REG - DFI Retail Group Jardine Matheson Hdg - 2024 PRELIMINARY RESULTS
10/03/2025 10:00
For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20250310:nRSJ0076Aa&default-theme=true
RNS Number : 0076A DFI Retail Group Holdings Ltd 10 March 2025
Announcement
10 March 2025
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
2024 PRELIMINARY ANNOUNCEMENT OF RESULTS
Highlights
· 30% growth in underlying profit to US$201 million
· Health and Beauty delivered a stable performance
· Convenience saw strong profit growth due to favourable product mix
· Food profit improved, driven by significant Singapore Food earnings
recovery
· Portfolio simplification progressed further with Yonghui and Hero
Supermarket divestments
· Net cash position achieved in February 2025 with completion of
Yonghui sale
· Final dividend of US¢7.00 per share
"Effective strategy execution led to strong underlying profit growth in 2024,
despite a challenging retail environment. We aim to remain relevant to
consumers and to increase market share further, by evolving our offering
through leveraging data and expanding our omnichannel presence. We are
well-positioned for sustainable growth and increased shareholder returns over
the mid-term."
John Witt
Chairman
Results
Year ended 31 December
2024 2023 Change
US$m US$m %
Revenue 8,869 9,170 -3
Underlying profit attributable to shareholders* 201 155 +30
(Loss)/profit attributable to shareholders (245) 32 n/a
US¢ US¢ %
Underlying earnings per share* 14.91 11.49 +30
(Loss)/earnings per share (18.17) 2.39 n/a
Dividends per share 10.50 8.00 +31
* 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 38 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¢7.00 per share will be payable on 14 May 2025,
subject to approval at the Annual General Meeting to be held on 2 May 2025, to
shareholders on the registers of members at the close of business on 21 March
2025.
DFI RETAIL GROUP HOLDINGS LIMITED
PRELIMINARY ANNOUNCEMENT OF RESULTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PERFORMANCE
I am pleased to report that DFI Retail Group ('DFI' or the Group) delivered a
significantly improved underlying performance and a good partial recovery in
results in 2024, despite a challenging retail environment. For the full year,
underlying profit attributable to shareholders reached US$201 million, a 30%
increase from the previous year.
Our diverse portfolio and effective operational execution enabled us to gain
market share across key businesses, even as we faced shifts in consumer
behaviour and macroeconomic headwinds. Profit growth was driven by improved
profit in Food and Convenience, supported by growth in digital channels.
We are confident that the Group's new strategy will drive further profit
growth in the coming years, and are particularly optimistic about the growth
prospects for our Health and Beauty business, which represents 55% of the
Group's total operating profit. We also see strong growth opportunities in our
Convenience business. Our other businesses continue to face challenges, but we
are confident in the ability of DFI's senior leadership team to navigate
short-term uncertainties, evolve the portfolio and invest in strengthening our
core businesses to drive long-term growth in shareholder value.
The Board recommends a final dividend for 2024 of US¢7.00 per share (2023
final dividend: US¢5.00).
STRATEGIC HIGHLIGHTS
Under the capable leadership of our Group Chief Executive, Scott Price, we
have made significant strides in implementing our strategic framework, which
centres around three core pillars:
Customer First
Across our business, we have an ongoing commitment to putting our customers
first, and we have made significant progress to better serve them over the
past year. The yuu Rewards loyalty programme continues to strengthen, with a
substantial increase in members and the addition of a number of further
partners. We have also begun harnessing our proprietary customer data to
refine our product assortment and revamp our Own Brand and digital strategies.
We are driving a more transparent and collaborative approach to our
negotiations with suppliers, leading to a better outcome for customers. As
well as better serving our customers, these efforts aim to bolster market
share growth and enhance margins across our businesses.
People Led
We have refined our organisation structure over the past year. Our new senior
leadership team, with its deep industry expertise, shares a vision for
strategic growth and operational excellence. Key appointments across the
business have strengthened our capability to drive these initiatives forward,
and we have reduced spans and layers within the organisation to streamline
operations and expedite decision-making. Diversity across our business has
also improved significantly.
Shareholder Driven
In alignment with our strategic and capital allocation priorities, we
continued to simplify the Group's portfolio and divested our Hero Supermarket
business and investment in Yonghui Superstores.
Following the disposal of Hero Supermarket, the Guardian and IKEA businesses
will be our focus in Indonesia and we are confident in the long-term prospects
for these two businesses to increase market share as the Indonesian market
grows. These disposals allow us to reinvest in our subsidiaries' growth,
deleverage our balance sheet and grow total shareholder returns.
Sustainability remains at the top of our agenda, and we are collaborating
closely with our stakeholders and setting ambitious targets across the
business. There was strong progress in 2024 against the Group's sustainability
strategy in areas including emissions reduction and waste diversion. Our
efforts were recognised in improvements in our ESG ratings, including a
significant improvement in the Group's S&P Global Corporate Sustainability
Assessment. We will continue to promote and drive sustainable business
practices in our end-to-end value chain.
GOVERNANCE AND PEOPLE
The Board and its Committees, and senior leadership team, together play a key
role in delivering against our priorities. The effective execution of our
strategy depends on high quality debate around the boardroom table, with
strong contributions from all Directors.
There have been a number of significant Board and executive leadership changes
since the start of 2024:
- In July, I succeeded Ben Keswick as Chairman. On behalf of the Board,
I would like to express our gratitude to Ben for his 11 years of service as
Chairman.
- I also wish to thank Adam Keswick for his contribution to the Board
and Nominations Committee as he steps down.
- We welcomed Elaine Chang to the Board as an Independent Non-Executive
Director and Graham Baker as a Non-Executive Director. Elaine has 30 years of
leadership experience across industries such as semiconductors, digital
content, e-commerce, cloud computing and artificial intelligence, and her
expertise in leveraging technology to drive growth will greatly benefit the
Group.
- Christian Nothhaft was appointed as a member of the Remuneration and
Nominations Committees.
- Tom van der Lee took over as Group Chief Financial Officer from Clem
Constantine. We thank Clem for his significant contribution, especially during
the pandemic and in strengthening the Group's financial position. Tom, who
joined DFI in 2016, brings a wealth of experience from his various senior
financial roles within the organisation.
- Sean Ward succeeded Jonathan Lloyd as our Company Secretary in
December 2024. I want to thank Jonathan for his years of valued service.
PROSPECTS
We are pleased by the Group's strong underlying profit growth in 2024, despite
a challenging retail backdrop, providing encouraging early support for our new
strategy. We aim to consolidate our position in markets such as Hong Kong
where we have strong businesses, while at the same time aiming to achieve
long-term growth as we expand key businesses such as Health and Beauty and
Convenience.
By evolving our offerings through data-driven insights and expanding our
omnichannel presence, we will remain relevant to consumers and continue
capturing market share. Our deleveraged balance sheet and strategic
initiatives position us well for sustainable growth and increased shareholder
returns in the years to come.
I should like to express my appreciation to our shareholders, our valued
partners and to the wider community for your continued support. Most of all,
thanks must go to our team members, who are key to our success, for their
exceptional work and unwavering commitment throughout the past year, despite
challenging market conditions.
John Witt
Chairman
GROUP CHIEF EXECUTIVE'S REVIEW
INTRODUCTION
As I reflect on my first full year as DFI's Group Chief Executive, I am
incredibly proud of the significant progress we have made executing in
alignment to our strategic framework: Customer First, People Led, Shareholder
Driven.
Despite the challenging macroeconomic backdrop, we demonstrated resilience in
our business performance, reporting underlying profit attributable to
shareholders of US$201 million in 2024, up 30% year-on-year. During the year,
we announced the divestment of our minority stake in Yonghui, a transaction
that aligns with our strategic and capital allocation framework and enables us
to reinvest in the future growth of our subsidiary businesses. While our
reported results were impacted by one-off items, including fair value loss,
impairment of equity interest and goodwill, we have continued to significantly
deleverage our balance sheet with a net cash position following the completion
of the Yonghui transaction in February 2025.
As we head into the new financial year, we remain laser focused on executing
our strategic priorities to drive revenue growth and enhance profitability.
Our 2025 financial guidance of US$230 million to US$270 million underlying
profit attributable to shareholders, reflects our confidence in further
building on our momentum and delivering greater value for our stakeholders.
STRATEGIC FRAMEWORK - KEY PROGRESS
We developed our strategic framework of Customer First, People Led,
Shareholder Driven in the second half of 2023 to guide the Group's capital
allocation priorities and growth plans over the coming years. I am both
pleased and proud of the progress made by the team over the past 12 months in
executing on this framework.
Customer First
I continue to see value unlock across our uniquely diverse businesses across
Asia. We are proud to serve millions of customers in various formats and
banners with nearly 11,000 outlets across 13 markets in Asia. What stands out
is our ongoing commitment to putting our customers first and serving with
passion and care. Our purpose has always been part of who we are. During the
year, we launched our DFI purpose to articulate it in a way that unites our
organisation, which is to Sustainably Serve Asia for Generations with Everyday
Moments. This statement underscores our commitment to meeting the everyday
needs of our customers across Asia, while emphasising their interests in
sustainable solutions.
