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2018 Unaudited Interim Results for the Six Months Ended 30 September 2017

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2018 Unaudited Interim Results for the Six Months Ended 30 September 2017 2018 UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2017 Brait SE (Registered in Malta as a European Company) (Registration No. SE1) Share code: BAT ISIN: LU0011857645 Bond code: WKN: A1Z6XC ISIN: XS1292954812 LEI code: 549300VB8GBX4UO7WG59 (“Brait”, the “Company” or “Group”) Item Page reference Section 1: Brait’s interim results presentation: Six months ended 30 September 2017 Contents3 ● Agenda 4 ● Brait six months ended 30 September 2017: - Performance against targets 5 - Brait NAV analysis 6 - Brait’s unaudited interim results 12 ● Portfolio performance review: - Virgin Active FY2017: Nine months ended 30 September 2017 14 - Iceland Foods FY2018: 24 weeks ended 8 September 2017 24 - Premier FY2018: Six months ended 30 September 2017 39 - New Look FY2018: 26 weeks ended 23 September 2017 53 - Other investments Update on portfolio 63 ● Conclusion 64 Section 2: Appendices 65 ● Brait overview 66 ● Brait’s Convertible Bond – overview and salient terms 69 ● Brait’s investment portfolio: Additional information including 5 year summarised financials - Virgin Active 70 - Iceland Foods 85 - Premier 96 - New Look 102 - Other investments 110 Notice to recipients 112 Section 3: Brait’s unaudited interim results announcement: Six months ended 30 September 2017 113 Unaudited results for the six months ended 30 September 2017 BRAIT’S INTERIM RESULTS PRESENTATION for the six months ended 30 September 2017 Interim Results: 30 September 2017 Agenda Welcome Brait Results: Six months ended 30 September 2017 Portfolio Virgin Active Results: Nine months ended 30 September 2017 performance review Iceland Foods Results: 24 weeks ended 8 September 2017 Premier Results: Six months ended 30 September 2017 New Look Results: 26 weeks ended 23 September 2017 Other investments Update on portfolio Conclusion 4 Unaudited results for the six months ended 30 September 2017 As at 30 September 2017 Performance against targets (1) Performance metric Position at 30 September 2017 • 24.2% CAGR since 30 September 2014 1 NAV CAGR > 15% per year over any 3 year period • 24.0% CAGR since 1 April 2011 Dividend: 1% - 2.5% of closing NAV 2 • FY2017: 1% of R78.15 NAV paid August 2017 (2) ‒ bonus shares or cash dividend alternative • 0.61% of average AUM (3) (FY2017: 0.64%) 3 Operating costs: < 0.85% of Brait AUM • 0.54% net after fee income (3) (FY2017: 0.54%) 4 Minimal cash drag: < 25% of NAV • 9.7% of NAV (FY2017: 8.3%) 5 Primarily unlisted investments • 100% of investment portfolio Demonstrate cash flow within underlying investments 6 • Strong cash flow conversion across the portfolio over any 3 year period (1) Going forward, shareholders are notified that in line with other listed investment companies, Brait will update the market on its NAV per share key performance metric on a six monthly basis at interim and final reporting dates (2) Shareholder election: 26% elected to receive bonus shares; 43% elected to reinvest their cash dividend of R169m and subscribe for new shares; and the remaining 31% elected to receive their cash dividend of R121m (3) Percentages quoted are annualised based on operating expenses of R135 million and fee income of R15 million for the six months ended 30 September 2017. (FY2017: Operating expenses R401 million; fee income R62 million). Brait’s average AUM for the six months ended 30 September 2017 is R45 billion (FY2017: R63 billion) 5 Unaudited results for the six months ended 30 September 2017 Brait NAV analysis Reported Rand NAV per share Unaudited Audited Unaudited 30 Sep 2016 31 Mar 2017 30 Sep 2017 R’m R’m R’m Investments 58,142 94% 44,408 93% 40,023 93% Virgin Active 16,107 26% 15,516 33% 17,726 41% Premier 13,485 22% 12,395 26% 12,030 28% Iceland Foods 7,660 12% 7,367 15% 8,511 20% New Look 18,726 30% 7,066 15% - - Other investments 2,164 4% 2,064 4% 1,756 4% Cash and cash equivalents 3,598 6% 3,284 7% 3,287 7% Accounts receivable 4 - 5 - 3 - Total assets 61,744 100% 47,697 100% 43,313 100% Borrowings (2,736) (2,669) (3,317) Convertible Bonds (5,630) (5,396) (5,883) Accounts payable and other liabilities (101) (52) (262) Total liabilities (8,467) (8,117) (9,462) NAV: ordinary shareholders 53,277 39,580 33,851 Number of issued ordinary shares ('m) excluding treasury 507.10 506.44 508.12 Rand NAV per share (1) R105.06 R78.15 R66.62 (1) Closing GBP/ZAR exchange rates: (i) 30 September 2016: R17.82; (ii) 31 March 2017: R16.87; (iii) 30 September 2017: R18.16 6 Unaudited results for the six months ended 30 September 2017 Brait NAV analysis Expressed in Pound Sterling (1) 30 Sep 2016 31 Mar 2017 30 Sep 2017 £’m £’m £’m Investments 3,264 94% 2,633 93% 2,204 93% Virgin Active 904 26% 920 33% 976 41% Premier 758 22% 735 26% 662 28% Iceland Foods 430 12% 437 15% 469 20% New Look 1,051 30% 419 15% - - Other investments 121 4% 122 4% 