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Omnia Holdings Limited - Audited Results For The Year Ended 31 March 2015

Release Date: 23/06/2015 07:05:00      Code(s): OMN     
(Incorporated in the Republic of South Africa)
Registration number 1967/003680/06
JSE code OMN
ISIN ZAE000005153 
(?Omnia? or ?the Group?)



- Revenue at an all-time high of R16.8 billion - up 3.5% year-on-year
- Operating profit up 4% - R1 476 million
- Profit before tax level at R1 331 million
- Headline earnings per share rose by 2.6% - R14.65 per share
- Profit after tax of R934 million - down 5.8%, due to an overall higher 
  effective tax rate
- A- CREDIT RATING - Credit rating affirmed in July 2014 as A- (long-term) 
  and A1- short-term), with a positive ratings outlook
- Debt: equity ratio higher at 12.3% due to increased short-term working capital 
  requirements for the Agriculture division
- Cash generated from operations remained steady at R1.8 billion

for the year ended 31 March 2015
Rm                                            Audited                    Audited 
                                                 2015            %          2014 
Revenue                                        16 835            4        16 259 
Cost of sales                                 (12 898)           2       (12 647)
Gross profit                                    3 937            9         3 612 
Distribution expenses                          (1 524)          15        (1 324)
Administrative expenses                          (907)           ?          (908)
Other operating expenses                          (90)          14           (79)
Other operating income                             60          (48)          115 
Operating profit                                1 476            4         1 416 
Finance expenses                                 (192)          34          (143)
Finance income                                     47          (16)           56 
Profit before taxation                          1 331            ?         1 329 
Income tax expense                               (397)          18          (337)
Profit for the year                               934           (6)          992 
Attributable to:
Owners of Omnia Holdings Limited                  939           (6)          996 
Non-controlling interest                           (5)           ?            (4)
Profit for the year                               934           (6)          992 

Earnings per share from profit 
attributable to owners of 
Omnia Holdings Limited
Basic earnings per share (cents)                1 402           (6)        1 496 
Diluted earnings per share (cents)              1 308           (3)        1 344 
Headline earnings per share (cents)             1 465            3         1 428 
Diluted headline earnings per share (cents)     1 366            6         1 283 

for the year ended 31 March 2015
                                              Audited                    Audited 
Rm                                               2015            %          2014 
Profit for the year                               934           (6)          992
Other comprehensive income, net of tax
Currency translation differences                  367           44           255
Total comprehensive income for the year 
attributable to:                                1 301            4         1 247
Owners of Omnia Holdings Limited                1 306            4         1 251
Non-controlling interest                           (5)          25            (4)
                                                1 301            4         1 247

for the year ended 31 March 2015
                                                           Audited       Audited 
Rm                                                            2015          2014 
Operating profit                                             1 476         1 416
Depreciation and amortisation                                  353           295
Adjustment for non-cash items                                   17            58
Cash generated from operations                               1 846         1 769
Utilised by working capital                                   (878)          (52)
Interest paid                                                 (208)         (169)
Interest received                                               47            56
Taxation paid                                                 (341)         (289)
Net cash inflow from operating activities                      466         1 315
Cash outflow from investing activities                        (578)         (791)
Cash outflow from financing activities                        (466)         (337)
Net (decrease)/increase in cash and cash equivalents          (578)          187
Net cash and cash equivalents at beginning of year            (131)         (321)
Exchange rate movements on cash and cash equivalents            10             3
Net cash and cash equivalents at end of year                  (699)         (131)

