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DPEU Dp Eurasia N.v.

190.00
0.00 (0.00%)
Last Updated: 01:00:00
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Dp Eurasia N.v. LSE:DPEU London Ordinary Share NL0012328801 ORD EUR0.12 (DI)
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 190.00 100.00 296.00 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

DP Eurasia N.V Interim Results for the Period Ended 30 June 2018 (3292A)

11/09/2018 7:00am

UK Regulatory


TIDMDPEU

RNS Number : 3292A

DP Eurasia N.V

11 September 2018

 
 For Immediate Release   11 September 2018 
 

DP Eurasia N.V.

("DP Eurasia" or the "Company", and together with its subsidiaries, the "Group")

Interim Results for the Period Ended 30 June 2018

Robust top line growth, strong network growth, and continued operational delivery

Highlights

 
                                   For the period ended 
                                          30 June 
                                 ----------------------- 
                                            Restated(9) 
                                   2018         2017       Change 
                                 -------  --------------  ------- 
                                   (in millions of TRY, 
                                     unless otherwise 
                                        indicated) 
 
 Number of stores                  672          593            79 
 
 Group System Sales (1) 
 Turkey                           351.6        304.1        15.6% 
 Russia                           152.7        90.5         68.8% 
 Azerbaijan & Georgia              6.1          3.9         56.8% 
 Total                            510.4        398.5        28.1% 
 
 Group Like-for-like growth(2) 
 System sales 
 Turkey                           10.9%        6.9% 
 Russia (based on RUB)            18.0%        31.3% 
 
 Revenue                          380.2        287.7        32.2% 
 Turkey adjusted EBITDA(3)         36.5        32.5         12.1% 
 Russia adjusted EBITDA(3)         7.4          4.9         49.2% 
 Adjusted EBITDA(3)                40.3        37.3          8.0% 
 Adjusted net income(4)           (9.1)        (2.4)          n/a 
 Adjusted net debt(5)             149.5 
 
 

Operational Highlights

   --     79 new stores were added over the last 12 months, bringing the total number to 672 

-- Turkey and Russia like-for-like growth is strong, leveraging the Group's online ordering platforms - online delivery system sales as a share of delivery system sales reached 59.3% for the period (2017 H1: 49.7%)

   --     Group online system sales growth of 64.5% 

o Turkish online systems sales growth of 46.9%

o Russian online system sales growth of 106.9% (88.6% based on RUB)

Financial Highlights

-- Group revenue up 32.2% and system sales up 28.1%, driven by both like-for-like growth and store openings

o Turkish systems sales growth of 15.6%

o Russian system sales growth of 68.8% (54.0% based on RUB)

-- Adjusted EBITDA up 8.0% to TRY 40.3 million (2017 H1: TRY 37.3 million), impacted by increased Dutch corporate expenses of TRY 3.5 million (2017 H1: TRY 0.1 million) and planned corporate and franchise operation teams recruitment in preparation for the next phase of growth in Russia

-- Adjusted net income TRY (9.1) million; affected by increased financial expense of TRY 16.8 million (2017 H1: TRY 10.0 million)

-- The Euro denominated Russian loans were refinanced by a Rouble denominated loan in July 2018, resulting in no residual hard currency net debt for the Group

-- The Board expects the full year Adjusted EBITDA(3) for 2018 to be in line with expectations(6)

Commenting on the results, Chief Executive Officer, Aslan Saranga said:

"It gives me great pleasure to announce another strong set of results for the first half of 2018, during which we have grown our top-line as well as adjusted EBITDA in both Turkey and Russia.

"We have added 29 stores to our store count in the first half of the year and we are moving towards reaching the 700(th) store milestone later in 2018. In Russia, we are continuing with our regional push with planned expansions into new cities during the second half after adding Rostov, Voronezh, Kazan, and Nizhny Novgorod among other cities in the first half of the year.

"Online ordering continues to be the main driver behind our like-for-like growth in both markets and online delivery system sales reached 59.3% of delivery system sales for the first half of 2018 with Turkey also surpassing the 50% threshold. The revamped apps launched in the second half of 2017 are continuing to contribute to this increasing online trend. In August, we launched our enhanced websites in Turkey and plan to launch them in Russia towards the end of 2018. We are also continuing with GPS Tracker installations in Turkey where more than 400 stores have already been installed with the necessary hardware. We plan to launch this new tool for Turkey in early 2019.

"With respect to the macroeconomic headwinds that we are experiencing in Turkey, we are offsetting the impact of higher inflation by increasing our prices more frequently without any discernible negative impact on volumes. The management team continues to focus on pricing, tight control of the cost base, supporting franchisees and careful management of net indebtedness and foreign exchange exposures to ensure that we protect the business through this period of economic volatility. Historically, the business has been relatively robust in challenging economic conditions and we continue to monitor the situation closely given the uncertain short term outlook. This is my third such experience at the helm of DP Eurasia during a difficult macroeconomic environment in Turkey and on each previous occasion we have come through stronger relative to the competition due to our market leadership position, focus on value and service to the customer and resilient franchise partners.

"The Board expects the full year Adjusted EBITDA(3) for 2018 to be in line with expectations.(6) "

Enquiries

 
 DP Eurasia N.V. 
 Selim Kender, Chief Strategy Officer & 
  Head of Investor Relations               +90 212 280 9636 
 
 Buchanan (Financial Communications) 
 Richard Oldworth / Madeleine Seacombe     +44 20 7466 5000 
                                            dp@buchanan.uk.com 
 
 

A meeting for analysts will be held at 9.30am on 11 September 2018 at the offices of Buchanan. A live audio webcast and conference call facility will be available.

 
 Webcast:           http://webcasting.buchanan.uk.com/broadcast/5b6035f4d3653708d12fdcfe 
 
 Conference call:   UK Toll: 02034281542 
                     UK Toll Free: 08082370040 
                     Participant PIN code: 53877066# 
                     URL for international dial in 
                     numbers: http://events.arkadin.com/ev/docs/FEL_Events_International_Access_List.pdf 
 

For additional details and registration for the analyst briefing, please contact Buchanan on +44 20 7466 5000 / dp@buchanan.uk.com.

Following the meeting, a webcast replay will be available from midday at www.dpeurasia.com.

Notes

(1) System sales are sales generated by the Group's corporate and franchised stores to external customers and do not represent revenue of the Group.

(2) Like-for-like growth is a comparison of sales between two periods that compares system sales of existing system stores. The Group's system stores that are included in like-for-like system sales comparisons are those that have operated for at least 52 weeks preceding the beginning of the first month of the period used in the like-for-like comparisons for a certain reporting period, assuming the relevant system store has not subsequently closed or been "split" (which involves the Group opening an additional store within the same map of an existing store or in an overlapping area).

(3) EBITDA and adjusted EBITDA are not defined by IFRS. Adjusted EBITDA excludes income and expenses which are not part of the normal course of business and are non-recurring items, consisting of restructuring costs, IPO-related expenses, and share based incentives. Management uses this measurement basis to focus on core trading activities of the business segments and to assist it in evaluating underlying business performance. Please refer to Note 3 in the Condensed Consolidated Financial statements for a reconciliation of these items with IFRS.

(4) Adjusted net income is not defined by IFRS. Adjusted net income excludes income and expenses which are not part of the normal course of business and are non-recurring items. Management uses this measurement basis to focus on core trading activities of the business segments and to assist it in evaluating underlying business performance. Please refer to Note 3 in the Condensed Consolidated Financial statements for a reconciliation of this item with IFRS.

(5) Net debt and adjusted net debt are not defined by IFRS. Adjusted net debt includes cash deposits used as a loan guarantee and cash paid, but not collected during the non-working day at the year end. Management uses these numbers to focus on net debt including deposits not otherwise considered cash and cash equivalents under IFRS. Please refer to Note 3 in the Condensed Consolidated Financial statements for a reconciliation of these items with IFRS.

(6) The board's expectations incorporate adverse impact of the adoption of IFRS 15 for the full year. The adverse effect of the adoption of IFRS 15 was TRY 2.7 million on the Group's adjusted EBITDA for the period ended 30 June 2018.

(7) Delivery system sales are system sales of the Group generated through the Group's delivery distribution channel.

(8) Online system sales are system sales of the Group generated through its online ordering channel.

(9) Please refer to Note 2.3 in the Condensed Consolidated Financial statements for the details of the restatement due to IFRS 15 adoption.

Notes to Editors

DP Eurasia N.V. is the exclusive master franchisee of the Domino's Pizza brand in Turkey, Russia, Azerbaijan and Georgia. The Company was admitted to the premium listing segment of the Official List of the Financial Conduct Authority and to trading on the main market for listed securities of the London Stock Exchange plc on 3 July 2017. The Company (together with its subsidiaries, the "Group") is the largest pizza delivery company in Turkey and the third largest in Russia. The Group offers pizza delivery and takeaway/ eat-in facilities at its 672 stores (521 in Turkey, 142 in Russia, six in Azerbaijan and three in Georgia as at 30 June 2018), and operates through its owned corporate stores (37%) and franchised stores (63%). The Group maintains a strategic balance between corporate and franchised stores, establishing networks of corporate stores in its most densely populated areas to provide a development platform upon which to promote best practice and maximise profitability. The Group has adapted the Domino's Pizza globally proven business model to its local markets.

Performance Review

 
                                For the period ended 
 System Sales                          30 June 
                              ----------------------- 
                                  2018        2017      Change 
                              -----------  ----------  ------- 
                                (in millions of TRY, 
                                  unless otherwise 
                                     indicated) 
 
 Group System sales(1) 
 Turkey                          351.6        304.1      15.6% 
 Russia                          152.7        90.5       68.8% 
 Azerbaijan & Georgia             6.1          3.9       56.8% 
 Total                           510.4        398.5      28.1% 
 
 Group Like-for-like growth 
  (2) 
 System sales 
 Turkey                          10.9%        6.9% 
 Russia (based on RUB)           18.0%        31.3% 
 
 
 Store Count                             As at 30 June 
               ---------------------------------------------------------------- 
                             2018                             2017 
                Corporate   Franchised   Total   Corporate   Franchised   Total 
 Turkey            145         376        521       135         355        490 
 Russia            101          41        142       88           8         96 
 Azerbaijan         -           6          6         -           4          4 
 Georgia            -           3          3         -           3          3 
 Total             246         426        672       223         370        593 
 

The Group increased its system sales by 28.1% year-on-year, driven by a combination of like-for-like sales growth and store openings. Turkey and Russia's performance continues to be recognised within the Domino's system - both awarded the Gold Franny Award, the annual award that Domino's Pizza Inc. presents to its master franchisees for operational excellence, growth rate and increase in revenue.

