7th Mar 2013 09:06
To: Business Editor 7th March 2013
For immediate release
The following announcement was issued today to a Regulatory Information Service approved by the Financial Services Authority in the United Kingdom.
DAIRY FARM INTERNATIONAL HOLDINGS LIMITED
2012 PRELIMINARY ANNOUNCEMENT OF RESULTS
Highlights
·; Strong trading performances in Hong Kong and Indonesia
·; Reported earnings decline after reversal of certain income incorrectly accrued in Malaysia in prior years
·; Adjusted underlying profit up 13% to US$506 million
·; Full-year dividend up 10%
"Good performances were seen in many of the Group's operations in 2012, although the reported underlying profit was affected by the reversal of supplier income in Giant Malaysia. While trading conditions remain challenging in some areas, Dairy Farm's prospects for 2013 are underpinned by its market leading businesses and strong financial position."
Simon Keswick, Chairman
7th March 2013
Results
Year ended 31st December | ||||||
2012 | 2011 | Change | ||||
US$m | US$m | % | ||||
Sales | ||||||
- subsidiaries | 9,801 | 9,134 | +7 | |||
- including associates and joint ventures* | 11,540 | 10,449 | +10 | |||
Underlying profit attributable to shareholders | 447 | 474 | -6 | |||
Profit attributable to shareholders | 450 | 484 | -7 | |||
Adjusted underlying profit** | 506 | 450 | +13 | |||
US¢ | US¢ | % | ||||
Underlying earnings per share | 33.14 | 35.09 | -6 | |||
Basic earnings per share | 33.34 | 35.87 | -7 | |||
Adjusted underlying earnings per share** | 37.48 | 33.31 | +13 | |||
Dividends per share | 23.00 | 21.00 | +10 | |||
* on a 100% basis ** excluding the effects of the overstatement of supplier income in respect of each year (see note 7) | ||||||
The final dividend of US¢16.50 per share will be payable on 22nd May 2013, subject to approval at the Annual General Meeting to be held on 15th May 2013, to shareholders on the register of members at the close of business on 22nd March 2013. The ex-dividend date will be on 20th March 2013, and the share registers will be closed from 25th to 29th March 2013, inclusive. |
DAIRY FARM INTERNATIONAL HOLDINGS LIMITED
PRELIMINARY ANNOUNCEMENT OF RESULTS
FOR THE YEAR ENDED 31ST DECEMBER 2012
OVERVIEW
Dairy Farm's businesses have continued to trade well in 2012, despite increased competition and a more difficult economic environment in certain markets.
PERFORMANCE
Sales, including 100% of associates and joint ventures, increased by 10% to US$11.5 billion in 2012. Underlying profit for the year was US$447 million compared with US$474 million in 2011. The 2012 figure reflects the reversal from underlying profit of US$59 million of supplier income in Malaysia that had been incorrectly recognized over the past few years. Adjusted underlying profit, which excludes the effects of the reversed supplier income, rose from US$450 million in 2011 to US$506 million in 2012, an increase of 13%. Underlying earnings per share were US¢33.14, a decrease of 6%, or if the effect of the reversal of the supplier income is excluded, US¢37.48, an increase of 13%.
The profit attributable to shareholders in 2012, after taking into consideration the effect of the reversal, was US$450 million, including a non-trading gain of US$3 million arising mainly from the disposal of retail properties in Singapore. The comparable results in 2011 benefited from a non-trading gain of US$10 million.
In Hong Kong, Mannings health and beauty stores delivered another impressive result and Wellcome supermarkets traded well. IKEA in both Hong Kong and Taiwan also reported good growth. The supermarket and hypermarket businesses in Malaysia faced challenging market conditions, while the Guardian health and beauty chain traded satisfactorily. In Indonesia, hypermarkets and supermarkets continued to perform well, as did the health and beauty business. Operating results from Singapore were slightly below last year in the face of increased costs and sluggish economic conditions. Our restaurant associate, Maxim's delivered another strong set of results. Of our new businesses, the supermarkets in Cambodia are trading well while progress is being made in the Philippines.
The Group's financial position remains healthy with net cash at the end of 2012 up US$55 million at US$521 million. This increase includes the net proceeds of US$139 million arising from the placement of shares in PT Hero, and is after allowing for higher dividends, capital expenditure of US$358 million for organic growth of the business, and US$144 million for investments.
The Board is recommending a final dividend of US¢16.50 per share, bringing the total ordinary dividend for 2012 to US¢23.00 per share, up 10%.
BUSINESS DEVELOPMENTS
In 2012, Dairy Farm delivered healthy like-for-like sales growth in most of its major businesses and continued its expansion with new store openings. Complementing this organic growth, new markets were entered with acquisitions in Cambodia and the Philippines. These acquisitions establish platforms for growth alongside respected partners in developing economies. The Group now has over 5,600 outlets in 12 territories.
The construction of the fifth IKEA store in Tai Chung, Taiwan is progressing well and is expected to open later in 2013. PT Hero has also been awarded the franchise rights to operate IKEA stores in Indonesia, and plans to open the first store in 2014.
Maxim's continued to expand its Starbucks, Japanese restaurant and cake shop chains in Hong Kong, while in mainland China its first Ippudo Ramen restaurant was opened in Shanghai. Maxim's has also been granted the rights to operate Starbucks stores in Vietnam, and the first store opened in February 2013.
In November, the Group reduced its interest in PT Hero from 94% to 81% through a market placement designed to enhance the liquidity of the shares.
Recognizing the current scale of the Group's operations and the increasing complexity of the business environment, a restructuring of the management responsibilities within the organization has been undertaken to prepare the businesses for further growth.
Dairy Farm is continuing to strengthen the appeal of its brands to consumers across Asia. The Group is expanding the sale of corporate brand products to broaden customer choice and is enhancing existing stores to make them more attractive. Greater value will be delivered through improved operating efficiencies, including business processes and systems, as well as through investment in supply chain management that will improve productivity and support growth.
PEOPLE
Dairy Farm's good performance in 2012 reflects the hard work and dedication of our employees. On behalf of the Board, I would like to thank them for their efforts and wish them well in the year ahead.