for the year ended 31 March 2015
                                                     Attributable to the owners of
                                                         Omnia Holdings Limited
                                                 Stated     Treasury       Other     Retained   controlling
Rm                                              capital       shares    reserves     earnings      interest     Total 
At 31 March 2013                                  1 289           (9)        389        3 285           (2)     4 952 
Recognised income and expenses
  Profit for the year ended 31 March 2014                                                 996           (4)       992 
  Currency translation difference                                            255                                  255 
Transactions with shareholders
  Ordinary dividends paid                                                                (301)                   (301)
  Treasury shares sold                                             3                                                3 
  Share-based payment ? value of 
  services provided                                                           11                                   11 
At 31 March 2014                                  1 289           (6)        655        3 980           (6)     5 912 
Recognised income and expenses
  Profit for the year ended 31 March 2015                                                 939           (5)       934 
  Currency translation difference                                            367                                  367 
  Change in functional currency of 
  subsidiary                                                                  11          (12)                     (1)
Transactions with shareholders
  Ordinary shares issued                             211                     (37)        (405)                   (231)
  Ordinary dividends paid                                                                (322)                   (322)
  Treasury shares purchased                                      (66)                      15                     (51)
  Treasury shares sold                                             2          18                                   20 
  Share-based payment ? value of 
  services provided                                                           14                                   14 
At 31 March 2015                                    1 500        (70)      1 028        4 195          (11)     6 642 

as at 31 March 2015
                                              Audited                    Audited 
Rm                                               2015            %          2014 
Non-current assets                              4 473            5         4 270 
Property, plant and equipment                   3 927            7         3 672 
Intangible assets                                 519           (3)          537
Available-for-sale financial assets                 ?         (100)           34
Investment accounted for using the 
equity method                                      20           18            17
Deferred income tax assets                          7          (30)           10
Current assets                                  7 431           18         6 302
Inventories                                     3 886           21         3 213
Trade and other receivables                     3 118           13         2 751
Income tax assets                                  27          100             ?
Cash and cash equivalents                         400           18           338
Total assets                                   11 904           13        10 572
Capital and reserves attributable 
to the owners of
Omnia Holdings Limited                          6 653           12         5 918
Stated capital                                  1 500           16         1 289
Treasury shares                                   (70)         100            (6)
Other reserves                                  1 028           57           655
Retained earnings                               4 195            5         3 980
Non-controlling interest                          (11)          83            (6)
Total equity                                    6 642           12         5 912
Non-current liabilities                           605           31           462
Deferred income tax liabilities                   502           47           342
Trade and other payables                           37          100             ?
Debt                                               66          (45)          120
Current liabilities                             4 657           11         4 198
Trade and other payables                        3 503           (2)        3 577
Debt                                               55          (35)           84
Income tax liabilities                              ?         (100)           68
Bank overdrafts                                 1 099          100           469
Total liabilities                               5 262           13         4 660
Total equity and liabilities                   11 904           13        10 572
Net debt                                          820                        335
Net asset value per share (Rand)                98.44                      88.67
Capital expenditure
Depreciation                                      322                        264
Amortisation                                       31                         31
Incurred                                          587                        855
Authorised and committed                           92                        143
Authorised but not contracted for                  96                        184

for the year ended 31 March 2015
                                              Audited                    Audited 
Rm                                               2015            %          2014 
Profit for the year attributable 
to owners of Omnia Holdings Limited               939           (6)          996
Adjusted for loss on disposal of 
fixed assets                                        3           50             2
Adjusted for profit on disposal of 
associate                                           ?         (100)          (55)
Adjusted for impairment of 
available-for-sale financial asset                 39          100            11
Adjusted for insurance proceeds for 
replacement of property, plant and equipment        ?         (100)           (3)
Headline earnings                                 981            3           951

for the year ended 31 March 2015
                                              Audited                    Audited 
Rm                                               2015            %          2014 
Revenue, net of inter-segmental sales          16 835            4        16 259
  Agriculture                                   7 287            9         6 680
  Mining                                        5 351           (2)        5 458
  Chemicals                                     4 197           (2)        4 121
Operating profit                                1 476            4         1 416
  Agriculture                                     656           52           431
  Mining                                          720          (13)          829
  Chemicals                                       100          (36)          156

as at 31 March 2015
                                                           Audited       Audited 
Rm                                                            2015          2014 
Share-based payment reserve                                    101           124
Foreign currency translation reserve                           906           528
Gain on treasury shares sold                                    18             ?
Net discount arising on acquisition of 
shares of subsidiaries                                           3             3
                                                             1 028           655

