TIDMDPEU

RNS Number : 2565B

DP Eurasia N.V

30 September 2022

 
   30 September 2022 
 

DP Eurasia N.V.

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

Interim Results for the Period Ended 30 June 2022 (1)

Highlights (2)

 
                             For the period ended 
                                    30 June 
                                (pre - IAS 29) 
                          ------------------------- 
                              2022          2021      Change 
                          ------------  -----------  ------- 
                               (in millions of 
                             TRY, unless otherwise 
                                  indicated) 
 
 Number of stores              842          792         50 
 
 Group system sales (3) 
 Turkey                       1,201          756      58.9% 
 Russia                        493          279       76.8% 
 Azerbaijan & Georgia          43            19        122% 
 COFFY                         14           1.4        952% 
 Total                        1,751         1,055      66% 
 
 
 
                             For the period ended 
                                    30 June 
                                (after IAS 29) 
                          ------------------------- 
                              2022          2021      Change 
                          ------------  -----------  ------- 
                               (in millions of 
                             TRY, unless otherwise 
                                  indicated) 
 
 Number of stores              842          792         50 
 
 Group system sales (3) 
 Turkey                       1,349        1,396      -3.4% 
 Russia                        493          279       76.8% 
 Azerbaijan & Georgia          49            36       35.2% 
 COFFY                         16           2.5        521% 
 Total                        1,906        1,713      11.2% 
 
 
 
 
                                  For the period ended 
                                         30 June 
                                     (pre - IAS 29) 
                               ------------------------- 
                                   2022          2021      Change 
                               ------------  -----------  ------- 
                                    (in millions of 
                                  TRY, unless otherwise 
                                       indicated) 
 System sales like-for-like growth 
 Group(10)                         38.0%        52.4% 
 Turkey                            51.0%        64.9% 
 Russia (based on RUB)             -2.6%        18.2% 
 Azerbaijan                        -0.6%         9.5% 
 Georgia                           33.1%        59.2% 
 
 Revenue                           1,137         658       72.8% 
 Turkey adjusted EBITDA(5)          155           92       68.1% 
 Russia adjusted EBITDA(5)          14            13        8.2% 
 Adjusted EBITDA(5)                 155           98       58.1% 
 Adjusted net income(6)             73            35        109% 
 Adjusted net debt(7)              1,085         762       42.4% 
 
 
 
                                  For the period ended 
                                         30 June 
                                     (after IAS 29) 
                               ------------------------- 
                                   2022          2021      Change 
                               ------------  -----------  ------- 
                                    (in millions of 
                                  TRY, unless otherwise 
                                       indicated) 
 
 System sales like-for-like growth 
 Group(10)                         -6.8%        35.4% 
 Turkey                            -8.4%        41.6% 
 Russia (based on RUB)             -2.6%        18.2% 
 Azerbaijan                        -0.6%         9.5% 
 Georgia                           33.1%        59.2% 
 
   (after IAS 29, reviewed) 
 Revenue (1)                       1,259        1,045      20.5% 
 Turkey adjusted EBITDA(1), 
  (5)                               152          139        9.9% 
 Russia adjusted EBITDA(1), 
  (5)                               14            13        8.2% 
 Adjusted EBITDA(1), (5)            153          145        5.6% 
 Adjusted net income(1), 
  (6)                               95            58       63.4% 
 Adjusted net debt(1), (7)         1,085         762       42.4% 
 
 

Financial Highlights

-- Adjusted for the hyperinflation in Turkey (in accordance with the IAS 29 "Financial Reporting in Hyperinflationary Economies" standard), Group revenue was up 20.5% and system sales were up 11.2%, reflecting healthy growth at the Group level while set against very strong comparatives.

-- The Group's LfL performance was -6.8%, but this includes the positive impact of last year's VAT reduction of 7pp to 1% (which lasted until the end of September 2021). Adjusting to exclude this would show a flat LfL performance on 1H 2022 with low single digit growth in volumes.

-- Adjusted EBITDA of TRY 153 million corresponds to 5.6% growth and was achieved in a difficult cost environment as Turkish operations faced an average 64% headline inflation compared to H1 2021.

-- Adjusted net income was TRY 95 million (1H21: TRY 58 million), corresponding to a 63.4% increase

-- Liquidity position at Period-end: TRY 268 million cash and an undrawn bank facility of TRY 157 million.

   --     Adjusted net debt was TRY 1,085 million as of 30 June 2022 (H1 2021: TRY 762 million) 

Operational Highlights

-- Online delivery system sales further increased to 82.9% (June 2021: 75.5%) as a share of delivery system sales (7) , reflecting DP Eurasia's robust positioning for the online ordering channel.

   --     Group online system sales (8) growth of 15.5% 

o Turkish online system sales growth of 1%

o Russian online system sales growth of 77.5% (-6.8% based on RUB)

-- 29 net store openings in Turkey, including COFFY and Azerbaijan & Georgia, during the first half of the year

-- 21 net Domino's Pizza store openings in Turkey maintains our momentum and is on top of record level of openings in 2021.

-- Having opened seven new stores in the first half of the year, COFFY traded from 15 stores at period-end, 10 of which are franchised.

2022 Outlook

-- The Group continues to trade in line with its formal guidance (as set out below) for FY2022, which was reinstated by management in the trading update of 21 July.

-- Management anticipates that in this inflationary environment, FY2022 adjusted EBITDA is likely to be above current market expectations but remains mindful of operating in a volatile environment with the potential for further macro-economic and geopolitical challenges.

-- The strong store opening momentum in Turkey is anticipated to continue in the second half, driven by robust franchisee demand.

-- As previously announced, investment into the Group's Russian operations remains limited with attention focused on optimising the existing store network. Management continues to actively monitor the situation in the region closely.

-- COFFY represents an outstanding growth opportunity for the Group. Thanks to the strong franchisee demand, store openings are anticipated to continue at pace in the second half. The COFFY network has reached 20 stores as of today's date.

   --     Guidance for store openings, LfL growth and capital expenditure for FY 2022 is as follows: 
 
                                    Turkey                      Russia 
-------------------------  -------------------------  --------------------------- 
LfL growth rate                    55 - 65%*               0% (based on RUB) 
Domino's Pizza net store 
 openings                           30 - 40                        0 
COFFY net store openings            20 - 30                        - 
Capital expenditure                  TRY 90 million*              RUB 190 million 
-------------------------  -------------------------  --------------------------- 
 

* excluding impact of IAS 29 accounting

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

"On behalf of the Board, I am pleased to report solid earnings growth for the first half of 2022 as we worked hard to combat the high levels of financial volatility in the regions we operate. This performance was enabled by our capabilities, experienced team, and culture. We have an innovative and customer-centric mindset, helping us to grow in a healthy manner as we pursue long term and sustainable profit. Before going into details, I would like to note that our Turkish business performance is adjusted with hyper-inflation in Turkey according to IAS 29 standards.

"Our like-for-like performance caught up with the rapid pace of inflation, when adjusted for last year's VAT advantage, thanks to our strategic pricing actions, sustained volume performance and everyday efficiency. Despite unprecedented cost pressures, we increased adjusted EBITDA by 5.6% and adjusted net income by 63.4% compared to the same period a year ago.

"We have effectively mitigated the inflation challenge with clear and targeted action in three areas - strategic pricing and product innovation; continued digital innovation; and operational efficiencies to enhance profitability. Our product portfolio and innovation continue, and we recently introduced Pizzetta, a new personal pizza that is offered at a very competitive price of TRY19.99 (c. USD 1). We are also introducing 'snacks from the oven' take-away range that will complete our suite value options. These new products present a great choice for customers who are seeking affordable value amid an inflationary environment.

"We remain committed to providing the best value for money proposition on the market and to ensuring our franchisees remain profitable. As a result, franchisee demand remained strong. We opened 29 net stores in Turkey during the first half of the year, including COFFY and Azerbaijan & Georgia. Domino's Pizza store count grew by 21 stores in Turkey year to date. Given our strong pipeline, we remain confident that 2022 will be another solid year for store growth.

"Our own brand, COFFY, has been performing extremely well. It is positioned to provide Turkish consumers with a simple, value for money and convenient coffee brand and, as a result, achieved robust volume and sales growth. Having installed new store concepts to fit in with local circumstances, our COFFY network reached 15 stores. Franchisee demand stands very strong, which is likely to carry the total COFFY store count above 30 by the end of the year. Hence, I personally believe that our growth potential at COFFY is very promising.

"In Russia, we faced into a strong comparable period while operating in a difficult geo-political and economic environment. As a result, we had a negative 2.6% LfL by the end of first half. As previously announced, the Group continues to limit investment into the territory and is focused on optimising the store coverage in Russia. Please note that number of stores in Russia stood at 171 as of September compared to 184 stores by the end of first half. We continue to monitor the situation in the region closely while the safety and welfare of all the Group's employees and customers remains our primary priority.

"While, The Board is conscious of the ongoing uncertainty while current trends suggest that our adjusted EBITDA(4) for 2022 is likely to be above the current market expectations."

Enquiries

 
 DP Eurasia N.V. 
 İlknur Kocaer, CFA - Investor Relations 
  Director                                       +90 212 280 9636 
 
 Buchanan (Financial Communications) 
 Richard Oldworth / Toto Berger / Verity         +44 20 7466 5000 
  Parker                                          dp@buchanan.uk.com 
 
 
 
 
 
 
   A conference call will be held at 9.30am 
   today for analysts and investors via the 
   following dial-in details: 
    Conference   UK Toll: +44 3333 000 804 
     call:       UK Toll Free: 0800 358 9473 
                 Participant PIN code: 89109082# 
                 URL for international dial in numbers: 
                 https://events-ftp.arkadin.com/ev/docs/NE_W2_TF_Events_International_Acces 
                 s_List.pdf 
 

DP Eurasia N.V.'s 2022 interim results presentation are available at www.dpeurasia.com . A conference call replay will be available on the website in due course.

Notes

(1) Financial statements as at 30 June 2022 are subjected to limited review and non-IFRS measures are not audited.

(2) COFFY numbers are included in all Turkey and Group figures, unless presented separately. Like-for-like figures exclude COFFY

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

(4) 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). This is a non-IFRS measure and non-IFRS measures are not audited.

(5) EBITDA, adjusted EBITDA and non-recurring and non-trade income/expenses are not defined by IFRS and non-IFRS measures are not audited. These items are determined by the principles defined by the Group management and comprise income/expenses which are assumed by the Group management to not be part of the normal course of business and are non-trading 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. Please refer to Note 3 in the Consolidated Financial statements for a reconciliation of these items with IFRS.

(6) Adjusted net income is not defined by IFRS and non-IFRS measures are not audited. 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 Consolidated Financial statements for a reconciliation of this item with IFRS.

(7) Net debt and adjusted net debt are not defined by IFRS and non-IFRS measures are not audited. 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.

