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OMN - Omnia Holdings Limited - Reviewed Provisional Results for the Year

Release Date: 23/06/2009 08:00:07      Code(s): OMN
OMN - Omnia Holdings Limited - Reviewed Provisional Results for the Year        
                             Ended 31 March 2009                                
OMNIA HOLDINGS LIMITED                                                          
(Incorporated in the Republic of South Africa)                                  
Registration number 1967/003680/06                                              
JSE code OMN & ISIN ZAE000005153                                                
("Omnia" or "the Group")                                                        
Reviewed provisional results for the year ended 31 March 2009                   
- Revenue increased by 51% to R11 billion                                       
- Net profit for the year increased by 57% to R491 million                      
- Basic earnings per share increased by 54% to 1107,4 cents                     
- Headline earnings per share increased by 54% to 1114,2 cents                  
- Capitalisation award of 150 cents per share brings the total                  
 dividend to 250 cents for the year, representing an increase of                
25% from the prior year                                                        
Condensed Consolidated Income Statement                                         
for the year ended 31 March 2009                                                
                                         Reviewed        Audited                
Rm                                        2009     %      2008                  
Revenue                                   11 111   51      7 340                
Cost of sales                             (9 045)  55     (5 841)               
Gross profit                              2 066    38      1 499                
Operating expenses                        (1 189)  30     (915)                 
Operating profit                          877      50     584                   
Net finance cost                          (164)    46     (112)                 
?Interest paid                            (210)    47     (143)                 
?Interest received                        41       64     25                    
?Forex gain                               5        (17)   6                     
Income from associate                     5               -                     
Profit before taxation                    718      52     472                   
Taxation                                  (227)    43     (159)                 
Net profit for the year                   491      57     313                   
Attributable to:                                                                
-?Equity holders of the Company           491      55     317                   
-?Minority interest                       -               (4)                   
                                         491             313                    
Basic earnings per share (cents)          1 107,4  54      718,2                
Fully diluted basic earnings per share    1 062,2  54      687,9                
Final dividend paid per share (cents) in   117,0   30      90,0                 
respect of prior year                                                           
Interim dividend per share (cents) paid    100,0   20      83,0                 
in respect of current year                                                      
Weighted average number of shares in      44 316           44 132               
issue (`000)                                                                    
Weighted average number of fully diluted   46 204          46 073               
shares in issue (`000)                                                          
Number of shares in issue (`000)          44 370          44 263                
Condensed Consolidated Balance Sheet                                            
as at 31 March 2009                                                             
Reviewed        Audited                
Rm                                        2009     %      2008                  
Property, plant and equipment             1 114    15     965                   
Intangible assets                         517      -      517                   
Investments                               41       37     30                    
Deferred taxation                         14       75     8                     
Current assets                            4 071    39      2 919                
5 757   30      4 439                 
Equity and liabilities                                                          
Shareholders` equity                       2 137   35      1 581                
Deferred taxation                         118      13     104                   
Non-current liabilities                   671      133    288                   
Current liabilities                        2 831   15      2 466                
                                          5 757   30      4 439                 
Net interest-bearing debt                 952      111    451                   
Net asset value per share (Rand)           48,16   35      35,72                
Capital expenditure                                                             
Depreciation                              101             71                    
Amortisation                              21              21                    
Incurred                                  258             284                   
Authorised and committed                  9               -                     
Authorised but not contracted for         91              102                   
Condensed Consolidated Cash Flow Statement                                      
for the year ended 31 March 2009                                                
                                         Reviewed        Audited                
Rm                                        2009            2008                  
Operating profit                          877             584                   
Depreciation and amortisation             122             92                    
Adjustment for non-cash items              54             13                    
Utilised by working capital               (744)           (138)                 
                                         309             551                    
Interest paid                             (210)           (143)                 
Interest received                         41              25                    
Taxation paid                             (283)           (134)                 
(Utilised)/generated by operations        (143)           299                   
Cash outflow from investing activities    (257)           (413)                 
Cash inflow from financing activities     389             323                   
Dividends paid                            (96)            (76)                  
Net (decrease)/increase in cash           (107)           133                   