Michael Kok retired as Group Chief Executive at the end of December 2012 after six years in the role. On behalf of the Board, I would like to record our appreciation and to thank Michael for his valuable contributions to the Group. He remains as a non-executive Director. We welcome his successor, Graham Allan, who joined the Board as Group Chief Executive on 1st January 2013. Also at the end of December, Ron Floto retired as a Director of the Company and I would like to thank him for his contribution to the Group. Lord Sassoon was appointed as a Director on 23rd January 2013.
I will be stepping down as Chairman of the Company after the Annual General Meeting on 15th May 2013. I will remain as a non-executive Director. I am pleased to advise that Ben Keswick will be succeeding me as Chairman.
PROSPECTS
Good performances were seen in many of the Group's operations in 2012, although the reported underlying profit was affected by the reversal of supplier income in Giant Malaysia. While trading conditions remain challenging in some areas, Dairy Farm's prospects for 2013 are underpinned by its market leading businesses and strong financial position.
Simon Keswick
Chairman
7th March 2013
GROUP CHIEF EXECUTIVE'S REVIEW
BUSINESS MODEL
Dairy Farm is a leading Asian retailer operating supermarkets, hypermarkets, health and beauty stores, convenience stores and home furnishings stores under widely recognized brands. We aim to provide to Asian consumers the benefits of modern retailing. The Group operates several formats in most markets to satisfy different market segments and customer needs. The Group also has a 50% interest in Maxim's, a leading restaurant group in Hong Kong.
The Group has strong market positions and cash generative operations in several Asian markets, and it continues to invest to strengthen these businesses. In addition to achieving growth in these established markets, it is the Group's strategy to seek new investment opportunities in current and new markets in Asia. This approach builds upon the Group's knowledge and expertise, as well as providing a good balance of risk and return. By combining our investment approach with a strong balance sheet, we aim to achieve consistent and long-term earnings growth.
2012 PERFORMANCE
Dairy Farm again achieved good trading performances in 2012 with sales, including 100% of associates and joint ventures, increasing by 10% to US$11.5 billion and improved earnings in many of our major operating units.
The reported underlying profit for 2012 is US$447 million, compared with US$474 million in 2011. The 2012 figure reflects the reversal from underlying profit of US$59 million of supplier income in Malaysia that had been incorrectly recognized over the past few years. If the underlying profit is adjusted to exclude the effects of the reversed supplier income, it would have risen from US$450 million in 2011 to US$506 million in 2012, an increase of 13%.
A thorough investigation of the supplier income balances in the Group's Malaysian hypermarket and supermarket operations has been undertaken by the Company's internal audit and legal departments supported by PricewaterhouseCoopers. It has been established that a proportion of the supplier income had been incorrectly recognized over a number of years, and that the US$59 million reversal is the full adjustment necessary to the financial statements. Steps have been taken to address the control shortfalls in the Malaysian operation, and management changes have been implemented. A review of the Group's other principal operations by the internal audit department has not identified any other similar control issues. The incorrect recognition of supplier income is a non-cash item.
DEVELOPMENTS
We continue to implement initiatives to enhance the appeal of our brands and our stores to customers. This is complemented by the ongoing review and improvement of our operating efficiencies.
A number of important developments took place during the year:
·; We added a net 278 stores to reach a total of 5,677.
·; We acquired a 70% stake in the Lucky supermarket business in Cambodia and a 50% stake in Rustan's supermarkets and hypermarkets in the Philippines.
·; In Taiwan, work commenced on the fifth IKEA store in Tai Chung that will open in late 2013.
·; In mainland China, we continued to expand our 7-Eleven convenience stores chain and progress was made in the development of Mannings health and beauty business.
·; In Malaysia, we opened four new Giant hypermarkets, bringing the total to 75 stores.
·; In Indonesia, we opened 97 new stores, including seven hypermarkets, across our different formats. PT Hero were also granted the franchise rights to operate IKEA stores in the country. We have secured a site and commenced construction of the first store, which we plan to open in 2014.
·; In Vietnam, 11 Guardian health and beauty stores were added, bringing the total outlets to 16 in addition to one hypermarket in the country.
·; A subsidiary of our restaurant associate, Maxim's, has been granted the master franchise rights to operate Starbucks stores in Vietnam, with the first store opening in February 2013.
REGIONAL REVIEW
NORTH ASIA
Hong Kong
The businesses in Hong Kong continued to perform strongly with profit growth in all banners. Mannings health and beauty stores in particular achieved another excellent result. We now have eight 'Mannings Plus' stores offering free health consultation services, and the first 'Mannings Baby' store was opened during the year.
Wellcome supermarkets also performed well, while the 7-Eleven convenience stores recorded solid growth in sales and profit in a highly competitive market. IKEA reported another fine result despite a decline in secondary market property transactions.
Maxim's delivered excellent results in 2012. Strong sales growth more than compensated for increases in staff costs following the introduction of a minimum wage in Hong Kong. Its Chinese restaurants performed well, and its Japanese restaurant chains reported strong growth. Maxim's also achieved another record year of mooncake sales with encouraging growth in the Mainland market.
Macau
Both 7-Eleven and Mannings in Macau improved both sales and profit.
Mainland China
With a continuing focus on its ready-to-eat food business, 7-Eleven Southern China reported improved results. Mannings made progress in rationalizing its store network and in enhancing its customer appeal through a broader product range and an improved customer experience.
Maxim's opened its first Ippudo Ramen store in Shanghai, and added two Genki Sushi outlets in Shenzhen and Guangzhou. It expanded its cake shops chain in Southern China to 104 stores at the end of 2012.
Taiwan
Wellcome supermarkets made some gains in a competitive market with modest increases in sales and profit, and it ended the year with 273 stores. IKEA had another good year, and its fifth store in Tai Chung is progressing well for opening in late 2013.
SOUTH ASIA
Singapore
Cold Storage supermarkets continued to perform well in 2012 and made gains in sales and profit. Shop N Save supermarkets maintained its own position in a crowded market segment with encouraging signs from several remodeled stores. The Giant hypermarkets had a challenging year, due in part to mall renovations affecting key stores.
7-Eleven experienced a difficult year with increases in operating costs, while Guardian traded satisfactorily.