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

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

(10) Group like-for-like growth is a weighted average of the country like-for-like growths based on store numbers as described in Note (2). This is a non-IFRS measure and non-IFRS measures are not audited.

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 827 stores (628 in Turkey, 184 in Russia, 10 in Azerbaijan and 5 in Georgia as of 30 June 2022) and operates through its owned corporate stores (22%) and franchised stores (78%). In addition to its pizza delivery business, the Group also has its own coffee brand, COFFY, which trades from 15 stores at period-end, 10 of which are franchised. 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

 
 Store count                                   As at 30 June 
                     ---------------------------------------------------------------- 
                                   2022                             2021 
                      Corporate   Franchised   Total   Corporate   Franchised   Total 
 Turkey (Domino's)       94          534        628       103         481        584 
 Russia                  92           92        184       116          76        192 
 Azerbaijan               -           10        10         -           9          9 
 Georgia                  -           5          5         -           4          4 
 COFFY                    5           10        15         2           1          3 
 Total                   191         651        842       220         572        792 
 

DP Eurasia's store count grew by 50 stores year-on-year and by 25 since the end of 2021. The Group increased its system sales by inflation-adjusted 11.2% year-on-year.

The Turkish operations' system sales, representing 71% of Group system sales, contracted by 3.4% on inflation adjusted basis. Nonetheless, adjusted for last year's VAT reduction of 7pp to 1% (which lasted until end of July), system sales growth would be around 4%. On similar basis, like-for-like growth in Turkey would be flattish in 1H2022. The Group experienced robust franchisee interest in Turkey resulting in a strong store pipeline, laying solid foundations for future growth. Domino's Pizza store count in Turkey increased by 44 over the last twelve months and 21 since the end of 2021.

COFFY has demonstrated very strong sales performance and now represents an outstanding growth opportunity for the Group. Having opened seven new stores in the first half of the year (and 12 stores year-on-year), COFFY traded from 15 stores at period-end, 10 of which are franchised. Thanks to the strong franchisee demand, store openings continue at full speed.

The Russian operations' system sales, representing 26% of Group system sales, increased by 76.8% (-7% based on RUB). The Group reported -2.6% like-for-like growth in Russia during the period. In Russia, we faced into a strong comparable period while operating in a difficult geo-political and economic environment. As previously announced, the Group continues to limit investment into the territory and is focused on optimising the existing store coverage in Russia. Number of stores stood at 171 by the end of September compared to 184 stores by the end of first half of the year.

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 period ended 30 June 
                             -------------------------------------------------- 
                                       2022                      2021 
                             ------------------------  ------------------------ 
                              Turkey   Russia   Total   Turkey   Russia   Total 
                               18.3     6.5     16.8     25.6     7.7     24.2 
 Store                           %        %       %        %        %       % 
            Group's online     25.1     72.2    37.1     25.9     69.5    32.2 
 Online         platform         %        %       %        %        %       % 
                               56.1     21.3    45.8     48.1     22.9    43.3 
         Aggregator              %        %       %        %        %       % 
                               81.2     93.5    82.9     74.0     92.3    75.5 
        Total online             %        %       %        %        %       % 
 Call                          0.5               0.4     0.4               0.3 
  centre                         %       -        %        %       -        % 
 Total                         100%     100%    100%     100%     100%    100% 
 

The following table shows the Group's online like-for-like growth (10) , analysed by the Group's two largest countries in which it operates:

 
                                  For the period ended 
                                         30 June 
                                ----------------------- 
                                    2022         2021 
                                ------------  --------- 
 Online system sales like-for-like growth(9) 
 Group(10)                          -3.0%       56.9% 
 Turkey                             -3.2%       70.1% 
 Russia (based on RUB)              -2.5%       19.2% 
 

Online delivery system sales as a share of delivery system sales reached 82.9% for the period, which represents a 7.3 percentage point increase on a year-on-year basis. The share of online sales in the Turkish delivery system reached 81.2%. This corresponded to more than seven percentage point increase over the last twelve months. This performance was aided also by an increase in volumes through the aggregators. The online system sales share in Russia increased to 93.5% delivering around one and a half percentage points of increase.

Financial Review

 
                                     For the period ended 
                                            30 June 
                                   ----------------------- 
                                       2022        2021      Change 
                                   -----------  ----------  ------- 
                                     (in millions of TRY) 
 
 Revenue                              1,259        1045       20.5% 
 Cost of sales                        (869)        (682)      27.4% 
 Gross Profit                          390          363        7.5% 
 General administrative expenses      (190)        (135)      40.3% 
 Marketing and selling expenses       (191)        (178)       7.5% 
 Other operating expenses, net          18          (7)        n.m. 
 Operating profit                       28          43       -34.9% 
 Foreign exchange gains/(losses)       124          52       138.2% 
 Financial income                       20          25       -19.0% 
 Financial expense                    (107)        (65)       63.9% 
 Monetary profit / (loss)               74          24       215.1% 
 Profit/(Loss) before income 
  tax                                  140          79          77% 
 Tax expense                           (52)        (37)       42.9% 
 
 Profit/(Loss) after tax                88          42       107.5% 
 
 Turkey adjusted EBITDA(4)             152          139        9.9% 
 Russia adjusted EBITDA(4)              14          13         8.2% 
 Adjusted EBITDA(4)                    153          145        5.6% 
 Adjusted net income(5)                 95          58        63.4% 
 Adjusted net debt(6)                 1,085         762       42.4% 
 

Revenue

Group revenue grew by 20.5% to TRY 1,259 million on inflation adjusted basis. Turkey segment revenue grew by 9.0% to TRY 917 million, while Russia segment revenue grew by 67.7% to reach TRY 342 million.

Adjusted EBITDA

The Group's adjusted EBITDA grew by 5.6% to TRY 153 million. Adjusted EBITDA for the Turkish segment, which includes the Azerbaijani and Georgian businesses along with COFFY, was TRY 152 million, a year-on-year increase of 9.9%, and adjusted EBITDA for the Russian segment was TRY 14 million.

For the period ended 30 June 2022, the Group's adjusted EBITDA margin as a percentage of revenues was 12.1% compared to 13.9% over the same period in 2021. Unprecedented increases in food costs across the board and higher personnel expenses were the main drivers for the decrease. The Russian segment margin declined to 4.1% from 6.3% due to relatively weak operating leverage.

Adjusted EBITDA margin as a percentage of revenues for the Turkish segment (including Azerbaijan, Georgia and COFFY business) recorded a small increase to 16.6% from 16.5% mainly due to the strong sales performance creating operating leverage through the system despite the above-mentioned cost pressure. The Group took the advantage of its robust purchasing power and also built-up additional inventory during the period to combat with elevated food costs. The latter action was also the main reason behind the higher net debt position.

Adjusted Net Income

For the period ended 30 June 2022, adjusted net income was TRY 95 million. The growth in revenue and adjusted EBITDA as well as the foreign exchange gains due to the devaluation of the TRY against the RUB were the main reasons for the return to profitability. Following the hyper-inflation accounting, the Group also posted higher monetary gain compared to last year's adjustment. While the Group's bank facilities are TRY and RUB denominated, the Group recorded a foreign exchange gain of TRY 124 million primarily due to the devaluation of the TRY against the RUB versus a gain of TRY 52 million in the same period of the last year.

Capital expenditure and Cash conversion

The Group incurred TRY 57 million of capital expenditure in the period ended 30 June 2022. The Turkish segment capital expenditure was TRY 38 million and the Russian segment capital expenditures amounted to TRY 19 million (c. RUB 95 million).

Cash conversion, defined as (adjusted EBITDA [excluding IFRS 16 impact] - capital expenditure) / (adjusted EBITDA [excluding IFRS 16 impact]) for the period stayed the same 43% (H1 2021: 43%) for the Group. On the other hand, the Turkish segment improved its cash conversion to 71% (H1 2021: 55%) because of its improved adjusted EBITDA and prudent capital expenditure management. The Russian segment had negative cash conversion during the period.

Adjusted net debt and leverage

The Group's adjusted net debt as of 30 June 2022 was TRY 1,085 million, representing an increase of 42.4% from 30 June 2021. The Group's bank borrowings continue to be denominated in its operational currencies of TRY and RUB. As of 30 June 2022, 64% of the Group's bank borrowings were denominated in TRY, while 36% is denominated in RUB. This was aligned with the revenue composition as 73% of Group revenues were denominated in TRY and rest in RUB.

The Group's leverage ratio (defined as adjusted net debt/adjusted EBITDA for the last 12 months) increased to 3.8x as of 30 June 2022 (after IAS 29) vs. 3.0x at the end of 2021 (pre-IAS 29) due to the devaluation of the TRY against the RUB. FX-neutral leverage ratio stands at 2.3x as of 30 June 2022 (after IAS 29).

In an increasing rate environment, 89% of Group's bank borrowings had fixed rate whereas average maturity stood at 2.6 years.

The Group had TRY 268 million of cash and access to an additional banking facility of TRY 157 million.

The Group's sufficient liquidity position enables it to pre-pay its bank borrowings in Russia, despite the recent devaluation of TRY, if required. The Group obtained a waiver (related with net debt/EBITDA ratio) from Sberbank with respect to its covenants for all four quarters of 2022 and is in negotiations to reset the covenants or repay the remaining loan. The principal outstanding amount under the Sberbank loan currently amounts to RUB 0.7 billion, of which RUB 0.02 billion is supported by a cash collateral deposit.

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, 28 September 2022

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

Shyam S. Bhartia*

Hari S. Bhartia*

David Adams*

Burak Ertas*

Ahmet Ashaboglu*

* Non-Executive Directors

Auditor's Involvement

This Interim Report for the six months ended 30 June 2022, 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

 
                 For the period ended 30 June 
            -------------------------------------- 
                   2022                2021 
            ------------------  ------------------ 
             Period    Period    Period    Period 
 Currency      End     Average     End     Average 
            -------  ---------  -------  --------- 
 EUR/TRY     17.522    16.196    10.365    9.485 
 RUB/TRY     0.321     0.200     0.119     0.105 
 EUR/RUB     53.858    83.520    86.203    89.547 
 

Delivery - Take away / Eat in mix

 
                          For the period ended 30 June 
                                   (unaudited) 
               -------------------------------------------------- 
                         2022                      2021 
               ------------------------  ------------------------ 
                Turkey   Russia   Total   Turkey   Russia   Total 
                 75.7     75.9    75.4     83.2     77.2    82.0 
 Delivery          %        %       %        %        %       % 
 Take away /     24.3     24.1    24.6     16.8     22.8    18.0 
  Eat in           %        %       %        %        %       % 
 Total(2)        100%     100%    100%     100%     100%    100% 
 

DP EURASIA N.V.

