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OMN - Omnia Holdings Limited - Audited financial results for the year ended 31

Release Date: 28/06/2011 07:05:02      Code(s): OMN
OMN - Omnia Holdings Limited - Audited financial results for the year ended 31  
March 2011                                                                      
OMNIA HOLDINGS LIMITED                                                          
(Incorporated in the Republic of South Africa)                                  
Registration number 1967/003680/06                                              
JSE code OMN ISIN ZAE000005153                                                  
("Omnia" or "the Group")                                                        
Audited financial results for the year ended 31 March 2011                      
MAJOR FEATURES                                                                  
Profit for the year up 678% to R451 million                                     
Operating profit margin improves from 3.2% to 7.3%                              
Lower finance costs                                                             
Successful completion of R1 billion Rights Offer                                
Debt:equity ratio improves to 10%                                               
KEY DRIVERS                                                                     
Strong demand for mining and agriculture commodities                            
Strong Rand                                                                     
Low activity levels SA Manufacturing Sector                                     
CONDENSED CONSOLIDATED INCOME STATEMENTS                                        
For the year ended 31 March 2011                                                
                                         Audited               Audited          
Rm                                        2011       %          2010            
Continuing operations                                                           
Revenue                                   9 368      6          8 827           
Cost of sales                             (7 403)    (0)        (7 438)         
Gross profit                              1 965      41         1 389           
Other operating income                    85         10         77              
Administrative expenses                   (532)      3          (517)           
Distribution expenses                     (790)      15         (688)           
Other expenses                            (41)                  18              
Operating profit                          687        146        279             
Finance cost                              (122)      (44)       (217)           
Finance income                            39         (11)       44              
Share of (loss)/profit of associates      (2)                   3               
Profit before taxation                    602        452        109             
Taxation                                  (151)                 (51)            
Profit for the year                       451        678        58              
Attributable to:                                                                
Owners of Omnia Holdings Limited          448                   56              
Non-controlling interest                  3                     2               
                                         451                   58               
Basic earnings per share (cents)          768.2      560        116.4           
Fully diluted basic earnings per share    766.8      560        116.1           
                                         Audited               Audited          
2011                  2010             
Final dividend paid per share (cents) in  -                     150             
respect of prior year                                                           
Weighted average number of shares in      58 316                48 107          
issue (`000)                                                                    
Weighted average number of fully diluted  58 427                48 236          
shares in issue(`000)                                                           
Number of shares in issue (`000)          66 307                46 491          
CONDENSED CONSOLIDATED BALANCE SHEETS                                           
As at 31 March 2011                                                             
                                               Audited             Audited      
Rm                                              2011       %        2010        
Non-current assets                              2 561      32       1 944       
Property, plant and equipment                   1 938      50       1 295       
Intangible assets                               523        (3)      537         
Available-for-sale financial assets             16         (16)     19          
Investments in associates                       78         (7)      84          
Deferred income tax assets                      6          (33)     9           
Current assets                                  3 743      15       3 243       
Inventories                                     1 488      13       1 315       
Trade and other receivables                     1 722      26       1 365       
Cash and cash equivalents                       533        (5)      563         

Total assets                                    6 304               5 187       
Equity attributable to owners of Omnia          3 338      69       1 973       
Holdings Limited                                                                
Stated capital                                  1 289               318         
Treasury shares                                 (19)                (8)         
Other reserves                                  11                  54          
Retained earnings                               2 057               1 609       
Non-controlling interest in equity              1                   (2)         
Total equity                                    3 339      69       1 971       
Non-current liabilities                         411        (54)     884         
Deferred income tax liabilities                 130        63       80          
Debt                                            281                 804         
Current liabilities                             2 554      9        2 332       
Trade and other payables                        1 953      (10)     2 167       
Debt                                            523        384      108         
Current income tax liabilities                  7                   2           
Bank overdrafts                                 71         29       55          

Total liabilities                               2 965               3 216       
Total equity and liabilities                    6 304               5 187       

Net debt                                        342                 404         
Net asset value per share (Rand)                50.35               42.40       
Capital expenditure                                                             
Depreciation                                    127                 119         
Amortisation                                    28                  23          
Incurred                                        801                 385         
Authorised and committed                        322                 9           
Authorised but not contracted for               604                 420         
CONDENSED CONSOLIDATED CASH FLOW STATEMENTS                                     
For the year ended 31 March 2011                                                
Audited          Audited         
Rm                                              2011             2010           
Operating profit                                687              279            
