REG - DFI Retail Group Jardine Matheson Hdg - 2023 Preliminary Results
07/03/2024 12:15
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RNS Number : 0232G DFI Retail Group Holdings Ltd 07 March 2024
Announcement
7th March 2024
The following announcement was issued today to a Regulatory Information
Service approved by the Financial Conduct Authority in the United Kingdom.
DFI RETAIL GROUP HOLDINGS LIMITED
2023 PRELIMINARY ANNOUNCEMENT OF RESULTS
Highlights
· Substantial improvement in underlying profit
· Subsidiaries' performance driven by recovery in Health and Beauty and
Convenience
· Associates' performance supported by Maxim's recovery
· Final dividend of US¢5.00 per share
"The Group has been encouraged by the significant improvement in performance
in 2023. The recovery in economic activity following the pandemic has,
however, brought about changes in customer behaviours to which the Group is
still adapting. In addition, higher interest rates, inflationary pressures
and a broader economic slowdown on the Chinese mainland are likely to lead to
slower growth in 2024. Nonetheless, with the appointment of Scott Price as
Group Chief Executive, we are confident in the Group's long-term strategy to
deliver the medium- and long-term growth prospects of the Group."
Ben Keswick
Chairman
Results
Year ended 31st December
2023 2022 Change
US$m US$m %
Revenue 9,170 9,174 -
Underlying profit attributable to shareholders* 155 29 +437
Profit/(loss) attributable to shareholders 32 (115) n/a
US¢ US¢ %
Underlying earnings per share* 11.49 2.14 +437
Earnings/(loss) per share 2.39 (8.51) n/a
Dividends per share 8.00 3.00 +167
* the Group uses 'underlying profit' in its internal financial reporting to
distinguish between ongoing business performance and non-trading items, as
more fully described in note 37 to the financial statements. Management
considers this to be a key measure which provides additional information to
enhance understanding of the Group's underlying business performance.
The final dividend of US¢5.00 per share will be payable on 15th May 2024,
subject to approval at the Annual General Meeting to be held on 8th May 2024,
to shareholders on the register of members at the close of business on 22nd
March 2024.
DFI RETAIL GROUP HOLDINGS LIMITED
PRELIMINARY ANNOUNCEMENT OF RESULTS
FOR THE YEAR ENDED 31ST DECEMBER 2023
OVERVIEW
Following a number of challenging years for the business in a disrupted
environment, DFI Retail Group (the 'Group') reported substantially improved
performance in 2023. The Group reported total underlying profit attributable
to shareholders of US$155 million for the year, an increase of US$126 million
compared to the prior year. This profit improvement was driven both by
subsidiaries and associates.
OPERATING PERFORMANCE
Total 2023 revenue for the Group, including 100% of associates and joint
ventures, was US$26.5 billion, slightly behind 2022 levels. Strong revenue
growth in Health and Beauty and Convenience was offset by lower sales within
Food and Home Furnishings. Total subsidiary revenue was US$9.2 billion,
broadly in line with the prior year, or 5% higher for ongoing businesses
(excluding the impact of the Malaysia Grocery Retail divestment).
The Group's underlying profit attributable to shareholders was US$155 million,
a substantial improvement from the US$29 million reported in the prior year.
Within subsidiaries, profitability was supported by strong recovery in the
Health and Beauty and Convenience divisions. The increased contribution by
associates was driven by improvement at Maxim's and reduced losses from
Yonghui. There was a non-trading loss attributable to shareholders of US$123
million, predominantly due to a goodwill impairment in respect of the Macau
business and Giant Singapore, and foreign exchange losses associated with the
divestment of the Malaysia Grocery Retail business. These losses were
partially offset by gains from property divestments, resulting in total
reported profits attributable to shareholders of US$32 million.
Operating cash flow for the period, after lease payments, was a net inflow of
US$419 million, compared with US$279 million in 2022. As at 31st December
2023, the Group's net debt was US$618 million, compared with US$866 million at
31st December 2022.
The Board recommends a final dividend for 2023 of US¢5.00 per share (2022
final dividend: US¢2.00).
PEOPLE
Scott Price succeeded Ian McLeod as Group Chief Executive with effect from 1st
August 2023. We wish to thank Ian for his contribution during his six years
as Group Chief Executive, when he led a comprehensive business transformation
of DFI Retail Group to strengthen its customer propositions. Anthony
Nightingale retired from the Board and Audit Committee on 31st January 2024
and we would like to thank him for his contribution to the Company over many
years. We are pleased to welcome Weiwei Chen, an Independent Non-Executive
Director of the Company, as Chair of the Audit Committee in place of Anthony
Nightingale with effect from 31st January 2024. As a result of this
appointment, the Audit Committee now has a majority of independent
Non-Executive Directors as members.
PROSPECTS
The Group has been encouraged by the significant improvement in performance in
2023. The recovery in economic activity following the pandemic has, however,
brought about changes in customer behaviours to which the Group is still
adapting. In addition, high interest rates, inflationary pressures and a
broader economic slowdown on the Chinese mainland are likely to lead to the
rate of growth in the Group's performance reducing substantially in 2024
compared to that of 2023. Nonetheless, we remain confident in the medium-
and long-term growth prospects of the Group.
Ben Keswick
Chairman
GROUP CHIEF EXECUTIVE'S REVIEW
INTRODUCTION
It is both a pleasure and a privilege to join DFI Retail Group as Group Chief
Executive. I am excited to be part of an organisation with such a long
history and which plays such an important role in serving all of the
communities where it operates.
The past few years have been very challenging for the Group, our customers,
team members and shareholders. Post the pandemic, there is a need to reset
DFI and align the business to a strategic framework focussed on capital
allocation priorities and growth plans that will improve performance over the
coming years. I believe this realignment of the organisation will generate
enhanced returns for shareholders.
Overall financial performance in 2023 has been encouraging. Total underlying
profit attributable to shareholders was US$155 million for the year, an
increase of US$126 million compared to the prior year. There remains a
significant opportunity, however, to continue to build on this profit
recovery. I am confident that, with the right focus on our customers, team
members and shareholders, as well as the right balance of local autonomy and
centralised scale, we will gain share from our competitors and sustainably
grow returns for our shareholders.
STRATEGIC FRAMEWORK
Since joining the Group in August, I have visited all our markets and formats,
meeting team members and learning about our business and customers. This has
been a great opportunity to receive input and I have been impressed by the
energy our team members bring to serving our customers. Over the course of
this period, a new strategic framework has been introduced: Customer First,
People Led, Shareholder Driven. An aligned strategic framework is crucial to
supporting the Group's capital allocation priorities and growth plans over the
coming three to five years.
Customer First
As a leading retailer across multiple formats in the markets where we operate,
we must evolve at the same pace as our customers' changing shopping
behaviours. While significant progress has been made over the past few years
in enhancing retail fundamentals within the Group, there remain opportunities
to improve local relevance across our assortment, Own Brand mix, store
execution and design. Additionally, we are resetting our approach to
creating a digital proposition across the businesses that is significantly
less margin dilutive yet protects our future market share.
People Led
As a People Led organisation, we are focussed on deeply embedding our values
throughout the Group, speeding up decision making and improving Inclusion,
Equity and Diversity to ensure local relevancy of decision-making to
customers. Our team members are closest to the views of our customers and
their voices must be heard.
Shareholder Driven
We have committed to driving improved shareholder returns. We must win with
customers, but do this through a disciplined capital and resource allocation
model that creates sustainable returns as well achievement of our
Environmental, Social and Governance ('ESG') commitments.
ORGANISATION STRUCTURE
An important milestone achieved over the course of the second half of 2023 was
the alignment of our organisation structure to the new strategic framework.
Our customers, competitors and the markets in which we operate are changing.
We must ensure our organisation is prepared to meet the challenge. Decisions
that impact our customers must be made close to the customer. Centralised
services must add value to the banners through scale and expertise, all
delivered through a lean overheads model. We will invest only where our
business leaders commit to delivering attractive returns. Based upon these
principles, we have moved accountability to a format structure across Food,
Health and Beauty, Convenience and Home Furnishings, removing the regional
layer. By moving to a format structure, each of our formats will optimise
the assortment, digital proposition and store design principles to deliver
service, quality and value to our customers in a more consistent manner that
can also be tailored to the format's individual strategies.
Aligned to the format structure is a new go-to-market digital strategy.
Driving Digital has been a key strategic focus for DFI Retail Group during the
past several planning periods and will continue and intensify. We need,
however, to revise our strategy based on the post-COVID needs of our
customers. The end goal is to provide them with great choice and service at an
affordable price, capturing potential opportunities and creating greater
synergies between our stores and online businesses. Consequently,
accountability for the technology function, the yuu Rewards business and the
Digital function has been split. This will enable us to create greater focus
on these three important strategic areas and support the creation of a
Customer First digital proposition.
2023 PERFORMANCE
The Group reported total revenue from subsidiaries in 2023 of US$9.2 billion,
broadly in line with the prior year. Total revenue for the Group, including
100% of associates and joint ventures, was US$26.5 billion, slightly behind
2022 levels.