India
The results from Foodworld supermarkets were affected by difficult trading conditions and a general slowdown in the sector. The Health and Glow health and beauty stores enjoyed a strong year for both sales and profit.
Cambodia
In March 2012, we entered Cambodia through the acquisition of a 70% interest in the Lucky supermarket chain, which operates six supermarkets and nine fast food outlets in the country. This joint venture, with a respected local partner, offers the Group good opportunities for growth. So far, the business is performing well and progress has been made in improving the supply chain.
The Philippines
In May 2012 we entered the Philippines by acquiring a 50% interest in Rustan Supercenters, which has ten hypermarkets and 22 supermarkets. Steps are being taken to align the business with Group standards, strengthen operations and improve the consumer offer.
EAST ASIA
Malaysia
In Malaysia, the Giant and Cold Storage hypermarket and supermarket operations had a difficult trading year, with profits affected by fragile consumer confidence, rapid expansion of the industry store base and aggressive pricing from competitors. Four Giant hypermarkets were opened bringing the year-end total to 75 hypermarkets and 73 supermarkets.
Guardian, the country's leading health and beauty chain, again recorded solid earnings growth in 2012 and the total number of stores reached a milestone of 400.
Brunei
Giant hypermarket and supermarket operations in Brunei suffered a decline in sales in a difficult market. The Guardian chain performed satisfactorily.
Indonesia
The Giant and Hero hypermarket and supermarket operations in Indonesia have continued to perform well. Seven new hypermarkets were opened in the year to bring the total to 46 stores in the country. Guardian and our convenience store brand, Starmart, also recorded encouraging sales and profit growth. Weakness in the Indonesian rupiah, however, affected the contribution to the Group's reported results.
PT Hero has been awarded the exclusive franchise right to operate IKEA stores in Indonesia, and the first store is targeted to open in the second half of 2014.
In November, the Group reduced its interest in PT Hero from 94% to 81% through a market placement, which was designed to broaden the shareholder base and enhance the liquidity of the shares through an increased free float. Net proceeds received from the market placement were US$139 million.
Vietnam
The first Giant hypermarket traded below expectations as a result of lower occupancy of the mall. Eleven Guardian health and beauty stores were added during the year, making a total of 16 outlets at year end.
THE YEAR AHEAD
While we are grappling with specific challenges in some key markets, the Group is focused on enhancing brand appeal and developing our operations across the board to sustain sales and profit growth. Strengthening customer loyalty to our brands, improving shopper experience and delivering greater value to customers are all central elements of our growth strategy.
To support these strategic pillars and to bring a more cohesive approach to our different formats, we have reorganized the organization structure across the different territories into the Food businesses comprising the supermarket, hypermarket and convenience stores; the Health and Beauty businesses; and the Home Furnishings businesses. Cost pressures in almost all markets also demand that we complement these consumer based strategies with a relentless focus on operating efficiencies in all of our businesses.
Dairy Farm will continue to drive organic growth across different formats in existing markets and to pursue acquisition opportunities which enhance our unique portfolio of brands and businesses. The Group has a proud history as a pioneer in Asian retailing and we plan to enhance that reputation through an ongoing commitment to innovation and to expanding our footprint across the region.
Like any retail business, Dairy Farm depends critically on the passion, commitment and hard work of its people. Our people bring our brands to life and deliver the right experience to our customers. Our good trading performances in 2012 were once again down to them. I want to thank and recognize them for their efforts in ensuring another successful year for the Group.
Graham Allan
Group Chief Executive
7th March 2013
Dairy Farm International Holdings Limited Consolidated Profit and Loss Account for the year ended 31st December 2012 | ||||||||||||||||||||||||||||
2012 | 2011 | |||||||||||||||||||||||||||
Underlying business performance US$m | Non- trading items US$m | Total US$m | Underlying business performance US$m | Non- trading items US$m | Total US$m | |||||||||||||||||||||||
Sales (note 2) | 9,800.6 | - | 9,800.6 | 9,134.4 | - | 9,134.4 | ||||||||||||||||||||||
Cost of sales | (6,970.5) | - | (6,970.5) | (6,451.9) | - | (6,451.9) | ||||||||||||||||||||||
Gross margin | 2,830.1 | - | 2,830.1 | 2,682.5 | - | 2,682.5 | ||||||||||||||||||||||
Other operating income (note 3) | 145.4 | 3.0 | 148.4 | 132.9 | - | 132.9 | ||||||||||||||||||||||
Selling and distribution costs | (2,148.1) | - | (2,148.1) | (1,971.4) | - | (1,971.4) | ||||||||||||||||||||||
Administration and other operating expenses | (345.8) | (0.3) | (346.1) | (308.7) | - | (308.7) | ||||||||||||||||||||||
