18 August 2020 The Manager Company Announcements Office Australian Securities Exchange Dear Sir or Madam Coles Group Limited (Coles) – Appendix 4E and Annual Results for the period ended 28 June 2020 In accordance with ASX Listing Rule 4.3A and the Corporations Act 2001 (Cth), I enclose the following for immediate release to the market: 1. Appendix 4E; 2. Operating and Financial Review, which accompanies the Directors’ Report; 3. Directors’ Report (including the Remuneration Report); 4. Financial Report; and 5. Independent Auditor’s Report, for the full year ended 28 June 2020. Coles will conduct an analyst briefing on the annual results from 10.00am AEST. This briefing will be audio webcast and is accessible via the Company’s website at www.colesgroup.com.au. This announcement is authorised by the Board. Yours faithfully, Daniella Pereira Company Secretary For personal use only Coles Group Limited ABN 11 004 089 936 800 Toorak Road Hawthorn East Victoria 3123 Australia PO Box 2000 Glen Iris Victoria 3146 Australia Telephone +61 3 9829 5111 www.colesgroup.com.au Appendix 4E Preliminary Final Report For the year ended 28 June 2020 For personal use only APPENDIX 4E Under ASX Listing Rule 4.3A PRELIMINARY FINAL REPORT Current reporting period (‘FY20’) 1 July 2019 to 28 June 2020 (52 weeks) Previous corresponding period (‘FY19’) 1 July 2018 to 30 June 2019 (52 weeks + 1 day) RESULTS FOR ANNOUNCEMENT TO THE MARKET This Preliminary Final Report presents the results of Coles Group Limited (‘the Company’) and the entities it controlled at the reporting date or during the year ended 28 June 2020 (collectively, ‘Coles’ or ‘the Group’). The Group’s statutory results for FY20 vary significantly from FY19 due to a number of differences between the current and comparative period, as described in the footnotes to the statutory results: STATUTORY RESULTS FY20 FY19 52 WEEKS 52 WEEKS + 1 DAY $M $M Revenue from ordinary activities1 37,784 down 1.8% from 38,464 Profit from ordinary activities after tax attributable to members2,3 978 down 9.3% from 1,078 Profit from ordinary activities after tax attributable to members (excluding AASB 16 and significant items) 951 up 5.7% from 900 Profit after tax attributable to members2,3,4 978 down 31.8% from 1,435 1 Revenue from ordinary activities was impacted by the transition to the New Alliance Agreement in Express, which involved Coles becoming a commission agent for fuel sales and no longer recognising gross fuel revenue and the associated cost of sales from March 2019. 2 Profit from ordinary activities after tax for FY20 was impacted by the adoption of AASB 16 Leases (‘AASB 16’), with no restatement of comparatives, and two tax related significant items. Refer to the Financial Report. 3 Profit from ordinary activities after tax for FY19 was impacted by a number of significant items: a $146 million (pre-tax) restructuring provision associated with the Group’s Supply Chain Modernisation program; a one-off payment of $137 million (pre-tax) from Viva Energy Limited in consideration for forgoing the retail fuel margin under the New Alliance Agreement; a net gain of $133 million (pre-tax) associated with the establishment of Queensland Venue Co. Pty Ltd; and a $50 million net credit to income tax expense relating to the reset of the tax cost base of the Group’s assets as part of forming an income tax consolidated group. 4 Profit after tax attributable to members for FY19 includes profit for the Kmart, Target and Officeworks businesses up until the date they were transferred to Wesfarmers Limited prior to the demerger of Coles. These entities were classified as discontinued operations of the Group. RETAIL RESULTS (NON-IFRS) Retail results have been provided below to enhance comparability across reporting periods. Further information on the retail results can be found in the Non-IFRS Information section and the Coles Group Limited 2020 Full Year Results Release. Non-IFRS information is not subject to audit or review. FY20 FY191 52 WEEKS 52 WEEKS CHANGE $M $M % Sales revenue 37,408 35,001 6.9% Earnings before interest and income tax (EBIT) 1,387 1,325 4.7% Profit from continuing operations 951 888 7.1% 1 FY19 retail results reported in the Appendix 4E for the year ended 30 June 2019 included sales revenue of $38,152 million. For greater comparability across reporting periods, FY19 retail results have been adjusted as follows: (i) fuel sales revenue has been removed as the Group now recognises commission income following commencement of the New Alliance Agreement in March 2019; and (ii) sales revenue, EBIT and profit associated with Spirit Hotels have been removed to reflect the sale of this business in April 2019. DIVIDENDS NAME AMOUNT PER SECURITY FRANKED AMOUNT PER SECURITY CurrentFor personal use only period Interim dividend 30.0 cents 30.0 cents Final dividend 27.5 cents 27.5 cents Previous corresponding period Interim dividend nil nil Final dividend 24.0 cents 24.0 