The Turkish operations' system sales, which represent 69% of Group system sales, increased by 15.6%. This increase was mainly driven by like-for-like sales growth and store openings. The Turkish like-for-like growth was mainly due to the price increases that needed to be made due to the higher inflationary macro environment. Despite the macroeconomic headwinds, the timing of new store openings in Turkey is in line with the trend experienced in recent years. During the first half of 2017 Turkish store count increased by two against a 27 store increase (including Azerbaijan and Georgia) for the year as a whole. During the first half of 2018, Turkish store count has increased by eight (including Azerbaijan and Georgia), and the Group has a strong pipeline for the second half of the year, in line with achieving management's expectations for full year net store openings. Franchise-to-total store mix was consistent with recent periods at 73%.

The Russian operations' system sales, which represent 30% of Group system sales, increased by 68.8%. This increase was driven by like-for-like sales growth and store openings. The Russian operations achieved like-for-like sales growth of 18.0% for the period slightly above guidance, mainly driven by consumer traffic. The Group opened 21 stores in Russia during the period ended 30 June 2018 compared to 24 stores in the same period last year, and the strong pipeline is on course to deliver full year net store openings in line with management's expectations. Franchise-to-total store mix increased materially to 29% from 18% at the end of 2017, consistent with management's plan.

Delivery Channel Mix and Online like-for-like growth

The following table shows the Group's delivery system sales, analysed by ordering channel and by the Group's two largest countries in which it operates, as a percentage of delivery system sales for the periods ended 30 June 2018 and 2017:

 
                                            For the period ended 30 June 
                                 -------------------------------------------------- 
                                           2018                      2017 
                                 ------------------------  ------------------------ 
                                  Turkey   Russia   Total   Turkey   Russia   Total 
 Store                            43.2%    25.7%    38.6%   49.1%    37.2%    46.8% 
                Group's online 
 Online             platform      29.6%    74.3%    42.5%   24.3%    62.8%    32.6% 
           Aggregator             24.1%      -      16.8%   22.1%      -      17.1% 
          Total online            53.7%    74.3%    59.3%   46.4%    62.8%    49.7% 
 Call centre                       3.0%      -      2.1%     4.5%      -      3.5% 
 Total(7)                          100%     100%    100%     100%     100%    100% 
 
 
                                For the period ended 
                                       30 June 
                              ----------------------- 
                                  2018        2017 
                              -----------  ---------- 
 Group online like-for-like 
  growth(2) 
 Online system sales(8) 
 Turkey                          42.8%        32.5% 
 Russia (based on RUB)           52.5%        85.1% 
 

The Group's like-for-like growth has been mainly driven by the performance of its online ordering platforms. Online delivery system sales as a share of delivery system sales was 59.3% for the period. This represented a 9.6% increase compared to a year ago, to which the Group's revamped apps from 2017 contributed significantly.

In Turkey, online system sales like-for-like growth for the period was 42.8% as a result of which online delivery system sales as a share of delivery system sales reached 53.7% for the period, a 7.3% increase from a year ago, surpassing the 50% threshold for the first time.

In Russia, online system sales like-for-like growth for the period was 52.5% as a result of which online delivery system sales as a share of delivery system sales reached 74.3% for the period, a 11.5% increase from a year ago.

Financial Review

 
                                    For the period ended 
                                           30 June 
                                  ----------------------- 
                                              Restated(9) 
                                     2018         2017      Change 
                                  ---------  ------------  ------- 
                                    (in millions of TRY) 
 
 Revenue                            380.2        287.7       32.2% 
 Cost of sales                     (251.8)      (184.7)      36.3% 
 Gross Profit                       128.5        103.0       24.8% 
 General administrative 
  expenses                          (63.0)      (44.2)       42.5% 
 Marketing and selling expenses     (50.0)      (41.3)       21.1% 
 Other operating expenses, 
  net                               (0.6)        (0.9)         n/a 
 Operating profit                    14.9        16.5       (9.7)% 
 Foreign exchange (loses)/gains     (8.6)        (7.3)       17.8% 
 Financial income                    0.5          0.4          n/a 
 Financial expense                  (16.8)      (10.0)         68% 
 Profit before income tax           (10.0)       (0.3) 
 Tax expense                        (0.3)        (3.4) 
 Profit/(Loss) after tax            (10.4)       (3.8)         n/a 
 
 Turkey adjusted EBITDA(3)           36.5        32.5        12.1% 
 Russia adjusted EBITDA(3)           7.4          4.9        49.2% 
 Adjusted EBITDA(3)                  40.3        37.3         8.0% 
 Adjusted net income(4)             (9.1)        (2.4)         n/a 
 Adjusted net debt(5)               149.5 
 

Revenue

DP Eurasia's revenue grew by 32.2% to TRY 380.2 million. Turkey segment revenue grew by 15.6% to TRY 228.3 million, while Russia segment revenue grew by 68.2% to reach TRY 151.9 million.

Adjusted EBITDA

Management believes that adjusted EBITDA is the most relevant indicator of the Group's profitability at this stage of its development.

DP Eurasia's adjusted EBITDA grew by 8.0% to TRY 40.3 million. Adjusted EBITDA for the Turkish segment was TRY 36.5 million, a year-on-year increase of 12.1%, and adjusted EBITDA for the Russian segment was TRY 7.4 million, a year-on-year increase of 49.2%. Additionally, costs relating to our Dutch corporate expenses (excluding those that relate to our initial public offering) reduced Adjusted EBITDA by TRY 3.5 million in the first half of 2018. The comparable adverse effect of this item was TRY 0.1 million in the first half of 2017 as the Group listed at the half year mark of 2017. The Group also increased its recruitment of corporate and franchise operation teams as planned in preparation for the next phase of growth in Russia.

In 2018, IFRS 15 became effective and the Group adopted the new standard using the full retrospective method and has restated comparatives for the 2017 financial year. The main accounting effect of IFRS 15 is that it required the Group to record opening fees from sub-franchisees over the life of the sub-franchisee contract whereas in the past the Group recorded these fees in the period that the sub-franchisee agreement was executed. This new standard had an adverse effect of TRY 2.7 million and TRY 2.0 million for the first half of 2018 and the first half of 2017, respectively, on the Group's adjusted EBITDA.

For the period ended 30 June 2018, the Group's adjusted EBITDA margin as a percent of system sales was 7.9% compared to 9.4% over the same period in 2017. The main reasons for the decrease was the adoption of IFRS 15, the increase in Dutch corporate expenses, corporate and franchise operations teams recruitment in Russia as well as the mix effect associated with the Russia segment becoming a larger part of the business. Adjusted EBITDA margin as a percent of system sales for the Turkish (including Azerbaijan and Georgia as the revenues from these franchisees are booked at the Turkish subsidiaries) and Russian segments were 10.2% (10.6% in 2017 H1) and 4.8% (5.6% in 2017 H1), respectively.

Adjusted Net Income

For the period ended 30 June 2018, adjusted net income was TRY (9.1) million. The deterioration in adjusted net income against the same period in 2017 was mainly due to the increase in financial expense with the higher borrowing costs in Turkey. However, with the recent refinancing in July of the Russia loans, the majority of the Group's debt is in Roubles at a fixed 9.7% interest rate making the Group less susceptible to Turkish interest rate fluctuations.

Capital expenditure and Cash conversion

The Group incurred TRY 33.5 million of capital expenditure. Of this amount, TRY 21.0 million was spent in Turkey and TRY 12.5 million was spent in Russia. The main elements of capital expenditure in Turkey were investments into the online ordering platforms, including the project to unify the online ordering back-end systems across the Group, store conversions to the Kaizen format, and GPS Tracker hardware installations; whereas in Russia, the Group invested primarily in corporate store openings, information technology, and the new Moscow headquarters.

Cash conversion (defined as (Adjusted EBITDA - Capital expenditure)/Adjusted EBITDA) for the period was 16.9% for the Group and 42.5% for the Turkey segment. The Russia segment had negative cash conversion as it is in a period of rapid expansion relative to its size.

Adjusted net debt and Leverage

The Group's adjusted net debt as at 30 June 2018 was TRY 149.5 million, which corresponded to a leverage ratio (defined as adjusted net debt/ Last twelve months' adjusted EBITDA) of 1.6x.

In July 2018, the Group refinanced its Euro denominated loans in Russia with a Rouble denominated loan. The RUB 2.2 billion facility has a 76 month term with a 12 month grace period and carries an interest rate of 9.7%. The loan carries a RUB 420 million cash deposit condition that was made as collateral by the Russian operating company. As a result of this transaction, the Group no longer carries an open hard currency position with respect to its net debt.

Board compliance statement

The board of DP Eurasia N.V. declares that, to the best of their knowledge, the attached condensed combined and consolidated financial statements give a true and fair view of the assets, liabilities, financial position and the result of DP Eurasia N.V. and its subsidiaries included in the attached condensed combined and consolidated financial statements and the interim report includes a fair review of the information required pursuant to section 5:25d, subsections 8 and 9 of the Dutch Financial Markets Supervision Act (Wet op het financieel toezicht).

Amsterdam, 11 September 2018

The Directors of DP Eurasia N.V. as at the date of this announcement are as set out below:

Peter Williams*

Aslan Saranga, Chief Executive Officer

Frederieke Slot, Company Secretary

Seymur Tarı*

Izzet Talu*

Aksel ahin*

Thomas Singer*

* Non-executive Directors

Auditor's Involvement

This Interim Report for the six months ended 30 June 2018, and the attached condensed consolidated financial statements included herein have been reviewed but not audited by an external auditor.

Forward looking statements

This press release includes forward-looking statements which involve known and unknown risks and uncertainties, many of which are beyond the Group's control and all of which are based on the Directors' current beliefs and expectations about future events. They appear in a number of places throughout this press release and include all matters that are not historical facts and include predictions, statements regarding the intentions, beliefs or current expectations of the Directors or the Group concerning, among other things, the results of operations, financial condition, prospects, growth and strategies of the Group and the industry in which it operates.

No assurance can be given that such future results will be achieved; actual events or results may differ materially as a result of risks and uncertainties facing the Group. Such risks and uncertainties could cause actual results to vary materially from the future results indicated, expressed, or implied in such forward-looking statements.