Basis of preparation
These provisional summarised financial statements have been prepared in 
accordance with the framework concepts and the measurement and recognition 
requirements of International Financial Reporting Standards (IFRS), the SAICA 
Financial Reporting Guides as issued by the Accounting Practices Committee and 
Financial Pronouncements as issued by the Financial Reporting Standards Council, 
presentation and disclosures as required by IAS 34 Interim Financial Reporting, 
the JSE Listings Requirements and the requirements of the Companies Act of South 
Africa. The summarised financial statements do not include all of the information 
required by IFRS for full annual financial statements. The preparation of these 
financial statements was supervised by the group finance director, WG Koonin 

The financial statements have been prepared using accounting policies that comply 
with IFRS and which are consistent with those applied in the preparation of the 
financial statements for the year ended 31 March 2014, unless otherwise stated.

The accounting standards, amendments to issued accounting standards and 
interpretations, which are not yet effective as at 31 March 2015, have not been 
adopted by the Group.

The directors take full responsibility for the preparation of these summarised 
financial statements and the financial information has been correctly extracted 
from the underlying annual financial statements.

Audit opinion
The Group?s auditors, PricewaterhouseCoopers Inc., have issued their opinion on 
the Group?s financial statements for the year ended 31 March 2015. 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 their 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.

for the year ended 31 March 2015
                                                           Audited       Audited 
Rm                                                            2015          2014 
Weighted average number of shares in issue ('000)           66 970        66 592
Weighted average number of diluted shares in issue ('000)   71 799        74 127
Number of shares in issue ('000) 
(excluding treasury shares)                                 67 471        66 678


Omnia is a diversified provider of specialised chemical products and services 
used in the agriculture, mining and chemical sectors. Omnia?s corporate office is 
in Johannesburg, South Africa and its main production facility in Sasolburg, some 
70 kilometers south of Johannesburg. The Group?s operations extend into 16 
countries on the Africa continent, including South Africa with focused operations 
also in Australasia, Brazil, China and Mauritius. Our client base extends across 
southern and West Africa and to other regions such as Europe, South America and 
South East Asia. Omnia differentiates itself from other commodity chemical 
providers by adding value at every stage of the supply and service chain through 
technological innovation and by deploying our intellectual capital. The 
sustainability of the business model is based on and strengthened by our targeted 
backward integration through installing technologically advanced plants to 
manufacture core materials such as nitric acid and explosives emulsions. In 
addition to securing sources of supply, this enables us to improve operational 
efficiencies throughout the product development and production chain. Omnia
provides customised, knowledge-based solutions through our Agriculture, Mining 
and Chemicals divisions. The Group?s proven business model makes us a market 
leader in the distribution of industrial chemicals. Omnia continues to grow and 
prosper, offering extraordinary value to our customers by tailoring our solutions 
to their business needs through product and service innovation, with the expert 
application thereof.

Global Economic Environment
The past year?s global macro-economic environment was characterised by several 
conflicting developments. The recovery of the US economy continued to gain 
momentum, resulting in a strengthening of the US dollar and markets anticipating 
the US Federal Reserve raising interest rates for the first time since 2009. In 
contrast, the Eurozone continued to struggle with little or no growth and the 
possibility of deflation setting in. The decision by the European Central Bank to 
launch a Quantitative Easing program of up to s1 trillion and the threat of 
Greece defaulting on debt obligations and exiting the Eurozone, weighed further 
on the region?s common currency. The recent elections in the United Kingdom, 
voted in a majority government, paving the way for a more-stable outlook for the 
United Kingdom and sterling. China?s economy continued to grow strongly, albeit 
at a slower rate, which has had a knock-on effect in terms of the global economy 
and in particular, the demand for commodities. Credit expansion and favourable 
monetary policy that previously supported the growth in the Chinese economy, has 
started to weigh on the economic outlook for the country due to the high costs of 
servicing public sector, corporate and household debt. Further changes 
implemented by the Chinese government affecting the import and export of 
commodities, combined with stricter environmental laws to deal with chronic air 
pollution, have also altered the supply/demand and pricing fundamentals of 
certain commodities across the globe.

