Spur Corporation Limited - Reviewed results for the year ended 30 June 2002 Spur Corporation Limited (Registration number 1998/000828/06) Share code: SUR ISIN: ZAE000022653 REVIEWED RESULTS FOR THE YEAR ENDED 30 JUNE 2002 KEY PERFORMANCE INDICATORS Headline Earnings +22% Headline Earnings per Share +18% S.A. Franchise Income +14% International Franchise Income +28% INCOME STATEMENT Reviewed Audited 12 months 12 months ended % ended R`000 Note 30/06/02 Increase 30/06/01 Turnover 1 138 024 8 127 536 Operating profit 46 054 16 39 562 Interest received 3 107 2 591 Interest paid (400) (1 020) Net interest received 2 707 1 571 Exceptional items 2 (1 679) - Profit before taxation 47 082 14 41 133 Taxation (10 271) (9 701) Profit after taxation 36 811 17 31 432 RECONCILIATION BETWEEN EARNINGS AND HEADLINE EARNINGS Earnings attributable to ordinary shareholders 36 811 31 432 Exceptional items 1 679 - Headline earnings 38 490 22 31 432 Statistics Shares in issue (000`s) 3 94 884 89 952 Weighted average number of shares in issue (000`s) 4 93 822 90 354 Fully diluted number of shares in issue (000`s) 93 822 97 112 Earnings per share (cents) 39.23 13 34.79 Headline earnings per share (cents) 41.02 18 34.79 Fully diluted headline earnings per share (cents) 41.02 27 32.37 Distributions per share (cents) (Including proposed November 2002 distribution) 20.50 17 17.50 NOTES Note 1: Turnover S.A. franchise income 48 767 14 42 962 International franchise income 4 756 28 3 726 Licence fees 1 714 (39) 2 818 Company-owned stores 2 238 (75) 8 840 Sale of goods and services 80 549 16 69 190 138 024 8 127 536 Note 2: Exceptional items comprise loans written-off. Note 3: Shares in issue less shares repurchased by a wholly owned subsidiary company. Note 4: The increase in the weighted average number of shares in issue arose from the conversion of 6 758 299 debentures into ordinary shares in the ratio of 1 debenture to 1 ordinary share on 30 September 2001. In addition the company repurchased 1 825 924 shares in terms of its buyback programme in 2002. BALANCE SHEET Reviewed Audited R`000 30/06/02 30/06/01 ASSETS NON-CURRENT ASSETS 89 123 78 910 - Fixed assets 7 253 7 268 - Interest in associated companies 27 148 15 128 - Loans 3 573 - - Deferred tax 51 149 56 514 CURRENT ASSETS 64 394 56 822 - Inventory 4 234 5 140 - Trade and other receivables 24 546 33 064 - Loans 1 934 156 - Cash resources 33 680 18 462 TOTAL ASSETS 153 517 135 732 EQUITY AND LIABILITIES EQUITY CAPITAL AND RESERVES 123 867 106 174 - Ordinary share capital 1 1 - Share premium and shares repurchased 233 393 243 994 - Accumulated deficit (109 527) (145 181) - Equity portion of convertible debentures - 7 360 NON-CURRENT LIABILITIES - 2 464 - Liability portion of convertible debentures - 2 290 - Loans - 174 CURRENT LIABILITIES 29 650 27 094 - Trade and other payables 18 555 22 141 - Bank overdraft 9 148 1 653 - Taxation 1 446 2 578 - Shareholders for distribution 501 722 TOTAL EQUITY AND LIABILITIES 153 517 135 732 CASH FLOW STATEMENT Reviewed Audited 12 months 12 months ended ended R`000 30/06/02 30/06/01 Cash generated from operations 46 119 40 515 Finance income - net 2 707 1 571 Taxation paid (6 038) (4 961) Distributions (17 708) (15 448) Working capital changes 6 735 (11 060) Cash flow from operating activities 31 815 10 617 Cash flow from investing activities (19 100) (9 003) Cash flow from financing activities (4 992) (3 229) Net increase (decrease) in cash and cash equivalents 7 723 (1 615) Net cash and cash equivalents at beginning of period 16 809 18 424 Net cash and cash equivalents at end of period 24 532 16 809 STATEMENT OF CHANGES IN EQUITY Shares R1000 Share Share Unissued Distributable Repurchased Capital Premium Shares Reserves by Subsidiary Total Balance at 1 July 2000 1 261 328 7 360 (169 940) - 98 749 As previously stated 254 058 (168 960) Change in accounting policy 7 270 (980) Net profit for the year - - - 31 432 - 31 432 Distributions - (15 448) - - - (15 448) Write-off of Intangible assets - - - (6 673) - (6 673) Shares Repurchased - - - - (1 886) (1 886) Balance at 30 June 2001 1 245 880 7 360 (145 181) (1 886)106 174 As previously stated 238 156 (143 964) Change in Accounting policy 7 724 (1 217) Net profit for the year - - - 36 811 - 36 811 Distributions - (17 487) - - - (17 487) Shares issued - 11 400 (7 360) (1 157) - 2 883 Shares repurchased - - - - (4 514) (4 514) Balance at 30 June 2002 1 239 793 - (109 527) (6 400)123 867 BASIS OF PREPARATION OF FINANCIAL STATEMENTS These reviewed results have been prepared in accordance with South African Statements of Generally Accepted Accounting Practice and the accounting policies used in the preparation of these results are consistent with the prior year