SECURITIES AND EXCHANGE COMMISSION

Transcription

SECURITIES AND EXCHANGE COMMISSION
SEC FORM 17-A, AS AMENDED
AMENDED ANNUAL REPORT PURSUANT TO SECTION 17
OF THE SECURITIES REGULATION CODE AND SECTION 141
OF THE CORPORATION CODE OF THE PHILIPPINES
1.
For the fiscal year ended
December 31, 2012
2.
SEC Identification Number
77487
3.
BIR Tax Identification Number
000-388-771
4.
Name of Registrant
Jollibee Foods Corporation
5.
Province, Country or other
Jurisdiction of Incorporation or
Organization
Pasig City, Philippines
6.
Industry Classification Code
7.
Address of Principal Office
10th Floor Jollibee Plaza, 10 Emerald
Avenue, Ortigas Center, Pasig City
Postal Code
1600
8.
Registrant’s Telephone Number 634-1111
9.
Former name, former address, and
former fiscal year, if changed
since last report
N/A
10.
Securities registered pursuant to Sections 8 and 12 of the SRC, or Sec. 4 and 8 of the
RSA:
Title of each Class
Common
Treasury Shares:
Common
Number of shares of
Common stock outstanding
1,046,361,624
16,447,340
Note: Total outstanding common shares inclusive of 23,000 shares subject for listing. These represent shares purchased
by employee/s in connection with JFC's Management Stock Option Plan (MSOP). It also includes of 358,610 MSOP
shares exercised by employee participants, to be deducted from the 1,000,000 MSOP shares (per PSE disclosure No.
WLIST_2012000017673 dated November 9, 2012) lodged with Deutsche Regis Partner’s Inc. on November 9, 2012, and
785,765 ELTIP shares exercised by employee participants, to be deducted from the 1,400,000 shares (per PSE Disclosure
No. WLIST_2012000011273 dated July 9, 2012) lodged also with Deutsche Regis Partner’s Inc. on July 9, 2012.
2012 Amended Annual Report
11.
ALL of these securities are listed on the Philippine Stock Exchange.
12.
Reports filed by the Registrant
13.
(a)
Registrant has filed all reports to be filed under Section 17 of the SRC and SRC
Rule 17.1 thereunder or Section 11 of the RSA and RSA rule 11(a)-1 thereunder,
and Sections 26 and 141 of the Corporation Code of the Philippines during the
preceding twelve (12)-months.
(b)
Registrant has been subject to such filing requirements for the past ninety (90)
days.
Aggregate market value of the voting stock held by non-affiliates of the Registrant as of
December 31, 2012:
Total number of outstanding shares
Less: Outstanding Shares held by Affiliates
Shares held by Non-Affiliates
Average price as of December 31, 2012
Aggregate market value of voting stock held by
Non-Affiliates
Level of Public Float based on information
available as of December 31, 2012
1,045,402,922
599,305,034
446,097,888
PhP103.41
20,593,123,036
40% 1
DOCUMENTS INCORPORATED BY REFERENCE
NONE of the following documents are incorporated by reference:
(a)
(b)
(c)
1
Any annual reports to the security holder;
Any proxy information statement filed pursuant to SRC Rule 20; or
Any prospectus filed pursuant to SRC Rule 8.1.
Per submission to the Philippine Stock Exchange dated December 31, 2012.
2
PART I.
1.
BUSINESS AND GENERAL INFORMATION
BUSINESS
JOLLIBEE FOODS CORPORATION (“JFC” or the “Company”) was incorporated on January 28,
1978. Its principal business is the development, operation and franchising of quick-service
restaurants under the trade name “Jollibee.” In the Philippines, the Company has, as subsidiaries,
FRESH N’ FAMOUS FOODS, INC., which develops, operates and franchises quick-service
restaurants under the trade names “Chowking” and “Greenwich,” RED RIBBON BAKESHOP, INC.
(through RRB HOLDINGS, INC.), which develops, operates and franchises restaurants under the
“Red Ribbon” trade name, MANG INASAL PHILS., INC. (of which the Company owns 70%), which
develops, operates and franchises restaurants under the “Mang Inasal” trade name, and PERF
RESTAURANTS INC., (through holding companies, of which the Company owns 54%) which
franchises restaurants under the “Burger King” trademark in the Philippines. The Company also
has subsidiaries and affiliates which develop and operate its international brands, “Yonghe King,”
“Hongzhuangyuan,” “San Pin Wang,” brands under the SuperFoods Group 2 and, most recently,
“12 Sabu.” 3 Milestones and updates for subsidiaries and affiliates are discussed further in other
parts of this Report.
By the end of 2012, there are 780 Jollibee stores nationwide, of which 393 are franchised and 387
are Company-owned. There were also 92 Jollibee stores overseas, including stores in the United
States, Vietnam, Hongkong, Brunei, Jeddah, Kuwait and Qatar. The stores offer food products
that are prepared on-site based on original Company recipes, using Company-specified
ingredients and supplies, and in accordance with Company standards and procedures. These
products are sold under various trademarks including but not limited to Champ, Chickenjoy and
Yum.
Aside from continuing to bring the langhap-sarap experience to more Filipinos across the
archipelago, Jollibee reclaimed value leadership and product superiority through the launch of the
“Always Affordelicious” campaign on core products – Chickenjoy, Yumburger and Jollibee
Spaghetti, and the introduction of new products like the Chicken and Mushroom Pasta, Sundae
Mix-ins Milo Blast, Chocolate and Coffee Floats, Crisscut Fries and the Crispy Wings.
On the marketing front, “Jollibee” signed American Idol season 11 first runner up Fil-Am Jessica
Sanchez as our very first international brand ambassador for “Chicknjoy.” It also sealed tie-ups
with various institutions, including the “Jollibee Padala” tie-up where Filipinos working abroad
can order “Jollibee” products for delivery to family and friends in the Philippines.
In the local setting, “Jollibee” mounted the Jollibee Drive-thru Cross Country Challenge to
showcase the widest network of drive-thru stores in the Philippines. It also supports the
2
On January 20, 2012, the Company disclosed that through its wholly-owned subsidiary, Jollibee Worldwide
Pte. Ltd. (“JWPL”), it completed its acquisition of 50% share of the business of the Superfoods Group. The
Superfoods Group owns or franchises, and operates various brands, including Highlands Coffee, Pho 24 and Hard Rock
Cafe.
3
On August 22, 2012, the Company disclosed that through its wholly-owned subsidiary Jollibee Worldwide
Pte. Ltd., it entered into an agreement to own and operate the 12 Sabu brand in the People’s Republic of China, Hong
Kong and Macau.
3
Department of Tourism’s “Its More Fun in the Philippines” campaign where the Happy Filipino
website was launched.
In international operations, Jollibee maintained its 92 store count at the end of 2012 with 27
stores in the United States, 39 in Vietnam, 13 in Brunei, 1 in Hong Kong and 12 in the Middle
East.
The Company continues to operate its central commissary in Carmelray, Calamba, Laguna
through ZENITH FOODS CORPORATION (“ZFC”), a wholly-owned subsidiary which has facilities
in Carmelray, Canlubang, Laguna and Mandaue City, Cebu. The commissaries have the
collective capacity to serve 800 stores in Luzon, Visayas and Mindanao. With the commissaries
as the focal point, the Company’s Corporate Supply Chain unit has direct responsibility over the
product supply needs of the Jollibee Group of Companies, manages sales and operations planning
and manufacturing and logistics requirements while closely collaborating with other key
divisions. In addition, Mang Inasal Phils., Inc. operates commissaries in Taguig and Iloilo City.
The Company also opened a new warehousing and distribution center in Brgy. Marcelo Green
Village, Paranaque City. The 5 hectare property aims to serve an estimated 1,300 stores
nationwide. Its dry storage is one of the biggest in the Philippines and is targeted to serve 800
stores. On the other hand, the cold storage boasts of modern automated refrigeration system
technology and is likewise one of the biggest of its kind in the Philippines. This distribution
center is managed by JOLLIBEE WORLDWIDE SERVICES, the regional operating headquarters of
the Jollibee Group of Companies.
Economies of scale allow the Company to avail of low purchase costs from local and foreign
suppliers, leveraged on sustained volume growth and reliable credit handling. The Company’s
major suppliers are the following:
Food
Supplier
Chicken
SAN MIGUEL FOODS, INC.
19th Floor San Miguel Properties Center
St. Francis St., Ortigas Center,
Mandaluyong City
Carbonated
Beverages
COCA-COLA BOTTLERS PHILIPPINES, INC.
1890 Paz Guazon Street, Otis, Paco, Manila
Sauces and
Beverages
DEL MONTE PHILIPPINES, INC.
Bugo, Cagayan De Oro City
Beverages
NESTLE PROFESSIONALS
Nestle Center, Rockwell Center, Makati City
Dressings
UNILEVER PHILIPPINES
UN Avenue, Paco, Manila
The Company has existing agreements with all suppliers.
The Company’s subsidiaries have their own commissaries for their respective specialty products,
i.e., pizza and pasta for Greenwich, Chinese dishes for Chowking, cakes and pastries for Red
4
Ribbon, grilled chicken and Filipino food items for Mang Inasal, products for Burger King and
Chinese food items for Yonghe King, Hongzhuangyuan and San Pin Wang in China. In July
2010, the Company disclosed that it had entered into a joint venture agreement with Hua Xia
Harvest Holdings Pte. Ltd. to build and operate a food processing plant in Shucheng County in
Anhui Province of China. 4
Food quality, service, price-value relationship, store location and ambience, and efficient
operations continue to be critical elements of the Company’s success in the quick-service
restaurant industry.
ACQUISITIONS AND INVESTMENTS
Joint Venture (Coffee, Asian Food Business)
On May 20, 2011, the Company’s wholly-owned subsidiary, Jollibee Worldwide Pte. Ltd.
(“JWPL”), signed a Framework Agreement with Viet Thai International Joint Stock Company
and its related parties to establish a platform for owning and operating a portfolio of restaurants in
various territories including Vietnam, Hong Kong, Macau, and Southern China. The Company
completed the acquisition of 50% share of the business of the Superfoods Group in January 2012,
consisting of a 49% share in a Vietnam company and 60% share in a Hong Kong Company.
As of December 31, 2012, Highlands Coffee has 75 stores in Vietnam while Pho 24 has 62
restaurants.
Joint Venture (Jollibee Singapore)
On May 16, 2012, the Company disclosed that its wholly-owned subsidiary, Golden Plate Pte.
Ltd., has entered into an agreement to form a company together with Beeworks, inc. to own and
operate Jollibee stores in Singapore. GPPL will own 60% of the joint venture company. The first
Jollibee restaurant in Singapore opened in March 2013.
Joint Venture (12 Sabu)
On August 22, 2012, the Company disclosed that JWPL and GPPL have entered into an
agreement to establish a company to own and operate the 12 Sabu brand in the People’s Republic
of China, Hong Kong and Macau. JWPL and GPPL combined will own 48% of the joint venture
company.
The 12 Sabu brand features low-priced hot pot dishes served in a clean and bright dining
environment. It highlights safe and fresh food which each customer cooks in individual fastheating stone hot pots. As of 2011, there were eighteen 12 Sabu stores operating in Taiwan.
4
The joint venture shall undertake food manufacturing operations to supply food products to food service
businesses primarily of the Jollibee Group of Companies. As its initial project, the joint venture plans to supply
products for the Jollibee Group of Companies’ restaurants in China, initially, Yonghe King, for its stores in Shanghai
and Beijing.
5
EMPLOYEES
JFC and its commissaries have approximately 13,133 employees in 2012, 2,678 of which are
employed on a full-time basis, and 10,455 on a contractual basis. The regular daily-paid
employees of JFC are subject to a collective bargaining agreement which expires on February 28,
2017.
Aside from all benefits mandated by law, the Company provides training opportunities (internal
and external) to its employees. Qualified employees are also entitled to avail of options under the
Company’s Stock Option Plan. 5
COMPETITION
The Company competes in the quick-service restaurant industry. It has presence all over the
country and is the biggest fast food company in the Philippines. The Company’s competitive
edge includes strict adherence to its policy of maintaining high standards in food quality,
reasonable prices, excellent service and cleanliness in its stores. Taking the Jollibee group in its
entirety, competition includes, but is not limited to, McDonald’s, Wendy’s, KFC, and other
burger, pizza and pasta chains, Chinese fast-food restaurants, grilled chicken and Filipino
restaurants, and bakeshops.
CUSTOMERS
The Company serves a wide spectrum of customers from all economic classes. It is not
dependent on a single customer or few customers. Neither is there a single customer that
accounts for, or will account for, 20% or more of the Company’s sales.
RELATED PARTIES
The Company runs its business independently of its subsidiaries and other related parties. There
is no dependence on the Company’s related parties.
PERMITS AND APPROVALS
Other than the reportorial requirements of the SEC, the Bureau of Internal Revenue (“BIR”), and
the local permits for the opening and continued operations of stores, there are no other permits,
licenses or approvals required from the Company for its operations. The Company is in
compliance with the requirements of the SEC, BIR and local governments.
RESEARCH AND DEVELOPMENT
Research and development is an integral part of the Company’s operations. New products,
concepts and ideas are critical to the continued success of the Company and its subsidiaries. For
this reason, the Company allocates a Research and Development budget as indicated below for
the Jollibee Philippines brand:
5
Year
Amount
2011
PhP70,923,150.00
Please see discussion on page 88.
6
Percentage to Systemwide
Sales of Jollibee Brand
.17%
2012
PhP56,762,832.00
.13%
ENVIRONMENTAL LAWS
Strict compliance with environmental laws would entail substantial capital investment for the
Company. The Company will spend, on the average, PhP1,000,000.00 per store to retrofit each
store with a Wastewater Treatment Facility (“WWTF”). Additionally, operation expenses is
pegged at PhP10,000.00 per month to maintain the WWTF.
RISKS
The Company and its subsidiaries are all in the quick-service restaurant sector. Quick-service
restaurants like those maintained by the Company are expected to maintain high quality in terms
of food, service and cleanliness (“FSC”). The Company responds by observing stringent
guidelines, processes and procedures in its FSC, and conducting regular and spot audits to ensure
that FSC standards are maintained not only in stores but also in commissaries. The Company has
likewise instituted a system of incentives to reward excellent performance in terms of FSC by
stores.
ADDITIONAL REQUIREMENTS AS TO CERTAIN ISSUES OR ISSUERS
The Company has no additional requirements as to certain issues or issuers.
SUBSIDIARIES AND AFFILIATES
The company owns, develops, operates and franchises the following brands through various
subsidiaries:
Chowking
Chowking’s challenge in 2012 was to maintain its presence in the fastfood market. In 2012,
Chowking further improved taste and value to drive customers to its stores by focusing on the
Chinese Style Fried Chicken, Chao Fan and Chao Pao. Chowking also improved further its frontand back-end operations for better and faster service.
As of December 2012, Chowking is operating 386 stores in the Philippines, 147 of which are
company-owned and 239 of which are franchised.
2012 also saw marked improvements in Chowking’s international operations. These include the
opening of 3 more stores in the United Arab Emirates, and the opening of the first store in the
sultanate of Oman.
Chowking USA also introduced new products in its menu which produced positive results among
customers, particularly the introduction of the Salt & Pepper Pork with Jalapeno slices and the
Orange Chicken. Chowking USA capped off a strong year with the opening of the first
Chowking store in Anaheim, California.
As of year-end, there are 44 stores outside the Philippines -- 19 stores in the United States, 19 in
Dubai, 2 in Indonesia, 3 in Qatar and 1 in Oman.
7
Greenwich
Various initiatives placed Greenwich’s flagship products in the forefront. In 2012, Greenwich’s
“Better Than Any Other” communications campaign highlighted the superior taste of its Ultimate
Special Overload and Ultimate Hawaiian Overload pizzas. 2012 also saw Greenwich stepping
into the world of social media through Facebook and Twitter which featured online campaigns
and famous personalities and the online launch of the Crispy Glazed Chicken.
Greenwich also made its presence felt in customers’ homes through its improved delivery service
and the launch of the Ultimate Green Card, a rewards card for frequent home delivery customers.
Greenwich complimented all these efforts with store renovations to carry the new look,
cementing its role as the ultimate Favorite ng Barkada in the Philippines.
As of December 2012, Greenwich had 202 stores nationwide, with 2 of those participating in the
Company’s “multibrand” stores. Greenwich ended the year 2012 with 123 company-owned and
77 franchised stores.
“Chowking” and “Greenwich” are business units of Fresh N’ Famous Foods, Inc., a whollyowned subsidiary of the Company.
Red Ribbon
Red Ribbon completes a record-breaking performance in 2012 by registering the highest
company profit in its history.
In 2012, Red Ribbon launched campaigns to further intensity the market position of its signature
products – Black Forest, Butter Mamon, Triple Chocolate Roll and Ultimate Chocolate Cake.
Other highlights are initiatives on commissary efficiency, productivity efficiency and cost
consciousness.
In the Philippines, “Red Ribbon” had 212 stores as of December 2012, 125 of which are
company-owned and 87 franchised stores.
On the international front, Red Ribbon USA repositioned its brand image from a “cakeshop for
special occasions” to a “bakeshop for everyday.” Strong value-for-money flagship products were
offered to drive long-term brand equity. Noteworthy are the Butter Mamon and Ultimate
Chocolate Cake campaigns and the re-launch of the Mango Cake.
In the United States, “Red Ribbon” had 32 company-owned stores at the end of 2012.
Mang Inasal
Mang Inasal focused on brand building and reinforcing brand strategy in 2012. It improved site
selection process, product development and commissary development to provide better products
to its customers.
2012 witnessed the introduction of the Dinuguan and Puto and the celebration of Mang Inasal’s
flagship product, the Barbecue Chicken, on television, radio and billboards across the country.
Mang Inasal also launched a new tagline for its Chicken Inasal -- “Wow sa Laki, Nuot Sa Sarap.”
8
As of December 2012, Mang Inasal had 465 stores, 52 of which are company-owned and 413 are
franchised stores. It also operates 2 commissaries, one in Iloilo City and another in Taguig,
Metro Manila.
Burger King
Burger King made its presence felt in 2012 with the launch of the thematic campaign featuring
the world-famous flagship product – the Whopper, which generated significant positive
awareness for Burger King’s burgers. Supported by cable television advertisement placements,
billboards and in-store merchandising materials, the campaign improved the Whopper’s good
value for money rating.
2012 also witnessed the rebirth of the flame-grilled Angus Steakhouse Burger and the launch of
the flame-grilled barbeque cheeseburger. The year was topped off with the “Free Fries
Weekend” promo to reward loyal customers.
Burger King opened five (5) new restaurants in prime locations using the “Garden Grill” concept
which accentuates the brand’s core brand equity of “flame-grilling” as well as providing
customers with a taste of American life.
As of December 31, 2012, there were 29 Burger King stores.
Yonghe King
2012 was a challenging year for the restaurant industry in China with the slow down in China’s
economic growth rate. Rising to the challenge, Yonghe King focused on building its brand image
with the introduction of its “Every Day Value Meals.” Yonghe King repositioned itself as the
Chinese Quick Service Restaurant (“CQSR”) which featured delicious, value-for-money, Taiwaninspired dishes.
Yonghe King also re-launched its flagship products, Soy Milk and Youtiao, Minced Pork Rice,
Three Cups Chicken and Beef Noodles. These received positive feedback from customers
making Yonghe King the No. 1 CQSR in China, as awarded by the China Brand Power Index for
the second year in a row. Yonghe King was also awarded China’s “7 Stars Award” which
outstanding recognized efforts in food safety.
To celebrate Yonghe King’s 17th anniversary (since the opening of its first store in Shanghai,
People’s Republic of China in 1995), Yonghe King created the biggest Youtiao in the planet, as
witnessed by the Guinness World Record organization.
As of December 2012, “Yonghe King” had 292 company-owned stores and 5 franchised stores
spread over 21 cities in the PRC. In 2012 alone, Yonghe King opened 59 stores in different parts
of the PRC.
Hongzhuangyuan
In 2012, Hong Zhuang Yuan strived to be known as the only Chinese neighboring restaurant that
“feels like home,” offering delicious, everyday, value-for-money comfort food. The brand rallied
from its new tagline “Congee, and Much More,” the first step in brand evolution from a quickservice Congee restaurant to a casual dining restaurant.
9
As of December 2012, Hong Zhuang Yuan was operating 46 restaurants, 45 of which are
company-owned.
San Pin Wang
In 2012, San Pin Wang developed the beef brisket rice noodle, a new, low-price beef noodles that
was well-received by consumers. The beef brisket rice noodle joined other beef noodle favorites
– beef tendon rice noodle and beef rice noodle.
San Pin Wang also opened seven (7) restaurants in 2012, notable of which are the new restaurants
in Wuyixi and Wangxiang.
Improving further its corporate social responsibility efforts, San Pin Wang saw the launch of the
“SPW Scholarship” in Guangxi Traditional Chinese Medicinal University to support the
development and promotion of traditional Chinese medicine. San Pin Wang was awarded the
“advanced domestic trade enterprise” given by the commerce department of Guangxi.
As of December 2012, San Pin Wang had 40 stores.
Superfoods
The SuperFoods group owns and operates various brands, including Highlands Coffee Shops in
Vietnam, Highlands Coffee Packaged Products and Hard Rock Café franchised stores in Macau,
Hong Kong and Vietnam. The SuperFoods Group also acquired the Pho 24 brand and restaurants
which have presence in Vietnam, Indonesia, Philippines, Hong Kong, Cambodia and Japan.
Highlands Coffee serves Vietnamese coffee and light meals in trendy coffee shops, and also sells
packaged coffee through retail outlets. Meanwhile, Pho 24 serves traditional Vietnamese dishes
with rice noodles as its core products.
In the Philippines, the franchising rights for operating Highlands Coffee Shops was granted to IP
Ventures, Inc. IP Ventures, a company formed and controlled by IPVG Corp., operates the
largest chain of internet cafes in the Philippines under the brand name Netopia.
As of December 31, 2012, Highlands Coffee had 75 stores in Vietnam while Pho 24 has 62
restaurants.
Jinja
As of December 31, 2012, Jinja operates 3 restaurants in the US.
JOLLIBEE GROUP FOUNDATION, INC. 6
THE JOLLIBEE GROUP FOUNDATION, INC. (the “Foundation”) was established in December 2004
to serve as the Company’s corporate social responsibility arm. The Foundation’s initiatives
focused on the following areas: Education, Leadership and Community Development,
Environment and, in light of the recent calamities, Disaster Response.
6
In January 2013, the Securities and Exchange Commission approved the change of name from
Jollibee Foundation, Inc. to the Jollibee Group Foundation, Inc.
10
In 2012, the Foundation put its thrust in promoting food security in communities at the forefront
of its efforts.
The Busog Lusog Talino (“BLT”) program was implemented in 1,053 public schools in 199 cities
and municipalities worldwide. A total of 37,821 pupils in the first and second grades were fed
lunch daily for 136 days, bringing the total number of BLT pupils to 60,000 since BLT was first
implemented in 2007.