Operating profit (note 4) | 481.6 | 2.7 | 484.3 | 535.3 | - | 535.3 | ||||||||||||||||||||||
Financing charges | (14.0) | - | (14.0) | (21.1) | - | (21.1) | ||||||||||||||||||||||
Financing income | 2.7 | - | 2.7 | 3.6 | - | 3.6 | ||||||||||||||||||||||
Net financing charges | (11.3) | - | (11.3) | (17.5) | - | (17.5) | ||||||||||||||||||||||
Share of results of associates and joint ventures (note 5) | 63.5 | - | 63.5 | 55.6 | 10.5 | 66.1 | ||||||||||||||||||||||
Profit before tax | 533.8 | 2.7 | 536.5 | 573.4 | 10.5 | 583.9 | ||||||||||||||||||||||
Tax (note 6) | (83.2) | - | (83.2) | (99.3) | - | (99.3) | ||||||||||||||||||||||
Profit after tax | 450.6 | 2.7 | 453.3 | 474.1 | 10.5 | 484.6 | ||||||||||||||||||||||
Attributable to: | ||||||||||||||||||||||||||||
Shareholders of the Company | 447.5 | 2.7 | 450.2 | 473.8 | 10.5 | 484.3 | ||||||||||||||||||||||
Non-controlling interests | 3.1 | - | 3.1 | 0.3 | - | 0.3 | ||||||||||||||||||||||
450.6 | 2.7 | 453.3 | 474.1 | 10.5 | 484.6 | |||||||||||||||||||||||
US¢ | US¢ | US¢ | US¢ | |||||||||||||||||||||||||
Earnings per share (note 7) | ||||||||||||||||||||||||||||
- basic | 33.14 | 33.34 | 35.09 | 35.87 | ||||||||||||||||||||||||
- diluted | 33.08 | 33.29 | 35.05 | 35.83 | ||||||||||||||||||||||||
Dairy Farm International Holdings Limited Consolidated Statement of Comprehensive Income for the year ended 31st December 2012 | ||||||||
2012 US$m | 2011 US$m | |||||||
Profit for the year | 453.3 | 484.6 | ||||||
Revaluation of other investments | ||||||||
- gains arising during the year | 1.2 | 0.7 | ||||||
Net actuarial loss on employee benefit plans | (10.2) | (33.4) | ||||||
Net exchange translation differences | ||||||||
- gains/(losses) arising during the year | 0.5 | (17.0) | ||||||
Cash flow hedges | ||||||||
- net (loss)/gain arising during the year | (2.3) | 5.6 | ||||||
Share of other comprehensive income/(expense) of associates and joint ventures | 6.3 |
(1.1) | ||||||
Tax relating to components of other comprehensive income or expense (note 6) | 2.1 | 5.0 | ||||||
Other comprehensive expense for the year | (2.4) | (40.2) | ||||||
Total comprehensive income for the year | 450.9 | 444.4 | ||||||
Attributable to: | ||||||||
Shareholders of the Company | 449.1 | 444.6 | ||||||
Non-controlling interests | 1.8 | (0.2) | ||||||
450.9 | 444.4 | |||||||
Dairy Farm International Holdings Limited Consolidated Balance Sheet at 31st December 2012 | ||||||||
2012 US$m | 2011 US$m | |||||||
Net operating assets | ||||||||
Intangible assets | 439.8 | 352.4 | ||||||
Tangible assets | 1,069.5 | 896.0 | ||||||
Associates and joint ventures | 337.9 | 193.5 | ||||||
Other investments | 5.2 | 4.0 | ||||||
Non-current debtors | 132.7 | 126.9 | ||||||
Deferred tax assets | 25.2 | 20.6 | ||||||
Pension assets | - | 0.7 | ||||||
Non-current assets | 2,010.3 | 1,594.1 | ||||||
Stocks | 958.4 | 949.1 | ||||||
Current debtors | 195.6 | 217.8 | ||||||
Current tax assets | 11.6 | 0.9 | ||||||
Bank balances and other liquid funds | 667.2 | 729.7 | ||||||
1,832.8 | 1,897.5 | |||||||
Non-current assets classified as held for sale (note 9) | 7.6 | 47.4 | ||||||
Current assets | 1,840.4 | 1,944.9 | ||||||
Current creditors | (2,275.5) | (2,140.2) | ||||||
Current borrowings | (55.5) | (130.2) | ||||||
Current tax liabilities | (54.5) | (80.6) | ||||||
Current provisions | (5.1) | (6.2) | ||||||
Current liabilities | (2,390.6) | (2,357.2) | ||||||
Net current liabilities | (550.2) | (412.3) | ||||||
Long-term borrowings | (90.9) | (133.4) | ||||||
Deferred tax liabilities | (48.3) | (43.5) | ||||||
Pension liabilities | (40.6) | (36.1) | ||||||
Non-current creditors | (17.6) | (16.8) | ||||||
Non-current provisions | (23.9) | (21.7) | ||||||
Non-current liabilities | (221.3) | (251.5) | ||||||
1,238.8 | 930.3 | |||||||
Total equity | ||||||||
Share capital | 75.0 | 75.0 | ||||||
Share premium and capital reserves | 53.1 | 50.2 | ||||||
Revenue and other reserves | 1,064.6 | 797.5 | ||||||
Shareholders' funds | 1,192.7 | 922.7 | ||||||
Non-controlling interests | 46.1 | 7.6 | ||||||
1,238.8 | 930.3 | |||||||
Dairy Farm International Holdings Limited Consolidated Statement of Changes in Equity for the year ended 31st December 2012 | |||||||||||||||||
Attributable to shareholders of the Company | Attributable to non- | ||||||||||||||||
Share capital US$m | Share premium US$m | Capital reserves US$m | Revenue reserves US$m | Hedging reserves US$m | Exchange reserves US$m | Total US$m | controlling interests US$m | Total equity US$m | |||||||||
2012 | |||||||||||||||||
At 1st January | 75.0 | 19.6 | 30.6 | 815.0 | 1.1 | (18.6) | 922.7 | 7.6 | 930.3 | ||||||||
Total comprehensive income | - | - | - | 445.0 | (2.0) | 6.1 | 449.1 | 1.8 | 450.9 | ||||||||
Dividends paid by the Company | - | - | - | (290.3) | - | - | (290.3) | - | (290.3) | ||||||||
Unclaimed dividends forfeited | - | - | - | 0.3 | - | - | 0.3 | - | 0.3 | ||||||||
Employee share option schemes | - | - | 2.9 | - | - | - | 2.9 | - | 2.9 | ||||||||
Subsidiary acquired | - | - | - | - | - | - | - | 3.4 | 3.4 | ||||||||
Capital contribution from non-controlling interests | - | - | - | - | - | - | - | 2.5 | 2.5 | ||||||||