(UNAUDITED) CONDENSED CONSOLIDATED

INTERIM FINANCIAL STATEMENTS

AS AT 30 JUNE 2022

Unaudited

DP EURASIA N.V.

(UNAUDITED) CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE PERIODED 30 JUNE 2022

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

 
 
                                                    (unaudited)      (unaudited) 
                                         Notes     30 June 2022     30 June 2021 
-------------------------------------  -------  ---------------  --------------- 
 INCOME OR LOSS 
 
 Revenue                                  4           1,259,480        1,045,326 
 Cost of sales                            4           (868,944)        (682,092) 
-------------------------------------  -------  ---------------  --------------- 
 
 GROSS PROFIT                                           390,536          363,234 
-------------------------------------  -------  ---------------  --------------- 
 
 General administrative expenses                      (189,992)        (135,451) 
 Marketing and selling expenses                       (190,818)        (177,547) 
 Other operating income, net                             18,452          (6,923) 
-------------------------------------  -------  ---------------  --------------- 
 
 OPERATING PROFIT                                        28,178           43,313 
-------------------------------------  -------  ---------------  --------------- 
 
 Foreign exchange gains                   6             123,944           52,035 
 Financial income                         6              20,288           25,061 
 Financial expense                        6           (106,779)         (65,166) 
-------------------------------------  -------  ---------------  --------------- 
 
 Monetary Gain                                           74,292           23,579 
-------------------------------------  -------  ---------------  --------------- 
 
 PROFIT BEFORE INCOME TAX                               139,923           78,822 
-------------------------------------  -------  ---------------  --------------- 
 
 Tax expense                                           (52,321)         (36,603) 
 Income tax expense                      20            (33,739)         (26,660) 
 Deferred tax expense                    20            (18,582)          (9,943) 
-------------------------------------  -------  ---------------  --------------- 
 
 PROFIT FOR THE PERIOD                                   87,602           42,219 
-------------------------------------  -------  ---------------  --------------- 
 
 OTHER COMPREHENSIVE EXPENSE                          (182,936)         (35,356) 
 Items that will not be reclassified 
 to profit or loss 
 - Remeasurements of post-employment                        638              165 
   benefit obligations, net of tax                        (147)             (41) 
 
 Items that may be reclassified 
 to profit or loss 
 - Currency translation differences                   (183,427)         (35,480) 
-------------------------------------  -------  ---------------  --------------- 
 
 TOTAL COMPREHENSIVE (LOSS)/GAIN                       (95,334)            6,863 
-------------------------------------  -------  ---------------  --------------- 
 
 Profit per share                          7               0.60             0.29 
-------------------------------------  -------  ---------------  --------------- 
 

The accompanying notes on pages 6 till 32 form an integral part of these condensed consolidated interim financial statements.

DP EURASIA N.V.

(UNAUDITED) CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 30 JUNE 2022

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

 
 
 
  ASSETS                       Notes      (unaudited)          (unaudited) 
                                         30 June 2022     31 December 2021 
---------------------------  -------  ---------------  ------------------- 
 
 Trade receivables              13             12,633               18,630 
 Lease receivables                10           84,119               95,773 
 Right-of-use assets            10            315,266              195,556 
 Property and equipment         8             218,270              193,895 
 Intangible assets              9             152,655              107,171 
 Goodwill                         11          234,108              219,912 
 Deferred tax assets              20           46,182               27,529 
 Other non-current assets       16             79,480               63,691 
---------------------------  -------  ---------------  ------------------- 
 
 Non-current assets                         1,142,713              922,157 
---------------------------  -------  ---------------  ------------------- 
 
 Cash and cash equivalents      12            268,576              223,912 
 Trade receivables              13            253,164              220,037 
 Lease receivables                10           29,566               28,787 
 Inventories                    15            326,928              196,880 
 Other current assets           16            210,162              152,569 
---------------------------  -------  ---------------  ------------------- 
 
 Current assets                             1,088,396              822,185 
---------------------------  -------  ---------------  ------------------- 
 
 TOTAL ASSETS                               2,231,109            1,744,342 
---------------------------  -------  ---------------  ------------------- 
 
 

The accompanying notes form on pages 6 till 32 an integral part of these condensed consolidated interim financial statements.

DP EURASIA N.V.

(UNAUDITED) CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 30 JUNE 2022

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

 
 
                                                           (unaudited)          (unaudited) 
  LIABILITIES                                   Notes     30 June 2022     31 December 2021 
--------------------------------------------  -------  ---------------  ------------------- 
 
 EQUITY 
 
 Paid in share capital                           19             36,353               36,353 
 Share premium                                                 390,457              390,457 
 Contribution from shareholders                                 63,882               62,221 
 Other comprehensive income/expense 
   not to be reclassified to profit or loss 
   - Remeasurements of post-employment 
      benefit obligations                                      (4,023)              (4,514) 
 Other comprehensive income/expense 
   to be reclassified to profit or loss 
   - Currency translation differences                        (603,909)            (420,482) 
 Retained earnings                                              89,590                1,988 
--------------------------------------------  -------  ---------------  ------------------- 
 
 Total equity                                                 (27,650)               66,023 
--------------------------------------------  -------  ---------------  ------------------- 
 
 Financial liabilities                           17            273,078              221,372 
 Lease liabilities                               10            345,714              257,663 
 Long term provisions for 
 employee benefits                               16              6,733                5,965 
 Deferred tax liability                          20             22,656                7,246 
 Other non-current liabilities                   16             74,038              105,485 
--------------------------------------------  -------  ---------------  ------------------- 
 
 Non - current liabilities                                     722,219              597,731 
--------------------------------------------  -------  ---------------  ------------------- 
 
 LIABILITIES 
 
 Financial liabilities                           17            625,863              458,544 
 Lease liabilities                               10            114,814               83,944 
 Trade payables                                  13            565,393              362,009 
 Current income tax liabilities                                 21,335               18,203 
 Provisions                                                      4,220                7,716 
 Other current liabilities                       16            204,915              150,172 
--------------------------------------------  -------  ---------------  ------------------- 
 
 Current liabilities                                         1,536,540            1,080,588 
--------------------------------------------  -------  ---------------  ------------------- 
 
 TOTAL LIABILITIES                                           2,258,759            1,678,319 
--------------------------------------------  -------  ---------------  ------------------- 
 
 TOTAL LIABILITIES & EQUITY                                  2,231,109            1,744,342 
--------------------------------------------  -------  ---------------  ------------------- 
 

The accompanying notes form on pages 6 till 32 an integral part of these condensed consolidated interim financial statements.

DP EURASIA N.V.

(UNAUDITED) CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE PERIODED

30 JUNE 2022

 
                                                                Remeasurement 
                                                                           of 
                                               Contribution   post-employment      Currency 
                         Share         Share           from           benefit   translation     Retained         Total 
                       capital       premium   shareholders       obligations   differences     earnings        Equity 
-----------------  -----------  ------------  -------------  ----------------  ------------  -----------  ------------ 
 
 Balances at 1 
  January 
  2021(unaudited)       36,353       390,457         57,665           (6,991)     (288,959)       66,691       255,216 
 
 Remeasurements 
  of 
  post-employment 
  benefit 
  obligations, 
  net                        -             -              -               124             -            -           124 
 Currency 
  translation 
  adjustments                -             -              -                 -      (35,480)            -      (35,480) 
 Total profit for 
  the period                 -             -              -                 -             -       42,219        42,219 
 Total 
  comprehensive 
  loss                       -             -              -               124      (35,480)       42,219         6,863 
 Share-based 
  incentive plans            -             -          2,482                 -             -            -         2,482 
-----------------  -----------  ------------  -------------  ----------------  ------------  -----------  ------------ 
 
 Balances at 30 
  June 2021 
  (unaudited)           36,353       390,457         60,147           (6,867)     (324,439)      108,910       264,561 
-----------------  -----------  ------------  -------------  ----------------  ------------  -----------  ------------ 
 

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

 
 Balances at 1 January 2022 (unaudited)           36,353   390,457   62,221   (4,514)   (420,482)    1,988      66,023 
-----------------------------------------------  -------  --------  -------  --------  ----------  -------  ---------- 
 Remeasurements of post-employment benefit 
  obligations, net                                     -         -        -       491           -        -         491 
 Currency translation adjustments                      -         -        -         -   (183,427)        -   (183,427) 
 Total profit for the period                           -         -        -         -           -   87,602      87,602 
 Total comprehensive loss                              -         -        -       491   (183,427)   87,602    (95,334) 
 Share-based incentive plans                           -         -    1,661         -           -        -       1,661 
 
 Balances at 30 June 2022 (unaudited)             36,353   390,457   63,882   (4,023)   (603,909)   89,590    (27,650) 
-----------------------------------------------  -------  --------  -------  --------  ----------  -------  ---------- 
 

The accompanying notes form on pages 6 till 32 an integral part of these condensed consolidated interim financial statements.

DP EURASIA N.V.

(UNAUDITED) CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE PERIODED 30 JUNE 2022 (unaudited)

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

 
 
                                                      (unaudited)    (unaudited) 
                                                          30 June        30 June 
                                                             2022           2021 
 Profit before income tax                                 139,923         78,822 
--------------------------------------------------  -------------  ------------- 
 Adjustments for: 
 Depreciation                                              90,644         63,808 
 Amortisation                                              26,518         21,652 
 (Gain)/Loss on sale of property and equipment                  -            437 
 Performance bonus accrual                                  7,850          9,081 
 Non-cash employee benefits expense - share-based 
  payments                                                  1,661          2,482 
 Interest income                                         (20,288)       (25,061) 
 Interest expense                                          92,518         65,166 
 Impairment of tangible and intangible 
  assets                                                    2,999          7,005 
 Hyperinflation adjustments                             (139,496)         83,029 
 Changes in operating assets and liabilities 
 Changes in trade receivables                            (27,130)       (31,212) 
 Changes in other receivables and assets                 (68,630)       (57,310) 
 Changes in inventories                                 (130,048)       (54,018) 
 Changes in contract assets                               (4,752)        (5,906) 
 Changes in contract liabilities                          (7,501)          6,694 
 Changes in trade payables                                203,384         72,316 
 Changes in other payables and liabilities                 47,508         35,703 
 Income taxes paid                                       (30,607)       (25,104) 
 Performance bonuses paid                                (26,946)       (15,690) 
 Cash flows generated from operating activities           157,607        231,894 
--------------------------------------------------  -------------  ------------- 
 Purchases of property and equipment                     (16,287)       (10,933) 
 Purchases of intangible assets                          (40,880)       (28,736) 
 Disposals from sale of tangible and intangible 
  assets                                                   11,797            438 
 Cash flows used in investing activities                 (45,370)       (39,231) 
--------------------------------------------------  -------------  ------------- 
 Interest paid                                           (71,179)       (57,833) 
 Interest on leases paid                                 (18,652)        (7,395) 
 Interest received                                          9,597          3,994 
 Loans obtained                                           722,274        488,445 
 Loans paid                                             (481,492)      (497,496) 
 Payment of lease liabilities                            (57,287)       (44,905) 
 Cash flows (used in)/generated from financing 
  activities                                              103,261      (115,189) 
--------------------------------------------------  -------------  ------------- 
 Effect of currency translation differences              (97,079)       (13,054) 
 Net increase in cash and cash equivalents                118,419       (64,420) 
--------------------------------------------------  -------------  ------------- 
 Effects of inflation on cash and cash 
  equivalents                                            (73,755)      (124,310) 
--------------------------------------------------  -------------  ------------- 
 Cash and cash equivalents at the beginning 
  of the period                                           223,912        202,640 
--------------------------------------------------  -------------  ------------- 
 Cash and cash equivalents at the end 
  of the period                                           268,576        142,751 
--------------------------------------------------  -------------  ------------- 
 

The accompanying notes on pages 6 till 32 form an integral part of these condensed consolidated interim financial statement

DP EURASIA N.V.