Through its Farmer Entrepreneurship Program (“FEP”), the JFC supply chain was harnessed by
giving opportunities to small farmers to be direct suppliers of the Jollibee Group. In 2012, more
than 500 small farmers from Nueva Ecija, Pangasinan, Quezon, Ilocos Sur, Tarlac, Agusan del
Sur, Davao Oriental and Bukidnon received training and technical assistance on production,
marketing and finance. Farmers’ cooperatives organized in these areas successfully various raw
materials to the Jollibee Group and other institutions. The FEP is a partnership with the Catholic
Relief Services and the National Livelihood Development Corporation.
Finally, more than 370 employees of the Jollibee Group participated in the Tree Nurturing Project
held in Mt. Banahaw in Liliw, Laguna and the Ipo Watershed in Bulacan where a total of 6
hectares of land was reforested.
OTHERS
Other subsidiaries of the Company include FREEMONT FOODS CORPORATION, a wholly-owned
subsidiary which owns and operates the Company’s Jollibee stores primarily in the Visayas and
Mindanao areas, and GRANDWORTH RESOURCES CORPORATION, a real estate company which
owns or leases some of the properties used as store sites.
PERCENTAGE OF FOREIGN SALES
The percentage of foreign sales to total net sales for the last four (4) years is as follows:
Total Sales
Foreign Sales
Percentage
2012
67,493,953,521
15,534,109,102
23.01%
2011
59,266,444,340
12,353,833,195
20.8%
2010
50,506,967,113
9,852,053,490
19.5%
2009
45,344,123,164
8,307,292,922
18.3%
The percentage of foreign sales to net income is as follows:
Net Income
Foreign Sales
Percentage
2012
3,713,062,706
15,534,109,102
418.4%
2011
3,253,802,924
12,353,833,195
379.7%
11
2010
3,212,535,996
9,852,053,490
306.7%
2009
2,666,899,745
8,307,292,922
311.5%
TRADEMARK REGISTRATION
TRADEMARK RECORDS BY COUNTRY
Following is a list of the local and international trademark registrations and pending applications
for registration for the “Jollibee” brand as of December 31, 2012.
Country
Trademark
Argentina
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
Australia
JOLLIBEE
MASCOT DEVICE
TM Logo
Application
No
1997309
Application
Date
29 Aug
1995
654121
24 Feb
1995
Registration
No
Registration Date
Status
Class/
es
1,652,377
03 Dec
1997
Register
ed
42
654121
24 Feb
1995
Register
ed
42
42
Bahrain
BEE DEVICE
80978
15 Apr
2010
80978
15 Apr
2010
Register
ed
29
Bahrain
BEE DEVICE
80979
15 Apr
2010
80979
15 Apr
2010
Register
ed
30
Bahrain
BEE HEAD
DEVICE (Black &
White) - MAIN
91757
24 Apr
2012
Pending
29
12
Country
Trademark
TM Logo
Application
No
91758
Application
Date
24 Apr
2012
Registration
No
Registration Date
Status
Class/
es
Pending
43
Bahrain
BEE HEAD
DEVICE (Black &
White) - MAIN
Bahrain
CHICKENJOY
WORD MARK MAIN
91759
24 Apr
2012
Pending
29
Bahrain
CHICKENJOY
WORD MARK MAIN
91760
24 Apr
2012
Pending
43
Bahrain
JOLLIBEE &
MASCOT DEVICE
1070/95
02 Aug
1995
S1718
02 Aug
1995
Register
ed
42
Bahrain
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
1068/95
02 Aug
1995
TM 19220
02 Aug
1995
Register
ed
29
Bahrain
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
1069/95
02 Aug
1995
S1717
02 Aug
1995
Register
ed
42
13
Country
Trademark
TM Logo
Application
No
80975
Application
Date
15 Apr
2010
Registration
No
Registration Date
Status
Class/
es
80975
15 Apr
2010
Register
ed
29
Bahrain
JOLLIBEE LOGO &
DEVICE
Bahrain
JOLLIBEE LOGO &
DEVICE
80976
15 Apr
2010
80976
15 Apr
2010
Register
ed
30
Bahrain
JOLLIBEE LOGO &
DEVICE
80977
15 Apr
2010
80977
15 Apr
2010
Register
ed
43
Bahrain
JOLLIBEE WORD
MARK - MAIN
91755
24 Apr
2012
Pending
29
Bahrain
JOLLIBEE WORD
MARK - MAIN
91756
24 Apr
2012
Pending
43
Brazil
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN
8190526
12
16 Feb
1996
Register
ed
29
14
819052612
30 Nov
1999
Country
Trademark
Brazil
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN
Brunei
Darussalam
BEE HEAD
DEVICE (Black &
White) - MAIN
TM Logo
Application
No
8189353
59
Application
Date
15 Dec
1995
42,856
26 Apr
2012
Registration
No
818935359
Registration Date
Status
Class/
es
30 Nov
1999
Register
ed
38
Pending
29
43
Brunei
Darussalam
CHICKENJOY
WORD MARK MAIN
42,855
26 Apr
2012
Pending
29
43
Brunei
Darussalam
JOLLIBEE
36,341
24 Jun
2004
Brunei
Darussalam
JOLLIBEE WORD
MARK - MAIN
42,857
26 Apr
2012
15
36,341
24 Jun
2004
Register
ed
43
Pending
29
Country
Trademark
TM Logo
Application
No
Application
Date
46001
Registration
No
Registration Date
Status
Class/
es
11-May12
Pending
29
46002
11-May12
Pending
43
46003
11-May12
Pending
29
46004
11-May12
Pending
43
43
Cambodia
BEE HEAD
DEVICE (Black &
White) - MAIN
Cambodia
Cambodia
Cambodia
BEE HEAD
DEVICE (Black &
White) - MAIN
CHICKENJOY
WORD MARK MAIN
CHICKENJOY
WORD MARK MAIN
Cambodia
JOLLIBEE WORD
MARK - MAIN
45999
11-May12
Pending
29
Cambodia
JOLLIBEE WORD
MARK - MAIN
BEE HEAD
DEVICE
46000
11-May12
Pending
43
1324318
16 Nov
2006
Register
ed
43
1563176
08 Feb
2012
Pending
29
Canada
Canada
BEE HEAD
DEVICE
16
761468
11 Mar
2010
Country
Canada
Trademark
CHICKENJOY
TM Logo
Application
No
1563177
Application
Date
08 Feb
2012
Registration
No
Registration Date
Status
Class/
es
Pending
29
43
Canada
JOLLIBEE
1324317
16 Nov
2006
761476
11 Mar
2010
Register
ed
43
32
42
30
29
Canada
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DESIGN
783671
26 May
1995
727149
28 Oct
2008
Register
ed
29
42
China
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
9505401
7
03 May
1995
971757
28 Mar
1997
Register
ed
42
China
JOLLIBEE
MASCOT DEVICE
9506675
5
01 Jun
1995
951389
21 Feb
1997
Register
ed
29
China
JOLLIBEE
MASCOT DEVICE
9505401
6
03 May
1995
955790
28 Feb
1997
Register
ed
42
17
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
7-May-08
Register
ed
21
May 7 2009
Register
ed
20
28-May-10
Register
ed
18
7-Mar-08
Register
ed
33
7-Mar-08
Register
ed
31
7-Feb-09
Register
ed
36
4740571
China
4740572
China
4740573
China
4740574
China
4740575
China
4740576
18
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
7-Feb-09
Register
ed
36
21-Feb-09
Register
ed
40
May 7 2009
Register
ed
16
21-Feb-09
Register
ed
41
7-Feb-09
Register
ed
28
Processi
ng
11
4740577
China
4740578
China
4740579
China
4740580
China
4740590
China
5149228
19
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
21-Mar-09
Register
ed
10
21-Mar-09
Register
ed
9
21-Nov-09
Register
ed
8
14-Jan-09
Register
ed
7
21-Mar-09
Register
ed
6
28-Nov-09
Register
ed
5
5149229
China
5149230
China
5149231
China
5149232
China
5149233
China
5149234
20
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
7-Jun-09
Register
ed
4
Processi
ng
3
7-Jun-09
Register
ed
2
21-Dec-09
Register
ed
21
7-Aug-10
Register
ed
20
21-Jun-09
Register
ed
19
5149235
China
5149236
China
5149237
China
5149238
China
5149239
China
5149240
21
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
Registration Date
Status
Class/
es
Processi
ng
18
21-Jun-09
Register
ed
17
21-Jun-09
Register
ed
18
7-Jun-09
Register
ed
15
7-Aug-10
Register
ed
14
21-Mar-09
Register
ed
13
China
5149241
China
5149242
China
5149243
China
5149244
China
5149245
China
5149246
22
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
14-Jan-09
Register
ed
12
28-Jun-09
Register
ed
30
21-Mar-09
Register
ed
29
9-Aug-10
Register
ed
28
7-Jan-10
Register
ed
27
7-Jul-09
Register
ed
26
5149247
China
5149248
China
5149249
China
5149250
China
5149251
China
5149252
23
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
Registration Date
Status
Class/
es
Processi
ng
25
28-Jan-10
Register
ed
25
14-Jan-10
Register
ed
24
7-Jun-09
Register
ed
23
28-Jun-09
Register
ed
22
21-Aug-09
Register
ed
38
China
5149253
China
5149254
China
5149255
China
5149256
China
5149257
China
5149258
24
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
28-Aug-09
Register
ed
37
28-Aug-09
Register
ed
36
28-Aug-09
Register
ed
35
28-May-09
Register
ed
35
Processi
ng
35
Register
ed
34
5149259
China
5149260
China
5149261
China
5149262
China
5149263
21-Mar-09
China
5149264
25
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
21-Mar-09
Register
ed
33
21-Mar-09
Register
ed
32
21-Mar-09
Register
ed
31
21-Mar-09
Register
ed
1
7-Jun-09
Register
ed
45
28-Aug-09
Register
ed
44
5149265
China
5149266
China
5149267
China
5149268
China
5149269
China
5149270
26
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
28-Aug-09
Register
ed
43
Processi
ng
42
5149271
China
5149272
28-Aug-09
China
Register
ed
5149273
43
21-Jun-09
China
Register
ed
5149274
China
42
21-Jun-09
Register
ed
41
28-Aug-09
Register
ed
40
5149275
China
5149276
27
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
28-May-09
Register
ed
39
28-Dec-09
Register
ed
10
28-Feb-10
Register
ed
9
21-Feb-10
Register
ed
8
14-May-10
Register
ed
7
6-Jan-10
Register
ed
6
5149277
China
6173242
China
6173243
China
6173244
China
6173245
China
6173246
28
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
28-Feb-10
Register
ed
5
21-Feb-10
Register
ed
4
14-Feb-10
Register
ed
3
28-Feb-10
Register
ed
2
28-Feb-10
Register
ed
1
28-Jan-10
Register
ed
20
6173247
China
6173248
China
6173249
China
6173250
China
6173251
China
6173252
29
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
21-Feb-10
Register
ed
19
28-Mar-10
Register
ed
18
28-Mar-10
Register
ed
17
14-Feb-10
Register
ed
16
14-Jan-10
Register
ed
15
14-Jan-10
Register
ed
14
6173253
China
6173254
China
6173255
China
6173255
China
6173257
China
6173258
30
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
21-Jan-10
Register
ed
13
7-Jan-10
Register
ed
12
28-Feb-10
Register
ed
11
14-Jan-10
Register
ed
30
7-Sep-09
Register
ed
29
28-Mar-10
Register
ed
28
6173259
China
6173260
China
6173261
China
6173262
China
6173263
China
6173264
31
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
28-Mar-10
Register
ed
27
28-Mar-10
Register
ed
26
28-Mar-10
Register
ed
25
28-Mar-10
Register
ed
24
28-Mar-10
Register
ed
23
14-May-10
Register
ed
22
6173265
China
6173266
China
6173267
China
6173268
China
6173269
China
6173270
32
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
7-Feb-10
Register
ed
21
7-Feb-10
Register
ed
40
7-Jun-10
Register
ed
39
21-Mar-10
Register
ed
38
21-Mar-10
Register
ed
37
21-Mar-10
Register
ed
36
6173271
China
6173322
China
6173323
China
6173324
China
6173325
China
6173326
33
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
7-Jun-10
Register
ed
35
7-Sep-09
Register
ed
34
14-Jan-10
Register
ed
32
7-Sep-09
Register
ed
31
7-Jun-10
Register
ed
41
28-Mar-10
Register
ed
45
6173327
China
6173328
China
6173330
China
6173331
China
6173332
China
6173343
34
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
28-Mar-10
Register
ed
44
28-Mar-10
Register
ed
43
7-Jun-10
Register
ed
42
28-May-07
Register
ed
29
21-Jan-10
Register
ed
30
28-Jan-10
Register
ed
29
6173344
China
6173345
China
6173346
China
1019097
China
1356544
China
1359132
35
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
China
Registration Date
Status
Class/
es
28-Feb-10
Register
ed
42
14-Apr-07
Register
ed
32
28-Mar-07
Register
ed
42
03 Jan
1997
Register
ed
30
1369995
China
980654
China
1019874
Czech
Republic
JOLLIBEE &
DEVICE
104009
19 Sep
1995
196474
32
29
42
Egypt
JOLLIBEE &
DEVICE
90430
28 Mar
1994
90430
04 Dec
1997
Register
ed
42
Egypt
JOLLIBEE &
DEVICE
90427
28 Mar
1994
90427
04 Dec
1997
Register
ed
29
36
Country
Trademark
TM Logo
Application
No
95740
Application
Date
18 May
1995
Registration
No
Registration Date
Status
Class/
es
95740
14 Feb
2001
Register
ed
42
Egypt
JOLLIBEE &
DEVICE
Egypt
JOLLIBEE &
DEVICE
95741
18 May
1995
95741
17 Jan
2001
Register
ed
29
Egypt
JOLLIBEE
MASCOT DEVICE
95742
18 May
1995
95742
17 Jan
2001
Register
ed
42
France
JOLLIBEE (&
device)
9453778
1
28 Sep
1994
94537781
28 Sep
1994
Register
ed
29
29
30
42
30
32
Germany
JOLLIBEE &
DEVICE
J31300
17 Aug
1994
2 907 060
29 May
1995
Register
ed
42
30
32
29
Hong Kong
BEE HAPPY
301/2002
09 Jan
2002
10613/2003
09 Jan
2002
Register
ed
42
Hong Kong
JOLLIBEE
3003520
25
11 Jan
2005
300352025
11 Jan
2005
Register
ed
43
37
Application
No
Application
Date
Registration
No
Registration Date
Status
Class/
es
JOLLIBEE & (ZU
LE BI IN CHINESE
CHARACTERS) &
DEVICE
980/2000
17 Jan
2000
5406/2001
17 Jan
2000
Register
ed
42
Hong Kong
JOLLIBEE & (Zu Le
Bi in Chinese
characters) &
Device
979/2000
17 Jan
2000
5405/2001
17 Jan
2000
Register
ed
29
Hong Kong
Jollibee Great
Burgers Great
Chicken & Device
(series)
3906/95
04 Apr
1995
1984A-B/99
04 Apr
1995
Register
ed
42
Hong Kong
JOLLIBEE
MASCOT DEVICE
5314/95
04 May
1995
668/97
04 May
1995
Register
ed
29
Hong Kong
JOLLIBEE
MASCOT DEVICE
5678/95
12 May
1995
4465/99
12 May
1995
Register
ed
42
Hong Kong
JOLLIBEE NAME
(IN CHINESE
CHARACTERS
''SIU LOK FUNG'')
09486 of 1996
01 Mar
1995
Register
ed
29
Country
Trademark
Hong Kong
TM Logo
38
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
Registration Date
Status
Class/
es
Hong Kong
JOLLIBEE NAME
(IN CHINESE
CHARACTERS
''SIU LOK FUNG'')
09487 of 1996
01 Mar
1995
Register
ed
30
Hong Kong
JOLLIBEE NAME
(IN CHINESE
CHARACTERS
''SIU LOK FUNG'')
09488 of 1996
01 Mar
1995
Register
ed
32
Hong Kong
JOLLIBEE NAME
(IN CHINESE
CHARACTERS
''SIU LOK FUNG'')
09489 of 1996
Register
ed
42
India
JOLLIBEE &
DESIGN
Register
ed
30
1367743
29 Jun
2005
1367743
29 Jun
2005
29
India
JOLLIBEE &
DESIGN
1356313
10 May
2005
India
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
737457
India
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
737458
39
1356313
10 May
2005
Register
ed
42
13 Mar
1997
Pending
16
13 Mar
1997
Pending
29
Country
Indonesia
Trademark
BEE HEAD
DEVICE (BLACK &
WHITE) - MAIN
TM Logo
Application
No
D002012022535
Application
Date
11 May
2012
Registration
No
Registration Date
Status
Class/
es
Pending
43
29
Indonesia
BEE HEAD
DEVICE (BLACK &
WHITE) - MAIN
J002012022539
11 May
2012
Pending
43
Indonesia
CHICKENJOY
WORD MARK MAIN
J002012022547
11 May
2012
Pending
43
Indonesia
CHICKENJOY
WORD MARK MAIN
D002012022543
11 May
2012
Pending
29
Indonesia
JOLLIBEE
R0020020831708322
22 Oct
1992
IDM00007491
6
06 Jan
1995
Lapsed
29
Indonesia
JOLLIBEE &
DEVICE
V0020021021010216
22 Oct
2002
IDM00000461
8
30 Sep
2003
Register
ed
43
40
Country
Trademark
TM Logo
Application
No
R00200500443
Application
Date
20 Apr
2005
Registration
No
Registration Date
Status
Class/
es
367408
20 Apr
1995
Register
ed
42
368310
24 Sep
1996
Register
ed
29
Indonesia
JOLLIBEE
BEEFBURGER
GREAT BURGERS
GREAT CHICKEN
& DEVICE
Indonesia
JOLLIBEE
BEEFBURGER
GREAT BURGERS
GREAT CHICKEN
& DEVICE
Indonesia
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
O954544
20 Mar
1995
Pending
29
Indonesia
JOLLIBEE WORD
MARK - MAIN
D0020120022546
11 May
2012
Pending
43
Indonesia
JOLLIBEE WORD
MARK - MAIN
D0020120022546
11 May
2012
Pending
43
Israel
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
100922
20 Sep
1995
Register
ed
29
24 Apr
1995
29
41
100922
20 Sep
2002
Country
Israel
Italy
Trademark
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
BEE HEAD
DEVICE (Black &
White) - MAIN
TM Logo
Application
No
100923
MI2012C
004989
Application
Date
20 Sep
1995
Registration
No
100923
Registration Date
Status
Class/
es
20 Sep
2002
Register
ed
42
Pending
29
Pending
29
15-May12
43
Italy
CHICKENJOY
WORD MARK MAIN
MI2012C
004988
15-May12
43
Pending
29
22 Nov
2011
Pending
43
121002
22 Nov
2011
Pending
43
BEE HEAD
DEVICE (Black &
White) - MAIN
45-20120002341
07 May
2012
Pending
29
CHICKENJOY
WORD MARK MAIN
45-20120002342
07 May
2012
Pending
43
Italy
JOLLIBEE WORD
MARK - MAIN
MI2012C
004987
15-May12
Jordan
BEE HEAD
DEVICE (Black &
White)
121001
Jordan
JOLLIBEE
WORDMARK
Korea Republic of
(South)
Korea Republic of
(South)
43
43
29
42
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
Registration Date
Status
Class/
es
Korea Republic of
(South)
JOLLIBEE &
DESIGN
40-0358457
21 Mar
1997
Register
ed
7
Korea Republic of
(South)
JOLLIBEE &
DESIGN
40-0372192
09 Aug
1997
Register
ed
5
Korea Republic of
(South)
JOLLIBEE &
DESIGN
40-0372105
08 Aug
1997
Register
ed
2
Korea Republic of
(South)
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
95048721
369351
18 Jul 1997
Register
ed
7
Korea Republic of
(South)
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
96-11545
23 Mar
1996
377580
08 Oct
1997
Register
ed
2
Korea Republic of
(South)
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
95-48721
21 Dec
1995
369351
18 Jul 1997
Register
ed
7
Korea Republic of
(South)
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
