company presentation - Just
Transcription
company presentation - Just
JUST EAT COMPANY PRESENTATION MAY 2014 0 JUST EAT MISSION STATEMENT We are a SALES … MARKETING … OPERATIONS … TECHNOLOGY company 1 HOW DOES IT WORK? Consumers JUST EAT platform Order and pay online Order transmitted to TRs over mobile network Deliver to consumer Order accepted by TRs (JUST EAT processes payment and holds TR cash from credit/debit card payment prior to distribution) Takeaway restaurants (TRs) JUST CONNECT terminal GPRS Real-time e-commerce JUST CONNECT Terminal JUST EAT Servers 2 JUST EAT AT A GLANCE History of leadership ► ► ► ► ► A leader in the online takeaway business 2001: established in Denmark 2006: launched in the UK 2009: accelerated international expansion Experienced team across functions and geographies Scale ► 40m orders in 2013, generating total transaction value of over £650m ► 2013 net revenue of £96.8m 2013 (£80.4m in the UK and Denmark) ► 2013 Underlying EBITDA of £14.1m (£30.2m in the UK and Denmark) ► Over 36,000 contracted TRs ► >50% of orders via mobile in the UK ► c.1,000 employees Large & growing market Proven internationalisation ► Multi-billion pound highly fragmented takeaway market, growing faster than GDP ► Online ordering growing much faster, fueled by adoption of e-commerce and smartphone/tablet penetration ► Takeaway Restaurants are a high margin business, technically unsophisticated, but commercially savvy ► Clear online takeaway market leader in: — Denmark — UK ► 11 new territories since 2007: — 8 additional countries in Europe — Canada, Brazil — India S ource: World Economic O utlook Database, Euromonitor, C allcredit Report and JU S T EAT 3 ROBUST AND ACTIVE RELATIONSHIPS WITH TAKEAWAY RESTAURANTS JUST EAT provides… … High order volume and yield ► Huge online presence - Industry-leading SEO and PPC - Bid on over 3.5m active keywords globally … More efficient order processing ► ► Clear print out from JCT … Ancillary benefits ► Collective buying ► Local field salesforce ► Ability to pay for promotion Free up the phone line ► Well recognised brand ► JUST EAT acts as stamp of credibility (branded TRs) ► Sales visits ► Higher average order value ► Marketing promotions ► Roll out technology to industry ► Conferences ► ► Minimal staff time/ commitment Offer platform - Targeted and relevant offers S ource: JU S T EA T 4 SIMPLE, PERFORMANCE BASED REVENUE MODEL 87.5% of revenue driven by consumer orders Revenue Mix Order Driven (B2C Revenue) A (Group 2013) 75% Commissions ► Same price for consumers as ordering directly from TRs ► Pricing depends on market maturity 12% Payment card/admin fees revenue ► Small fee mainly charged on payment card orders ► c.60% of orders paid via card Connection fees revenue ► One-off cost paid by TRs to join the network1 ► c.10-11% of order value B C 8% 5% D Top placement fee and other revenue ► Top placement ► Restaurant products (bags, pizza boxes, menu cards, etc.) S ource: JU S T EA T ¹ With the exception of Denmark, w here TRs pay an annual subscription fee. 5 PROVEN SUCCESS AND LONG TERM RUNWAY Denmark (11.9% revenue) Proven success ► JUST EAT Denmark commands c.44% of all UK (71.1% revenue) Other (16.8% of revenue) Proven and high growth Proven strategy ► Most attractive market in Europe ► Other JUST EAT markets have - Delivered takeaway food even lower online penetration deliveries and c.90% of all market size estimated by and represent significant online orders Callcredit Report at £4.4bn p.a. growth opportunities - Substantial runway ► JUST EAT Denmark demonstrates 40%+ Underlying EBITDA margins ► Still relatively low online marketplace penetration - Online penetration by JUST EAT of takeaway ordering is only 2% in France - Online penetration of takeaway ordering at 20-28% in the UK, of which JUST EAT is c.50% - Domino’s Pizza’s current digital penetration at 69.4% S ource: C allcredit Report , JU S T EA T management estimates and Domino’s P izza trading update as of Q 1 2014 N ote: P ercentages of G roup rev enue based on 2013 financials. 