Forward-looking statements contained in this press release speak only as of the date of this press release. The Company and the Directors expressly disclaim any obligation or undertaking to update these forward-looking statements contained in this press release to reflect any change in their expectations or any change in events, conditions, or circumstances on which such statements are based.

Appendices

Exchange Rates

 
                               Period ended 30 June 
            ---------------------------------------------------------- 
                        2018                          2017 
            ----------------------------  ---------------------------- 
 Currency    Period End   Period Average   Period End   Period Average 
            -----------  ---------------  -----------  --------------- 
 EUR/TRY       5.309          4.942          4.003          3.931 
 RUB/TRY       0.072          0.068          0.059          0.062 
 EUR/RUB       72.992         71.822         67.499         62.719 
 

Delivery - Take away / Eat in mix

 
                              For the period ended 30 June 
                   -------------------------------------------------- 
                             2018                      2017 
                   ------------------------  ------------------------ 
                    Turkey   Russia   Total   Turkey   Russia   Total 
 Delivery           63.9%    62.3%    63.3%   64.3%    61.7%    63.6% 
 Take away / Eat 
  in                36.1%    37.7%    36.7%   35.7%    38.3%    36.4% 
 Total(1)            100%     100%    100%     100%     100%    100% 
 
 
                               CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME 
                                     FOR THE PERIODSED 30 JUNE 2018 AND 30 JUNE 2017 
         (Amounts expressed in thousands of Turkish Lira (TRY) unless otherwise stated.) 
---------------------------------------------------------------------------------------- 
                                                                                Restated 
                                                Notes      30 June 2018    30 June 2017* 
---------------------------------------------  -------  ---------------  --------------- 
 INCOME OR LOSS 
 
 Revenue                                          4             380,215          287,683 
 Cost of sales                                    4           (251,751)        (184,718) 
---------------------------------------------  -------  ---------------  --------------- 
 
 GROSS PROFIT                                     4             128,464          102,965 
---------------------------------------------  -------  ---------------  --------------- 
 
 General administrative expenses                               (62,986)         (44,219) 
 Marketing and selling expenses                                (50,002)         (41,310) 
 Other operating expense                                          (612)            (887) 
---------------------------------------------  -------  ---------------  --------------- 
 
 OPERATING PROFIT                                                14,864           16,549 
---------------------------------------------  -------  ---------------  --------------- 
 
 Foreign exchange losses                          6             (8,601)          (7,336) 
 Financial income                                 6                 540              409 
 Financial expense                                6            (16,849)          (9,982) 
---------------------------------------------  -------  ---------------  --------------- 
 
 (LOSS)/ PROFIT BEFORE INCOME TAX                              (10,046)            (360) 
---------------------------------------------  -------  ---------------  --------------- 
 
 Tax expense                                                      (337)          (3,418) 
 Income tax expense                                             (3,297)          (3,720) 
 Deferred tax income                                              2,960              302 
---------------------------------------------  -------  ---------------  --------------- 
 
 LOSS FOR THE PERIOD                                           (10,383)          (3,778) 
---------------------------------------------  -------  ---------------  --------------- 
 
 OTHER COMPREHENSIVE INCOME/ (EXPENSE)                            3,244          (1,795) 
 Items that will not be reclassified 
 to profit or loss 
 - Remeasurements of post-employment 
   benefit obligations, net of tax                                  197               26 
 
 Items that may be reclassified 
 to profit or loss 
 - Currency translation differences                               3,047          (1,821) 
---------------------------------------------  -------  ---------------  --------------- 
 
 TOTAL COMPREHENSIVE LOSS                                       (7,139)          (5,573) 
---------------------------------------------  -------  ---------------  --------------- 
 
 Loss per share                                   7              (0.07)           (0.83) 
---------------------------------------------  -------  ---------------  --------------- 
 

(*) Prior year comparatives are restated following the implementation of IFRS 15. Please refer to Note 2.3 for further details.

The accompanying notes on pages 6 till 27 form an integral part of these condensed consolidated interim financial information.

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

AT 30 JUNE 2018 AND 31 DECEMBER 2017 ____________________________________________________________________________________________________

 
                                                              Restated 
 ASSETS                       Notes   30 June 2018   31 December 2017* 
---------------------------  ------  -------------  ------------------ 
 
 Property and equipment         8          135,932             128,396 
 Intangible assets              9           46,164              40,331 
 Goodwill                      10           44,902              44,209 
 Trade receivables             12           13,438              14,949 
 Deferred tax assets           20           11,204               7,943 
 Other non-current assets      15           41,081              34,314 
---------------------------  ------  -------------  ------------------ 
 
 Non-current assets                        292,721             270,142 
---------------------------  ------  -------------  ------------------ 
 
 Cash and cash equivalents     11           87,052              76,128 
 Trade receivables             12           69,762              65,236 
 Due from related parties                       17                  15 
 Inventories                   14           66,005              56,259 
 Other current assets          15           34,116              28,113 
---------------------------  ------  -------------  ------------------ 
 
 Current assets                            256,952             225,751 
---------------------------  ------  -------------  ------------------ 
 
 TOTAL ASSETS                              549,673             495,893 
---------------------------  ------  -------------  ------------------ 
 

(*) Prior year comparatives are restated following the implementation of IFRS 15. Please refer to Note 2.3 for further details.

 
                                                                                         Restated 
 LIABILITIES                                         Notes   30 June 2018     31 December 2017(*) 
--------------------------------------------------  ------  -------------  ---------------------- 
 
 EQUITY 
 
 Paid in share capital                                  19         36,353                36,353 
 Share premium                                                    119,286               119,286 
 Contribution from shareholders                         21         19,251                18,183 
 Other comprehensive income/expense 
  that will not be reclassified to profit or loss 
   - Remeasurements of post-employment 
    benefit obligations                                           (1,996)               (2,193) 
 Other comprehensive income/expense that may 
  be reclassified to profit or loss 
   - Currency translation differences                             (7,946)              (10,993) 
 Retained earnings                                               (34,006)              (23,623) 
--------------------------------------------------  ------  -------------  -------------------- 
 
 Total Equity                                                     130,942               137,013 
--------------------------------------------------  ------  -------------  -------------------- 
 
 Financial liabilities                                  16         52,882                  85,753 
 Deferred tax liability                                 20          1,358                   2,014 
 Long term provisions for employee benefits                         1,515                   1,374 
 Other non-current liabilities                          15         25,621                  22,442 
 
 Non - current liabilities                                         81,376                 111,583 
--------------------------------------------------  ------  -------------  ---------------------- 
 
 Financial liabilities                                  16        230,927                 142,152 
 Trade payables                                                    57,643                  60,070 
 Current income tax liabilities                                     2,136                   2,181 
 Provisions                                             17          6,572                   7,692 
 Other current liabilities                              15         40,077                  35,202 
--------------------------------------------------  ------  -------------  ---------------------- 
 
 Current liabilities                                              337,355                 247,297 
--------------------------------------------------  ------  -------------  ---------------------- 
 
 Liabilities                                                      418,731                 358,880 
--------------------------------------------------  ------  -------------  ---------------------- 
 
 
 TOTAL EQUITY AND LIABILITIES     549,673    495,893 
-------------------------------  --------  --------- 
 

(*) Prior year comparatives are restated following the implementation of IFRS 15. Please refer to Note 2.3 for further details.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE PERIODSED

30 JUNE 2018 AND 30 JUNE 2017

 
                                                               Remeasurement 
                                                                          of 
                                              Contribution   post-employment      Currency 
                         Share        Share           from           benefit   translation     Retained        Total 
                       capital      premium   shareholders       obligations   differences     earnings       Equity 
-----------------  -----------  -----------  -------------  ----------------  ------------  -----------  ----------- 
 
 Previously 
  reported                 120       63,757         16,666           (1,927)       (8,081)     (11,062)       59,473 
 Effects of 
  restatement (*)            -            -              -                 -          (92)     (12,653)     (12,745) 
 Balances at 1 
  January 2017             120       63,757         16,666           (1,927)       (8,173)     (23,715)       46,728 
 
   Total loss for 
   the period                -            -              -                 -             -      (3,778)      (3,778) 
 Remeasurements 
  of 
  post-employment 
  benefit 
  obligations, 
  net                        -            -              -                26             -            -           26 
 Total 
  comprehensive 
  loss                       -            -              -                26             -      (3,778)      (3,778) 
 Currency 
  translation 
  adjustments                -            -              -                 -       (1,821)            -      (1,821) 
 Share-based 
  incentive plans 
  (Note 21)                  -            -            132                 -             -            -          132 
 Transaction 
  costs IPO                  -      (2,370)              -                 -             -            -      (2,370) 
 Transfers                 961        (961)              -                 -             -            -            - 
-----------------  -----------  -----------  -------------  ----------------  ------------  -----------  ----------- 
 
   Balances at 30 
   June 2017             1,081       60,426         16,798           (1,901)       (9,994)     (27,493)       38,917 
-----------------  -----------  -----------  -------------  ----------------  ------------  -----------  ----------- 
 
 Balances at 1 
  January 2018          36,353      119,286         18,183           (2,193)      (10,993)     (23,623)      137,013 
 
 Total loss for 
  the period                 -            -              -                 -             -     (10,383)     (10,383) 
 Remeasurements 
  of 
  post-employment 
  benefit 
  obligations, 
  net                        -            -              -               197             -            -          197 
 Total 
  comprehensive 
  loss                       -            -              -               197             -     (10,383)     (10,186) 
 Currency 
  translation 
  adjustments                -            -              -                 -         3,047            -        3,047 
 Share-based 
  incentive plans 
  (Note 21)                  -            -          1,068                 -             -            -        1,068 
 Transfers                   -            -              -                 -             -            -            - 
-----------------  -----------  -----------  -------------  ----------------  ------------  -----------  ----------- 
 
   Balances at 30 
   June 2018            36,353      119,286         19,251           (1,996)       (7,946)     (34,006)      130,942 
-----------------  -----------  -----------  -------------  ----------------  ------------  -----------  ----------- 
 (*) Please refer 
  to Note 2.3 
 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE PERIODSED 30 JUNE 2018 AND 30 JUNE 2017

 
                                                                    Restated 
                     Notes                       30 June 2018   30 June 2017 
 ---------------------------------------------  -------------  ------------- 
 
 (Loss) / profit before income 
  tax                                                (10,046)          (360) 
 