95-12356
21 Dec
1995
Pending
42
Korea Republic of
(South)
JOLLIBEE WORD
MARK - MAIN
45-20120002340
07 May
2012
Pending
29
43
43
Country
Trademark
TM Logo
Application
No
112416
Application
Date
13 Jun
2010
Registration
No
Registration Date
95849
Status
Class/
es
Register
ed
43
Kuwait
JOLLIBEE LOGO
AND DEVICE
Kuwait
BEE DEVICE
112417
13 Jun
2010
95850
16 Oct
2011
Register
ed
29
Kuwait
BEE DEVICE
112418
13 Jun
2010
95851
16 Oct
2011
Register
ed
30
Kuwait
BEE DEVICE
112419
13 Jun
2010
95852
16 Oct
2011
Register
ed
43
Kuwait
BEE HEAD
DEVICE (Black &
White) - MAIN
129537
23 Apr
2012
Pending
29
Kuwait
BEE HEAD
DEVICE (Black &
White) - MAIN
129538
23 Apr
2012
Pending
43
Kuwait
CHICKENJOY
WORD MARK MAIN
129539
23 Apr
2012
Pending
29
44
Country
Trademark
TM Logo
Application
No
129540
Application
Date
23 Apr
2012
Registration
No
Registration Date
Status
Class/
es
Pending
43
Kuwait
CHICKENJOY
WORD MARK MAIN
Kuwait
JOLLIBEE &
DEVICE
36669
28 May
1997
Pending
29
Kuwait
JOLLIBEE &
DEVICE
36670
28 May
1997
Pending
42
Kuwait
JOLLIBEE &
THREE BEE
DEVICE
(JOLLIBEE
MASCOT)
36671
28 May
1997
Pending
42
Kuwait
JOLLIBEE LOGO
AND DEVICE
112414
13 Jun
2010
95847
Register
ed
29
Kuwait
JOLLIBEE LOGO
AND DEVICE
112415
13 Jun
2010
95848
Register
ed
30
45
Country
Trademark
TM Logo
Application
No
32461
Application
Date
26-Nov95
Registration
No
Registration Date
Status
Class/
es
29947
25-Nov-05
Register
ed
30
Kuwait
JOLLIBEE (WORD)
AND DEVICE
Kuwait
JOLLIBEE (WORD)
AND DEVICE
32462
26-Nov95
29403
25-Nov-05
Register
ed
32
Kuwait
JOLLIBEE DEVICE
& JOLLIBEE
FOODS
CORPORATION
32463
26-Nov95
29946
25-Nov-05
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42
Kuwait
JOLLIBEE WORD
MARK - MAIN
129535
23 Apr
2012
Pending
29
Kuwait
JOLLIBEE WORD
MARK - MAIN
129536
23 Apr
2012
Pending
43
Lebanon
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
66960
20 Sep
1995
Register
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42
66960
20 Sep
1995
29
46
Country
Trademark
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Application
No
2012052
508
Application
Date
23 Apr
2012
Registration
No
Registration Date
Status
Class/
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Pending
29
Malaysia
BEE HEAD
DEVICE (BLACK &
WHITE) - MAIN
Malaysia
BEE HEAD
DEVICE (BLACK &
WHITE) - MAIN
2012052
510
23 Apr
2012
Pending
43
Malaysia
CHICKENJOY
WORD MARK MAIN
2012052
511
23 Apr
2012
Pending
29
Malaysia
CHICKENJOY
WORD MARK MAIN
2012052
512
23 Apr
2012
Pending
43
Malaysia
JOLLIBEE
20002359
03 Mar
2000
2000-2359
03 Mar
2000
Register
ed
43
Malaysia
JOLLIBEE (word)
and Device
9500317
1
08 Apr
1995
95003171
08 Apr
1995
Register
ed
29
29
47
Country
Trademark
TM Logo
Application
No
200002358
Application
Date
03 Mar
2000
Registration
No
2000-02358
Registration Date
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03 Mar
2000
Register
ed
43
Pending
29
Malaysia
JOLLIBEE
MASCOT (SERIES
OF 3)
Malaysia
JOLLIBEE WORD
MARK - MAIN
2012052
507
23 Apr
2012
Mexico
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DESIGN
288147
26 Feb
1997
665344
27 Jul 2000
Register
ed
29
Mexico
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DESIGN
405557
06 Jan
2000
764426
21 Oct
2002
Register
ed
42
New
Zealand
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
254483
06 Oct
1995
254483
06 Oct
1995
Register
ed
29
29
New
Zealand
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
254484
48
06 Oct
1995
254484
06 Oct
1995
Register
ed
42
Country
Trademark
TM Logo
Application
No
Application
Date
Registration
No
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Status
Class/
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42
Oman
BEE HEAD
DEVICE (BLACK &
WHITE) - MAIN
73974
23 Apr
2012
Pending
29
Oman
BEE HEAD
DEVICE (BLACK &
WHITE) - MAIN
73975
23 Apr
2012
Pending
43
Oman
CHICKENJOY
WORD MARK MAIN
73976
23 Apr
2012
Pending
29
Oman
CHICKENJOY
WORD MARK MAIN
73977
23 Apr
2012
Pending
43
Oman
JOLLIBEE (WORD
MARK)
69397
20 Jul
2011
Pending
29
Oman
JOLLIBEE (WORD
MARK)
69398
20 Jul
2011
Pending
30
49
Country
Trademark
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Application
No
69399
Application
Date
20 Jul
2011
Registration
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43
Register
ed
29
Oman
JOLLIBEE (WORD
MARK)
Oman
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
11660
29 May
1995
Oman
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
11659
29 May
1995
Register
ed
42
Oman
JOLLIBEE
MASCOT
11658
29 May
1995
Pending
42
Papua New
Guinea
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
59020
11 Sep
1995
Register
ed
29
11660
59020
29 May
2005
11 Sep
1995
29
Papua New
Guinea
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
59021
11 Sep
1995
59021
11 Sep
1995
Register
ed
42
42
50
Country
Trademark
Philippines
1/3 POUND PATTY
CHAMP EXTRA
BIG LOGO &
DEVICE
TM Logo
Application
No
4-2010004210
Application
Date
20 Apr
2010
Registration
No
4-2010004210
Registration Date
Status
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03 Dec
2010
Register
ed
35
29
Philippines
1/3 POUND PATTY
CHAMP EXTRA
BIG LOGO &
DEVICE (IN
COLOUR)
4-2010004235
21 Apr
2010
4-2010004235
28 Jan
2011
Register
ed
29
35
Philippines
AFFORDELICIOUS
4-2010010083
15 Sep
2010
4-2010010083
07 Apr
2011
Register
ed
35
Philippines
AMAZING ALOHA
& PINEAPPLE
SLICE DEVICE
4-1996106351
04 Mar
1996
4-1996108683
04 Nov
2002
Register
ed
8
Philippines
BEE HAPPY
4-2012003129
12 Mar
2012
Pending
35
51
Country
Philippines
Trademark
BEE HEAD
DEVICE
TM Logo
Application
No
4-2005007557
Application
Date
05 Aug
2005
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No
4-2005007557
Registration Date
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19 Feb
2007
Register
ed
18
28
24
9
21
20
25
16
Philippines
BEE HEAD
DEVICE
4-2004006570
23 Jul
2004
Philippines
BEE HEAD
DEVICE (BLACK &
WHITE) - MAIN
4-2012004771
19 Apr
2012
Philippines
CHAMP
4-2010004236
21 Apr
2010
4-2004006570
4-2010004236
06 Jan
2006
28 Jan
2011
Register
ed
43
Pending
29
Register
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29
35
Philippines
CHICKEN
TORPEDO
4-2004011637
52
08 Dec
2004
4-2004011637
15 Jan
2007
Register
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29
Application
No
4-2004006569
Application
Date
23 Jul
2004
CHICKENJOY
WORD MARK MAIN
4-2012004770
19 Apr
2012
Philippines
COMBEE
4-2006005919
05 Jun
2006
4-2006005919
Philippines
CONE TWIRL
4-2010010089
15 Sep
2010
4-2010010089
Philippines
CRISPYLICIOUS
(WORD MARK)
4-2012000563
Philippines
EVERYDAY
DESERVES A
SUNDAE
4-2011010765
Country
Trademark
Philippines
CHICKENJOY
WORD MARK MAIN
Philippines
TM Logo
53
Registration
No
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26 May
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29
Pending
43
19 Feb
2007
Register
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43
07 Apr
2011
Register
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29
16 Jan
2012
Pending
29
08 Sep
2011
Pending
30
4-2004006569
Country
Trademark
Philippines
HAPPYPLUS
CASHLESS
PAYMENTS WITH
REWARDS LOGO
AND DEVICE (IN
BLACK & WHITE)
TM Logo
Application
No
4-2011002977
Application
Date
15 Mar
2011
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No
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Pending
35
16
36
9
Philippines
HAPPYPLUS
CASHLESS
PAYMENTS WITH
REWARDS LOGO
AND DEVICE (IN
COLOR)
4-2011009245
05 Aug
2011
4-2011009245
05 Jan
2012
Register
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36
9
35
16
Philippines
HETTY MASCOT
DESIGN
4-2008007563
25 Jun
2008
4-2008007563
23 Jul 2009
Register
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16
24
27
41
28
21
18
20
25
Philippines
HETTY MASCOT
HOUSE DEVICE
(IN BLACK &
WHITE)
4-2010005365
20 May
2010
4-2010005365
21 Oct
2010
Register
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28
16
41
25
54
Country
Philippines
Trademark
HETTY MASCOT
HOUSE DEVICE
(IN COLOR)
TM Logo
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No
4-2010005368
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Date
20 May
2010
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No
4-2010005368
Registration Date
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14 Oct
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25
41
28
16
18
Philippines
Ice Craze Coffee
Jelly
4-2005003299
Philippines
jk
4-2005008738
12 Apr
2005
4-2005003299
05 May
2007
Register
ed
30
05 Sep
2005
4-2005008738
23 Jul 2007
Register
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25
26
16
18
Philippines
JOLLIBEE
4-2005007558
05 Aug
2005
4-2005007558
19 Feb
2007
Register
ed
20
18
25
24
21
9
Philippines
JOLLIBEE
4-2000004772
08 Jun
2000
4-2000004772
10 Mar
2006
Register
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42
32
30
29
55
Country
Philippines
Trademark
JOLLIBEE
TM Logo
Application
No
4-2000007421
Application
Date
31 Aug
2000
Registration
No
4-2000007421
Registration Date
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24 Sep
2005
Register
ed
16
28
JOLLIBEE
BREAKFAST
JOYS
4-2009006901
13 Jul
2009
4-2009006901
24 Dec
2009
Register
ed
29
JOLLIBEE CHAMP
4-2009006900
13 Jul
2009
4-2009006900
12 Nov
2009
Register
ed
35
Philippines
JOLLIBEE
CHAMP. BIG
BURGER
GOODNESS LIKE
NO OTHER.
4-2009006905
13 Jul
2009
4-2009006905
12 Nov
2009
Register
ed
35
Philippines
JOLLIBEE
CHICKEN
BARBECUE
DELICIOUS
INSIDE AND OUT
INSIDE A
RECTANGULAR
DEVICE
4-2010004237
21 Apr
2010
4-2010004237
22 Mar
2012
Register
ed
35
Philippines
35
Philippines
29
29
56
Country
Philippines
Trademark
JOLLIBEE
CHICKEN
BARBECUE
DELICIOUS
INSIDE AND OUT
INSIDE A
RECTANGULAR
DEVICE (IN
COLOUR)
TM Logo
Application
No
4-2010004233
Application
Date
21 Apr
2010
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No
4-2010004233
Registration Date
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13 Jan
2011
Register
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29
35
Philippines
JOLLIBEE
CHICKEN
BARBECUE
INSIDE A
RECTANGULAR
DEVICE
4-2010004204
20 Apr
2010
4-2010004204
13 Jan
2011
Register
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29
35
Philippines
JOLLIBEE
CHICKEN
BARBECUE
INSIDE A
RECTANGULAR
DEVICE (IN
COLOUR)
4-2010004234
21 Apr
2010
4-2010004234
28 Jan
2011
Register
ed
29
35
Philippines
JOLLIBEE
GRILLED PORK
TENDERS (Word
Mark)
4-2012000614
17 Jan
2012
4-2012000614
03 May
2012
Register
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29
Philippines
JOLLIBEE IN
TRAPEZOID AND
BEE HEAD
DEVICE
4-2011003560
29 Mar
2011
4-2011003560
15 Sep
2011
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43
57
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No
4-2011003613
Application
Date
30 Mar
2011
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No
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4-2011003613
27 Oct
2011
Register
ed
43
Philippines
JOLLIBEE IN
TRAPEZOID AND
BEE HEAD
DEVICE (IN
COLOR)
Philippines
JOLLIBEE IN
TRAPEZOID
DEVICE
4-2011003561
29 Mar
2011
4-2011003561
04 Aug
2011
Register
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43
Philippines
JOLLIBEE IN
TRAPEZOID
DEVICE (IN
COLOR)
4-2011003543
28 Mar
2011
4-2011003543
27 Oct
2011
Register
ed
43
Philippines
JOLLIBEE KIDS
CLUB INSIDE A
CIRCLE DEVICE
WITH A GRAPHIC
DESIGN OF
FACES OF KIDS
4-2010005155
17 May
2010
4-2010005155
31 Dec
2010
Register
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16
35
Philippines
JOLLIBEE KIDS
CLUB INSIDE A
CIRCLE DEVICE
WITH A GRAPHIC
DESIGN OF
FACES OF KIDS
(IN COLOUR)
4-2010005303
20 May
2010
4-2010005303
23 Dec
2010
Register
ed
16
35
58
Country
Trademark
Philippines
JOLLIBEE KIDS
CLUB INSIDE A
CIRCLE DEVICE
WITH A GRAPHIC
DESIGN OF
FACES OF KIDS
AND JOLLIBEE
CHARACTER ON
THE UPPER LEFT
SIDE
TM Logo
Application
No
4-2010005156
Application
Date
17 May
2010
Registration
No
4-2010005156
Registration Date
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31 Dec
2010
Register
ed
35
16
Philippines
JOLLIBEE KIDS
CLUB INSIDE A
CIRCLE DEVICE
WITH A GRAPHIC
DESIGN OF
FACES OF KIDS
AND JOLLIBEE
CHARACTER ON
THE UPPER LEFT
SIDE (IN
COLOUR)
4-2010005302
20 May
2010
4-2010005302
31 Dec
2010
Register
ed
16
35
Philippines
JOLLIBEE KIDS
MEAL INSIDE A
CIRCLE DEVICE
WITH A GRAPHIC
DESIGN OF A
FORK ON THE
LEFT SIDE AND A
SPOON ON THE
RIGHT SIDE
4-2010005153
17 May
2010
4-2010005153
31 Dec
2010
Register
ed
35
16
Philippines
JOLLIBEE KIDS
MEAL INSIDE A
CIRCLE DEVICE
WITH A GRAPHIC
DESIGN OF A
FORK ON THE
LEFT SIDE AND A
SPOON ON THE
RIGHT SIDE (IN
COLOUR)
4-2010005307
20 May
2010
4-2010005307
31 Dec
2010
Register
ed
35
16
Philippines
JOLLIBEE KIDS
MEAL INSIDE A
CIRCLE DEVICE
WITH A GRAPHIC
DESIGN OF A
FORK ON THE
LEFT SIDE, A
SPOON ON THE
RIGHT SIDE AND
4-2010005154
59
17 May
2010
4-2010005154
31 Dec
2010
Register
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Country
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Application
No
Application
Date
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No
Registration Date
Status
Class/
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A JOLLIBEE
CHARACTER ON
THE UPPER LEFT
SIDE
35
Philippines
JOLLIBEE KIDS
MEAL INSIDE A
CIRCLE DEVICE
WITH A GRAPHIC
DESIGN OF A
FORK ON THE
LEFT SIDE, A
SPOON ON THE
RIGHT SIDE AND
A JOLLIBEE
CHARACTER ON
THE UPPER LEFT
SIDE (IN
COLOUR)
4-2010005304
20 May
2010
4-2010005304
16 Dec
2010
Register
ed
16
35
Philippines
JOLLIBEE KIDS
TV AND DEVICE
WITH JOLLIBEE
CHARACTER ON
THE LEFT SIDE
4-2010005151
17 May
2010
4-2010005151
31 Dec
2010
Register
ed
35
16
41
Philippines
JOLLIBEE KIDS
TV AND DEVICE
WITH JOLLIBEE
CHARACTER ON
THE LEFT SIDE
(IN COLOUR)
4-2010005305
20 May
2010
4-2010005305
16 Dec
2010
Register
ed
16
35
41
Philippines
JOLLIBEE KIDS
TV INSIDE A
SQUARE DEVICE
4-2010005152
60
17 May
2010
4-2010005152
31 Dec
2010
Register
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41
Country
Trademark
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Application
No
Application
Date
Registration
No
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Status
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35
16
Philippines
JOLLIBEE KIDS
TV INSIDE A
SQUARE DEVICE
(IN COLOUR)
4-2010005306
20 May
2010
4-2010005306
16 Dec
2010
Register
ed
35
16
41
Philippines
JOLLIBEE LOGO
AND DEVICE
4-2010002055
24 Feb
2010
4-2010002055
22 Jul 2010
Register
ed
43
30
29
Philippines
JOLLIBEE MAAGA
ANG PASKO
LOGO (BLACK &
WHITE)
4-2012001250
01 Feb
2012
4-2012001250
11 May
2012
Register
ed
36
Philippines
JOLLIBEE
MASCOT DESIGN
4-2008007562
25 Jun
2008
4-2008007562
23 Jul 2009
Register
ed
18
28
24
25
20
16
21
27
41
61
Country
Philippines
Trademark
JOLLIBEE
MASCOT HOUSE
DEVICE (IN
COLOR)
TM Logo
Application
No
4-2010005367
Application
Date
20 May
2010
Registration
No
4-2010005367
Registration Date
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21 Oct
2010
Register
ed
25
41
18
28
16
Philippines
JOLLIBEE
MASCOT HOUSE
DEVICE( IN
BLACK & WHITE)
4-2010005366
20 May
2010
4-2010005366
21 Oct
2010
Register
ed
16
25
41
28
18
Philippines
JOLLIBEE SUPER
MEALS
4-2005002450
Philippines
JOLLIKIDS
4-2005000388
15 Mar
2005
4-2005002450
18 Dec
2006
Register
ed
43
13 Jan
2005
4-2005000388
08 Jun
2006
Register
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26
16
18
25
Philippines
JOLLITOWN
4-2008005395
62
08 May
2008
4-2008005395
25 Mar
2010
Register
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Country
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Application
No
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No
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25
24
18
20
27
28
41
Philippines
Jolly Cheezy Fries
4-2005006933
22 Jul
2005
4-2005006933
05 Nov
2007
Register
ed
29
Philippines
JOLLY CRISPY
FRIES
4-2009006965
14 Jul
2009
4-2009006965
15 Apr
2010
Register
ed
35
Philippines
JOLLY CRISPY
FRIES (WORD
MARK)
4-2004006392
20 Jul
2004
4-2004006392
09 Feb
2009
Register
ed
29
Philippines
JOLLY CRISPY
FRIES. BEST
FRIENDS FRIES.
4-2009006907
13 Jul
2009
4-2009006907
19 Nov
2009
Register
ed
35
Philippines
JOLLY HOTDOG
4-2009006903
13 Jul
2009
4-2009006903
24 Dec
2009
Register
ed
29
35
63
Country
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TM Logo
Application
No
4-2009006906
Application
Date
13 Jul
2009
Registration
No
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4-2009006906
19 Nov
2009
Register
ed
35
Philippines
JOLLY HOTDOG.
SARAP ON-THEMOVE.
