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The directors have pleasure in presenting their report for the year ended June 30 2017.

Nature of business

Bid Corporation Limited (Bidcorp) is an international broadline foodservice group present in all continents other than North America and Antarctica.

Bidcorp is focused on growth opportunities: organically in our current markets through attaining the appropriate business mix by selling more

products to our existing customers and gaining new customers; via in-territory bolt-on acquisitions to expand our geographic reach and expanding

our product ranges; and via larger acquisitions to enter new markets. Despite our appetite for acquisitions, we remain disciplined in our approach.

Bidcorp’s entrepreneurial and decentralised business model, depth and experience of management teams and strength of the group’s culture has

set up the group for sustained growth in the future.

Financial reporting

The directors are required by the Companies Act to produce financial statements, which fairly present the state of affairs of the group and the

company as at the end of the financial year and the profit or loss for that financial year, in conformity with IFRS and the Companies Act.

The financial statements as set out in this report have been prepared by management in accordance with IFRS and the Companies Act and are

based on appropriate accounting policies supported by reasonable and prudent judgements and estimates.

The directors are of the opinion that the financial statements fairly present the financial position of the group and of the company as at June 30 2017

and the results of their operations and cash flows for the year then ended.

The directors are satisfied that the group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the

directors continue to adopt the going concern basis in preparing the financial statements.

Stated capital

The company’s authorised stated capital is 540 000 000 no par value ordinary shares. There were no issues of no par value ordinary shares during

the year and as at June 30 2017 the total issued ordinary no par value shares was 335 404 212.

Acquisitions and disposals

Bidcorp acquired 90% of the issued share capital of Guzmán Gastronomía and Cuttings (Guzmán) for an enterprise value of €75 million (R1.1 billion),

the effective date of this acquisition was April 1 2017.

Other than the Guzmán acquisition, the group made a number of small acquisitions during the year, namely Bestfood NV (Belgium), BFS Port

Macquarie Proprietary Limited (Australia), Central Choices Foods Proprietary Limited (Australia), Hanlon’s Smokehouse Dublin Limited (Ireland),

Mariusso Comércio De Alimentos E Representação Limitada (Brazil), Quartiglia Food Service Spa (Italy), R Noone & Son Limited (England), Wyn Lee

Holdings Limited (England) and Wynne-Williams (Flint) Limited (England).

These acquisitions form part of the group’s strategic expansion plans in the international foodservice industry. Goodwill arose on the acquisitions as

the anticipated value of future cash flows that were taken into account in determining the purchase consideration exceeded the net assets acquired

at fair value. There were no significant contingent liabilities identified in the businesses acquired.

The acquisitions have enabled the group to expand its range of complementary products and services and, as a consequence, has broadened the

group’s base in its marketplace.

Effective April 1 2017, Bidcorp Food Africa Proprietary Limited, a subsidiary of Bid Corporation Limited, signed agreements with Puratos Group

NV (Puratos) whereby Puratos became an equal shareholder in Bidcorp Food’s Bakery Solutions Division (BBS, subsequently renamed Chipkins

Puratos (CP)) manufactures and supplies bakery ingredients to industrial bakers, the craft market and large retailers under the Chipkins and NCP

brands in South Africa.

The transaction provides CP with an opportunity to grow its existing business and to develop new products and tailormade solutions for the

South African baking industry. Planned investment in new product categories and technology are very exciting and offer opportunities and

development experiences to management and staff. For further details of the transaction, refer to note 19 of the financial statements.

Subsequent events

Subsequent to year-end, management has been through a legal mediation process with the perpetrators of the Logistics UK irregularities. Bidcorp

management remains optimistic that pursuant to legal action and insurance claims, potential recoveries arising from the management irregularities

will be forthcoming.

Other than the legal matter disclosed above, no other material subsequent events have arisen since June 30 2017.

Results of operations

The results of operations are dealt with in the consolidated statement of profit or loss, segmental analysis and commentary.

Directors’ report

57

Annual integrated report 2017

Bid Corporation Limited