Aligned with our purpose, we have made significant progress in a number of
areas to better serve our customers over the past year.
yuu Rewards
Our yuu Rewards coalition loyalty programme continues to strengthen. In our
home market of Hong Kong, total members have reached 5.3 million with over 3
million monthly active members. The active use of purchases across all our
formats, restaurants and partners creates substantial volume of unique data
insights. In 2024, the yuu Rewards programme in Hong Kong added a number of
additional partners including Starbucks and FWD Insurance. Our members have
engaged across a variety of redemption offers that incorporate new travel,
entertainment and dining options, driving enhanced customer engagement.
In Singapore, the yuu Rewards programme has grown to over 1.8 million members.
A number of new partners joined the programme during the year including Suntec
City and Singapore Airlines.
Improving assortment
We are now leveraging our broad yuu Rewards customer data to improve
assortment in our stores. At Wellcome, we have leveraged our proprietary data
and cutting-edge data analytics capabilities to execute a reset of 14
categories in stores. The improved assortment has seen very encouraging
initial results with uplifts in both sales and gross profits. We are now also
leveraging the learnings from Wellcome to support assortment optimisation for
our Health and Beauty and Convenience businesses across Hong Kong and
Singapore.
Improving supplier collaboration
We are beginning to better leverage our data to support enhanced supplier
collaboration. By creating a more transparent and collaborative approach to
negotiations with suppliers, we are working together to drive market growth
and a better outcome for customers.
Own Brand
We have reset our Own Brand strategy to better align with customer needs while
delivering stronger margins for our business. By optimising our product range,
redesigning packaging for greater customer appeal and maximising cross-selling
opportunities across our formats, we have made meaningful improvements in
margin and sales productivity, which includes a more than 300bps increase in
our Food Own Brand margin and close to a 40% increase in sales productivity
compared to 2023. Following the success of our reset of the Own Brand
portfolio across our Food business, we have integrated the Health and Beauty
Own Brand assortment into this center of excellence to replicate the same
success in Health and Beauty as we reset its private label strategy.
Digital
Following our digital strategy reset in September 2023, customers are now able
to access our retail portfolio through a wider range of digital assets
including apps, websites and third-party platforms. Our expanded omnichannel
presence includes Wellcome's quick-commerce partnership with foodpanda, a new
7-Eleven app with approximately 137,000 monthly active users and 30,000 daily
active users in Hong Kong as of December 2024. Including a new Mannings Hong
Kong app and Guardian Singapore app, we have launched more than 20 new
channels in 2024 across apps, websites and third-party platforms. Our
strengthened digital proposition was underpinned by a 31% growth in e-commerce
order volume with strong profitability turnaround.
Retail Media
DFI launched our own Retail Media network in the first quarter of 2024.
Initial performance has been encouraging, with more than 100 targeted
marketing campaigns sold in less than a year since the launch, supported by
strong sales acceleration in the second half. We have partnered with leading
suppliers such as Procter & Gamble, Unilever, Coca-Cola, Nestlé and
Reckitt. Importantly, the integrated online and offline advertising
proposition for Retail Media has supported the improved Return on Ad Spend for
our supplier partners. We are in the early days of a potentially significant
source of profit to invest in the business.
People Led
In alignment with our strategic framework, we refined our organisation
structure in the second half of 2023 by moving accountability to a format
structure, thereby improving agility while reducing overhead costs. Throughout
2024, we have been focused on deeply embedding our values, underpinned by our
purpose statement across the Group. We have reduced spans and layers within
the organisation to streamline operations and expedite decision making.
Diversity representation across formats has been significantly improved to
ensure local relevancy of decision-making to customers. We have strengthened
our leadership succession planning and development with a meaningfully
improved team member engagement score, supported by a new incentive structure
for senior management that aligns with shareholder interests, based on total
shareholder return and business performance targets.
Shareholder Driven
Our strategic framework has been developed with the primary aim of improving
shareholder returns. We have approached capital allocation in a disciplined
manner, both from a capex and working capital management perspective. Over the
course of the year, we executed the divestment of a number of company-owned
properties, which has supported a US$150 million reduction in net debt at the
end of 2024.
Concurrently, the Group continues to execute M&A transactions in a manner
that is accretive to return on capital and total shareholder return based on a
strategic review of our businesses in 2024. In June 2024, the Group completed
the divestment of the Hero Supermarket business in Indonesia. Post-completion,
DFI's operations in Indonesia has fully pivoted to the Guardian and IKEA
businesses. In September 2024, the Group announced the divestment of its
entire stake in Yonghui Superstores Co., Ltd. This transaction was
subsequently completed in February 2025. The Group is in a net cash position
following the completion of the Yonghui transaction.
2024 PERFORMANCE
The Group reported total revenue from subsidiaries in 2024 of US$8.9 billion,
down 3% year-on-year. However, excluding the impact of a significant tobacco
tax increase in Hong Kong, the divestment of our Malaysia Food business in
2023 and Hero Supermarket operation in Indonesia, operating revenue was
largely stable. This broadly represents market share gains in all formats
except IKEA.
Total revenue for the Group, including 100% of associates and joint ventures,
was US$24.9 billion, down 6% compared to 2023, largely due to lower sales at
Yonghui. Total underlying profit attributable to shareholders was US$201
million for the year, up 30% year-on-year.
The Group reported subsidiaries underlying profit attributable to shareholders
of US$158 million for the full year, 42% higher than the prior year. This was
driven by significant earnings recovery in Singapore Food and favourable
product mix shift towards non-cigarette categories in our Convenience
business, partially offset by lower contribution from Home Furnishings as a
result of weak property market activity and intensifying competition.
The Group's share of underlying profit from associates was US$43 million, down
2% year-on-year. Lower contribution from Maxim's due to weaker mooncake sales
and restaurant performance in the Chinese mainland was partially offset by
reduced losses from Yonghui and a 15% profit growth at Robinsons Retail.
The Group's reported results for the year were impacted by non-trading losses
attributable to shareholders of US$445 million. This was predominantly due to
loss of US$114 million associated with the divestment of Yonghui, a US$231
million impairment of interest in Robinsons Retail and US$133 million goodwill
impairment of Macau and Cambodia Food businesses. These losses were partially
offset by gains from divestment of Singapore property assets and the Group's
share of one-off gains from the Bank of the Philippine Islands (BPI)-Robinsons
Bank merger. Despite the large non-trading losses reported, the Group is now
in a net cash position following the completion of Yonghui transaction in
February 2025.
The Group reported operating cash flow after lease payments of US$331 million,
21% lower than the prior year, mainly due to unfavourable movement in working
capital year-end timing difference, partially offset by underlying operating
profit growth. Operating cash flow after lease payments and normal capital
expenditure was US$158 million, down 29% year-on-year.
ENVIRONMENTAL, SOCIAL, GOVERNANCE (ESG)
As a leading Asian retailer, we recognise our unique opportunity to promote
and drive sustainable business practices in response to the preference of our
customers. By positioning our ESG commitment as a core pillar of our Group
Strategy, we have made meaningful progress in various initiatives, including
emissions reduction and waste diversion. Our efforts are reflected in a
significant improvement in the S&P Global Corporate Sustainability
Assessment, with our score improving to 49 as at 8 January 2025, placing DFI
in the 84(th) percentile within the Food and Staples Retailing industry, up
from the 47(th) percentile in 2023.
Our strong commitment to ESG is underscored by our target to halve Scope 1
& 2 greenhouse gas (GHG) emissions by 2030 and achieve net-zero by 2050.
Throughout 2024, we have made significant investments in upgrading and
converting our existing refrigeration systems to more environmentally friendly
options. We successfully completed trials of natural gas and ultra-low global
warming potential gases as refrigerant alternatives for our food stores.
Following a comprehensive analysis of our Scope 3 emissions, we have
identified key product categories and realistic decarbonisation opportunities
within our supply chain. For example, our Low Carbon Rice Project, launching
in Thailand this year, aims to drive decarbonisation by promoting low-carbon
farming practices among local farmers, implementing field monitoring and
tracking to measure carbon emission reductions. We have made notable progress
in improving our waste diversion and are constantly exploring innovative ways
to foster a transition towards a local circular economy. Wellcome has
partnered with a Hong Kong-based recycling facility to convert trimmed fats
into biodiesel for powering essential generators.
While we are still early in the journey, these initiatives collectively
demonstrate our efforts and commitment to serving communities sustainable and
affordable products, sustaining the planet and sourcing responsibly while
meeting the return objectives of our shareholders.
BUSINESS REVIEW
HEALTH AND BEAUTY
Sales for the Health and Beauty division came in slightly higher than the
prior year at US$2.5 billion, with like-for-like (LFL) sales remaining broadly
stable. Underlying operating profit was US$211 million for the year, slightly
below 2023.