Philippines
JOLLY KRUNCHY
TWIRL
4-2005001998
02 Mar
2005
4-2005001998
18 Sep
2006
Register
ed
30
JOLLY SHAKES
WRITTEN IN
COLORS RED
AND ORANGE
ENCLOSED BY A
RECTANGLE
SHADED IN BLUE
4-2003001019
05 Feb
2003
4-2003001019
20 Nov
2006
Register
ed
30
Philippines
JUICYLICIOUS
(WORD MARK)
4-2012000564
16 Jan
2012
Pending
29
Philippines
LANGHAP SARAP
4-2009003033
23 Mar
2009
Register
ed
29
29
Philippines
29
4-2009003033
12 Nov
2009
30
Philippines
MAAGA ANG
PASKO (WORD
MARK)
4-2012001251
64
01 Feb
2012
4-2012001251
11 May
2012
Register
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36
Country
Philippines
Trademark
POPO MASCOT
DESIGN
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Application
No
4-2008007564
Application
Date
25 Jun
2008
Registration
No
4-2008007564
Registration Date
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23 Jul 2009
Register
ed
18
21
24
41
20
27
16
25
28
Philippines
POPO MASCOT
HOUSE DEVICE
(IN BLACK &
WHITE)
4-2010005364
20 May
2010
4-2010005364
21 Oct
2010
Register
ed
18
16
28
25
41
Philippines
POPO MASCOT
HOUSE DEVICE
(IN COLOR)
4-2010005369
20 May
2010
4-2010005369
14 Oct
2010
Register
ed
18
16
28
41
25
Philippines
SPAGHETTIEST
4-2009003358
31 Mar
2009
Pending
32
29
30
65
Country
Philippines
Trademark
SWIRLY-BITZ
(STYLIZED)
TM Logo
Application
No
4-2000000424
Application
Date
20 Jan
2000
Registration
No
4-2000000424
Registration Date
Status
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13 Nov
2003
Register
ed
30
32
Philippines
TWIRLIE MASCOT
DESIGN
4-2008007561
25 Jun
2008
4-2008007561
23 Jul 2009
Register
ed
41
24
21
27
18
25
28
16
20
Philippines
TWIRLIE MASCOT
HOUSE DEVICE
(IN BLACK &
WHITE)
4-2010005363
20 May
2010
4-2010005363
21 Oct
2010
Register
ed
25
18
41
28
16
Philippines
TWIRLIE MASCOT
HOUSE DEVICE
(IN COLOR)
4-2010005370
20 May
2010
4-2010005370
14 Oct
2010
Register
ed
18
16
28
41
25
66
Country
Philippines
Trademark
YUM (WORD
MARK)
TM Logo
Application
No
4-2003008177
Application
Date
04 Sep
2003
Registration
No
4-2003008177
Registration Date
Status
Class/
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11 Nov
2010
Register
ed
43
29
Philippines
YUM MASCOT
DESIGN
4-2008007565
25 Jun
2008
4-2008007565
23 Jul 2009
Register
ed
20
21
41
25
27
18
24
16
28
Philippines
YUM MASCOT
HOUSE DEVICE
(IN BLACK &
WHITE)
4-2010005362
20 May
2010
4-2010005362
06 Jan
2011
Register
ed
16
18
25
28
41
Philippines
YUM MASCOT
HOUSE DEVICE
(IN COLOR)
4-2010005371
20 May
2010
4-2010005371
14 Oct
2010
Register
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18
25
28
41
16
67
Country
Trademark
TM Logo
Application
No
80980
Application
Date
15 Apr
2010
Registration
No
80980
Registration Date
Status
Class/
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15 Apr
2010
Register
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43
Qatar
BEE DEVICE
Qatar
BEE HEAD
DEVICE (Black &
White) - MAIN
74466
30 Apr
2012
Pending
29
Qatar
BEE HEAD
DEVICE (Black &
White) - MAIN
74467
30 Apr
2012
Pending
43
Qatar
CHICKENJOY
WORD MARK MAIN
74468
30 Apr
2012
Pending
29
Qatar
CHICKENJOY
WORD MARK MAIN
74469
30 Apr
2012
Pending
43
Qatar
JOLLIBEE
CHARACTER AND
DEVICE
57954
08 Jul
2009
Pending
29
68
Country
Trademark
TM Logo
Application
No
57955
Application
Date
08 Jul
2009
Registration
No
Registration Date
Status
Class/
es
Pending
30
Pending
42
Qatar
JOLLIBEE
CHARACTER AND
DEVICE
Qatar
JOLLIBEE
CHARACTER AND
DEVICE
57956
08 Jul
2009
Qatar
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
14073
11 Oct
1995
14073
24 Mar
2003
Register
ed
29
Qatar
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
14074
11 Oct
1995
14074
24 Mar
2003
Register
ed
42
Qatar
JOLLIBEE LOGO &
DEVICE
57951
08 Jul
2009
Pending
29
Qatar
JOLLIBEE LOGO &
DEVICE
57952
08 Jul
2009
Pending
30
69
Country
Trademark
TM Logo
Application
No
57953
Application
Date
08 Jul
2009
Registration
No
Registration Date
Status
Class/
es
Pending
42
Qatar
JOLLIBEE LOGO &
DEVICE
Qatar
JOLLIBEE WORD
MARK - MAIN
74464
30 Apr
2012
Pending
29
Qatar
JOLLIBEE WORD
MARK - MAIN
74465
30 Apr
2012
Pending
43
Romania
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
13511
08 Mar
1995
29524
08 Mar
2005
Register
ed
29
Romania
JOLLIBEE
MASCOT DEVICE
13512
08 Mar
1995
29525
01 Jul 1999
Register
ed
42
Saudi
Arabia
BEE HEAD
DEVICE (Black &
White) - MAIN
182342
21 May
2012
Pending
29
42
70
Country
Trademark
TM Logo
Application
No
182343
Application
Date
21 May
2012
Registration
No
Registration Date
Status
Class/
es
Pending
43
Saudi
Arabia
BEE HEAD
DEVICE (Black &
White) - MAIN
Saudi
Arabia
CHICKENJOY
WORD MARK MAIN
182346
21 May
2012
Pending
29
Saudi
Arabia
CHICKENJOY
WORD MARK MAIN
182347
21 May
2012
Pending
43
Saudi
Arabia
JOLLIBEE & Bee
Device (word &
device mark)
122600
01 Oct
2007
Saudi
Arabia
1038/92
21 Jan
2009
Register
ed
43
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
501/26
17 Oct
1999
Register
ed
29
Saudi
Arabia
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
501/25
17 Oct
1999
Register
ed
42
Saudi
Arabia
JOLLIBEE
MASCOT DEVICE
379/25
02 Jul 1996
Register
ed
42
Saudi
Arabia
JOLLIBEE WORD
MARK - MAIN
Pending
29
182344
71
21 May
2012
Country
Trademark
TM Logo
Application
No
182345
Application
Date
21 May
2012
Registration
No
Registration Date
Status
Class/
es
Pending
43
Saudi
Arabia
JOLLIBEE WORD
MARK - MAIN
Singapore
BEE HEAD
DEVICE (BLACK &
WHITE) - MAIN
T120598
1F
26 Apr
2012
Pending
29
Singapore
CHICKENJOY
WORD MARK MAIN
T120574
8A
20 Apr
2012
Pending
43
Singapore
JOLLIBEE &
DEVICE
T93/0347
3H
11 May
1993
T93/03473H
11 May
1993
Register
ed
42
Singapore
JOLLIBEE &
DEVICE
T93/0891
2E
15 Nov
1993
T93/08912E
15 Nov
1993
Register
ed
32
Singapore
JOLLIBEE &
DEVICE
T93/0347
1A
11 May
1993
T93/03471A
11 May
1993
Register
ed
29
43
29
72
Country
Singapore
Trademark
JOLLIBEE
CHARACTER AND
DEVICE
TM Logo
Application
No
T090826
1F
Application
Date
24 Jul
2009
Registration
No
T0908261F
Registration Date
Status
Class/
es
24 Jul 2009
Register
ed
29
30
43
Singapore
JOLLIBEE LOGO
AND DEVICE
T090826
0H
24 Jul
2009
T0908260H
24 Jul 2009
Register
ed
30
43
29
Singapore
JOLLIBEE WORD
& DEVICE
3473/93
11 May
1993
Register
ed
42
Singapore
JOLLIBEE WORD
& DEVICE
3472/93
11 May
1993
Register
ed
30
Singapore
JOLLIBEE WORD
MARK - MAIN
T120574
7C
20 Apr
2012
Pending
29
South
Africa
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
9510214
08 Aug
1995
95/10214
12 Jun
1998
Register
ed
29
South
Africa
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
9510215
08 Aug
1995
95/10215
12 Jun
1998
Register
ed
42
43
73
Country
Spain
Trademark
BEE HEAD
DEVICE (Black &
White)
TM Logo
Application
No
Application
Date
3012444
05 Jan
2012
Registration
No
Registration Date
Status
Class/
es
Pending
43
29
Spain
05 Jan
2012
CHICKENJOY
WORD MARK
3012445
21 May
2012
Register
ed
43
29
Spain
05 Jan
2012
JOLLIBEE WORD
MARK
3012443
21 May
2012
Register
ed
29
43
Sri Lanka
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
Syria
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
81591
01 Jun
1997
81591
15 Aug
2000
Register
ed
42
56344
05 Oct
1995
Register
ed
30
29
42
Syria
56345
JOLLIBEE
MASCOT DEVICE
23 Oct
1995
Register
ed
42
29
30
Thailand
JOLLIBEE &
THREE BEE
DEVICE
(JOLLIBEE
MASCOT)
284093
19 Apr
1995
BOR4134
19 Apr
1995
Register
ed
43
43
74
Country
Thailand
Trademark
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
TM Logo
Application
No
284091
Application
Date
19 Apr
1995
Registration
No
KOR41802
Registration Date
Status
Class/
es
19 Apr
1995
Register
ed
29
29
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
284092
19 Apr
1995
Register
ed
43
United Arab
Emirates
BEE HEAD
DEVICE (BLACK &
WHITE) - MAIN
173869
20 May
2012
Pending
29
United Arab
Emirates
BEE HEAD
DEVICE (Black &
White) - MAIN
173870
20 May
2012
Pending
43
United Arab
Emirates
CHICKENJOY
WORD MARK MAIN
173871
20 May
2012
Pending
29
United Arab
Emirates
CHICKENJOY
WORD MARK MAIN
173872
20 May
2012
Pending
43
United Arab
Emirates
JOLLIBEE
CHARACTER &
DEVICE
126847
10 Mar
2009
Register
ed
43
Thailand
BOR4135
19 Apr
1995
43
75
126847
23 Aug
2012
Application
No
Application
Date
Registration Date
Status
Class/
es
JOLLIBEE
CHARACTER AND
DEVICE
126844
10 Mar
2009
126844
23 Aug
2012
Register
ed
29
United Arab
Emirates
JOLLIBEE
CHARACTER AND
DEVICE
126845
10 Mar
2009
126845
23 Aug
2012
Register
ed
30
United Arab
Emirates
JOLLIBEE
CHARACTER AND
DEVICE
126846
10 Mar
2009
126846
23 Aug
2012
Register
ed
32
United Arab
Emirates
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
16343
27 May
1996
15560
27 May
1998
Register
ed
42
United Arab
Emirates
JOLLIBEE GREAT
BURGERS GREAT
CHICKEN &
DEVICE
16344
27 May
1996
15559
27 May
1998
Register
ed
29
Country
Trademark
United Arab
Emirates
TM Logo
76
Registration
No
Application
No
126840
Application
Date
10 Mar
2009
JOLLIBEE LOGO &
DEVICE
126842
10 Mar
2009
126842
United Arab
Emirates
JOLLIBEE LOGO &
DEVICE
126841
10 Mar
2009
United Arab
Emirates
JOLLIBEE LOGO &
DEVICE
126843
United Arab
Emirates
JOLLIBEE
MASCOT DEVICE
16345
Country
Trademark
United Arab
Emirates
JOLLIBEE LOGO &
DEVICE
United Arab
Emirates
TM Logo
77
Registration
No
Registration Date
Status
Class/
es
Register
ed
29
23 Aug
2012
Register
ed
32
126841
23 Aug
2012
Register
ed
30
10 Mar
2009
126843
23 Aug
2012
Register
ed
43
27 May
1996
14694
25 Apr
1998
Register
ed
42
Country
Trademark
TM Logo
Application
No
173867
Application
Date
20 May
2012
Registration
No
Registration Date
Status
Class/
es
Pending
29
Pending
43
United Arab
Emirates
JOLLIBEE WORD
MARK - MAIN
United Arab
Emirates
JOLLIBEE WORD
MARK - MAIN
173868
20 May
2012
United
Kingdom
Jollibee (Stylised) &
Device
2572105
14 Feb
2011
2572105
14 Feb
2011
Register
ed
43
United
States of
America
AMAZING ALOHA
78/77348
3
14 Dec
2005
3399726
18 Mar
2008
Register
ed
29
United
States of
America
BEE HAPPY
76/35592
0
07 Jan
2002
2,830,503
06 Apr
2004
Register
ed
43
United
States of
America
BEE HEAD
DEVICE (Black &
White)
85/51390
0
11 Jan
2012
Pending
43
United
States of
America
CHICKENJOY
78/77349
0
14 Dec
2005
Register
ed
29
United
States of
America
CHICKENJOY
85/52481
4
25 Jan
2012
Pending
43
29
78
3949145
19 Apr
2011
Country
Trademark
TM Logo
Application
No
7429498
0
Application
Date
17 Jul
1992
Registration
No
Registration Date
Status
Class/
es
1758539
16 Mar
1993
Register
ed
42
United
States of
America
CHOWKING
United
States of
America
HEAVYWEIGHT
YUMBURGER
78/77351
7
14 Dec
2005
3349865
04 Dec
2007
Register
ed
30
United
States of
America
JOLLIBEE
78/68390
6
02 Aug
2005
3196017
09 Jan
2007
Register
ed
43
United
States of
America
JOLLIBEE
78/54642
7
12 Jan
2005
3152057
03 Oct
2006
Register
ed
43
United
States of
America
JOLLIBEE &
DESIGN
74/409992
24 Jun
1997
Register
ed
30
32
42
29
United
States of
America
2074116
JOLLIBEE &
DESIGN
79
24 Jun
1997
Register
ed
29
Country
United
States of
America
Trademark
JOLLIBEE &
DEVICE
TM Logo
Application
No
Application
Date
74/40999
2
07 Jul
1993
Registration
No
2074116
Registration Date
Status
Class/
es
24 Jun
1997
Register
ed
29
42
30
32
United
States of
America
JOLLIBEE
BURGER STEAK
78/77347
7
United
States of
America
JOLLIBEE WORD
MARK
85/52488
6
25 Jan
2012
United
States of
America
JOLLY
SPAGHETTI
78/77347
6
14 Dec
2005
3374063
22 Jan
2008
Register
ed
29
United
States of
America
PALABOK FIESTA
78/77347
0
14 Dec
2005
3393101
04 Mar
2008
Register
ed
29
United
States of
America
YUM
78773,415
14 Dec
2005
3,363,459
01 Jan
2008
Register
ed
30
80
14 Dec
2005
3562559
13 Jan
2009
Register
ed
29
Pending
29
Country
Trademark
United
States of
America
YUMBURGER
Vietnam
BEE HEAD
DEVICE (BLACK &
WHITE) - MAIN
TM Logo
Application
No
78/77338
3
Application
Date
14 Dec
2005
4201208
039
24 Apr
2012
Registration
No
3349864
Registration Date
Status
Class/
es
04 Dec
2007
Register
ed
30
Pending
29
43
43
29
Vietnam
CHICKENJOY
WORD MARK MAIN
4201208
038
24 Apr
2012
Pending
29
29
43
43
Vietnam
JOLLIBEE
4200502
046
25 Feb
2005
89304
20 Sep
2007
Register
ed
43
43
Vietnam
JOLLIBEE and
Device
4-199313733
04 Jun
1993
11429
02 Apr
1994
Register
ed
29
42
30
32
81
Country
Vietnam
Trademark
JOLLIBEE
MASCOT
TM Logo
Application
No
4200825
172
Application
Date
25 Nov
2008
Registration
No
153633
Registration Date
Status
Class/
es
28 Oct
2010
Register
ed
29
43
43
29
Vietnam
JOLLIBEE
MASCOT DEVICE
4-199522456
08 Apr
1995
18932
08 Apr
1995
Register
ed
42
42
Vietnam
JOLLIBEE
MASCOT DEVICE
4-199522974
18 May
1995
19997
10 Feb
1996
Register
ed
29
29
Vietnam
JOLLIBEE
STACKED LOGO
4-200825170
25 Nov
2008
153631
28 Oct
2010
Register
ed
43
29
43
29
Vietnam
JOLLIBEE WORD
MARK - MAIN
4201208
037
24 Apr
2012
Pending
29
29
43
82
Country
Trademark
TM Logo
Application
No
Application
Date
4200825
171
25 Nov
2008
Registration
No
Registration Date
Status
Class/
es
28 Oct
2010
Register
ed
29
43
Vietnam
PEEKING BEE
153632
29
43
43
The Company’s subsidiaries have likewise procured the relevant trademark registrations for their
respective brands.
2.
PROPERTIES
The Company’s properties are, primarily, its company-owned Jollibee stores which are located
either on Company-owned premises or on land or buildings leased by the Company from third
parties under land or building lease agreements. In terms of store area, the largest Companyowned Jollibee stores are the following:
STORE LOCATION
Site Owner
TYPE OF
LEASE
FTI Sunshine Mall
Shoppers Paradise FTI Corporation Building lease
Tanay Uptown
Fidel Melendres
Building lease
Ortigas Roosevelt
Alben Holdings Corp.
Land lease
C5 Libis
Grandworth Resources Corp.
Land lease
SM Mall of Asia
SM Prime Holdings
Building lease
TriNoma
Ayala Land Inc.
Building lease
E. Rodriguez
Linkage Real Estate & Management Land lease
Corp.
Shell SLEX
Pilipinas Shell Petroleum Corp.
Land lease
1)Northbound
Land lease
2)Southbound
Land lease
Ever Ortigas
Building lease
Robinsons
Luisita Robinsons Land Corp. (former
Land lease
(former Lessor Luisita Lessor Luisita Realty Corp.)
Tarlac)
Paseo de Sta. Rosa
Greenfield Dev’t. Corp.
Building lease
Lucena Grand Central
Lucena Grand Central Terminal
Building lease
Inc.
Zamboanga Camins
Building lease
Naga
24k Property Ventures Inc.
Building lease
La Union SFE
Leonardo Sia
Building lease
83
STORE LOCATION
Makro Cainta
Dolores Junction
Pioneer United
Zamboanga Veterans
Katipunan
Site Owner
Cash & Carry Makro Philippines
Inc.
Jolly Palate Foods Corp.
Mr. & Mrs. Benito Valencia
Annabelle Santos Adriano
V.M. Belizario & Sons Dev’t. Corp.
TYPE OF
LEASE
Land lease
Land lease
Land lease
Land lease
Land lease
The Company houses its main office in the Jollibee Plaza located in Emerald Avenue, Ortigas
Center, Pasig City (where it occupies an area totaling approximately 10,104.35 square meters)
and in the Jollibee Center located in San Miguel Avenue (where it occupies an area totaling
approximately 3,089.50 square meters). It also leases additional office spaces in the Jollibee
Plaza, Jollibee Center, and the Karina, Jjaciss and Sheridan buildings.
The 10-hectare property occupied by ZFC in Calamba, Laguna is owned by the Company, while
the 7,719-square meter property occupied by ZFC in Mandaue City is owned by Freemont Foods
Corporation. Additionally and as stated previously, the Company opened a new warehousing and
distribution center in Brgy. Marcelo Green Village, Paranaque City.
All of the properties owned by the Company are free of liens and encumbrances.
3.
LEGAL PROCEEDINGS
For purposes of this discussion, a legal proceeding is deemed “material” if the claim involved
amounts to at least PhP5,000,000.00. Following are the material pending legal proceedings to
which the Company is a party as of December 31, 2011:
SPS. ESCAT, ET AL., VS. JOLLIBEE FOODS CORP., ET AL.
Civil Case No. Q-93-17683
Regional Trial Court, Branch 85, Quezon City
This is a claim for damages amounting to PhP5.3 Million arising from various illnesses allegedly
suffered by the children of the plaintiffs after dining at the Jollibee Crossroads Arcade, a
franchised store owned and operated by Great Foods Corp.
The Company has presented its evidence, and is awaiting the completion of presentation of
evidence of other parties.
L.O.L. FOOD VENTURES CORP. VS. JOLLIBEE FOODS CORP., ET AL.
Civil Case No. 02-105339
Regional Trial Court, Branch 37, Manila
LOL Food Ventures Corporation, MALL Food Ventures Corporation (“MALL”) and Royal
Garden Restaurant, Inc. (“Royal Garden”) are sub-lessees of the Company. The Company, on the
other hand, is the lessee of LOL Realty Corporation. While the Company is the sub-lessor of LOL
Food Ventures, MALL and Royal Garden, these sub-lessees remit their rent directly to LOL
Realty Corporation, the principal lessor.
84
LOL Food Ventures filed this case seeking reimbursement from MALL and Royal Garden for the
leased premises’ common area expenses that LOL Food Ventures allegedly advanced since 1999
on behalf of MALL and Royal Garden in the amount of PhP3,394,482.24 for Royal Garden and
PhP2,740,311.57 for MALL. LOL Food Ventures impleaded the Company as a party defendant
and holds the Company liable for the total amount of PhP6,134,793.81 in view of the Company’s
role as the sub-lessor of the leased premises and therefore, according to LOL Food Ventures
Corporation, responsible for collecting the common area expenses from MALL and Royal
Garden.
On 7 March 2002, the Company filed its “Answer With Counterclaim and Cross-claim”
maintaining that the common area expenses pertain to the operation of the common area as a food
court and include the following items: electric and water utility charges, security services,
janitorial services and other related food court operating expenses. While the Company is the sublessor of the plaintiff, MALL and Royal Garden, the Company never agreed to act as the operator
of the food court (the common area) charged with collecting the expenses connected with its dayto-day operation.
The parties are still presenting their evidence.
SUSAN SONGCO, ET AL., VS. JOLLIBEE FOODS CORPORATION, ET AL.
Civil Case No. 71725
Regional Trial Court, Branch 71, Pasig City
Plaintiffs are the lessors of a parcel of land leased to the Company. The property is further subleased to Company’s franchisee, Messrs. Jesus Nicdao and Marco Narciso of Line One Foods
Corporation. Lessor claims that the lease was entered into allegedly on the condition that the
Company shall construct thereon a two-storey building which shall be turned over to the plaintiffs
at the end of the lease term. This claim is based on the undertaking of one of the franchisees to
construct such property. In their Complaint, plaintiffs pray for the following: PhP5,000,000.00 as
penalty for the alleged failure to construct the two-storey building; PhP1,500,000.00 as actual
damages; PhP1,000,000.00 as moral damages; PhP250,000.00 as exemplary damages; attorney’s
fees and costs of suit.
In the Company’s Answer, it stated, among others that the lease contract executed by plaintiffs
and Company did not contain such condition or undertaking.
On 7 December 2011, the parties agreed to amicably settle the case and executed a "Compromise
Agreement" wherein defendants Line One Food Corporation, Jesus S. Nicdao and Narciso Marco
dela Fuente acknowledged their obligation to the plaintiffs in the amount of P3,000,000.00. On
August 2, 2012, the Court granted the “Motion for Judgment Based on Compromise Agreement.”
4.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There were no matters submitted to a vote by security holders of the Company during the fourth
quarter of the fiscal year covered by this Report.
85
PART II.
5.
OPERATIONAL AND FINANCIAL INFORMATION
MARKET FOR ISSUER’S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS
(A)
Market Price of and Dividends on Registrant’s Common Equity, and Related
Stockholder Matters
(1)
Market Information
Shares traded at the Philippine Stock Exchange
1st Quarter
2nd Quarter
3rd Quarter
4th Quarter
2012
High
119.50
118.00
107.90
109.80
Low
89.20
100.00
94.00
99.70
2011
High
90.00
98.50
92.00
95.00
Low
68.05
83.00
81.95
82.00
Source: Philippine Stock Exchange
The high and low daily closing prices for the first quarter of 2013 are PhP129.50
and PhP104.20 respectively.
(2)
Holders
There are approximately 3,325 holders as of December 31, 2012.
Company’s top 20 shareholders as of this date are:
86
The
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
Number of Direct
% of Ownership
& Indirect Shares*
Issued & Outstanding**
PCD Nominee Corporation (Non-Filipino)
Hyper Dynamic Corporation
Honeysea Corporation
PCD Nominee Corporation (Filipino)
Winall Holding Corporation
Honeyworth Corporation
Kingsworth Corporation
Centregold Corporation
Gemma Tanbuntiong
Venice Corporation
A-Star Holding Corporation
Tony Tan Caktiong
Azucena T. King
Longshore Corporation
William Tan Untiong
Ernesto Tanmantiong
Sysmart Corporation
Paul Rosenberg
Great Pacific Life Assurance Corp.
Susana Tanmantiong
Total
Others
305,311,830
273,218,750
127,743,747
73,113,730
54,140,736
43,500,943
29,168,935
27,430,964
21,910,601
18,920,382
16,920,393
15,279,203
10,491,199
8,260,184
6,887,389
4,635,970
2,703,014
1,944,340
925,000
698,857
1,043,206,167
2,196,755
29.21%
26.14%
12.22%
6.99%
5.18%
4.16%
2.79%
2.62%
2.10%
1.81%
1.62%
1.46%
1.00%
0.79%
0.66%
0.44%
0.26%
0.19%
0.09%
0.07%
99.79%
0.21%
Total Issued and Outstanding
Treasury Shares ( per SEC 11-C)
Total Issued and Outstanding*
*(net of Treasury Shares)
1,061,850,262
16,447,340
1,045,402,922
1.57%
100.00%
Source: JFC Masterlist submitted by RCBC.
(3)
Dividends
Below are the cash dividend declarations of the Company for the years 2010, 2011 and 2012:
Cash
Dividend
PhP1.43
Php0.82
PhP0.50
PhP0.57
PhP0.58
PhP0.62
PhP1.00
(Special
Cash
Dividend)
(4)
Declaration Date
April 12, 2010
November 10, 2010
April 13, 2011
November 4, 2011
April 12, 2012
November 12, 2012
November 12, 2012
Ex-Date
May 04, 2010
November 22, 2010
May 2, 2011
November 17, 2011
May 4, 2012
November 27, 2012
November 27, 2012
Recent Sales of Unregistered Securities
There are no recent sales of unregistered securities.
87
Record Date
May 07, 2010
November 25, 2010
May 5, 2011
November 22, 2011
May 9, 2012
December 3, 2012
December 3, 2012
Payment Date
June 03, 2010
December 21, 2010
May 31, 2011
December 16, 2011
May 31, 2012
December 19, 2012
December 19, 2012
Senior Management Stock Option and Incentive Plan
On December 17, 2002, the SEC approved the exemption requested by the Jollibee Group on the
registration requirements of the 101,500,000 options underlying the Parent Company’s common
shares to be issued pursuant to the Jollibee Group’s Senior Management Stock Option and
Incentive Plan (the Plan). The Plan covers selected key members of management of the Jollibee
Group, certain subsidiaries and designated affiliated entities.
The Plan is divided into two programs, namely, the Management Stock Option Program (MSOP)
and the Executive Long-term Incentive Program (ELTIP). The MSOP provides a yearly stock
option grant program based on company and individual performance while the ELTIP provides
stock ownership as an incentive to reinforce entrepreneurial and long-term ownership behavior of
executive participants.
MSOP. The MSOP is a yearly stock option grant program open to members of the corporate
management committee of the Jollibee Group and members of the management committee, key
talents and designated consultants of some of the business units.
Each MSOP cycle refers to the period commencing on the MSOP grant date and ending on the
last day of the MSOP exercise period. Vesting is conditional on the employment of the
employee-participants to the Jollibee Group within the vesting period. The options will vest at
the rate of one-third of the total options granted on each anniversary of the MSOP grant date until
the third anniversary.
The exercise price of the stock options is determined by the Jollibee Group with reference to
prevailing market prices over the three months immediately preceding the date of grant for the 1st
up to the 7th MSOP cycle. Starting with the 8th MSOP cycle, the exercise price of the option is
determined by the Jollibee Group with reference to the market closing price as at date of grant.
The contractual term of each option is seven years. The Jollibee Group does not pay cash as a
form of settlement.