cents Special dividend 11.5 cents 11.5 cents Total dividend 35.5 cents 35.5 cents COLES GROUP LIMITED | APPENDIX 4E PRELIMINARY FINAL REPORT 1 Conduit foreign income component: nil Record date for determining entitlement to the final dividend: 28 August 2020 Payment date of final dividend: 29 September 2020 During the year, the Company established a Dividend Reinvestment Plan (DRP) under which eligible holders of ordinary shares are able to reinvest all or part of their dividend payments into additional fully paid Coles Group Limited shares. The DRP will operate at nil discount. The last date to elect to participate in the DRP is 31 August 2020. In accordance with the DRP Rules, the offer price will be calculated as the arithmetic average of the daily volume weighted average market price of the Company’s shares during the 5 trading days commencing on 4 September 2020. ANNUAL GENERAL MEETING The Company’s 2020 Annual General Meeting will be held as a virtual meeting via an online platform on 5 November 2020, commencing at 10.30am AEDT. The closing date for receipt of nominations from persons wishing to be considered for election as a director of Coles Group Limited is 3 September 2020. NET TANGIBLE ASSETS PER SHARE 28 JUNE 2020 30 JUNE 2019 Net tangible assets per ordinary security ($)1 0.76 1.36 Net tangible assets per ordinary security excluding impacts of AASB 16 ($) 1.40 1.36 1 Net tangible assets are calculated by deducting intangible assets from the net assets of the Group. Following the adoption of AASB 16 Leases on 1 July 2019, the net assets at 28 June 2020 include the right-of-use assets and corresponding lease liabilities recognised under the new standard. ENTITIES WHERE CONTROL WAS GAINED DURING THE PERIOD NAME DATE Coles Export Asia Limited1 Incorporated on 22 October 2019 Coles Trading (Shanghai) Co. Limited2 Incorporated on 6 December 2019 1 Registered in Hong Kong. 2 Registered in China. ENTITIES WHERE CONTROL WAS LOST DURING THE PERIOD NAME DATE Tyremaster Pty Ltd Deregistered on 3 July 2019 Waratah Cove Pty Ltd Deregistered on 3 July 2019 Now.com.au Pty Ltd Deregistered on 3 July 2019 Coles Group Finance (USA) Pty Ltd Deregistered on 3 July 2019 DETAILS OF EQUITY ACCOUNTED INVESTMENTS OWNERSHIP INTEREST NAME TYPE 28 JUNE 2020 30 JUNE 2019 Loyalty Pacific Pty Ltd Joint venture 50% 50% Queensland Venue Co. Pty Ltd Associate 50% 50% For personal use only This report is based on the Financial Report which has been audited. Additional Appendix 4E disclosure requirements can be found in the accompanying Operating and Financial Review and Financial Report. The Coles Group Limited 2020 Full Year Results Release also provides further information on the results of the Group. COLES GROUP LIMITED | APPENDIX 4E PRELIMINARY FINAL REPORT 2 OPERATING AND FINANCIAL REVIEW For personal use only COLES GROUP LIMITED | APPENDIX 4E PRELIMINARY FINAL REPORT 3 BUSINESS MODEL AND STRATEGY Coles is a leading Australian retailer selling customers everyday products including fresh food, groceries, general merchandise and liquor, through its extensive store network and online platforms. Coles also sells convenience products and, under its alliance with Viva Energy (Viva), is a commission agent for retail fuel sales operating under the Coles Express brand. Coles operates some of Australia’s most well recognised brands, including Coles, Coles Local, Coles Express, Liquorland, First Choice Liquor Market and Vintage Cellars. In addition, Coles sells customers financial and lifestyle services and is a 50% shareholder of flybuys, a loyalty program covering more than six million active households. Coles operates and maintains 2,447 stores nationally across its businesses and employs more than 118,000 team members. Coles’ core competencies include merchandising and supplier relationships, marketing, maintaining and operating a national store network, operating a fully integrated supply chain, including logistics, and a national distribution centre network. The Group’s reportable segments are: • Supermarkets: fresh food, groceries and general merchandise retailer with a national network of 824 supermarkets, including Coles Online and Coles Financial Services • Liquor: liquor retailer with 910 stores nationally under the brands Liquorland, First Choice, First Choice Liquor Market and Vintage Cellars, including online liquor delivery services through Coles Online and Liquor Direct • Express: convenience store operator and commission agent for retail fuel sales across 713 outlets nationally Other business operations that are not separately reportable, such as Property, as well as costs associated with enterprise functions, such as Treasury, are included in Other. Our vision is to become the most trusted retailer in Australia and grow long-term shareholder value. Achieving this vision requires us to deliver on our purpose, which is to sustainably feed all Australians to help them lead healthier, happier lives.