Hong Kong reported strong LFL sales performance in the first quarter, which
then decelerated in the second and third quarters due to a strong comparable
period in 2023 when consumption vouchers were disbursed in April and July
2023. Sales momentum improved in the fourth quarter with Mannings continuing
to gain market share. Profit for the year increased 6%, attributable to gross
margin improvement and disciplined cost control, despite a 2% decline in
full-year LFL sales. Guided by a customer-first proposition, the Pharmacare
programme reached a significant milestone since its launch in 2023. In
partnership with Bupa, one of Hong Kong's major medical insurers, the Mannings
team further expanded Pharmacare into its network of more than 150,000
members. Leveraging Mannings' position as the largest pharmacist network, the
programme offers free consultations and medication for a range of common
illness. The Mannings team continued to enhance in-store experience with the
launch of the Health Pod at our International Finance Centre flagship store in
Hong Kong. This innovative service offers an AI wellness assessment that
measures over 20 metrics, followed by personalised consultations and product
recommendations. Initial results have been promising, with customers using the
service showing a basket size three times higher than average. In addition,
the team also launched a new Mannings app in December to grow its digital
footprint. LFL sales of Mannings China declined as the business pivots away
from offline stores to online channels which involves the closure of the
majority of its offline network.
Guardian in South East Asia reported US$857 million in sales, reflecting a 5%
year-on-year increase, driven by growth in basket size across all key markets.
Indonesia, in particular, saw a 17% LFL sales growth supported by increased
mall traffic and strong execution of promotional campaigns. Strong profit
growth was reported across most key markets, underpinned by gross margin
expansion and operating leverage. In Singapore, strong commercial execution
and a favourable product mix contributed to gross margin expansion, with
healthcare products accounting for more than 60% of sales.
CONVENIENCE
Total Convenience sales were US$2.4 billion, representing a decline of 3%
year-on-year. LFL sales were 5% behind the prior year, impacted by a decline
in lower-margin cigarette volumes following tax increases in Hong Kong at the
end of February 2024. Excluding cigarette sales, overall Convenience LFL sales
were up 2%, with continued market share gain across markets. Convenience
underlying operating profit was US$102 million for the year, an increase of
17% compared to 2023. Hong Kong operating profit has grown 10% year-on-year,
driven by a favourable mix shift towards higher-margin categories, with
ready-to-eat (RTE) accounting for 16% of total sales for the full year. The
newly launched 7-Eleven app offers discounted RTE bundles, pre-order
functions, and digital stamps for IP collectibles to drive purchase frequency
and customer loyalty.
7-Eleven South China and Singapore reported largely stable LFL sales supported
by robust growth in RTE, which accounted for 40% and 23% of sales,
respectively. Favourable margin impact from product mix shift and ongoing cost
control contributed to meaningful profit growth in both markets. 7-Eleven
continued to grow its store network in the South China region with 103 net
openings during the year. The Group aims to drive further network expansion
primarily through a capex-light franchise model.
FOOD
Reported sales for the Food division in 2024 were US$3.1 billion, down 5%
year-on-year. Excluding the impact of the divestment of the Malaysia Food
business in 2023 and Hero Supermarket operation in Indonesia, revenue for the
division was 2% lower than the prior year. Underlying operating profit for the
division was US$58 million for the year, up from US$45 million in 2023.
While increased outbound travel of Hong Kong residents to the Chinese mainland
has affected food consumption for the majority of 2024, the situation has
begun to normalise with total retail sales of supermarkets in Hong Kong
returning to growth in the fourth quarter of 2024. Wellcome saw improving
sales momentum in the fourth quarter with full-year LFL sales marginally below
those of the prior year despite challenging trading conditions. Strong
in-store execution and effective promotional campaigns have supported
consistent market share gain over the course of the year. The Wellcome team
has strengthened its omnichannel presence through the wellcome.com.hk website,
its app and a quick-commerce partnership with foodpanda, contributing to a
more than 20% sales growth in overall Food e-commerce with significantly
improved profitability.
South East Asia Food sales performance was adversely affected by intense
competition and soft consumer sentiment due to cost-of-living pressures.
Improved sales mix, effective cost control and optimisation of the store
portfolio led to a meaningful earnings recovery, with Singapore Food turning
profitable in the fourth quarter of 2024. The Group continues to serve the
Singapore market with different propositions through its various brands.
In June 2024, the Group completed the divestment of its Hero Supermarket
business in Indonesia. Post-completion, DFI's operations in Indonesia have
fully pivoted to the Guardian and IKEA businesses.
HOME FURNISHINGS
IKEA reported sales of US$701 million, representing a 12% drop compared to the
prior year. Overall, LFL sales reduced by 11% in 2024. Operating profit was
US$16 million, down 13% year-on-year.
IKEA's business performance has been hampered by reduced customer traffic due
to weak property market activity across regions. While IKEA Taiwan
demonstrated relative resilience, sales in Hong Kong and Indonesia were
affected by intensified competition and basket mix change as customers reduced
purchases of big-ticket items.
In response to the challenging sales environment, the IKEA team continues to
implement strong cost control measures across our markets. The IKEA Hong Kong
business is pivoting towards a more value-driven omnichannel proposition to
compete with Chinese mainland digital platforms. E-commerce penetration has
now surpassed 10% across all markets. The IKEA Indonesia team remains focused
on driving sales through enhancing store commerciality, increasing local
sourcing, and adopting a more effective marketing strategy to improve local
relevancy. Implementation of cost-saving measures contributed to narrowing
losses compared to the prior year.
RESTAURANTS
The Group's share of Maxim's underlying profits was US$66 million in 2024,
down from US$79 million in the prior year, largely due to lower mooncake sales
and weaker restaurant performance on the Chinese mainland. Maxim's continued
to expand its presence in South East Asia, adding 76 net new stores during the
year, mainly in Thailand and Vietnam. Benefiting from a diversified portfolio,
restaurant sales performance in Hong Kong remained resilient despite an
increase in outbound travel on weekends and public holidays.
OTHER ASSOCIATES
The Group's share of Yonghui's underlying losses was US$33 million for the
year, compared to a US$36 million share of underlying losses in the prior
year. Continued macro headwinds and intense competition led to lower LFL
sales. The reduction in losses was underpinned by ongoing cost optimisation,
partially offset by a decline in gross margin. The divestment of the Group's
minority stake in Yonghui was completed in February 2025.
Robinsons Retail's underlying profit contribution was US$17 million, up 15%
year-on-year. Robinsons Retail reported low single-digit growth in LFL and
robust growth in operating profit driven by the Food and Drugstore segments.
Reported profit contribution grew close to 90% year-on-year, supported by
one-off gains following the BPI-Robinsons Bank merger in early 2024.
OUTLOOK
We have navigated 2024 with resilient business performance and continued
market share gains for our key business units by proactively adapting to
changing market conditions through a stronger value proposition, expanded
omnichannel presence and disciplined cost control. While challenges remain, we
are cautiously optimistic about the outlook for 2025. The Group expects
underlying profit attributable to shareholders to be between US$230 million
and US$270 million in 2025, supported by an organic revenue growth of
approximately 2%.
The Group will continue to execute against its strategic framework. By
enhancing the local relevancy of our product offerings, deepening monetisation
of our digital assets, and executing value-enhancing M&A transactions, we
have put in place solid foundations in 2024, and we remain confident in
driving sustained, profitable growth and shareholder returns in the years
ahead.