The Group reported a subsidiaries underlying profit attributable to
shareholders of US$112 million for the full year, over 70% higher than the
prior year. Profit from associates was US$43 million, US$78 million higher
than the prior year. Total underlying profit attributable to shareholders
was US$155 million for the year, an increase of US$126 million compared to the
prior year.
Our Health and Beauty business reported over 20% sales growth and nearly 130%
profit growth for the full year, driven by traffic recovery from markets
reopening and gross margin improvement. Recovery of customer foot traffic
also supported strong profit growth for our Convenience division, which grew
74% compared to the prior year.
Food profit reduced relative to the prior year. Within North Asia, first
half performance was impacted by the absence of pantry-stocking seen during
the fifth wave of COVID in Hong Kong in the equivalent period last year.
However, North Asia Food performance improved in the second half and profit
during that period also increased compared to the prior year. South East
Asia Food financial performance was adversely affected by intense competition
and weakening consumer sentiment caused by rising cost of living pressures.
IKEA saw like-for-like ('LFL') sales decline due to reduced home renovation
and furniture demand, as a result of a softening in property market sentiment
caused by higher interest rates. Profit also fell, primarily as a result of
the revenue shortfall.
The Group's share of underlying profits from associates was US$43 million,
representing a US$78 million increase from the prior year. Maxim's reported
strong recovery with its share of underlying profit more than doubling
relative to the prior year, as customers returned to dining out. The Group's
share of Yonghui's underlying losses was US$36 million, an improvement
relative to the prior year. Robinsons Retail reported good underlying
business performance but its contribution to the Group's profits reduced due
to foreign exchange losses and higher net financing charges.
The Group reported strong operating cash flow after lease payments of US$419
million, 50% higher than the US$279 million reported in the prior year.
Operating cash flow after lease payments and normal capital expenditure was
US$222 million, over six times higher than the US$35 million reported in 2022.
ENVIRONMENTAL, SOCIAL, GOVERNANCE ('ESG')
The growing awareness of the impact from climate change has sparked a global
movement towards sustainable practices and environmental responsibility. As
a leading pan-Asian retailer, we have the unique opportunity to contribute to
and be part of the solution. Indeed, being part of the solution is an
important component of our Customer First, People Led and Shareholder Driven
strategic framework.
The Group's strong commitment to ESG is reflected in our three strategic
pillars: serving communities, sustaining the planet, and sourcing responsibly
across the markets in which we operate. In November, the Group's greenhouse
gas emissions targets were validated by the Science Based Targets initiative
('SBTi'). We became one of the first Asian retailers to receive validation
from the SBTi for its near-term emissions reduction targets, aligned with its
criteria and recommendations. The validated targets cover Scope 1, Scope 2,
and Scope 3 greenhouse gas ('GHG') emissions. For Scope 1 and 2, the
committed target is to reduce half emissions by 2030. DFI has also pledged
separately to achieve net-zero emissions by 2050, with an annual investment
plan to achieve this long-term goal. SBTi has also validated DFI's Scope 3
emissions reduction target, focussing on purchased goods and services
(category 1) as well other significant categories.
DFI has also achieved a significant improvement in its independent ESG Risk
Rating from Morningstar Sustainalytics, a leading global ESG rating provider,
with our score improving from 25.3 in 2022 to 22.9 in 2023. This represents
a ranking improvement from top 50% to top 29% in the Global Food Retail
sub-industry. DFI's overall management score from Sustainalytics, which
assesses the robustness of a company's ESG programmes, practices, and
policies, is also rated as 'Strong'. This improvement represents external
validation of the strong ESG management efforts that have been made by the
Group, despite above-average risk exposure for the sub-industry. These
efforts have included proactive climate risk management in line with Task
Force on Climate related Financial Disclosures ('TCFD') recommendations and
auditing of supply chains against ethical standards.
I am personally passionate about this topic and the achievement of our ESG
objectives, particularly our emissions reduction targets, is a core focus of
the leadership team. Whilst the journey will not be easy, we believe it is
necessary and we will continue to drive the organisation to be a change agent
in the markets that we serve.
BUSINESS REVIEW
FOOD
Reported sales revenue for the Food division in 2023 was US$3.3 billion.
Excluding the impact of the Malaysia Grocery Retail divestment, revenue for
the division reduced by 5%. Underlying operating profit for the division was
US$45 million for the year, compared to US$91 million in the prior year.
Wellcome's LFL sales growth in the first half of 2023 was adversely affected
by the absence this year of the pantry stocking behaviour that occurred during
the fifth wave of COVID in Hong Kong in the equivalent period last year. LFL
sales momentum improved in the second half. Nevertheless, the rising
frequency of travel from Hong Kong residents into the Chinese mainland is now
impacting shopping behaviour, particularly during weekends. Despite the
challenges, the Wellcome team continued to execute well in stores, which has
supported continued market share gains. While Wellcome profitability reduced
in the first half of the year, strong margin and cost control contributed to
profit growth in the second half relative to the prior year. Digital growth
remains a priority for the Wellcome team and the wellcome.com.hk website
launched in October 2023, in addition to the existing app. The yuu Rewards
programme in Hong Kong also continues to grow, and now has 4.9 million
members.
South East Asia Food sales performance was adversely affected by intense
competition and weakening consumer sentiment caused by cost-of-living
pressures. Profitability was impacted by soft sales as well as rising cost
pressures, particularly labour costs. Growing the contribution from digital
sales has remained a key focus area for the management team. The yuu Rewards
programme in Singapore, which was launched in October 2022, has now reached
1.5 million members, with the Food banners leading the programme in terms of
transaction penetration. In September 2023, the Singapore Food business also
launched one hour delivery in partnership with Foodpanda, with initial
encouraging results.
In March 2023, the Group completed the divestment of its Malaysia Grocery
Retail business. The sale of all six associated properties in Malaysia
completed in the second half of 2023.
CONVENIENCE
Total Convenience sales were US$2.4 billion, an increase of 8% compared to the
prior year. LFL sales grew 5% compared to the prior year. Convenience
underlying operating profit was US$88 million for the year, an increase of 74%
compared to the prior year.
Within Hong Kong, LFL sales were strong in the first half, as revenues were
adversely impacted by the fifth COVID wave in the first half of 2022. LFL
sales in the second half were broadly in line with the prior year, as sales
were impacted by the rising frequency of outbound travel from Hong Kong
residents, particularly during weekends. Operating profit improved strongly
due to a favourable shift in mix away from cigarette sales, as well as ongoing
strong cost control.
7-Eleven South China reported double-digit LFL sales growth, as the business
benefitted from the economy reopening. Strong execution of promotional
campaigns and ongoing strong digital sales also supported revenue growth.
Profit increased significantly as a result of strong LFL sales growth,
favourable margin impact from product mix shift and ongoing strong cost
control.
7-Eleven Singapore also reported strong LFL sales growth, as the business
continued to benefit from the economy reopening and strong in-store
execution. Profit almost doubled, despite labour and utility cost pressures.
HEALTH AND BEAUTY
Health and Beauty division revenue increased by 21% to US$2.4 billion, with
LFL sales growing by over 20%. Underlying operating profit increased by
127%, to US$213 million for the year.
In Hong Kong, the Mannings business benefitted from the recovery in the
economy and increased tourism traffic. LFL sales were consistently strong
over the course of the year and the team continues to execute well in stores,
which supported positive market share momentum. Healthcare as a category
performed strongly, representing over 50% of Mannings' revenue. Mannings'
profit increased significantly due to strong sales growth, gross margin
expansion, operating leverage and ongoing strong cost control. In Macau,
Mannings also reported double-digit LFL growth, which supported strong profit
growth.
Guardian's sales performance in South East Asia was driven by LFL sales growth
in Indonesia and Malaysia, although growth did slow in the second half.
Guardian's profit also increased significantly in the year. Strong profit
growth was reported across all key markets, supported by gross margin
expansion and operating leverage. Performance in Indonesia was driven by a
recovery in mall traffic, increased demand for beauty products and strong
execution of marketing and promotion campaigns in stores. Malaysia
performance was supported by strong marketing campaign execution, competitive
healthcare pricing and range innovation. Strong commercial execution and
changes in product mix supported gross margin expansion in Singapore. During
the year, Guardian continued to grow its store network and opened 138
stores. Driving digital growth was also a focus, with e-commerce orders
growing over 70% compared to the prior year and fulfillment capability
upgraded in both Singapore and Malaysia.
HOME FURNISHINGS
IKEA reported sales revenue of US$794 million, 5% behind the prior year.
Overall, LFL sales reduced by 7% in 2023. Operating profit was US$19
million, US$27 million behind the prior year.
IKEA's business performance in its markets has been hampered by a combination
of changing customer behaviours post COVID and weak property market activity
across our markets. LFL sales performance has been driven by reduced
customer traffic, which impacted the business more as the year progressed.
Despite strong cost control measures in place, the challenging sales
environment materially affected IKEA's level of profit.
Despite the challenging external environment in the short term, the IKEA team
continues to invest judiciously for the long-term. In May 2023, the new IKEA
Taiwan fulfillment centre became fully operational, providing a key foundation
for future e-commerce growth in Taiwan. Supported by enhanced fulfillment
capabilities, e-commerce penetration in Taiwan has now increased to over 9%.
