23 Jul - 7 min read

AGM Results and Market Update

AGM Results and Market Update

FAMOUS BRANDS LIMITED
 (Incorporated in the Republic of South Africa)
(Registration number 1969/004875/06)
Share code: FBR
ISIN code: ZAE000053328
(“Famous Brands” or “the Company”)


AGM RESULTS AND MARKET UPDATE

Shareholders are advised that at the AGM of the Company held at 14:00 on Friday, 23 July 2021 all
the resolutions as set out in the Notice of AGM, were passed by the requisite majority of Famous
Brands shareholders.

Details of the results of the voting at the AGM are as follows:




 RESOLUTION                                         Percentage     For %    Against   Number of    Abstained
                                                  (%) of shares                  %      shares
                                                       in issue*                         voted
 Ordinary resolution number 1
 Adoption of the AFS                                    84,66%     100,00      0,00   84 832 656      67 372
 Ordinary resolution number 2
 Re-appointment of external auditors                    84,66%     100,00      0,00   84 833 656      66 372
 Ordinary resolution number 3.1
 Election of director: Ms Santie Botha                  84,66%      98,67      1,33   84 832 676      67 352
 Ordinary resolution number 3.2
 Election of director: Mr Nik Halamandaris              84,66%     100,00      0,00   84 833 676      66 352
 Ordinary resolution number 4
 Election of director: Ms Fagmeedah Petersen-
 Cook                                                   84,66%      98,22      1,78   84 832 656      67 372
 Ordinary resolution number 5.1
 Election of the member: of the Audit and Risk
 Committee: Mr Deon Fredericks                          84,66%     100,00      0,00   84 832 656      67 372
 Ordinary resolution number 5.2
 Election of the member: of the Audit and Risk
 Committee: Mr Norman Adami                             84,66%     100,00      0,00   84 833 656      66 372
 Ordinary resolution number 5.3
 Election of the member: of the Audit and Risk
 Committee: Ms Fagmeedah Petersen-Cook                  84,66%      98,22      1,78   84 832 656      67 372
 Ordinary resolution number 6
 General authority                                      84,66%     100,00      0,00   84 832 656      67 372
 Ordinary resolution number 7
 Approval of the Remuneration Policy                    84,66%      87,20     12,80   84 833 549      66 479
 Ordinary resolution number 8
 Approval of the Remuneration Implementation
 Report                                                 84,66%      89,08     10,92   84 833 549      66 479
 Special Resolution 1.1
 RESOLVED THAT the remuneration payable
 to non-executive directors be R367 381 per
 annum                                                  84,66%      99,77      0,23   84 833 019      67 009
 Special Resolution 1.2
 RESOLVED THAT the remuneration payable
 to the Chairman of the Board be R624 268 per
 annum                                                  84,66%      99,77      0,23   84 833 019      67 009
 Special Resolution 1.3
 RESOLVED THAT the remuneration payable
 to the Chairman of the Audit and Risk
 Committee be R195 081 per annum                        84,66%      99,77      0,23   84 833 019      67 009
 Special Resolution 1.4
 RESOLVED THAT the remuneration payable
 to the members of the Audit and Risk
 Committee be R139 159 per annum                        84,66%      99,77      0,23   84 833 019      67 009
 Special Resolution 1.5
 RESOLVED THAT the remuneration payable
 to the Chairman of the Remuneration
 Committee be R140 459 per annum                  84,66%    99,77   0,23   84 833 019   67 009
 Special Resolution 1.6
 RESOLVED THAT the remuneration payable
 to the members of the Remuneration
 Committee be R111 327 per annum                  84,66%    99,77   0,23   84 833 019   67 009
 Special Resolution 1.7
 RESOLVED THAT the remuneration payable
 to the Chairman of the Nomination Committee
 be R104 044 per annum                            84,66%    99,77   0,23   84 833 019   67 009
 Special Resolution 1.8
 RESOLVED THAT the remuneration payable
 to the members of the Nomination Committee
 be R104 044 per annum                            84,66%    99,77   0,23   84 833 019   67 009
 Special Resolution 1.9
 RESOLVED THAT the remuneration payable
 to the Chairman of the Social and Ethics
 Committee be R133 592 per annum                  84,66%    99,77   0,23   84 833 019   67 009
 Special Resolution 1.10
 RESOLVED THAT the remuneration payable
 to the members of the Social and Ethics
 Committee be R111 328 per annum                  84,66%    99,77   0,23   84 833 019   67 009
 Special Resolution 1.11
 RESOLVED THAT the remuneration payable
 to non-executive directors attending
 Investment Committee or unscheduled
 Committee meetings be R26 010 per meeting        84,66%    99,77   0,23   84 833 019   67 009
 Special Resolution 1.12
 RESOLVED THAT the remuneration payable
 to a non-executive director who sits as
 Chairman of a principal operating subsidiary
 be R33 814 per meeting                           84,66%    99,77   0,23   84 833 019   67 009
 Special Resolution 1.13
 RESOLVED THAT the remuneration payable
 to a non-executive director who sits as a
 director on a partially owned subsidiary or
 associate company be R20 800 per meeting         84,66%    99,77   0,23   84 833 019   67 009
 Special Resolution 1.14
 RESOLVED THAT the remuneration payable
 to a non-executive director for any additional
 meetings and/or consulting services rendered
 be R2 500 per hour effective 28 February 2021    84,66%    98,15   1,85   84 833 019   67 009
 Special resolution number 2
 General authority to repurchase shares           84,66%   100,00   0,00   84 833 039   66 989
 Special resolution number 3
 Financial assistance to related and inter-
 related companies                                84,66%   100,00   0,00   84 833 019   67 009