Change in interests in a subsidiary | - | - | - | 108.0 | - | - | 108.0 | 30.8 | 138.8 | ||||||||
Transfer | - | 6.2 | (6.2) | (0.9) | - | 0.9 | - | - | - | ||||||||
At 31st December | 75.0 | 25.8 | 27.3 | 1,077.1 | (0.9) | (11.6) | 1,192.7 | 46.1 | 1,238.8 | ||||||||
2011 | |||||||||||||||||
At 1st January | 75.0 | 18.0 | 28.4 | 617.7 | (3.6) | (2.4) | 733.1 | 1.1 | 734.2 | ||||||||
Total comprehensive income | - | - | - | 456.1 | 4.7 | (16.2) | 444.6 | (0.2) | 444.4 | ||||||||
Dividends paid by the Company | - | - | - | (256.5) | - | - | (256.5) | - | (256.5) | ||||||||
Unclaimed dividends forfeited | - | - | - | 0.5 | - | - | 0.5 | - | 0.5 | ||||||||
Issue of shares | - | 1.6 | - | - | - | - | 1.6 | - | 1.6 | ||||||||
Employee share option schemes | - | - | 2.2 | - | - | - | 2.2 | - | 2.2 | ||||||||
Capital contribution from non-controlling interests | - | - | - | - | - | - | - | 6.7 | 6.7 | ||||||||
Change in interests in associates | - | - | - | (2.8) | - | - | (2.8) | - | (2.8) | ||||||||
At 31st December | 75.0 | 19.6 | 30.6 | 815.0 | 1.1 | (18.6) | 922.7 | 7.6 | 930.3 | ||||||||
Total comprehensive income included in revenue reserves comprises profit attributable to shareholders of the Company of US$450.2 million (2011: US$484.3 million), net fair value gain on other investments of US$1.0 million (2011: US$0.6 million) and net actuarial loss on employee benefit plans of US$6.2 million (2011: US$28.8 million). Cumulative net fair value gain on other investments and net actuarial loss on employee benefit plans amounted to US$4.1 million (2011: US$3.1 million) and US$27.7 million (2011: US$21.5 million), respectively. | |||||||||||||||||
Dairy Farm International Holdings Limited Consolidated Cash Flow Statement for the year ended 31st December 2012 | ||||||||
2012 US$m | 2011 US$m | |||||||
Operating activities | ||||||||
Operating profit (note 4) | 484.3 | 535.3 | ||||||
Depreciation and amortization | 191.3 | 181.4 | ||||||
Other non-cash items (note 11(a)) | 83.8 | 9.4 | ||||||
Decrease in working capital | 33.3 | 71.5 | ||||||
Interest received | 2.8 | 3.5 | ||||||
Interest and other financing charges paid | (14.6) | (21.7) | ||||||
Tax paid | (120.6) | (88.3) | ||||||
660.3 | 691.1 | |||||||
Dividends from associates and joint ventures | 37.4 | 39.2 | ||||||
Cash flows from operating activities | 697.7 | 730.3 | ||||||
Investing activities | ||||||||
Purchase of tangible assets | (289.6) | (213.5) | ||||||
Purchase of a subsidiary (note 11(b)) | (32.1) | (0.4) | ||||||
Purchase of associates and joint ventures (note 11(c)) | (112.0) | (9.9) | ||||||
Purchase of intangible assets | (68.5) | (18.7) | ||||||
Sale of properties (note 11(d)) | 4.1 | - | ||||||
Sale of other tangible assets | 2.1 | 1.0 | ||||||
Cash flows from investing activities | (496.0) | (241.5) | ||||||
Financing activities | ||||||||
Issue of shares | - | 1.6 | ||||||
Capital contribution from non-controlling interests | 2.5 | 6.7 | ||||||
Sale of interests in a subsidiary (note 11(e)) | 138.8 | - | ||||||
Drawdown of borrowings | 1,188.3 | 1,293.4 | ||||||
Repayment of borrowings | (1,301.0) | (1,492.5) | ||||||
Dividends paid by the Company (note 10) | (290.3) | (256.5) | ||||||
Cash flows from financing activities | (261.7) | (447.3) | ||||||
Net (decrease)/increase in cash and cash equivalents | (60.0) | 41.5 | ||||||
Cash and cash equivalents at 1st January | 718.7 | 679.9 | ||||||
Effect of exchange rate changes | 6.2 | (2.7) | ||||||
Cash and cash equivalents at 31st December | 664.9 | 718.7 | ||||||
Dairy Farm International Holdings Limited Notes | |
1. | ACCOUNTING POLICIES AND BASIS OF PREPARATION |
The financial information contained in this announcement has been based on the audited results for the year ended 31st December 2012 which have been prepared in conformity with International Financial Reporting Standards, including International Accounting Standards and Interpretations adopted by the International Accounting Standards Board.
There have been no changes to the accounting policies described in the 2011 annual financial statements.
The Group has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective.
The Group's reportable segments are set out in notes 2, 4 and 5. | |
2. | SALES | ||||||||
Including associates and joint ventures | Subsidiaries | ||||||||
2012 US$m | 2011 US$m | 2012 US$m | 2011 US$m | ||||||
Analysis by operating segment: | |||||||||
North Asia | 4,997.4 | 4,537.3 | 4,997.4 | 4,537.3 | |||||
East Asia | 2,864.1 | 2,788.2 | 2,854.6 | 2,787.8 | |||||
South Asia | 2,275.1 | 1,880.9 | 1,948.6 | 1,809.3 | |||||
10,136.6 | 9,206.4 | 9,800.6 | 9,134.4 | ||||||
Maxim's | 1,403.9 | 1,242.6 | - | - | |||||
11,540.5 | 10,449.0 | 9,800.6 | 9,134.4 | ||||||
Analysis by format: | |||||||||
Supermarkets/hypermarkets | 6,075.0 | 5,516.5 | 5,773.1 | 5,474.1 | |||||
Health and beauty stores | 2,003.3 | 1,750.3 | 1,969.2 | 1,720.7 | |||||
Convenience stores | 1,682.9 | 1,584.8 | 1,682.9 | 1,584.8 | |||||
Home furnishings stores | 375.4 | 354.8 | 375.4 | 354.8 | |||||
10,136.6 | 9,206.4 | 9,800.6 | 9,134.4 | ||||||
Restaurants | 1,403.9 | 1,242.6 | - | - | |||||
11,540.5 | 10,449.0 | 9,800.6 | 9,134.4 | ||||||
Sales including associates and joint ventures comprise 100% of sales from associates and joint ventures.