Net overdraft at beginning of year        (103)           (234)                 
Effects of exchange rate movements        (4)             (2)                   
Net overdraft at end of year              (214)           (103)                 
Statement of Changes in Shareholders` Equity                                    
Ordinary Shareholders` Equity                                      
             Stated   Treasury  Other    Re-       Min-                         
                                         tained    ority                        
Rm            capital  shares    reserves earnings  interest Total              
At 31 March   201      (16)      36        1 027    2         1 250             
Net profit                                317       (4)      313                
for the year                                                                    
ended 31                                                                        
March 2008                                                                      
Increase in                      65                          65                 
Share-based                      26                          26                 
Treasury               3                                     3                  
shares sold                                                                     
Ordinary                                  (76)               (76)               
At 31 March   201      (13)      127       1 268    (2)       1 581             
Net profit                                491                491                
for the year                                                                    
ended 31                                                                        
March 2009                                                                      
Increase in                      127                         127                
Share-based                      32                          32                 
Treasury               2                                     2                  
shares sold                                                                     
Ordinary                                  (96)               (96)               
At 31 March   201      (11)      286       1 663    (2)       2 137             
Other Reserves                                                                  
Rm                                          2009        2008                    
Reserves comprise of:                                                           
Net discount arising on acquisition of      3            3                      
shares of subsidiaries                                                          
Foreign currency translation reserve        206          79                     
Share-based payment reserve                 77           45                     
286          127                     
Segmental Analysis for the year ended 31 March 2009                             
                                  Reviewed  % of  Audited  % of                 
Rm                                 2009      total 2008     total               
Revenue, net of intersegmental      11 111   100    7 340   100                 
?Chemicals                          4 528    41     3 334   45                  
?Mining                             2 111    19     1 281   17                  
?Agriculture                        4 472    40     2 725   38                  
Operating profit                   877       100   584      100                 
?Chemicals                         198       23    148      25                  
?Mining                            269       31    125      21                  
?Agriculture                       410       46    311      54                  
Reconciliation of headline earnings                                             
                                          Reviewed       Audited                
Rm                                         2009     %     2008                  
Net profit for the year                    491            317                   
Loss on disposal of fixed assets           -              2                     
Impairment of assets                       3              -                     
Headline earnings                          494      55    319                   
Headline earnings                                                               
Headline earnings is 1 114,2 cents per share                                    
(2008: 724,5 cents per share)                                                   
Diluted headline earnings is 1 068,7 cents per share                            
(2008: 694,0 cents per share)                                                   
Accounting policies                                                             
The Group results are reported in accordance with International Financial       
Reporting Standards (IFRS).                                                     
The condensed consolidated financial statements for the year ended 31 March     
2009 were prepared in accordance with IAS 34 - Interim Financial Reporting,     
AC500 Standards as issued by the Accounting Practices Board, the requirements   
of the Companies Act of South Africa and in compliance with the Listing         
Requirements of the JSE Limited. The condensed consolidated financial           
statements do not include all of the information required by IFRS for full      
annual financial statements.                                                    
The principal policies used in the preparation of the results for the year      
ended 31 March 2009 are consistent with those applied for the year ended 31     
March 2008.                                                                     
A dividend of 117 cents per share was declared on 13 June 2008 in respect of    
the earnings of the previous financial year. This dividend is reflected in      
the current year to 31 March 2009. In addition an interim dividend of 100       
cents per share was declared on 26 November 2008 in respect of the current      
Capitalisation award of 150 cents per share brings the total dividend to 250    
cents for the year, representing an increase of 25% from the prior year.        
Review opinion                                                                  
The Group`s auditors, PricewaterhouseCoopers Inc., have reviewed the            
condensed consolidated financial information for the year ended 31 March 2009   
contained in this report. The unmodified review opinion is available for        
inspection at the company`s registered office during normal business hours.     
The future minimum lease payments under non-cancellable operating leases are    
R17 million (2008: R23 million) within one year, R22 million (2008: R21         
million) between two and five years and R1 million (2008: R1 million) later     
than five years, giving a total of R40 million (2008: R45 million).             
An annual impairment test on the balance of goodwill has been performed at 30   
September 2008 and updated 31 March 2009. No impairment loss has occurred.      
