

9 835

3 5162

93 351P

rofit after taxation attributable to owners of the com

pany287 3

98

3 3512

90 749

Profit after taxation attributable to non-controlling interest

2 437

165

2 60

2E

arnings per share (cents)13

0.61.5

132.1D

iluted earnings per share (cents)125.5

1.5127.0

Headline earnings per share (cents)

131.81.5

133.3

Diluted headline earnings per share (cents)

126.51.5

128.0

Statement of cash flow

s

Net cash inflow

from operating activities

140 25

39 49

8149 751

Cash flow

s form investing activities

(228 5

53)

(9 498)

(238 0

51)P

urchase of property, plant and equipment

(228 5

53)

(9 498)

(238 0

51)



A

NN

UA

L RE

SU

LTS 2

01

71

4

9. RELATED PARTY TRAN

SACTIONS

The Group generated sales from

Peaty M

ills Plc for R

182.4

83 (2016: R

269.020). Included in trade receivables are am

ounts due from P

eaty Mills P

lc for R4

3.143 m

illion (2016: R5

3.63

8 million). There w

ere no other significant related party transactions during the year under review

.

10. DIVIDENDS

On 16 January 2017, a dividend of 42.2 cents (2016: 24.7 cents) per share w

as paid amounting to a total

dividend of R107.6 m

illion (2016: R57.0 m

illion).

11. EVENTS SU

BSEQUEN

T TO REPORTING DATE

The Group entered into a sale of shares agreem

ent to dispose of 50.8

3% of the shares in M

a Baker Xpress

Proprietary Lim

ited for a consideration of R6.1 m

illion. The board of directors is of the opinion that the buyer of the shares is m

ore experienced in the retail business market, seeing as this does not form

part of the Group's

core business.

The board of directors has declared a gross cash dividend of 31.1 cents (2016: 42.2 cents) per share on 17 N

ovember 2017 in respect of the year ended 1 O

ctober 2017.

The board of directors is not aware of any other m

atter or circumstance of a m

aterial nature arising since the end of the financial year, otherw

ise not dealt with in the financial statem

ents, which significantly affects the financial

position of the Group or the results of its operations.

12. FINAN

CIAL YEAR-END

The Group's financial year ends in Septem

ber which reflects 52 w

eeks of trading, and as a result the reporting date m

ay differ year on year. The 2017 financial year, however, includes a 5

3rd week of trading. R

eferences to "financial year" are to the 5

3/52 w

eeks ended on or about 30 Septem

ber. As a result the financial statem

ents w

ere prepared for the year ended 1 October 2017 (2016: 25 Septem

ber).

13. APPROVAL OF PRELIMIN

ARY SUM

MARISED CON

SOLIDATED ANN

UAL FIN

ANCIAL STATEM

ENTS

The preliminary sum

marised consolidated annual financial statem

ents were approved by the board of directors on

17 Novem

ber 2017.

AN

NU

AL R

ES

ULTS

20

17

15

14. AUDIT OPIN

IONThese audited prelim

inary summ

arised consolidated financial statements have been derived from

the consolidated financial statem

ents and are consistent, in all material respects, w

ith the consolidated financial statem

ents.

The auditor’s report does not necessarily report on all of the information contained in these financial results.

Shareholders are therefore advised that in order to obtain a full understanding of the nature of the auditor’s engagem

ent they should obtain a copy of the auditor’s report together with the accom

panying financial inform

ation from the issuer’s registered office.

INDEPEN

DENT AU

DITORS’ REPORT ON TH

E SUM

MARISED FIN

ANCIAL STATEM

ENTS

To the shareholders of Rhodes Food Group Holdings Lim

ited

OpinionThe sum

marised consolidated financial statem

ents of Rhodes Food G

roup Holdings Lim

ited, which com

prise the sum

marised consolidated statem

ent of financial position as at 1 October 2017, the sum

marised consolidated

statements of profit or loss and other com

prehensive income, changes in equity and cash flow

s for the year then ended, and related notes, are derived from

the audited consolidated financial statements of R

hodes Food Group

Holdings Lim

ited for the year ended 1 October 2017.

In our opinion, the accompanying sum


ents are consistent, in all material

respects, with the audited consolidated financial statem


roup Holdings Lim

ited, in accordance w

ith the requirements of the JSE Lim

ited Listings Requirem

ents for preliminary reports, set out in

note 1 to the summ

arised consolidated financial statements, and the requirem

ents of the Com

panies Act of

South Africa as applicable to sum

marised financial statem

ents.