Depreciation and amortisation                   155              142            
Adjustment for non-cash items                   (22)             103            
Cash generated from operations                  820              524            
(Utilised)/generated by working capital         (755)            805            
Interest paid                                   (119)            (217)          
Interest received                               39               44             
Taxation paid                                   (94)             (111)          
(Utilised)/generated by operating activities    (109)            1 045          
Dividends paid                                  0                (40)           
Net cash (outflow)/inflow from operating        (109)            1 005          
Cash outflow from investing activities          (783)            (466)          
Cash inflow from financing activities           852              180            
Net (decrease)/increase in cash                 (40)             719            
Net cash/(overdraft) at beginning of year       508              (214)          
Effects of exchange rate movements              (6)              3              
Net cash at end of year                         462              508            
                 Owners of                                Non-      Total       
                 Stated        Trea  Other     Retained   interest              
Rm                capital       shar  reserves  earnings                        
At 31 March 2009  201           (11)  286       1 663      (2)       2 137      
income and                                                                      
Profit for the                                  56         2         58         
year ended 31                                                                   
March 2010                                                                      
Cash flow hedge                       (8)                            (8)        
Currency                              (228)                          (228)      
Ordinary          26                            (66)                 (40)       
dividends paid                                                                  
shares issued                                                                   
Treasury shares                 3                                    3          
Share-based                           49                             49         
payment - value                                                                 
of services                                                                     
Share-based       91                  (45)      (44)       (2)       0          
payment -                                                                       
ordinary shares                                                                 
At 31 March 2010  318           (8)   54        1 609      (2)       1 971      
income and                                                                      
Profit for the                                  448        3         451        
year ended 31                                                                   
March 2011                                                                      
Currency                              (67)                           (67)       
Share-based                           15                             15         
payment reserve                                                                 
Cash flow hedge                       9                              9          
Ordinary shares   971                                                971        
Treasury shares                 (12)                                 (12)       
Treasury shares                 1                                    1          
At 31 March 2011  1 289         (19)  11        2 057      1         3 339      
OTHER RESERVES                                        2011      2010            
Reserves comprise of:                                                           
Share-based payment reserve                           96        81              
Foreign currency translation reserve                  (89)      (22)            
Cash flow hedge                                       1         (8)             
Net discount arising on acquisition of shares of                                
subsidiaries                                          3         3               
                                                     11        54               
SEGMENTAL ANALYSIS                                                              
For the year ended 31 March 2011                                                
Audited        Audited     
Rm                                                    2011     %     2010       
Revenue, net of intersegmental sales                  9 368    6     8 827      
Chemicals                                             3 596    (3)   3 714      
Mining                                                2 092    18    1 776      
Agriculture                                           3 680    10    3 337      
Operating profit/(loss)                               687      146   279        
Chemicals                                             64       (58)  152        
Mining                                                311      47    212        
Agriculture                                           312            (85)       
Segmental revenue for 2010 has been restated as                                 
revenue of R374 million attributable to the Chemicals                           
division was incorrectly classified as Agriculture                              
RECONCILIATION OF HEADLINE EARNINGS                                             
                                                      Audited     Audited       
Rm                                                     2011        2010         
Profit for the year attributable to owners of                                   
Omnia Holdings Limited                                 448         56           
Adjusted for (profit)/loss on disposal of fixed assets (4)         1            
Adjusted for profit on businesses contributed to       0           (20)         
Adjusted for impairment of intangible assets           3           0            
Headline earnings                                      447         37           
Headline earnings                                                               
Headline earnings are 766.5 cents per share (2010:76.9                          
cents per share)                                                                
Diluted headline earnings are 765.1 cents per share                             
(2010:76.7 cents per share)                                                     
Accounting policies                                                             
The condensed consolidated financial statements for the year ended 31 March     
2011 were prepared in accordance with International Financial Reporting         
Standards (IFRS), IAS 34 - Interim Financial Reporting, the AC500 standards as  
issued by the accounting practice board 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.                                                    
During the year the company issued shares by way of a renounceable rights       
offer.  In accordance with IAS 33, prior period basic, headline and diluted     
earnings per share have been restated to take into account the bonus element    
of the rights offer.                                                            
The principal policies used in the preparation of the results for the year      
ended 31 March 2011 are consistent with those applied for the year ended 31     
March 2010, except for the adoption of IFRS 3 (revised) and IAS 27 (revised)    
which have no impact on the results as there were no business combinations in   
the current period and no transactions with non-controlling interests.          