NOTES TO THE ( UNAUDITED ) CONDENSED CONSOLIDATED INTERIM FINANCIALSTATEMENTS AS AT 30 JUNE 2022

(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"), public limited company, having its statutory seat in Amsterdam, the Netherlands, was incorporated under the law of the Netherlands on 18 October 2016. The Company has been incorporated by integrating shares of Fides Food Systems Coöperatief U.A. and Vision Lovemark Coöperatief U.A. in Fidesrus B.V. and Fides Food Systems B.V. Acquisitions 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 Company's registered address is: Herikerbergweg 238, Amsterdam, the Netherlands.

The Company and its subsidiaries (together referred as the "Group") operate corporate-owned and franchise-owned stores in Turkey and the Russian Federation, including providing technical support, control and consultancy services to the franchisees.

As at 30 June 2022, the Group, including Coffy, hold franchise operating and sub-franchising right in 842 stores (651 franchise stores, 191 corporate-owned stores) (31 December 2021: 817 stores (618 franchise stores, 199 corporate-owned stores).

Subsidiaries

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

 
                                                     30 June         30 June 
                                                        2022            2021 
                                                   Effective       Effective 
 Subsidiaries                                  ownership (%)   ownership (%)   Registered country   Nature of business 
--------------------------------------------  --------------  --------------  -------------------  ------------------- 
 
 Pizza Restaurantları A. . ( " Domino's 
  Turkey " )                                             100             100               Turkey        Food delivery 
 Pizza Restaurants LLC ( " Domino's Russia " 
  )                                                      100             100               Russia        Food delivery 
 Fidesrus B.V. ( " Fidesrus " )                          100             100      the Netherlands   Investment company 
 Fides Food Systems B.V. ( " Fides Food " )              100             100      the Netherlands   Investment company 
 

Pizza Restaurants LLC is established in the Russian Federation. Domino's Russia is operating a pizza delivery network of company and franchise-owned stores in Russian Federation. Domino's Russia has a Master Franchise Agreement (the "MFA Russia") with Domino's Pizza International for the pizza delivery network in Russia until 2030.

DP EURASIA N.V.

NOTES TO THE ( UNAUDITED ) CONDENSED CONSOLIDATED INTERIM FINANCIALSTATEMENTS AS AT 30 JUNE 2022

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

NOTE 1 - GROUP'S ORGANIZATION AND NATURE OF ACTIVITIES (Continued)

Pizza Restaurantları A. . ("Domino's Turkey") is established in Turkey. Domino's Turkey is operating a pizza delivery network of corporate and franchised stores in Turkey. Domino's Turkey is a food delivery company, which has a Master Franchise Agreement (the "MFA Turkey") with Domino's Pizza International pizza delivery network in Turkey until 2032. The Group expects the terms of the MFAs to be extended.

Fides Food and Fidesrus are established in the Netherlands. Both Fides Food Systems and Fidesrus are acting as investment companies.

Significant changes in the current reporting period

The condensed interim consolidated financial statements have been prepared assuming that the Group will continue as a going concern and be able to realise its assets and discharge its liabilities in the normal course of business. The Group recorded a net gain of TRY 87,602 for the first half of 2022. The Group's current liabilities exceed its current assets by TRY 448,144 as of 30 June 2022. The Group realized operating profit of TRY 28,178 for the first half of 2022.

As previously announced, the Group continues to limit investment into the territory and is focused on optimising the store coverage in Russia. The Group continues to monitor the situation in the region closely while the safety and welfare of all the Group's employees and customers remains our primary priority

Due to continuing operating loss in Russia, financial covenants of Groups Russia loan facility have not been met but the Group was able to obtain waiver (related with net debt to EBITDA ratio) for all four quarters of 2022.

However, trading performance across the Group has continued its momentum throughout the first half of the year, with net 29 stores including Coffy stores of 7, being opened in Turkey, Russia, Azerbaijan and Georgia.

   NOTE 2 -     BASIS OF PRESENTATION OF INTERIM FINANCIAL STATEMENTS 
   2.1       Basis of preparation 

These condensed consolidated interim financial statements for the six months period ended

30 June 2022 have been prepared in accordance with International Accounting Standard 34 ("IAS 34") Interim Financial Reporting.

The interim report does not include all the notes of the type normally included in the annual financial statements. Accordingly, this report is to be read in conjunction with the annual report for the year ended 31 December 2021. These condensed interim financial statements were approved for issue on 28 September 2022. The financial statements have been reviewed, not audited.

The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group's annual financial statements for the year ended 31 December 2021, except for the application of the IAS 29 "Financial Reporting in Hyperinflationary Economies" and the new or revised standards, amendments and/or interpretations that are mandatory for the periods beginning on or after 1 January 2022.

DP EURASIA N.V.

NOTES TO THE ( UNAUDITED ) CONDENSED CONSOLIDATED INTERIM FINANCIALSTATEMENTS AS AT 30 JUNE 2022

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

   NOTE 2 -     BASIS OF PRESENTATION OF INTERIM FINANCIAL STATEMENTS 

(Continued)

Application of IAS 29 - Hyperinflation in Turkey

The Turkish economy has been designated as a hyperinflationary economy in the first half of 2022 and, as a result, IAS 29 "Financial Reporting in Hyperinflationary Economies" has become applicable to the

Group's subsidiaries (Domino's Turkey), whose functional currency is the Turkish Lira. IAS 29 requires companies to report the results of the operations in Turkey, as if these were highly inflationary as of 1 January 2022. Specifically, IAS 29 requires:

- Adjustment of historical cost of the non-monetary assets and liabilities for the change in purchasing power caused by inflation from the date of initial recognition to the end of the reporting date;

- Non-adjustment of the monetary assets and liabilities, as they are already expressed in the measuring unit current at the end of the reporting period;

- Adjustment of the income statement for inflation and its translation with the average index rate;

- Recognition of gain or loss on net monetary position in profit or loss in order to reflect the impact of inflation rate movement on holding monetary assets and liabilities in local currency.

IAS 29 requires that financial statements prepared in the currency of a hyperinflationary economy be stated in terms of the measuring unit current at the balance sheet date, and that corresponding figures for previous periods be restated in the same terms. The restatement of the comparative amounts was calculated by means of conversion factors derived from the Turkish nationwide consumer price index ("CPI") published by the State Institute of Statistics ("SIS"). Indices and conversion factors used to restate the comparative amounts until 30 June 2022 are given below:

Cumulative three-year

Date Index Conversion factor inflation rate

30 June 2022 977.90 1,0000 136.4%

31 December 2021 686.95 1.4235 74.4%

31 December 2020 504.81 1.9372 54.2%

The financial statements of Group's subsidiaries, whose functional currency is the currency of a hyperinflationary economy, are adjusted for inflation and prior year comparatives have been restated for hyperinflation in the consolidated financial statements.

In the consolidated income statement for the six months ended on 30 June 2022, the Group recognized a total gain on net monetary position of TRY 74,292 thousands.

On the application of IAS 29, the Group used the conversion coefficient derived from the consumer price index published by Turkish Statistics Institute (TUIK). The conversion coefficient was 977.90 and 686.95 on 30 June 2022 and 31 December 2021 respectively.

DP EURASIA N.V.

NOTES TO THE ( UNAUDITED ) CONDENSED CONSOLIDATED INTERIM FINANCIALSTATEMENTS AS AT 30 JUNE 2022

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

   NOTE 2 -     BASIS OF PRESENTATION OF INTERIM FINANCIAL STATEMENTS (Continued) 

Seasonality of operations

There is no significant seasonality effect on the Group's revenue. According to financial year ended

31 December 2021, 46% of revenues accumulated in the first half year, with 54% accumulating in the second half.

Consolidation of foreign subsidiaries

Financial statements of subsidiaries operating in foreign countries are prepared in the currency of the primary economic environment in which they operate. Assets and liabilities in financial statements prepared according to the Group's accounting policies are translated into the Group's presentation currency, Turkish Liras ('TRY'), from the foreign exchange rate at the statement of financial position date whereas income and expenses are translated into TRY at the average foreign exchange rate. Exchange differences arising from the translation are included in the "currency translation differences" under shareholders' equity.

The foreign currency exchange rates used in the translation of the foreign operations within the scope of consolidation are as follows:

 
                      30 June 2022         31 December        30 June 2021 
                                               2021 
                   ------------------  ------------------  ------------------ 
                     Period    Period    Period    Period    Period    Period 
 Currency               End   Average       End   Average       End   Average 
 
 Euros              17.5221   16.1964   14.6823   10.4408   10.3645    9.4860 
 Russian Roubles     0.3209    0.2004    0.1730    0.1196    0.1194    0.1053 
 
 
   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 interim financial statements as at 30 June 2022

A number of new or amended standards became applicable for the current reporting period:

- Amendment to IFRS 16, 'Leases' - Covid-19 related rent concessions Extension of the Practical expedient

   -           Amendments to IFRS 7 and IFRS 16 Interest Rate Benchmark Reform Phase 2 

- Amendments to IAS 12.7 Deferred Tax related to Assets and Liabilities arising from a Single Transaction

These standards did not have any impact on the Group's accounting policies and did not require retrospective adjustments.

DP EURASIA N.V.

NOTES TO THE ( UNAUDITED ) CONDENSED CONSOLIDATED INTERIM FINANCIALSTATEMENTS AS AT 30 JUNE 2022

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

   NOTE 2 -     BASIS OF PRESENTATION OF INTERIM FINANCIAL STATEMENTS (Continued) 

The new standards, amendments and interpretations, which are issued but not effective for the interim financial statements as at 30 June 2022

A number of narrow-scope amendments to IFRS 3, IAS 16, IAS 37 and some annual improvements on IFRS 1, IFRS 9, IAS 41 and IFRS 16

   -           Amendments to IFRS 3, 'Business combinations' 
   -           Amendments to IAS 16, 'Property, plant and equipment' 
   -           Amendments to IAS 37, 'Provisions, contingent liabilities and contingent assets' 
   -           Amendments to IAS 1, Presentation of financial statements' 
   -           Narrow scope amendments to IAS 1, Practice statement 2 and IAS 8 

- Amendment to IAS 12 - Deferred tax related to assets and liabilities arising from a single transaction;

These standards are not expected to have any impact on the Group's accounting policies.