 Adjustments for 
 Depreciation                                8         16,749         13,661 
 Amortisation                                9          7,422          5,611 
 (Gains) on sale of property 
  and equipment                                         (170)           (52) 
 Provision for performance bonus            17          4,456          2,898 
 Non-cash employee benefits expense 
  - 
  share based payments                                  1,068            132 
 Interest income                             6          (540)          (409) 
 Interest expense                            6         16,087          9,701 
 Unrealised foreign exchange 
  (losses)/gains 
  on borrowings                                         7,884          9,352 
-----------------------------------------  ---  -------------  ------------- 
 
 Changes in trade receivables                         (3,015)          8,725 
 Changes in other receivables 
  and assets                                         (12,772)        (3,022) 
 Changes in inventories                               (9,746)        (6,683) 
 Changes in trade payables                            (2,427)          2,297 
 Changes in other payables and 
  liabilities                                           6,406          2,249 
 Taxes paid                                           (3,342)        (6,037) 
 Performance bonuses paid                             (5,576)        (3,661) 
-----------------------------------------  ---  -------------  ------------- 
 
 Cash flows generated from/ (used 
  in) 
  operating activities                                 12,438         34,402 
-----------------------------------------  ---  -------------  ------------- 
 
 Payments for property and equipment                 (18,330)       (22,038) 
 Payments for intangible assets              9       (12,385)        (5,817) 
 Proceeds from sale of tangible 
  and intangible assets                                 4,562          3,282 
-----------------------------------------  ---  -------------  ------------- 
 
 Cash flows used in investing 
  activities                                         (26,153)       (24,573) 
-----------------------------------------  ---  -------------  ------------- 
 Interest paid                                       (14,460)        (6,516) 
 Interest received                                        540            409 
 Transaction costs                          19              -        (2,370) 
 Proceeds from borrowings                             529,270         44,538 
 Repayment of borrowings                            (497,889)       (42,860) 
 Financial lease payments, net                        (5,063)          (719) 
-----------------------------------------  ---  -------------  ------------- 
 
 Cash flows (used in)/generated 
  from financing activities                            12,398        (7,518) 
-----------------------------------------  ---  -------------  ------------- 
 
 Effect of currency translation 
  differences                                          12,241          (218) 
-----------------------------------------  ---  -------------  ------------- 
 
 Net increase in cash and cash equivalents             10,924          2,093 
----------------------------------------------  -------------  ------------- 
 
 Cash and cash equivalents at 
  the 
  beginning of the period                   11         76,128         19,502 
-----------------------------------------  ---  -------------  ------------- 
 Cash and cash equivalents at 
  the 
  end of the period                         11         87,052         21,595 
-----------------------------------------  ---  -------------  ------------- 
 
 

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL

INFORMATION AS AT 30 JUNE 2018 AND 31 DECEMBER 2017

(Amounts expressed in thousands of Turkish Lira (TRY) unless otherwise stated.)

NOTE 1 - GROUP'S ORGANIZATION AND NATURE OF ACTIVITIES

DP Eurasia N.V. (the "Company"), a public limited company, having its statutory seat in Amsterdam, the Netherlands, was incorporated under the laws of the Netherlands on 18 October 2016. The acquisition occurred on 18 October 2016 when the Company acquired Fidesrus and Fides Foods and their subsidiaries and from this point forward consolidated Group was formed. This was a transaction under common control.

The condensed consolidated financial statements of DP Eurasia N.V. have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union.

The Company's registered address is: Herikerbergweg 238, Amsterdam, the Netherlands.

The Company and its subsidiaries (together referred as the "Group") operate company and franchise-

owned stores in Turkey and the Russian Federation, including provision of technical support, control and consultancy services to the franchisees.

As at 30 June 2018, the Group operates in 672 stores (426 franchise stores including 6 in Azerbaijan and 3 in Georgia, 246 company-owned stores) (31 December 2017: 643 (402 franchise stores including 5 in Azerbaijan and 3 in Georgia, 241 company-owned stores)).

Subsidiaries

The Company has a total of five fully-owned subsidiaries. The entities included in the scope of the condensed consolidated financial information and nature of their business is as follows:

 
 
   Subsidiaries                       Effective     Registered        Nature of business 
                                      ownership     country 
                                      (%) 
---------------------------------  ------------  ----------------  --------------------- 
 Fides Grup Gıda Restaurant 
  İ letmecili i A. . ("Fides        100.00            Turkey          Food delivery 
  Turkey") 
 Pizza Restaurantları               100.00            Turkey          Food delivery 
  A. . ("Domino's Turkey") 
 OOO Fides ("Fides Russia")              100.00            Russia          Food delivery 
 OOO Pizza Restaurants ("Domino's        100.00            Russia          Food delivery 
  Russia") 
 Fidesrus B.V. ("Fidesrus")              100.00   The Netherlands             Investment 
                                                                                 company 
 Fides Food Systems B.V. ("Fides         100.00   The Netherlands             Investment 
  Food")                                                                         company 
 

NOTE 2 - BASIS OF PRESENTATION OF CONDENSED CONSOLIDATED FINANCIAL INFORMATION

   2.1       Financial reporting standards as adopted by European Union 

These condensed consolidated interim financial statements for the period ended 30 June 2018 have been prepared in accordance with Accounting Standard IAS 34 Interim Financial Reporting ("IAS 34").

This condensed consolidated interim financial report does not include all the notes of the type normally included in an annual financial statement. Accordingly, this report is to be read in conjunction with the condensed consolidated financial statements prepared for the year ended 31 December 2017.

The accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period, except for the effect of the adoption of new and amended standards as set out in Note 2.3.

   2.2       New and amended international financial reporting standards as adopted by European Union 

New and amended standards adopted by the Group, which are effective for the financial statements as at 30 June 2018

A number of new or amended standards became applicable for the current reporting period and the Group had to change its accounting policies and make retrospective adjustments as a result of adopting the following standards:

   -               IFRS 9 Financial Instruments, and 
   -               IFRS 15 Revenue from Contracts with Customers. 

The impact of the adoption of these standards and the new accounting policies are disclosed in Note 2.3 below. The other standards did not have any impact on Group's accounting policies and did not require retrospective adjustments.

- Amendment to IFRS 2,"Share based payments"; on clarifying how to account for certain types of share-based payment transactions; effective for annual periods beginning on or after

1 January 2018. The amendment does not have an impact on the financial position or performance of the Group.

The new standards, amendments and interpretations, which are issued but not effective for the financial statements as at 30 June 2018:

- Amendment to IFRS 9, 'Financial instruments'; effective from annual periods beginning on or after 1 January 2019. The Group is in the process of assessing the impact of standard on financial position of the Group.

- IFRS 16, "Leases"; effective from annual periods beginning on or after 1 January 2019.IFRS 16 was issued in January 2016. It will result in almost all leases being recognised on the balance sheet, as the distinction between operating and finance leases is removed. Under the new standard, an asset (the right to use the leased item) and a financial liability to pay rentals are recognised. The only exceptions are short-term and low-value leases. The accounting for lessors will not significantly change. The standard will affect primarily the accounting for the Group's operating leases. On adoption of IFRS 16 the Group will recognise within the balance sheet a right of use asset and lease liability for all applicable leases. Within the income statement, rent expense will be replaced by depreciation and interest expense.

The Group operates as intermediate lessor for a significant proportion of its leases. The Group will evaluate and classify these sub-leases as operating lease and financial lease as required in IFRS 16. For the subleases classified as financial leasing under IFRS 16 which covers substantially the same term as the head lease, the right of use asset from head-lease will be derecognised and a lease receivable equal to the net investment in the sub-lease will be recognised. The difference between lease receivable and right of use of asset will be recognized in the income statement. Where the sublease term does not cover substantially the same term with the head lease, but the sub-lease has a renewal options that is likely to be used which results in the terms being substantially the same, then the same treatment will be applied to such sub-lease agreements. The accounting treatment are not going to change for the subleases, which are classified as operational lease as required under IFRS 16.

The full impact of IFRS 16 is currently under review, including understanding the practical application of the principles of the standard. It is therefore not practical to provide a reasonable estimate of the financial effect until this review is complete.

   2.3       Impact of adoption of new standards 

IFRS 9 Financial Instruments - Impact of adoption

The Group has applied IFRS 9 "Financial instruments", which has replaced IAS 39 on the transition date, 1 January 2018. The amendments include the classification and measurement of financial assets and liabilities and the expected credit risk model, which will replace an incurred credit risk model. Effect of transition is accounted for based on the simplified approach. However, the cumulative effect related to the transition of IFRS 9 in retained earnings on the first application date is nil and therefore, prior year financial statements are not restated in respect of IFRS 9.

IFRS 15 Revenue from Contracts with Customers - Impact of adoption

The Group has adopted IFRS 15 Revenue from Contracts with Customers from 1 January 2018 which resulted in changes in accounting policies and adjustments to the amounts recognised in the financial statements. The new standard establishes a five-step model to account for revenue arising from contracts with customers. Under IFRS 15, revenue is recognised at an amount that reflects the consideration to which an entity expects to be entitled in exchange for transferring goods or services to a customer.

In accordance with the transition provisions in IFRS 15, the Group has adopted the new rules using the full retrospective method and has restated comparatives for the 2017 financial year. In summary, the following adjustments were made to the amounts recognised in the balance sheet at the date of initial application (1 January 2017). Full impact of the adoption is disclosed in the table in this note.

(i) Accounting for franchise fees

The Group receives a franchise fee from each franchise that joins the Group and operates under the name of Domino's Pizza. These revenues were previously recognised when a franchisee opened a store for trading. However, the performance obligation of the Group is related with the provision of a service during the agreement. Therefore these franchise fee revenues are now deferred during the period of the franchise agreement with the adoption of IFRS 15 and the effect of this transition is included in the other and non-current liabilities in the balance sheet as at 1 January 2017.

(ii) Accounting for costs to fulfil a contract

The Group incurs certain costs with DP International related to set up of each franchise contract and IT systems used for recording of franchise revenue. These costs were expensed as they did not qualify for recognition as an asset under any of the other accounting standards. However, the costs relate directly to the franchise contract, generate resources used in satisfying the contract and are expected to be recovered. They are therefore now capitalised as costs to fulfil a contract following the adoption of IFRS 15 and will be expensed over the life of the contract and included in other assets in the balance sheet on 1 January 2017.