Omnia is a diversified and specialist chemical services company which           
provides customised solutions in the chemical, mining and agriculture           
markets. The notable performance for the year ended 31 March 2009 was           
underpinned by the fundamental benefits arising from the balanced businesses    
created by the Group`s diversified business model.                              
The year under review is characterised by unprecedented market conditions, in   
that it reflects neither the typical trading nor growth patterns experienced    
in previous years, and can best be described as a year of two distinctly        
different halves. This was clearly illustrated in the Agriculture division,     
in which spiralling raw material input costs resulted in similar increases in   
the division`s selling prices. Volumes and revenue grew exponentially in the    
first half as farmers, uncertain of what the future held, stockpiled            
fertilizer. The unexpected situation proved shortlived, however, as an          
equally dramatic reversal in input costs saw volumes and revenue decline        
significantly in the second half on the back of the acute reversal in selling   
prices. Traditionally Omnia`s fertilizer sales peak is in the second half of    
the year but this, therefore, did not materialise in the year under review.     
The review period also brings to a close the five year target set for           
management by shareholders in 2004. This target was to achieve a 10% real       
growth in earnings per annum over the five years that ended 31 March 2009. It   
is pleasing to report that the target has been exceeded by a comfortable        
margin. This is the third successive five year target that has been achieved    
by Omnia`s management, emphasising the real growth of the Group over the past   
fifteen years.                                                                  
Notwithstanding the dramatic decline in commodity prices that has taken         
place, Omnia`s businesses all remain well positioned to grow in the years       
ahead and stand to benefit from ongoing positive trends.                        
One example of this lies in the growing shortage of potable water, which has    
for some time emerged as a major concern in the 21st century. Omnia`s           
acquisition last year of Zetachem, a chemical company that supplies custom      
designed water treatment chemicals used in the purification of water is,        
therefore, not only complementary to the Group`s existing chemicals business,   
but marks Omnia`s intention to become a major participant in the water care     
industry. The critical importance of uncontaminated water will see the demand   
for specialised chemical solutions in water treatment increase exponentially.   
Another fundamental facet of the macro economic environment which exercises     
the Group`s attention is the continuing drive for alternative energy. Strong    
demand for coal has been sustained by Eskom, which is dependent on coal fired   
technology. Recent announcements have indicated that an additional 40 coal      
mines are needed in South Africa by 2020 to meet the expected demand for        
electricity. In the wake of the ever increasing burning of fossil fuels,        
however, concerns over global warming are driving the demand for more eco-      
friendly sources of energy. Omnia is well placed to provide biofuels with its   
interests in jatropha in Zambia where research in the agronomics of the plant   
as well as the subsequent production of biofuels is being undertaken.           
There has also been a renewed focus worldwide on cleaner nuclear energy as an   
alternative to coal-generated power. Omnia is also well placed to benefit       
from this new development, which is poised to grow at an accelerated pace, by   
virtue of its involvement in the supply of explosives and mining chemicals to   
uranium mining activities in southern Africa.                                   
The strategic importance of agriculture and related food security has taken     
on a new emphasis with the growing world population and changing dietary        
habits in the developing world. In the face of relatively low grain stocks,     
agriculture will be required to increase yields per hectare significantly,      
introduce innovative production practices and address the challenges caused     
by increasing urbanisation, which has reduced the arable land available for     
cultivation. In Africa it is imperative that countries are made self            
sufficient in food production by using available arable land effectively.       