In 2023, three small store concepts were opened in Hong Kong, with encouraging
initial performance to date. The formats will provide IKEA with an
opportunity to test and experiment new growth drivers over the coming years.
RESTAURANTS
The Group's overall share of Maxim's underlying profits was US$79 million for
the full year, more than double the US$38 million contribution in the prior
year. The growth in profit reflects the substantial business recovery in
Hong Kong and the Chinese Mainland following the full reopening of their
economies, as well as a favourable performance in South East Asia. Maxim's
reported strong restaurant growth, as well as solid mooncake sales in the
year.
Maxim's continued to expand in the year and reached the milestone of its
2,000th store in December. In March 2023, Maxim's opened its first Shake
Shack store in Thailand and has subsequently opened its first The Cheesecake
Factory store in the country in early December.
OTHER ASSOCIATES
The Group's share of Yonghui's underlying losses was US$36 million for the
year, compared to a US$80 million share of underlying losses in the prior
year. The reduction in losses was underpinned by an improvement in gross
margin as well as cost optimisation. Nevertheless, Yonghui's sales
performance in the year has been impacted by a combination of challenging
macroeconomic conditions and intense competition.
Robinsons Retail's underlying profit contribution reduced from US$24 million
to US$15 million. Robinsons Retail continued to report strong sales and core
net earnings growth. For reporting purposes, however, DFI's share of
underlying profits was adversely impacted by foreign exchange losses and
higher net financing charges reported by Robinsons Retail.
OUTLOOK
The reopening of economies following the pandemic has had a positive overall
impact on the Group's financial performance in 2023. Customer behaviours
are, however, rapidly evolving and the Group is dynamically adapting to
changing market conditions. In our home market of Hong Kong, for example, we
have seen increased levels of outbound travel, particularly into the Chinese
Mainland over weekends and public holidays. There remain additional market
challenges such as high interest rates, inflationary and wage pressures and
uncertainty as to the impact these factors will have on consumer sentiment.
Nevertheless, I am confident in the short-, medium- and longer-term prospects
of the Group and believe we have put in place strong foundations to drive
sustainable growth and shareholder returns over the coming years.
Scott Price
Group Chief Executive
DFI Retail Group Holdings Limited
Consolidated Profit and Loss Account
for the year ended 31st December 2023
2023 2022
Underlying Non- Total Underlying Non- Total
business trading US$m business trading US$m
performance items performance items
US$m US$m US$m US$m
Revenue (note 2) 9,169.9 - 9,169.9 9,174.2 - 9,174.2
Net operating costs (8,876.1) (131.2) (9,007.3) (8,965.0) 35.1 (8,929.9)
(note 3)
Operating profit (note 4) 293.8 (131.2) 162.6 209.2 35.1 244.3
Financing charges (151.8) - (151.8) (126.4) - (126.4)
Financing income 7.9 - 7.9 4.8 - 4.8
Net financing charges (note 5) (143.9) - (143.9) (121.6) - (121.6)
Share of results of associates and joint ventures (note 6) 43.4 9.2 52.6 (34.9) (177.1) (212.0)
Profit/(loss) before tax 193.3 (122.0) 71.3 52.7 (142.0) (89.3)
Tax (note 7) (41.9) 1.0 (40.9) (31.4) 0.1 (31.3)
Profit/(loss) after tax 151.4 (121.0) 30.4 21.3 (141.9) (120.6)
Attributable to:
Shareholders of the Company 154.7 (122.5) 32.2 28.8 (143.4) (114.6)
Non-controlling interests (3.3) 1.5 (1.8) (7.5) 1.5 (6.0)
151.4 (121.0) 30.4 21.3 (141.9) (120.6)
US¢ US¢ US¢ US¢
Earnings/(loss) per share
(note 8)
- basic 11.49 2.39 2.14 (8.51)
- diluted 11.43 2.38 2.14 (8.48)
DFI Retail Group Holdings Limited
Consolidated Statement of Comprehensive Income
for the year ended 31st December 2023
2023 2022
US$m US$m
Profit/(loss) for the year 30.4 (120.6)
Other comprehensive income/(expense)
Items that will not be reclassified to profit or loss:
Remeasurements of defined benefit plans (1.7) 1.3
Net revaluation surplus before transfer to investment properties
- tangible assets 1.5 -
- right-of-use assets 63.2 38.2
Tax relating to items that will not be reclassified 0.3 (0.2)
63.3 39.3
Share of other comprehensive income of associates and joint ventures 2.4 1.8
65.7 41.1
Items that may be reclassified subsequently to profit or loss:
Net exchange translation differences
- net loss arising during the year (15.2) (163.0)
- transfer to profit and loss 48.7 4.2
33.5 (158.8)
Cash flow hedges
- net gain arising during the year 6.7 35.4
- transfer to profit and loss (34.3) (4.4)
(27.6) 31.0
Tax relating to items that may be reclassified 1.2 (1.4)
Share of other comprehensive expense of associates and joint ventures (3.0) (1.9)
4.1 (131.1)
Other comprehensive income/(expense) for the year, net of tax 69.8 (90.0)
Total comprehensive income for the year 100.2 (210.6)
Attributable to:
Shareholders of the Company 96.8 (205.1)
Non-controlling interests 3.4 (5.5)
100.2 (210.6)
DFI Retail Group Holdings Limited
Consolidated Balance Sheet
at 31st December 2023
2023 2022
US$m US$m
Net operating assets
Intangible assets 289.6 411.9
Tangible assets 708.1 802.9
Right-of-use assets 2,662.3 2,670.1
Investment properties 122.2 39.8
Associates and joint ventures 1,793.7 1,781.4
Other investments 6.7 21.7
Non-current debtors 102.2 124.3
Deferred tax assets 35.8 27.3
Pension assets 4.4 6.7
Non-current assets 5,725.0 5,886.1
Stocks 763.5 871.4
Current debtors 256.3 252.9
Current tax assets 15.1 19.5
Cash and bank balances 303.4 230.7
1,338.3 1,374.5
Assets held for sale (note 10) 47.8 65.7
Current assets 1,386.1 1,440.2
Current creditors (2,095.9) (2,169.7)
Current borrowings (771.1) (837.5)
Current lease liabilities (562.0) (586.3)
Current tax liabilities (39.7) (39.9)
Current provisions (38.9) (40.2)
(3,507.6) (3,673.6)
Liabilities associated with assets held for sale (note 10) (19.8) -
Current liabilities (3,527.4) (3,673.6)
Net current liabilities (2,141.3) (2,233.4)
Long-term borrowings (153.0) (258.7)
Non-current lease liabilities (2,285.8) (2,289.4)
Deferred tax liabilities (41.2) (40.0)
Pension liabilities (6.2) (5.8)
Non-current creditors (3.7) (8.7)
Non-current provisions (105.7) (108.7)
Non-current liabilities (2,595.6) (2,711.3)
988.1 941.4
Total equity
Share capital 75.2 75.2
Share premium and capital reserves 72.8 67.6
Revenue and other reserves 832.2 804.3
Shareholders' funds 980.2 947.1
Non-controlling interests 7.9 (5.7)
988.1 941.4
DFI Retail Group Holdings Limited
Consolidated Statement of Changes in Equity
for the year ended 31st December 2023
Share Share Capital Revenue Attributable to shareholders of the Company Attributable to non-controlling Total
US$m
capital premium reserves and other interests equity
US$m
US$m
US$m
US$m
US$m
reserves
US$m
2023
At 1st January 75.2 37.6 30.0 804.3 947.1 (5.7) 941.4
Total comprehensive income - - - 96.8 96.8 3.4 100.2
Dividends paid by the Company (note 11) - - - (67.3) (67.3) - (67.3)
Share-based long-term incentive plans - - 12.4 - 12.4 - 12.4
Shares purchased for a share-based long-term incentive plan - - - (9.7) (9.7) - (9.7)
Subsidiaries disposed of (note 12(d)) - - - - - 10.2 10.2
Change in interests in associates and joint ventures - - - 0.9 0.9 - 0.9
Transfer - 2.0 (9.2) 7.2 - - -
At 31st December 75.2 39.6 33.2 832.2 980.2 7.9 988.1
2022
At 1st January 75.2 35.6 24.6 1,131.8 1,267.2 - 1,267.2
Total comprehensive income - - - (205.1) (205.1) (5.5) (210.6)
Dividends paid by the Company - - - (100.9) (100.9) - (100.9)
(note 11)
Dividends paid to non-controlling interests - - - - - (0.2) (0.2)
Unclaimed dividends forfeited - - - 0.1 0.1 - 0.1
Share-based long-term incentive plans - - 7.4 - 7.4 - 7.4
Shares purchased for a share-based long-term incentive plan - - - (20.0) (20.0) - (20.0)
Change in interests in associates and joint ventures - - - (1.6) (1.6) - (1.6)
Transfer - 2.0 (2.0) - - - -
At 31st December 75.2 37.6 30.0 804.3 947.1 (5.7) 941.4
Revenue and other reserves at 31st December 2023 comprised revenue reserves of
US$1,088.3 million (2022: US$1,127.2 million), hedging reserves of US$12.2
million (2022: US$38.6 million), revaluation reserves of US$98.5 million
(2022: US$38.2 million) and exchange reserves of US$366.8 million loss (2022:
US$399.7 million loss).