 
                                                                               Restated 
                                          30 June 2017   IFRS 15 effect    30 June 2017 
---------------------------------------  -------------  ---------------  -------------- 
 INCOME OR LOSS 
 
 Revenue                                       289,818          (2,135)         287,683 
 Cost of sales                               (184,718)                -       (184,718) 
---------------------------------------  -------------  ---------------  -------------- 
 
 GROSS PROFIT                                  105,100          (2,135)         102,965 
---------------------------------------  -------------  ---------------  -------------- 
 
 General administrative expenses              (44,314)               95        (44,219) 
 Marketing and selling expenses               (41,310)                -        (41,310) 
 Other operating expense                         (887)                -           (887) 
---------------------------------------  -------------  ---------------  -------------- 
 
 OPERATING PROFIT                               18,589          (2,040)          16,549 
---------------------------------------  -------------  ---------------  -------------- 
 
 Foreign exchange losses                       (7,336)                -         (7,336) 
 Financial income                                  409                -             409 
 Financial expense                             (9,982)                -         (9,982) 
---------------------------------------  -------------  ---------------  -------------- 
 
 (LOSS)/ PROFIT BEFORE INCOME TAX                1,680          (2,040)           (360) 
---------------------------------------  -------------  ---------------  -------------- 
 
 Tax expense                                   (3,800)              382         (3,418) 
 Income tax expense                            (3,720)                -         (3,720) 
 Deferred tax income                              (80)              382             302 
---------------------------------------  -------------  ---------------  -------------- 
 
 LOSS FOR THE PERIOD                           (2,120)          (1,658)         (3,778) 
---------------------------------------  -------------  ---------------  -------------- 
 OTHER COMPREHENSIVE INCOME/ (EXPENSE)         (1,789)              (6)         (1,795) 
 Items that will not be reclassified 
 to profit or loss 
 - Remeasurements of post-employment 
   benefit obligations, net of tax                  26                -              26 
 
 Items that may be reclassified 
 to profit or loss 
 - Currency translation differences            (1,815)              (6)         (1,821) 
---------------------------------------  -------------  ---------------  -------------- 
 
 TOTAL COMPREHENSIVE LOSS                   (3,909)             (1,664)         (5,573) 
---------------------------------------  -------------  ---------------  -------------- 
 
 Loss per share                              (0.47)              (0.36)          (0.83) 
---------------------------------------  -------------  ---------------  -------------- 
 
 
 
                                                                                                  Restated 
 ASSETS                                              31 December 2017   IFRS 15 effect    31 December 2017 
--------------------------------------------------  -----------------  ---------------  ------------------ 
 
 Property and equipment                                       128,396                -             128,396 
 Intangible assets                                             40,331                -              40,331 
 Goodwill                                                      44,209                -              44,209 
 Trade receivables                                             14,949                -              14,949 
 Deferred tax assets                                            7,883               60               7,943 
 Other non-current assets                                      31,954            2,360              34,314 
--------------------------------------------------  -----------------  ---------------  ------------------ 
 
 Non-current assets                                           267,722            2,420             270,142 
--------------------------------------------------  -----------------  ---------------  ------------------ 
 Cash and cash equivalents                                     76,128                -              76,128 
 Trade receivables                                             65,236                -              65,236 
 Due from related parties                                          15                -                  15 
 Inventories                                                   56,259                -              56,259 
 Other current assets                                          27,852              261              28,113 
--------------------------------------------------  -----------------  ---------------  ------------------ 
 
 Current assets                                               225,490              261             225,751 
--------------------------------------------------  -----------------  ---------------  ------------------ 
 
 TOTAL ASSETS                                                 493,212            2,681             495,893 
--------------------------------------------------  -----------------  ---------------  ------------------ 
 
 EQUITY 
 Paid in share capital                                         36,353                -              36,353 
 Share premium                                                119,286                -             119,286 
 Contribution from shareholders                                18,183                -              18,183 
 Other comprehensive income/expense 
  that will not be reclassified to profit or loss             (2,193)                -             (2,193) 
 Other comprehensive income/expense that may 
  be reclassified to profit or loss                          (10,802)            (191)            (10,993) 
 Retained earnings                                            (6,227)         (17,396)            (23,623) 
--------------------------------------------------  -----------------  ---------------  ------------------ 
 
 Total Equity                                                 154,600         (17,587)             137,013 
--------------------------------------------------  -----------------  ---------------  ------------------ 
 
 Financial liabilities                                         85,753                -              85,753 
 Deferred tax liability                                         6,350          (4,336)               2,014 
 Long term provisions for employee benefits                     1,374                -               1,374 
 Other non-current liabilities                                    114           22,328              22,442 
 
 Non - current liabilities                                     93,591           17,992             111,583 
--------------------------------------------------  -----------------  ---------------  ------------------ 
 
 Financial liabilities                                        142,152                -             142,152 
 Trade payables                                                60,070                -              60,070 
 Current income tax liabilities                                 2,181                -               2,181 
 Provisions                                                     7,692                -               7,692 
 Other current liabilities                                     32,926            2,276              35,202 
--------------------------------------------------  -----------------  ---------------  ------------------ 
 
 Current liabilities                                          245,021            2,276             247,297 
--------------------------------------------------  -----------------  ---------------  ------------------ 
 
 LIABILITIES                                                  493,212            2,681             495,893 
--------------------------------------------------  -----------------  ---------------  ------------------ 
 
 

NOTE 3 - SEGMENT REPORTING

The business operations of the Group are organized and managed with respect to geographical positions of its operations. The information regarding the business activities of the Group as of 30 June 2018,

31 December 2017 and 30 June 2017 comprise the performance and the management of Turkish and Russian operations and Head Office.

The segment analysis for the period ended 30 June 2018 and June 2017 are as follows:

Dutch Corp.

 
 1 January-30 June 2018                       Turkey     Russia        Expenses   Elimination      Total 
-----------------------------------------  ---------  ---------  --------------  ------------  --------- 
 
 Corporate revenue                            99,190    123,076               -             -    222,266 
 Franchise revenue and royalty revenue 
  obtained from franchisees                  121,462     13,503               -             -    134,965 
 Other revenue                                 7,637     15,347               -             -     22,984 
 Total revenue                               228,289    151,926               -             -    380,215 
 
        *    At a point in time              227,176    150,342               -             -    377,518 
 
        *    Over time                         1,113      1,584               -             -      2,697 
 Operating profit                             22,061    (3,599)         (3,598)             -     14,864 
 Capital expenditures                         20,956     12,538               -             -     33,494 
 Depreciation and amortization 
  expenses                                  (14,040)   (10,131)               -             -   (24,171) 
 
                                                                    Dutch Corp. 
 30 June 2018                                 Turkey     Russia        Expenses   Elimination      Total 
-----------------------------------------  ---------  ---------  --------------  ------------  --------- 
 
 Financial liabilities 
 - TRY                                        86,689          -               -             -     86,689 
 - EUR                                        27,420    154,988               -             -    182,408 
 - RUB                                             -     14,712               -             -     14,712 
 
 Total                                       114,109    169,700               -             -    283,809 
-----------------------------------------  ---------  ---------  --------------  ------------  --------- 
 
                                                                    Dutch Corp. 
   1 January-30 June 2017                     Turkey     Russia        Expenses   Elimination      Total 
-----------------------------------------  ---------  ---------  --------------  ------------  --------- 
 
 Corporate revenue                            88,796     85,052               -             -    173,848 
 Franchise revenue and royalty revenue 
  obtained from franchisees                  100,847      2,581               -             -    103,428 
 Other revenue                                 7,692      2,715               -             -     10,407 
 Total revenue                               197,335     90,348               -             -    287,683 
 
        *    At a point in time              196,381     90,168               -             -    286,549 
 
        *    Over time                           954        180               -             -      1,134 
 Operating profit                             18,878      (894)         (1,435)             -     16,549 
 Capital expenditures                         11,011     19,031               -             -     30,042 
 Depreciation and amortization 
  Expenses                                  (13,497)    (5,775)               -             -   (19,272) 
 
                                                                    Dutch Corp. 
 30 June 2017                                 Turkey     Russia        Expenses   Elimination      Total 
-----------------------------------------  ---------  ---------  --------------  ------------  --------- 
 
 Financial liabilities 
 - TRY                                        60,386          -               -             -     60,386 
 - EUR                                        32,972    114,073               -             -    147,045 
 - RUB                                             -     10,052               -             -     10,052 
-----------------------------------------  ---------  ---------  --------------  ------------  --------- 
 
 Total                                        93,358    124,125               -             -    217,483 
-----------------------------------------  ---------  ---------  --------------  ------------  --------- 
 
 

The reconciliation of adjusted EBITDAs as of 30 June 2018 and June 2017 is as follows:

 
 Turkey                           30 June 2018   30 June 2017 
 
   Revenue                             228,289        197,335 
-------------------------------  -------------  ------------- 
 
   Operating profit                     22,061         18,878 
 Depreciation and amortisation          14,040         13,497 
-------------------------------  -------------  ------------- 
 
   EBITDA                               36,101         32,375 
-------------------------------  -------------  ------------- 
 
 Non-recurring and non-trade 
  (income)/expenses per Group 
  Management (*) 
 
 One off non-trading costs                 105              - 
 Share-based incentives                    250            132 
 
 Adjusted EBITDA (*)                    36,456         32,507 
-------------------------------  -------------  ------------- 
 
 
 Russia                                             30 June 2018   30 June 2017 
 
   Revenue                                               151,926         90,348 
-------------------------------------------------  -------------  ------------- 
 
   Operating loss                                        (3,599)          (894) 
 Depreciation and amortisation                            10,131          5,775 
-------------------------------------------------  -------------  ------------- 
 
   EBITDA                                                  6,532          4,881 
-------------------------------------------------  -------------  ------------- 
 
 Non-recurring and non-trade 
  (income)/expenses per Group 
  Management (*) 
 
   IPO Costs (recorded through income statement)               -             45 
 Share-based incentives                                      818              - 
 
 Adjusted EBITDA (*)                                       7,350          4,926 
-------------------------------------------------  -------------  ------------- 
 

(*) EBITDA, adjusted EBITDA and non-recurring and non-trade income/expenses are not defined by IFRS. These items determined by the principles defined by the Group management comprises incomes/expenses which are assumed by the Group management that are not part of the normal course of business and are non-recurring items. These items which are not defined by IFRS are disclosed by the Group management separately for a better understanding and measurement of the sustainable performance of the Group.

 
 Dutch Corporate Expenses   30 June 2018   30 June 2017 
 
 
 Operating loss (*)                                               (3,598)     (1,435) 
-------------------------------------------------------------  ----------  ---------- 
 
   EBITDA                                                         (3,598)     (1,435) 
-------------------------------------------------------------  ----------  ---------- 
 
   (*) Operating loss includes general administrative expenses of Dutch company. 
 