On July 1, 2004, the Compensation Committee of the Jollibee Group granted 2,385,000 options
under the 1st MSOP cycle to eligible participants. The options will vest at the rate of one-third of
the total options granted on each anniversary date which will start after a year from the MSOP
grant date. One-third of the options granted, or 795,000 options, vested and may be exercised
starting July 1, 2005 will expired on June 30, 2012. On July 1, 2005 to 2012, the Compensation
Committee granted series of MSOP grants under the 2nd to 9th MSOP cycle to eligible
participants. The options vest similar to the 1st MSOP cycle.
88
The movements in the number of stock options outstanding and related weighted average exercise
prices (WAEP) are as follows:
Total options granted
as at end of year
2012
Number of
Options WAEP
2011
Number of
Options WAEP
2010
Number of
Options WAEP
29,808,694
P
=53.07
26,790,664
P
=46.89
23,273,694
P
=40.39
P
=52.39
15,904,997
P
=43.46
15,911,282
P
=39.43
107.9
3,516,970
89.90
3,172,744
57.77
41.8
(1,507,813)
43.07
(2,730,984)
36.78
80.52
(408,759)
62.03
(448,045)
42.36
Outstanding at beginning
of year
17,505,395
Options granted during
the year
3,018,030
Options exercised during
the year
(3,375,915)
Options forfeited during
the year
(359,454)
Outstanding at end
of year
16,788,056
Exercisable at end of
year
10,367,798
P
=63.90
17,505,395
P
=52.39
15,904,997
P
=43.46
P
=45.83
10,424,829
P
=40.10
8,234,603
P
=37.86
The average share price is P
=103.41, P
=85.48 and P
=71.74 in 2012, 2011 and 2010, respectively.
The weighted average remaining contractual life for the stock options outstanding as of
December 31, 2012, 2011 and 2010 is 4.66 years, 4.88 years and 5.31 years, respectively.
=23.43,
The weighted average fair value of stock options granted in 2012, 2011 and 2010 is P
P
= 23.67 and =
P 22.77, respectively. The fair value of share options as at the date of grant is
estimated using the Black-Scholes Option Pricing Model, taking into account, the terms and
conditions upon which the options were granted. The option style used for this plan is the
American style because this option plan allows exercise before the maturity date. The inputs to
the model used for the options granted on the dates of grant for each MSOP cycle are shown
below:
MSOP
Cycle
1st
2nd
3rd
4th
5th
6th
7th
8th
9th
Year of
Grant
2004
2005
2006
2007
2008
2009
2010
2011
2012
Dividend
Yield
1.72%
1.72%
1.72%
1.70%
1.80%
2.00%
2.00%
2.00%
2.00%
Expected Stock Price
Life of on Grant
Expected Risk-free Inte
Date
Volatility
Rate
the Option
36.91%
6.20 5-7 years
=
P24.00
36.91%
6.20 5-7 years
29.00
36.91%
6.20 5-7 years
35.00
28.06%
6.41 3-4 years
52.50
26.79%
8.38 3-4 years
34.00
30.37%
5.28 3-4 years
48.00
29.72%
5.25 3-4 years
70.00
34.53%
4.18 3-4 years
89.90
28.72%
3.50 3-4 years
107.90
89
Exercise
Price
=20.00
P
27.50
32.32
50.77
39.85
45.45
57.77
89.90
107.90
The expected life of the stock options is based on historical data and current expectations and is
not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the
assumption that the historical volatility over a period similar to the life of the options is indicative
of future trends, which may also not necessarily be the actual outcome.
ELTIP. The ELTIP entitlement is given to members of the corporate management committee.
Each ELTIP cycle refers to the period commencing on the ELTIP entitlement date and ending on
the last day of the ELTIP exercise period. Actual grant and vesting is conditional upon
achievement of the Jollibee Group’s minimum medium to long-term goals and individual targets
in a given period, and the employment of the employee-participants to the Jollibee Group within
the vesting period. If the goals are achieved, the options will be granted. Starting with the 3rd
ELTIP cycle, a percentage of the options to be granted are based on the percentage of growth in
annual earnings per share such that 100%, 50% or 25% of the options granted when percentage of
growth in annual earnings per share are 12% and above, 10% to less than 12% or 8% to less than
10%, respectively.
The exercise price of the stock options is determined by the Jollibee Group with reference to
prevailing market prices over the three months immediately preceding the date of entitlement.
The contractual term of each option is five years. The Jollibee Group does not pay cash as a form
of settlement. Starting with the 3rd ELTIP cycle, the exercise price of the option is determined
by the Jollibee Group with reference to the closing market price as of the date of grant.
On July 1, 2004, the Compensation Committee gave an entitlement of 22,750,000 options under
the 1st ELTIP cycle to eligible participants. The options will vest at the rate of one-third of the
total options granted from the start of the grant date and on each anniversary of the ELTIP grant
date. One-third of the options granted, or 7,583,333 options, vested and may be exercised starting
July 1, 2007 and will expire on June 30, 2012. On July 1, 2008 and October 19, 2012, a total
entitlement of 20,399,999 and 23,600,000 options was given to eligible participants under the 2nd
and 3rd ELTIP cycle, respectively.
The movements in the number of stock options outstanding for the 2nd and 3rd ELTIP cycles and
related WAEP for the years ended December 31, 2012, 2011 and 2010 follow:
Total options given
as of end of year
2012
Number of
Options WAEP
2011
Number of
Options WAEP
2010
Number of
Options WAEP
66,499,999
P
=55.94
43,149,999
P
=29.38
42,399,999
P
=29.20
P
=32.52
30,661,735
P
=32.72
33,387,498
P
=31.53
105.00
750,000
39.85
250,000
39.85
24.19
(787,166)
20.00
(2,975,763)
20.00
39.85
P
=80.51
(2,950,000)
27,674,569
39.85
P
=32.52
–
30,661,735
–
P
=32.72
Outstanding at beginning
of year
27,674,569
Options granted during
the year
23,600,000
Options exercised during
the year
(12,962,905)
Options forfeited during
the year
(499,999)
Outstanding at end of
37,811,665
90
year
Exercisable at end of
year
7,411,665
P
=39.85
10,224,570
P
=20.00
11,011,736
P
=20.00
The weighted average remaining contractual life for the stock options outstanding as of
2012, 2011 and 2010 is 5.68 years, 3.02 years and 3.74 years, respectively.
The fair value of stock options granted is P
=23.43 and P
=7.26 in 2012 and 2011, respectively. The
fair value of share options as at the date of grant is estimated using the Black-Scholes Option
Pricing Model, taking into account the terms and conditions upon which the options were granted.
The option style used for this plan is the American style because this option plan allows exercise
before the maturity date. The inputs to the model used for the options granted on the dates of
grant for each ELTIP cycle are shown below:
ELTIP
Cycle
1st
2nd
3rd
Year Dividend
yield
of Grant
2004 1.72%
2008
1.80%
2012
2.00%
Expected
Risk-free
volatility interest rate
36.91%
6.20%
26.79%
8.38%
28.74%
3.60%
Expected Stock price
on grant
life of
date
the option
5 years
=
P24.00
3-4 years
34.00
3-4 years
105.00
Exercise
price
=20.00
P
39.85
105.00
The expected life of the stock options is based on historical data and current expectations and is
not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the
assumption that the historical volatility over a period similar to the life of the options is indicative
of future trends, which may also not necessarily be the actual outcome.
The cost of the stock options expense charged to operations under “General and administrative
expenses” account amounted to =
P77.0 million, P
=73.6 million and P
=65.7 million in 2012, 2011 and
7
2010, respectively.
External Audit Fees
Audit and Audit-Related Fees: For the 2012 audit, the aggregate fees for professional services
rendered by the external auditors is approximately PhP18.5 Million, broken down as follows:
approximately PhP8.0 Million for international operations and PhP10.5 Million for Jollibee and
local subsidiaries.
For the 2011 audit, the aggregate fees for professional services rendered by the external auditors
is approximately PhP17.1 Million, broken down as follows: approximately PhP7.5 Million for
international operations and PhP9.6 Million for Jollibee and local subsidiaries.
Tax Fees: In 2012 and 2011, fees for professional services rendered by the external auditors for
tax accounting, compliance, advise and other tax services are included in the external audit fees.
Other Fees: There are no other fees billed for 2012 and 2011 professional services rendered by
external auditors other than those mentioned above.
7
See Note 26 of the Audited Financial Statements.
91
The proposal of external auditors for professional services was submitted to, and reviewed by, the
Audit Committee which, in turn, is endorsed to the Board of Directors for approval.
6.
MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
MANAGEMENT DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION FOR 2012
The following Management Discussion and Analysis should be read in conjunction with the
submitted Audited Consolidated Financial Statements for the years ended December 31 2012 and
2011.
Results of Operations
Revenues and System Wide Sales
(Amounts in Php Millions)
Years Ended December 31
Change
2012
2011
Amount
Pct
System Wide Sales
92,271.2
82,170.1
10,101.1
12.3%
Revenues
71,059.0
62,554.9
8,504.1
13.6%
System Wide Sales, a measure of all sales to consumers, both from company-owned and
franchised stores grew by 12.3% in 2012 compared to 2011 driven by new store additions,
acquisitions and continued strong same base sales in the Philippines, United States, Southeast
Asia and the Middle East. The Philippine business reported a 10.3% growth in systemwide sales
while the foreign business grew by 21.7% with the China business growing by 27.1%, Southeast
Asia and the Middle East business by 23.8% and the US business by 9.2%.
Revenues, which pertain to sales of company-owned stores, commissary sales to franchised
stores, franchised fees and royalty fees grew by 13.6% in the entire year due to store network
expansion and strong same base sales.
The Jollibee Group ended 2012 with 2,628 stores, 6.4% higher than a year ago. The Jollibee
Group opened a total of 223 stores in 2012 worldwide: 135 in the Philippines and 88 overseas. It
closed a total of 102 stores worldwide. The following table shows the total number of companyowned and franchised stores as at December 31, 2012 and 2011:
92
% Growth
5.5%
2.4%
3.6%
% Growth ex‐
acquisitions*
5.5%
2.4%
3.6%
419
49
468
18.6%
16.3%
18.4%
8.4%
16.3%
9.2%
1,237
1,232
2,469
9.9%
2.9%
6.4%
6.5%
2.9%
4.7%
Domestic
Company
Franchised
Total
2012 2011 863 818
1,211 1,183
2,074 2,001
Foreign
Company
Franchised
Total
497
57
554
Worldwide
Company
Franchised
Total
1,360
1,268
2,628
*Excludes San Pin Wang (40) and Chowfun (3)
Cost of Sales
Consolidated cost of sales increased by 13.7% or P7,030.7 million to P58,434.0 million. The
following table summarizes the breakdown of the Jollibee Group’s cost of sales for the years
ended December 31 and the percentage of each cost item to total revenues:
2012
2011
Cost of inventories
Personnel costs:
Salaries, wages and benefits
Pension expense
Rent
Electricity and water
Depreciation and amortization
Supplies
Contracted services and professional fees
Repairs and maintenance
Security and janitorial
Communication
Entertainment, amusement and recreational expenses (EAR)
Others
COST OF SALES
Change
Amount
Pct
Pct to Rev
2012
2011
33,898.2
29,809.1
4,089.1
13.7%
47.7%
47.7%
7,772.0
56.5
5,499.5
3,245.1
2,477.4
1,712.1
1,237.4
666.2
294.7
119.5
31.0
1,424.4
58,434.0
6,896.7
82.5
4,830.6
2,738.8
2,188.1
1,438.8
1,034.8
605.9
295.1
109.8
27.2
1,345.9
51,403.3
875.2
(26.1)
668.8
506.3
289.3
273.3
202.7
60.3
(0.4)
9.7
3.8
78.6
7,030.7
12.7%
-31.6%
13.8%
18.5%
13.2%
19.0%
19.6%
10.0%
-0.1%
8.8%
13.8%
5.8%
13.7%
10.9%
0.1%
7.7%
4.6%
3.5%
2.4%
1.7%
0.9%
0.4%
0.2%
0.0%
2.0%
82.2%
11.0%
0.1%
7.7%
4.4%
3.5%
2.3%
1.7%
1.0%
0.5%
0.2%
0.0%
2.2%
82.2%
-
The increase in cost of sales was largely due to higher cost of inventories resulting from
increase in sales volume due to increase in company-owned store network and the impact of
consolidating new businesses such as Jollibee Foods Processing (JFP) and San Pin Wang,
both in the People's Republic of China, Chowking in the United States of America, Burger
King and the new logistic center in the Philippines.
-
The store network expansion and new businesses also drove the increase in salaries and
wages, rent, electricity and water, depreciation, supplies, contracted services and professional
fees, repairs and maintenance, communication and EAR.
-
Pension expense decreased as a result of the actuarial valuation done in 2012.
93
-
Cost of sales - others increased mainly due to higher expenses related to the Jollibee Group’s
SEEDs (or Skills Enhancement and Educational Development for Students) program and
increase in expenses pertaining to the delivery services.
Gross Profit
Consolidated gross profit for 2012 increased by 13.2% or P1,473.5 million to P12.625.0 million,
from P11,151.6 million in 2011. Gross profit margin for the year was maintained at 17.8%.
Expenses
Consolidated expenses increased by 14.2% or P1,029.1 million to P8,278.5 million. The
following table summarizes the breakdown of the Jollibee Group’s expenses for the years ended
December 31 and the percentage of each expense item to the total revenues:
2012
2011
Personnel costs:
Pension expense
Stock option expense
Taxes and licenses
Rent
Transportation and travel
Professional fees
Provisions
Entertainment, amusement and recreational expenses
Communication
Training
Donation
Supplies
Contracted Services
Insurance
Corporate events and others
Total General and Administrative Expenses
Advertising and promotions
3,104.7
44.4
77.0
793.1
396.4
299.9
268.4
228.2
140.1
105.4
87.8
71.3
68.2
59.4
58.7
49.9
43.8
22.2
10.3
979.6
6,908.8
1,369.7
8,278.5
2,828.7
74.8
73.6
723.0
301.1
301.1
278.3
213.5
39.7
109.2
80.0
40.3
37.1
60.6
57.1
51.8
49.1
26.2
15.4
578.6
5,939.3
1,310.1
7,249.4
Change
Amount
Pct
276.0
(30.4)
3.4
70.2
95.2
(1.2)
(9.9)
14.7
100.3
(3.8)
7.8
31.0
31.1
(1.2)
1.5
(1.8)
(5.4)
(4.0)
(5.1)
401.1
969.5
59.6
1,029.1
9.8%
-40.6%
4.6%
9.7%
31.6%
-0.4%
-3.6%
6.9%
252.5%
-3.5%
9.7%
76.7%
83.7%
-2.0%
2.7%
-3.6%
-10.9%
-15.4%
-33.1%
69.3%
16.3%
4.5%
14.2%
Pct to Rev
2012
2011
4.4%
0.1%
0.1%
1.1%
0.6%
0.4%
0.4%
0.3%
0.2%
0.1%
0.1%
0.1%
0.1%
0.1%
0.1%
0.1%
0.1%
0.0%
0.0%
1.4%
9.7%
1.9%
11.7%
-
Salaries and wages increased primarily due to performance-related increases in basic pay,
employee promotions, upgrades in employee benefits and additional accrual for stock option
expense. The increase also reflected the impact of the consolidation of the new businesses.
Pension expense decreased as a result of the actuarial valuation done in 2012.
-
Taxes and licenses increased due to higher business-related taxes and license fees resulting
from higher revenues.
-
The increase in rent was driven by the China business, primarily Yonghe King due to its
transfer in October 2011 to a new warehouse with higher rental fees.
94
4.5%
0.1%
0.1%
1.2%
0.5%
0.5%
0.4%
0.3%
0.1%
0.2%
0.1%
0.1%
0.1%
0.1%
0.1%
0.1%
0.1%
0.0%
0.0%
0.9%
9.5%
2.1%
11.6%
-
Provisions increased due to impairment in value of receivables of P86.4 million, property,
plant and equipment of P29.5 million, investment property of P21.2 million and security and
other deposits of P3.0 million .
-
The increase in communication was driven by JFC's domestic business arising from more
frequent coordination via domestic long distance and overseas calls from the head office to
local and foreign stores and vice versa.
-
The increase in contracted services was driven by the new logistics center in the Philippines.
-
The increase in training expenses was driven by increased external trainings of the domestic
business, particularly Jollibee and Fresh N' Famous, partially offset by the decline in the
foreign business’ training expenses.
-
The increase in donation pertained to donations made to the Mind Museum, the Jollibee
Foundation and other sponsorships made in the first half of 2012.
-
Corporate events and other expenses increased due to write-off of fixed and other assets
arising from store closures particularly in the United States and the People's Republic of
China.
The increase in the above expenses was partially offset by lower rent expense, supplies,
insurance, securities and janitorial expenses, professional fees and repairs and maintenance
mainly due to reclassification to other accounts.
-
Rent expenses of the new logistics center, booked under operating expenses in 2011 was
reclassified to cost of sales in 2012.
-
Car plan insurance, booked as insurance expense in 2011 was reclassified to employeerelated expenses in 2012.
-
Professional fees likewise decreased due to the reclassification of services pertaining to the
new logistics center to contracted services. Security and janitorial was also reclassified to
contracted services. These explain the increase in contracted services.
-
Repairs and maintenance declined due to lower warehouse repairs and maintenance expenses
in 2012 compared to 2011.
Operating Income
Consolidated operating income for 2012 increased by 11.4% or P444.4 million to P4,346.5
million driven by strong revenue growth, partially offset by higher store and manufacturing costs
and higher general and administrative expenses. Operating income margin for 2012 was 0.1%
point lower at 6.1% compared to 6.2% in 2011 due to decline in gross profit margin.
Finance Charges
95
2012
2011
270.1
(206.0)
64.1
Interest income
Interest expense
179.8
(291.3)
(111.6)
Amount
Change
Pct
90.4
85.3
175.7
50.3%
-29.3%
-157.4%
Pct to Rev
2012
2011
1.8%
-0.2%
1.6%
1.9%
-0.1%
1.8%
The increase in interest income was primarily due to higher interest income from short-term
deposits and loans and advances to JFC's co-venturer. See Note 23 of the accompanying Audited
Consolidated Financial Statements for more information.
The decrease in interest expense was primarily due to lower bank loans in 2012 compared to
2011. See Note 23 of the accompanying Audited Consolidated Financial Statements for more
information.
Equity in Net Earnings (Losses) of Joint Ventures and Associate
2012
2011
Equity in net earnings (losses) of joint ventures
and associate
(51.0)
0.3
Amount
Change
Pct
(51.3) -17100.0%
Pct to Rev
2012
2011
1.8%
1.9%
Equity in net losses of joint ventures pertain to JFC’s share in the 2012 net losses of SuperFoods
Group and Coffeetap Corporation and net earnings of Entrek, the company that operates Jollibee
stores in Brunei.
Other Income
Other income for 2012 was lower compared to 2011 due to the following:
2012
2011
292.1
76.1
43.9
43.8
(25.4)
16.1
12.2
7.0
37.8
503.5
Write-off of other liabilities
Rebates and suppliers' incentives
Charges to franchisees
Pre-termination of operating leases
Foreign exchange gain (loss)
Penalities and charges
Insurance claims
Other rentals
Miscellaneous income
409.6
103.5
34.7
11.3
(63.6)
16.1
16.6
9.9
28.7
566.8
Change
Amount
Pct
Pct to Rev
2012
2011
(117.5)
(27.4)
9.2
32.5
38.2
(0.0)
(4.4)
(2.9)
9.1
(63.3)
0.4%
0.1%
0.1%
0.1%
0.0%
0.0%
0.0%
0.0%
0.1%
0.7%
-28.7%
-26.5%
26.5%
287.3%
-60.1%
-0.2%
-26.7%
-29.5%
31.7%
-11.2%
0.7%
0.2%
0.1%
0.0%
-0.1%
0.0%
0.0%
0.0%
0.0%
0.9%
Income Taxes
2012
2011
1,277.2
(127.0)
1,150.1
Current
Deferred
1,187.6
(83.7)
1,103.9
Change
Amount
89.6
(43.3)
46.2
Pct
7.5%
51.8%
4.2%
Pct to Rev
2012
2011
1.8%
-0.2%
1.6%
Provision for income tax for 2012 increased compared to 2011 due to higher operating income
partially offset by higher deferred income tax resulting from NOLCO of PRC-based entities.
The resulting effective tax rate for 2012 was 23.6%, lower compared to the 25.3% effective tax
rate for 2011. See Note 24 of the accompanying Audited Consolidated Financial Statements for
details.
96
1.9%
-0.1%
1.8%
Net Income
Consolidated net income for 2012 was P3,713.1 million, 14.1% higher than last year’s
consolidated net income of P3,253.8 million. Net income margin (net income as a percent of
revenues) was maintained at 5.2%. Net Income Attributable to the Equity Holders of the Parent
Company was P3,728.2 million, 15.4% higher than last year while Earnings per Share amounted
to P3.578, 14.0% higher year-on-year.
Financial Condition
The Jollibee Group’s consolidated total assets as of December 31, 2012 stood at P41,990.8
million, 8.0% higher than the P38,881.7 million balance at end of 2011. The following explain
the significant movements in the asset accounts:
-
The Jollibee Group’s cash balance increased by P2,193.3 million or 33.0% to P8,848.6
million coming from the JFC Group’s profit for year. The movements in the Jollibee Group’s
cash will be explained further in the cash flow discussion.
-
Accounts receivables amounted to P2,750.3 million at the end of 2012 and P2,388.6 million
at the end of 2011. These are primarily receivables from franchisees for royalty payments
and commissary purchases which increased by 17.7% or P369.0, from P2,085.7 million in
2011 to P2,454.6 million in 2012. The Jollibee Group’s days receivables was maintained at
13 days.
-
Inventories decreased by P230.4 million or 8.1% to P2,629.7 million from P2,860.1 million
at the end of 2011 on account of higher base due to higher cost per unit of major raw
materials in 2011. The JFC Group’s day inventory was 30 days 2012 compared to 31 days in
2011.
-
Other current assets amounted to P1,394.5 million, higher by P39.6 million or 2.9%
compared to the year-end 2011 balance of P1,354.9 million. The increase was primarily due
to higher prepaid rent and taxes which increased by P56.2 million and P72.2 million,
respectively, offset by the decline in deposits to suppliers and others by P86.6 million.
The Jollibee Group’s current ratio as of December 31, 2012 was 0.94:1.00, lower than the current
ratio as of December 2011 of 1.10:1.00 due to significant increase in bank loans maturing in
2013.
-
Available-for-sale (AFS) financial assets consists of unquoted investment in shares of public
utility companies. The increase pertains to a club membership acquired in 2012. See Note 9
of the accompanying Audited Consolidated Financial Statements for more information.
-
The increase in interests and advances in joint ventures, co-venturers and associate of
P3,008.3 million pertains to investments of JFC’s foreign subsidiary to SuperFoods Group,
WJ Investments Limited and Entrek offset by equity in net losses of SuperFoods Group. This
was presented under "Other noncurrent assets" in the 2011 Audited Consolidated Financial
Statements. See Note 11 of the accompanying Audited Consolidated Financial Statements for
more information.