97 4% Cash and cash equivalents 202 6% 195 7% 181 7% Accounts receivable - - - - - - Total assets 3,466 100% 2,828 100% 2,385 100% Borrowings (154) (158) (183) Convertible Bonds (316) (320) (324) Accounts payable and other liabilities (6) (3) (14) Total liabilities (476) (481) (521) NAV: ordinary shareholders 2,990 2,347 1,864 Number of issued ordinary shares ('m) excluding treasury 507.10 506.44 508.12 Pound NAV per share £5.90 £4.63 £3.67 (1) Taking consideration that Brait is most invested in Pound Sterling, NAV per share is presented here using this currency. The closing GBP/ZAR exchange rates used are: (i) 30 September 2016: R17.82; (ii) 31 March 2017: R16.87; and (iii) 30 September 2017: R18.16 7 Unaudited results for the six months ended 30 September 2017 Brait NAV analysis Reconciliation of the movement in NAV: 1 April 2011 to 30 September 2017 2,852 29,457 (1,556) (747) 33,851 (2,908) Realised (2,227) R’m R27 bn • The R2.2bn shown for “Distribution to shareholders” ignores the shares issued to shareholders electing to receive bonus shares or reinvesting their cash dividend • Using the closing reported NAV per share of R66.62, these 19.4m shares issued are valued at R1.3 billion • When aggregated with the R2.2 billion in respect of ordinary dividends (cash election) and share-buy backs, the total distribution for the 6.5 year period is R3.5 billion 7,055 1,925 Opening NAV: Capital Investment Foreign Other Operating Finance Distributions to Closing NAV: (1) (5) 1 April 2011 raised gains exchange income and expenses costs and shareholders 30 Sep 2017 losses (2) expenses (3) taxation (4) R16.50 R66.62 NAV per NAV per share share (1) Capital raised of R7.1 billion represents the net proceeds of the R6.2 billion received from the 4 July 2011 Rights Issue and Private Placement, and the R0.9 billion Convertible Bond equity reserve created from the £350 million Convertible Bonds issued in September 2015 (2) Foreign exchange losses of R0.7 billion comprise cumulative gains recognised in earnings of R1.3 billion offset by cumulative translation loss adjustments recognised in comprehensive income of R2.0 billion over the period (3) Other income and expenses includes: interest income of R1.6 billion; dividend income of R0.9 billion; and fee income of R0.4 billion earned over the period (4) Finance costs and taxation comprise (i) amounts charged to earnings over the period of R2.3 billion and (ii) R0.6 billion relating to preference shares that were recognised in reserves (dividends paid and share issue costs) before the redemption of these preference shares in January 2016 (5) Distributions to shareholders include ordinary dividends (cash election) of R0.7 billion and R1.5 billion in respect of net ordinary share buy backs over the period. The ordinary shares bought over this period are treated as treasury shares and reduce the number of shares in issue for the calculation of the Group’s NAV per share 8 Unaudited results for the six months ended 30 September 2017 Brait NAV analysis Reported assets and % weighting analysis: September 2014 to September 2017 Reported NAV R34.75 R77.12 R123.50 R136.27 R105.06 R78.15 R66.62 per share (1) (1) NAV per ordinary share as at 1 April 2011 was R16.50 9 Unaudited results for the six months ended 30 September 2017 Brait NAV analysis Historic EV/EBITDA multiples at 30 September 2017 (1) Peer group for Virgin Active Multiple Virgin Active Planet Fitness, Inc 15.0 x 14.2 x 14.2 x 13.7 x 13.8 x 13.7 x 13.7 x The Gym Group Plc 13.7 x 13.5 x 13.6 x 13.4 x 12.0 x 13.5 x 12.4 x Basic Fit N.V. Woolworths Holdings Ltd 9.0 x 10.8 x 11.0 x 11.4 x 11.4 x 11.4 x Life Healthcare Group Holdings Ltd 6.0 x 10.2 x Clicks Group Ltd 3.0 x Whitbread Plc Acq date Sep-15 Mar-16 Sep-16 Mar-17 Sep-17 Merlin Entertainments Plc Multiple Premier 14.6 x 15.0 x (2) 15.0 x 14.0 x Peer group for Premier 13.0 x 13.4 x 13.3 x Tiger Brands Ltd 12.0 x 12.7 x 13.2 x 13.1 x 12.3 x 12.6 x Pioneer Foods Group Ltd 11.3 x 9.0 x 13.2 x 13.2 x AVI Ltd 12.3 x 12.6 x 12.7 x 12.4 x 6.0 x Rhodes Food Group Holdings Ltd 3.0 x Mar-15 Sep-15 Mar-16 Sep-16 Mar-17 Sep-17 Brait valuation multiple discount / Legend (1) Peer groups are unchanged for the current period (premium) at 30 September 2017 (2) The reduction in Premier’s valuation multiple is largely to take consideration of the trend over the past 12 months of the peer average spot multiple trading at a Brait valuation multiple Virgin Active Premier discount to its trailing 3-year average Peer average: Trailing 3-year 17% 7% Peer average: Spot 15% (10%) 10 Unaudited results for the six months ended 30 September 2017 Brait NAV analysis Historic EV/EBITDA multiples at 30 September 2017 (1) Multiple Iceland Foods Peer group for Iceland Foods 13.0 x 11.3 x 11.4 x 10.7 x Tesco Plc 11.0 x 10.4 x 10.1 x 10.0 x 11.1 x 11.3 x 10.0 x J Sainsbury Plc 9.0 x 9.9 x 9.8 x 9.5 x WM Morrison Supermarkets Plc 7.0 x 9.4 x 9.0 x 9.0 x Booker Group Plc 8.0 x 8.8 x 5.0 x 7.5 x B&M European Value Retail S.A.
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