CORPORATE INFORMATION

Chairman
Mr. Odunayo Olagundoye

Managing Director
Mr. David Butler (South African)

Directors
Mr. Babatunde Fajemirokun
Mr. Lanre Fabunmi
Mrs. Runa Alam (British)
Mr. Babacar Ka (Senegalese)
Mr. Marc Stoneham (British)
Mr. Adefolarin Ogunsanya
Mrs. Anthonia Agbonifo

Company Secretary / Legal Advisor
Mrs. Josephine Johnson, ACIS

Registered Office Address
2, Ilupeju Bye Pass, Ilupeju, Lagos, Nigeria

Auditors
Ernst & Young
Chartered Accountants
10th Floor, UBA House, 57 Marina, Lagos

Bankers
First Bank Plc
Fidelity Bank Plc
FCMB Plc
Zenith Bank Plc
Access Bank Plc
Guaranty Trust Bank Plc

Solicitors
G. Elias & Co.
6, Broad Street
Lagos

Registrars
Meristem Registrars
213 Herbert Macaulay Way,
Sabo, Yaba,
Lagos

Valuers
Knight Frank
24 Campbell Street

COMPANY STRUCTURE

Human Resources Division: This division is responsible for the people strategy of our business. Responsibilities include recruitment, training & development programmes, recognition and reward programmes, as well as, internal brand engagement programmes.

The Operations Division: This division comprises Quick Service Restaurant (QSR) operations which is responsible for the day-to-day operations of our Chicken Republic and PieXpress brands.

The Supply Chain Division: This division coordinates all operational support functions, such as, procurement, logistics, inventory management, bulk catering and the supply of pies through our pie production unit, as well as, R&D, NPD and back-end support through our Central Kitchen.

Property Development & Franchising Division: This division is responsible for procuring properties, dealing with landlords and government agencies, building new stores, remodelling existing stores, onboarding new franchisees (locally and across West Africa), as well as, maintaining our stores at all levels.

Shared Service Division: This division is responsible for the back-end business support including Finance, Business Intelligence, Risk & Process, Admin, Marketing, IT, Quality Safety Health Environment (QSHE) & Legal.

SHAREHOLDING STRUCTURE
SHAREHOLDERIN MILLION UNITS SHAREHOLDING
Food Concepts International Limited2,69413,4%
ADP I Holdings 9 Limited9,68148,2%
DF Holdings Limited6423,2%
ADP II Holding 12 Ltd5,83329,0%
Others1,2516,2%
TOTAL20,1010100%
DIRECTOR PROFILES
Name of DirectorBiography/ExperienceEducational & Professional Qualification Date of AppointmentCommittee Membership
Mr. Odunayo OlagundoyeA banker by profession, he was the pioneer Managing Director/Chief Executive Officer of Chartered Bank Plc., and a former Managing Director of National Bank of Nigeria Plc (2000 - 2003). Prior to that, he was the General Manager/Chief Credit Officer of International Merchant Bank Plc (1975 -1987). He is currently the Chairman of Quantum Capital Management; Non-executive Chairman, Rubber Estates Nigeria Limited; Trustee, Corona Schools Trust Council.First degree in Engineering from Massachusetts Institute of Technology (MIT) (1969)

Masters’ degree from the prestigious MIT Sloan School of Management (1974)
9th February 2016Chairman
Mr. David ButlerDavid has garnered over 19 years' experience in the QSR industry in over 5 countries. David started his career in Pick 'n' Pay Hypermarkets and has since held various managerial positions in Nando's Restaurants, YUM! Brands International and KFC. In 2014, he became the Managing Director of the Company and has led the Company to its current position, one of the top 5 (by market share of revenues) QSRs in Nigeria, and one of the most-respected and up-market brands in the industry.Member, Institute of Directors (IOD), Nigeria23rd April 2015Managing Director
Mr. Babatunde Fajemirokun Mr. Babatunde Fajemirokun is the Managing Director & CEO at AIICO Insurance Plc; a leading financial services group in Nigeria.
Mr. Fajemirokun joined AIICO Insurance Plc, Life Insurance Division, as CIO in May 2009, and was responsible for value-enhancing projects in its maiden growth strategy, business process and technology transformation projects. Prior to AIICO, he worked with Accenture, Lagos (2003-2007) and then Capgemini Consulting, UK (2008- 2009). In both roles, Babatunde provided consulting/advisory services to financial services and Government clients predominantly in mergers and acquisitions and then United Kingdom government transformation programmes.
His experience spans across Management Consulting focused on strategy & technology-led change in Financial Institutions and Government; Insurance & Asset Management focused on strategy, retail and corporate insurance, insurance (actuarial) & investment risk management, process/ technology-led change, turnarounds, corporate finance, and corporate management.
Bachelors' degree in Business Economics from Glasgow, UK (2000)