DFI Retail Group Holdings Limited
Consolidated Cash Flow Statement
for the year ended 31st December 2023
2023 2022
US$m US$m
Operating activities
Operating profit (note 4) 162.6 244.3
Depreciation and amortisation 827.2 861.0
Other non-cash items 148.1 (40.4)
Decrease/(increase) in working capital 45.4 (6.7)
Interest received 8.7 2.6
Interest and other financing charges paid (153.2) (123.3)
Tax paid (40.8) (42.5)
998.0 895.0
Dividends from associates and joint ventures 45.6 44.8
Cash flows from operating activities 1,043.6 939.8
Investing activities
Purchase of subsidiaries (note 12(a)) - (8.8)
Purchase of associates and joint ventures (note 12(b)) (18.4) (8.3)
Purchase of other investments (note 12(c)) - (10.0)
Purchase of intangible assets (22.9) (19.8)
Purchase of tangible assets (173.4) (223.9)
Repayment from/(advances to) associates and joint ventures 1.2 (1.2)
Sale of subsidiaries (note 12(d)) (23.8) -
Sale of associates and joint ventures (note 12(e)) - 6.9
Sale of properties (note 12(f)) 142.0 63.6
Sale of other tangible assets 0.7 0.5
Cash flows from investing activities (94.6) (201.0)
Financing activities
Purchase of shares for a share-based long-term incentive plan (note 12(g)) (9.7) (20.0)
Drawdown of borrowings 1,268.9 1,429.4
Repayment of borrowings (1,486.1) (1,468.7)
Net increase in other short-term borrowings 51.3 92.7
Principal elements of lease payments (624.7) (660.6)
Dividends paid by the Company (note 11) (67.3) (100.9)
Dividends paid to non-controlling interests - (0.2)
Cash flows from financing activities (867.6) (728.3)
Net increase in cash and cash equivalents 81.4 10.5
Cash and cash equivalents at 1st January 213.7 210.0
Effect of exchange rate changes 3.1 (6.8)
Cash and cash equivalents at 31st December (note 12(h)) 298.2 213.7
DFI Retail Group 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 2023 which have been prepared
in conformity with International Financial Reporting Standards ('IFRS
Accounting Standards'), including International Accounting Standards ('IAS')
and Interpretations as issued by the International Accounting Standards Board
('IASB').
The Group has adopted the following amendments for the annual reporting period
commencing 1st January 2023.
Disclosure of Accounting Policies - Amendments to IAS 1 and IFRS Practice
Statement 2 (effective from 1st January 2023)
The amendments require entities to disclose material rather than significant
accounting policies. The amendments define what is 'material accounting
policy information' and explain how to identify when accounting policy
information is material. Material accounting policy information is
information that, when considered together with other information included in
an entity's financial statements, can reasonably be expected to influence
decisions that the primary users of general purpose financial statements make
on the basis of those financial statements. IASB further clarifies that
immaterial accounting policy information does not need to be disclosed. If
it is disclosed, it should not obscure material accounting information. To
support this amendment, the IASB also amended IFRS Practice Statement 2 Making
Materiality Judgements to provide guidance on how to apply the concept of
materiality to accounting policy disclosures.
The material accounting policies following the adoption of IAS 1 are included
in a note to the financial statements in the 2023 Annual Report.
Amendment to IAS 12 - Deferred Tax related to Assets and Liabilities arising
from a Single Transaction (effective from 1st January 2023)
The amendment requires deferred tax to be recognised on transactions that, on
initial recognition, give rise to equal amounts of taxable and deductible
temporary differences. They typically apply to transactions such as leases
of lessees and decommissioning obligations and require the recognition of
additional deferred tax assets and liabilities. On adoption of the
amendment, the deferred tax assets and liabilities had been restated in a note
to the financial statements in the 2023 Annual Report with no impact on the
balance sheet.
Amendment to IAS 12 - International Tax Reform - Pillar Two Model Rules
(effective for annual reporting period commencing on or after 1st January
2023)
The amendment provides a temporary mandatory exception from deferred tax
accounting in respect of Pillar Two income taxes and certain additional
disclosure requirements. The Group is within the scope of the OECD Pillar
Two model rules, and has applied the amendment from 1st January 2023.
Pillar Two legislation has been enacted or substantially enacted in certain
jurisdictions in which the Group operates. The legislation will be effective
for the Group's annual reporting period commencing 1st January 2024. Since
the Pillar Two legislation was not effective at 31st December 2023, the Group
has no related current tax exposure.
The Group is in scope of the enacted or substantively enacted legislation and
has performed an assessment of the Group's potential exposure to Pillar Two
income taxes when the legislation comes into effect. The assessment of the
potential exposure to Pillar Two income taxes is based on the latest financial
information for the year ended 31st December 2023 of the constituent entities
in the Group. Based on the assessment, the effective tax rates in most of
the jurisdictions in which the Group operates are above 15%. However, there
are a limited number of jurisdictions where the effective tax rate is slightly
below or close to 15%. The Group does not expect a material exposure to
Pillar Two income taxes in those jurisdictions.
Apart from the above, there are no other amendments which are effective in
2023 and relevant to the Group's operations, that have a significant impact on
the Group's results, financial position and accounting policies.
The Group has not early adopted any other standards, interpretations or
amendments that have been issued but not yet effective.
2. Revenue
2023 2022
US$m US$m
Sales of goods
Analysis by reportable segment:
Food 3,285.4 3,872.4
Convenience 2,441.4 2,266.0
Health and Beauty 2,444.8 2,024.6
Home Furnishings 793.7 839.2
8,965.3 9,002.2
Revenue from other sources 204.6 172.0
9,169.9 9,174.2
Reportable segments are identified on the basis of internal reports about
components of the Group that are regularly reviewed by the Executive Directors
of the Company for the purpose of resource allocation and performance
assessment. DFI Retail Group operates various divisions: Food, Convenience,
Health and Beauty, Home Furnishings, Restaurants and Other Retailing. Food
represents the grocery retail businesses (including the Group's associate,
Yonghui, a leading grocery retailer in the Chinese mainland). Convenience is
the Group's 7-Eleven businesses. Health and Beauty comprises the health and
beauty businesses. Home Furnishings is the Group's IKEA businesses.
Restaurants is the Group's associate, Maxim's, one of Asia's leading food and
beverage companies. Other Retailing represents the department stores,
specialty and Do-It-Yourself ('DIY') stores of the Group's Philippines
associate, Robinsons Retail.
Set out below is an analysis of the Group's revenue by geographical locations:
2023 2022
US$m US$m
North Asia 6,675.4 6,332.2
South East Asia 2,494.5 2,842.0
9,169.9 9,174.2
The geographical areas covering North Asia and South East Asia, are determined
by the geographical location of customers. North Asia comprises Hong Kong,
the Chinese mainland, Macau and Taiwan. South East Asia comprises Singapore,
Cambodia, Malaysia, Indonesia, and Brunei.
3. Net Operating Costs
2023 2022
Underlying business performance US$m Non-trading items US$m Total US$m Underlying business performance US$m Non-trading items US$m Total US$m
Cost of sales (5,957.2) - (5,957.2) (6,108.4) - (6,108.4)
Other operating income 10.5 61.0 71.5 31.2 50.5 81.7
Selling and distribution costs (2,412.1) - (2,412.1) (2,402.6) - (2,402.6)
Administration and other operating expenses (517.3) (192.2) (709.5) (485.2) (15.4) (500.6)
(8,876.1) (131.2) (9,007.3) (8,965.0) 35.1 (8,929.9)
4. Operating Profit
2023 2022
US$m US$m
Analysis by reportable segment:
Food 45.3 90.9
Convenience 87.7 50.5
Health and Beauty 212.5 93.6
Home Furnishings 18.5 45.5
364.0 280.5
Selling, general and administrative expenses* (151.9) (147.3)
Underlying operating profit before IFRS 16(+) 212.1 133.2
IFRS 16 adjustment(‡) 81.7 76.0
Underlying operating profit 293.8 209.2
Non-trading items (note 9):
- divestment of Malaysia Grocery Retail business (54.4) -
- business restructuring costs (12.4) (5.8)
- impairment of intangible assets (109.8) (6.3)
- impairment of right-of-use assets - (2.2)
- gain on partial disposal of a joint venture - 6.9
- gain on acquisition of an associate - 11.2
- profit on sale of properties 61.0 31.1
- change in fair value of an investment property (0.6) -
- change in fair value of equity and debt investments (15.0) 0.2
162.6 244.3
*( ) Included costs incurred for e-commerce development and digital
innovation.
(+) This measure of profit and loss is regularly provided to the
management. Property lease payments and depreciation of reinstatement costs
under the lease contracts were included in the Group's analysis of reportable
and geographical segments' results.
(‡ ) Represented the reversal of lease payments which were accounted
for on a straight-line basis, adjusted by the lease contracts recognised under
IFRS 16 'Leases', primarily for the depreciation charge on right-of-use
assets.