Commodity prices play a critical role in our business. Commodity prices came 
under pressure, virtually across the board with sharp declines being registered 
from the middle of calendar 2014 that were caused by a variety of factors 
including declining demand and oversupply due to additional production capacity 
coming on stream. The strong rise in the US dollar, also contributed to the 
decline commodity prices as they are denominated in the US currency. Events in 
the Middle East, the reluctance of OPEC to curtail oil production output and the 
rapid development of the shale gas industry in the USA, created a significant 
oversupply in oil markets with Brent crude dropping by more than 50% to below 
$50 per barrel at one stage. The further complication of slowing global growth 
and new technology also weighed on oil prices. The short- to medium-term outlook 
for commodity prices remains weak and will most likely lead to further 
contractions over the next few years in the mining industry, which is a key 
market in which Omnia operates.


Income statement
Group revenue rose 3.5% to R16 835 million (2014: R16 259 million) based on an 
improved performance by the Agriculture division which was offset by weaker 
performances by the Mining and Chemicals divisions due to a general slowdown in 
both sectors.

Gross profit increased by a commendable 9.0% to R3 937 million (2014: 
R3 612 million) with a robust improvement in the Agriculture division?s margin, 
offset by lower volumes and competitive pricing that affected the performance of 
the Mining division, and the tight trading environment in which the Chemicals 
division operates that put margins under pressure.

Administrative expenses of R907 million (2014: R908 million) were unchanged 
year-on-year, before taking into account the R200 million once-off charge in the 
prior year for the Long Term Incentive Plan (LTIP). On a pro forma basis 
excluding this amount, the current year?s expense of R907 million (2014: 
R708 million on a pro forma basis) was 28.1% higher year-on-year. This year-on-
year increase in costs, is partially attributable to the weaker rand:US dollar 
exchange rates which affected the costs of running our businesses outside South 
Africa, and the once off write-offs and associated restructuring charges relating 
to both the West Africa business unit in the Mining division and the Angolan and 
Mozambique business units in the Agriculture division. Included in administrative 
expenses is the impairment of available-for-sale financial assets of R39 million 
(2014: R11 million). 

Distribution expenses increased by 15.1% to R1 524 million (2014: 
R1 324 million), due in part to the depreciation charge on capital expenditure 
projects completed in the prior year that were subject to a full year 
depreciation charge in the current year. Sales volumes increased in the 
Agriculture and Chemicals divisions resulting in higher distribution expenses and 
an increase in US dollar transport rates outside South Africa, when converted at 
the higher amount due to the weakening of the South African rand against the 
US dollar.

Other operating expenses of R90 million (2014: R79 million) included R59 million 
(2014: R48 million) in foreign exchange losses, largely driven by the weaker 
euro:US dollar exchange rate and volatility of the local currencies of various 
African countries in which we operate, that fix their currencies against the 
US dollar. Amortisation of intangible assets of R31 million (2014: R31 million) 
for the year was unchanged.

Other operating income of R60 million (2014: R115 million) was lower year-on-
year, primarily due to the prior year?s R52 million gain on the disposal of the 
interest in Nalco Africa.

Operating profit of R1 476 million (2014: R1 416 million) was up 4.2% year-on-
year. The Agriculture division had an excellent year, with a sharp increase of 
52.2% in operating profit to R656 million (2014: R431 million) largely due to the 
improvement in margin as a result of volume growth, the significant improvement 
in the performance at the Sasolburg plant that reduced the unit cost of finished 
goods produced, improvement in overhead recoveries based on higher throughput 
volumes, a strong performance in the high-margin speciality products business and 
growth in the high-margin retail sales in Africa. The Mining division returned a 
respectable operating profit of R720 million (2014: R829 million), down 13.1% in 
a slow market and after taking various once-off charges primarily on the West 
Africa operations. The Chemicals division?s operating profit of R100 million 
(2014: R156 million) was 36% lower year-on-year before taking into account the 
R52 million gain in the prior year on the disposal of our interest in Nalco 
Africa. Excluding this amount, the year-on-year profit on a pro forma basis of 
R100 million (2014: R104 million) was 3.8% lower which is commendable when 
considering the restructuring initiative that took place in this division and the 
poor economic environment in South Africa where the issues in the manufacturing 
sector were accentuated by labour strikes and shortages of electricity.