Omnia, with its agronomic expertise and extensive research and development      
activities, is well placed to work with Government, agricultural bodies and     
sector experts to achieve this goal.                                            
FINANCIAL REVIEW                                                                
Revenue for the year increased by 51% to R11 billion (2008: R7 billion) while   
net profit increased by 57% to R491 million (2008: R313 million). Basic         
earnings per share rose to 1107,4 cents per share (2008: 718,2 cents per        
share), reflecting a 54% increase. Headline earnings per share increased by     
54% to 1 114,2 cents (2008: 724,5 cents).                                       
Operating expenses net of other income increased by 30% to R1,2 billion         
(2008: R915 million) reflecting the increased level of activity. The 30%        
expenses increase is, however, below the revenue growth as focus on             
containing costs remains a priority.                                            
The Group commenced generating carbon credits (CER`s) with the commissioning    
of its "EnviNox" plant over a year ago. It was anticipated that some R30        
million would have been realised from the sale of these CER`s in the year       
under review. The verification of the credits by independent international      
auditors, however, took substantially longer and was much more involved than    
was anticipated with the result that, together with the uncertainty regarding   
the tax treatment of these credits, the decision was made to hold over the      
sale to the coming year. By the end of January 2009 503 000 CER`s had been      
audited with subsequent production due to be audited shortly. These CER`s are   
carried forward as inventory and are valued at the cost of production which     
totaled R9,5 million.                                                           
As a result of the increase in raw material prices, working capital levels      
were on average higher than during the previous financial year, offset by       
early purchasing by farming customers who were wishing to limit the impact of   
continually increasing commodity prices. The higher levels of working capital   
resulted in an increase in net interest paid of 43% to R169 million (2008:      
R118 million).                                                                  
Working capital at year end increased by R846 million to R1,5 billion (2008:    
R696 million) due to a higher investment in inventories caused partly by the    
drop in fertilizer volume sales in the second half of the year, but also due    
to the Group running its nitric acid plant at full capacity to build up stock   
for the forthcoming season.                                                     
Additional term funding was secured during the year mainly as a result of the   
issue of R405 million in three year corporate bonds following the               
introduction of a R1,5 billion Domestic Medium Term Note program. This          
program will enable the Group to access a different form of funding and         
reduces its reliance on short term banking facilities. Non-current              
liabilities have accordingly risen to R671 million (2008: R288 million) the     
result being that the balance sheet is now in better equilibrium between long   
term funds supporting long term assets.                                         
The Group is continuing to work on a number of innovative, technology driven    
projects that will significantly improve customer service and productivity.     
These improvements include supply chain optimisation, procurement, and the      
protection of the environment within which the Group operates.                  
These investments, together with the increase in working capital, led to an     
increase in net interest bearing debt at year end to R952 million (2008: R451   
million) with a related increase in the debt:equity ratio to 45% (2008: 29%).   
This ratio compares to the 80% that was reported at the interim stage and       
reflects the traditional drop in debt each year end after the agriculture       
planting season for the previous year has ended.                                
During the year under review the Group utilised R143 million in cash in its     
operating activities (2008: generated R299 million) due to the increase in      
working capital. It is expected that cash flow will again be positive in the    
new financial year with the marked reduction in commodity prices to more        
normalised levels. Cash outflow from investing activities, mainly in the        
provision of plant and equipment, reduced to R257 million (2008: R413           
million). The prior year included the acquisition of Zetachem.                  
On 19 June 2009, the Group successfully raised R400 million through an issue    
of six month commercial paper under its R1,5 billion DMTN programme. The        
proceeds will be utilized to fund, in part, Omnia`s peak annual short-term      
working capital requirements.                                                   
OPERATIONAL REVIEW                                                              
Protea Chemicals is the leading distributor of speciality, functional and       
effect chemicals in southern Africa with an established presence in every       
sector of the chemical distribution market. The division contributed 23% to     
Group operating profit (2008: 25%), with revenue increasing by 36% to R4,5      
billion (2008: R3,3 billion) and operating profit increasing by 34% to R198     
million (2008: R148 million).                                                   
As a supplier to the manufacturing industry, Protea Chemicals benefited from    
the growth in the South African economy in the first half of the year.          
Volumes increased as a result of the division`s activity in "EcoGypsum" and     
the expansion of the polymer business in southern Africa in the first half      
while the weakening of the rand contributed to further price increases. Price   
increases also occurred as a result of global product shortages that            
prevailed in the first half of the year. The economic slowdown had a limited    
impact on the division, with strong performances still reported in most of      
the businesses during the period under review. This was not the case in the     
Polymer business though which was particularly affected by the high prices      
that prevailed during the first half of the year followed by steeply falling    
prices in the second half. Margins were severely squeezed as higher priced      
stock in the system was disposed of at near zero margins.                       