Set out below is an analysis of the Group's underlying operating profit by
geographical locations:
2023 2022
US$m US$m
North Asia 351.5 259.7
South East Asia 12.5 20.8
364.0 280.5
Selling, general and administrative expenses* (151.9) (147.3)
Underlying operating profit before IFRS 16(+) 212.1 133.2
IFRS 16 adjustment(‡) 81.7 76.0
Underlying operating profit 293.8 209.2
*( ) Included costs incurred for e-commerce development and digital
innovation.
(+) This measure of profit and loss is regularly provided to the
management. Property lease payments and depreciation of reinstatement costs
under the lease contracts were included in the Group's analysis of reportable
and geographical segments' results.
(‡ ) Represented the reversal of lease payments which were accounted
for on a straight-line basis, adjusted by the lease contracts recognised under
IFRS 16 'Leases', primarily for the depreciation charge on right-of-use
assets.
5. Net Financing Charges
2023 2022
US$m US$m
Interest expense
- bank loans and advances (49.5) (33.4)
- lease liabilities (95.9) (86.3)
- other loans - (0.5)
(145.4) (120.2)
Commitment and other fees (6.4) (6.2)
Financing charges (151.8) (126.4)
Financing income 7.9 4.8
(143.9) (121.6)
6. Share of Results of Associates and Joint Ventures
2023 * 2022 *
US$m US$m
Analysis by reportable segment:
Food (39.4) (269.0)
Convenience 0.3 -
Health and Beauty 8.5 1.4 \
Restaurants 77.6 52.2
Other Retailing 5.6 3.4
52.6 (212.0)
Share of results in Food segment included an impairment charge on the Group's
interest in Robinsons Retail which amounted to US$170.8 million in 2022.
Share of results of associates and joint ventures included the following
gains/(losses) from non-trading items (note 9):
2023 * 2022 *
US$m US$m
Impairment charge on interest in Robinsons Retail - (170.8)
Impairment charge of Yonghui's investments (9.8) (17.2)
Change in fair value of Maxim's investment property (0.9) 14.3
Change in fair value of Yonghui's investment property (0.2) 5.7
Change in fair value of Yonghui's equity investments (0.9) (11.9)
Change in fair value of Robinsons Retail's equity investments 20.8 (1.4)
Net gain from divestment of an investment by Yonghui - 4.1
Net gains from sale of debt investments by Robinsons Retail 0.2 0.1
9.2 (177.1)
Results are shown after tax and non-controlling interests in the associates
and joint ventures.
* Included 12 months results from 1st October 2022 to 30th September 2023
(2022: 1st October 2021 to 30th September 2022) for Yonghui and Robinsons
Retail, based on their latest published announcements.
7. Tax
2023 2022
US$m US$m
Tax charged to profit and loss is analysed as follows:
Current tax (45.8) (50.9)
Deferred tax 4.9 19.6
(40.9) (31.3)
Tax relating to components of other comprehensive income/expense is analysed
as follows:
Remeasurements of defined benefit plans 0.3 (0.2)
Cash flow hedges 1.2 (1.4)
1.5 (1.6)
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$23.4 million (2022: US$7.1 million) is included in
share of results of associates and joint ventures.
8. Earnings/(Loss) per Share
Basic earnings/(loss) per share are calculated on profit attributable to
shareholders of US$32.2 million (2022: loss of US$114.6 million), and on the
weighted average number of 1,346.1 million (2022: 1,346.8 million) shares in
issue during the year.
Diluted earnings/(loss) per share are calculated on profit attributable to
shareholders of US$32.2 million (2022: loss of US$114.6 million), and on the
weighted average number of 1,353.6 million (2022: 1,350.8 million) shares in
issue after adjusting for 7.5 million (2022: 4.0 million) shares which are
deemed to be issued for no consideration under the share-based long-term
incentive plans based on the average share price during the year.
The weighted average number of shares is arrived at as follows:
Ordinary shares in millions
2023 2022
Weighted average number of shares in issue 1,353.6 1,353.3
Shares held by a subsidiary of the Group under a share-based long-term (7.5) (6.5)
incentive plan
Weighted average number of shares for basic earnings per share calculation 1,346.1 1,346.8
Adjustment for shares deemed to be issued for no consideration under the 7.5 4.0
share-based long-term incentive plans
Weighted average number of shares for diluted earnings per share calculation 1,353.6 1,350.8
Additional basic and diluted earnings/(loss) per share are also calculated
based on underlying profit attributable to shareholders. A reconciliation of
earnings is set out below:
2023 2022
US$m Basic earnings per share Diluted earnings per share US$m Basic (loss)/ Diluted (loss)/
earnings per share
earnings per share
US¢ US¢
US¢ US¢
Profit/(loss) attributable to shareholders 32.2 2.39 2.38 (114.6) (8.51) (8.48)
Non-trading items (note 9) 122.5 143.4
Underlying profit attributable to shareholders 154.7 11.49 11.43 28.8 2.14 2.14
9. Non-trading Items
Non-trading items are separately identified to provide greater understanding
of the Group's underlying business performance. Items classified as
non-trading items include fair value gains and losses on equity and debt
investments which are measured at fair value through profit and loss; fair
value gains and losses on revaluations of investment properties; gains and
losses arising from the sale of businesses, investments and properties;
impairment of non-depreciable intangible assets, properties, and associates
and joint ventures; provisions for the closure of businesses;
acquisition-related costs in business combinations; and other credits and
charges of a non-recurring nature that require inclusion in order to provide
additional insight into underlying business performance.
An analysis of non-trading items in operating profit and profit/(loss)
attributable to shareholders is set out below:
Operating profit Profit/(loss) attributable to shareholders
2023 2022 2023 2022
US$m US$m US$m US$m
Divestment of Malaysia Grocery Retail business
- loss on disposal of subsidiaries (note 12(d)) (49.1) - (48.8) -
- impairment of tangible assets (3.0) - (3.0) -
- loss on lease modifications (3.2) - (3.2) -
- gain on sale of associated properties (note 12(f)) 3.3 - 3.3 -
- other (2.4) - (2.4) -
(54.4) - (54.1) -
Business restructuring costs (12.4) (5.8) (11.4) (5.4)
Impairment of intangible assets (109.8) (6.3) (109.8) (6.3)
Impairment of right-of-use assets - (2.2) - (2.1)
Gain on partial disposal of a joint venture - 6.9 - 6.9
Gain on acquisition of an associate - 11.2 - 11.2
Profit on sale of properties (note 12(f)) 61.0 31.1 59.2 29.2
Change in fair value of an investment property (0.6) - (0.6) -
Change in fair value of equity and debt investments (15.0) 0.2 (15.0) 0.2
Impairment charge on interest in Robinsons Retail - - - (170.8)
Share of impairment charge of Yonghui's investments - - (9.8) (17.2)
Share of change in fair value of Maxim's investment property - - (0.9) 14.3
Share of change in fair value of Yonghui's investment property - - (0.2) 5.7
Share of change in fair value of Yonghui's equity investments - - (0.9) (11.9)
Share of change in fair value of Robinsons Retail's equity investments - - 20.8 (1.4)
Share of net gain from divestment of an investment by Yonghui - - - 4.1
Share of net gains from sale of debt investments by Robinsons Retail - - 0.2 0.1
(131.2) 35.1 (122.5) (143.4)
In March 2023, the Group exited the Grocery Retail business in Malaysia
through disposals of certain of its subsidiaries and associated properties to
a third party. The disposal consisted of two phases. In March,
shareholdings in GCH Retail (Malaysia) Sdn. Bhd. ('GCH'), and Jutaria Gemilang
Sdn. Bhd. ('Jutaria'), which operated a supermarket and hypermarket chain, and
mini-marts respectively, were disposed. In November, the shareholding in
Jupiter Lagoon Sdn. Bhd. ('Jupiter Lagoon'), holding the distribution centres,
was disposed. A loss on disposal of subsidiaries amounting to US$49.1
million, including a cumulative exchange translation losses of US$48.7
million, was recorded. Certain tangible assets in the business were impaired
upon reclassification to assets held for sale during the year. The cash
received from the divestment of the Malaysia Grocery Retail business was
US$19.3 million, representing the cash outflows related to disposals of
subsidiaries of US$23.8 million (note 12(d)) and proceeds from the disposal of
associated properties of US$43.1 million (note 12(f)).
The Group is in the process of reviewing and restructuring its operation
formats. In view of this, a restructuring cost primarily relating to
employee related costs of US$12.5 million was charged to profit and loss. In
2022, the restructuring costs were mainly incurred for the Group's 2018
restructuring of its South East Asia Food business.
In 2022, the Group acquired 100% interests in DFI Digital (Hong Kong) Limited
('Digital Hong Kong') and DFI Digital (Singapore) Pte. Limited ('Digital
Singapore') from its joint venture, Retail Technology Asia Limited ('RTA').
Following the acquisition, Digital Hong Kong and Digital Singapore became
wholly-owned subsidiaries of the Group. Goodwill amounting to US$13.2
million was recognised and an impairment charge of US$6.3 million on the
related goodwill was recorded.
Impairment of intangible assets in 2023 related to the impairment of goodwill
associated with San Miu business in Macau, Giant business in Singapore and the
remaining goodwill in Digital Hong Kong and Digital Singapore after the
impairment review.