NOTE 3 - SEGMENT REPORTING

The business operations of the Group are organised and managed with respect to geographical positions of its operations. The information regarding the business activities of the Group as of 30 June 2022 and 2021 comprise the performance and the management of its Turkish and Russian operations and head office.

The Group has two business segments, determined by management according to the information used for the evaluation of performance and the allocation of resources, the Turkish and Russian operations. Other operations are composed of corporate expenses of Dutch companies. These segments are managed separately because they are affected by the economic conditions and geographical positions in terms of risks and returns.

DP EURASIA N.V.

NOTES TO THE ( UNAUDITED ) CONDENSED CONSOLIDATED INTERIM FINANCIALSTATEMENTS AS AT 30 JUNE 2022

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

NOTE 3 - SEGMENT REPORTING (Continued)

The segment analysis for the periods ended 30 June 2022 and 2021 are as follows:

 
 1 January - 30 June 2022                                             Turkey     Russia      Other       Total 
-----------------------------------------------------------------  ---------  ---------  ---------  ---------- 
 
 Corporate revenue                                                   208,896    192,714          -     401,610 
 Franchise revenue and royalty revenue obtained from franchisees     593,135    130,720          -     723,855 
 Other revenue                                                       115,290     18,725          -     134,015 
 Total revenue                                                       917,321    342,159          -   1,259,480 
 - At a point in time                                                867,260    340,972          -   1,208,232 
 - Over time                                                          50,061      1,187          -      51,248 
-----------------------------------------------------------------  ---------  ---------  ---------  ---------- 
 Operating profit                                                     89,557   (44,993)   (16,386)      28,178 
 Capital expenditures                                                 38,210     18,957          -      57,167 
 Tangible and intangible disposals                                   (2,963)    (5,833)          -     (8,796) 
 Depreciation and amortization expenses                             (60,801)   (56,360)          -   (117,161) 
-----------------------------------------------------------------  ---------  ---------  ---------  ---------- 
 Adjusted EBITDA                                                     152,492     13,914   (13,406)     153,000 
-----------------------------------------------------------------  ---------  ---------  ---------  ---------- 
 
 1 January - 30 June 2022                                             Turkey     Russia      Other       Total 
-----------------------------------------------------------------  ---------  ---------  ---------  ---------- 
 Borrowings 
 TRY                                                                 578,007          -          -     578,007 
 RUB                                                                       -    214,557    106,377     320,934 
-----------------------------------------------------------------  ---------  ---------  ---------  ---------- 
                                                                     578,007    214,557    106,377     898,941 
-----------------------------------------------------------------  ---------  ---------  ---------  ---------- 
 Lease liabilities 
 TRY                                                                 148,860          -          -     148,860 
 RUB                                                                       -    311,668          -     311,668 
-----------------------------------------------------------------  ---------  ---------  ---------  ---------- 
                                                                     148,860    311,668          -     460,528 
 Total                                                               726,864    526,225    106,380   1,359,469 
-----------------------------------------------------------------  ---------  ---------  ---------  ---------- 
 

DP EURASIA N.V.

NOTES TO THE ( UNAUDITED ) CONDENSED CONSOLIDATED INTERIM FINANCIALSTATEMENTS AS AT 30 JUNE 2022

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

NOTE 3 - SEGMENT REPORTING (Continued)

 
 1 January - 30 June 2021                                             Turkey     Russia     Other       Total 
-----------------------------------------------------------------  ---------  ---------  --------  ---------- 
 
 Corporate revenue                                                   247,161    136,831         -     383,992 
 Franchise revenue and royalty revenue obtained from franchisees     547,397     61,022         -     608,419 
 Other revenue                                                        46,795      6,120         -      52,915 
 Total revenue                                                       841,353    203,973         -   1,045,326 
 - At a point in time                                                833,978    202,786         -   1,036,764 
 - Over time                                                           7,375      1,187         -       8,562 
-----------------------------------------------------------------  ---------  ---------  --------  ---------- 
 Operating profit                                                     88,796   (38,739)   (6,744)      43,313 
 Capital expenditures                                                 56,843      6,038         -      62,881 
 Tangible and intangible disposals                                   (1,229)    (1,342)         -     (2,571) 
 Depreciation and amortization expenses                             (47,417)   (38,042)         -    (85,459) 
-----------------------------------------------------------------  ---------  ---------  --------  ---------- 
 Adjusted EBITDA                                                     138,694     12,854   (6,744)     144,804 
-----------------------------------------------------------------  ---------  ---------  --------  ---------- 
 
 1 January - 30 June 2021                                             Turkey     Russia     Other       Total 
-----------------------------------------------------------------  ---------  ---------  --------  ---------- 
 Borrowings 
 TRY                                                                 468,595          -         -     468,595 
 RUB                                                                       -    148,827    62,494     211,321 
-----------------------------------------------------------------                                  ---------- 
                                                                     468,595    148,827    62,494     679,916 
-----------------------------------------------------------------  ---------  ---------  --------  ---------- 
 Lease liabilities 
 TRY                                                                 202,376          -         -     202,376 
 RUB                                                                       -    139,231         -     139,231 
-----------------------------------------------------------------  ---------  ---------  --------  ---------- 
                                                                     202,376    139,231         -     341,607 
                                                                     670,971    288,058    62,494   1,021,523 
-----------------------------------------------------------------  ---------  ---------  --------  ---------- 
 

EBITDA, adjusted EBITDA, net debt, adjusted net debt, adjusted net income and non-recurring and non-trade income/expenses are not defined by IFRS. The amounts provided with respect to operating segments are measured in a manner consistent with that of the financial statements. These items determined by the principles defined by Group management comprise income/expenses which are assumed by the Group management to not be part of the normal course of business and are non-recurring items. These items which are not defined by IFRS are disclosed by Group management separately for a better understanding and measurement of the sustainable performance of the Group.

.

DP EURASIA N.V.

NOTES TO THE ( UNAUDITED ) CONDENSED CONSOLIDATED INTERIM FINANCIALSTATEMENTS AS AT 30 JUNE 2022

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

NOTE 3 - SEGMENT REPORTING (Continued)

The reconciliation of adjusted EBITD As as of 30 June 2022 and June 2021 is as follows:

 
 Turkey                                                                    30 June 2022   30 June 2021 
------------------------------------------------------------------------  -------------  ------------- 
 Adjusted EBITDA (*)                                                            152,492        138,694 
------------------------------------------------------------------------  -------------  ------------- 
 Non-recurring and non-trade (income)/expenses per Group Management (*) 
 One off non-trading costs (**)                                                     473              - 
 Share-based incentives                                                           1,661          2,482 
------------------------------------------------------------------------  -------------  ------------- 
 EBITDA                                                                         150,358        136,212 
------------------------------------------------------------------------  -------------  ------------- 
 Depreciation and amortization                                                 (60,801)       (47,417) 
------------------------------------------------------------------------  -------------  ------------- 
 Operating profit                                                                89,557         88,795 
------------------------------------------------------------------------  -------------  ------------- 
 
 
 Russia                                                                    30 June 2022   30 June 2021 
------------------------------------------------------------------------  -------------  ------------- 
 Adjusted EBITDA (*)                                                             13,914         12,854 
------------------------------------------------------------------------  -------------  ------------- 
 Non-recurring and non-trade (income)/expenses per Group Management (*) 
 One off non-trading costs (**)                                                   2,547         13,551 
 EBITDA                                                                          11,367          (697) 
------------------------------------------------------------------------  -------------  ------------- 
 Depreciation and amortization                                                 (56,360)       (38,042) 
------------------------------------------------------------------------  -------------  ------------- 
 Operating profit                                                              (44,993)       (38,739) 
------------------------------------------------------------------------  -------------  ------------- 
 

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

(**) The reason for the significant increase in one-off non-trading costs is mainly related to impairment expenses of the tangible and intangible assets and con sultancy expenses due to cost reduction program.

DP EURASIA N.V.

NOTES TO THE ( UNAUDITED ) CONDENSED CONSOLIDATED INTERIM FINANCIALSTATEMENTS AS AT 30 JUNE 2022

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

NOTE 3 - SEGMENT REPORTING (Continued)

 
 Other                                                                 30 June 2022   30 June 2021 
--------------------------------------------------------------------  -------------  ------------- 
 Adjusted EBITDA (*)                                                       (13,406)        (6,744) 
--------------------------------------------------------------------  -------------  ------------- 
 Non-recurring and non-trade (income)/expenses per Group Management 
 
 One off non-trading costs                                                    2,980        - 
--------------------------------------------------------------------  -------------  ------------- 
 EBITDA                                                                    (16,386)        (6,744) 
--------------------------------------------------------------------  -------------  ------------- 
 Depreciation and amortization                                                    -              - 
--------------------------------------------------------------------  -------------  ------------- 
 Operating profit                                                          (16,386)        (6,744) 
--------------------------------------------------------------------  -------------  ------------- 
 

(*) EBITDA, adjusted EBITDA and non-recurring and non-trade income/expenses are not defined by IFRS. These items are determined by the principles defined by the Group management and comprise income/expenses which are assumed by Group management to not be part of the normal course of business and are non-trading items. These items, which are not defined by IFRS, are disclosed by 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 2022 and 2021 is as follows:

 
                                                                         2022     2021 
--------------------------------------------------------------------  -------  ------- 
 Profit for the period as reported                                     87,602   42,219 
--------------------------------------------------------------------  -------  ------- 
 Non-recurring and non-trade (income)/expenses per Group Management 
 Share-based incentives                                                 1,661    2,482 
 One-off expenses                                                       6,000   13,551 
--------------------------------------------------------------------  -------  ------- 
 Adjusted net profit for the period                                    95,263   58,252 
--------------------------------------------------------------------  -------  ------- 
 

(*) Adjusted net income and non-recurring and non-trade income/expenses are 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.

DP EURASIA N.V.

NOTES TO THE ( UNAUDITED ) CONDENSED CONSOLIDATED INTERIM FINANCIALSTATEMENTS AS AT 30 JUNE 2022

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

NOTE 4 - REVENUE AND COST OF SALES

 
                                      30 June 2022   30 June 2021 
 
 Corporate revenue                         401,610        383,992 
 Franchise revenue and royalty 
 revenue obtained from franchisees         723,855        608,419 
 Other revenue                             134,015         52,915 
----------------------------------- 
 
 Revenue                                 1,259,480      1,045,326 
-----------------------------------  -------------  ------------- 
 
 Cost of sales                           (868,944)      (682,092) 
-----------------------------------  -------------  ------------- 
 
 Gross profit                              390,536        363,234 
-----------------------------------  -------------  ------------- 
 

(*) Other revenue mainly includes handover income, IT income and other income from franchisee.