Operating segments are identified on the basis of internal reports about components of the Group that are regularly reviewed by the executive Directors of the Company for the purpose of resource allocation and performance assessment. Dairy Farm operates in four operating segments: North Asia, East Asia, South Asia and Maxim's. North Asia comprises Hong Kong, mainland China, Macau and Taiwan. East Asia comprises Malaysia, Indonesia, Vietnam and Brunei. South Asia comprises Singapore, Cambodia, the Philippines and India. Maxim's is the Group's major associate, a leading Hong Kong restaurant chain. No operating segments have been aggregated to form the reportable segments. |
3. | OTHER OPERATING INCOME | ||||
2012 US$m | 2011 US$m | ||||
Concession and service income | 112.8 | 103.8 | |||
Rental income | 24.9 | 21.3 | |||
Profit on sale of properties | 3.0 | - | |||
Exchange gain and others | 7.7 | 7.8 | |||
148.4 | 132.9 | ||||
4. | OPERATING PROFIT | ||||
2012 US$m | 2011 US$m | ||||
Analysis by operating segment: | |||||
North Asia | 311.5 | 258.1 | |||
East Asia | 93.8 | 199.3 | |||
South Asia | 112.9 | 113.8 | |||
518.2 | 571.2 | ||||
Support office | (36.6) | (35.9) | |||
481.6 | 535.3 | ||||
Non-trading items in South Asia: | |||||
- profit on sale of properties | 3.0 | - | |||
- acquisition-related costs in business combination | (0.3) | - | |||
484.3 | 535.3 | ||||
Analysis by format: | |||||
Supermarkets/hypermarkets | 190.6 | 282.3 | |||
Health and beauty stores | 194.3 | 164.6 | |||
Convenience stores | 70.4 | 67.1 | |||
Home furnishings stores | 38.0 | 35.9 | |||
Other | 24.9 | 21.3 | |||
518.2 | 571.2 | ||||
| Included within the operating profit for East Asia for 2012 is an adjustment of US$66.9 million relating to the reversal of supplier income in the supermarket and hypermarket businesses in Malaysia incorrectly recognized in prior years, of which US$27.6 million relates to 2011.
|
5. | SHARE OF RESULTS OF ASSOCIATES AND JOINT VENTURES | ||||
2012 US$m | 2011 US$m | ||||
Analysis by operating segment: | |||||
Maxim's | 68.7 | 67.6 | |||
East Asia | (1.6) | (0.6) | |||
South Asia | (3.6) | (0.9) | |||
63.5 | 66.1 | ||||
Analysis by format: | |||||
Restaurants | 68.7 | 67.6 | |||
Supermarkets/hypermarkets | (5.2) | (2.0) | |||
Health and beauty stores | - | 0.5 | |||
63.5 | 66.1 | ||||
In 2011, share of results of associates and joint ventures included our share of a net gain in Maxim's of US$10.5 million classified as non-trading item (note 8).
Results are shown after tax and non-controlling interests in the associates and joint ventures. |
6. | TAX | ||||
2012 US$m | 2011 US$m | ||||
Tax charged to profit and loss is analyzed as follows: | |||||
Current tax | (82.0) | (100.7) | |||
Deferred tax | (1.2) | 1.4 | |||
(83.2) | (99.3) | ||||
Geographical analysis: | |||||
North Asia | (49.1) | (42.9) | |||
East Asia | (19.9) | (38.5) | |||
South Asia | (14.2) | (17.9) | |||
(83.2) | (99.3) | ||||
Tax relating to components of other comprehensive income or expense is analyzed as follows: | |||||
Actuarial valuation of employee benefit plans | 2.0 | 6.0 | |||
Cash flow hedges | 0.3 | (0.9) | |||
Revaluation of other investments | (0.2) | (0.1) | |||
2.1 | 5.0 | ||||
Tax on profits has been calculated at rates of taxation prevailing in the territories in which the Group operates. Share of tax charge of associates and joint ventures of US$15.2 million (2011: US$14.3 million) is included in share of results of associates and joint ventures. |
7. | EARNINGS PER SHARE |
Basic earnings per share are calculated on profit attributable to shareholders of US$450.2 million (2011: US$484.3 million), and on the weighted average number of 1,350.3 million (2011: 1,350.0 million) shares in issue during the year.
Diluted earnings per share are calculated on profit attributable to shareholders of US$450.2 million (2011: US$484.3 million), and on the weighted average number of 1,352.6 million (2011: 1,351.8 million) shares in issue after adjusting for 2.3 million (2011: 1.8 million) shares which are deemed to be issued for no consideration under the Senior Executive Share Incentive Schemes based on the average share price during the year. | |
Additional basic and diluted earnings per share are also calculated based on underlying profit attributable to shareholders. A reconciliation of earnings is set out below: |
2012 | 2011 | |||||||||||
US$m | Basic earnings per share US¢ | Diluted earnings per share US¢ | US$m | Basic earnings per share US¢ | Diluted earnings per share US¢ | |||||||
Profit attributable to shareholders | 450.2 | 33.34 | 33.29 | 484.3 | 35.87 | 35.83 | ||||||
Non-trading items (note 8) | (2.7) | (10.5) | ||||||||||
Underlying profit attributable to shareholders | 447.5 | 33.14 | 33.08 | 473.8 | 35.09 | 35.05 | ||||||
Adjusted underlying earnings per share | ||||||||||
Adjusted underlying earnings per share are presented in order to illustrate the impact of adjusting for supplier income which was incorrectly recognized in prior years in Giant Malaysia. | ||||||||||
2012 | 2011 | |||||||||
US$m | Adjusted underlying earnings per share US¢ | US$m | Adjusted underlying earnings per share US¢ | |||||||
Underlying profit as per above | 447.5 | 33.14 | 473.8 | 35.09 | ||||||
Supplier income adjustment for prior years, net of tax | 58.6 | (24.1) | ||||||||
Adjusted underlying profit | 506.1 | 37.48 | 449.7 | 33.31 | ||||||
8. | NON-TRADING ITEMS | |||
Non-trading items are separately identified to provide greater understanding of the Group's underlying business performance. Items classified as non-trading items include gains or losses arising from the sale of businesses, investments and properties; impairment of non-depreciable intangible assets and other investments; provisions for the closure of businesses; acquisition-related costs in business combinations; and other credits and charges of a non-recurring nature that require inclusion in order to provide additional insight into underlying business performance.