6 DELIVERY TAKEAWAY FOOD MARKET IS LARGE, RESILIENT AND GROWING A delivery takeaway food market of c.£58.0bn Supported by strong drivers Total Annual Delivery Takeaway Order Value (£bn) ► Urbanisation JUST EAT Markets1 £20.0bn Non JUST EAT Markets £38.0bn ► Lifestyle change ► Increasing taste for exotic cuisine ► Increase in smartphone penetration Structural growth faster than GDP Example of UK Market 3 5.8% 5.4% 2.5% Other² Size (£bn) UK Denmark France Canada Italy 4.4 0.2 2.3 2.6 3.7 Netherlands Spain 1.1 2.6 Brazil 1.1 Other US 1.9 S ource: C allcredit Report; JU S T EAT management estimates 1. O ther exclude India. 2. O ther markets include N orw ay (£370m), Belgium (£673m), S w itzerland (£603m) and Ireland (£233m). 3. 100% Home Deliv ery / Takeaw ay (Euromonitor S ep-2013). G DP grow th projections from O ffice for Budget Responsibility . 17.6 20.3 1.1% 2011-2013 CAGR GDP Growth 2013-2015 CAGR Takeaway Market 7 RAPID CHANNEL SHIFT TO ONLINE ORDERING The online ordering channel has grown significantly faster than the overall takeaway market Online penetration of takeaway ordering¹ Growth in online ordering set to follow experience of food chains Market Maturity Domino’s Pizza’s Digital Penetration in the UK² 49% - 58% 80% 65.5% 70% 55.7% 60% 50% 32% 20% - 28% 44.3% 35.8% 40% 20% 30% 69.4% 27.8% 20% Current online penetration in the UK 10% 0% 2009 France UK Canada 2010 2011 2012 2013 Q1 2014 Denmark S ource: C allcredit Report, JU S T EA T management estimates 1. O nline penetration measured as the number of consumers w ho hav e ordered takeaw ay food online as a percentage of the total num ber of consumers w ho hav e ordered takeaw ay food. 2. Domino’s P izza presentation Q 4 trading update (2009-13). Represent digital penetration as of H1 each y ear. 8 STRONG ONLINE PRESENCE AND BRAND DRIVING LOW COST PER ACTIVE ACCOUNT JUST EAT is the #1 brand in the takeaway food category Share of site visits in UK (%) ► Award-winning marketing initiatives 45% ► Most orders (c.88% in Q4 2013, UK) made through free traffic to websites ► Top-of-mind awareness increased from 30% 20% to 39% (between Aug. 2012 and Dec. Domino’s 2013, UK) ► Increased visibility and brand marketing via Toptable 15% Hungry House takeaway restuarants (at no or little cost) ► Aggregators’ share of site visits increased ► #1 iOS free app under food and drink category1 0% Sep-2010 Sep-2011 Sep-2012 Sep-2013 S ource: Experian Hitw ise and YouG ov 1 A s per A pp A nnie Index, as of 31-Dec-2013 9 STRONG AND DEFENSIBLE MARKET POSITION SUPPORTED BY COMPELLING NETWORK EFFECTS Strong network effects drive scale Better choice of TRs attracts more consumers and increases frequency Takeaway Restaurants (UK) 25k Number of Orders (UK) 35m 1000 Peak orders per minute (UK) 800 600 30m 20k Robust, Scalable Platform 25m 15k 20m 10k 15m 400 10m 5k 5m 0k 0m 2006 2007 2008 2009 2010 2011 2012 2013 2006 2007 2008 2009 2010 2011 2012 2013 200 More traffic and orders attract more TRs to JUST EAT platform 0 2008 2009 2010 2011 2012 2013 2014 S ource: JU S T EA T management estimates 10 CLEAR MARKET LEADING POSITIONS IN KEY REGIONS JUST EAT operates across 13 countries Region Europe Americas Asia Country Launch Built vs. bought Market position¹ UK Mar-06 #1 of 6 Denmark Aug-01 #1 of 3 France (JV) Dec-11 #2 of 5 Spain Nov-10 Ireland Apr-08 #1 of 4 Switzerland Apr-11 #1 of 4 Italy May-11 Norway Dec-09 #1 of 3 Netherlands / Belgium (Flemish) Jul-07 / Apr-09 #2 of 2 / #2 of 2 Canada Aug-09 #1 of 22 Brazil Aug-11 India (JV) Jan-11 / / / #1 of 3 #2 of 4 #1 of 4 #2 of 3 S ource: G oogle A naly tics, JU S T EAT N ote: C ountries in bold font indicate JU S T EA T’s key markets. ¹ M arket position based on G oogle A naly tics for selected competitors in the market for the period from Jan-2013 to Jan 2014. 