NOTE 5 - EXPENSES BY NATURE

 
                                               30 June 2022   30 June 2021 
 
 Employee benefit expenses (*)                    (218,337)      (246,870) 
 Depreciation and amortization expenses (*)       (117,161)       (85,459) 
-------------------------------------------- 
 
                                                  (335,498)      (332,329) 
--------------------------------------------  -------------  ------------- 
 

(*) These expenses are accounted in cost of sales, general administration expenses and marketing expenses.

DP EURASIA N.V.

NOTES TO THE ( UNAUDITED ) CONDENSED CONSOLIDATED INTERIM FINANCIALSTATEMENTS AS AT 30 JUNE 2022

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

NOTE 6 - FOREIGN EXCHANGE GAINS, FINANCIAL INCOME AND EXPENSES

 
 Foreign exchange gains                   30 June 2022   30 June 2021 
---------------------------------------  -------------  ------------- 
 
 Foreign exchange gains, net                   123,944         52,035 
---------------------------------------  -------------  ------------- 
 
                                               123,944         52,035 
---------------------------------------  -------------  ------------- 
 
 Financial income                         30 June 2022   30 June 2021 
---------------------------------------  -------------  ------------- 
 
 Interest income on lease liabilities           10,691         10,416 
 Interest income                                 9,597         14,645 
---------------------------------------  -------------  ------------- 
 
                                                20,288         25,061 
---------------------------------------  -------------  ------------- 
 
 Financial expense                        30 June 2022   30 June 2021 
---------------------------------------  -------------  ------------- 
 
 Interest expense                             (73,866)       (53,203) 
 Interest expense on lease liabilities        (18,652)        (7,395) 
 Other                                        (14,261)        (4,568) 
 
                                             (106,779)       (65,166) 
---------------------------------------  -------------  ------------- 
 

DP EURASIA N.V.

NOTES TO THE ( UNAUDITED ) CONDENSED CONSOLIDATED INTERIM FINANCIALSTATEMENTS AS AT 30 JUNE 2022

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

NOTE 7 - EARNINGS (LOSS) PER SHARE

The reconciliation of adjusted profit per share as of 30 June 2022 and 2021 is as follows:

 
                                         30 June 2022   30 June 2021 
--------------------------------------  -------------  ------------- 
 
 Average number of shares existing 
  during the period                           145,372        145,372 
 Net gain for the period attributable 
  to 
   equity holders of the parent                87,602         42,219 
--------------------------------------  -------------  ------------- 
 
 Earnings per share                              0.60           0.29 
--------------------------------------  -------------  ------------- 
 

The reconciliation of adjusted earnings per share as of 30 June 2022 and 2021 is as follows:

 
                                           30 June 2022   30 June 2021 
----------------------------------------  -------------  ------------- 
 
 Average number of shares existing 
  during the period                             145,372        145,372 
 Net profit for the period attributable 
  to equity 
   holders of the parent                         87,602         42,219 
----------------------------------------  -------------  ------------- 
 
 Non-recurring and non-trade expenses 
   per Group Management (*) 
 Share-based incentives                           1,661          2,482 
 One-off expenses                                 6,000         13,551 
----------------------------------------  -------------  ------------- 
 
 Adjusted net gain for the period 
   attributable to equity holders 
    of the parent                                95,263         58,252 
----------------------------------------  -------------  ------------- 
 
 Adjusted Earnings per share (*)                   0.66           0.40 
----------------------------------------  -------------  ------------- 
 

(*) Adjusted earnings per share non-recurring and non-trade income/expenses are not defined by IFRS. The amounts provided with respect to operating segments are measured in a manner consistent with that of the financial statements. 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/ (loss) per share presented for the period ended 30 June 2022 is based on the issued share capital of DP Eurasia N.V. as at 30 June 2022.

DP EURASIA N.V.

NOTES TO THE ( UNAUDITED ) CONDENSED CONSOLIDATED INTERIM FINANCIALSTATEMENTS AS AT 30 JUNE 2022

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

NOTE 8 - PROPERTY AND EQUIPMENT

 
                                                                                               Currency 
                                                                                            translation 
                          1 January 2022   Additions   Disposals   Transfers   Impairment   adjustments   30 June 2022 
-----------------------  ---------------  ----------  ----------  ----------  -----------  ------------  ------------- 
 
 Cost 
 Machinery and 
  equipment                      154,628       6,548     (7,269)       3,946            -        92,716        250,569 
 Motor vehicles                   50,884           -           -         100            -           331         51,315 
 Furniture and fixtures          244,436       7,120    (37,079)           -            -         6,588        221,065 
 Leasehold improvements          323,698       2,246    (11,769)     (4,046)            -        63,646        373,775 
 Construction in 
  progress                         5,423         373       (375)           -            -       (2,327)          3,094 
-----------------------  ---------------  ----------  ----------  ----------  -----------  ------------  ------------- 
 
                                 779,069      16,287    (56,492)           -            -       160,954        899,818 
-----------------------  ---------------  ----------  ----------  ----------  -----------  ------------  ------------- 
 
 Accumulated 
 depreciation 
 Machinery and 
  equipment                     (91,557)    (10,346)       4,158           -            -      (55,671)      (153,416) 
 Motor vehicles                 (32,863)     (4,973)           -           -            -         (379)       (38,215) 
 Furniture and fixtures        (182,244)     (9,608)      35,011           -            -       (4,507)      (161,348) 
 Leasehold improvements        (278,510)    (12,497)       9,982           -            -      (47,544)      (328,569) 
-----------------------  ---------------  ----------  ----------  ----------  -----------  ------------  ------------- 
 
                               (585,174)    (37,424)      49,151           -            -     (108,101)      (681,548) 
-----------------------  ---------------  ----------  ----------  ----------  -----------  ------------  ------------- 
 
 Net book value                  193,895                                                                       218,270 
-----------------------  ---------------  ----------  ----------  ----------  -----------  ------------  ------------- 
 

For the period ended 30 June 2022, depreciation expense of TRY 22,829 has been charged in cost of sales and TRY 14,595 has been charged in general administrative expenses.

DP EURASIA N.V.

NOTES TO THE ( UNAUDITED ) CONDENSED CONSOLIDATED INTERIM FINANCIALSTATEMENTS AS AT 30 JUNE 2022

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

NOTE 8 - PROPERTY AND EQUIPMENT (Continued)

 
                                                                                               Currency 
                                                                                            translation 
                          1 January 2021   Additions   Disposals   Transfers   Impairment   adjustments   30 June 2021 
-----------------------  ---------------  ----------  ----------  ----------  -----------  ------------  ------------- 
 
 Cost 
 Machinery and 
  equipment                      115,232       2,220     (1,801)          49            -        15,417        131,117 
 Motor vehicles                   57,254      23,212     (3,844)          11            -         6,422         83,055 
 Furniture and fixtures          229,767       6,167     (3,538)       1,322            -         1,170        234,888 
 Leasehold improvements          257,777       2,074     (1,788)       (598)      (5,446)        12,776        264,795 
 Construction in 
  progress                         5,021         473           -       (784)            -           147          4,857 
-----------------------  ---------------  ----------  ----------  ----------  -----------  ------------  ------------- 
 
                                 665,051      34,146    (10,971)           -      (5,446)        35,932        718,712 
-----------------------  ---------------  ----------  ----------  ----------  -----------  ------------  ------------- 
 
 Accumulated 
 depreciation 
 Machinery and 
  equipment                     (60,453)     (7,542)         896           -            -       (7,991)       (75,090) 
 Motor vehicles                 (47,347)     (6,939)       3,844           -            -       (5,170)       (55,612) 
 Furniture and fixtures        (163,866)     (9,644)       2,310           -            -         (552)      (171,752) 
 Leasehold improvements        (206,354)    (11,293)       1,350           -        3,525       (7,436)      (220,208) 
-----------------------  ---------------  ----------  ----------  ----------  -----------  ------------  ------------- 
 
                               (478,020)    (35,418)       8,400           -        3,525      (21,149)      (522,662) 
-----------------------  ---------------  ----------  ----------  ----------  -----------  ------------  ------------- 
 
 Net book value                  187,031                                                                       196,050 
-----------------------  ---------------  ----------  ----------  ----------  -----------  ------------  ------------- 
 

For the period ended 30 June 2021, depreciation expense of TRY 24,439 has been charged in cost of sales and TRY 10,979 has been charged in general administrative expenses.

NOTE 9 - INTANGIBLE ASSETS

 
                                                                    Currency 
                             1 January                           translation     30 June 
                                  2022   Additions   Disposals   adjustments        2022 
--------------------------  ----------  ----------  ----------  ------------  ---------- 
 
 Cost 
 Key money                      58,176       2,618     (6,037)         5,885      60,642 
 Computer software             307,282      38,262     (5,999)        56,753     396,298 
 Franchise contracts           264,769           -           -             -     264,769 
--------------------------  ----------  ----------  ----------  ------------  ---------- 
 
                               630,227      40,880    (12,036)        62,638     721,709 
--------------------------  ----------  ----------  ----------  ------------  ---------- 
 
 Accumulated depreciation 
 Key money                    (41,428)     (4,545)       4,825       (1,949)    (43,097) 
 Computer software           (216,859)    (21,972)       5,756      (28,113)   (261,188) 
 Franchise contracts         (264,769)           -           -             -   (264,769) 
--------------------------  ----------  ----------  ----------  ------------  ---------- 
 
                             (523,056)    (26,517)      10,581      (30,062)   (569,054) 
--------------------------  ----------  ----------  ----------  ------------  ---------- 
 
 Net book value                107,171                                           152,655 
--------------------------  ----------  ----------  ----------  ------------  ---------- 
 

For the period ended 30 June 2022, amortisation expense of TRY16,176 has been charged in cost of sales and TRY10,341 has been charged in general administrative expenses.