Scott Price
Group Chief Executive
DFI Retail Group Holdings Limited
Consolidated Profit and Loss Account
for the year ended 31 December 2024
2024 2023
Underlying Non- Total Underlying Non- Total
business trading US$m business trading US$m
performance items performance items
US$m US$m US$m US$m
Revenue (note 2) 8,868.9 - 8,868.9 9,169.9 - 9,169.9
Net operating costs (8,525.8) (144.0) (8,669.8) (8,876.1) (131.2) (9,007.3)
(note 3)
Operating profit 343.1 (144.0) 199.1 293.8 (131.2) 162.6
(note 4)
Impairment charge on interest in an associate - (231.3) (231.3) - - -
Loss relating to divestment of an associate (note 10) - (114.4) (114.4) - - -
Financing charges (155.5) - (155.5) (151.8) - (151.8)
Financing income 4.7 - 4.7 7.9 - 7.9
Net financing charges (note 5) (150.8) - (150.8) (143.9) - (143.9)
Share of results of associates and joint ventures (note 6) 42.5 42.1 84.6 43.4 9.2 52.6
(Loss)/profit before tax 234.8 (447.6) (212.8) 193.3 (122.0) 71.3
Tax (note 7) (29.5) 2.9 (26.6) (41.9) 1.0 (40.9)
(Loss)/profit after tax 205.3 (444.7) (239.4) 151.4 (121.0) 30.4
Attributable to:
Shareholders of the Company 200.6 (445.1) (244.5) 154.7 (122.5) 32.2
Non-controlling interests 4.7 0.4 5.1 (3.3) 1.5 (1.8)
205.3 (444.7) (239.4) 151.4 (121.0) 30.4
US¢ US¢ US¢ US¢
(Loss)/earnings per share (note 8)
- basic 14.91 (18.17) 11.49 2.39
- diluted 14.82 (18.17) 11.43 2.38
DFI Retail Group Holdings Limited
Consolidated Statement of Comprehensive Income
for the year ended 31 December 2024
2024 2023
US$m
US$m
(Loss)/profit for the year (239.4) 30.4
Other comprehensive (expense)/income
Items that will not be reclassified to profit or loss:
Net exchange translation loss arising during the year (0.3) -
Remeasurements of defined benefit plans 3.2 (1.7)
Net revaluation surplus before transfer to investment properties
- tangible assets - 1.5
- right-of-use assets 5.7 63.2
Tax relating to items that will not be reclassified (0.3) 0.3
8.3 63.3
Share of other comprehensive (expense)/income of (0.8) 2.4
associates and joint ventures
7.5 65.7
Items that may be reclassified subsequently to profit or loss:
Net exchange translation differences
- net loss arising during the year (40.4) (15.2)
- transfer to profit and loss 8.4 48.7
(32.0) 33.5
Cash flow hedges
- net gain arising during the year 6.6 6.7
- transfer to profit and loss (12.9) (34.3)
(6.3) (27.6)
Tax relating to items that may be reclassified (0.2) 1.2
Share of other comprehensive expense of associates and joint ventures
- exchange translation loss and other arising during the year (17.0) (3.0)
- exchange translation loss transfer to profit and loss 0.4 -
(16.6) (3.0)
(55.1) 4.1
Other comprehensive (expense)/income for the year, net of tax (47.6) 69.8
Total comprehensive income for the year (287.0) 100.2
Attributable to:
Shareholders of the Company (292.4) 96.8
Non-controlling interests 5.4 3.4
(287.0) 100.2
DFI Retail Group Holdings Limited
Consolidated Balance Sheet
at 31 December 2024
2024 2023
US$m
US$m
Net operating assets
Intangible assets 137.5 289.6
Tangible assets 618.4 708.1
Right-of-use assets 2,542.1 2,662.3
Investment properties 100.8 122.2
Associates and joint ventures 839.1 1,793.7
Other investments 20.3 6.7
Non-current debtors 97.9 102.2
Deferred tax assets 38.7 35.8
Pension assets 7.6 4.4
Non-current assets 4,402.4 5,725.0
Stocks 686.3 763.5
Current debtors 222.7 256.3
Current tax assets 13.3 15.1
Cash and bank balances 273.8 303.4
1,196.1 1,338.3
Assets held for sale (note 10) 1,673.5 47.8
Current assets 2,869.6 1,386.1
Current creditors (2,949.8) (2,095.9)
Current borrowings (504.9) (771.1)
Current lease liabilities (560.4) (562.0)
Current tax liabilities (33.7) (39.7)
Current provisions (42.2) (38.9)
(4,091.0) (3,507.6)
Liabilities associated with assets held for sale (note 10) - (19.8)
Current liabilities (4,091.0) (3,527.4)
Net current liabilities (1,221.4) (2,141.3)
Long-term borrowings (236.5) (153.0)
Non-current lease liabilities (2,202.6) (2,285.8)
Deferred tax liabilities (25.8) (41.2)
Pension liabilities (4.4) (6.2)
Non-current creditors (5.3) (3.7)
Non-current provisions (111.7) (105.7)
Non-current liabilities (2,586.3) (2,595.6)
594.7 988.1
Total equity
Share capital 75.2 75.2
Share premium and capital reserves 75.6 72.8
Revenue and other reserves 430.6 832.2
Shareholders' funds 581.4 980.2
Non-controlling interests 13.3 7.9
594.7 988.1
DFI Retail Group Holdings Limited
Consolidated Statement of Changes in Equity
for the year ended 31 December 2024
Share Share Capital Revenue and other Attributable to shareholders of the Company Attributable to non-controlling Total
US$m
capital premium reserves reserves interests equity
US$m
US$m
US$m
US$m
US$m
US$m
2024
At 1 January 75.2 39.6 33.2 832.2 980.2 7.9 988.1
Total comprehensive income - - - (292.4) (292.4) 5.4 (287.0)
Dividends paid by the Company - - - (114.3) (114.3) - (114.3)
(note 11)
Unclaimed dividends forfeited - - - 0.1 0.1 - 0.1
Share-based long-term incentive plans - - 11.1 - 11.1 - 11.1
Shares purchased for a share-based long-term incentive plan - - - (2.7) (2.7) - (2.7)
Change in interests in associates and joint ventures - - - (0.6) (0.6) - (0.6)
Transfer - - (8.3) 8.3 - - -
At 31 December 75.2 39.6 36.0 430.6 581.4 13.3 594.7
2023
At 1 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 - - - (67.3) (67.3) - (67.3)
(note 11)
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(c)) - - - - - 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 31 December 75.2 39.6 33.2 832.2 980.2 7.9 988.1
Revenue and other reserves at 31 December 2024 comprised revenue reserves of
US$742.9 million (2023: US$1,088.3 million), hedging reserves of US$5.6
million (2023: US$12.2 million), revaluation reserves of US$98.8 million
(2023: US$98.5 million) and exchange reserves of US$416.7 million loss (2023:
US$366.8 million loss).
DFI Retail Group Holdings Limited
Consolidated Cash Flow Statement
for the year ended 31 December 2024
2024 2023
US$m
US$m
Operating activities
Operating profit (note 4) 199.1 162.6
Depreciation and amortisation 837.4 827.2
Other non-cash items 163.7 148.1
(Increase)/decrease in working capital (79.1) 45.4
Interest received 4.8 8.7
Interest and other financing charges paid (153.9) (153.2)
Tax paid (50.7) (40.8)
921.3 998.0
Dividends from associates and joint ventures 51.6 45.6
Cash flows from operating activities 972.9 1,043.6
Investing activities
Purchase of associates and joint ventures (note 12(a)) (6.4) (18.4)
Purchase of other investments (note 12(b)) (46.5) -
Purchase of intangible assets (19.7) (22.9)
Purchase of tangible assets (153.3) (173.4)
Repayment from associates and joint ventures - 1.2
Sale of subsidiaries (note 12(c)) 94.1 (23.8)
Sale of associates and joint ventures (note 12(d)) 40.2 -
Sale of other investments 0.2 -
Sale of supermarkets in Indonesia (note 12(e)) 7.3 -
Sale of properties (note 12(f)) 18.9 142.0
Sale of other tangible assets 1.6 0.7
Cash flows from investing activities (63.6) (94.6)
Financing activities
Purchase of shares for a share-based long-term incentive plan (note 12(g)) (2.7) (9.7)
Drawdown of borrowings 1,490.0 1,268.9
Repayment of borrowings (1,617.1) (1,486.1)
Net (decrease)/increase in other short-term borrowings (44.6) 51.3
Principal elements of lease payments (641.7) (624.7)
Dividends paid by the Company (note 11) (114.3) (67.3)
Cash flows from financing activities (930.4) (867.6)
Net (decrease)/increase in cash and cash equivalents (21.1) 81.4
Cash and cash equivalents at 1 January 298.2 213.7
Effect of exchange rate changes (3.3) 3.1
Cash and cash equivalents at 31 December (note 12(h)) 273.8 298.2
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 31 December 2024 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).
There are no amendments which are effective in 2024 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 standards, interpretations or amendments
that have been issued but not yet effective.
The Group's 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: Health
and Beauty, Convenience, Food, Home Furnishings, Restaurants and Other
Retailing. Health and Beauty represents the health and beauty businesses.
Convenience is the Group's 7-Eleven businesses. Food comprises the grocery
retail businesses (including the Group's associates, Robinsons Retail and
Yonghui, leading grocery retailers in the Philippines and on the Chinese
mainland, respectively). 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 Robinsons Retail.
The Group's reportable segments are set out in notes 2, 4 and 6.
2. Revenue
2024 2023
US$m
US$m
Sales of goods
Analysis by reportable segments:
Health and Beauty 2,457.3 2,444.8
Convenience 2,378.8 2,441.4
Food 3,130.6 3,285.4
Home Furnishings 701.2 793.7
8,667.9 8,965.3
Revenue from other sources 201.0 204.6
8,868.9 9,169.9
The Group's revenue is further analysed as follows:
2024 2023
US$m
US$m
From contracts with customers
Recognised at a point in time 8,853.1 9,156.5
Recognised over time 12.6 12.6
8,865.7 9,169.1
Other
Rental income from investment properties 3.2 0.8
8,868.9 9,169.9
Analysis by geographical areas:
North Asia 6,489.8 6,675.4
South East Asia 2,379.1 2,494.5
8,868.9 9,169.9
The geographical areas covering North Asia and South East Asia, are determined
by the geographical location of customers. North Asia comprises Hong Kong, the
Chinese mainland, Macau and Taiwan. South East Asia comprises Singapore,
Cambodia, Malaysia, Indonesia and Brunei.