 Non-recurring and non-trade 
  (income)/expenses per Group 
  Management (*) 
 
   One-off non-trading costs                                          110           - 
 IPO Costs (recorded through income statement)                          -       1,339 
 
 Adjusted EBITDA (*)                                              (3,488)        (96) 
-------------------------------------------------------------  ----------  ---------- 
 

(*) EBITDA, adjusted EBITDA and non-recurring and non-trade income/expenses are not defined by IFRS. These items determined by the principles defined by the Group management comprises incomes/expenses which are assumed by the Group management that are not part of the normal course of business and are non-recurring items. These items which are not defined by IFRS are disclosed by the Group management separately for a better understanding and measurement of the sustainable performance of the Group.

The reconciliation of adjusted net debt as of 30 June 2018 and 31 December 2017 is as follows:

 
                                                                      30 June 2018   31 December 2017 
 
   Short term bank borrowings                                              224,401            136,931 
 Short-term portions of long-term financial lease borrowings                 6,526              5,221 
 Long-term bank borrowings                                                  42,028             74,545 
 Long-term financial lease borrowings                                       10,854             11,208 
-------------------------------------------------------------------  -------------  ----------------- 
 
 Total borrowings                                                          283,809            227,905 
-------------------------------------------------------------------  -------------  ----------------- 
 
 Cash and cash equivalents                                                (87,052)           (76,128) 
-------------------------------------------------------------------  -------------  ----------------- 
 
 Net debt                                                                  196,757            151,777 
-------------------------------------------------------------------  -------------  ----------------- 
 
 Non-recurring and non-trade 
  (income)/expenses per Group 
  Management (**) 
 Long term deposit for loan guarantee                                     (33,187)           (28,217) 
 Adjusting delay in collection/payment day coinciding on a weekend        (14,052)           (16,835) 
-------------------------------------------------------------------  -------------  ----------------- 
 
   Adjusted net debt (**)                                                  149,518            106,725 
-------------------------------------------------------------------  -------------  ----------------- 
 

(**) Net debt, adjusted net debt and non-recurring items are not defined by IFRS. These items determined by the principles defined by the Group management comprises items which are assumed by the Group management that are not part of the normal course of business and are non-recurring items. These items which are not defined by IFRS are disclosed by the Group management separately for a better understanding and measurement of the sustainable performance of the Group.

The reconciliation of adjusted net income as of 30 June 2018 and 2017 is as follows:

 
                                                  30 June 2018   30 June 2017 
 
 Loss for the period as reported                      (10,383)        (3,778) 
-----------------------------------------------  -------------  ------------- 
 
 Non-recurring and non-trade (income)/expenses 
   per Group Management (*) 
-----------------------------------------------  -------------  ------------- 
 
 IPO Costs                                                 215          1,384 
 Share-based incentives                                  1,068            132 
 Tax effect (-)                                              -          (164) 
-----------------------------------------------  -------------  ------------- 
 
 Adjusted net loss for the period 
  (*)                                                  (9,100)        (2,426) 
-----------------------------------------------  -------------  ------------- 
 

(*) Adjusted net income and non-recurring and non-trade income/expenses are not defined by IFRS. These items determined by the principles defined by the Group management comprises incomes/expenses which are assumed by the Group management that are not part of the normal course of business and are non-recurring items. These items which are not defined by IFRS are disclosed by the Group management separately for a better understanding and measurement of the sustainable performance of the Group.

NOTE 4 - REVENUE AND COST OF SALES

 
                                        30 June 2018   30 June 2017 
-------------------------------------  -------------  ------------- 
 
   Corporate revenue                         222,266        173,848 
  Franchise revenue and royalty 
   revenue obtained from franchisees         134,965        103,428 
 Other revenue                                22,984         10,407 
------------------------------------- 
 
   Revenue                                   380,215        287,683 
-------------------------------------  -------------  ------------- 
 
   Cost of sales                           (251,751)      (184,718) 
-------------------------------------  -------------  ------------- 
 
   Gross profit                              128,464        102,965 
-------------------------------------  -------------  ------------- 
 

NOTE 5 - EXPENSES BY NATURE

 
                                           30 June 2018   30 June 2017 
----------------------------------------  -------------  ------------- 
 
 Personnel expenses                            (90,643)       (67,810) 
 Depreciation and amortization expenses        (24,171)       (19,272) 
----------------------------------------  -------------  ------------- 
                                              (114,814)       (87,082) 
----------------------------------------  -------------  ------------- 
 

NOTE 6 - FOREIGN EXCHANGE LOSSES, FINANCIAL INCOME AND EXPENSES

 
 Foreign exchange losses    30 June 2018   30 June 2017 
 Foreign exchange loss           (8,601)        (7,336) 
                                 (8,601)        (7,336) 
-------------------------  -------------  ------------- 
 
   Financial income 
 Interest income                     540            409 
-------------------------  -------------  ------------- 
                                     540            409 
-------------------------  -------------  ------------- 
 
   Financial expense 
 Interest expense               (16,087)        (9,701) 
 Other                             (762)          (281) 
-------------------------  -------------  ------------- 
                                (16,849)        (9,982) 
-------------------------  -------------  ------------- 
 

NOTE 7 - EARNINGS PER SHARE

 
                                                          30 June 2018   30 June 2017 
 
   Average number of shares existing during the period     145,372,414      4,532,740 
 Net loss for the period attributable to 
  equity holders of the parent                                (10,383)        (3,778) 
-------------------------------------------------------  -------------  ------------- 
 
 Loss per share                                                 (0.07)         (0.83) 
-------------------------------------------------------  -------------  ------------- 
 

The reconciliation of adjusted earnings per share as of 30 June 2018 and 2017 is as follows:

 
                                                            30 June 2018   30 June 2017 
 
   Average number of shares existing during the period       145,372,414      4,532,740 
 Net (loss)/profit for the period attributable to equity 
  holders of the parent                                         (10,383)        (3,778) 
---------------------------------------------------------  -------------  ------------- 
 
 
 Non-recurring and non-trade expenses 
  per Group Management (*) 
 IPO Costs                                            215     1,384 
 Share-based incentives                             1,068         132 
 Tax effect (-)                                         -       (164) 
 
 Adjusted net (loss)/profit for the period 
  attributable to equity holders of the parent    (9,100)     (2,426) 
 
 Adjusted Earnings per share (*)                   (0.06)      (0.54) 
-----------------------------------------------  --------  ---------- 
 

(*) Adjusted earnings per share non-recurring and non-trade income/expenses are not defined by IFRS. These items determined by the principles defined by the Group management comprises incomes/expenses which are assumed by the Group management that are not part of the normal course of business and are non-recurring items. These items which are not defined by IFRS are disclosed by the Group management separately for a better understanding and measurement of the sustainable performance of the Group.

There are no shares or options with a dilutive effect and hence the basic and diluted earnings per share are the same.

The earning per share presented for the period ended 30 June 2018 is based on the issued share capital of DP Eurasia N.V. at the date of its incorporation.

NOTE 8 - PROPERTY AND EQUIPMENT

 
                                                                                   Currency translation 
                            1 January 2018   Additions   Disposals   Transfers              adjustments   30 June 2018 
-------------------------  ---------------  ----------  ----------  ----------  -----------------------  ------------- 
 
 Cost 
 Machinery and equipment            42,094       5,147     (2,589)          96                    3,998         48,746 
 Motor vehicles                     26,277       2,779       (405)           -                    2,063         30,714 
 Furniture and fixtures             58,646       3,209     (4,744)       1,475                      204         58,790 
 Leasehold improvements             77,499       5,157     (4,186)         183                    4,079         82,732 
 Construction in progress           10,211       4,817         (8)     (2,137)                      453         13,336 
-------------------------  ---------------  ----------  ----------  ----------  -----------------------  ------------- 
 
                                   214,727      21,109    (11,932)       (383)                   10,797        234,318 
-------------------------  ---------------  ----------  ----------  ----------  -----------------------  ------------- 
 
 Accumulated depreciation 
 Machinery and equipment          (11,494)     (3,480)         938           -                  (1,070)       (15,106) 
 Motor vehicles                   (11,042)     (3,676)         393           -                    (728)       (15,053) 
 Furniture and fixtures           (26,953)     (3,374)       3,812           -                     (58)       (26,573) 
 Leasehold improvements           (36,842)     (6,219)       2,497           -                  (1,090)       (41,654) 
-------------------------  ---------------  ----------  ----------  ----------  -----------------------  ------------- 
 
                                  (86,331)    (16,749)       7,640           -                  (2,946)       (98,386) 
-------------------------  ---------------  ----------  ----------  ----------  -----------------------  ------------- 
 
 Net book value                    128,396                                                                     135,932 
-------------------------  ---------------  ----------  ----------  ----------  -----------------------  ------------- 
 

For the period ended 30 June 2018, depreciation expense of TRY13,746 has been charged in cost of sales and TRY3,003 has been charged in general administrative expenses.

 
                                                                                  Currency translation 
                             1 January 2017   Additions   Disposals   Transfers            adjustments   30 June 2017 
--------------------------  ---------------  ----------  ----------  ----------  ---------------------  ------------- 
 
 Cost 
 Machinery 
  and equipment                      25,517       5,038       (456)       2,280                    215         32,594 
 Motor vehicles                      15,522       5,052       (459)           -                    197         20,312 
 Furniture and fixtures              50,942       3,659     (1,502)         115                     20         53,234 
 Leasehold improvements              58,187       7,771     (2,009)       1,530                    177         65,656 
 Construction in progress             8,738       2,705     (1,025)     (4,071)                    176          6,523 
--------------------------  ---------------  ----------  ----------  ----------  ---------------------  ------------- 
                                    158,906      24,225     (5,451)       (146)                    785        178,319 
--------------------------  ---------------  ----------  ----------  ----------  ---------------------  ------------- 
 
 Accumulated depreciation 
 Machinery and equipment            (6,070)     (2,205)          82           -                   (21)        (8,214) 
 Motor vehicles                     (5,734)     (2,647)         459           -                   (18)        (7,940) 
 Furniture and fixtures            (21,998)     (3,430)         699           -                    (2)       (24,731) 
 Leasehold improvements            (27,256)     (5,379)         999           -                   (11)       (31,647) 
--------------------------  ---------------  ----------  ----------  ----------  ---------------------  ------------- 
                                   (61,058)    (13,661)       2,239           -                   (52)       (72,532) 
--------------------------  ---------------  ----------  ----------  ----------  ---------------------  ------------- 
 
 Net book value                      97,848                                                                   105,787 
--------------------------  ---------------  ----------  ----------  ----------  ---------------------  ------------- 
 

For the period ended 30 June 2017, depreciation expense of TRY 10,455 has been charged in cost of sales and TRY 3,206 has been charged in general administrative expenses.