2 C anada excludes three restaurant chains and they are ahead of JU S T EA T market position. 11 SIGNIFICANT OPPORTUNITY FOR GROWTH ACROSS GEOGRAPHIC FOOTPRINT JUST EAT’s modest market penetration presents significant headroom for robust growth potential UK Denmark Other key JUST EAT countries1 Overall Takeaway Delivery Market size2 (£bn) 4.4 0.2 7.7 Potential JUST EAT % share at scale3 45%+ 55%+ 30%+ Commission rate (as at Jan-2014) 12.0% 10.0% 10.1% Implied JUST EAT commission revenue at scale (£m)4 235 11 230 2013 commission revenue (£m) 52 8 13 2013 commission revenue penetration (%) 22% 69% 6% S ource: M arket size as per Callcredit Report and rest as per JUST EAT N ote: C ommission rate above is based on Jan-2014, whereas commission revenue is based on FY2013. 1 O ther countries consist of Canada, France, Ireland and Spain. Commission rate represents an average of the relevant markets. 2 M arket size as per Callcredit Report. 3 M anagement ‘s strategy is to target a 45% market penetration in the U K and 30% in other key countries as per its mature Danish market. There is no certainty that this penetration target will be achieved or in w hat timeframe. 4 C alculated by multiplying market size by target market share and commission rate. This revenue figure is illustrative only and is based on a target market share which may not be achieved . 12 UNTAPPED OPPORTUNITY FOR TAKEAWAY COLLECTION Expand addressable market by allowing takeaway food collection in addition to delivery Size of takeaway collection market TRs (in ‘000) TRs on JUST EAT Platform (in ‘000) 89.2 32.1 44.6 6.7 20.0 3.4 2.8 1.9 ► Order for collection represents another potential large and untapped market for JUST EAT — Half as big again as delivery 52% 48% 64% Delivery TRs 39% ► Collection market potential has increased on the back of smartphone penetration 76% 28% 22% 36% 11% UK 61% ► Expand network to restaurants not offering delivery services Canada Collection Only TRs 24% ► Scale of opportunity growing with increasing popularity of JUST EAT mobile app 6% France Denmark TRs on JUST EAT Platform S ource: M arket size as per C allcredit Report; JU S T EA T N ote: TRs on JU S T EA T platform as of 31-Dec-2013 13 POTENTIAL ACCRETIVE IN-MARKET AND OUT-OF-MARKET M&A Available resources through a combination of cash on balance sheet and £100m of primary proceeds for in-market and out-of-market M&A opportunities In-market M&A ► Consolidate in-market position by acquiring complementary businesses ► Focus on markets with significant scale Out-ofmarket M&A ► Enter new countries through acquisition of market leaders of scale ► Drive performance through implementation of proven business model, technology, know-how and best practices ► Proven track record of acquiring and integrating 11 acquisitions in last 3 years Capacity and resources ► Available resources through a combination of cash on balance sheet and £100m of primary proceeds before any leverage that the business can support N ote: C ountries highlighted in the map represents JU S T EAT existing operations. 