97
-
Operating lease receivables decreased by P4.3 million or 15.9% to P22.6 million resulting
from the termination of some lease contracts of a subsidiary of the Parent Company. The
decrease of
P4.3 million is the difference of rent income recognized under the straightline method and the rent amounts in accordance with the terms of the lease agreements
-
Deferred tax assets decreased by P62.6 million or 6.5% to P1,030.2 million due to the
following:
Year Ended December 31
2012
Operating lease payables
2011
Change
Amount
Pct
401.4
375.5
25.9
6.9%
275.5
178.4
97.1
54.4%
-50.3%
NOLCO:
PRC-based entities
44.0
88.5
(44.5)
Pension liability and other benefits
97.6
93.3
4.3
Excess of MCIT over RCIT
12.1
67.2
(55.1)
-82.0%
Unamortized past service costs
50.2
58.7
(8.5)
-14.5%
Allowance for impairment loss on receivables
52.0
40.5
11.5
28.4%
23.6
25.8
(2.2)
-8.5%
23.4
14.9
8.5
57.0%
Provisions of legal claims and restructuring costs
9.1
9.1
-
Allowance for inventory obsolescence
2.2
6.8
(4.6)
32.1
1.6
30.5
7.0
7.3
(0.3)
-4.1%
1,030.2
967.6
62.6
6.5%
Philippine-based entities
4.6%
Unaccreted discount on security deposits and
employee car plan receivables
Accumulated impairment loss in value of property, plant &
equipment, investment properties and other nonfinancial assets
Unrealized foreign exchange loss
Others
Consolidated current liabilities amounted to P16,571.1 million, P4,468.8 million or 36.9% higher
than the 2011 year-end balance of P12,102.4 million. The following explain the significant
movements in current liabilities:
-
Trade payables and other current liabilities increased due to higher employee-related
accruals, higher accrual for local taxes, advertising and promotions, rent, utilities, freight,
store operations, corporate events and others. Deposits likewise increased.
-
Income tax payable decreased by P75.8 million or 49.0% due JFC's tax savings arising from
the write-off of intercompany advances.
-
Short-term debt as of December 31, 2011, which consists of unsecured short-term bank loans
of the Parent Company was paid in full, including accrued interest, on April 17, 2012.
-
The current portion of liability for acquisition of businesses increased by P61.5 million or
58.7% to P166.3 million due to reclassification of maturing liability from non-current to
current liabilities.
98
0.0%
-67.6%
1906.3%
-
Current portion of long-term debt increased by P3,795.5 million to P4,572.8 million as of
December 31, 2012. The increase pertains to bank loans which will mature in 2013. The
amount includes three loans obtained by JWPL from a local bank in 2012 (March 1, March 9
and May 29) with a term of 2 years and will originally mature on February 28, March 7 and
May 24, 2014. Said loans were preterminated by the Jollibee Group and paid in full,
including accrued interest, in February 2013.
Consolidated non-current liabilities amounted to P3,526.3 million, 46.2% or P3,030.6 million
lower than the December 31, 2011 balance of P6,556.9 million, due to reclassification of bank
loans maturing in 2013 to current liabilities as well as the pretermination of JWPL's 2-year loans.
See Note 18 to the accompanying Audited Consolidated Financial Statements for details.
-
The derivative liability of P22.8 million pertains to the PHP-denominated loan of PERF
Restaurants, Inc. (PERF). The five-year P149.2 million (originally US$3.4 million) availed
on December 20, 2011 and bearing fixed interest rate of 5.32% per annum was converted into
a deliverable cross-currency swap transaction to hedge in full the foreign currency risk and
interest rate risk on its floating rate. Under the cross-currency swap, the PERF received at
inception Philippine Peso (PHP) notional amount of =
P149.2 million and paid US$ notional
amount of US$3.4 million based on the PHP/US$ spot reference rate of =
P43.87.
Effectively, the cross-currency swap transformed the floating rate US$ loan into a fixed rate
PHP loan.
Since the critical terms of the hedged loan and cross-currency swap match, the hedge was
assessed to be highly effective. As such, there was no ineffectiveness recognized in the profit
or loss for the period ended December 31, 2012 and 2011. The foreign exchange revaluation
of the hedged loan amounting to P
=9.7 million was recognized in other comprehensive loss on
derivative liability.
For the period ended December 31, 2012, the fair value change of the cross-currency swap
amounted to a loss of P
=13.1 million and was recognized under other comprehensive loss on
derivative liability. As of December 31, 2012, the value of the derivative liability amounted
to
=22.8 million.
P
-
Liability for acquisition of businesses (net of current portion) decreased by P99.4 million or
55.5% to P79.6 million due to partial settlement of liabilities to Mang Inasal and Fortune
Capital.
-
Operating lease payables increased by P116.9 million or 8.7% to P1,460.2 million, arising
from increase in number of company-owned stores. The increase of P116.9 million is the
difference of rent expense recognized under the straight-line method and the rent amounts
due in accordance with the terms of the lease agreements.
Consolidated stockholders’ equity increased by P1,670.9 million or 8.3% to P21,893.3 million
primarily due to the net income (attributable to equity holders of the Parent) realized during the
year, which amounted to P3,728.2 million, increase in additional paid in capital of P369.7 million
for the stock option expense and issuance of new shares in relation to the management stock
option plan, offset by cash dividends declared during the year amounting to P2,294.0 million and
the unfavorable change of P164.2 million in cumulative translation. The change in translation
loss of P164.2 million was mainly due to the appreciation of the Philippine Peso versus RMB and
99
USD from December 31, 2011 compared to December 31, 2012, which decreased the value of the
Jollibee Group's net assets as of the end of the year.
On February 15, 2012, the Board of Directors of JFC approved the appropriation of additional
P3,800.0 million for future expansion. This increased the appropriated retained earnings of JFC
to P5,000.0 million, from P1,200.0 million.
Liquidity and Capital Resources
Net cash provided by operating activities in 2012 was P8,138.0 million, 38.4% or P2,257.4
million higher compared to net cash provided by operating activities of P5,880.6 million in 2011
mainly due to stronger operating results, higher depreciation and lower working capital
requirements.
Net cash used in investing activities was P3,783.7 million in 2012, 47.1% or P3,373.1 million
lower compared to net cash used for investing activities in 2011 of P7,156.8 million on account of
higher base arising from long-term loans receivable and deposit for future business transaction in
2011.
Net cash used in financing activities amounted to P2,169.0 million in 2012, primarily due to the
return of operating cash flow to our shareholders through dividend payments of P2,274.4 million
and loans and interest payments for the bank loans of JFC and its foreign subsidiaries. This was
partially offset by proceeds from long-term debt of P1,700.8 million and issuance of new shares
in relation to the JFC’s stock option program.
Overall, net cash and cash equivalents increased by P2,185.3 million to P8,848.6 million for the
year 2012.
Discussion of the Jollibee Group's Top Five (5) Key Performance Indicators
System Wide Sales
System Wide Sales is a measure of all sales to consumers both from company-owned and
franchised stores.
System Wide Sales
% Growth vs LY
As of end Dec 2012
P92,271.2 million
12.3%
As of end Dec 2011
P82,170.1 million
17.0%
Revenues
Revenues is a measure of (1) all sales made by the Jollibee Group’s owned stores (both food and
novelty sales);
(2) Commissary sales to franchised stores; (3) rental revenues of the Jollibee
Group’s property division; and
(4) revenues from services rendered by the in-house
Construction and Service Groups.
Revenues
% Growth vs LY
As of end Dec 2012
P71,059.9 million
13.6%
100
As of end Dec 2011
P62,554.9 million
17.2%
Net Income Margin
Net Income Margin is the ratio of the Jollibee Group's earnings after interest and tax. This is
computed by dividing net income by total revenues. The quotient is expressed in percentage.
This measures the Jollibee Group’s return for every peso of revenue earned, after deducting cost
of sales, operating expenses, interests and taxes.
Net Income
% to Revenues
As of end Dec 2012
P3,713.1 million
5.2%
As of end Dec 2011
P3,253.8 million
5.2%
Basic Earnings Per Share (EPS)
EPS is the portion of the Jollibee Group’s profit allocated to each outstanding share of common
stock. This is computed by dividing the net income for the year attributable to the equity holders
of the Jollibee Group by the weighted average outstanding shares during the year, after
considering the retroactive effect of stock dividends declaration, if any. This serves as an
indicator of the Jollibee Group’s profitability.
EPS (Basic)
% Growth vs LY
As of end Dec 2012
P3.578
14.0%
As of end Dec 2011
P3.138
0.6%
Return on Equity (ROE)
ROE is the ratio of the Jollibee Group’s net income (attributable to equity holders of the parent)
to equity (before
non-controlling interests). It is computed by dividing net income by
average equity. Average equity is calculated by adding the equity at the beginning of the year to
the equity at year end and dividing the result by two. ROE is a measure of return for every peso
of invested equity. The Jollibee Group also uses ROE for comparing its profitability to that of
other firms in the same industry.
Return on Equity
As of end Dec 2012
18.3%
101
As of end Dec 2011
17.6%
Financial Soundness Indicators
Dec-12
Formula:
Dec-11
Liquidity Ratios
Current Assets
Current Liabilities
0.94
1.10
Total Assets
Total Equity attributable to equity holders of
the Parent Company
1.98
1.99
Total Debt
Total Debt + Equity attributable to equity
holders of the Parent Company
48.7%
48.9%
Net Debt Ratio
Total Debt - Cash and cash equivalents
(Total debt - Cash and cash equivalents) +
equity attibutable to equity holders of the
Parent Company
34.7%
38.1%
Interest Coverage Ratio
Earnings before Interest and Taxes
YTD Interest Expense
23.30
15.34
Solvency Ratio
Net income + depreciation
Total liabilities
0.32
0.30
Debt-Service Coverage
Ratio
Net income
Total liabilities
0.18
0.17
Current Ratio
Financial Leverage Ratios
Asset to Equity Ratio
Debt Ratio
Discussion and Analysis of Material Events and Uncertainties
1. There were no events during the period that will trigger direct or contingent financial
obligation that is material to the Jollibee Group.
2. There were no material off-balance sheet transactions, arrangements, obligations created
during the reporting period.
3. Consolidated actual capital expenditures in 2012 amounted P3,755.9 million, higher by 1.5%
than the 2011 actual expenditures of P3,700.4 million and 35.2% lower than the 2012
budgeted expenditures.
The Jollibee Group’s capital expenditures budget was principally used to finance its store
expansions and major renovations, major repairs and upgrades of existing commissaries,
improvements in head office and investments in information technology.
4. Food service operations have both peak and lean seasons. Historically, sales in the second
and fourth quarters are strong due to the summer and the Christmas seasons, respectively.
102
Demand during the first and third quarters usually slackens. The material financial impact of
this seasonality has been considered in the Jollibee Group’s financial forecast.
5. All of the Jollibee Group’s income arose from its continuing operations.
6. Events after the Reporting Period:
Dividend Declaration
On April 11, 2013, the Board of Directors (BOD) of JFC approved a regular cash dividend of
P0.65 a share of common stock to all stockholders of record as of May 7, 2013.
Consequently, the cash dividend is expected to be paid out by May 30, 2013. The cash
dividend is 12.1% higher than the P0.58 regular cash dividend a share declared on April 12,
2012.
Appropriation of Retained Earnings
On April 11, 2013, the BOD approved the appropriation of additional retained earnings
amounting to P5,200.0 million to be used for future expansion and support the Company's
growth strategy.
Projects
Acquisition of businesses
Capital expenditures
Timeline
Amount (in Pesos)
2013‐2018 2,600,000,000
2013‐2018 2,600,000,000
5,200,000,000
MANAGEMENT DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION FOR 2011
Results of Operations
Revenues and System Wide Sales
Revenues of Jollibee Foods Corporation (JFC) expanded by 17.2% in 2011 compared to 2010 as
System wide sales, a measure of all sales to consumers both from company-owned and franchised
stores rose by 17.0% in 2011 to P 82,170.1 million compared with sales in 2010. System wide
sales in the Philippines grew by 16.7% while those abroad increased by 18.3% led by China with
a growth of 25.8% and Southeast Asia and the Middle East with 25.2%.
In the Philippines, the acquisition of Mang Inasal and Burger King contributed 8.9% of the 17.0%
sales growth while the rest of the brands grew by 8.1%. Sales per store across all brands grew
strongly versus year ago driven by higher transaction count, a measure of volume of customer
purchases.
The Jollibee Group ended 2011 with 2,469 stores, 6.6% higher than a year ago. The JFC Group
opened a total of 260 stores in 2011 worldwide: 167 in the Philippines and 93 overseas. It closed
a total of 130 stores worldwide.
103
Cost of Sales
Consolidated cost of sales increased by 18.8% or P8,148.6 million to P51,403.4 million. The
following table summarizes the breakdown of the JFC Group’s cost of sales for the years ended
December 31 and the percentage of each cost item to total revenues:
2012
2011
29,809.1
24,900.0
6,896.7
82.5
Rent
Change
Pct to Rev
Pct
2012
2011
4,909.1
19.7%
47.7%
46.7%
6,515.8
380.9
5.8%
11.0%
12.2%
78.5
4.0
5.1%
0.1%
0.1%
4,830.6
3,903.7
927.0
23.7%
7.7%
7.3%
2,738.8
2,491.7
247.1
9.9%
4.4%
4.7%
2,188.1
1,801.3
386.8
21.5%
3.5%
3.4%
Supplies
1,438.8
1,244.8
194.0
15.6%
2.3%
2.3%
Contracted services and professional fees
1,034.8
783.7
251.1
32.0%
1.7%
1.5%
605.9
515.4
90.5
17.6%
1.0%
1.0%
Cost of inventories
Amount
Personnel costs:
Pension expense
295.1
244.0
51.1
21.0%
0.5%
0.5%
Communication
109.8
104.0
5.8
5.6%
0.2%
0.2%
0.0%
Entertainment, amusement and recreational expenses (EAR)
Others
COST OF SALES
27.2
22.1
5.1
23.3%
0.0%
1,345.9
649.8
696.1
107.1%
2.2%
1.2%
51,403.3
43,254.8
8,148.5
18.8%
82.2%
81.0%
-
Cost of inventories increased as a result of increase in sales volume as well as increases in
prices of some raw materials such as beef, sugar, fats and dairy products particularly during
the first half of the year. The Jollibee Group’s raw material prices were higher by about
5.4% in 2011 over 2010.
-
Personnel costs increased due to additional headcount from newly opened company-owned
stores, particularly of the China business which reported a 25.8% year-on-year growth in
store network as well as the inclusion of Mang Inasal that was acquired in November 2010.
Performance-related increases, employee promotions and upgrade in employees’ car plan
also contributed to the increase. As a percent of revenues, personnel costs were lower in
2011 compared to 2010 as a result of lower headcount of Fresh N’ Famous in 2011 over
2010 due to cessation of operations of Manong Pepe Karinderia in April 2011, sale of
Delifrance in December 2010 and closure of 26 company-owned stores of Chowking and
Greenwich in 2011. The closure of 11 company-owned stores of Red Ribbon also
contributed to lower personnel costs as a percentage of revenues.
-
Rent increased on account of higher sales, increase in store network, new acquisitions,
annual rent escalation and the mix effect from faster growth in foreign business. A
subsidiary of JFC also increased its pallet and warehouse rental. Rent, as a percent of
revenues increased from 7.3% in 2010 to 7.7% in 2011, reflecting the impact of the new
acquisitions.
-
Electricity and water increased relative to the increase in company-owned stores of the
Jollibee Group’s existing brands and new acquisitions (Mang Inasal’s 43 company-owned
stores and Chowking USA’s 19 company-owned stores) as well as the increase in power and
water rates this year versus 2010.
104
The closure of several owned stores, particularly of Fresh N’ Famous and Red Ribbon
contributed to the decline in electricity and water as a percent of revenues.
-
Depreciation and amortization increased due to the consolidation of the new acquisitions
(Mang Inasal and Chowking USA) and the growing asset base of the Jollibee Group's
business units such as Jollibee, Red Ribbon and the foreign businesses.
-
Operating supplies increased primarily due to the higher cost of Liquified Petroleum Gas
(LPG) arising from the increase in sales volume and higher cost of LPG.
-
Contracted services increased primarily due to higher fees for contracted services of the
Jollibee business and Zenith Foods Corporation.
-
Repairs and maintenance increased primarily due to the consolidation of the new
acquisitions and the higher repair and maintenance costs of the foreign businesses.
-
Security and janitorial increased relative to the increase in company-owned stores of the
Jollibee Group’s existing brands and new acquisitions as well as higher outsourcing costs of
Red Ribbon for pan-washing activities in its commissaries in Libis and Tarlac.
-
Professional fees increased primarily due to higher expenses incurred by Zenith Foods
Corporation in relation to the construction of the logistics center in the Philippines.
-
Communication increased due to higher expenses incurred by the foreign businesses as well
as the impact of the new acquisitions.
-
Entertainment, amusement and recreational expenses increased mainly due to the
consolidation of the new acquisitions and higher expenses incurred by the foreign
businesses.
-
Cost of sales - others increased mainly due to higher expenses related to the Company’s
SEEDs (or Skills Enhancement and Educational Development for Students) program and
increase in expenses pertaining to delivery services.
Gross Profit
Consolidated gross profit for 2011 increased by 10.2% or P1,034.6 million to P11,151.6 million,
from P10,117.0 million in 2010. Gross profit margin for the year was however lower by 1.1%
points compared to 2010 as cost of inventories increased faster than revenues. The price
adjustments implemented by the Jollibee business in the first half of 2011 and the cost
improvement initiatives of the Jollibee Group were not sufficient to cover the increase in the
prices of raw materials and other costs of operations.
Expenses
Consolidated expenses increased by 11.2% or P731.8 million to P7,249.4 million. The following
table summarizes the breakdown of the Jollibee Group’s expenses for the years ended December
31 and the percentage of each expense item to the total revenues:
105
2012
2011
Change
Amount
Pct to Rev
Pct
2012
2011
Personnel costs:
2,828.7
2,477.5
14.2%
4.5%
4.6%
Pension expense
74.8
77.6
(2.8)
-3.6%
0.1%
0.1%
Stock option expense
73.6
65.6
8.0
12.2%
0.1%
0.1%
723.0
625.6
97.4
15.6%
1.2%
1.2%
Taxes and licenses
351.2
Rent
301.1
189.1
112.0
59.2%
0.5%
0.4%
Transportation and travel
301.1
250.5
50.6
20.2%
0.5%
0.5%
Professional fees
278.3
326.0
(47.7)
-14.6%
0.4%
0.6%
213.5
176.7
36.8
20.8%
0.3%
0.3%
39.7
56.3
(16.6)
252.5%
0.1%
0.1%
109.2
84.8
24.4
28.8%
0.2%
0.2%
Provisions
Entertainment, amusement and recreational expenses
Communication
80.0
65.9
14.1
21.4%
0.1%
0.1%
Training
40.3
47.7
(7.4)
-15.4%
0.1%
0.1%
Donation
37.1
26.7
10.4
39.0%
0.1%
0.1%
Supplies
60.6
46.7
13.9
29.7%
0.1%
0.1%
57.1
52.1
5.0
9.7%
0.1%
0.1%
Contracted Services
51.8
34.6
17.2
49.6%
0.1%
0.1%
49.1
35.3
13.8
39.2%
0.1%
0.1%
26.2
35.9
(9.7)
-27.0%
0.0%
0.1%
9.8
15.4
5.6
578.6
590.9
Total General and Administrative Expenses
5,939.3
Advertising and promotions
1,310.1
7,249.4
Insurance
Corporate events and others
174.2%
0.0%
0.0%
(12.3)
-2.1%
0.9%
1.1%
5,271.1
668.2
12.7%
9.5%
9.9%
1,246.6
63.5
5.1%
2.1%
2.3%
6,517.7
731.7
11.2%
11.6%
12.2%
-
Salaries and wages increased primarily due to increase in headcount of JFC and China
corporate offices as well as the inclusion of Mang Inasal’s personnel costs. Performancerelated increases in basic pay, employee promotions and upgrades in employee benefits and
the additional accrual for stock option expense also contributed to the increase.
-
Taxes and licenses increased due to higher business-related taxes and license fees resulting
from higher revenues.
-
Rent expense increased due to additional office spaces in the Jollibee Group’s corporate
office, additional warehouse rental and deferred rent for the logistics center which is currently
being constructed.
-
Professional fees declined this year due to lower legal and tax service fees, in relation to
JFC's business acquisitions and other special projects and lower broker’s commissions
relative to stock options exercised during the year.
-
Transportation and travel expenses were higher this year versus last year due to higher fuel
consumption and travel expenses, particularly of the foreign businesses and Fresh N’
Famous, as well as the impact of the consolidation of Mang Inasal’s expenses.
-
Depreciation and amortization for 2011 was higher compared to last year because of the
impact of the China business’ new corporate office and the inclusion of Mang Inasal’s
depreciation expenses.
106
-
Entertainment, amusement and recreational expenses increased primarily due to higher
representation expenses of the foreign businesses.
-
Communication increased mainly resulting from the increase in expenses of the Jollibee
business as well as the impact of the new acquisitions.
-
Electricity and water increased mainly due to the increase in consumption resulting from
additional office spaces and increase in power and water rates this year versus last year.
-
Repairs and maintenance for 2011 was higher compared to 2010 mainly due to higher
expenses of the foreign businesses and Red Ribbon as well as the impact of the new
acquisitions.
-
Training decreased as a result of the significant decline in the training expenses of Fresh N’
Famous, from P8.7 million in 2010 to P1.2 million in 2011.
-
Provisions of P39.8 million in 2011 pertained to provisions for impairment in value of
receivables. The decrease was mainly due to lower provision for uncollectible receivables.
See Notes 7 and 8 to the accompanying Audited Consolidated Financial Statements for more
information.
-
Supplies increased mainly due to the increase in volume and purchase prices of various office
supplies.
-
Contracted services increased primarily due to the consolidation of Mang Inasal.
-
Donation increased in 2011 compared 2010 due to higher net income (which was the basis for
the donation made).
-
Security and janitorial decreased due to lower expenses incurred by the domestic and foreign
businesses.
-
Insurance expense increased due to higher property insurance premium rate, increase in
number of stores, upgrade in employees’ car plan and higher number of motor vehicles
insured in 2011 compared to 2010.
-
Advertising and promotions for 2011 increased slightly by 5.1% compared to 2010, but was
lower as a percent of revenues, from 2.3% in 2010 to 2.1% in 2011 as a result of an action
being taken by the Jollibee Group to be more conservative in its marketing spending.
Operating Income
Considering the factors discussed above, operating income for 2011 increased by 8.4% or P302.8
million to P3,902.1 million. However, operating income margin for 2011 was -0.5% points lower
at 6.2% compared to 6.7% in 2010 as higher raw material costs decreased gross profit margin.