Gain on partial disposal of a joint venture in 2022 represented the gain
arising from the Group's disposal of 8.5% of its interest in RTA. The
Group's interest in RTA is reduced from 50% to 41.5% upon the completion of
the transaction.
Gain on acquisition of an associate in 2022 related to the Group's acquisition
of 40% interest in Minden International Pte. Ltd. ('Minden') from a third
party. Minden supports the Group's customer loyalty programme in Singapore.
10. Assets Held for Sale/(Liabilities Associated with Assets Held for
Sale)
2023 2022
US$m US$m
Non-current assets held for sale 6.5 65.7
Assets included in disposal group held for sale 41.3 -
Assets held for sale 47.8 65.7
Liabilities associated with assets held for sale (19.8) -
28.0 65.7
Non-current assets held for sale
At 31st December 2023, the non-current assets held for sale represented two
properties in Indonesia brought forward from 31st December 2022. The sale of
these properties was completed in early 2024.
At 31st December 2022, the non-current assets held for sale represented 17
properties in Indonesia, and a piece of vacant land in Malaysia. Three
properties in Indonesia were sold during the year at a profit of US$16.6
million while the vacant land in Malaysia was disposed of via the divestment
of the Malaysia Grocery Retail business. Twelve properties in Indonesia
remained unsold. As a result of weaker property market sentiment in
Indonesia, the sale of these properties is no longer considered highly
probable within 12 months after the year end. Therefore, these properties
have been reclassified to tangible assets or right-of-use assets respectively.
Disposal group held for sale
2023
US$m
Tangible assets 19.5
Right-of-use assets 17.7
Deferred tax assets 1.0
Debtors 0.2
Cash and bank balances (note 12(h)) 2.9
Assets held for sale 41.3
Creditors (0.1)
Lease liabilities (19.5)
Tax liabilities (0.2)
Liabilities associated with assets held for sale (19.8)
21.5
In December 2023, the Group entered into a sale and purchase agreement with a
third party to dispose of its subsidiary, DFI Properties Taiwan Limited ('DFI
Properties'), a property holding company in Taiwan. Upon completion of the
transaction, the Group will leaseback a portion of the tangible and
right-of-use assets from DFI Properties.
At 31st December 2023, the disposal group held for sale represented the
portion of the tangible and right-of-use assets that will not be leased back,
and other assets and liabilities, with a total carrying value of US$21.5
million attributable to DFI Properties. The consideration of the disposal
exceeds the carrying amounts of the relevant assets and liabilities and
accordingly, no impairment loss has been recognised. The transactions are
expected to complete in the first half of 2024.
11. Dividends
2023 2022
US$m US$m
Final dividend in respect of 2022 of US¢2.00 27.1 87.9
(2021: US¢6.50) per share
Interim dividend in respect of 2023 of US¢3.00 40.6 13.5
(2022: US¢1.00) per share
67.7 101.4
Dividends on shares held by a subsidiary of the Group under a share-based (0.4) (0.5)
long-term incentive plan
67.3 100.9
A final dividend in respect of 2023 of US¢5.00 (2022: US¢2.00) per share
amounting to a total of US$67.7 million (2022: US$27.1 million) is proposed by
the Board. The dividend proposed will not be accounted for until it has been
approved at the 2024 Annual General Meeting. This amount will be accounted
for as an appropriation of revenue reserves in the year ending 31st December
2024.
12. Notes to Consolidated Cash Flow Statement
(a) Purchase of subsidiaries
2022
US$m
Non-current assets 0.1
Current assets 8.1
Current liabilities (7.0)
Fair value of identifiable net assets acquired 1.2
Goodwill 13.2
Consideration paid 14.4
Cash and cash equivalents at the date of acquisition (5.6)
Net cash outflows 8.8
In 2022, the Group acquired 100% interests in Digital Hong Kong and Digital
Singapore, developing and driving digital innovation businesses, from its
joint venture, RTA, for a total net cash consideration of US$8.8 million.
The fair values of the identifiable assets and liabilities were provisional at
the acquisition date and finalised during the year with no change to the
provisional values.
The goodwill arising from the acquisition amounting to US$13.2 million was
attributable to its ownership interest in the intellectual property.
None of the goodwill is expected to be deductible for tax purposes.
(b) Purchase of associates and joint ventures in 2023 related to the
Group's capital injections of US$8.3 million in its digital joint venture,
US$5.1 million in its associate in Singapore, US$2.2 million in its health and
beauty joint venture in Thailand and US$2.8 million in the business in
Vietnam.
Purchase in 2022 related to the capital injection of US$8.3 million in the
Group's digital joint venture.
(c) Purchase of other investments in 2022 related to the Group's
subscription of a five-year convertible bond of Pickupp Limited, a delivery
platform founded in Hong Kong, for a principal of US$10.0 million.
(d) Sale of subsidiaries
2023
US$m
Non-current assets 102.2
Current assets 174.2
Current liabilities (177.9)
Non-current liabilities (120.8)
Non-controlling interests 10.2
Net liabilities disposed of (12.1)
Cumulative exchange translation losses 48.7
Loss on disposals (49.1)
Total consideration (12.5)
Non-cash items:
- consideration settled 41.8
- consideration receivable (1.1)
- transaction costs settled 2.2
- transaction costs payable 4.4
47.3
Cash and cash equivalents of the subsidiaries disposed of (58.6)
Net cash outflows (23.8)
Total consideration of the transaction is further analysed as follows:
US$m
Net sale proceeds 59.6
Consideration paid and settled (49.2)
Consideration receivable 1.1
Transaction costs paid and settled (19.6)
Transaction costs payable (4.4)
(12.5)
In February 2023, the Group entered into agreements to dispose of interests in
subsidiaries operating the Malaysia Grocery Retail business, and the
associated properties, to a third party. The disposals of the Group's
interests in the related subsidiaries, GCH, Jutaria and Jupiter Lagoon were
completed during the year. Included within the consideration, an amount of
US$41.8 million was due to be paid to the third party after completion to
cover certain liabilities incurred by GCH. The amount was subsequently
settled via an offset against a loan receivable from GCH.
The revenue and loss after tax in respect of subsidiaries disposed of during
the year amounted to US$83.3 million and US$8.8 million, respectively.
The cash received from the divestment of the Malaysia Grocery Retail business
was US$19.3 million, representing the cash outflows related to disposals of
subsidiaries of US$23.8 million and proceeds from the disposal of associated
properties of US$43.1 million (note 12(f)).
(e) Sale of associates and joint ventures in 2022 related to the proceeds
from the Group's disposal of 8.5% of its interest in RTA amounted to US$6.9
million.
(f) Sale of properties in 2023 related to disposal of properties in
Singapore, Indonesia and Malaysia amounted to US$142.0 million. A property
in Singapore and three properties in Indonesia were sold with proceeds of
US$98.9 million, and a gain on disposal amounted to US$61.0 million (note 9)
was recognised. Four properties in Malaysia were sold through the divestment
of Malaysia Grocery Retail business with proceeds of US$43.1 million (note
12(d)), and a gain of US$3.3 million (note 9) was recognised.
Sale of properties in 2022 related to disposal of three properties in
Indonesia and one property in Hong Kong, Singapore and Malaysia, respectively,
for a total cash consideration of US$63.6 million, and a gain on disposal of
properties amounted to US$31.1 million (note 9) was recognised.
(g) Purchase of shares for a share-based long-term incentive plan in 2023
related to the purchase of 3,976,300 ordinary shares from the stock market by
a subsidiary of the Group for a total consideration of US$9.7 million.
Purchase of shares in 2022 related to the purchase of 7,912,100 ordinary
shares from the stock market by a subsidiary of the Group for a total
consideration of US$20.0 million.
(h) Analysis of balances of cash and cash equivalents
2023 2022
US$m US$m
Cash and bank balances 303.4 230.7
Bank overdrafts (8.1) (17.0)
Cash and bank balances included in assets held for sale (note 10) 2.9 -
Cash and cash equivalents 298.2 213.7
13. Capital Commitments and Contingent Liabilities
Total capital commitments at 31st December 2023 amounted to US$72.3 million
(2022: US$131.1 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.
14. Related Party Transactions
The parent company of the Group is Jardine Strategic 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 certain of its subsidiaries, associates and joint
ventures. The more significant of such transactions are described below.
The Group pays management fees to Jardine Matheson Limited ('JML'), a
wholly-owned subsidiary of JMH, under the terms of a Management Services
Agreement, for certain management consultancy services provided by JML. The
management fees paid by the Group to JML in 2023 were US$0.2 million (2022:
US$0.3 million). The Group also paid directors' fees of US$0.3 million
(2022: US$0.3 million) in 2023 to JML.
The Group rents properties from Hongkong Land ('HKL') and Mandarin Oriental
Hotel Group ('MOHG'), subsidiaries of JMH. The lease payments paid by the
Group to HKL and MOHG in 2023 were US$3.4 million (2022: US$2.8 million) and
US$0.6 million (2022: US$0.7 million), respectively. The Group's 50%-owned
associate, Maxim's, also paid lease payments of US$10.6 million (2022: US$8.3
million) to HKL in 2023.
The Group obtains repairs and maintenance services from Jardine Engineering
Corporation ('JEC'), a subsidiary of JMH. The total fees paid by the Group
to JEC in 2023 amounted to US$2.4 million (2022: US$3.5 million).