3. Net Operating Costs
2024 2023
Underlying business performance Non- trading items Total Underlying business performance Non- trading items Total
US$m US$m US$m US$m US$m US$m
Cost of sales (5,639.8) - (5,639.8) (5,957.2) - (5,957.2)
Other operating income 5.8 57.5 63.3 10.5 61.0 71.5
Selling and distribution costs (2,375.7) - (2,375.7) (2,412.1) - (2,412.1)
Administration and other operating expenses (516.1) (201.5) (717.6) (517.3) (192.2) (709.5)
(8,525.8) (144.0) (8,669.8) (8,876.1) (131.2) (9,007.3)
4. Operating Profit
2024 US$m 2023
US$m
Analysis by reportable segments:
Health and Beauty 210.8 212.5
Convenience 102.3 87.7
Food 57.8 45.3
Home Furnishings 16.1 18.5
387.0 364.0
Selling, general and administrative expenses (138.7) (151.9)
Underlying operating profit before IFRS 16(+) 248.3 212.1
IFRS 16 adjustment(‡) 94.8 81.7
Underlying operating profit 343.1 293.8
Non-trading items (note 9):
- business restructuring costs (21.6) (12.4)
- net gain on sale of subsidiaries 8.8 -
- net gain on sale of joint ventures 43.6 -
- profit on sale of supermarkets in Indonesia 1.4 -
- net profit on sale of properties 3.7 61.0
- impairment of intangible assets (133.4) (109.8)
- impairment of properties (0.2) -
- change in fair value of investment properties (13.6) (0.6)
- change in fair value of equity and debt investments (32.7) (15.0)
- divestment of Malaysia Grocery Retail business - (54.4)
199.1 162.6
(+) This measure of profit and loss is regularly provided to management.
Property lease payments and depreciation of reinstatement costs under the
lease contracts were included in the Group's analysis of reportable and
geographical segments' results.
(‡) Represented the reversal of lease payments which were accounted for on
a straight-line basis, adjusted by the lease contracts recognised under IFRS
16 'Leases', primarily for the depreciation charge on right-of-use assets.
Set out below is an analysis of the Group's underlying operating profit by
geographical areas:
2024 2023
US$m
US$m
North Asia 339.8 351.5
South East Asia 47.2 12.5
387.0 364.0
Selling, general and administrative expenses (138.7) (151.9)
Underlying operating profit before IFRS 16(+) 248.3 212.1
IFRS 16 adjustment(‡) 94.8 81.7
Underlying operating profit 343.1 293.8
(+) This measure of profit and loss is regularly provided to management.
Property lease payments and depreciation of reinstatement costs under the
lease contracts were included in the Group's analysis of reportable and
geographical segments' results.
(‡) Represented the reversal of lease payments which were accounted for on
a straight-line basis, adjusted by the lease contracts recognised under IFRS
16 'Leases', primarily for the depreciation charge on right-of-use assets.
5. Net Financing Charges
2024 2023
US$m
US$m
Interest expense
- bank loans and advances (35.5) (49.5)
- lease liabilities (113.5) (95.9)
- discounted liability on provisions (1.0) -
(150.0) (145.4)
Commitment and other fees (5.5) (6.4)
Financing charges (155.5) (151.8)
Financing income 4.7 7.9
(150.8) (143.9)
6. Share of Results of Associates and Joint Ventures
2024 * 2023 *
US$m
US$m
Analysis by reportable segments:
Health and Beauty 5.9 8.5
\
Food 11.4 (39.1)
Restaurants 63.9 77.6
Other Retailing 3.4 5.6
84.6 52.6
Share of results of associates and joint ventures included the following gains
from non-trading items (note 9):
2024 * 2023 *
US$m
US$m
Change in fair value of Maxim's investment property (1.7) (0.9)
Change in fair value of Yonghui's investment property (0.7) (0.2)
Change in fair value of Robinsons Retail's equity investments 34.4 20.8 1
Change in fair value of Yonghui's equity investments (8.0) (0.9)
Impairment charge of Yonghui's investments - (9.8)
Gain from sale of an associate by Robinsons Retail 16.5 -
Net gain from sale of debt investments by Robinsons Retail - 0.2
Gain from partial sale of an investment by Yonghui 1.6 -
42.1 9.2
Results are shown after tax and non-controlling interests in the associates
and joint ventures.
In January 2024, Robinsons Retail disposed of its interest in an associate,
Robinsons Bank Corporation (RBC) through a merger between RBC and Bank of the
Philippine Islands (BPI), Robinsons Retail's equity investment. Upon the
completion of merger, Robinsons Retail directly and indirectly owns
approximately 6.5% interest of BPI. The Group shared a gain of US$16.5 million
on this transaction. The fair value change of Robinsons Retail's equity
investments largely represented the fair value change of BPI.
* Included 12 months results from 1 October 2023 to 30 September 2024 (2023:
1 October 2022 to 30 September 2023) for Robinsons Retail and Yonghui, based
on their latest published announcements.
7. Tax
2024 2023
US$m
US$m
Tax charged to profit and loss is analysed as follows:
Current tax (46.9) (45.8)
Deferred tax 20.3 4.9
(26.6) (40.9)
Tax relating to components of other comprehensive income is analysed as
follows:
Remeasurements of defined benefit plans (0.3) 0.3
Cash flow hedges (0.2) 1.2
(0.5) 1.5
The Group is within the scope of the OECD Pillar Two model rules, and has
applied the exception to recognising and disclosing information about deferred
tax assets and liabilities relating to Pillar Two income taxes from 1 January
2023.
Pillar Two legislation has been enacted or substantially enacted in certain
jurisdictions in which the Group operates. The legislation has become
effective for the Group's financial year ended 31 December 2024. 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.
The assessment of the potential exposure to Pillar Two income taxes is based
on the latest financial information for the year ended 31 December 2024 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 income tax expense related to
Pillar Two income taxes in the relevant jurisdiction is assessed to be
immaterial.
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$26.0 million (2023: US$23.4 million) is included in share
of results of associates and joint ventures.
8. (Loss)/Earnings per Share
Basic (loss)/earnings per share are calculated on loss attributable to
shareholders of US$244.5 million (2023: profit of US$32.2 million), and on the
weighted average number of 1,345.3 million (2023: 1,346.1 million) shares in
issue during the year.
Diluted (loss)/earnings per share are calculated on loss attributable to
shareholders of US$244.5 million (2023: profit of US$32.2 million), and on the
weighted average number of 1,345.3 million shares in issue during the year
(2023: 1,353.6 million shares in issue after adjusting for 7.5 million shares
which were deemed to be issued or granted for no consideration under the
share-based long-term incentive plans).
The weighted average number of shares is arrived at as follows:
Ordinary shares in millions
2024 2023
Weighted average number of shares in issue 1,353.7 1,353.6
Shares held by a subsidiary of the Group under a share-based long-term (8.4) (7.5)
incentive plan
Weighted average number of shares for basic earnings per share calculation 1,345.3 1,346.1
Adjustment for shares deemed to be issued or granted for no consideration 8.4* 7.5
under the share-based long-term incentive plans
Weighted average number of shares for diluted earnings per share calculation 1,353.7 1,353.6
* Applicable for calculating diluted earnings per share for underlying
profit attributable to shareholders only.
Additional basic and diluted (loss)/earnings per share are also calculated
based on underlying profit attributable to shareholders. A reconciliation of
earnings is set out below:
2024 2023
US$m Basic (loss)/ earnings per share Diluted (loss)/ earnings per share US$m Basic Diluted
earnings per share
earnings per share
US¢ US¢
US¢ US¢
(Loss)/profit attributable to shareholders (244.5) (18.17) (18.17) 32.2 2.39 2.38
Non-trading items (note 9) 445.1 122.5
Underlying profit attributable to shareholders 200.6 14.91 14.82 154.7 11.49 11.43
9. Non-trading Items
Non-trading items are separately identified to provide greater understanding
of the Group's underlying business performance. Items classified as
non-trading items include fair value gains and losses on revaluations of
investment properties, and equity and debt investments which are measured at
fair value through profit and loss; gains and losses arising from the sale of
businesses, investments and properties; impairment of non-depreciable
intangible assets, properties, and associates and joint ventures; provisions
for the closure of businesses; acquisition-related costs in business
combinations; and other credits and charges of a non-recurring nature, that
require inclusion in order to provide additional insight into underlying
business performance.
An analysis of non-trading items in operating profit and (loss)/profit
attributable to shareholders is set out below:
Operating profit (Loss)/profit attributable to shareholders
2024 2023 2024 2023
US$m
US$m
US$m
US$m
Business restructuring costs (21.6) (12.4) (20.5) (11.4)
Net gain on sale of subsidiaries 8.8 - 10.7 -
Net gain on sale of joint ventures 43.6 - 43.6 -
Profit on sale of supermarkets in Indonesia 1.4 - 1.2 -
Net profit on sale of properties (note 12(f)) 3.7 61.0 3.3 59.2
Impairment of intangible assets (133.4) (109.8) (133.4) (109.8)
Impairment of properties (0.2) - (0.2) -
Change in fair value of investment properties (13.6) (0.6) (13.5) (0.6)
Change in fair value of equity and debt investments (32.7) (15.0) (32.7) (15.0)
Divestment of Malaysia Grocery Retail business - (54.4) - (54.1)
Impairment charge on interest in an associate - - (231.3) -
Loss relating to divestment of an associate (note 10) - - (114.4) -
Share of change in fair value of Maxim's - - (1.7) (0.9)
investment property
Share of change in fair value of Yonghui's - - (0.7) (0.2)
investment property
Share of change in fair value of Robinsons Retail's equity investments (note - - 34.4 20.8
6)
Share of change in fair value of Yonghui's - - (8.0) (0.9)
equity investments
Share of impairment charge of Yonghui's investments - - - (9.8)
Share of gain from sale of an associate by - - 16.5 -
Robinsons Retail (note 6)
Share of net gain from sale of debt investments by Robinsons Retail - - - 0.2
Share of gain from partial sale of - - 1.6 -
an investment by Yonghui
(144.0) (131.2) (445.1) (122.5)
The Group continues to review and restructure its operation formats. In view
of this, restructuring costs primarily relating to employee costs of US$17.0
million and business closure costs of US$6.2 million were charged to profit
and loss during the year. In 2023, there were also US$12.5 million
restructuring costs primarily relating to employee costs charged to profit and
loss.