Finance Charges
The increase in interest income was primarily due to interests on loans and advances to the Parent
Company’s co-venturer, offset by lower interest income from placements and short term deposits
107
due to the decline in the Jollibee Group’s cash balance. See Note 23 of the accompanying Audited
Consolidated Financial Statements for more information.
The increase in interest expense was primarily due to loans acquired in the fourth quarter of 2010
and the first semester of 2011 for business acquisitions. See Note 23 of the accompanying
Audited Consolidated Financial Statements for more information.
Other Income
Other income for the year was P566.8 million, 8.4% or P52.1 million lower than last year’s other
income of P618.9 million. The decrease was mainly due to foreign exchange loss of P63.6
million in 2011 compared to foreign exchange gain of P37.1 million in 2010, lower income from
pre-termination of operating leases, partially offset by write-off of other liabilities.
Income Taxes
The Jollibee Group’s provision for income tax increased by P130.5 million or 13.4% due to
higher taxable income. Effective tax rate for 2011 was 25.3% compared to the 2010 rate of
23.3% primarily due to the mix of earnings among the Jollibee Group's foreign operations. See
Note 24 of the accompanying Audited Consolidated Financial Statements for details.
Net Income
Net Income Attributable to Equity Holders of the Parent and Earnings Per Share grew versus last
year by 1.1% and 0.6%, respectively. Net Income Attributable to the Equity Holders of the Parent
reached P3,231.7 million while Earnings per Share amounted to P3.138, just slightly above the
amounts in 2010 of P3,197.8 million and P3.118, respectively. The Net Income margin for the
year of 5.2%, however, was lower than the 6.0% registered last year, primarily due to lower
Gross Profit margin, caused by raw material cost increases, partly offset by lower operating
expenses.
Financial Condition
The Jollibee Group’s consolidated total assets as of December 31, 2011 amounted to P38,881.7
million, an increase of 15.2% from P33,746.0 million. The following explain the significant
movements in the asset accounts:
-
The JFC Group’s cash balance decreased by P1,515.2 million or 18.5% to P6,655.3 million
mainly due to capital investments in new stores and logistics center and settlement of bank
loans, partially offset by proceeds from bank loans. The movements in the Jollibee Group’s
cash will be explained further in the cash flow discussion.
-
Receivables increased by P289.7 million or 13.8% to P2,388.6 million. The increase was
primarily due to higher receivables of Mang Inasal which increased by P247.6 million
compared to 2010, directly attributable to higher sales volume arising from expanded store
network. Mang Inasal opened 84 stores in 2011, of which 80 are franchised. Receivable
days improved from 14 days in 2010 to 13 days in 2011.
-
Inventories increased by P725.6 million or 34.0% to P2,860.1 million on account of higher
sales volume, higher cost per unit of major raw materials and higher inventory target level in
108
2011 compared to 2010. The Jollibee Group’s inventory days increased from 29 days in 2010
to 31 days in 2011.
-
Other current assets increased by P186.3 million or 15.9% to P1,354.9 million primarily due
to higher deposits to suppliers and receivables from customers and higher prepaid rent and
other prepayments partially offset by the decline in supplies.
The Jollibee Group’s current ratio as of December 31, 2011 was 1.10:1.00, slightly higher than
year-ago current ratio of 0.99:1.00
-
Available-for-sale (AFS) financial assets decreased by P55.6 million or 31.6% to P120.6
million mainly due to the derecognition of AFS resulting from additional acquisitions of
controlling interests. See Note 9 of the accompanying Audited Consolidated Financial
Statements for more information.
-
Interest in and advances in joint ventures, co-venturers and associate of P3.2 million
pertained to the remaining investment of JFC to Coffeetap Corporation.
-
Property, plant and equipment net of depreciation and retirement amounted to P10,580.4
million from P8,770.5 million due to capital investments in new stores, logistics center in
the Philippines and manufacturing plant in China. See Note 12 to the accompanying Audited
Consolidated Financial Statements for details.
-
Goodwill and other intangible assets amounted to P8,534.6 million, higher by P544.0 million
or 6.8% than the 2010 balance of P7,990.6 million. The increase was mainly due to goodwill
acquired through business combinations related to the following food restaurant concepts:
(Amounts in Million Pesos)
Goodwill acquired in 2011 Business Combinations:
Chowking US Operations 383.9
Chow Fun
154.9
Burger King
5.2
544.0
(For more information on goodwill, see Note 14 to the accompanying Audited Consolidated
Financial Statements)
-
Operating lease receivables decreased by P6.2 million or 18.9% due to pre-termination of
lease contracts of investment properties of the Jollibee Group.
-
Deferred tax assets for 2011 amounted to P967.6 million, arising from tax losses of entities
based in the Philippines and the People’s Republic of China (PRC) which may be carried
forward to future periods, operating lease payables, pension liabilities, excess of Minimum
Corporate Income Tax over Regular Corporate Income Tax and others. See Note 24 to the
accompanying Audited Consolidated Financial Statements for details.
-
Other noncurrent assets increased by P3,133.5 million or 211.2% to P4,617.0 million
primarily due to advances to Viet Thai International Joint Stock Co. (Viet Thai) which
amounted to P2,903.5 million. For additional information regarding advances to Viet Thai,
see Note 15 to the accompanying Audited Consolidated Financial Statements.
109
Consolidated current liabilities amounted to P12,102.4 million, P1,591.4 million or 11.6% lower
than the 2010 year-end balance of P13,693.8 million. The following explain the significant
movements in current liabilities:
-
Trade payables and other current liabilities increased by P992.9 million or 10.8% to
P10,165.6 million primarily due to higher trade payables and other current liabilities, offset
by lower accruals for salaries, wages and employee benefits, advertising and promotions and
decrease in dividends payable.
-
Income tax payable decreased by P13.0 million or 7.8% due to the availment of Optional
Standard Deduction by Zenith, Grandworth and Red Ribbon Holdings in the computation of
regular income tax.
-
Short-term debt decreased by P942.0 million or 51.1% to P900.0 million. Of JFC’s short
term loan of P1,800.0 million acquired in the 4th quarter of 2010, P342.0 million has been
paid in 2011; the remaining balance of P1,500.0 million was converted to long-term debt. On
April 12 2011, JFC entered into an agreement to borrow P900.0 million from The Bank of
Tokyo Mitsubishi, UFC, Ltd. to be paid in one year from drawdown at a fixed interest rate.
For more information, see Note 18 to the accompanying Audited Consolidated Financial
Statements.
-
The current portion of liability for acquisition of businesses decreased by P65.4 million or
38.4% to P104.8 million due to the settlement of half of the 10% hold-out amount (current
portion) for the Mang Inasal acquisition.
-
Current portion of long-term debt decreased by P1,563.8 million or 66.8% primarily due to
the settlement of the Parent Company’s 350 million RMB-denominated loan, offset by loans
maturing in 2012.
Consolidated noncurrent liabilities amounted to P6,556.9 million, 176.6% or P4,186.1 million
higher than the December 31, 2010 balance of P2,370.8 million, mainly due to the following:
-
Long-term debt increased by P3,891.2 million to P3,942.7 million due to bank loans acquired
during the year. On April 12, 2011, JFC’s wholly-owned subsidiary, Jollibee Worldwide Pte.
Ltd. entered into agreements to borrow money from Citibank, N.A. and The Bank of Tokyo
Mitsubishi UFC, Ltd. (Singapore Branch) for US$40 million and US$30 million,
respectively. On December 16, 2011, JFC acquired a 2-year unsecured loan from a local
bank amounting to P1,500.0 million to refinance its loan obligation which was used for the
acquisition of a business.
-
Pension liability increased by P66.6 million or 31.4% to P278.7 million due to adjustments in
actuarial estimates and fair valuation of plan assets.
-
Operating lease payables increased by P176.3 million or 15.1% to P1,343.3 million, arising
from the increase in number of owned stores.
-
Liability for acquisition of a business (net of current portion) increased by P71.1 million or
50.3%. The increase pertains to the remaining balance for the acquisition of 20 Chowking
USA stores by Tokyo Teriyaki Corporation to the Fortune Group.
110
Consolidated stockholders’ equity increased by P2,541.0 million or 14.4% primarily due to the
net income (attributable to equity holders of the Parent) realized in 2011, which amounted to
P3,231.7 million, increase in additional paid in capital by P140.8 million for the stock option
expense and issuance of new shares in relation to the management stock option plan, and the
favorable change of P129.8 million in cumulative translation. This was partially offset by cash
dividends declared during the year which amounted to P1,100.0 million.
Non-controlling interests pertained to the share in net income or loss attributable to the minority
shareholders of various majority owned subsidiaries of JFC. For 2011, non-controlling interests
were higher by P141.8 million or 25.2% compared to 2010 arising from the acquisition of Burger
King and Chow Fun, additional investments of Jollibee Food Processing in 2011 as well as the
share in 2011 net income.
Liquidity and Capital Resources
Cash flows provided by operating activities amounted to P5,880.6 million and P5,504.2 million
for the years ended December 31, 2011 and 2010, respectively. The increase in cash flows from
operating activities was primarily the result of higher income before income tax and favorable
adjustments for non-cash items, partially offset by higher working capital requirements. Income
taxes paid in 2011 compared to 2010 were P138.4 million higher, primarily due to higher taxable
income in 2011.
Cash flows used in investing activities increased by P2,032.5 million or 39.7% to P7,156.8
million in 2011 from P5,124.2 million in 2010. The increase was primarily due to the P2,849.6
million advances to Viet Thai and higher capital expenditures (P3,700.4 million in 2011 and
P2,553.4 million in 2010), offset by lower cash paid for acquisitions.
Cash flows used in financing activities amounted to P238.6 million in 2011 primarily due to
payments of cash dividends and bank debts amounting to P1,196.6 million and P2,721.9 million,
respectively, partially offset by proceeds from the issuance of short term and long-term debts
amounting to P900.0 million and P3,131.0 million, respectively.
Overall, net cash and cash equivalents decreased by P1,515.2 million to P6,655.3 million for the
year ended December 31, 2011.
Discussion of the Jollibee Group's Top Five (5) Key Performance Indicators
System Wide Sales
System Wide Sales is a measure of all sales to consumers both from company-owned and
franchised stores.
System Wide Sales
% Growth vs LY
As of end Dec 2011
P82,170.1 million
17.0%
As of end Dec 2010
P70,254.3 million
10.2%
Revenues
Revenues is a measure of (1) all sales made by the Jollibee Group’s owned stores (both food and
novelty sales);
111
(2) Commissary sales to franchised stores; (3) rental revenues of the JFC Group’s property
division; and, (4) revenues from services rendered by the in-house Construction and Service
Groups.
Revenues
% Growth vs LY
As of end Dec 2011
P62,554.9 million
17.2%
As of end Dec 2010
P53,371.7 million
11.3%
Net Income Margin
Net Income Margin is the ratio of the Jollibee Group’s earnings after interest and tax. This is
computed by dividing net income by total revenues. The quotient is expressed in percentage.
This measures the JFC Group’s return for every peso of revenue earned, after deducting cost of
sales, operating expenses, interests and taxes.
Net Income
% to Revenues
As of end Dec 2011
P3,253.8 million
5.2%
As of end Dec 2010
P3,212.5 million
6.0%
Basic Earnings Per Share (EPS)
EPS is the portion of the Jollibee Group’s profit allocated to each outstanding share of common
stock. This is computed by dividing the net income for the year attributable to the equity holders
of the Jollibee Group by the weighted average outstanding shares during the year, after
considering the retroactive effect of stock dividends declaration, if any. This serves as an
indicator of the Jollibee Group’s profitability.
EPS (Basic)
% Growth vs LY
As of end Dec 2011
P3.138
0.6%
As of end Dec 2010
P3.118
19.5%
Return on Equity (ROE)
ROE is the ratio of the Jollibee Group’s net income (attributable to equity holders of the parent)
to equity (before non-controlling interest). It is computed by dividing net income by average
equity. Average equity is calculated by adding the equity at the beginning of the year to the
equity at year end and dividing the result by two. ROE is a measure of return for every peso of
invested equity. The Jollibee Group also uses ROE for comparing its profitability to that of other
firms in the same industry.
Return on Equity
As of end Dec 2011
17.6%
112
As of end Dec 2010
19.1%
Financial Soundness Indicators
Dec-11
Formula:
Dec-10
Liquidity Ratios
Current Assets
Current Liabilities
1.10
0.99
Total Assets
Total Equity attributable to equity holders of
the Parent Company
1.99
1.97
Total Debt
Total Debt + Equity attributable to equity
holders of the Parent Company
48.9%
48.4%
Net Debt Ratio
Total Debt - Cash and cash equivalents
(Total debt - Cash and cash equivalents) +
equity attibutable to equity holders of the
Parent Company
38.1%
31.6%
Interest Coverage Ratio
Earnings before Interest and Taxes
YTD Interest Expense
15.34
21.82
Solvency Ratio
Net income + depreciation
Total liabilities
0.30
0.32
Debt-Service Coverage
Ratio
Net income
Total liabilities
0.17
0.20
Current Ratio
Financial Leverage Ratios
Asset to Equity Ratio
Debt Ratio
Discussion and Analysis of Material Events and Uncertainties
1. There were no events during the period that will trigger direct or contingent financial
obligation that is material to the Jollibee Group.
2. There were no material off-balance sheet transactions, arrangements, obligations created
during the reporting period.
3. Consolidated actual capital expenditures in 2011 amounted to P3,700.4 million, 44.9% higher
than the 2010 actual expenditures of P2,553.4 million and -26.0% lower than the 2011
budgeted expenditures due to delay in construction of the Jollibee Group’s planned logistic
plant.
The Jollibee Group’s capital expenditures budget was principally used to finance its store
expansions and major renovations, major repairs and upgrades of existing commissaries,
improvements in head office and investments in information technology.
4. Food service operations have both peak and lean seasons. Historically, sales in the second
and fourth quarters are strong due to the summer and the Christmas seasons, respectively.
113
Demand during the first and third quarters usually slackens. The material financial impact of
this seasonality has been considered in the Jollibee Group’s financial forecast.
5. All of the Jollibee Group’s income arose from its continuing operations.
6. Events after Reporting Date:
Dividend Declaration
On April 12, 2012, the Board of Directors (BOD) of JFC approved a regular cash dividend of
P0.58 a share of common stock to all stockholders of record as of May 9, 2012. The cash
dividend is expected to be paid out by May 31, 2012. The cash dividend is 16.0% higher than
the P0.50 regular cash dividend a share declared on April 13, 2011.
Completion of Acquisition of San Pin Wang
On March 9, 2012, Jollibee Worldwide Pte. Ltd. (JWPL), completed its acquisition of 55% of
Guangxi San Pin Wang Food and Beverage Management Company Limited, which operates
the San Pin Wang beef noodle business in South China. The remaining 45% is held by
Guangxi Zong Kai Food Beverage Investment Company Limited (GZK). This acquisition is
pursuant to the framework agreement which was signed on April 30, 2010 and the share
purchase agreement signed on October 26, 2010. JWPL is investing RMB30 million for its
stake in San Pin Wang. As joint venture partners, JWPL and GZK will also place additional
investments totaling RMB 20 million into this fast food chain in anticipation of its expansion.
Appropriation of Retained Earnings
On February 15, 2012, the BOD of the Parent Company approved the appropriation of
additional P3,800.0 million for future expansion. Consequently, the appropriated retained
earnings of the Parent Company will increase from P1,200.0 million to P5,000.0 million.
Completion of Acquisition of Coffee, Asian Food Business
On January 20, 2012, the Parent Company, through its wholly owned subsidiary, Jollibee
Worldwide, completed the acquisition of 50% share of the business of the SuperFoods Group.
This consists of a 49% share in SF Vung Tau Joint Stock Company, organized in Vietnam,
and a 60% share in Blue Sky Holding Limited in HongKong. The acquisition is an
implementation of the Framework Agreement made on May 20, 2011 between the Parent
Company and its partner, Viet Thai International Joint Stock Company (“VTI”). The
Framework Agreement provided for the Parent Company investing a total of P1,096.0 million
for 50% share of the SuperFoods Group. Total investment and advances made in 2011
amounted to P2,830.0 million (See Note 15).
CHANGES IN AND DISAGREEMENT WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE
The Company and all its subsidiaries have adopted and are now fully compliant with the
Philippine Financial Reporting Standards. There is no disagreement with accountants on
accounting and financial disclosure.
114
PART III.
9.
CONTROL AND COMPENSATION INFORMATION
DIRECTORS AND EXECUTIVE OFFICERS OF THE ISSUER
The following Directors of the Company were elected during the stockholders meeting on June
22, 2012, and shall continue to be such until their successors have been elected, and have
qualified:
TONY TAN CAKTIONG
Mr. Tan Caktiong, born in 1953, 60, Filipino, is the Chairman of the Board of Directors of the
Company. He has been a member of the Board since 1978, and is the President and Chief
Executive Officer. He is also a member of the Executive Committee of the Board of Directors.
Other directorships and trusteeships are:
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Fresh N’Famous Foods, Inc.
Mang Inasal Phils., Inc.
Coffeetap Corporation
BK Titans, Inc.
PFN Holdings, Corp.
Perf Restaurants, Inc.
Perf Trinoma, Inc.
Perf MOA Pasay, Inc.
RRB Holdings, Inc.
Red Ribbon Bakeshop, Inc.
Honeybee Foods Corp.
Red Ribbon Bakeshop Inc. (USA)
Doubledragon Properties Corp.
Honeystar Holdings Corp.
Chanceux, Inc.
Jollibee Worldwide Pte. Ltd.
Belmont Enterprises Ventures Ltd.
Jollibee International (BVI) Ltd.
WJ Investments Limited
JSF Investments Pte. Ltd.
Golden Plate Pte. Ltd.
Golden Beeworks Pte. Ltd.
SF Vung Tau Joing Stock Company
Blue Sky Holdings Ltd.
Southsea Binaries Limited
Jollibee Foods Processing Pte. Ltd.
Jollibee (China) Food & Beverage Management Co. Ltd.
Guangxi San Pin Wang Food & Beverage Co. Ltd.
Beijing New Hongzhuangyuan Food & Beverage
Management Co. Ltd.
Shanghai Yong He King Food & Beverage Management
Co. Ltd.
Hangzhou Yonghe Food and Beverage Co. Ltd.
Hangzhou Yongtong Food and Beverage Co. Ltd.
115
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Board Member
Trustee
Trustee
Trustee
Member
Member
Founding Convenor
Tianjin Yong He King Food & Beverage Co. Ltd.
Beijing Yong He King Food and Beverage Co. Ltd.
Shenzhen Yong He King Food and Beverage Co. Ltd.
Wuhan Yonghe King Food and Beverage Co. Ltd.
Jollibee Foods Processing (Anhui) Co. Ltd.
Yong He Holdings Co. Ltd.
Centenary Ventures Limited
Colossus Global Limited
Granite Management Limited
Cosmic Resources Limited
All Great Resources Limited
Eastpower Resources Limited
Eaglerock Developments Limited
Shanghai Belmont Enterprises Management & Adviser
Co. Ltd.
Mainspring Resources Corporation
Mary’s Foods Corporation
Queenbee Resources Corporation
First Gen Corporation
Centregold Corporation
Philippine Long Distance Telephone Company
Temasek Foundation
Asian Institute of Management
St. Luke’s Medical Hospital
Philippine Academy of Sakya, Inc.
Chief Executives Organization, Inc.
World Presidents’ Organization
Philippine Business for Education
WILLIAM TAN UNTIONG
Mr. Tan Untiong, born in 1953, 60, Filipino, has been the Corporate Secretary of the Company
since 1994, and a member of the Board since 1993. He is a member of the Executive, Audit and
Finance Committees of the Board of Directors.
Mr. Tan Untiong has also been the Vice President for Real Estate since 1989.
Other directorships are:
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Coffeetap Copooration
BK Titans, Inc.
RRB Holdings, Inc.
Grandworth Resources Corporation
Zenith Foods Corp.
116
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Doubledragon Properties Corp.
Chanceux, Inc.
JC Properties & Ventures Corporation
Jollimart Corporation
Beeguards Corporation
Zenith Foods Corporation
Antares Holdings, Inc.
Adgraphix, Inc.
Co. Ltd.
Shenzhen Yong He King Food and Beverage Co. Ltd.
ERNESTO TANMANTIONG
Mr. Tanmantiong, born in 1958, 55, Filipino, has been a member of the Board since 1987, and is
presently the Treasurer of the Company. He is also a member of the Executive, Nomination and
Compensation Committees of the Board of Directors.
Mr. Tanmantiong is the Executive Vice-President and Chief Operating Officer (“COO”), JFC
Philippines. The heads of the Jollibee, Chowking, Greenwich and Red Ribbon brands in the
Philippines report to Mr. Tanmantiong in his capacity as COO. Mr. Tanmantiong is also the
point person for the joint ventures (Mang Inasal and Burger King). Additionally, Mr.
Tanmantiong has responsibilities over the Corporate Functions.
Director
Director
Director
Director
Director
BK Titans, Inc.
PFN Holdings, Corp.
Perf Restaurants, Inc.
117
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Commissioner
Director
Commissioner
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Perf Trinoma, Inc.
Perf MOA Pasay, Inc.
Zenith Foods Corp.
Chanceux, Inc.
Adgraphix, Inc.
Jollibee Worldwide Pte. Ltd.
Jollibee International (BVI) Ltd.
Jollibee Hong Kong Ltd.
Hanover Holdings Ltd.
P.T. Jollibee Indonesia
Jollibee Vietnam Co. Ltd.
P.T. Chowking Indonesia
Golden Beeworks Pte. Ltd.
Co. Ltd.
All Great Resources Limited
Tutuban Chow Foods Corporation
Antares Holdings, Inc.
Mary’s Foods Corporation
Centergold Corporation
Winall Holdings Corporation
Beeguards Corporation
ANG CHO SIT
Mr. Ang, born in 1950, 63, Filipino, has been a member of the Board since 1978. He is a member
of the Nomination Committee of the Board of Directors.
118
Director
Director
Director
Director
Director
Director
Venice Corporation
Grandworth Resources Corporation
A-Star Holding Company
Longshore Corporation
Freemont Foods Corp.
ANTONIO CHUA POE ENG
Mr. Chua Poe Eng, born in 1948, 65, Filipino, has been a member of the Board since 1978. He is
a member of the Audit Committee of the Board of Directors.
Chairman, President
Director
Director
Albany Resources Corporation
RET. CHIEF JUSTICE ARTEMIO V. PANGANIBAN
Mr. Panganiban, born in 1936, 76, was elected to the Board of Directors in 2012. Mr.
Panganiban was the Chief Justice of the Philippine Supreme Court from 2005 to 2006.
Concurrent with his position as Chief Justice, he was also the Chairperson of the Presidential
Electoral Tribunal, the Judicial and Bar Council and the Philippine Judicial Academy.
Mr. Panganiban is a member of the Executive and Compensation Committees and is the
Chairman of the Nomination Committee.