Maxim's supplies ready-to-eat products at arm's length to certain subsidiaries
of the Group. In 2023, these amounted to US$47.3 million (2022: US$41.9
million).
The Group's digital joint venture, RTA group, implements point-of-sale system
and provides consultancy services to the Group. The total fees paid by the
Group to RTA group in 2023 amounted to US$16.9 million (2022: US$13.1
million).
The Group's associate, Minden, supports the Group's customer loyalty programme
in Singapore. The total fees paid by the Group to Minden in 2023 amounted to
US$4.7 million (2022: $0.6 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.
Amounts of outstanding balances with associates and joint ventures are
included in debtors and creditors, as appropriate.
DFI Retail Group Holdings Limited
Principal Risks and Uncertainties
The following are the principal risks and uncertainties facing the Company as
required to be disclosed pursuant to the Disclosure Guidance and Transparency
Rules issued by the Financial Conduct Authority in the United Kingdom and are
in addition to the matters referred to in the Chairman's Statement, Group
Chief Executive's Review and other parts of the Company's 2023 Annual Report
(the 'Report').
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 such developments might have on the Group's
joint venture partners, associates, franchisors, bankers, suppliers or
customers. These developments could include recession, inflation, deflation,
currency fluctuations, restrictions in the availability of credit, business
failures, or increases in financing costs, oil prices, the cost of raw
materials or finished products. Such developments might increase operating
costs, reduce revenues, lower asset values or result in some or all of the
Group's businesses being unable to meet their strategic objectives.
Mitigation Measures
· Monitor the volatile macroeconomic environment and consider economic
factors in strategic and financial planning processes.
· Make agile adjustments to existing business plans and explore new
business streams and new markets.
· Review pricing strategies and keep conservative assumptions.
· Insurance programme covering property damage and business interruption.
Commercial Risk
Risks are an integral part of normal commercial activities and where
practicable steps are taken to mitigate them. Risks can be more pronounced
when businesses are operating in volatile markets. While the Group's
regional diversification does help to mitigate some risks, a significant
portion of the Group revenues and profits continue to be derived from our
operations in Hong Kong.
A number of the Group's businesses make significant investment decisions
regarding developments or projects, which are subject to market risks. This
is especially the case where projects are longer-term in nature and take more
time to deliver returns.
The Group's businesses operate in areas that are highly competitive and
failure to compete effectively, whether in terms of price, product
specification, technology, property site or levels of service, failure to
manage change in a timely manner or to adapt to changing consumer behaviours,
including new shopping channels and formats, can have an adverse effect on
earnings. Significant competitive pressure may also lead to reduced margins.
While social media presents significant opportunities for the Group's
businesses to connect with customers and the public, it also creates a whole
new set of potential risks for companies to monitor, including damage to brand
equity or reputation, affecting the Group's profitability.
Mitigation Measures
· Utilise market intelligence and deploy digital strategies for
business-to-consumer businesses.
· Establish customer relationship management programme and digital
commerce capabilities.
· Engage in longer-term contracts and proactively approach suppliers for
contract renewals.
· Re-engineer existing business processes.
· Continue accelerating the Group's own brand strategy.
Financial and Treasury Risk
The Group's activities expose it to a variety of financial risks, including
market risk, credit risk and liquidity risk.
The market risk the Group faces includes i) foreign exchange risk from future
commercial transactions, net investments in foreign operations and net
monetary assets and liabilities that are denominated in a currency that is not
the entity's functional currency; ii) interest rate risk through the impact of
rate changes on interest bearing liabilities and assets; and iii) securities
price risk as a result of its equity investments and limited partnership
investment funds which are measured at fair value through profit and loss, and
debt investments which are measured at fair value through other comprehensive
income.
The Group's credit risk is primarily attributable to deposits with banks,
contractual cash flows of debt investments carried at amortised cost and those
measured at fair value through other comprehensive income, credit exposures to
customers and derivative financial instruments with a positive fair value.
The Group may face liquidity risk if its credit rating deteriorates or if it
is unable to meet its financing commitments.
Mitigation Measures
· Limiting foreign exchange and interest rate risks to provide a degree
of certainty about costs.
· Management of the investment of the Group's cash resources so as to
minimise risk, while seeking to enhance yield.
· Adopting appropriate credit guidelines to manage counterparty risk.
· When economically sensible to do so, taking borrowings in local
currency to hedge foreign exchange exposures on investments.
· A portion of borrowings is denominated in fixed rates. Adequate
headroom in committed facilities is maintained to facilitate the Group's
capacity to pursue new investment opportunities and to provide some protection
against market uncertainties.
· The Group's funding arrangements are designed to keep an appropriate
balance between equity and debt from banks and capital markets, both short-
and long-term in tenor, to give flexibility to develop the business. The
Company also maintains sufficient cash and marketable securities, and ensures
the availability of funding from an adequate amount of committed credit
facilities and the ability to close out market positions.
· The Group's treasury operations are managed as cost centres and are not
permitted to undertake speculative transactions unrelated to underlying
financial exposures.
The detailed 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 Risk
A number of the Group's businesses and projects rely on concessions,
franchises, management, leasing of stores or other key contracts.
Accordingly, cancellation, expiry or termination, or the renegotiation of any
such concessions, franchises, management, leasing of stores or other key
contracts could adversely affect the financial condition and results of
operations of certain subsidiaries, associates, and joint ventures of the
Group.
Mitigation measures
· Sustaining and strengthening relationships with franchisors.
· Monitor sales performance and compliance with franchise terms.
· Regular communication with franchisees and concessionaires, including
performance management.
Regulatory and Political Risk
The Group's businesses are subject to several regulatory regimes in the
territories they operate. Changes in such regimes, in relation to matters
such as foreign ownership of assets and businesses, exchange controls,
licensing, imports, planning controls, emission regulations, tax rules and
employment legislation, could have the potential to impact the operations and
profitability of the Group's businesses.
Changes in the political environment, including political or social unrest, in
the territories where the Group operates, could adversely affect the Group's
businesses.
Mitigation Measures
· Stay connected and informed of relevant new and draft regulations.
· Engage external consultants and legal experts where necessary.
· Assessing impact on the business and taking appropriate measures.
· Raise awareness with regular updates on new regulations that may have
been implemented in other markets.
Cybersecurity and Technology Risk
The Group faces increasing numbers of cyberattacks from groups targeting
individuals and businesses. As a result, the privacy and security of
customer and corporate information are at risk of being compromised through a
breach of our or our suppliers' IT systems or the unauthorised or inadvertent
release of information, resulting in brand damage, impaired competitiveness or
regulatory action. Cyberattacks may also adversely affect our ability to
manage our business operations or operate information technology and business
systems, resulting in business interruption, lost revenues, repair or other
costs.
The Group is heavily reliant on its IT infrastructure and systems for the
daily operation of its business. Any major disruption to the Group's IT
systems could significantly impact operations. The ability to anticipate and
adapt to technology advancements or threats is an additional risk that may
also impact the business.
Mitigation Measures
· Continued investment in upgrading of technology and IT
infrastructure.
· Defined cybersecurity programme and centralised function to provide
oversight, manage cybersecurity matters, and strengthen cyber defences and
security measures.
· Perform regular vulnerability assessment and/or penetration testing by
third parties to identify weaknesses.
· Arrange regular security awareness training and phishing testing to
raise users' cybersecurity awareness.
· Maintain disaster recovery plans and backup for data restoration.
· Regular external and internal audit reviews.
Talent Risk
The competitiveness of an organisation depends on the quality and the
availability of the people that it attracts and retains. A shortage of store
labour and unavailability of needed human resources may impact the ability of
the Group's businesses to operate at full capacity, implement initiatives and
pursue opportunities.
Mitigation Measures
· Proactive manpower planning and proactive hiring are in place.
· Enhanced employer branding, training for team members and talent
development plans.
· Promote Inclusion, Equity and Diversity across the Group.
· Total compensation in line with market benchmarking.
Environmental and Climate Related Risks
Environmental disasters such as earthquakes, floods and typhoons can damage
the Group's assets and disrupt operations. Global warming-induced climate
change has increased the frequency and intensity of storms, leading to higher
insurance premiums or reduced coverage for such natural disasters.
With governments also taking a more proactive approach towards carbon taxes,
renewable energies and electric vehicles, additional investments and efforts
to address physical and transition risks of climate change are anticipated
from businesses.
With interest in sustainability surging in recent years from investors,
governments and the general public, expectations by regulators and other
stakeholders for accurate corporate sustainability reporting and commitments
towards carbon neutrality to address climate change are also growing. This
brings increasing challenges to the Group and its businesses to meet key
stakeholders' expectations.
There is potential for negative publicity and operational disruption arising
from conflict between activists and the Group's businesses that are perceived
to be engaged in trade and activities that are environmentally unfriendly.
Mitigation Measures
· Sustainability Leadership Council established to mobilise and
coordinate sustainability efforts across the Group.
· A sustainability strategy framework, including a climate action pillar,
drives the Group's sustainability agenda.
· A Climate Action Working Group, with representatives from all business
units, drives Group-wide initiatives which strengthen collaboration and share
knowledge.