An analysis of non-trading items after interest, tax and non-controlling interests is set out below: | ||||
2012 US$m | 2011 US$m | |||
Profit on sale of properties | 3.0 | - | ||
Acquisition-related costs in business combination | (0.3) | - | ||
Share of net gain from sale of a 30% interest in the Starbucks operations in China by Maxim's | - | 10.5 | ||
2.7 | 10.5 |
9. | NON-CURRENT ASSETS CLASSIFIED AS HELD FOR SALE | ||||
At 31st December 2012, the non-current assets classified as held for sale represented a piece of surplus land in Malaysia and a retail property in Singapore. The sale of these properties is expected to be completed in 2013 at amounts not materially different from their carrying values. The two retail properties in Malaysia as at 31st December 2011 remained unsold and had been reclassified to tangible assets during the year. | |||||
10. | DIVIDENDS | ||||
2012 US$m | 2011 US$m | ||||
Final dividend in respect of 2011 of US¢15.00 (2010: US¢13.00) per share | 202.5 | 175.5 | |||
Interim dividend in respect of 2012 of US¢6.50 (2011: US¢6.00) per share | 87.8 | 81.0 | |||
290.3 | 256.5 | ||||
A final dividend in respect of 2012 of US¢16.50 (2011: US¢15.00) per share amounting to a total of US$222.8 million (2011: US$202.5 million) is proposed by the Board. The dividend proposed will not be accounted for until it has been approved at the Annual General Meeting. This amount will be accounted for as an appropriation of revenue reserves in the year ending 31st December 2013. |
11. | NOTES TO CONSOLIDATED CASH FLOW STATEMENT | ||
(a) | Other non-cash items in 2012 mainly related to the reversal of supplier income in Giant Malaysia of US$66.9 million which was incorrectly recognized in prior years. | ||
,,, | |||
(b) | Purchase of a subsidiary | ||
2012 US$m | |||
Intangible assets | 2.7 | ||
Tangible assets | 2.8 | ||
Current assets | 6.0 | ||
Current liabilities | (0.2) | ||
Fair value of identifiable net assets acquired | 11.3 | ||
Adjustment for non-controlling interests | (3.4) | ||
Goodwill | 25.3 | ||
Total consideration | 33.2 | ||
Cash and cash equivalents acquired | (1.1) | ||
Net cash outflow | 32.1 | ||
In March 2012, the Group entered the Cambodian market with the acquisition of a 70% controlling interest in the Lucky supermarket chain for a total cash consideration of US$33.2 million. This is in line with the Group's strategy of expanding into new markets in Asia.
The goodwill is not expected to be deductible for tax purposes. | |||
Sales and profit after tax since acquisition in respect of the subsidiary acquired during the year amounted to US$42.9 million and US$2.1 million, respectively. Had the acquisition occurred on 1st January 2012, consolidated sales and consolidated profit after tax for the year ended 31st December 2012 would have been US$9,809.6 million and US$453.5 million, respectively.
| |||
(c) | Purchase of associates and joint ventures in 2012 mainly related to the Group's acquisition of a 50% interest in Rustan Supercenters, Inc. which operates hypermarkets and supermarkets in the Philippines.
Purchase of associates and joint ventures in 2011 mainly related to the Group's capital injection in Foodworld India. | ||
(d) | Sale of properties | ||
In 2012, the Group disposed of two retail properties in Singapore for a cash consideration of US$4.1 million. | |||
(e) | Sale of interests in a subsidiary | ||
During the year, the Group reduced its interests in PT Hero from 94% to 81% for net sale proceeds of US$138.8 million. |
12. | CAPITAL COMMITMENTS AND CONTINGENT LIABILITIES |
Total capital commitments at 31st December 2012 amounted to US$286.5 million (2011: US$266.7 million).
Various group companies are involved in litigation arising in the ordinary course of their respective businesses. Having reviewed outstanding claims and taking into account legal advice received, the Directors are of the opinion that adequate provisions have been made in the financial statements. | |
13. | RELATED PARTY TRANSACTIONS |
The parent company of the Group is Jardine Strategic Holdings Limited and the ultimate parent company is Jardine Matheson Holdings Limited ('JMH'). Both companies are incorporated in Bermuda.
In the normal course of business the Group undertakes a variety of transactions with JMH and its subsidiaries, associates and joint ventures. The more significant of such transactions are described below.
Under the terms of a Management Services Agreement, the Group paid a management fee of US$2.3 million (2011: US$2.4 million) to Jardine Matheson Limited ('JML'), a wholly-owned subsidiary of JMH, based on 0.5% of the Group's profit attributable to shareholders in consideration for certain management consultancy services provided by JML. The Group also paid directors' fees of US$0.4 million in 2012 (2011: US$0.4 million) to JML.
The Group rents properties from Hongkong Land Holdings Limited ('HKL'), a subsidiary of JMH. The gross annual rentals paid by the Group to HKL in 2012 were US$5.4 million (2011: US$5.5 million). The Group's 50%-owned associate, Maxim's Caterers Limited ('Maxim's'), also paid gross rentals of US$8.2 million (2011: US$7.9 million) to HKL in 2012.
The Group uses Jardine Lloyd Thompson Limited ('JLT'), an associate of JMH, to place certain of its insurance. Brokerage fees and commissions, net of rebates, paid by the Group to JLT in 2012 were US$2.1 million (2011: US$1.5 million).
The Group also sources information technology infrastructure and related services from Jardine OneSolution ('JOS'), a subsidiary of JMH. The total fees paid by the Group to JOS in 2012 amounted to US$6.2 million (2011: US$5.8 million).
In addition, Maxim's supplies ready-to-eat products at arm's length to certain subsidiaries of the Group. In 2012, these amounted to US$17.8 million (2011: US$17.2 million).
