Further voluntary update

Covid-19

Shareholders are referred to the voluntary update (“update”) published on SENS on Monday, 23 March 2020, in which we stated that across all our trading jurisdictions, the Board of Directors (“the Board”) and management fully endorse the various governments’ decisive actions to contain the spread and impact of the coronavirus pandemic. We noted that we remained committed to managing business continuity and providing an uninterrupted service to our customers while safeguarding our people and ensuring the well-being of the communities we trade in.

It was also noted in the update that a deterioration in store sales had commenced on Sunday, 1 March 2020 in the UK and subsequently extended to other Group markets, including the United Arab Emirates, South Africa (“SA”), Mauritius and Kenya.

Following the release of the update, the situation continues to evolve and the Board wishes to apprise shareholders as follows:

SA

A national lockdown has been implemented for a 21-day period with effect from midnight on Thursday, 26 March until midnight on Thursday, 16 April 2020. The Group is in full compliance with the regulations of the lockdown and as a result all of our restaurants have ceased to trade. Additionally, all but one of our manufacturing plants, Lamberts Bay Foods (“LBF”), have shut down. LBF currently remains in production as it supplies an essential product (value-added potato products) to retailers who continue to trade. We also continue to supply a small range of branded items classified as essential products to retail customers.

Rest of Africa, Middle East and Europe (“AME”)

Group restaurants and operations in the region have closed in compliance with Government directives as follows:

Nigeria: with effect from Monday, 30 March 2020 for a period of 14 days.

Botswana: with effect from Thursday, 2 April 2020 for a period of 28 days.

Management expects similar restrictions and/or lockdown measures will be implemented in other trading jurisdictions in the region in due course.

United Kingdom (“UK”) and Ireland

GBK Restaurants Limited (“GBK”) and Wimpy UK

As outlined in the update, the respective Governments of the UK and Republic of Ireland have ordered restaurants in those countries to close indefinitely until further notice. Accordingly, the GBK UK operation has ceased to trade. At this point, our Wimpy UK business continues to supply limited services to home delivery providers.

Shareholders are referred to the cautionary announcement published on SENS on Thursday, 2 April 2020 regarding the GBK UK business, in which it was advised that the Board of Famous Brands had reviewed its investment in GBK and decided to not provide any further financial assistance to the business. A further announcement in this regard will be issued in due course.

At present and for the duration of the various lockdowns across our trading markets in SA, AME, UK and Ireland, the Group will not be generating material revenue.

Refinanced debt structure

The Board is pleased to advise shareholders that management’s negotiations with the Group’s primary lender regarding a more appropriate debt finance structure were successfully concluded on Friday, 13 March 2020.

Details of the restructured debt finance are set out below. The debt covenants were concluded at the same level as the previous debt structure.

  Interest rate  

New Loans
Loan facility

Currency Maturity Nature

Margin
%

3 month JIBAR

Facility
(Rm)

A: Amortising loan

ZAR

February 2021

Variable 1.50

3 month JIBAR

150 000 000

B: Amortising loan

ZAR

February 2022

Variable 1.60

3 month JIBAR

150 000 000

C: Amortising loan

ZAR

February 2023

Variable 1.70

3 month JIBAR

150 000 000

D: Amortising loan

ZAR

February 2024

Variable 1.80

3 month JIBAR

400 000 000

E: Revolving credit facility

ZAR February 2024 Variable 1.90 3 month JIBAR 760 000 000

The Group’s debt covenants are actively monitored internally on an ongoing basis. The debt covenants on the refinanced structure and other measures will be measured for reporting purposes at the end of August 2020, aligned with the Group’s half-year reporting period.

The Group’s results for year ended 29 February 2020 will be released on or about 26 May 2020.

The financial information on which this voluntary update is based has not been reviewed or reported on by the Group’s external auditors.

Midrand
3 April 2020

Sponsor
The Standard Bank of South Africa Limited