other than as set out below. CHANGE IN ACCOUNTING POLICIES In accordance with recently amended South African statements of Generally Accepted Accounting Practice with regard to depreciation of buildings (AC 135), recognition of distributions to shareholders (AC 107) and provision for leave pay (AC 116) the Group has changed its policy and now complies with the requirements of these statements of Generally Accepted Accounting Practice. COMPARATIVE FIGURES Comparative figures have been restated to accord with changes in accounting policies and current year classifications. FINANCIAL AND OPERATING REVIEW We are pleased to report that we have continued to experience buoyant trading conditions at store level, which has enabled us to grow our existing base substantially. The strategies and disciplines applied in all divisions of the Group have been instrumental in ensuring another successful trading year. Our core South African Franchising division achieved a 14% growth in turnover, whilst our international arm grew by 28%. Operating profit was 16% up on the previous financial year with headline earnings showing a 22% increase. The Group`s cash position continues to strengthen and substantially higher earnings were achieved from this source. It is anticipated that interest earnings will advance strongly in the years ahead. During the year under review 8 new Spur Steak Ranch outlets were opened in South Africa. A further 5 stores were relocated to better trading sites, whilst 20 outlets were revamped to Spur`s latest specifications. The ongoing revamp process has been a key factor in substantially increasing the Group`s market share over the past few years. The total number of Spur Steak Ranches trading in South Africa now stands at 184. On the international front we have opened our first store in the United Kingdom, in Staines, South West London, and the initial trading patterns are extremely encouraging. This store, together with the Iowa Spur in Dublin and the Navajo Spur in Limerick, makes up the complement of 3 stores initially envisaged in terms of the joint venture investment needed to establish the intellectual property base for Spur Europe. The new financial year will see the opening of our first franchised outlet in Basingstoke, South London. Further stores are also planned in Africa and Australia. The Panarottis division has undergone a period of consolidation, with a large number of stores having been revamped in order to re-establish the brand. We believe that the re-designed model, both in terms of set-up costs and cash flows, will afford us the opportunity to expand the brand more rapidly in future. Panarottis has experienced very difficult trading conditions for the past two years, but with the support of the new marketing initiatives as well as the operational strengths of the management team, this brand has good potential for the year ahead. PROSPECTS As a management team, we remain primarily focused on our core South African operations to ensure that we maintain a solid rate of growth. We continue to deal with our offshore business on a prudent basis without exposing the Group to any undue risks. The continued commitment of all staff members is crucial to our ongoing success and we are confident that there is strong motivation and dedication throughout our Group which should ensure a solid performance in the year ahead. REVIEWED RESULTS Financial information has been reviewed by Arthur Andersen & Co., whose unqualified review opinion is available for inspection at the Group`s registered office. It is anticipated that an unqualified audit report will be issued once the Group`s detailed annual financial statements have been finalised. CAPITAL DISTRIBUTION Notice is hereby given that, subject to JSE and shareholder approval, the Board has declared a capital distribution in lieu of dividends, of 10.50 cents per share. The last date to trade in the shares for purposes of entitlement to the distribution is Friday, 1 November 2002. The shares will commence trading ex distribution on Monday, 4 November 2002 and the record date is Friday, 8 November 2002. The distribution will be paid on Monday, 11 November 2002. Share certificates may not be dematerialised or rematerialised between Monday, 4 November 2002 and Friday, 8 November 2002, both days inclusive. A circular will be posted to shareholders on or about Wednesday, 9 October 2002 and a general meeting of shareholders is to be held on or about Friday, 25 October 2002. For and on behalf of the Board A.J. Ambor (Executive Chairman) P.G. van Tonder (Managing Director) Cape Town 19 September 2002 Transfer Secretaries: Computershare Investor Services Ltd, 11 Diagonal Street, Johannesburg, 2001 Sponsors: Barnard Jacobs