There were no other related party transactions that might be considered to have a material effect on the financial position or performance of the Group that were entered into or changed during the year. |
Dairy Farm International Holdings Limited Principal Risks and Uncertainties | |
The Board has overall responsibility for risk management and internal control. The process by which the Group identifies and manages risk will be set out in more detail in the Corporate Governance section of the Company's 2012 Annual Report (the 'Report'). The following are the principal risks and uncertainties facing the Company as required to be disclosed pursuant to the Disclosure and Transparency Rules issued by the Financial Services Authority in the United Kingdom and are in addition to the matters referred to in the Chairman's Statement and Group Chief Executive's Review. | |
Economic Risk | |
Most of the Group's businesses are exposed to the risk of negative developments in global and regional economies and financial markets, either directly or through the impact on the Group's joint venture partners, franchisors, bankers, suppliers or customers. These developments can result in recession, inflation, deflation, currency fluctuations, restrictions in the availability of credit, business failures, or increases in financing costs, oil prices and in the cost of raw materials and finished products. Such developments might increase operating costs, reduce revenues, lower asset values or result in the Group's businesses being unable to meet in full their strategic objectives. | |
Commercial and Financial Risk | |
Risks are an integral part of normal commercial practices, and where practicable steps are taken to mitigate such risks. These risks are further pronounced when operating in volatile markets.
A number of the Group's businesses make significant investment decisions in respect of developments or projects that take time to come to fruition and achieve the desired returns and are, therefore, subject to market risks.
The Group's businesses operate in areas that are highly competitive, and failure to compete effectively in terms of price, product specification or levels of service can have an adverse effect on earnings. Significant pressure from such competition may lead to reduced margins. The quality and safety of the products and services provided by the Group's businesses are also important and there is an associated risk if they are below standard.
The steps taken by the Group to manage its exposure to financial risk will be set out in the Financial Review and in a note to the Financial Statements in the Report. | |
Concessions, Franchises and Key Contracts | |
A number of the Group's businesses and projects are reliant on concessions, franchises, management or other key contracts. Cancellation, expiry or termination, or the renegotiation of any such concessions, franchises, management or other key contracts, could have an adverse effect on the financial condition and results of operations of certain subsidiaries, associates and joint ventures of the Group. | |
Regulatory and Political Risk | |
The Group's businesses are subject to a number of regulatory environments in the territories in which they operate. Changes in the regulatory approach to such matters as foreign ownership of assets and businesses, exchange controls, planning controls, emission regulations, tax rules and employment legislation have the potential to impact the operations and profitability of the Group's businesses. Changes in the political environment in such territories can also affect the Group's businesses. | |
Terrorism, Pandemic and Natural Disasters | |
A number of the Group's operations are vulnerable to the effects of terrorism, either directly through the impact of an act of terrorism or indirectly through the impact of generally reduced economic activity in response to the threat of or an actual act of terrorism.
All Group businesses would be impacted by a global or regional pandemic which could be expected to seriously affect economic activity and the ability of our businesses to operate smoothly. In addition, many of the territories in which the Group operates can experience from time to time natural disasters such as earthquakes and typhoons. | |
Responsibility Statement | |
The Directors of the Company confirm to the best of their knowledge that: | |
a. | the consolidated financial statements have been prepared in accordance with International Financial Reporting Standards, including International Accounting Standards and Interpretations adopted by the International Accounting Standards Board; and |
b. | the sections of the Company's 2012 Annual Report, including the Chairman's Statement, Group Chief Executive's Review and Principal Risks and Uncertainties, which constitute the management report include a fair review of all information required to be disclosed by the Disclosure and Transparency Rules 4.1.8 to 4.1.11 issued by the Financial Services Authority of the United Kingdom. |
| |
For and on behalf of the Board
Graham Allan Alec Tong
Directors
7th March 2013 |
The final dividend of US¢16.50 per share will be payable on 22nd May 2013, subject to approval at the Annual General Meeting to be held on 15th May 2013, to shareholders on the register of members at the close of business on 22nd March 2013. The ex-dividend date will be on 20th March 2013, and the share registers will be closed from 25th to 29th March 2013, inclusive. Shareholders will receive their dividends in United States dollars, unless they are registered on the Jersey branch register where they will have the option to elect for sterling. These shareholders may make new currency elections for the 2012 final dividend by notifying the United Kingdom transfer agent in writing by 26th April 2013. The sterling equivalent of dividends declared in United States dollars will be calculated by reference to a rate prevailing on 8th May 2013. Shareholders holding their shares through The Central Depository (Pte) Limited ('CDP') in Singapore will receive United States dollars unless they elect, through CDP, to receive Singapore dollars. | ||
Dairy Farm
Dairy Farm is a leading pan-Asian retailer. At 31st December 2012, the Group and its associates operated over 5,600 outlets; employed over 90,000 people and had total annual sales exceeding US$11 billion.
The Group operates supermarkets, hypermarkets, health and beauty stores, convenience stores and home furnishings stores under well-known brands, including:
·; Supermarkets - Wellcome in Hong Kong, Taiwan and the Philippines, ThreeSixty and Oliver's The Delicatessen in Hong Kong, Jasons MarketPlace in Singapore, Hong Kong and Taiwan, Cold Storage in Singapore and Malaysia, Giant in Malaysia, Indonesia and Brunei, Shop N Save in Singapore, Hero in Indonesia, Lucky in Cambodia, Rustan's and Shopwise in the Philippines and Foodworld in India;
·; Hypermarkets - Giant in Malaysia, Indonesia, Singapore, Brunei and Vietnam, and Shopwise in the Philippines;
·; Health and beauty stores - Mannings in Hong Kong, mainland China and Macau, Guardian in Malaysia, Singapore, Indonesia, Brunei and Vietnam, and Health and Glow in India;
·; Convenience stores - 7-Eleven in Hong Kong, Singapore, Southern China and Macau, and Starmart in Indonesia; and
·; Home furnishings stores - IKEA in Hong Kong and Taiwan.
The Group has a 50% interest in Maxim's, Hong Kong's leading restaurant chain.
Dairy Farm International Holdings Limited is incorporated in Bermuda and has a premium listing on the London Stock Exchange, with secondary listings in Bermuda and Singapore. The Group's businesses are managed from Hong Kong by Dairy Farm Management Services Limited through its regional offices. Dairy Farm is a member of the Jardine Matheson Group.
- end - |
For further information, please contact:
| |
Dairy Farm Management Services Limited | |
Lancy Ng | (852) 2299 3011 |
GolinHarris | |
Kennes Young | (852) 2501 7987 |
Full text of the Preliminary Announcement of Results and the Preliminary Financial Statements for the year ended 31st December 2012 can be accessed through the Internet at 'www.dairyfarmgroup.com'. |
Related Shares:
Dfi Retail Intl