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Amrest Holdings SE Directors' Report for the Year 2012 19 March 2013

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Amrest Holdings SE Directors' Report for the Year 2012 19 March 2013 AmRest Holdings SE Directors' report for the year 2012 19 March 2013 AmRest Holdings SE Contents 1. Selected financial data ........................................................................................................................... 5 2. Description of the Company .................................................................................................................. 9 2.1. Basic services provided by the Group ................................................................................................... 9 2.2. Quick Service Restaurants (QSR) .......................................................................................................... 9 2.3. Restaurants in the Casual Dining Restaurants (CDR) segment ........................................................... 12 3. Revenue structure ................................................................................................................................ 15 4. Supplier chain ...................................................................................................................................... 16 5. Employment in AmRest....................................................................................................................... 17 6. Changes in management ...................................................................................................................... 18 6.1. Changes in the Management Board of the Parent ................................................................................ 18 6.2. Changes in the Supervisory Board ....................................................................................................... 18 6.3. Composition of the Management Board and the Supervisory Board ................................................... 18 7. Financial position of the Group ........................................................................................................... 19 7.1. Assessment of the Company’s results and balance sheet structure ...................................................... 19 7.2. Assessment of future ability to settle incurred liabilities ..................................................................... 24 7.3. Financial instruments in AmRest ......................................................................................................... 24 7.4. Description of the structure of key investments and capital expenditure projects ............................... 24 7.5. Description of key domestic and foreign investments ......................................................................... 24 7.6. Insurance contracts .............................................................................................................................. 27 7.7. Major events with a significant impact on the Company’s operations and results .............................. 28 8. AmRest Holdings SE Group in 2012 ................................................................................................... 33 8.1. Planned investment activities and assessment of their feasibility ........................................................ 33 8.2. External and internal factors which are significant to the Company’s development in 2012 .............. 33 8.2.1. External factors........................................................................................................................... 33 8.2.2. Internal factors ............................................................................................................................ 34 9. Basic risks and threats to which the Company is exposed ................................................................... 35 9.1. Factors remaining outside the Company’s control............................................................................... 35 9.2. Dependency on the franchisor ............................................................................................................. 35 9.3. Dependency on joint venture partners ................................................................................................. 35 9.4. No exclusive rights .............................................................................................................................. 35 9.5. Rental agreements and continuation options ....................................................................................... 36 9.6. Risk related to the consumption of food products ............................................................................... 36 9.7. Risk related to keeping key personnel in the Company ....................................................................... 36 9.8. Risk related to labour costs of restaurant employees and employing and keeping professional staff .. 37 9.9. Risk related to limited access to foodstuffs and the variability of their cost ........................................ 37 2 AmRest Holdings SE 9.10. Risk related to developing new brands ................................................................................................ 37 9.11. Risk related to opening restaurants in new countries ........................................................................... 37 9.12. Currency risk ....................................................................................................................................... 37 9.13. Risk of increased financial costs .......................................................................................................... 38 9.14. Risk of economic slowdowns .............................................................................................................. 38 9.15. Risk related to seasonality of sales ...................................................................................................... 38 9.16. Risk of computer system breakdowns and temporary breaks in serving customers in network restaurants ............................................................................................................................................ 38 10. The Company’s development trends and strategy ............................................................................... 39 11. Management representations ............................................................................................................... 40 11.1. Correctness and fairness of the presented financial statements ........................................................... 40 11.2. Selection of the registered audit company ........................................................................................... 40 3 AmRest Holdings SE Letter to the shareholders Dear Shareholders, I'm proud to present you with AmRest results for 2012. The company delivered on its commitment to grow sales and earnings by over 20% despite some macro headwinds. Our founding belief “Wszystko Jest Możliwe” and operational excellence helped us strengthen our core business as well as build foundations for global expansion. Despite exposure to various markets, with a few notable exceptions like Russia, the overall sentiment in the global economy has been one of slowdown. Such a trend has not prevented us from expanding our business and improving our profitability. We delivered on our 20/20+ promise to grow sales at minimum 20% p.a. and our profitability at above that threshold by achieving growth of 22,5% and 46% (EBITDA), respectively. Our Sales have been traditionally driven by a combination of dynamic new store development by adding 84 restaurants, acquisitions and slight organic growth. EBITDA has been affected by many one-off events being both positive and negative for our profitability. The events such as US divestment, VAT adjustment, start-up costs related to increased pace of openings. Without these, our profit growth was still very dynamic with a 20% increase compared to last year Speaking about restaurant openings I am especially happy about Russia, where, after a couple years of stagnation, we finally succeeded in accelerating new store development in this booming market. In our broad endavors to enhance ROIC we have also launched a company-wide initiative to reduce our build cost. The first results look very promising. Our efforts to drive greater strategic alignment improve our ROIC led us to optimize our business portfolio by divesting of our Applebee’s business in the U.S. Thanks to negotiating attractive sales terms and favorable exchange rate we were able to realize a very attractive return on this investment. At the same time we released plenty of cash for the growth of the rest of our portfolio. The year 2012 was a major milestone in preparing our own brand La Tagliatella for international expansion. Opening of our first La Tagliatella restaurants in five test markets (China, USA, India, France, Germany) proved to be challenging and educational experience. With limited time of operations it is premature to draw final conclusions as to how fast and where we will want to grow this unique concept. Having said that we are extremely pleased with the quality of the guest experience and by customers initial positive reactions. We are determined to set up La Tagliatella for global success and we will spend the coming months tweaking the brand to make it even more relevant locally. Near the end of the year we acquired a majority stake in a successful Chinese restaurant company, Blue Horizon, with two established Casual Dining proprietary brands, Blue Frog and KABB. Throughout the due diligence process and post closing
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