*Issued share capital: 100 202 284
Management provided an update to shareholders on the current trading environment.

Impact of civil unrest in SA

More than 600 restaurants were temporarily closed in response to the unrest. This, together with
customers staying away, resulted in subdued trading activity between the 11th and 18th July 2021.

The total number of stores that have been damaged and rendered non-operational is 90, the majority
being in KwaZulu Natal (KZN). The reopening time frames are unclear at this stage due to access to
specialist equipment.

Our contingency logistics plan is working well while our logistics facility in Westmead KZN is repaired.
We expect that the repair process will take approximately two weeks.

Famous Brands may be required to provide franchise partners with cash flow support if the SASRIA
insurance process is inefficient.

Operational status as at 18 July 2021

The third wave of COVID-19 has been the most severe and has resulted in a challenging operating
environment in South Africa (SA) and to a lesser degree in Africa and the Middle East (AME). Despite
these challenges, many franchise partners have delivered exceptional performances. Leading brands
have adapted to the abnormal trading conditions better than Signature brands, which remain
distressed.

Our focus remains on reducing costs and preserving cash to facilitate balance sheet flexibility. The
Group’s cash position is stable, and the R200 million general banking facilities raised for contingency
purposes has not been utilised. The Group has restarted negotiations with SA landlords to secure
franchisee rental relief aligned to the lower sales environment.



Group revenue for the period March 2021 to June 2021

     •   Leading brands revenue was up 178% compared to the same period in 2020 but down 8%
         compared to the same period in 2019.
     •   Signature brands revenue was up 250% compared to the same period in 2020 but down 34%
         compared to the same period in 2019.
     •   AME revenue was up 23% compared to the same period in 2020 and up 14% compared to
         the same period in 2019.
     •   UK revenue was up 3% compared to the same period in 2020 but down 3% compared to the
         same period in 2019.
     •   Manufacturing revenue was up 122% compared to the same period in 2020 but down 1%
         compared to the same period in 2019.
     •   Logistics revenue was up 129% compared to the same period in 2020 but down 4%
         compared to the same period in 2019.
     •   Retail revenue was up 44% compared to the same period in 2020 and up 23% compared to
         the same period in 2019.

SA

SA restaurants have been impacted by COVID-19 restrictions including no sit-down dining allowed
from 28 June 2021 to 12 July 2021, an alcohol ban, and a curfew. Civil unrest in July forced the
indefinite closure of 90 damaged restaurants. Royalty relief is in place for Casual Dining franchise
partners for June 2021 and July 2021.

All manufacturing plants are operating at reduced capacity in line with weaker front-end demand. The
retail business, which supplies our licenced branded products to third-party retailers, continues to
report steady sales.
AME

Results from the AME region have been encouraging. The curfew in Botswana continue to curtail
recovery while the extended lockdown and tourism ban in Mauritius has been damaging.

UK

COVID-19 trading restrictions in the UK were lifted on 19 July 2021. Wimpy continues to report a solid
recovery in sit-down dining sales.

Looking forward

The restaurant industry across our markets will remain under severe pressure for the balance of the
financial year. The SA lockdown restrictions will remain a major constraint on the Group’s
performance and results while the Signature brands portfolio will continue to experience acute stress.

Our business model is agile, and the Group has extensive trading experience gained over many
challenging years. Our ability to innovate in format, category and technology is a key driver for
differentiation and growth. Our market leading position is underpinned by aspirational brands,
exceptional franchise partners and a strategically integrated supply chain. Our three-year strategic
roadmap remains relevant.

We remain confident that we are well-positioned for the future.

The information contained in this announcement has not been reviewed or reported on by the external
auditors.

Midrand
23 July 2021

Sponsor:
The Standard Bank of South Africa Limited

Date: 23-07-2021 05:00:00
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