The future minimum lease payments under non-cancellable operating leases are    
R18 million (2010:  R20 million) within one year and R43 million (2010:  R79    
million) between two and five years and R0 million (2010:  R9 million) beyond   
five years, giving a total of R61 million (2010:  R108 million).                
An annual impairment test on the balance of goodwill has been performed as at   
30 September 2010.  No impairment loss has occurred.                            
Audit opinion                                                                   
The Group`s auditors, PricewaterhouseCoopers Inc., have issued their opinion    
on the Group`s financial statements for the year ended 31 March 2011.  The      
audit was conducted in accordance with International Standards on Auditing.     
They have issued an unmodified audit opinion.  These summarised financial       
statements have been derived from the Group financial statements and are        
consistent in all material respects with the Group financial statements.  A     
copy of the audit report is available for inspection at the Company`s           
registered office.  Any reference to future financial performance included in   
this announcement, has not been reviewed or reported on by the auditors.        
Omnia is a diversified, specialist chemical services provider with business     
interests balanced across chemical, mining and agricultural markets. The        
Group`s model, which leverages its intellectual capital and technology,         
differentiates it from commodity chemical companies.                            
The Group`s three business divisions (chemicals, mining and agriculture)        
continue to provide value add customised solutions built on a continually       
expanding knowledge base. Omnia`s business model places it at the forefront of  
the chemical services industry and involves uniquely matching customer needs    
to product innovation and application expertise to add extraordinary value to   
its customer`s businesses.                                                      
It is with great sadness that we report on a tragic incident in our Mining      
division when an explosion at its cartridge manufacturing plant resulted in     
the deaths of three employees.  This incident is the first of its kind in 25    
years of operating our explosives business.  Before this, the cartridge         
manufacturing plant had operated successfully without incident since it was     
commissioned 15 years ago. May Jacob Thekiso, Dikgang Khasu and Zane (Ariel)    
Phajane rest in peace. We will not forget you.                                  
MARKET CONDITIONS                                                               
The macro environment for this year was more stable and was exceptionally good  
for our Mining division, extremely difficult for our Chemical division and      
somewhat positive for our Agriculture division. At the beginning of the year,   
a patchy recovery in global economic activity started as economies began to     
respond to the substantial stimulus packages that had been implemented by       
various governments, which in turn resulted in mining and agricultural          
commodity prices rising and demand for mining commodities in particular         
increased. The rand continued to strengthen against the US dollar, negatively   
impacting all of our divisions selling prices and margins - this being felt     
most acutely in our Chemical division which also suffered the effect of         
depressed demand from our customers in the South African manufacturing sector   
as they struggled with competition against cheap imports made possible by rand  
strength. Inflation remained well under control within the South African        
Reserve Bank target inflation band and interest rates remained at historical    
FINANCIAL REVIEW                                                                
Group revenue rose 6% to R9 368 million (2010: R8 827 million) on the back of   
volume increases in the Mining and Agriculture division and overall commodity   
price increases, partially offset by rand strength. No carbon credit revenue    
(CER) was generated this year (2010: R50 million) due to a delay in the         
certification of the CER`s that were generated.                                 
Gross profit increased 41% to R1 965 million (2010: R1 389 million) and rose    
to 21% of revenue (2010: 15.7%) due to improved gross margins in the Mining     
division and the avoidance of a repeat of the previous year`s R350 million      
abnormal downward valuation of inventory in the Agriculture division.           
Adjusting the previous year`s gross profit for the R350 million abnormal        
downward valuation of inventory, this year`s gross profit margin of 21 % is a   
credible improvement of 1.3% on last year`s pre downward valuation of           
inventory adjusted gross profit margin of 19.7%.                                