14 HIGH GROWTH BUSINESS MODEL Substantial growth in JUST EAT orders… … translates into robust top line expansion… Orders (m) TRs (000) Active Accounts (m) 17.0 2.4 29.9 4.1 Revenue (£m) 36.4 5.9 96.8 40.2 59.8 25.3 33.8 13.9 2011 2012 2013 … with growing margins… UK DK 2011 2012 … and strong cash flow generation Underlying EBITDA (£m) and margin (%) 22.5% 33.4% 37.1% 35.8% 40.4% 40.3% Free Cash Flow (£m) 2.3 3.8% 2011 2012 1 15.3 14.1 14.5% 0.1 0.3% 2013 6.3 2.8 2013 2011 % cash conversion2 2012 2013 276% 109% S ource: JU S T EA T N ote: G roup rev enue and U nderly ing EBITDA differ from the sum of the contribution from the three reported regions due to cons olidation adjustments (e.g. inter-segment sales, share of equity accounted JV and head office costs) 1. F ree C ash F low defined as U nderly ing EBITDA + net change in w orking capital – capex – taxes – others 2. % of U nderly ing EBITDA 15 INCREASE IN COMMISSION RATE AND ARPO Average commission rate (% of transaction value) ARPO (£) In the UK, commission rate increased to 12.0% in Jan-2014 11.0% 11.0% 10.8% 10.5% 8.8% UK 9.0% 9.4% Denmark 10.2% £1.94 9.4% Other £2.04 £2.09 UK 2011 2012 £2.04 £1.97 £2.22 Denmark £2.18 £2.13 £1.84 Other 2013 S ource: JU S T EA T N ote: In Denmark, historically low er rate due to annual subscription fee charged to restaurants. Danish headline commission rate increased to 10.0% in S ep-2013 16 SIGNIFICANT REVENUE GROWTH Contribution to revenue growth By Revenue Driver (£m) By Region (£m) 140.5% 34.4% Y-o-Y growth: 67.1% Y-o-Y growth: 18.3% 0.8 1.5 15.8% 67.4% 0.7 1.6 34.0 88.6% 7.7 27.7 96.8 59.8 2012 96.8 59.8 Order-driven Connection Topplacement Other 2013 2012 UK Denmark Other 2013 S ource: JU S T EA T 17 GROWTH AND PROFITABILITY IN THE UK AND DENMARK Revenue (£m) Underlying EBITDA (£m) 30.2 80.4 4.7 11.5 51.1 17.7 10.0 30.2 8.8 4.0 25.5 68.8 8.0 41.1 4.8 2006 2007 2008 2009 2010 2011 2012 2013 Denmark 13.7 3.2 21.4 2010 UK 2011 2012 Denmark Revenue growth Underlying EBITDA growth 2013 UK Underlying EBITDA margin 2012 2013 CAGR1 2012 2013 CAGR1 2011 2012 2013 Denmark 13% 16% 14% 27% 15% 21% 36% 40% 40% UK 92% 67% 79% 186% 86% 130% 22% 33% 37% S ource: JU S T EA T N ote: 2006-2010 numbers are based on statutory accounts/management estimates and not under IF RS . 1 C A G R for 2011-2013. 18 GROUP SUMMARY FINANCIALS 2011 2012 2013 (£m) Total transaction value (est.) UK DK Other 141 66 26 273 70 74 472 81 130 Total TTV 233 417 682 Revenue UK DK Other 21.4 8.8 3.5 41.1 10.0 8.7 68.8 11.5 16.3 Total Revenue 33.8 59.8 96.8 Underlying EBITDA UK DK Other Group Costs 4.8 3.2 (6.3) (1.4) 13.7 4.0 (13.1) (2.2) 25.5 4.6 (11.8) (4.8) 0.1 2.3 14.1 (Dec year end) YoY Growth Total Underlying EBITDA Underlying EBITDA Margin - - 77% 4% 62% 15% S ource: JU S T EA T N ote: A ll central costs directly related to running each country hav e been allocated so that the country U nderly ing EBITDA figures represent the full cost of operation and only those costs related to pure group functions remain in G roup C osts. 19 FINANCIAL TAKEAWAYS ► Strong underlying growth in consumers, TRs and orders ► Proven ability to increase monetisation of platform (e.g. commission rates, sign-up fees, advertising) ► Significant profitability achieved in the Denmark and UK ► Currently investing in other growth regions ► Demonstrated scalability of business model ► Highly cash generative 20 INVESTMENT HIGHLIGHTS Strong position in attractive market Large and growing addressable market Clear market leading positions in key regions supported by compelling network effects Clear competitive advantages Strong online presence and brand driving low cost per active account Robust and active relationships with takeaway restaurants Efficient, established and scalable technology platform Strong growth opportunities Significant opportunity for growth across geographic footprint Largely untapped opportunity for takeaway