Business Information Strategy Master's degree (dist.) from University of Strathclyde (2002)

MBA in Finance from University of Chicago Booth School of Business (2013)

Chartered Insurer (ACII)
7th December 2016(i) Finance & General Purpose Committee

(ii) Remuneration & Corporate Governance Committee
Mr. Lanre Fabunmi Lanre Fabunmi is currently the Managing Director & CEO of AIICO Capital Limited – a leading secure investments management firm in Nigeria. He has over 16 years'
experience in commercial banking, consulting, risk management, audit, investment banking, and investment management. Lanre founded Tricorn Capital – a boutique investment banking firm, where he led the firm in executing several and mark transactions of US$350million. He worked in Investment Banking at ARM Investment Managers, advising on transactions valued at over US$500million. He was a Senior Consultant at KPMG Professional Services, leading several large local and international audit/risk management engagements.
He has served as a key financial adviser to Food Concepts since 2006 - assisting the Company with key capital raising initiatives
MBA degree from University of Chicago Booth School of Business

BSc degree in Accounting from Ambrose Alli University, Edo State, Nigeria

Qualified Accountant (Institute of Chartered
Accountants of Nigeria)
22nd October 2015(i) Audit Committee
Mrs. Runa AlamRuna is a Co-Founding Partner and Chief Executive Officer of Development Partners International LLP (“DPI”), a pan-African private equity firm. She has more than 30 years of investment banking, emerging market management and private equity experience. Runa was formerly the Chief Executive Officer of Kingdom Zephyr Asset Management and CEO of the PAIP-PCAP funds which were highly successful Pan-African funds. She started her career in New York working for investment banks including Morgan Stanley and Merrill Lynch, where she worked in mergers and acquisitions and corporate and tax-exempt finance.
Bachelor of Arts degree in International and Developmental Economics from the Woodrow Wilson School of Princeton University (1981)

Masters' in Business Administration (“MBA”) from the Harvard Business School (1985)

Harry S. Truman Congressional Scholar
26th September 2017(i) Finance & General Purpose Committee

(ii) Remuneration & Corporate Governance Committee
Mr. Babacar KaBabacar is an investment principal at Development Partners International LLP with 17 years of finance and investment experience spanning private equity, debt investing and equity research. Prior to DPI, Babacar worked at Standard Bank Group in the UK and was an investment analyst in the Global Transaction Team at the IFC in Washington DC.Bachelor of Science in Business Administration and Finance from the University of California (2003)

MBA from the University of Oxford (2010)
26th September 2017(i) Audit Committee

(ii) Remuneration & Corporate Governance Committee
Mr. Marc StonehamMarc worked at McKinsey & Company serving African and other emerging market clients across multiple industries and functions, with a focus on natural resources. Prior to McKinsey, Marc worked in private equity at Actis and Kingdom Zephyr, and for Accenture strategy consulting.
BA (Hons) in Modern History from the University of Oxford (1st class) (2003)

MBA from INSEAD (Dean's List) (2010)
26th September 2017(i) Finance & General Purpose Committee

(ii) Remuneration & Corporate Governance Committee
Mr. Adefolarin OgunsanyaAdefolarin is an investment professional at Development Partners International LLP with over 12 years of experience in investment banking and private equity. Prior to DPI, Adefolarin was an investment professional at Helios Investment Partners and an investment banker at Credit Suisse in New York. He has experience in corporate finance, capital allocation and strategy.BSc (Hons) in Computer Engineering from NJIT (2007)

MBA in Finance and Entrepreneurial Management from The Wharton School, University of Pennsylvania (2014)
26th September 2017(i) Finance & General Purpose Committee