This feature together with the continuing change in product mix to include      
greater polymer and "EcoGypsum" volumes resulted in a decrease in operating     
margin to a disappointing 4,4% (2008: 4,5%). Zetachem, the water treatment      
business acquired a year ago, performed well in completing its first full       
year as part of the Omnia Group.                                                
The market leader in blended bulk explosives formulations for surface mines,    
the Mining division also manufactures packaged explosives for underground       
mines and specialised surface blasting. The division also markets blasting      
accessories, and a complete range of mining chemicals. The Mining division      
contributed 31% to Group operating profits (2008: 21%).                         
While the mining industry was widely impacted by falling demand for base        
metals and minerals in the second half of the year, the Group`s diversified     
activities in this sector shielded the division from the downturn. This is      
largely due to the escalating demand for coal and uranium used for power        
The division continued its volume growth, particularly in mining chemicals,     
both locally and internationally. Revenue increased by 65% to R 2,1 billion     
(2008: R1,3 billion), with operating profit increasing by 115% to R269          
million (2008: R125 million) resulting in an operating margin of 12,6% (2008:   
9,8%). Renegotiated contract pricing allowed for expeditious adjustments but    
the continued growth in mining chemicals, which attract lower margins, result   
in subdued operating margins.                                                   
Continued focus on mine safety has resulted in mine operators moving away       
from the traditional capped fuse to the much safer shocktube detonating         
system. With the commissioning of Omnia`s new shocktube assembly plant the      
Group is poised to commence marketing its blast solutions into deep-level       
mines, a market that it has hitherto had a modest share in.                     
The Agriculture division produces and supplies granular, liquid and             
speciality fertilizers to individual farmers, co-operatives and wholesalers     
throughout South Africa and, increasingly, to sub-Saharan Africa, as well as    
to Madagascar, Australia and New Zealand. The Agriculture division              
contributed 46% (2008: 54%) to the Group operating profit.                      
The division, in the period under review, experienced a significant once off    
change in the buying pattern of its customers. Traditionally the bulk of        
fertilizer sales take place in the second half of the year with the onset of    
the maize planting season. However, during the first half of the year           
fertilizer raw material prices, fuelled by world-wide shortages of product,     
continued their upward spiral to new record highs with a concomitant increase   
in local fertilizer prices. This phenomenon caused farmers to break with        
tradition and purchase their fertilizer requirements early, in an attempt to    
cap the ever increasing cost of fertilizer. This once off change in pattern     
resulted in the first half of the year recording unprecedented levels of        
sales. Thus a large component of traditional second half fertilizer sales       
took place in the first half, as reported at mid-year.                          
The onset of the financial crisis shortly afterwards caused commodity prices,   
including fertilizer products, to plummet. The Group found itself with high     
priced stock on hand, much of which was disposed of at considerably lower       
margins than usual, with the value of the residue of stock needing to be        
adjusted downwards in line with the drop in prices. This reduced margins in     
the second half to 4,2%. The margin for the period under review in              
consequence deteriorated to 9,2% (2008: 11,4%). However, the unusual sales      
gained in the first half resulted in revenue increasing by 64% to R4,5          
billion (2008: R2,7 billion) and operating profit increasing by 32% to R410     
million (2008: R311 million).                                                   
The six year long investigation by the Competition Commission relates to a      
complaint filed by Nutri-Flo, a small blender and distributor of fertilizer,    
which was subsequently referred by the Commission to the Tribunal in May 2005   
in respect of alleged collusion on the part of Sasol, Omnia and Yara in         
nitrogenous fertilizer products. This investigation has raised a range of       
complex issues that are in need of clarification so that certainty can          
prevail into the future. The charges levelled against Sasol are more numerous   
and wide ranging than those levelled against Omnia. The Group has always        
strongly adhered to the legal processes as set out by South Africa`s            
Competition Commission and continues to cooperate with the authorities while    
defending its position.                                                         
The year under review has been extraordinary and cannot be used as an           
indicator of the future. Commodity prices retreated dramatically in the         
second half of the year, normalising to 2007 levels. In determining Omnia`s     
growth pattern over the next few years trends will be more closely aligned to   
the reporting periods prior to the one under review, returning to Omnia`s       
historical growth pattern.                                                      
However the Group has some exciting potential developments that could be        
important growth drivers should they come to fruition. Most of these            
developments entail capital investments of some significance.                   