Operating profit margin of 8.8% (2014: 8.7%) for the year under review was 
marginally higher year-on-year. The year-on-year comparison of the divisional 
operating margins in percentage terms were mixed with the Agriculture division up 
at 9.0% (2014: 6.5%), the Mining division down at 13.5% (2014: 15.2%) and the 
Chemicals division down at 2.4% (2014: 3.8%). With reference to the past year?s 
guidance on operating profit margin and the outlook for the 2016 financial year, 
the guidance for Agriculture remains unchanged at 8.0% ? 10.0%, Mining would be 
slightly lower at 13.5% ? 15.0% due to prevailing market conditions and Chemicals 
also lower at 3.0% ? 4.0% as this business continues to rebuild.

Net finance expenses of R145 million (2014: R87 million) was sharply higher year-
on-year due to the higher levels of working capital required for an extended 
period during the latter part of the financial year in the Agriculture division. 
This increased requirement was attributable to the higher stock levels that 
developed as a result of the better-than-planned performance at Sasolburg, the 
late rains that delayed the start to the planting season, a lack of follow up 
rains combined with the late summer drought that led to a slowdown in additional 
nitrogen fertilizer top dressing sales in the latter part of the season. Finance 
expenses of R192 million (2014: R143 million) are net of the capitalisation of 
R16 million (2014: R26 million) of interest costs relating to capital projects 
under construction during the current financial year. Finance income of 
R47 million (2014: R56 million) declined as a result of lower cash balances on 
hand during the year and reduced levels of funding provided to farmers and on 
which interest income is earned.

EBITDA was higher at R1 829 million (2014: R1 711 million), with the year-on year 
difference partially attributable to the higher depreciation and amortisation 
charge at R353 million (2014: R295 million).

Profit before tax of R1 331 million (2014: R1 329 million) was flat year-on-year.

Taxation of R397 million (2014: R337 million) increased by 17.8% or R60 million 
higher year-on-year due to the higher than normal effective tax rate of 29.8% 
(2014: 25.4%). The 4.4 percentage point increase is due to a combination of the 
losses made by separate legal entities in various countries that could not be 
offset against profits made elsewhere in the Group, the mix of profits, varying 
tax rates and formulas in the various countries in which we operate that changes 
year-on-year and the lower amount of Section 12I tax incentives claimed in the 
past financial year. The Section 12I tax incentive claimed of R1.4 million (2014: 
R11.5 million), was due to the reduction in expenditure on the qualifying capital 
project, namely the nitric acid 2 complex in Sasolburg.

Profit after tax of R934 million (2014: R992 million) was 5.8% lower year-on-
year, due to the higher effective tax rate.

Total comprehensive income was higher year-on-year at R1 301 million (2014: 
R1 247 million), due to the higher foreign-currency translation differences of 
R367 million in the 2015 financial year (2014: R255 million).

Headline earnings per share of R14.65 (2014: R14.28) was up 2.6% year-on-year.

The Nanotron incentive scheme operated from 1 April 2009 to 31 March 2014. The 
SENS announcement detailing the transaction was issued on 12 December 2014 and 
the distribution to participants was finalised shortly thereafter.

Over the five-year period ended 31 March 2014, the Group achieved a compound 
annual growth rate of 10.37% above the threshold growth rate set by shareholders 
at 8%. As a result of the criteria having been met, on 30 November 2014, the 
board of directors of Omnia exercised the option to acquire the remaining 81.446% 
interest in Nanotron held by participants at a total cost of R439.7 million. This 
was calculated in accordance with the valuation formula and based on the 30-day 
VWAP at the exercise date of R210.69. Participants were settled 50% in cash 
amounting to R219.9 million and the remaining 50% by way of equity with the 
issuance of 1 043 527 new Omnia Holdings shares, with an equivalent value of 
R219.9 million. At the inception of the Nanotron scheme, a once off charge of 
R29 million was recorded in FY2010 and no further amounts were recorded 
thereafter. On this basis, the prior year LTIP charge of R200 million excludes 
any amount for Nanotron as detailed below and there was no further LTIP charge in 
the year under review on settlement of the amount due to the participants.