Net gain on sale of subsidiaries in 2024 related to the Group's disposals of
its wholly-owned subsidiaries, Jelita Property Pte Ltd (Jelita Property), a
property holding company in Singapore and DFI Properties Taiwan Limited (DFI
Properties), a property holding company in Taiwan with a gain of US$14.4
million and a loss of US$5.6 million, respectively. Following the disposals,
the Group immediately leased back certain portions of the tangible and
right-of-use assets from Jelita Property and DFI Properties.
Net gain on sale of joint ventures comprised a gain of US$44.1 million on sale
of 41.5% interest in Retail Technology Asia Limited (RTA) to a joint venture
partner, and a loss of US$0.5 million on sale of the Group's interest in All
Guardian Company Limited (All Guardian), a health and beauty joint venture in
Thailand during the year. The Group has no interest in these joint ventures
upon the completion of the transactions.
In June 2024, the Group disposed of its supermarkets in Indonesia with the
assets and liabilities supporting the business sold at a profit of US$1.4
million.
Following an impairment review in 2024, goodwill associated with San Miu
business in Macau was fully impaired with an impairment charge of US$120.5
million, while goodwill related to Lucky business in Cambodia was reduced to
its recoverable amount of US$12.3 million, resulting in a US$12.9 million
impairment charge. In 2023, the impairment charges on goodwill were associated
with San Miu, Giant business in Singapore and the remaining goodwill in
digital business in Hong Kong and Singapore amounting to a total of US$109.8
million.
The impairment charge on interest in an associate related to the Group's
interest in Robinsons Retail. At 31 December 2024, the fair value of Robinsons
Retail was US$196.3 million, compared to its carrying amount of US$471.9
million, indicating a deficit of US$275.6 million. An impairment review was
conducted on the carrying value, by determining the recoverable amount using a
value-in-use calculation to estimate the discounted future cash inflows
derived from holding the investment and from its ultimate disposal, and
concluded that an impairment charge of US$231.3 million was required.
In 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 shareholdings in GCH Retail (Malaysia) Sdn. Bhd. (GCH),
Jutaria Gemilang Sdn. Bhd., and Jupiter Lagoon Sdn. Bhd., were disposed. A
loss on sale of subsidiaries amounting to US$49.1 million, including a
cumulative exchange translation loss of US$48.7 million, was recorded. There
were also impairment charge of US$3.0 million on certain tangible assets in
the business upon the reclassification to assets held for sale and a profit on
disposal of associated properties of US$3.3 million was recorded. Together
with other charges, a total of US$54.4 million was charged to profit and loss
in regard of the divestment in 2023.
10. Assets Held for Sale/(Liabilities Associated with Assets Held for
Sale)
2024 2023
US$m
US$m
Tangible and right-of-use assets 3.7 6.5
Investment properties 7.7 -
Interest in an associate 1,662.1 -
Assets included in disposal group held for sale - 41.3
Assets held for sale 1,673.5 47.8
Liabilities associated with assets held for sale - (19.8)
1,673.5 28.0
Tangible and right-of-use assets
At 31 December 2024, the tangible and right-of-use assets held for sale
represented a property in Indonesia. The sale of this property is considered
to be highly probable in 2025.
At 31 December 2023, the tangible and right-of-use assets held for sale
represented two properties in Indonesia. These properties were sold at a
profit of US$4.6 million during the year.
Investment properties
At 31 December 2024, the investment properties held for sale represented two
properties in Indonesia. The sale of these properties is considered to be
highly probable in 2025.
Interest in an associate
At 31 December 2024, the interest in an associate classified as held for sale
represented the Group's 21.44% interest in Yonghui.
On 23 September 2024, the Group entered into a share transfer agreement (the
Agreement) with a third-party for the disposal of 1,913.1 million shares of
Yonghui at CNY2.35 per share, representing the Group's entire interest in
Yonghui, for a total consideration of CNY4,495.9 million (approximately
US$622.7 million). A total loss relating to the divestment of US$114.4 million
was recognised in the year.
On entering the Agreement, management considered the divestment was highly
probable within one year, and accordingly, the interest in Yonghui was
reclassified to assets held for sale, and the equity basis of accounting for
this investment was discontinued in September 2024. An impairment charge of
US$149.3 million was recognised to reduce the US$758.9 million carrying value
of Yonghui to its fair value less costs to sell.
As part of its financial risk management strategy, the Group designated the
Agreement, representing a forward contract, as the hedge instrument to
mitigate the changes in fair value of the shares associated with its interest
in Yonghui, the hedged asset. As a result, fair value hedge accounting has
been applied, with changes in the fair value of both the forward contract and
the Group's interest in Yonghui recognised in profit and loss.
At 31 December 2024, Yonghui's share price indicated a fair value gain of
US$1,081.8 million on the Yonghui interest classified under held for sale.
Simultaneously, a corresponding fair value loss of US$1,050.7 million was
recorded on the forward contract.
To mitigate the potential losses from the Chinese yuan versus the United
States dollar, forward foreign exchange contracts were secured in December
2024. At 31 December 2024, there was a total fair value gain of US$7.8 million
arose from these forward foreign exchange contracts and the gain was credited
to profit and loss.
The loss relating to divestment of Yonghui for the year ended 31 December 2024
is summarised as below:
US$m
Impairment charge upon reclassification to assets held for sale (149.3)
Fair value gain on interest in Yonghui 1,081.8
Fair value loss on a forward contract (1,050.7)
Fair value gain on forward foreign exchange contracts 7.8
Transaction costs provided (4.0)
Loss relating to the divestment (note 9) (114.4)
Additional information on the impact to the consolidated balance sheet
relating to the divestment at 31 December 2024 is also set out below:
US$m
Current debtors 7.8
Assets held for sale 1,662.1
Current creditors (1,053.4)
Assets and liabilities relating to the divestment 616.5
The divestment was completed with proceeds of CNY4,495.9 million received on
26 February 2025. The assets held for sale and current creditors described
above were therefore settled on the completion date. Based on a preliminary
assessment, a further loss of approximately US$130.0 million, mainly from the
realisation of exchange translation differences, will be charged to profit and
loss in the year ending 31 December 2025. The total loss relating to the
divestment is approximately US$244.0 million.
Disposal group held for sale
2023
US$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. Upon completion of
the disposal, the Group immediately leased back a portion of the tangible and
right-of-use assets from DFI Properties. The transactions were completed
during the year (note 9).
The disposal group held for sale represented the portion of the tangible and
right-of-use assets that would not be leased back, and other assets and
liabilities, with a total carrying value of US$21.5 million attributable to
DFI Properties at 31 December 2023.
11. Dividends
2024 2023
US$m
US$m
Final dividend in respect of 2023 of US¢5.00 (2022: US¢2.00) per share 67.7 27.1
Interim dividend in respect of 2024 of US¢3.50 (2023: US¢3.00) per share 47.4 40.6
115.1 67.7
Dividends on shares held by a subsidiary of the Group under a share-based (0.8) (0.4)
long-term incentive plan
114.3 67.3
A final dividend in respect of 2024 of US¢7.00 (2023: US¢5.00) per share
amounting to a total of US$94.8 million (2023: US$67.7 million) is proposed by
the Board. The dividend proposed will not be accounted for until it has been
approved at the 2025 Annual General Meeting and will be accounted for as an
appropriation of revenue reserves in the year ending 31 December 2025.
12. Notes to Consolidated Cash Flow Statement
(a) Purchase of associates and joint ventures in 2024 related to the
Group's capital injections of US$4.5 million to Minden International Pte. Ltd.
(Minden), an associate in Singapore and US$1.9 million to Pan Asia Trading and
Investment One Member Company Limited (PATI), a joint venture in Vietnam.
Purchase in 2023 related to the Group's capital injections of US$8.3 million
to RTA, US$5.1 million to Minden, US$2.2 million to All Guardian and US$2.8
million to PATI.
(b) Purchase of other investments in 2024 related to the Group's
subscription of 1.14% equity shares in Dmall Inc., a company listed in the
Hong Kong Stock Exchange, amounted to US$39.6 million and the Group's
investment in Tecsa Limited, a company founded in the United Kingdom,
providing customer data and loyalty analytics consultancy services, for US$6.9
million.