NOTE 9 - INTANGIBLE ASSETS

 
                                                                Currency 
                        1 January                            translation                30 June 
                             2018   Additions   Disposals    adjustments   Transfers       2018 
---------------------  ----------  ----------  ----------  -------------  ----------  --------- 
 
 Cost 
 Key money                  8,755       6,291        (45)             97           -     15,098 
 Computer software         31,502       6,094       (146)            678         383     38,511 
 Franchise contracts       48,485           -           -              -           -     48,485 
---------------------  ----------  ----------  ----------  -------------  ----------  --------- 
                           88,742      12,385       (191)            775         383    102,094 
---------------------  ----------  ----------  ----------  -------------  ----------  --------- 
 
 Accumulated amortization 
 Key money                (2,001)     (1,124)          45              -           -    (3,080) 
 Computer software       (10,855)     (3,874)          46          (188)           -   (14,871) 
 Franchise contracts     (35,555)     (2,424)           -              -           -   (37,979) 
---------------------  ----------  ----------  ----------  -------------  ----------  --------- 
                         (48,411)     (7,422)          91          (188)           -   (55,930) 
---------------------  ----------  ----------  ----------  -------------  ----------  --------- 
 
   Net book value          40,331                                                        46,164 
---------------------  ----------  ----------  ----------  -------------  ----------  --------- 
 
 

For the period ended 30 June 2018, amortisation expense of TRY 4,229 has been charged in cost of sales and TRY 3,193 has been charged in general administrative expenses.

 
                                                                 Currency 
                                                              translation                30 June 
                     1 January 2017   Additions   Disposals   adjustments   Transfers       2017 
--------------  -------------------  ----------  ----------  ------------  ----------  --------- 
 
 Cost 
 Key money                    2,734         801       (135)          (10)          38      3,428 
 Computer 
  software                   19,503       5,016         (7)         (177)         108     24,443 
 Franchise 
  contracts                  48,485           -           -             -           -     48,485 
                             70,722       5,817       (142)         (187)         146     76,356 
--------------  -------------------  ----------  ----------  ------------  ----------  --------- 
 
 Accumulated 
 amortization 
 Key money                  (1,320)       (381)         119             -           -    (1,582) 
 Computer 
  software                  (4,652)     (2,806)           5           119           -    (7,334) 
 Franchise 
  contracts                (30,707)     (2,424)           -             -           -   (33,131) 
--------------  -------------------  ----------  ----------  ------------  ----------  --------- 
                 (36,679)    (5,611)                    124       119               -   (42,047) 
--------------  ---------  --------------------  ----------  ------------  ----------  --------- 
 
   Net book 
   value           34,043                                                                   34,309 
--------------  ---------  --------------------  ----------  ------------  ----------  ----------- 
 
 

For the period ended 30 June 2017, amortisation expense of TRY 3,232 has been charged in cost of sales and TRY 2,379 has been charged in general administrative expenses.

NOTE 10 - GOODWILL

The goodwill balance amounts to TRY 44,902 (including the currency translation adjustment amounting to TRY 693) in the condensed consolidated financial information as of 30 June 2018

(31 December 2017: TRY 44,209).

Acquisition of Pizza Restaurantları A. .

On 1 September 2010, the Group acquired the shares of Pizza Restaurantları A. ., which operates in pizza delivery business with a network of company and franchise-owned stores in Turkey. Following the acquisition, goodwill amounting to TRY 37,961 was recognized in the condensed consolidated financial information based acquisition accounting applied under IFRS 3 "Business Combinations".

Acquisition of Russian Operations

On 15 February 2013, the Group acquired the fixed assets of a pizza network operating in Moscow, Russia. Although the Group did not acquire shares of a company, the acquisition is treated as a business combination in accordance with IFRS 3 "Business Combinations" as the inputs and operational processes that have the ability to create outputs, have been transferred to the Group.

TRY 6,941 (including currency translation adjustment amounting to TRY 693) of the goodwill recognised in the condensed consolidated financial information has arisen from acquisition of the Russian pizza delivery network. The access to the related market and creation of synergy with the wider Group are the main reasons behind the recognised goodwill.

As there were no indicators for impairment, the management of the Group has not updated any of the other impairment calculations performed as at 31 December 2017.

NOTE 11 - CASH AND CASH EQUIVALENTS

The details of cash and cash equivalents as of 30 June 2018 and 31 December 2017 are as follows:

 
                            30 June 2018   31 December 2017 
 
 Cash in hand                      1,250              1,365 
 Cash at bank                     75,988             63,438 
 Credit card receivables           9,814             11,325 
-------------------------  -------------  ----------------- 
                                  87,052             76,128 
-------------------------  -------------  ----------------- 
 

Maturity term of credit card receivables are 30 days on average (31 December 2017: 30 days).

NOTE 12 - TRADE RECEIVABLES

   a)         Short-term trade receivables 
 
                                                30 June 2018   31 December 2017 
 
 Trade receivables                                    52,277             48,392 
 Post-dated cheques                                   17,577             16,936 
 Receivables from related parties                         17                 15 
---------------------------------------------  -------------  ----------------- 
 
                                                      69,871             65,343 
---------------------------------------------  -------------  ----------------- 
 
 Less: Doubtful trade receivable                        (92)               (92) 
---------------------------------------------  -------------  ----------------- 
 Short-term trade and other receivables, net          69,779             65,251 
---------------------------------------------  -------------  ----------------- 
 

The average collection period for trade receivables is between 30 and 60 days (2017: 30 and 60 days).

   b)        Long-term trade receivables 
 
                         30 June 2018   31 December 2017 
 
   Post-dated cheques          13,438             14,949 
----------------------  -------------  ----------------- 
 
                               13,438             14,949 
----------------------  -------------  ----------------- 
 

NOTE 13 - TRANSACTIONS AND BALANCES WITH RELATED PARTIES

The details of transactions with related parties as of 30 June 2018 and 30 June 2017 is as follows:

Key management compensation

 
                                     30 June 2018   30 June 2017 
 
 Short-term employee benefits               8,111          5,369 
 Share-based incentives (Note 21)           1,068            132 
----------------------------------  -------------  ------------- 
 
                                            9,179          5,501 
----------------------------------  -------------  ------------- 
 

NOTE 14 - INVENTORIES

 
                                   30 June 2018   31 December 2017 
--------------------------------  -------------  ----------------- 
 
Raw materials                            58,379             47,128 
Trade goods and other inventory           7,626              9,131 
 
                                         66,005             56,259 
 

NOTE 15 - OTHER ASSETS AND LIABILITIES

 
 Other current assets                    30 June 2018  31 December 2017 
 
Advance payments to suppliers                  19,810            15,534 
Prepaid taxes and VAT receivable                2,935             2,951 
Prepaid rent expenses                           2,705             3,804 
Prepaid marketing expenses                      2,364               951 
Prepaid fee expenses                              537               262 
Other                                           5,765             4,611 
 
  Total                                        34,116            28,113 
 
 
 Other non-current assets                30 June 2018  31 December 2017 
 
Long term deposits for loan guarantees         33,187            28,217 
Deposits given                                  5,372             3,737 
Prepaid fee expenses                            2,522             2,360 
 
  Total                                        41,081            34,314 
 

Long term deposits for loan guarantees are provided as collateral to Denizbank AG by the Group's Turkish business for term loans made to the Group's Russian business. Maturity date of long term deposit is 11 February 2019 and annual interest rate is 3%.

The principal of EUR 6,249 (TRY 33,187) is blocked until the Group's Russian business completes its loan repayments, however the Turkish business is entitled to receive the accrued interest on the deposit.

 
 Other current liabilities           30 June 2018  31 December 2017 
 
Advances received from franchisees          9,421             6,200 
Unused vacation liabilities                 6,816             5,070 
Social security premiums payable            5,467             2,969 
Payable to personnel                        5,235             5,236 
Deferred revenue (*)                        4,994             4,110 
Taxes and funds payable                     3,097             4,776 
Volume rebate advances                          -             4,819 
Other expense accruals                      5,047             2,022 
 
  Total                                    40,077            35,202 
 
 
 Other non-current liabilities       30 June 2018  31 December 2017 
 
Deferred revenue (*)                       25,621            22,442 
 
  Total                                    25,621            22,442 
 
   (*)        Represents the effect of transition to IFRS 15. Refer to note 2.3 for further details. 

NOTE 16 - FINANCIAL LIABILITIES

 
                                                              30 June 2018  31 December 2017 
 
Short term bank borrowings                                         109,625            75,174 
 
Short-term financial liabilities                                   109,625            75,174 
 
Short-term portions of long term borrowings                        114,776            61,757 
Short-term portions of long-term financial lease borrowings          6,526             5,221 
 
Current portion of long-term financial liabilities                 121,302            66,978 
 
Total short term financial liabilities                             230,927           142,152 
 
Long-term bank borrowings                                           42,028            74,545 
Long-term financial lease borrowings                                10,854            11,208 
 
Long-term financial liabilities                                     52,882            85,753 
 
Total financial liabilities                                        283,809           227,905 
 

The loan agreement signed with Türkiye İ Bankası A. . by Domino's Turkey is subject to covenant clauses whereby Domino's Turkey is required to meet certain ratios. The financial indicator of leverage ratio which requires the ratio of net debt to adjusted EBITDA for the relevant period should not be more than 2.50:1; and total free cash flow to total debt service ratio should not be less than 1.1 at the end of each financial year. If the Company ends up with any ratio above 2.50:1 or below 1.1 at the end of financial period, they need to meet the covenant in the subsequent 20 working days.

Domino's Turkey has met financial covenants clauses of Türkiye İ Bankası as of 30 June 2018.

The loan agreement between Denizbank Moscow and Domino's Russia requires that unless there is written approval from Denizbank Moscow, there will not be any changes in more than 50% of the capital directly and that no agreements or documents that may result in the above results will be signed or interpreted this way.

Throughout the period Domino's Russia meets covenants clauses of Denizbank Moscow.