 
                                                                                 Currency 
                             1 January                                        translation     30 June 
                                  2021   Additions   Disposals   Impairment   adjustments        2021 
--------------------------  ----------  ----------  ----------  -----------  ------------  ---------- 
 
 Cost 
 Key money                      80,280         481           -      (2,280)         2,903      81,384 
 Computer software             228,456      28,255       (740)        (589)         7,423     262,805 
 Franchise contracts           263,859           -           -            -             -     263,859 
--------------------------  ----------  ----------  ----------  -----------  ------------  ---------- 
 
                               572,595      28,736       (740)      (2,869)        10,326     608,048 
--------------------------  ----------  ----------  ----------  -----------  ------------  ---------- 
 
 Accumulated depreciation 
 Key money                    (39,613)     (5,666)           -          737         (723)    (45,265) 
 Computer software           (167,391)    (15,986)         740          437       (3,284)   (185,484) 
 Franchise contracts         (263,859)           -           -            -             -   (263,859) 
--------------------------  ----------  ----------  ----------  -----------  ------------  ---------- 
 
                             (470,863)    (21,652)         740        1,174       (4,007)   (494,608) 
--------------------------  ----------  ----------  ----------  -----------  ------------  ---------- 
 
 Net book value                101,732                                                        113,440 
--------------------------  ----------  ----------  ----------  -----------  ------------  ---------- 
 

For the period ended 30 June 2021, amortisation expense of TRY 14,939 has been charged in cost of sales and TRY 6,713 has been charged in general administrative expenses.

NOTE 10 - RIGHT OF USE ASSETS

Details of right-of-use assets as of 30 June 2022 and 31 December 2021 are as follows :

 
                            30 June 2022   31 December 2021 
 Right-of-use assets 
 
 Properties and vehicles         315,266            195,556 
                                 315,266            195,556 
-------------------------  -------------  ----------------- 
 

Details of lease receivable as of 30 June 2022 and 31 December 2021 are as follows :

 
                      30 June 2022   31 December 2021 
 Lease receivables 
 Current                    29,566             28,787 
 Non-current                84,119             95,773 
                           113,685            124,560 
-------------------  -------------  ----------------- 
 

Details of lease liabilities as of 30 June 2022 and 31 December 2021 are as follows :

 
                      30 June 2022   31 December 2021 
 Lease liabilities 
 Current                   114,814             83,944 
 Non-current               345,714            257,663 
                           460,528            341,607 
-------------------  -------------  ----------------- 
 

The movement of right-of-use assets as of 30 June 2022 and 2021 are as follows:

 
                                         2022       2021 
 
 Opening - 1 January                  195,556    162,655 
 Depreciation                        (53,220)   (28,389) 
 Current year additions                74,616     22,326 
 Current year disposals               (6,000)   (14,199) 
 Currency translation adjustments     104,314     23,868 
----------------------------------  ---------  --------- 
 Closing - 30 June                    315,266    166,261 
----------------------------------  ---------  --------- 
 

For the period ended 30 June 2022, amortisation expense of TRY32,464 has been charged in cost of sales and TRY20,756 has been charged in general administrative expenses (30 June 2021: TRY19,718 and TRY8,671, respectively).

NOTE 11 - GOODWILL

 
                                30 June 2022   31 December 2021 
 
 1 January                           219,912            191,600 
 Currency translation impact          14,196             28,312 
-----------------------------  -------------  ----------------- 
 
 30 June                             234,108            219,912 
-----------------------------  -------------  ----------------- 
 

These Goodwill relates to Turkish and Russian cash generating units at the amounts TRY 203,293 and TRY 30,815 respectively (31 December 2021: TRY203,293 and TRY16,619 (RUB96,016) respectively).

NOTE 12 - CASH AND CASH EQUIVALENTS

The details of cash and cash equivalents as of 30 June 2022 and 31 December 2021 are as follows:

 
                                       30 June   31 December 
                                          2022          2021 
 
 Cash                                    1,644         2,124 
 Banks                                  99,095       105,233 
 Bank Term bank deposits (less than 
  three months)                        153,002       103,918 
 Credit card receivables                14,835        12,637 
------------------------------------  --------  ------------ 
                                       268,576       223,912 
------------------------------------  --------  ------------ 
 

Maturity term of credit card receivables are 30 days on average (31 December 2021: 30 days).

   NOTE 13 - TRADE RECEIVABLES    AND PAYABLES 
   a)         Short-term trade receivables 
 
                                      30 June   31 December 
                                         2022          2021 
 
 Trade receivables                    223,176       186,777 
 Post-dated cheques                    29,988        33,260 
-----------------------------------  --------  ------------ 
 
 Short-term trade receivables, net    253,164       220,037 
-----------------------------------  --------  ------------ 
 

The average collection period for trade receivables is between 30 and 60 days (2021: 30 and 60 days).

   b)        Long-term trade receivables 
 
                       30 June 2022   31 December 2021 
 
 Trade receivables            4,773              2,096 
 Post-dated cheques           7,860             16,534 
--------------------  -------------  ----------------- 
 
                             12,633             18,630 
--------------------  -------------  ----------------- 
 
   (*)        Post-dated cheques are the receivables from franchisees resulting from store openings. 
   c)         Short-term trade and other payables 
 
                   30 June 2022   31 December 2021 
 
 Trade payables         544,686            354,912 
 Other payables          20,707              7,097 
----------------  -------------  ----------------- 
 
                        565,393            362,009 
----------------  -------------  ----------------- 
 

The weighted average term of trade payables is less than three months. Short-term payables with no stated interest are measured at original invoice amount unless the effect of imputing interest is significant.

NOTE 14 - TRANSACTIONS WITH RELATED PARTIES

Key management compensation

 
                                 30 June 2022   30 June 2021 
------------------------------  -------------  ------------- 
 
 Short-term employee benefits          24,150         35,868 
 Share-based incentives                 1,661          2,482 
------------------------------  -------------  ------------- 
 
                                       25,811         38,350 
------------------------------  -------------  ------------- 
 

There are no loans, advance payments or guarantees given to key management.

NOTE 15 - INVENTORIES

 
                    30 June 2022   31 December 2021 
 
 Raw materials           322,895            193,721 
 Other inventory           4,033              3,159 
-----------------  -------------  ----------------- 
 
                         326,928            196,880 
-----------------  -------------  ----------------- 
 

NOTE 16 - OTHER ASSETS AND LIABILITIES

 
 Other current receivables and assets                    30 June 2022   31 December 2021 
------------------------------------------------------  -------------  ----------------- 
 Advance payments (1)                                         158,452            102,754 
 Lease receivables                                             29,566             28,787 
 Prepaid taxes and VAT receivable                               7,904                 24 
 Prepaid marketing expenses                                    11,756              8,517 
 Prepaid insurance expenses                                     9,940              3,014 
 Deposits for loan guarantees (2)                               5,589             35,527 
 Contract assets related to franchising contracts (3)           1,965              1,441 
 Other                                                         14,556              1,292 
------------------------------------------------------  -------------  ----------------- 
 
  Total                                                       239,728            181,356 
------------------------------------------------------  -------------  ----------------- 
 

(1) As of 30 June 2022, advance payments are composed of advances given to suppliers for the purchasing raw material and other services.

(2) The Group repaid a portion of its loans to Sberbank Moscow and the TRY 5,589 (RUB 17 million) by using promisory note given as collateral by Fidesrus

(3) The Group incurs certain costs with Domino's Pizza International related to the set-up of each franchise contract and IT systems used for recording of franchise revenue.

NOTE 16 - OTHER ASSETS AND LIABILITIES (Continued)

Other non-current receivable and assets

 
                                                        30 June 2022   31 December 2021 
-----------------------------------------------------  -------------  ----------------- 
 Lease receivables                                            84,119             95,773 
 Prepaid marketing expenses                                   50,201             42,148 
 Contract assets related to franchising contracts(*)          10,263              6,035 
 Deposits given                                               19,016             15,508 
 
 Total                                                       163,599            159,464 
-----------------------------------------------------  -------------  ----------------- 
 

(*) The Group incurs certain costs with Domino's Pizza International related to the set-up of each franchise contract and IT systems used for recording of franchise revenue.

 
 Other current liabilities 
                                                    30 June 2022   31 December 2021 
-------------------------------------------------  -------------  ----------------- 
 Performance bonuses                                       7,850             26,946 
 Unused vacation liabilities                              23,229             13,807 
 Payable to personnel                                     18,928             14,725 
 Contract liabilities from franchising contracts          82,482             43,939 
 Volume rebate advances                                    3,058              3,424 
 Taxes and funds payable                                  27,971             13,819 
 Advances received from franchisees                        3,910              6,314 
 Social security premiums payable                         13,550              7,600 
 Other expense accruals                                   23,937             19,598 
-------------------------------------------------  -------------  ----------------- 
 
 Total                                                   204,915            150,172 
-------------------------------------------------  -------------  ----------------- 
 
 
 Other non-current liabilities 
                                                    30 June 2022   31 December 2021 
-------------------------------------------------  -------------  ----------------- 
 Contract liabilities from franchising contracts          35,691             81,735 
 Unearned Revenue                                         31,390             19,119 
 Long term provisions for 
  employee benefits                                        6,733              5,965 
 Other                                                     6,957              4,631 
-------------------------------------------------  -------------  ----------------- 
 
 Total                                                    80,771            111,450 
-------------------------------------------------  -------------  ----------------- 
 

NOTE 17 - FINANCIAL LIABILITIES

 
                                                  30 June   31 December 
                                                     2022          2021 
 
 Short term bank borrowings                       625,325       348,969 
---------------------------------------------  ----------  ------------ 
 
 Short-term financial liabilities                 625,325       348,969 
---------------------------------------------  ----------  ------------ 
 
 Short-term portions of long-term borrowings          538       109,575 
 Short-term portions of long-term leases          114,814        83,944 
--------------------------------------------- 
 
 Current portion of long-term financial 
  liabilities                                     115,352       193,519 
---------------------------------------------  ----------  ------------ 
 
 Total short-term financial liabilities           740,677       542,488 
---------------------------------------------  ----------  ------------ 
 
 Long-term bank borrowings                        273,078       221,372 
 Long-term leases                                 345,714       257,663 
--------------------------------------------- 
 
 Long-term financial liabilities                  618,792       479,035 
---------------------------------------------  ----------  ------------ 
 
 Total financial liabilities                    1,359,469     1,021,523 
---------------------------------------------  ----------  ------------ 
 

30 June 2022

 
 Currency           Maturity        Interest rate (%)   Short-term   Long-term 
----------------  ----------  -----------------------  -----------  ---------- 
 
 TRY borrowings         2023                    22.0%      578,007           - 
 RUB borrowings         2024   3mMosPrime+%2.95-9.70%       47,856     273,078 
----------------  ----------  -----------------------  -----------  ---------- 
 
                                                           625,863     273,078 
 ---------------------------  -----------------------  -----------  ---------- 
 

NOTE 17 - FINANCIAL LIABILITIES (Continued)

31 December 2021

 
 Currency           Maturity     Interest rate (%)   Short-term   Long-term 
----------------  ----------  --------------------  -----------  ---------- 
 
 TRY borrowings         2023                19.14%      411,280      57,315 
                               3mMosPrime+%2.95-9. 
 RUB borrowings         2024                   70%       47,264     164,057 
----------------  ----------  --------------------  -----------  ---------- 
 
                                                        458,544     221,372 
 ---------------------------  --------------------  -----------  ---------- 
 

The loan agreement between Sberbank Moscow and Domino's Russia is subject to covenant clauses whereby the Group, Domino's Turkey and Domino's Russia are required to meet certain ratios. The financial indicator of:

-- Domino's Russia, which requires the ratio of financial debt to adjusted EBITDA for the relevant period should not be more than 3.0;

-- Domino's Turkey, which requires the ratio of financial debt to adjusted EBITDA for the relevant period should not be more than 2.5; and

-- the Group, which requires the ratio of financial debt to adjusted EBITDA for the relevant period, should not be more than 3.5.