Other operating income of R85 million (2010: R77 million) included an           
insurance claim receipt of R44 million (2010: R32 million), while other         
operating income of the previous year included a profit of R20 million on the   
transfer of businesses to our Nalco Associate.                                  
Administration overheads increased by 3% to R532 million. Included in           
administration expenses is share based payment charges of R15 million (2010:    
R42 million) and a higher level of provision for incentive bonuses. Taking      
these into account, administration costs were well controlled. Distribution     
overheads increased by 15% to R790 million primarily due to higher volumes in   
the Mining and Agriculture divisions. Other expenses comprise mainly foreign    
exchange profits and losses on trading - a loss of R30 million (2010: R44       
million profit) was incurred due to the continued strength of the rand.         
Operating profit increased 146% to R687 million (2010: R279 million). After     
adjusting last year`s operating profit for the R350 million abnormal downward   
valuation of inventory, operating profit of R687 million increased 9.2% on a    
6.1% rise in revenue. This was due to a substantial improvement in the          
operating margin in our Mining division as operating leverage kicked in, a      
small improvement in operating margin in our Agriculture division on the back   
of higher volumes and higher commodity prices and partially offset by a         
reduced operating margin in our Chemical division due to a decline in gross     
profit whilst overheads were similar to the previous year. There was no         
contribution this year to operating profit from sale of CER`s, whereas last     
year, sale of CER`s contributed a net R43 million.                              
Finance costs of R122 million comprise of interest paid and foreign exchange    
gains or losses on conversion of foreign bank balances. Finance costs reduced   
from R217 million to R122 million due to a reduction in debt following receipt  
of the net proceeds of R971 million from the rights offer that was received on  
14 September 2010, lower overall cost of debt due to lower interest rates, a    
reduction of R29 million in the loss on conversion of foreign bank balances,    
partially offset by higher average working capital requirements as a result of  
higher commodity prices, and the very late agriculture summer sales season due  
to the unusually late start to summer season rains in South Africa. Taxation    
increased to R151 million (2010: R51 million) incurring an effective tax rate   
of 25% (2010: 47%).                                                             
Total assets increased by 21.5% from R5 187 million to R6 304 million due to    
increased capex spend on the new Nitric Acid Complex and higher levels of       
working capital. Property plant and equipment increased by R643 million to R1   
938 million mainly as a result of R546 million spent on the new Nitric Acid     
Inventory increased 13% from R1 315 million to R1 488 million due to higher     
unit costs as a result of higher commodity prices in our Agriculture division,  
and a degree of restocking in the Agriculture division off the unusually low    
physical stockholding at the end of the previous year. Trade and other          
receivables increased 26% from R1 365 million to R1 722 million due to the      
very late agriculture summer sales season that resulted in a higher than        
normal level of Agriculture division trade debtors, late receipt of US dollar   
12 million receivable, and an earlier than normal advance payment of US dollar  
22.5 million made to secure supply of product for a fertilizer tender.          
Equity increased by 69% from R1 973 million to R3 338 million as a result of    
the net proceeds of R971 million from the rights offer received on 14           
September 2010, retained current year earnings of R448 million, which was       
partially offset by a R67 million reduction in foreign currency translation     
reserve due to the impact of the strong rand on our US dollar denominated       
Cash flow utilised by operations was R109 million compared to cash generated    
from operations of R1 045 million in the previous year  primarily due to the    
changes in cash flow attributable to working capital, partially offset by       
better cash generated through operating profits. In the previous year working   
capital reduced by R805 million, mainly in inventory reduction, due to lower    
unit costs caused by the lower commodity prices and the reduction in the        
physical inventory of the Agriculture division from the high levels carried     
over from the 2009 financial year to lower than normal levels at the end of     
the 2010 financial year. This year working capital increased by R755 million    
due to higher inventory and receivables and lower payables. Cash outflow from   
investing activities increased by R317 million to R783 million (2010: R466      
million) due primarily to capex on the Nitric Acid Complex.  After taking into  
account the cash inflow from finance activities of R852 million (2010: R180     
million) to which the rights offer contributed R971 million, there was a net    
cash outflow of R40 million (2010: R719 million inflow).                        