The current agricultural environment, arising from the prevailing               
international grain prices, and the related focus on biofuels, should           
continue to favour the fertilizer business and the Group. By increasing         
"Nitrophos" production the Agriculture division will be provided with the       
opportunity of further optimising raw material costs with the aim of            
improving the division`s operating margins over the next year or two. In        
addition, the Agriculture division`s strong position in Africa bodes well for   
future growth and the prospect of increased tonnage being sold.                 
The Group remains committed to environmental improvements. The sale of CER`s    
will boost the earnings of the Group especially if the fiscus declares the      
production of primary CER`s to be tax free as is being proposed in the draft    
taxation laws amendment bill.                                                   
The considerable growth in uranium mining, in which the Group already has a     
strong foothold, also augurs well for Omnia.                                    
The Group announced recently that an investigation into the feasibility of      
erecting a second nitric acid plant would be undertaken. This feasibility       
study is nearing its final stages and the board expects to be in a position     
to make a decision in regard to this major project in the near future.          
The essence of Omnia`s future strategy remains consistent. The Group will       
pursue opportunities and develop offerings positioned further up the chemical   
services value chain in each of its core markets, while leveraging Group-wide   
synergies and efficiencies to ensure cost effectiveness. In short, Omnia aims   
always to deliver competitive value propositions to its customers rather than   
merely low priced commodities.                                                  
CAPITALISATION AWARD                                                            
Mindful of the growth prospects the directors have resolved to award            
capitalisation shares, emanating out of distributable reserves, to ordinary     
shareholders recorded in the company`s register at the close of business on     
Friday 24 July 2009 ("record date"). Shareholders will have the right in        
respect of all or part of their shareholdings to elect to receive a final       
cash dividend of 145 cents per ordinary share ("the cash election") for the     
year ended 31 March 2009 which will be declared only on those ordinary shares   
for which capitalisation shares are not allocated. If the cash election is      
not made, shareholders will be deemed to have elected to receive                
capitalisation shares.                                                          
The capitalisation award                                                        
The number of capitalisation shares to be awarded will be 150 cents per share   
divided by R59,02 (i.e. the volume weighted average traded price of the         
ordinary share of the company on the main board of the JSE Limited ("JSE")      
for the three trading days ended at the close of business on Wednesday 17       
June 2009) multiplied by the number of shares held by a shareholder on the      
record date.                                                                    
This equates to 2.54151 capitalisation shares for every 100 ordinary shares     
The last day for trading in the company`s shares cum dividend will be Friday    
17 July 2009. Application will be made to the JSE for the maximum number of     
capitalisation shares to be listed with effect from the commencement of         
business on or about Monday      20 July when the company`s shares will be      
quoted "ex" the capitalisation award. The record date will be Friday, 24 July   
2009 and the payment date will be Monday 27 July 2009. Share certificates may   
not be dematerialised or rematerialised between Monday 20 July and Friday 24    
July 2009, both dates inclusive.                                                
CROSSE                            RB HUMPHRIS                                   
Chairman                          Managing Director                             
23 June 2009                                                                    
NJ Crosse (Chairman), FD Butler, DL Eggers* (Group Finance Director), NKH       
Fitz-Gibbon*, R Havenstein, H Hickey, RB Humphris* (Group Managing Director),   
Prof SS Loubser, Dr WT Marais, RR Masebelanga*, JG Pretorius, DC Radley, TR     
*Executive Directors                                                            
Registered office                                                               
1st Floor, Omnia House,                                                         
13 Sloane Street, Epsom Downs,                                                  
Bryanston, Sandton                                                              
PO Box 69888,                                                                   
Bryanston 2021                                                                  
Telephone (011) 709 8888                                                        
Transfer secretaries                                                            
Link Market Services South Africa (Pty) Ltd                                     
11 Diagonal Street, Johannesburg 2001                                           
PO Box 4844, Johannesburg 2000                                                  
Date: 23/06/2009 08:00:05 Supplied by www.sharenet.co.za                     
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