Summ

arised consolidated financial statements

The summ

arised consolidated financial statements do not contain all the disclosures required by International

Financial Reporting Standards and the requirem

ents of the Com

panies Act of South A

frica as applicable to annual financial statem

ents. Reading the sum


ents and the auditor’s report thereon, therefore, is not a substitute for reading the audited consolidated financial statem


roup H

oldings Limited and the auditor’s report thereon.

The audited consolidated financial statements and our report thereon

We expressed an unm

odified audit opinion on the audited consolidated financial statements in our report dated

21 Novem

ber 2017. That report also includes the comm

unication of key audit matters as reported in the auditor’s

report of the audited financial statements.

Directors’ responsibility for the summ

arised consolidated financial statements

The directors are responsible for the preparation of the summ

arised consolidated financial statements in

accordance with the requirem

ents of the JSE Limited Listings R

equirements for prelim

inary reports, set out in note 1 to the sum


ents, and the requirements of the C

ompanies A

ct of South A

frica as applicable to summ

arised financial statements, and for such internal control as the directors

determine is necessary to enable the preparation of the sum


ents that are free from

material m

isstatement, w

hether due to fraud or error.

The Listings Requirem

ents require preliminary reports to be prepared in accordance w

ith the framew

ork concepts and the m

easurement and recognition requirem

ents of International Financial Reporting Standards

(IFRS), the SA

ICA

Financial Reporting G

uides as issued by the Accounting P

ractices Com

mittee and Financial

Pronouncem

ents as issued by the Financial Reporting Standards C

ouncil, and to also, as a minim

um, contain the

information required by IA

S 34, Interim

Financial Reporting.



A

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6

Auditor’s responsibility O

ur responsibility is to express an opinion on whether the sum


ents are consistent, in all m

aterial respects, with the consolidated audited financial statem

ents based on our procedures, w

hich were conducted in accordance w

ith International Standard on Auditing (ISA

) 810 (Revised), Engagem

ents to R

eport on Summ

ary Financial Statements.

Deloitte & Touche

Registered Auditor

Per: PJ Schneider

Partner

1st Floor The Square, Cape Q

uarter, 27 Somerset R

oad, Green P

oint, 80

05, W

estern Cape, D

ocex 5 Clarem

ont

21 Novem

ber 2017

National E

xecutive: *LL Bam

Chief E

xecutive Officer *TM

M Jordan D

eputy Chief E

xecutive Officer *M

J Jarvis C

hief Operating O

fficer * AF M

ackie Audit &

Assurance *N

Sing Risk A

dvisory *NB

Kader Tax TP

Pillay

Consulting S G

wala B

PS *K

Black C

lients and Industries *JK M

azzocco Talent and Transformation M

G D

icks Risk

Independence & Legal *TJ B

rown C

hairman of the B

oardR

egional leader: MN

Alberts

* Partner and Registered Auditors

A full list of partners and directors is available on request

B-BBEE rating: Level 1 contribution in terms of the DTI Generic Scorecard as per the am

ended Codes of Good PracticeA

ssociate of Deloitte A

frica, a Mem

ber of Deloitte Touche Tohm

atsu Limited

14. AUDIT OPIN

ION continued

AN

NU

AL R

ES

ULTS

20

17

17

RHODES FOOD GROU

P HOLDIN

GS LIMITED

(Incorporated in the Republic of South A

frica)

Registration num

ber: 2012/074

392/0

6

JSE share code: RFG

ISIN: Z

AE0

00191979

Registered addressP

niel Road, G

root Drakenstein, 76

80

P

rivate Bag X

30

40, P

aarl, 7620

DirectorsD

r YG M

uthien * (Chairperson)

M

R B

ower *

B

AS H

enderson (Chief E

xecutive Officer)

TP

Leeuw *

LA

Makenete *

B

Njobe * (appointed to the board of directors on 28 Septem

ber 2017)

C

C Schoom

bie (Chief Financial O

fficer)

CL Sm

art **

GJH

Willis **

* Independent non-executive

** N

on-executive

Com

pany secretary Statucor P

roprietary Limited

Transfer secretariesC

omputershare Investor Services P

roprietary Limited

SponsorR

and Merchant B

ank, a division of FirstRand B

ank Limited

AuditorsD

eloitte & Touche

CORPORATE INFORMATION

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www.rfg.com

ANNUAL RESULTS - Rhodes Food GroupNon-current assets 2 145 1 365 57.1 Property, plant & equipment 1...

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