The year ended with a very strong balance sheet with net debt of R342 million   
(2010: R404 million) and a debt:equity ratio of 10% (2010: 20%). In looking at  
the net debt of R342 million, it should be borne in mind that capex expended    
to date on the Nitric Acid Complex is R621 million out of the R971 million      
equity raised for that purpose. The balance of R350 million has been            
temporarily used to reduce short term debt, and will be utilised to fund        
capital expenditure on the nitric acid complex in 2012.                         
DIVISIONAL REVIEW                                                               
Protea Chemicals, operating throughout southern and eastern Africa, is a well-  
established manufacturer and distributor of speciality, functional and effect   
chemicals and polymers, with a major presence in every sector of the broader    
chemical distribution market. It was recently rated as the 13th largest         
chemical distribution company in a global survey by the respected industry      
journal, ICIS Chemical Business.                                                
Revenue reduced by 3% to R3 596 million (2010: R3 714 million) as volumes were  
stagnant and there was a small decline in selling prices as international       
commodity prices increases were insufficient to offset rand strength.  The      
gross profit declined year on year, and with overheads being contained at the   
previous year`s level due to cost reduction measures undertaken, operating      
profit declined 58% to R64 million (2010: R152 million). The operating margin   
decreased to an unacceptable low 1.8% (2010: 4.1%). Net working capital         
decreased marginally to R252 million (2010: R264 million).                      
The Mining division offers a broad range of services to the mining industry     
through BME and Protea Mining Chemicals. BME, operating throughout Africa, is   
a market leader in blended bulk explosives formulations for the open cast       
mining industry, produces electronic delay detonators and shocktube initiation  
systems and manufactures packaged explosives for underground mining and         
specialised surface blasting operations. The company adds value to its          
products through its world-class blasting consultancy service using its unique  
in-house developed BlastMap software solution, which offers customers support   
and advice from industry experts and highly qualified mining engineers. Protea  
Mining Chemicals, operating in southern Africa, offers value added services to  
complement its wide range of chemical products. These include offerings such    
as Protea ProcessTrade Mark, a comprehensive service that covers the handling,  
logistics and on site formulation of chemicals for its customers.               
Revenue increased 18% to R2 092 million (2010: R1 776 million) on the back of   
strong volume growth and a rise in commodity prices. The South African          
operation in particular demonstrated strong growth. Costs within the division   
were tightly managed such that operational leverage kicked in, resulting in a   
47% increase in operating profit to R311 million (2010: R212 million) and       
operating margin increasing from 11.9% to 14.9%.                                
During the last few years, BME has addressed the deficiencies in its overall    
product offering - traditionally the business has been weak in terms of the     
correct mix of products supplied to the underground mining sector. However,     
following the start up last year of the shocktube (an advanced initiation       
product) plant, the market has welcomed the product and sales are steadily      
increasing. BME has also invested in the research and development of a new      
generation of electronic detonators. The product is user-friendly, accurate     
and greatly assists in the reduction of mining costs. Product sales are         
expected to increase in the next year.                                          
Protea Mining Chemicals achieved higher volume but lower selling prices         
resulted in a marginal increase in profit. Anticipated growth continues to be   
affected by delays in a number of customers` expansion projects, especially     
those in the uranium industry.                                                  
Omnia`s Agriculture division, the market leader in southern Africa, comprises   
Omnia Fertilizer and Omnia Specialities. The division produces granular,        
liquid and speciality fertilizers for a broad customer base of farmers, co-     
operatives and wholesalers throughout southern and east Africa, Australasia     
and Brazil. Omnia Specialities exports its product to over 30 countries in      
Europe, South America and Asia.                                                 
Revenue increased 10% to R3 680 million (2010: R3 337 million) on the back of   
higher commodity prices and higher volumes. Operating profit was R312 million   
(2010: R85 million loss). Adjusting last year`s operating loss for the          
abnormal R350 million downward valuation of inventory, this year`s operating    
profit of R312 million still reflects an 18% increase on last year`s adjusted   
operating profit of R265 million. This was achieved through the combination of  
higher commodity prices, higher volumes and strong overhead control offset by   
some margin compression. Margin compression was largely caused by additional    
input cost attributable to the purchase of more expensive nitrogen materials,   
as internal nitric acid production capacity was increasingly utilized to        
supply BME`s volume growth.                                                     
Major players within the African fertilizer industry have restructured their    
operations, resulting in the sector undergoing fundamental changes in this      
year. Fortunately, these changes were anticipated, and the division was thus    
well placed to capitalize on the restructuring process, which contributed to    
the improved volumes and operating profit.                                      