(c) Sale of subsidiaries
2024 2023
US$m
US$m
Non-current assets 79.3 102.2
Current assets 42.9 174.2
Current liabilities (19.8) (177.9)
Non-current liabilities (35.3) (120.8)
Non-controlling interests - 10.2
Net assets/(liabilities) disposed of 67.1 (12.1)
Deferred gain on sale and leaseback of properties 11.6 -
Cumulative exchange translation losses 8.4 48.7
Net gain/(loss) on disposals 8.8 (49.1)
Total consideration 95.9 (12.5)
Non-cash items:
- consideration settled - 41.8
- consideration receivable - (1.1)
- transaction costs settled - 2.2
- transaction costs payable 2.0 4.4
2.0 47.3
Cash and cash equivalents of the subsidiaries disposed of (3.8) (58.6)
Net cash inflows/(outflows) 94.1 (23.8)
Total consideration of the transactions is further analysed as follows:
2024 2023
US$m
US$m
Net sale proceeds 97.9 59.6
Consideration paid and settled - (49.2)
Consideration receivable - 1.1
Transaction costs paid and settled - (19.6)
Transaction costs payable (2.0) (4.4)
95.9 (12.5)
Net cash inflows for sale of subsidiaries in 2024 related to the Group's
disposal of its 100% interest in DFI Properties and Jelita Property for net
cash inflows of US$57.4 million and US$36.7 million, respectively (note 9).
There was no revenue recognised by the subsidiaries disposed of during the
year. Loss after tax in respect of the subsidiaries disposed of during the
year amounted to US$1.3 million.
In 2023, the Group completed the disposals of its interests in subsidiaries
operating the Malaysia Grocery Retail business, and the associated properties,
to a third-party. 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 cash received from the divestment of the Malaysia Grocery Retail business
in 2023 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)).
(d) Sale of associates and joint ventures in 2024 mainly related to the
proceeds from the Group's disposal of 41.5% interest in RTA amounted to
US$38.9 million and its interest in All Guardian amounted to US$2.2 million.
(e) Sale of supermarkets in Indonesia in 2024 represented the net proceeds
from the Group's disposal of its supermarket business amounting to US$7.3
million. Assets mainly tangible assets and inventories, and liabilities
supporting the business were sold at a profit of US$1.4 million (note 9).
(f) Sale of properties in 2024 related to disposal of four properties in
Indonesia for a total cash consideration of US$18.9 million, and a net profit
on disposal amounted to US$3.7 million (note 9) was recognised.
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 profit 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(c)), and a
profit of US$3.3 million (note 9) was recognised.
(g) Purchase of shares for a share-based long-term incentive plan in 2024
related to the purchase of 1,432,716 ordinary shares from the stock market by
a subsidiary of the Group for a total consideration of US$2.7 million. In
2023, 3,976,300 ordinary shares were purchased for US$9.7 million.
(h) Analysis of balances of cash and cash equivalents
2024 2023
US$m
US$m
Cash and bank balances 273.8 303.4
Bank overdrafts - (8.1)
Cash and bank balances included in assets held for sale (note 10) - 2.9
Cash and cash equivalents 273.8 298.2
13. Capital Commitments and Contingent Liabilities
Total capital commitments at 31 December 2024 amounted to US$44.6 million
(2023: US$72.3 million).
Various Group companies are involved in litigation arising in the ordinary
course of their respective businesses. Having reviewed outstanding claims and
taking into account legal advice received, the Directors are of the opinion
that adequate provisions have been made in the financial statements.
14. Related Party Transactions
The parent company of the Group is Jardine Strategic Limited and the ultimate
parent company is Jardine Matheson Holdings Limited (JMH). Both companies are
incorporated in Bermuda.
In the normal course of business, the Group undertakes a variety of
transactions with certain subsidiaries, associates and joint ventures of JMH
(Jardine Matheson group), and the Group's associates and joint ventures. The
more significant of such transactions are described below.
2024 2023
US$m
US$m
Management services provided by Jardine Matheson Limited (JML)
- management consultancy services 0.4 0.2
- directors' fees 0.3 0.3
Property, purchases and other services provided by
Jardine Matheson group
- lease payments 3.0 4.0
- motor vehicles 1.5 0.9
- accounting, and repairs and maintenance services 8.2 2.4
Purchases and services received from associates and joint ventures
- ready-to-eat products 45.6 47.3
- point-of-sale system implementation and consultancy services 19.5 16.9
- customer loyalty programme launched in Singapore 4.7 4.7
The management fees paid to JML, a wholly-owned subsidiary of JMH, are under
the terms of a Management Services Agreement.
The fees relating to the point-of-sale system implementation and consultancy
services paid to RTA group represented the amounts paid before the Group's
divestment of RTA during the year.
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 creditors.
15. Post Balance Sheet Event
On 26 February 2025, the Group completed the divestment of its interest in
Yonghui. Detailed information is stated in note 10.
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 2024 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, 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 and unemployment rate. Such developments might increase
operating costs, reduce consumers' purchasing power and 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.
Competitive Market Environment, Consumer Behaviour Change and Digital
Transformation Risk
Market risk refers to the potential for a company's financial performance to
be adversely affected by changes in market conditions. The Group's businesses
operate in areas that are highly competitive and failure to compete
effectively, whether in terms of price, technology, property site or levels of
service, or 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 the Group's earnings. Significant competitive
pressure may also lead to reduced margins.
While the Group's regional diversification does help to mitigate some risks, a
significant portion of the Group's revenues and profits continues to be
derived from our operations in Hong Kong. Although Hong Kong has seen a return
of tourists, this is still below pre-pandemic levels. With the increasing
integration with the Greater Bay Area, more citizens opt to shop across the
border due to price differences and wider range of product choices. Recent
increased emigration and a decline in net population also impact the Group,
leading to local customer base and spending power reduction.
With technology advancements, consumers now have heightened expectations for
their online shopping experiences. Our digital strategy will continue to
evolve to meet these expectations. While social media presents significant
opportunities for the Group's businesses to connect with customers and the
public, it also creates potential risks for companies to monitor, including
potential damage to brand equity or reputation from negative publicity on
these media, which may in turn adversely affect 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.
· Closely monitoring price index against competitor and market and
rationalising promotion to reduce unnecessary price investment in price
inelastic products.
Financial and Treasury Risk
The Group prepares financial statements in accordance with International
Financial Reporting Standards, including International Accounting Standards
and Interpretations as issued by the International Accounting Standards Board.
These standards may be subject to revisions and/or supplements from time to
time, which could in turn have significant impact on the Group's financial
statement presentation, financial position, or results of operations.
The Group's activities expose it to a variety of financial risks, including
market risk, credit risk and liquidity risk.
The financial and treasury risk the Group faces includes i) foreign
exchange-related risk: this refers to risks arising from daily operations and
other 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: potential adverse
interest rate fluctuations through the impact of rate changes on
interest-bearing liabilities and assets; and iii) securities price risk: the
Group's financial performance may be negatively impacted 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.
· Continuous monitoring on accounting standards and reporting
requirements updates.
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.
Leasing, Franchises, Concessions 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
contracts could adversely affect the financial conditions and results of
operations of certain subsidiaries, associates, and joint ventures of the
Group.
Other factors relating to lease arrangements of stores such as competition
with other potential tenants or rental increase could adversely impact store
profitability, and the Group's offline expansion strategy.
Our convenience business mainly operates on a sub-franchise model and offers
the Group with expansion opportunities. However, the risk that we may be
unable to recruit suitable franchisees and potential inconsistency in
sub-franchisee's operations could adversely affect our earnings and
reputation.
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.
· Negotiate to commit to a longer lease term for low-rent-stores with
renewal options.
· Seek space expansion of existing stores with high sales potential, or
downsize stores with low sales intensity.
· Leverage the Group's resources by pooling stores of different formats
and banner to create high stakes and enhance bargaining power.
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, environmental protection, 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.
The Group's businesses could also be impacted by worldwide or geographical
political tensions. These include US-China trade war, the Ukraine War and
Middle East Conflicts, which indirectly impact our businesses from different
aspects e.g. product supply, customer preference and insurance coverage.
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 and arrange intensive training for key
personnel to understand and work towards full compliance.
· Updated/Fit-for-purpose crisis management plans in place.
Cybersecurity and Technology Risk
The Group faces an increasing number of cyber threat. With the increase
volume of customer data collected via loyalty programs and alongside our
ecommerce expansion strategy, 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.
There are also increasing cyber fraud activities such as phishing email or SMS
with fake websites, where team members and customers are deceived to provide
confidential information or make payment to fraudsters. These could also
adversely impact the Group businesses image.
The Group is heavily reliant on the integrity of 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. Existing and new
unsupported systems with security vulnerabilities are also prone to
performance issue and unable to support the Group's expansion strategy.
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 (labour shortage)
The competitiveness of an organisation depends on the quality and the
availability of the people that it attracts and retains. The market has also
seen a change in work preference (e.g. self-employed/non-customers facing
role/remote working), driven by generational shift in workforce.
A shortage of manpower to run stores and other 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 DE&I across the Group.