The loan agreement between Sberbank Moscow and Domino's Russia is subject to covenant clauses whereby Group, Turkish and Russian Divisions are required to meet certain ratios. As of 30 June 2022, Sberbank has waived the covenant conditions for 2021 year end, as well as the first, second, third and fourth quarters of 2022.

The redemption schedule of the borrowings as of 30 June 2022 and 31 December 2021 is as follows:

 
                                        30 June   31 December 
                                           2022          2021 
 
 To be paid in one year                 625,863       458,544 
 To be paid between one to two years    199,506       112,129 
 To be paid between two to three 
  years                                  73,572       109,243 
-------------------------------------  --------  ------------ 
 
                                        898,941       679,916 
-------------------------------------  --------  ------------ 
 

The details of the finance lease liabilities as of 30 June 2022 and 31 December 2021 are as follows:

 
                                          30 June   31 December 
                                             2022          2021 
 
 Leases to be paid in one year            114,814        83,944 
 Leases to be paid between one to 
  two years                               127,601        83,948 
 Leases to be paid between two to 
  three years                             100,015        72,493 
 Leases to be paid between three years 
  and more                                118,098       101,222 
---------------------------------------  --------  ------------ 
 
                                          460,528       341,607 
---------------------------------------  --------  ------------ 
 

NOTE 17 - FINANCIAL LIABILITIES (Continued)

The reconciliation of adjusted net debt as of 30 June 2022 and 31 December 2021 is as follows:

 
                                         30 June 2022   31 December 
                                                               2021 
--------------------------------------  -------------  ------------ 
 
 Short term bank borrowings                   625,325       348,969 
 Short-term portions of long-term 
  borrowings                                      538       109,575 
 Short-term portions of long-term 
  leases                                      114,814        83,944 
 Long-term bank borrowings                    273,078       221,372 
 Long-term leases                             345,714       257,663 
--------------------------------------  -------------  ------------ 
 
 Total borrowings                           1,359,469     1,021,523 
--------------------------------------  -------------  ------------ 
 
 Cash and cash equivalents (-)              (268,576)     (223,912) 
--------------------------------------  -------------  ------------ 
 
 Net debt                                   1,090,893       797,611 
--------------------------------------  -------------  ------------ 
 
 Non-recurring items 
    per Group management 
 Long-term deposit for loan guarantee         (5,589)      (35,527) 
--------------------------------------  -------------  ------------ 
 
 Adjusted net debt (*)                      1,085,304       762,084 
--------------------------------------  -------------  ------------ 
 

(*) Net debt, adjusted net debt and non-recurring and non-trade items 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 to consider deposits not otherwise considered cash and cash equivalents under IFRS.

NOTE 18 - COMMITMENTS, CONTINGENT ASSETS AND LIABILITIES

   a)         Guarantees given to third parties as of 30 June 2022 and December 2021 are as follows; 
 
                            30 June 2022   31 December 2021 
 
 Guarantee letters given          44,388             67,543 
-------------------------  -------------  ----------------- 
 
                                  44,388             67,543 
-------------------------  -------------  ----------------- 
 
   b)         Guarantees received for trade receivables are as follows: 
 
                               30 June 2022   31 December 2021 
 
 Guarantee notes received            94,112            107,263 
 Guarantee letters received          64,788            104,677 
----------------------------  -------------  ----------------- 
 
                                    158,900            211,940 
----------------------------  -------------  ----------------- 
 
   c)         Tax contingencies 

The Russian transfer pricing legislation is generally aligned with the international transfer pricing principles developed by the Organisation for Economic Co -- operation and Development ("OECD") but has specific characteristics. This legislation provides the possibility for tax authorities to make transfer pricing adjustments and impose additional tax liabilities in respect of controlled transactions (transactions with related parties and some types of transactions with unrelated parties), provided that the transaction price is not arm's length.

Tax liabilities arising from transactions between companies within the Group are determined using actual transaction prices. It is possible, with the evolution of the interpretation of the transfer pricing rules, that such transfer prices could be challenged. 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.

The Group includes companies incorporated outside of Russia. The tax liabilities of the Group are determined on the assumption that these companies are not subject to Russian profits tax, because they do not have a permanent establishment in Russia. This interpretation of relevant legislation may be challenged but the impact of any such challenge cannot be reliably estimated currently; however, it may be significant to the financial position and/or the overall operations of the Group.

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 18 - COMMITMENTS, CONTINGENT ASSETS AND LIABILITIES (Continued)

Management will vigorously defend the Group's positions and interpretations that were applied in determining taxes recognised in these consolidated financial statements if these are challenged by the authorities.

NOTE 19 - EQUITY

The shareholders and the shareholding structure of the Group at 30 June 2022 and 31 December 2021 are as follows:

 
                                                           30 June 2022                   31 December 2021 
                                                ----------------------------------  ---------------------------- 
                                                 Share (%)                  Amount   Share (%)            Amount 
 Jubilant FoodWorks Netherlands B.V. (*)              43.7                  15,869         7.5             2,722 
 Fides Food Systems Coöperatief U.A.(*)             -                       -        32.8            11,928 
 Public shares                                        50.6                  18,412        54.6            19,849 
 Vision International N.V.(**)                         5.6                   2,027         4.9             1,781 
 Other                                                 0.1                      45         0.2                73 
                                                                            36,353                    36,353 
 
 

(*) Fides Food Systems Coöperatief UA merged with Jubilant FoodWorks Netherlands B.V. (acquiring entity)

(**) Vision Lovermark Coöperatief UA merged with Vision International N.V. (acquiring entity)

As of 30 June 2022, the Group's 145,372,414 shares are issued and fully paid for.

The nominal value of each share is EUR0.12 (2021: EUR0.12). There is no preference stock.

DP Eurasia's authorised share capital is EUR 60,000,000.

As of 30 June 2022, the Group's 145,372,414 (30 June 2021: 145,372,414) shares are issued and fully paid for.

NOTE 19 - EQUITY (Continued)

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 Jubilant Foodworks Limited. 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. On 30 June 2022, the tax is 23% for Turkey, %20 for Russia, and %25 for the Netherlands.

Corporate tax liability for the year consists of the following:

 
                             30 June 2022   31 December 2021 
 
 Corporate tax calculated          33,739             63,231 
 Prepaid taxes (-)               (12,404)           (45,028) 
--------------------------  -------------  ----------------- 
 
 Tax liability                     21,335             18,203 
--------------------------  -------------  ----------------- 
 

Tax income and expenses included in the statement of comprehensive income are as follows:

 
                                         30 June 2022   30 June 2021 
 
 Current period corporate tax expense        (33,739)       (26,660) 
 Deferred tax (expense)/income               (18,582)        (9,943) 
--------------------------------------  -------------  ------------- 
 
 Tax expense                                 (52,321)       (36,603) 
--------------------------------------  -------------  ------------- 
 

NOTE 20 - INCOME TAX (Continued)

The breakdown of cumulative temporary differences and the resulting deferred income tax assets/liabilities at 30 June 2022 and 31 December 2021 using statutory tax rates are as follows:

 
                                                           30 June 2022                31 December 2021 
                                                   ----------------------------  ---------------------------- 
                                                                   Deferred tax                  Deferred tax 
                                                      Temporary         assets/     Temporary         assets/ 
                                                    differences   (liabilities)   differences   (liabilities) 
                                                   ------------  --------------  ------------  -------------- 
 
 Carry forward tax losses (*)                            83,880          16,776        72,427          14,485 
 Contract liabilities from franchising contracts         97,326          21,792       152,691          30,538 
 Right of use assets and lease liability                 24,006           6,584         7,561           1,512 
 Bonus accruals 
 Legal provisions                                         4,590           1,018         8,204           1,641 
 Unused vacation liabilities                              9,286           2,136         8,267           1,653 
 Provision for employee termination benefit               6,733           1,549         5,965           1,490 
 Stok                                                  (49,258)        (11,329)      (26,527)         (5,305) 
 Other                                                   71,178          16,371      (13,686)         (2,735) 
 Property, equipment and intangible assets            (156,866)        (31,371)     (114,986)        (22,996) 
 
 
 Deferred income tax assets, net                                         23,526                        20,283 
-------------------------------------------------  ------------  --------------  ------------  -------------- 
 
 

(*) Consists of carry forward losses of Domino's Russia. Domino's Russia has not recognised any additional tax assets on carry forward losses in 2021 and first half of 2022, the change is the result of the currency translation differences between Russian Roubles and Turkish Lira.

NOTE 21 - SUBSEQUENT EVENT

As of 30 September 2022, Jubilant Foodworks Netherlands B.V has aggregating to 65,177,365 ordinary shares in total (which is equal to 44,76% of the Company's outstanding issued share capital).

On 8 September 2022, the Company shall allot a total of 250,722 new ordinary shares of EUR0.12 each ("New Shares") in connection with an exercise of options awarded to senior employees which has now crystallised under the LTIP. Application has been made for the New Shares to be admitted to trading on the premium listing segment of the Official List of the FCA and to trading on the London Stock Exchange ("Admission") and it is expected that Admission will take place on 8 September 2022. Following Admission, the Company will have 145,623,136 ordinary shares in issue. The Company does not hold any ordinary shares in treasury therefore the total number of ordinary shares in the Company with voting rights is 145,623,136.

Amsterdam, 28 September 2022

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

Shyam S. Bhartia*

Hari S. Bhartia*

David Adams*

Burak Ertas*

Ahmet Ashaboglu*

* Non-Executive Directors

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

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

Introduction

We have reviewed the accompanying condensed consolidated interim financial statements for the six--month period ended 30 June 2022 of DP Eurasia N.V., Amsterdam, which comprises the condensed consolidated statement of the financial position as at 30 June 2022, 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 notes to the condensed consolidated interim financial statements. The board of directors is responsible for the preparation and presentation of this (condensed) interim financial statements 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 entity. 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 2022 is not prepared, in all material respects, in accordance with IAS 34, 'Interim Financial Reporting' as adopted by the European Union.

Amsterdam, 28 September 2022

PricewaterhouseCoopers Accountants N.V.

B.A.A. Verhoeven RA

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September 30, 2022 02:00 ET (06:00 GMT)

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