Other directorships and affiliations are:
Independent Director
Independent Adviser
Senior Adviser
Chairman, Board of Advisers
Chairman, Board of Trustees
President
Adviser
Adviser
Meralco
Petron Corporation
Bank of the Philippine Islands
First Philippine Holdings Corp.
Metro Pacific Tollways Corp.
Metro Pacific Investment Corp.
GMA Holdings
Asian Terminals
Robinsons Land Corp.
Philippine Long Distance Telephone Co.
(PLDT)
Metropolitan Bank and Trust Company
Metrobank Foundation
Foundation for Liberty and Prosperity; and
Philippine Dispute Resolution Center, Inc.
Manila Cathedral – Basilica Foundation
Mapua Blue Falcon Honor Society
Dela Salle University College of Law
119
Adviser
Adviser
Adviser
Asian Institute of Management Corporate
Governance Center
World Bank
Johann Strauss Society
FELIPE B. ALFONSO
Mr. Alfonso, born in 1937, 8 76, Filipino, has been was a member of the Board since 1995, and
was an Independent Director of the Company. Mr. Alfonso was a member of the Executive and
Audit Committees of the Board of Directors and chairs the Compensation Committee.
Mr. Alfonso was Vice Chairman of the Board of Trustees of the Asian Institute of Management.
Other directorships, trusteeships and affiliations were:
Vice Chairman, Board of
Trustees, Executive Director
Director
Director
Director
Chairman, Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Member
Co-Vice Chair, Executive
Committee
Chairman
Founding Governor and
Chairman
Trustee
Trustee
Trustee
President
Trustee
Trustee
Asian Institute of Management Scientific Research
Foundation, Inc.
AIG Global Fund, Inc.
Andorra Ventures Corporation
Bacnotan Consolidated Industries, Inc.
e-Meralco Ventures, Inc.
First Philippine Realty Corporation
First Private Power Corporation
Franklin Baker Company of the Philippines
Lopez Holdings Corporation
PHILAM Bond Fund, Inc.
PHILAM Dollar Bond Fund, Inc.
PHILAM Managed Income Fund, Inc.
PHILAM Fund, Inc.
Strategic Growth Fund, Inc.
Philippine Investment Management, Inc.
RP Thailand Business Council
Philippine Malaysia Business Council
STI, Inc.
STI – Information and Communications Technology
Academy
Coca-Cola Foundation of the Philippines
First Philippine Conservation, Inc.
Knowledge Channel Foundation, Inc.
Lopez Group Foundation, Inc.
Philippine Foundation for Global Concerns, Inc.
STI Foundation
MONICO JACOB
Mr. Jacob, born in 1945, 68, Filipino, has been a member of the Board since 2001. Mr. Jacob is
an Independent Director and is a member of the Finance of the Board of Directors. He is also the
chair of the Audit Committee.
8
Mr. Alfonso passed away on Friday, April 5, 2013.
120
President and Chief Executive Officer
Concurrent Chairman
Chairman
Chairman
Director
Director
Director
Director
Director
STI Education Services Group
Informations
and
Communications
Technology Academy (iAcademy)
PhilPlans First, Inc.
Philhealth First, Inc.
Global Resource for Outsourced Workers,
Inc.
Accent/STI Banawe Management, Inc.
Advent Capital and Finance Corporation
Mindanao Energy Systems
Phoenix Petroleum Philippines
Philippine Dealing Systems
STI-Universal Workers, Inc.
CEZAR P. CONSING
Mr. Consing, born in 1960, 52, Filipino, was elected as an Independent Director of the Company
in 2010. He is the chair of the Finance Committee of the Board of Directors.
Mr. Consing was appointed president of the Bank of the Philippine Islands effective April 18,
2013. Mr. Consing was a partner with The Rohatyn Group, a New York-based investment
management company, and was an investment banker with J.P. Morgan & Co. from 1985 to
2004.
Director
Director
Director
Director
Director
Premier Development Bank
Bank of the Philippine Islands
CIMB Group Holdings
CIMB Group And. Berhad
First Gen Corporation
Independent Adviser – Board of Directors
Mr. Washington SyCip is an Independent Adviser to the JFC Board of Directors.
CORPORATE OFFICERS
Effective January 1, 2013, the Corporate Officers are Messrs. Tony Tan Caktiong, Ernesto
Tanmantiong, William Tan Untiong, Ysmael V. Baysa, John Victor Tence and Daniel Rafael
Ramon Z. Gomez.
YSMAEL V. BAYSA
Mr. Baysa, born in 1956, 58 Filipino, is the Company’s Vice-President for Corporate Finance,
Chief Finance Officer and Compliance Officer. He joined the Company in 2003. Previously, Mr.
Baysa was Senior Vice-President for Financial Comptrollership, Human Resources and Corporate
Planning of Union Bank. He was also Finance Director of Procter & Gamble from 1993 to 2001.
121
JOHN VICTOR R. TENCE
Mr. Tence, born in 1954, 59, Filipino, is the Vice-President for Corporate Human Resources. He
joined the Company in 2003. He was formerly the Global HR Director of ON (formerly
Motorola) Semiconductor for 20 years.
DANIEL RAFAEL RAMON GOMEZ
Mr. Gomez, born in 1972, 40, Filipino, is the Vice-President for Corporate Marketing and Chief
Marketing Officer. He joined the Company in July 2008. He was previously Managing Director
for Skin, Deodorants and Home Care of Unilever Philippines and prior to that, Category Director
for Skin & Deodorants in the same company.
VALERIE FERIA AMANTE
Ms. Amante, born in 1974, 38, Filipino is the Assistant Corporate Secretary of the Company. She
is also Assistant Vice-President and Head of Corporate Legal. She joined the Company in
January 2007. She was previously connected with Ayala Land, Inc. and previous to that, SyCip
Salazar Hernandez & Gatmaitan.
HEADS OF LOCAL BUSINESS UNITS
Following are the heads of the Company’s local business units:
JOSE MA. A. MINANA, JR.
Mr. Minana, born in 1964, 48, Filipino, is the President of Jollibee Business Unit (Philippines).
He joined the Company in 2000 and was previously the National Business Unit Head of the
Jollibee Business Unit.
JOSEPH TANBUNTIONG
Mr. Tanbuntiong, born in 1963, 50, Filipino joined the Company in 1993. Mr. Tanbuntiong was
previously Head of the Jollibee Business Unit’s Restaurant Systems and Quality Management.
He was appointed President of the Red Ribbon Philippines Business Unit effective April 16,
2008.
FERNANDO S. YU, JR.
Mr. Yu, born in 1967, 45, Filipino, is the General Manager of the Chowking Business Unit
effective as of October 16, 2011. He joined the Company in 2004. He was previously the
President of the Greenwich Business Unit and, before that, Head of the Metro Manila-South
Regional Business Unit of the Jollibee Business Unit.
FRANCIS ALDWIN FLORES
Mr. Flores, born in 1976, 36, Filipino, is the General Manager of the Greenwich Business Unit
effective as of October 1, 2011. He joined the Company in 2007. Prior to his designation as
General Manager of the Greenwich Business Unit, Mr. Flores was Assistant Vice-President for
Marketing of Jollibee USA and, before that, Marketing Head of Greenwich Business Unit.
122
JUSTO S. ALANO III
Mr. Alano, born in 1965, 47, Filipino, is the General Manager of the Mang Inasal Business Unit
effective as of February 1, 2012. He joined the Company in 2006 and was formerly the Head of
the Metro Manila-North Regional Business Unit of the Jollibee Business Unit.
LEILA F. ACOSTA
Ms. Acosta, born in 1967, 46, Filipino, is the Managing Director of the Burger King Business
Unit effective as of May 28, 2012. She joined the Company in 1999 and was formerly one of the
Operations Directors of the Jollibee Business Unit.
HEADS OF INTERNATIONAL BRANDS
Following are the officers of the Company’s international brands:
ANDREW TAN
Mr. Tan, born in 1956, 58, was President and Chief Executive Officer of the Company’s Yonghe
King brand in China from June 2007 until August 2012. Mr. Tan was previously connected with
McDonald’s Singapore as Operations Manager of McDonald’s Nanjing in 1995, General
Manager in 1997, Regional Manager for East China in 1999, and finally, Vice President and
General Manager of the North Region in 2005.
RAYMOND SU
Mr. Su, born in 1968 born in 1956, 45, took over as President of the Yonghe King brand in China
in August 2012. Mr. Su was previously the Executive Vice-President of TESCO, East Region
and, prior to that, was connected with Procter & Gamble.
DR. POLLY YANG (CHUAN HUA YANG)
Dr. Yang, born in 1967, 46, is the Vice President for Research and Development since 2008.
Prior to this, Dr. Yang was a Professor in the Department of Restaurant, Hotel and Institutional
Management in Fu Jen Catholic University.
MAGGIE ZHANG
Ms. Zhang, born in 1970, 42, was the General Manager of the Hongzhuangyuan brand which the
Company acquired in 2008. She was previously the Market Director of Yonghe King brand.
PAUL LAI
Mr. Lai, born in 1964, 48, took over as President of the Hongzhuangyuan brand in China in June
2012. Prior to this, Mr. Lai was the General Manager of the SSP Shanghai Co. Ltd from 2001 to
2012.
123
FRANKIE TAN CHIEWKUANG
Mr. Tan, born in 1956, 56, is currently the President of Jollibee Foods Processing Pte. Ltd. 9 Mr.
Tan was previously the Chief Executive Officer of Country Foods Hongkong in 2009 and,
concurrently, Senior Vice President (Special Projects) of SATS Limited.
DU HAN
Mr. Du, born in 1964, 49, is currently the President of Guangxi San Pin Wang Food and
Beverage Management Co. Ltd. 10 Mr. Du was previously the President and General Manager of
Nanning San Pin Wang Food and Beverage Management Co., Ltd.
HEADS OF CORPORATE SERVICES
BENIGNO M. DIZON
Mr. Dizon, born in 1957, 56, Filipino, has been Vice-President for Corporate Engineering since
2004. He was previously Assistant Vice-President for Engineering, and manager of the
Construction and Design Department.
WILLIAM S. LORENZANA, JR.
Mr. Lorenzana, born in 1957, 56, Filipino, is the President of the Zenith Business Unit
(commissary). He joined the Company in 2005 and was previously the Assistant Vice President
for Logistics and Physical Distribution of United Laboratories, Inc.
ANASTACIA S. MASANCAY
Ms. Masancay, born in 1954, 59, Filipino, is the Vice-President for Corporate Audit and Other
Businesses. Prior to this, Ms. Masancay held the positions of Vice-President for Comptrollership
and Tax Management, Assistant Vice-President for Corporate Accounting, and Corporate
Accounting Manager.
SUSANA K. TANMANTIONG
Ms. Tanmantiong, born in 1958, 55, Filipino, is the Purchasing Vice-President of the Company.
She joined the Company in 1984, and previously held the positions of Assistance Vice-President
for Purchasing, Purchasing Manager and Purchasing Assistant Manager.
LAURO C. MATIAS
Mr. Matias, born in 1962, 50, Filipino, is the head of Information Management and Chief
Information Officer. He joined the Company in November 2010. Prior to this, Mr. Matias held
leadership roles in the Sinarmas Group as Vice President and Chief IT Advisor.
LIWAYWAY T. MATEO
Ms. Mateo, born in 1966, 46, is the Vice-President for Corporate Quality Management.
9
10
Please see notes on commissary, infra page 5.
Please see notes on page 3.
124
ERLINDA F. CASTRO
Ms. Castro, born in 1957, 56, Filipino, is the branch head of Jollibee Worldwide Services, the
Company’s shared services arm. She joined the Company in March 2006. Prior to this, she was
an Associate Director in the Manila Service Center of Procter & Gamble’s Shared Services in
Asia where she headed various accounting service functions.
GRACE A. TAN CAKTIONG
Ms. Tan Caktiong, born in 1949, 63, Filipino, is the President of the Jollibee Group Foundation,
Inc. since 2004. She was previously connected with the Company as head of the Information
Technology Division. Ms. Tan Caktiong brings to the Foundation her extensive experience in
business management and leadership in socio-civil activities.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Tony Tan Caktiong, Ernesto Tanmantiong, William Tan Untiong and Joseph Tanbuntiong are
brothers. Ang Cho Sit is the brother-in-law of Tony Tan Caktiong. Susana K. Tanmantiong is
the wife of Ernesto Tanmantiong, and sister-in-law of Tony Tan Caktiong and William Tan
Untiong. Antonio Chua Poe Eng is the brother-in-law of Tony Tan Caktiong, Ernesto
Tanmantiong and William Tan Untiong. Grace A. Tan is the wife of Tony Tan Caktiong.
Some of the Company’s directors own franchises or have minority interests in companies which
own and operate franchised stores of the Company. All such franchises are subject to contracts
which have been entered into in on an arms-length basis and on terms similar to those granted to
other franchisees.
INVOLVEMENT IN LEGAL PROCEEDINGS
Neither the Company nor any of its directors or officers were involved in any bankruptcy petition,
or have been convicted by final judgment by any court, or have been subject to any order,
judgment or decree or have violated a securities or commodities law within the past five (5)
years.
125
10.
Executive Compensation
Name and Position
Year
Salary (PhP)
Bonus (PhP)
Total
(PhP)
Tony Tan Caktiong
Chairman, President and Chief
Executive Officer
Ernesto Tanmantiong
Treasurer, Executive Vice-President
and Chief Operating Officer
2011
65,145,940
24,162,295
89,308,235
Joseph Tanbuntiong
President – Red Ribbon Business
2012
51,672,391
28,307,475
79,979,866
Ysmael V. Baysa
Chief Finance Officer
2013*
55,759,040
32,242,806
88,001,846
2011
205,961,663
69,968,749
275,930,411
2012
203,384,384
76,411,441
279,795,825
2013*
218,686,566
93,285,778
311,972,344
Jose Maria A. Minana
President – Jollibee Business Unit
All other officers and directors as a
group unnamed
* Estimate
COMPENSATION OF DIRECTORS
Standard Arrangements
Directors of the Company receive a per diem of PhP60,000.00 for attendance in a Board meeting.
Board meetings are scheduled quarterly. A director who attends all regular meetings earns a total
of PhP240,000.00 annually. In addition, the Company instituted a performance-based incentive
for its directors. The incentive shall be determined by the Compensation Committee.
Other Arrangements
The Company has no other arrangements pursuant to which a director is compensated or to be
compensated, directly or indirectly.
Employment Contracts
The Company maintains standard employment contracts with executive officers. The contracts
provide for annual salary increases and bonuses. Other than these employment contracts, there
are no special compensatory plans or arrangements which results from the resignation, retirement
or any other termination of employment of executive officers other than the Company’s
retirement plan which is made applicable to all of the Company’s employees.
126
Senior Management Stock Option and Incentive Plan [Please see page 89]
Outstanding Warrants
There are no outstanding warrants held by the Chief Executive Officer, other officers and
directors as a group.
11.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
(A)
SECURITY OWNERSHIP OF CERTAIN RECORD AND BENEFICIAL OWNERS
Title of
Class
Name and Address of Record
Owner
Common
6th Floor Jollibee Center
San Miguel Ave., Pasig City
Common
PCD Nominee Corporation
G/F Makati Stock Exchange
6767 Ayala Ave., Makati City
Common
6th Floor Jollibee Center
San Miguel Ave., Pasig City
11
Name of Beneficial
Owner and
Relationship with
Record Owner
Majority of the shares
in Hyper Dynamic
Corporation are
owned or controlled
by Tony Tan Caktiong
and certain relatives
within the second
degree of
consanguinity or
affinity.
Approximately
646,528 scripless
shares lodged with
Deutsche Regis
Partners Inc. are
owned by Queenbee
Resources
Corporation, a special
purpose vehicle which
is the issuer of
warrants over such
shares.
in Hyper Dynamic
Corporation are
owned or controlled
by Tony Tan Caktiong
and certain relatives
within the second
degree of
consanguinity or
affinity.
Net of indirect shares of JFC directors and officers.
127
Citizenship
No. of Shares
Held
Percent
Filipino
273,218,750
26.14
NonFilipino
305,311,830 11
29.21
Filipino
127,743,747
12.22
Title of
Class
Name and Address of Record
Owner
Common
PCD Nominee Corporation
G/F Makati Stock Exchange
6767 Ayala Ave., Makati City
Winall Holding Corporation
Common
(B)
Name of Beneficial
Owner and
Relationship with
Record Owner
in Winall Holding
Corporation are
owned or controlled
by certain relatives
within the fourth
degree of
consanguinity or
affinity.
Citizenship
No. of Shares
Held
Percent
Filipino
73,113,730 12
6.99
Filipino
54,140,736
5.18
Security Ownership of Management
The common shares of the Company owned by its directors are as follows
Name and Position
Citizenship
Tony Tan Caktiong
Chairman, President and
Chief Executive Officer
Filipino
Ernesto Tanmantiong
Treasurer, Executive VicePresident and Chief
Operating Officer
Filipino
William Tan Untiong
Corporate Secretary and
Vice-President for Real
Estate
Filipino
Ang Cho Sit
Director
Antonio Chua Poe Eng
12
Nature of
Beneficial
Ownership
Number of
Shares
Percent of
Class
Direct Indirect
(through
Deutsche)
14,715,203
Direct
Indirect
(through
Deutsche)
4,178,951
Direct
Indirect
(through
Deutsche)
6,607,722
Filipino
Direct
Indirect
(through
Deutsche)
11
Total: 0.0%
Filipino
Direct
1
Total: 0.3%
Net of indirect shares of JFC directors and officers.
128
Total: 1.46%
564,000
Total: 0.44%
457,019
Total: 0.66%
279,667
Name and Position
Citizenship
Director
C.J. Artemio V.
Panganiban
Director
Felipe B. Alfonso
Director
Monico Jacob
Director
Cezar P. Consing
Director
Filipino
Filipino
Filipino
Filipino
Nature of
Beneficial
Ownership
(Indirect
through
Honeyworth) 13
Number of
Shares
Percent of
Class
2,713,815
Direct
0
Indirect
(through
Deutsche)
1
Direct
Indirect
(through
Deutsche)
1
Direct
Indirect
(through
Deutsche)
100
Direct
Indirect
(through
Deutsche)
1
Total: 0.0%
Total: 0.0%
0
Total: 0.0%
0
Total: 0.0%
0
The common shares of the Company’s corporate officers are:
Name and Position
Citizenship
Ysmael V. Baysa
Chief Finance Officer,
Vice President for
Corporate Finance
Filipino
John Victor R. Tence
Vice President for
Corporate Human
Resources
Filipino
Daniel Rafael Ramon
Gomez
Vice President for
Filipino
13
Nature of
Beneficial
Ownership
Number of
Shares
Direct
Indirect
(through
Deutsche
511,667
Direct
Indirect
(through
Deutsche
100,000
Direct
0
Indirect
As disclosed in Antonio Chua Poe Eng’s SEC Form 23-B.
129
Percent of Class
Total: 0.1%
0
Total: 0.0%
38,095
Total: 0.0%
Name and Position
Citizenship
Corporate Marketing
Nature of
Beneficial
Ownership
(through
Deutsche
Number of
Shares
Percent of Class
0
The common shares of the Heads of the Local Business Units are:
Name and Position
Citizenship
Nature of
Beneficial
Ownership
Number of
Shares
Percent of Class
Jose Ma. A. Minana Jr.
President, Jollibee
Philippines
Filipino
Direct
Indirect
(through
Deutsche
102,398
Total: 0.0%
Joseph Tanbuntiong
President, Red Ribbon
Business Unit
Filipino
Direct
Indirect
(through
Deutsche
14,630
Fernando S. Yu, Jr.
General Manager,
Chowking Business Unit
Filipino
Direct
Indirect
(through
Deutsche
0
Francis Aldwin E. Flores
General Manager,
Greenwich Business Unit
Filipino
Direct
Indirect
(through
Deutsche
0
Justo S. Alano III
General Manager, Mang
Inasal Business Unit
Filipino
Direct
Indirect
(through
Deutsche
0
Leila F. Acosta
Managing Director,
Burger King Business Unit
Filipino
Direct
Indirect
(through
Deutsche
6,197
114,000
Total: 0.0%
0
Total: 0.0%
0
Total: 0.0%
0
Total: 0.0%
0
Total: 0.0%
0
The common shares of the Heads of Corporate Services are:
Name and Position
Benigno M. Dizon
Citizenship
Filipino
Nature of
Beneficial
Ownership
Direct
130
Number of
Shares
52,514
Percent of Class
Total: 0.0%
Name and Position
Citizenship
Vice President for
Engineering
William S. Lorenzana Jr.
Vice President for
Corporate Supply Chain
Filipino
Anastacia S. Masancay
Vice-President for
Corporate Audit
Filipino
Susana K. Tanmantiong
Vice-President for
Corporate Purchasing
Filipino
Lauro C. Matias
Vice President for
Corporate Information
Management
Filipino
Liwayway Mateo
Vice President for
Corporate Quality
Management
Filipino
Erlinda F. Castro
Branch Head, Jollibee
Worldwide Services; Head
– Shared Services
Filipino
(C)
Nature of
Beneficial
Ownership
Indirect
(through
Deutsche
Number of
Shares
Percent of Class
0
Direct
Indirect
(through
Deutsche
83,334
Direct
Indirect
(through
Deutsche
300,000
Direct
Indirect
(through
Deutsche
560,857
Direct
Indirect
(through
Deutsche
0
Direct
Indirect
(through
Deutsche
4,500
Direct
Indirect
(through
Deutsche
0
Total: 0.0%
0
Total: 0.0%
186,000
Total: 0.1%
138,000
Total: 0.0%
0
Total: 0.0%
0
Total: 0.0%
0
VOTING TRUST AGREEMENTS
There are no voting trust agreements granting any person the right to exercise the voting rights of
a holder of 5% or more of a class of shares.
(D)
CHANGES IN CONTROL
There are no arrangements which may result in a change in control of the Company.
131
12.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Some of the Company’s directors own franchises or have minority interests in companies which
own and operate franchised stores of the Company. All such franchises are subject to contracts
which have been entered into on an arms-length basis and on terms similar to those granted to
other franchisees.
The Company has no parent company.
The Company has no transaction with promoters.
PART IV.
13.
CORPORATE GOVERNANCE
CORPORATE GOVERNANCE
The Company has adopted a Manual of Corporate Governance (“Manual”) which was filed with
and duly approved by the SEC. Under the terms of the Manual, the Company is required to
measure compliance by the Board of Directors and management with the terms of the Manual.
Pursuant to the Manual, the Compliance Officer is required annually to prepare a self-rating
report on the extent of the Company’s compliance with the Manual, explaining reasons for
deviation, if any.
On April 1, 2013, the Company submitted its duly-accomplished Disclosure Template for the
Corporate Governance Guidelines for Listed Companies to the Philippine Stock Exchange.
PART V.
EXHIBITS AND SCHEDULES
Please see annexes hereto.
132

SECURITIES AND EXCHANGE COMMISSION

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