Mellet Corporate Finance (Pty) Ltd Registered Office: 5th Floor, Matrix House, 73 Strand Street, Cape Town, 8001 Share code: SUR ISIN: ZAE000022653 (Registration number 1998/000828/06) Website: www.spur.co.za Date: 18/09/2002 05:05:00 PM Produced by the JSE SENS Department Spur Serves Up Sizzling Results Spur Serves Up Sizzling Results Spur Corporation Limited 18 September 2002 SA`s favourite family restaurant group - Spur - celebrates its 35th birthday year with another set of mouth-watering results: Headline earnings are up a meaty 22% to R38,5 million (2001: R31,4 million) for the year ended 30 June 2002. Headline EPS strengthened 18% to 41,02 cents (2001: 34,79 cents). Operating profit was beefed up 16% to over R46 million (2001: R39,6 million) and the Group served up a generous 20,5 cents/share (2001: 17,5 cents) distribution. Spur Group MD Pierre van Tonder said the main ingredients in Spur`s profit recipe included good strategic planning and implementation, firm management of intellectual property, and revamping, relocating and opening new stores. Executive chairman Allen Ambor also acknowledged the role of aggressive marketing. The popular Howzit ad campaign and well-chosen kids promo items, for example, boosted the customer base of both Spur Steak Ranches and Panarottis pizza/ pasta outlets. Spur has also invested in several new IT systems - some developed in-house - to facilitate franchise data collection and feedback, regional management reporting and purchase authorisation. Kids` IT interests were also on the menu with the February launch of the only SA children`s website offering free email. Response has been excellent, says Ambor, with over 7000 visits in the first few months, of which more than 3000 were new customers. Local Spur Steak Ranch operations remain the key focus of the Group. Turnover grew 14% to R48,8 million (2001: 42,9 million) and merchandise sales fattened up 16% to R80,5 million (2001: R69,2 million). Despite competition from sizeable local and international contenders, Group turnover increased 8% to R138 million (2001: R128 million). The pizza/pasta division of the Group, Panarottis, has undergone a period of consolidation, with the bulk of the stores revamped. "We believe the re-designed model - in terms of set-up costs and cash flows - will give us the opportunity to expand the brand rapidly," said van Tonder. "With the support of a new ad agency, exciting marketing and menu innovations, and the operational strength of the management team, this brand has good potential." Spur Corporation also invested in education and training at all levels and launched a comprehensive HIV/AIDS awareness programme. The Group`s strategy is awareness through education and it has not only educated its full-time staff but also reached the wider community by informing thousands of part-time workers about the epidemic. Offshore, total franchise income from international operations fattened up 28% from R3,7 million to R4,7 million through the Group`s carefully considered expansion programme. Spur braved UK territory for the first time by opening in Staines, south-west London. The second Irish outlet opened in Limerick. "Limerick is showing a reasonable cash flow, and the Arapaho Spur Steak Ranch in Staines is already showing encouraging trading patterns," said van Tonder. The Group will now expand in Europe on a franchised basis, with the first UK franchised outlet opening in Basingstoke, south London, later this year. "We also have some exciting African opportunities on the menu and will grow our presence on the continent in the next 12 months," says van Tonder. Existing Australian stores - three Steak Ranches and one Panarottis - are trading well. The Cougar Spur Steak Ranch in Bathurst opened with trading partners the Penrith Panthers, and Spur is seeking suitable franchise partners in New South Wales. The cash-flush Group is ideally placed to maximise any opportunities for new growth as reserves amount to a hefty R24,5 million (2001: R16,8 million). In the coming financial year Spur plans to: - Prudently roll out several overseas franchises in the UK and Australia; - Open well-located new stores in African countries with local owner/operators; - Maximise head office and regional IT; - Continue strategic revamps, relocations and openings. Revamps can boost store turnover by 25% and relocations can more than double turnover; and - Invest in employee, franchisee and managerial education and training. Ends Issued by: Meropa Communications Judy Bryant (021) 683 6464 083 286 7168 On behalf of: Spur Corporation Contact: Executive Chairman Allen Ambor Group MD Pierre van Tonder (021) 462 1293 Date: 18/09/2002 05:06:00 PM Produced by the JSE SENS Department