Prior year LTIP charges
In order to contextualise the accounting in the Income Statement for the annual 
LTIP charge in respect of the various schemes and with reference to the detail 
contained in the prior year?s Integrated Annual Report, a summary of the 
financial effects is set out below.

Due to the poor profit in the first year (FY2009) of the five-year plan and the 
subsequent improvement in financial performance in the fourth (FY2013) and fifth 
years (FY2014) of the plan, there was a significant catch-up in the LTIP charges 
during the latter period. A substantial portion of the R200 million charge in the 
previous financial year was as a result of the Group meeting the overall five-
year target in the final year of the scheme which ended on 31 March 2014. The 
prior year LTIP charge of R200 million consisted of: R128 million for the cash- 
and equity-settled LTIP for the Partner 4 and the Phantom Share schemes, 
R62 million for the Share Appreciation Rights scheme and R10 million for the 
equity-settled Sakhile 1 and Sakhile 2 schemes. There was no additional charge in 
the 2014 financial year for the Nanotron scheme.

Due to the strong financial performance particularly in the last two years of the 
five year scheme that ended on 31 March 2014, a pro forma calculation of the 
expenses was performed to normalise the charges for the previous two years as set 
out below:

Rm                                             FY2014       FY2013        Total
Actual charges for the year: 
cash- and equity-settled schemes                  128           34          162
Pro forma charges for the year: 
cash- and equity-settled schemes                   49           43           92
Pro forma difference on profit before tax         (79)           9          (70)

On this basis, the net pro forma adjustment to the profit before tax for FY2014 
would be R79 million (or R57 million after tax). The current year?s headline 
earnings of R981 million, would be 2.7% lower year-on-year if the prior year?s 
headline earnings increased by R57 million, from R951 million to R1 008 million. 
The headline earnings per share of 1 465 cents per share would be 3.2% lower 
year-on-year if the prior year?s headline earnings per share increased from 
1 428 cents per share to 1 514 cents per share.

Current year LTIP charges
The current year?s LTIP charges of R19 million (2014: R200 million) consists of: 
R8 million (2014: R128 million) for the new cash- and equity-settled Partnership 
with Management 5 Share Scheme (Partner 5), RNil (2014: R62 million) for the 
Share Appreciation Rights scheme and R11 million (2014: R10 million) for the 
equity-settled Sakhile 1 and Sakhile 2 schemes. This compares to an estimated 
charge in the order of R75 million for the current year, if the target for year 
one of the five-year plan was met. The lower charge in the current year is due to 
the R212 million shortfall in the profit before tax for year one of the new five-
year plan that commenced on 1 April 2014.

As a result of the lower than planned performance against target, the year-on-
year LTIP charge for the cash- and equity-settled scheme decreased by 
R120 million, from R128 million in the prior year for Partner 4 and Phantom Share 
schemes to R8 million in the current year for the Partner 5 scheme, which also 
incorporates a phantom share scheme. The R62 million year-on-year reduction in 
the LTIP charge for the Share Appreciation Rights scheme, is due to the year-on-
year decrease in the share price from R211.05 at 31 March 2014 to R172.50 at 
31 March 2015.

Balance sheet
The balance sheet continued to strengthen with total assets increasing by 12.6% 
or R1 332 million to R11 904 million (2014: R10 572 million). The increase in 
current assets of R1 129 million was largely attributable to the R673 million 
increase in inventory as a result of the higher-than-normal build-up of 
fertilizer stocks in the latter part of the planting season, the R367 million or 
13% increase in trade and other receivables due to fertilizer sales taking place 
later in the season with associated credit terms that extend beyond the financial 
year end. The net increase in non-current assets of R203 million is largely 
attributable to lower capital expenditure of R587 million (2014: R855 million) 
based on capital projects planned for the year offset by the higher depreciation 
charges of R322 million (2014: R264 million), based in part on the increased 
capital expenditure in the prior year which is now subject to a full year 
depreciation charge.