· Each business is building a net zero carbon pathway and climate change
plan to build climate resilience.
· Assess emerging Environmental, Social and Governance ('ESG') reporting
standards and requirements, to align Group disclosures to best market
practice.
· Conduct climate risk assessments and adaptation action plans based on
recommendations of Task Force on Climate-Related Financial Disclosures,
including implementing measures to address physical risks posed by climate
change and identifying opportunities in global transition to a low carbon
economy.
· Formulate the appropriate risk response strategy (particularly on the
Group's key assets and supply chain), and integrate Physical and Transitional
Climate Risk into the Group's existing risk management approach.
· Foster ongoing dialogue with local communities, environmental groups,
and regulators to gain insights and build partnerships for sustainability.
Proactive engagement aids in preventing and resolving conflicts.
· Continue the practice of rolling out regular sustainability training
for employees, aiming to enhance environmental awareness and instill a culture
of responsibility. Notably, this year, we have successfully integrated ESG
targets into each staff's annual performance review, reinforcing our
commitment to sustainability across the Group.
Third-party Service Provider and Supply Chain Management Risk
Supply chain disruption caused by key suppliers or service providers, or
failure to deliver by contractors/subcontractors could cause significant
operational disruption, lack of inventory supply, financial loss and
reputational damage to the businesses.
The Group's operations may be materially affected if third parties on which we
depend are compromised by cyber-attacks. With increased reliance on
third-party ecosystems, the Group has greater exposure to third-party risk if
there is insufficient vetting, oversight or visibility over third parties and
their subcontractors, particularly on information security, resilience,
regulatory compliance, and their ongoing capability.
Mitigation Measures
· Ensuring protective terms and conditions in third-party service
agreements, including vendors being contractually required to bear higher
liability for failures to deliver or if they are responsible for a cyber
incident at a Group's business.
· Having robust evaluation and selection procedures for vendors and
third-party service providers, including an information security assessment
where appropriate.
· Engaging suppliers only if they agree to comply with a supplier code of
conduct where businesses require.
· Sourcing back-up suppliers, warehouses or other alternative plans.
· Maintaining strong relationships with suppliers that are designated by
principals.
· Maintaining supplier insurance to cover logistics interruption.
· Ensuring early negotiation of new contracts for key service providers.
· Diversifying the product range to reduce the impact of disruptions to
single products.
· Including third-party disruption scenarios as part of business
continuity planning.
Health, Safety and Product Quality Risk
Several of the Group's businesses engage in production or other physical
activities that may lead to serious injury or fatal incidents if work
conditions are unsafe or workers do not take due care to observe safety
procedures.
The safety and quality of food products and all items delivered by the Group's
businesses are fundamental to their reputation with customers. Any actual or
perceived deficiency in product safety or quality may damage consumer
confidence and the Group's reputation, leading to financial loss.
Mitigation Measures
Health & Safety ('H&S')
· Risk management programme used to identify and manage the risk of the
Group's business operations.
· H&S inspection and incident management programme implemented to
identify unsafe acts and unsafe conditions in our workplaces so that we can
take corrective action.
· H&S operational compliance is monitored via internal cross check
programme.
· Management of fire safety, statutory equipment and first aid
certificates.
· First aid policy is in place.
· Established a contractor H&S management programme.
· Contractors must have a contractual agreement in place to ensure they
comply with high expected levels of safety standards.
· Incorporating site safety plans in tenders and contracts.
· Routine safety training for all team members and sub-contractors.
· Disseminating safety materials such as signage and pictorial
representations of safe work procedures.
Product Safety / Operational Food Safety
· All Own Brand products have specifications, product quality and safety
standards in place and are monitored via routine product surveillance
assessments by a third party.
· Established a strong supplier qualification and surveillance programme.
· Suppliers must follow all DFI policies and adhere to all local
regulations.
· Operational compliance KPIs for food safety and health and safety.
· Comprehensive quality control measures in place in the Group's fresh
production centres, distribution centres and retail stores.
· Effectiveness of food safety standards validated by third-party audits
in retail stores, processing centres and distribution centres.
Other General
· Purchasing sufficient insurance coverage including employee
compensation.
· Obtaining adequate product liability insurance.
DFI Retail Group Holdings Limited
Responsibility Statements
The Directors of the Company confirm to the best of their knowledge that:
a. the consolidated financial statements prepared in accordance with
International Financial Reporting Standards, including International
Accounting Standards and Interpretations as issued by the International
Accounting Standards Board, give a true and fair view of the assets,
liabilities, financial position and profit or loss of the Group; and
b. the Chairman's Statement, Group Chief Executive's Review, Business
Review, Financial Review and the description of Principal Risks and
Uncertainties facing the Group as set out in the Company's 2023 Annual Report,
which constitute the management report required by the Disclosure Guidance and
Transparency Rule 4.1.8, include a fair review of all information required to
be disclosed under Rules 4.1.8 to 4.1.11 of the Disclosure Guidance and
Transparency Rules issued by the Financial Conduct Authority in the United
Kingdom.
For and on behalf of the Board
Scott Price
Clem Constantine
Directors
DFI Retail Group Holdings Limited
Dividend Information for Shareholders
The final dividend of US¢5.00 per share will be payable on 15th May 2024,
subject to approval at the Annual General Meeting to be held on 8th May 2024,
to shareholders on the register of members at the close of business on 22nd
March 2024. The shares will be quoted ex-dividend on 21st March 2024, and
the share registers will be closed from 25th to 29th March 2024, inclusive.
Shareholders will receive cash dividends in United States Dollars, except when
elections are made for alternate currencies in the following circumstances.
Shareholders on the Jersey branch register
Shareholders registered on the Jersey branch register can elect for their
dividends to be paid in Sterling. These shareholders may make new currency
elections for the 2023 final dividend by notifying the United Kingdom transfer
agent in writing by 26th April 2024. The Sterling equivalent of dividends
declared in United States Dollars will be calculated by reference to a rate
prevailing on 2nd May 2024.
Shareholders holding their shares through CREST in the United Kingdom will
receive cash dividends in Sterling only, as calculated above.
Shareholders on the Singapore branch register who hold their shares through
The Central Depository (Pte) Limited ('CDP')
Shareholders who are on CDP's Direct Crediting Service ('DCS')
Those shareholders on CDP's DCS will receive their cash dividends in Singapore
Dollars unless they opt out of CDP Currency Conversion Service, through CDP,
to receive United States Dollars.
Shareholders who are not on CDP's DCS
Those shareholders not on CDP's DCS will receive their cash dividends in
United States Dollars unless they elect, through CDP, to receive Singapore
Dollars.
Shareholders on the Singapore branch register who wish to deposit their shares
into the CDP system by the dividend record date, being 22nd March 2024, must
submit the relevant documents to Boardroom Corporate & Advisory Services
Pte. Ltd., the Singapore branch registrar, by no later than 5.00 p.m. (local
time) on 21st March 2024.
DFI Retail Group Holdings Limited
About DFI Retail Group
DFI Retail Group (the 'Group') is a leading pan-Asian retailer. At 31st
December 2023, the Group and its associates and joint ventures operated some
11,000 outlets with more than 5,000 stores operated by subsidiaries. The
Group together with associates and joint ventures employed some 213,000 people
with some 48,000 people employed by subsidiaries. The Group had total annual
revenue in 2023 exceeding US$26 billion and reported revenue of US$9 billion.
The Group provides quality and value to Asian consumers by offering leading
brands, a compelling retail experience and great service; all delivered
through a strong store network supported by efficient supply chains.
The Group (including associates and joint ventures) operates under a number of
well-known brands across six divisions. The principal brands are:
Food
· Wellcome in Hong Kong S.A.R.; Yonghui in Chinese mainland; Cold
Storage and Giant in Singapore; Hero in Indonesia; and Robinsons in the
Philippines.
Convenience
· 7-Eleven in Hong Kong and Macau S.A.R., Singapore and Southern
China.
Health and Beauty
· Mannings in Chinese mainland, Hong Kong and Macau S.A.R.;
Guardian in Brunei, Cambodia, Indonesia, Malaysia, Singapore and Vietnam.
Home Furnishings
· IKEA in Hong Kong and Macau S.A.R., Indonesia and Taiwan.
Restaurants
· Hong Kong Maxim's group in Chinese mainland, Hong Kong and Macau
S.A.R., Cambodia, Malaysia, Singapore, Thailand, Vietnam and Laos.
Other Retailing
· Robinsons in the Philippines operating department stores,
specialty and DIY stores.
The Group's parent company, DFI Retail Group Holdings Limited, is incorporated
in Bermuda and has a primary listing in the standard segment of the London
Stock Exchange, with secondary listings in Bermuda and Singapore. The
Group's businesses are managed from Hong Kong by DFI Retail Group Management
Services Limited through its regional offices. DFI Retail Group is a member
of the Jardine Matheson Group.
- end -
For further information, please contact:
DFI Retail Group Management Services Limited
Christine Chung (852) 2299 1056
Brunswick Group Limited
William Brocklehurst (852) 5685 9881
Full text of the Preliminary Announcement of Results and the Preliminary
Financial Statements for the year ended 31st December 2023 can be accessed via
the DFI Retail Group corporate website at www.dfiretailgroup.com.
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