Construction of the new Nitric Acid Complex is proceeding according to plan.    
The Phosphate plant at Phokeng has been placed on care and maintenance.         
The charges of collusion brought against Omnia Fertilizer by the Competition    
Commission, that have been reported on in prior annual reports, have been       
dismissed in a judgment handed down by the Competition Appeal Court. The        
Competition Commission has lodged an application with the Competition Appeal    
Court for leave to appeal against the judgment.                                 
The macro environment for next year appears more promising but it will be       
strongly influenced by the direction of the rand. Interest rates are expected   
to remain at current levels for most of next year whilst inflation is expected  
to start rising which will affect our overheads. The increase in the fuel       
price is of particular concern given our substantial expenditure on transport.  
The Chemicals division is expecting to improve their performance in the year    
ahead by a renewed focus on growing revenue through volume growth and the       
expected increase in manufacturing activity in South Africa. The division will  
also benefit from the overhead restructuring undertaken in the 2011 year,       
which will continue in the 2012 year. The Mining division is expected to        
continue to benefit from the buoyant global demand for mining commodities with  
further volume growth anticipated across the divisions entire product range.    
The Agriculture division anticipates favourable conditions as agriculture       
product price rises will probably lead to increased plantings which combined    
with rising commodity prices and the changed dynamics in the fertilizer supply  
landscape in southern Africa bode well for next year.                           
The information contained in this paragraph has not been reviewed or reported   
on by the Group`s auditors.                                                     
In the year under review, Mr JJ Dique and Mr S Mncwango were appointed as       
independent non-executive directors with effect from 11 August 2010. Mr D       
Eggers retired as an executive director with effect from 31 August 2010. Mr HP  
Marais was appointed as a non-executive director in his capacity as an          
alternate director to Dr WT Marais with effect from 3 December 2010. Ms DC      
Radley resigned and Mr TR Scott retired as independent non-executive directors  
with effect from 3 December 2010. Mr JJ Dique resigned as an independent non-   
executive director with effect from 9 February 2011.Ms D Naidoo was appointed   
as an independent non-executive director with effect from 31 March 2011.        
Shareholders were advised in the 2010 annual report that a dividend was not     
likely to be declared this year in the light of the equity that was raised to   
fund the Nitric Acid Complex.  The Board is of the opinion that it would be     
prudent to preserve capital, and utilise this to fund the large capital         
expansions currently in progress, and have therefore elected not to pay a       
dividend this year. The Board will positively review the resumption of a        
dividend for the 2012 financial year.                                           
NJ CROSSE      RB HUMPHRIS                   NKH FITZ-GIBBON                    
Chairman       Group managing director       Group finance director             
22 June 2011                                                                    
NJ Crosse (Non-executive chairman), FD Butler, NKH Fitz-Gibbon* (Group finance  
director), R Havenstein (Lead independent director), HH Hickey, RB Humphris*    
(Group managing director), Prof SS Loubser, Dr WT Marais,                       
SW Mncwango, D Naidoo                                                           
*Executive Directors                                                            
Company secretary:                                                              
CD Appollis                                                                     
Registered office                                                               
1st Floor, Omnia House,                                                         
13 Sloane Street, Epsom Downs,                                                  
Bryanston, Sandton                                                              
PO Box 69888,                                                                   
Bryanston 2021                                                                  
Telephone (011) 709 8888                                                        
PricewaterhouseCoopers Inc                                                      
2 Eglin Road, Sunninghill                                                       
Private Bag X36, Sunninghill, 2157                                              
Transfer secretaries:                                                           
Link Market Services South Africa (Pty) Ltd                                     
13th Floor, Rennies House, 19 Ameshoff Street, Braamfontien                     
PO Box 4844, Johannesburg 2000                                                  
One Capital                                                                     
17 Fricker Road, Illovo, 2196                                                   
PO Box 784573, Sandton, 2146                                                    
28 June 2011                                                                    
Date: 28/06/2011 07:05:01 Supplied by www.sharenet.co.za                     
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