collection Potential accretive in-market and out-of-market M&A Superior execution Strong track record of growth and profitability in the UK and Denmark Strong cash conversation Experienced management team 21 SUMMARY ► Clear leadership position in the UK and Denmark ► Proven high margin and profitability ► Highly attractive cash conversion ► Significant runway in existing markets ► Further growth opportunities 22 APPENDIX 23 MANAGEMENT BIOGRAPHIES David Buttress Group CEO Mike Wroe Group CFO Adrian Blair COO ► David joined JUST EAT in March 2006 ► He has led the UK business from launch ► Appointed CEO in January 2013 following his roles of Chief Commercial Offer and former UK Managing Director ► Started his career with Coca-Cola Enterprises in 1998, during which time he had a variety of senior sales roles ► Won the Account Manager of the Year award when he was managing the key national restaurant customers in the UK for Coca-Cola ► Honours degree in Law & Business ► Mike joined JUST EAT in late 2008 and as CFO holds responsibility for Finance, Tax, Legal, HR, Property and Administration ► Appointed as a director in 2013 ► Prior to JUST EAT, Mike served as CFO at both Nexagent and Innovision R&T and was involved in its IPO in 2001 ► Mike has over 20 years commercial / Finance Director experience having qualified in 1993 with Deloitte ► Joint Honours Degree in Chemistry and Management from The University of Nottingham ► Adrian joined JUST EAT in 2011 ► Leads all country teams globally across sales, marketing, operations and customer care, running the Group’s operations in the UK, Brazil, Canada, France, Denmark, Netherlands, Spain, Italy, Ireland, Belgium, Norway and Switzerland ► Previously worked at Spotify as Director of European Business Development and at Google in a variety of senior management roles in California and London ► Taught undergraduate Economics at Harvard University and was part of the executive team at Ask Jeeves ► MBA from Harvard Business School and a BA from Oxford University 24 MANAGEMENT BIOGRAPHIES Carlos Morgado CTO Daniel Read CPO Mat Braddy CMO ► Carlos joined JUST EAT in July 2009 to head Technology function ► Previously he acted as a consultant for several companies in the social media, mobile, and online dating spaces ► Spent a number of years at AOL, growing the Technology team from a maintenance role to become an integral part of the business, delivering and operating business-to consumer and business-to-business applications ► Worked for a number of start-ups marrying his experience of the internet and mainframe technologies to bring web research tools to the executive desktop ► PhD in Physics from the University of Bristol ► Daniel joined JUST EAT in 2011 ► He is responsible for product vision and execution globally ► Previously Chief Product Officer at Ask.com, where he was tasked with driving product, user experience and innovation ► Founding member of the team at Ask Jeeves UK, and before this, created the first web and ecommerce operations at British Airways and Royal Mail ► Founder of product lab, Freeform, and an adviser to a number of consumer product and technology businesses ► Bachelor of Arts from Leeds Business School and Master Degree in Design from Central St Martins. He is also a Chartered Marketer ► Mat joined JUST EAT in 2009 and set about establishing the Company as the leading brand in delivery takeaway around the world ► Built a team of experts covering Retail, Brand and Digital marketing ► In 2012, led the global launch of Skylight’s brand campaign to ban home cooking, Don’t Cook, JUST EAT ► Previously worked for The Financial Times, toptable and gameplay.com 25 SCALABLE BUSINESS MODEL 2011-13 £m