Total liabilities at financial year end were R5 262 million (2014: 
R4 660 million), up R602 million or 12.9%. Current liabilities increased by 
R459 million or 10.9% to R4 657 million (2014: R4 198 million), with trade and 
other payables reducing marginally to R3 503 million (2014: R3 577 million) and 
bank overdrafts rising from R469 million to R1 099 million, largely to fund the 
higher than normal fertilizer stockholding in the latter part of the financial 
year. Non-current liabilities increased by R143 million to R605 million (2014: 
R462 million), with the increase in deferred tax of R160 million and long-term 
trade and other payables of R37 million, offset by the decrease in long-term debt 
of R54 million.

Net debt at year-end was R820 million (2014: R335 million), due to the funding of 
additional working capital for the Agriculture division, a position that will 
normalise in the 2016 financial year. Although the gearing ratio of 12.3% at 
year-end was higher than the 5.7% recorded at the end of the prior year, it 
remains low and is expected to continue to fall as the year-end fertilizer 
stockholding normalizes converting back into cash and as the underlying assets 
continuing to generate higher levels of profitability and cash flow.

Total equity increased to R6 642 million (2014: R5 912 million), a R730 million 
or 12.3% net movement year-on-year, due to the increase in net profit after tax 
of R939 million, total increase in the foreign currency translation reserve of 
R378 million and new shares issued to settle 50% of the amount due to 
participants in the Nanotron transaction in the amount of R211 million (net of 
the R8 million in share issuance and transaction costs). This was offset by the 
reduction in retained earnings due to the release from the share based payment 
reserve for the Nanotron scheme of R405 million, dividends paid of R322 million, 
treasury shares purchased in the open market for the new Partner 5 scheme of 
R64 million and R7 million for other items. The increase in the foreign currency 
translation reserve is due to the weakening of the year end South Africa rand:
US dollar exchange rate, which is used to translate the value at financial year 
end of those net assets denominated in US dollars, from R10.53 at 31 March 2014 
to R12.14 at 31 March 2015. At year end, the total foreign currency translation 
reserve was R906 million (2014: R528 million).

Cashflow Statement
Cashflow from operations rose by R77 million to R1 846 million (2014:
 R1 769 million) and net cash inflow from operating activities was R466 million 
(2014: R1 315 million), with the year-on-year decrease largely attributable to 
the R878 million (2014: R52 million) of net cash funding utilised for inventory 
related to working capital funding which will normalise in the following 
financial year.

Cash flow from investing activities of R578 million (2014: R791 million) was 
lower due to the reduction in expenditure on major capital projects, which 
remained in line with the business plan.

Cash flow from financing activities of R466 million (2014: R337 million) was 
higher due to increased dividend payments of R322 million (2014: R301 million), 
the net settlement of debt amounting to R83 million (2014: R39 million) and 
treasury shares purchased for R61 million (2014: R3 million treasury shares 

The net decrease in cash and cash equivalents for the year was R578 million 
(2014: R187 million net increase) and net borrowings and overdrafts at year end 
totaled R699 million (2014: R131 million).


Omnia?s Agriculture division comprises Omnia Fertilizer and Omnia Specialities 
and is the market leader in its field in southern Africa. The division produces 
and trades in granular, liquid and speciality fertilizers for a broad customer 
base of farmers, co-operatives and wholesalers throughout southern and East 
Africa and to select markets in Australasia and Brazil.

The Agriculture division?s competitive edge lies in Nutriology?, or what we call 
the ?science of growing?. The science of growing is our business philosophy and 
involves more than just selling fertilizer to farmers ? it is about optimising 
yield and crop quality to maximize returns while reducing farming and 
environmental risk. Achieving this, entails becoming intricately involved in the 
producers? businesses to better understand their objectives and targets. 
Nutriology? also includes leading-edge research and development that results in 
the development of new products, services and farming practices. The Omnia 
Nutriology? brand is highly regarded in the regional market and strongly supports 
management?s vision of creating wealth through knowledge.