(ii) Remuneration & Corporate Governance Committee
Mrs. Anthonia AgbonifoAnthonia is a Chartered Accountant with over 17 years of experience in auditing, accounting, treasury, risk management, IFRS, finance, Sarbanes Oxley review, processes and advisory services across numerous industries. Anthonia is an Institute of Chartered Accountants of Nigeria (“ICAN”) prize winner and has attended numerous local and international training courses on leadership, management, taxation, auditing (IFRS, Nigerian & US GAAP), team management, Sarbanes Oxley, controls and is also a skilled facilitator.
Anthonia has served on two key committees of the board of ICAN i.e. PPMC for five years and MAC for one year. Anthonia worked with Akintola Williams Deloitte (1998-1999, 2002-2005) and PricewaterhouseCoopers (2005-2014) in senior management functions. Anthonia joined Food Concepts Plc as the Group Chief Financial Officer in 2014 and is currently a member of the audit committee and an alternate director of Food Concepts Pioneer Limited (an associate company).
Graduate of accounting from Yaba College of Technology

MBA with merit from the University of Liverpool UK

Fellow of ICA

Fellow of IMC

Chartered member of ICAN (2004)

Member of NIM

Diploma in IFRS from ACCA
28th March 2019Executive Director
DIRECTOR PROFILES
Click to view Directors Profile
INDUSTRY OVERVIEW

The QSR industry in Nigeria has grown rapidly over the years and has become more structured. From the late ’90s where the industry was dominated by one key player and a few family-owned businesses, more structured businesses with good brand names have entered the fray.

In line with global trends, QSRs in Nigeria are beginning to focus on franchising, multiple brands, healthy meals and restaurant management. Also, local QSRs have increasingly expanded their service offerings to include African dishes, in addition to an array of fast food meals.

The Nigerian QSR industry is now dominated by both local and foreign brands. The “Chicken Republic” brand is regarded as one of the leading brands across in the industry and is also the fastest growing QSR brand in Nigeria.

RISK FACTORS

Quality Control Risk

Operational Risk

Reputational Risk

Economic Risk

General Risk Disclosure

Quality Control Risk

Food Concepts relies on suppliers for quality input materials to produce the finished retail food. As such, the Company’s success at producing quality food depends on the quality of the input materials used for the food.

Operational Risk

Operational risks are the risks of loss resulting from the failure of people, internal processes, systems or from external events. The Company is built on the quality of service, processes, and quality of food it serves. Consequently, the Company relies heavily on its staff, processes, and systems. If any of these critical success factors do not operate properly, the Company could suffer financial loss, disruption of its business, liability to clients, and reputation damage. The inability of its infrastructure and systems to accommodate an increasing volume of transactions could also constrain its ability to expand its business.

Reputational Risk

For the business to thrive, the Company relies heavily on the perception its customers have of the business. While the Company continues to work hard to maintain its reputation in all aspects especially with the incidents of food-borne illness and food tampering, it cannot be guaranteed that the Company’s internal controls will be fully effective in preventing all food-borne illnesses. In addition, the Company’s reliance on third-party food suppliers and distributors increase the risk of incidents of food-borne illness which could be caused by third-party food suppliers and distributors outside of its control and negatively affect the Company’s sales.

Economic Risk

The general economic condition in the country could affect customers’ expenditure. The Company’s business relies on the spending of its customers and as such its operating results are sensitive to the changes in macroeconomic conditions. If the general economic condition is poor, it could result in lower purchasing power of the Company’s customers which may give rise to a decline in the number of customers and level of transactions in the Company which could negatively impact the financial performance of the Company.

General Risk Disclosure

Shareholders should consult their advisers if in any doubt as to the nature of this investment and its suitability in the light of their circumstances. The value of any securities traded (whether listed or not) are subject to investment risks, and fluctuations in the market. There is an inherent risk that losses may be incurred rather than a profit made as a result of buying and selling securities. Past performance is not a guide to future performance. Certain types of investments may not be suitable for all investors.

FINANCIAL RESULTS

Five Year Financial Summary: Group

Five Year Financial Summary: Company

Independent Auditors Report

Annual Reports

Five Year Financial Summary for the Group
For the year ended 31 December 2018

Food Concepts - Five Year Financial Summary for the Group

Five Year Financial Summary for the Company
For the year ended 31 December 2018

Food Concepts - Five Year Financial Summary for the Company

Independent Auditors Report
For the year ended 31 December 2018
Food Concepts - Independent Auditors Report - Page 1
Food Concepts - Independent Auditors Report - Page 2
Food Concepts - Independent Auditors Report - Page 3