Revenue Cost of sales (net) % of Revenue Gross Profit Gross Margin Salaries % of Revenue Marketing % of Revenue Overhead Costs 2011 2012 33.8 2013 CAGR 59.8 96.8 69.3% 77.9% (3.2) (5.1) (10.0) 9.3% 8.5% 10.3% 30.6 54.7 86.8 90.7% 91.5% 89.7% (16.0) (25.4) (38.0) 47.4% 42.6% 39.2% (7.8) (15.3) (23.4) 23.1% 25.6% 24.2% (6.5) (11.5) (11.7) 19.2% 19.3% 12.1% (30.3) (52.3) (73.1) 89.7% (1.4) (0.2) 87.5% (2.2) (0.2) 75.6% (4.8) 0.4 0.1 2.3 14.1 0.3% 3.8% 517.9% 14.5% Depreciation Amortisation (1.1) (0.2) (1.8) (0.8) (2.8) (1.3) Underlying EBIT (1.2) (0.3) 10.0 (3.4)% 72.2% (0.5)% 10.3% % of Revenue Total Admin Costs % of Revenue of which Central Costs Joint Ventures Underlying EBITDA % Growth Underlying EBITDA Margin % Growth Underlying EBIT Margin 68.4% 54.0% 73.4% 34.4% 55.4% 1,095.1% - S ource: JU S T EA T 26 LIMITED SEASONALITY Change in monthly orders driven by number of factors including number of weekends, bank holidays, new year resolutions, and weather Thousands Monthly orders (UK) 3.5m 3.0m Unusually hot July 2.5m 2.0m 1.5m 1.0m Dec 2012 Jan Feb Mar May Jun Jul Aug Sep Oct Nov Dec 2013 Q1 79.5% YoY growth S ource: JU S T EA T Apr Q2 70.6% YoY growth H1 44.6% contribution Jan 2014 Q3 67.7% YoY growth Q4 66.2% YoY growth H2 55.4% contribution 27 REVENUE GROWTH (2011 – 2012) Contribution to revenue growth By Revenue Driver (£m) Y-o-Y growth: 84.6% 57.1% 1.5 By Region (£m) 65.8% Y-o-Y growth: 12.9% 145.6% 92.1% 1.8 1.1 23.2 (0.5) 5.2 19.7 59.8 33.8 2011 59.8 33.8 Order-driven Connection Topplacement Other 2012 2011 UK Denmark Other 2012 S ource: JU S T EA T 28 KEY ORDER DRIVEN METRICS 2011 2012 2013 £ 1.94 2.04 2.09 % Growth % - 4.7% 2.4% No. of orders m 9.0 17.1 29.1 % Growth % - 89.3% 70.3% £m 17.6 34.8 60.7 % - 98.2% 74.3% £ 1.97 2.04 2.22 % Growth % - 3.9% 8.5% No. of orders m 3.5 3.8 4.1 % Growth % - 10.2% 8.1% £m 6.8 7.8 9.2 % - 14.5% 17.3% £ 2.18 1.84 2.13 % Growth % - (15.5)% 15.7% No. of orders m 1.4 4.3 6.9 % Growth % - 212.9% 59.5% £m 3.0 8.0 14.7 % - 164.5% 84.6% ARPO UK Order Driven revenue % Growth ARPO Denmark Order Driven revenue % Growth ARPO Other Order Driven revenue % Growth S ource: JU S T EA T 29 CONNECTION AND PLACEMENT FEE REVENUE Connection fee revenue (£m) Placement fee revenue (£m) YoY Growth (%) 5.0 Total: 65.8% 34.4% Other: 4,173.3% 136.1% Denmark: 31.0% 31.3% UK: 71.4% 27.0% 0.7 4.2 0.5 0.6 6.0 0.6 2.7 0.6 0.2 4.4 3.8 0.6 2.7 3.0 1.0 1.9 0.2 1.7 1.3 0.0 2.9 3.7 1.7 2011 S ource: JU S T EA T 2012 2013 UK 2011 Denmark 2012 2013 Other 30 UNDERLYING EBITDA GROWTH IN ESTABLISHED GEOGRAPHIES AND INVESTMENT IN OTHER REGIONS Contribution to Underlying EBITDA growth (£m) £9.8m for established countries £12.4m for established markets 1.4 11.8 0.6 0.6 14.1 (2.6) 0.9 8.9 0.1 (6.9) 2.3 (0.8) 0.1 Underlying EBITDA 2011 % contribution: ∆ UK ∆ Denmark ∆ Other 409% 40% (315)% ∆ Share of ∆ Head Underlying Results of Office Costs EBITDA JVs 2012 2% (37)% ∆ UK 100% ∆ Denmark 5% ∆ Other 12% ∆ Share of ∆ Head Underlying Results of Office Costs EBITDA JVs 2013 5% (22)% S ource: JU S T EA T 31 STRONG CASH CONVERSION Underlying EBITDA to free cash flow bridge (2013) (3.9) 11.6 (4.2) (2.3) 15.3 Others² Free Cash Flow¹ 14.1 Underlying EBITDA Net Change in Working Capital 14.6% margin 31% change in revenue Attractive Underlying EBITDA margins Favourable working capital dynamics Capex Taxes 4.0% of revenue Low capex requirements 33.6% tax rate Optimise tax paid 108.5% conversion High cash conversion ¹ F ree C ash F low defined as U nderly ing EBITDA + net change in w orking capital – capex – taxes – others. ² O ther includes IP O costs, acquisition related expenses, results of JV and associates, loss on disposal of P P E and other non-cash items. 32 33