· Total compensation in line with market benchmarking.
· Review and expand recruitment channels to reach out more candidates,
i.e. Facebook's recruitment page, LinkedIn recruitment and WhatsApp of related
job group, recruitment booth, and direct mailing.
Environmental and Climate Related Risks
Natural 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.
Additionally, rising temperatures may lead to increased energy and refrigerant
consumption, resulting in a higher carbon footprint.
With governments also taking a more proactive approach towards carbon taxes,
renewable energies, waste reduction 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 among investors,
governments and the general public, expectations from 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 for the Group and its businesses to meet key
stakeholders' expectations.
There is potential for negative publicity and operational disruption arising
from conflicts between activists and the Group's businesses that are perceived
to be engaged in trade and activities that are environmentally unfriendly.
Mitigation Measures
· Established a Sustainability Committee, led by the Group Chief
Executive and certain Management Committee members, actively involved in
developing and implementing the decarbonisation strategy and targets while
monitoring progress.
· Investing in energy and refrigeration efficiency initiatives to
reduce energy consumption and optimise cooling system, addressing temperature
rise and extreme heat.
· Budgeted US$15 million to US$20 million annually to the investment in
scope 1 and 2 projects to ensure sufficient funding in reducing carbon
footprints addressing low carbon technologies transition.
· Incorporated carbon emission assessments into new store openings and
renewals and consider potential carbon pricing impacts in decision-making,
managing the potential risk from carbon pricing.
· Implemented business continuity plans for all locations to ensure
operational resilience to address typhoon and rainfall flooding.
· Implementing supplier diversification programme to diversify supply
source from regions with more sustainable farming practice or less prone to
climate impact to address increased production cost due to climate change.
· Innovating and developing new products or services that align with
sustainability trends, such as sustainable packaging and Own Brand Low Carbon
Rice, addressing consumer preferences change to low carbon products.
· Improved ESG rating, particularly climate-related criteria to address
increased investors and consumers concerns over climate change management by
corporations.
· Conducting regular and comprehensive climate scenario analysis to
identify vulnerabilities and opportunities, enabling informed decision-making
to address the risks.
· Obtaining assurance on emission data disclosed and improve
climate-related data quality and accounting control.
· Implemented compliance programme to ensure adherence to evolving
regulations, including regular monitoring, and updating of policies and
procedures.
Third-party Service Provider and Supply Chain Management Risk
Third-party reliance risk refers to the availability and/or major disruption
in operations of our key suppliers, rendering their inability to serve the
Group's businesses. These can be linked to financial instability, cyber fraud
or security threats, violation of legal and regulatory requirement and
non-compliance to the Group's supplier code of conduct.
Supply chain risk refers to potential disruptions and uncertainties that can
affect the flow of goods and services from suppliers to end consumers. These
risks include dependence on key suppliers, suppliers quality fluctuations,
geopolitical tensions, natural disasters and transportation delays. Changes in
international trade policies or tariffs could also impact the availability and
cost of goods.
All these factors could potentially lead to inventory shortages, financial
losses due to business disruption, and reputation damage to the Group.
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 the 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 supplier's 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
Health and safety risks encompass the potential threats to the well-being of
team members, customers, and contractors within the Group's operating
environment. These risks can arise from workplace accidents, insufficient
safety protocols, and exposure to hazardous materials which could lead to
injuries or illnesses. High traffic in stores also increases the potential for
incidents, while ensuring we adherence to health & safety regulations.
Product quality risk involves potential issues associated with the goods used
or consumed by customers, which can lead to recalls, legal liabilities, and
reputational damage to the Group. Risks may also arise from supplier quality
issues, non-compliance with regulatory standards, or manufacturing defects.
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 is designed to
recognise potential hazards, enabling timely corrective actions to be taken to
enhance workplace safety.
· 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 that
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 the Group's 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 team member
compensation.
· Obtaining adequate product liability insurance.
Supplier-related Ethical Sourcing Risk
Supplier-related ethical sourcing risk refers to the risk of engaging with
suppliers who do not align with the Group's ethical and sustainability goals.
This includes limited transparency in complex supply chains, difficulties in
verification and auditing, and potential non-compliance by suppliers such as
violation of employment rights related regulations at production sites.
Our business advocates for protecting human rights in our own operations and
business relationships. It includes ensuring fair wages and safe working
conditions for team members, privacy protection, working environment free from
discrimination and abuse.
Failure to manage such risks could lead to material reputational damage,
regulatory fines and negative financial impact.
Mitigation Measures
· Establish and communicate on supplier's code of conduct.
· Risk-based Supplier Ethical Audit requirement to ensure compliance
with ethical standards and code of conduct.
· Provide training and education to internal team members and suppliers
about ethical sourcing and sustainability best practices.
· Maintain effective 'Speak Up' hotline for any non-compliance or
workplace concern to be raised.
· Implement survey for team members and business partners to understand
ethical environment in our operation.
DFI Retail Group Holdings Limited
Responsibility Statements
The Directors of the Company confirm that, to the best of their knowledge:
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 2024 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
Tom van der Lee
Directors
DFI Retail Group Holdings Limited
Dividend Information for Shareholders
The final dividend of US¢7.00 per share will be payable on 14 May 2025,
subject to approval at the Annual General Meeting to be held on 2 May 2025, to
shareholders on the registers of members at the close of business on 21 March
2025. The shares will be quoted ex-dividend on 20 March 2025, and the share
registers will be closed from 24 to 28 March 2025, inclusive.
Shareholders will receive cash dividends in United States Dollars, except
where 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 Pounds Sterling. These shareholders may make new
currency elections for the 2024 final dividend by notifying the United Kingdom
transfer agent in writing by no later than 4.00 p.m. (local time) on 25 April
2025. The Pounds Sterling equivalent of dividends declared in United States
Dollars will be calculated by reference to an exchange rate prevailing on 30
April 2025.
Shareholders holding their shares through the CREST system in the United
Kingdom will receive cash dividends in Pounds 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 enrolled in CDP's Direct Crediting Service (DCS)
Those shareholders who are enrolled in 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 enrolled in CDP's DCS
Those shareholders who are not enrolled in 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 21 March 2025, 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 20 March 2025.
DFI Retail Group Holdings Limited
About DFI Retail Group
DFI Retail Group is a leading Asian retailer. At 31 December 2024, the Group,
its associates and joint ventures operated over 10,700 outlets, of which more
than 5,000 stores were operated by subsidiaries. The Group, together with
associates and joint ventures, employed over 190,000 people, with over 45,000
people employed by its subsidiaries. The Group had total annual revenue in
2024 of US$24.9 billion and reported revenue of US$8.9 billion.
DFI Retail Group is dedicated to delivering quality, value and exceptional
service to Asian consumers through a compelling retail experience, supported
by an extensive store network and highly efficient supply chains.
The Group (including associates and joint ventures) operates a portfolio of
well-known brands across six key divisions. The principal brands are:
Health and Beauty
· Mannings on the Chinese mainland, Hong Kong and Macau S.A.R.;
Guardian in Brunei, Indonesia, Malaysia, Singapore and Vietnam.
Convenience
· 7-Eleven in Hong Kong and Macau S.A.R., Singapore and Southern China.
Food
· Wellcome and Market Place in Hong Kong S.A.R.; Cold Storage and Giant
in Singapore; Lucky in Cambodia; and Robinsons in the Philippines.
Home Furnishings
· IKEA in Hong Kong and Macau S.A.R., Indonesia and Taiwan.
Restaurants
· Hong Kong Maxim's group on the Chinese mainland, Hong Kong and Macau
S.A.R., Cambodia, Laos, Malaysia, Singapore, Thailand and Vietnam.
Other Retailing
· Robinsons in the Philippines operating department stores, specialty
and DIY stores.
At the heart of its business, DFI Retail Group is driven by its purpose to
'Sustainably Serve Asia for Generations with Everyday Moments'.
The Group's parent company, DFI Retail Group Holdings Limited, is incorporated
in Bermuda and has a primary listing in the equity shares (transition)
category of the London Stock Exchange, with secondary listings in Bermuda and
Singapore. The Group's businesses are managed from Hong Kong. DFI Retail Group
is a member of the Jardine Matheson Group.
For further information, please contact:
Karen Chan (Investor Relations) (852) 2299 1380
Christine Chung (Corporate Communications and Affairs) (852) 2299 1056
William Brocklehurst (Brunswick Group Limited) (852) 5685 9881
Full text of the Preliminary Announcement of Results and the Preliminary
Financial Statements for the year ended 31 December 2024 can be accessed via
the DFI Retail Group corporate website at www.DFIretailgroup.com.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END FR JMMLTMTIBMMARecent news on DFI Retail group
See all newsREG - DFI Retail Group Jardine Matheson Hdg - PT DFI Retail Nusantara Tbk 3 Months 2025 Results
AnnouncementREG - DFI Retail Group - Director/PDMR Shareholding
AnnouncementREG - DFI Retail Group - Dividend Declaration
AnnouncementREG - DFI Retail Group - Annual Financial Report
AnnouncementREG - DFI Retail Group - Director/PDMR Shareholding
Announcement