NOTE 17 - PROVISIONS

 
 Short-term provisions       30 June 2018  31 December 2017 
 
Performance bonuses                 4,456             5,576 
Legal provisions and other          2,116             2,116 
 
                                    6,572             7,692 
 

Legal provisions are mostly resulting from labour and rent discrepancies.

The movement of provisions as of 30 June 2018 is as follows:

 
                                  Performance      Legal 
                                      bonuses  and other 
Balance at 1 January 2018               5,576      2,116 
Provision set during the period         4,456          - 
Paid during the period                (5,576)          - 
 
Balance as at 30 June 2018              4,456      2,116 
 

NOTE 18 - COMMITMENTS, CONTINGENT ASSETS AND LIABILITIES

   a)         Guarantees given to third parties as of 30 June 2018 and December 2017 are as follows; 
 
                    30 June 2018  31 December 2017 
 
Guarantee letters 
 given                     3,977             2,193 
 
                           3,977             2,193 
 
 

Guarantee letter amounting to EUR 8 million has given to Denizbank Moscow on 17 February 2017.

   b)         Guarantees received for trade receivables are as follows: 
 
                           30 June 2018  31 December 2017 
 
Guarantee notes received         33,292            31,682 
Guarantee letters 
 received                        20,722            18,579 
 
                                 54,014            50,261 
 
   c)         Tax contingencies 

Russian tax legislation which was enacted or substantively enacted at the end of the reporting period, is subject to varying interpretations when being applied to the transactions and activities of the Group. Consequently, tax positions taken by management and the formal documentation supporting the tax positions may be challenged by tax authorities. Russian tax administration is gradually strengthening, including the fact that there is a higher risk of review of tax transactions without a clear business purpose or with tax incompliant counterparties.

As Russian tax legislation does not provide definitive guidance in certain areas, the Group adopts, from time to time, interpretations of such uncertain areas that reduce the overall tax rate of the Group. While management currently estimates that the tax positions and interpretations that it has taken can probably be sustained, there is a possible risk that an outflow of resources will be required should such tax positions and interpretations be challenged by the tax authorities. The impact of any such challenge cannot be reliably estimated; however, it may be significant to the financial position and/or the overall operations of the Group.

NOTE 19 - EQUITY

The shareholders and the shareholding structure of the Group at 30 June 2018 and 31 December 2017 are as follows:

 
                                            30 June 2018        31 December 2017 
                                            Share (%)  Amount  Share (%)   Amount 
Fides Food Systems Coöperatief U.A.         42.8  15,562        42.8  15,562 
Public shares                                    52.1  18,944        52.1  18,944 
Vision Lovemark Coöperatief U.A.             4.9   1,774         4.9   1,774 
Other                                             0.2      73         0.2      73 
                                                       36,353              36,353 
 

As of 30 June 2018, the Group's 145,372,414 shares are issued and fully paid for.

The nominal value of each share is EUR 0.12 (2017: EUR 0.12). There is no preference stock.

Share premium

Share premium represents differences resulting from the incorporation of Fides Food by Fides Food Systems Coöperatief U.A. at a price exceeding the face value of those shares and differences between the face value and the fair value of shares issued at the IPO.

Ultimate controlling party

The ultimate controlling party of the Company is Turkish Private Equity Fund II L.P. There is no individual ultimately controlling the Group.

NOTE 20 - INCOME TAX

The Group is subject to taxation in accordance with the tax regulations and the legislation effective in the countries in which the Group companies operate. Therefore, provision for taxes, as reflected in the condensed consolidated financial information, has been calculated on a separate-entity basis. The tax rate used for the period to 30 June 2018 is 25 % (31 December 2017: 25%).

The breakdown of cumulative temporary differences and the resulting deferred income tax assets/liabilities at 30 June 2018 and 31 December 2017 using statutory tax rates are as follows:

 
                                     30 June 2018                31 December 2017 
                                                Deferred                Deferred tax 
                                                     tax 
                                Temporary        assets/    Temporary        assets/ 
                              differences  (liabilities)  differences  (liabilities) 
 
Carry forward tax losses 
 (*)                               40,033          8,007       30,439          6,088 
Property, equipment 
 and intangible assets           (39,120)        (7,712)     (44,160)        (8,832) 
Deferred revenue                   24,974          5,426       21,983          4,397 
Bonus accruals                      5,881          1,222        5,733          1,147 
Unused vacation liabilities         3,128            688        2,386            477 
Legal provisions                    2,116            465        2,116            423 
Provision for employee 
 termination benefit                1,515            333        1,374            275 
Other                               7,198          1,417        9,772          1,954 
 
Deferred income tax 
 assets, net                                       9,846                       5,929 
 

NOTE 21 - SHARE BASED PAYMENTS

The Phantom Option Scheme

The Phantom Option Scheme was put in place to incentivise senior members of management. The incentive plan entitles the employees to a cash payment at the date of an exit by shareholders. The amount payable will be determined based on the difference between the equity value of the entities at the time of exit and their grant dates. Granted options will only vest if certain conditions are met, including continued employment with the Group, and if there is an event of 100% exit by Fides Food Systems Coöperatief U.A. and Vision Lovemark Coöperatief U.A. However, shareholders have the right to exercise these plans even if they do not exit 100% of their stake and may determine the amount payable to employees pro rata their exited shareholding.

Based on this scheme, the difference between the grant equity value and the exit value of the entities have been allocated for Domino's Turkey and Domino's Russia separately and multiplied by the respective option amount of each individual.

Options are granted under the plan for no consideration and carry no dividend or voting rights.

When exercised, the whole payout will be made by the ultimate shareholders of the Group in cash and any taxes, fees or any other costs related to the incentive will be borne by employees within the incentive plan. As a result, the phantom options are accounted for as equity-settled share-based payment awards.

The Company uses the Black-Scholes option valuation model to calculate the fair value of the Phantom Option at the date of grant. Option pricing models require the input of highly subjective assumptions, including the expected price volatility. The fair value at grant date is determined using an adjusted form of the Black Scholes Model that takes into account the exercise price, the term of the option, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield, the risk free interest rate for the term of the option. The expected price volatility is based on the historic volatility of the peer group companies. The fair value of the options is then recognized over the vesting period of the options granted.

The share-based incentives in the period ended 30 June 2018 and 31 December 2017 were derived from the vesting of grants which have been estimated using the Black Scholes option pricing model based on the following weighted-average assumptions:

Expected average option term in years: 8.8 years

Expected volatility: 42.6%

Expected dividend yield: 0%

Risk-free interest rate: 2.6%

In relation with the IPO, the selling shareholders used their right to partly settle the option undertakings in August 2017, with the portion corresponding to the percentage of shares of selling shareholders that were sold during the IPO. As a result, this portion of the outstanding share-based incentives is fully expensed as at 30 June 2017.

CEO Share Incentive Scheme

Additionally, a share incentive scheme was put in place between Fides Food Systems Coöperatief U.A., and Vision Lovemark Coöperatief U.A. Based on performance targets, and continuing employment of the CEO, the shares would be granted each year to Vision Lovemark Coöperatief U.A.

The share incentive scheme has been terminated in December 2016. The fair value of the shares granted was determined with reference to an EBITDA based enterprise value of the Group's Turkish segment. The vesting period for each grant was 1 year.

Russian CEO Share Incentive Scheme

A share incentive scheme as put in place at the time of the IPO on 3 July 2017. According to the incentive scheme an employee was granted an option to acquire 2,700,000 shares. The price payable per share on exercise of the option is GBP 2.00. The shares under the option will vest in equal instalments on each anniversary of the award, with the final instalment vesting on the fifth anniversary of Admission. The option will only vest if he has not ceased to be an employee of the Group and is not under notice to terminate his employment with the Group.

The weighted-average fair value of the options granted under the LTIP Scheme in 2018 amounted to TRY 719 per option, which has been estimated using the Black-Scholes option pricing model based on the following weighted-average assumptions

Share price on the grant date: GBP 1.85;

Expected average option term in years: three years;

Expected volatility: 36.6%;

Expected dividend yield: 0%; and

Risk-free interest rate: 0.9%.

New LTIP Scheme

New share incentive scheme as put in place on 7 May 2018. According to the incentive scheme employees was granted an option to acquire shares, based on performance targets of the Group for the upcoming three years, and continuing employment till the vesting time. The shares under the option will vest at the end of scheme period.

The weighted-average fair value of the options granted under the LTIP Scheme in 2018 amounted to TRY 349 per option, which has been estimated using the Black-Scholes option pricing model based on the following weighted-average assumptions

Share price on the grant date: GBP 1.87;

Expected average option term in years: three years;

Expected volatility: 37.7%;

Expected dividend yield: 0%; and

Risk-free interest rate: 0.75%.

Under these existing plans, the cumulative charge is TRY19,251 as at 30 June 2018 and TRY18,183 as at 31 December 2017, and current year charge is TRY1,068 and TRY132 as at 30 June 2018 and 2017, respectively. There are no plans forfeited in the years 2018 and 2017.

NOTE 22 - SUBSEQUENT EVENTS

On July 2018, the Group refinanced its Euro denominated loans in Russia with a Rouble denominated loan. The RUB 2.2 billion facility has 76 months term with a 12 months grace period and carries an interest rate of 9.7%. The loan carries a RUB 420 million cash deposit condition to be made as a collateral by the Russian operating company.

.......................

 
Review report 
 To: the board of directors of DP Eurasia N.V. 
 

Introduction

We have reviewed the accompanying condensed consolidated interim financial information for the six-month period ended 30 June 2018 of DP Eurasia N.V., Amsterdam, which comprises the condensed consolidated statement of financial position as at 30 June 2018, the condensed consolidated statement of comprehensive income, the condensed consolidated statement of changes in equity, the condensed consolidated statement of cash flows for the period then ended and the selected explanatory notes. The board of directors is responsible for the preparation and presentation of this (condensed) interim financial information in accordance with IAS 34, 'Interim Financial Reporting' as adopted by the European Union. Our responsibility is to express a conclusion on this interim financial information based on our review.

Scope

We conducted our review in accordance with Dutch law including standard 2410, Review of Interim Financial Information Performed by the Independent Auditor of the company. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with auditing standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed consolidated interim financial information for the six-month period ended 30 June 2018 is not prepared, in all material respects, in accordance with IAS 34, 'Interim Financial Reporting' as adopted by the European Union.

Amsterdam, 10 September 2018

PricewaterhouseCoopers Accountants N.V.

Original has been signed by J. van Meijel RA

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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