Omnia Fertilizer services the South African market through regional sales offices 
and a comprehensive network of agents and representatives supported by qualified 
agronomists. The rest of the southern Africa market is supported from Omnia?s 
regional offices located in Angola, Mauritius, Mozambique, Zambia and Zimbabwe, 
while other markets such as Botswana, the Democratic Republic of the Congo (DRC), 
Kenya, Lesotho, Tanzania, Malawi, Namibia and Swaziland are supported from South 

Omnia Specialities supplies a comprehensive range of water-soluble and foliar 
products, trace elements and organic soil conditioners to the southern African 
market and through offices in Australia, New Zealand and Brazil. Selected 
speciality products are exported to Europe, Asia and South America.

The Agriculture division turned in an excellent performance with revenue growth 
of 9.1% to R7 287 million (2014: R6 680 million) on the back of a 6.0% volume 
increase and a 46% or R331 million year-on-year increase in revenue from the 
trading and wholesale business, which started in December 2012. Prices were 
however under pressure in the current year, due to falling crop prices and 
competition from blenders who tend to focus on the lower-priced urea product, 
which is generally more attractive to farmers when crop prices are low and 
margins are under pressure. In contrast, the overall improvement in the current 
year?s performance was achieved in an environment where maize plantings were 1.3% 
lower than in the preceding year.

The total operating profit margin of 9.0% is a significant improvement over the 
previous year?s margin of 6.5%, and was within the guidance of 8% to 10%. The 
2.5 percentage point increase was largely attributable to the import of 
significantly less granular fertilizer, the effects of the weaker rand (which is 
a key driver in the net profit margin) and increased production volumes achieved 
from the nitric acid 2 complex and downstream granulation plants. An improved 
performance in reducing raw material costs that is determined by a combination of 
factors including the timing of purchases, price negotiations and hedging 
strategies, was also recorded. Overall, this resulted in the current year?s 
operating profits increasing by 52% to R656 million (2014: R431 million).

Net working capital increased by 140% to R1 837 million (2014: R765 million) due 
to higher than normal stockholding due largely to the summer drought that was 
experienced during the latter part of the planting season. This drought delayed 
the planting season and also had a negative impact on nitrogen fertilizer top 
dressing sales in the latter part of the season. Working capital needs were also 
boosted by the cost of holding the excess purchases of raw materials that took 
place earlier on in the production plan, that were on a precautionary basis but 
ultimately not required due to the significant improvement in production 
performance from the Sasolburg plant.

Omnia?s Mining division services the mining industry through BME and Protea 
Mining Chemicals.

BME operates throughout Africa with a strong presence in southern and West 
Africa. BME is a market leader in bulk emulsion and blended bulk explosives 
formulations for the opencast mining industry; it produces electronic delay 
detonators and shocktube initiating systems; it has its own range of boosters, 
and it manufactures packaged explosives for underground mining and specialised 
surface blasting operations. BME adds value to its products through its world-
class blasting consultancy service. Our industry experts, experienced mining 
engineers and geologists advise and support customer in the planning and 
execution of blasting operations. This is achieved by using BME?s unique and 
proprietary BlastMap? software solutions in combination with the accuracy of the 
AXXIS? Digital Initiation System that is used to control the electronic delay 
detonators in the blasting process.

Protea Mining Chemicals provides a suite of value-added services to complement a 
wide range of chemicals and reagents supplied for use by the processing plants on 
mines in South Africa and Africa. This includes Protea Process?, a comprehensive 
service that covers the design of equipment, logistics and on-site management and 
make up of chemicals and reagents.

The Mining division?s total revenue decreased by 2.0% to R5 351 million (2014: 
R5 458 million) on the back of declining volumes of 2.7% following many years of 
double digit growth. Due to a combination of factors, the markets in West Africa 
stalled resulting in a number of once-off costs being incurred due to the 
decrease in contracted tonnes sold as a result of mine closures, the loss of 
existing contracts through new tenders, and reduction in tonnes mined in response 
to lower profit margins. Revenues and profits were also affected by provisions 
for bad debts, the write down in the value of stock on hand and restructuring 
charges associated with staff retrenchments and various overhead costs. The onset 
of the Ebola epidemic in West Africa had a significant impact on the economies of 
countries in that region particularly due to the closure of borders and a general 
ban on travel. Although travel was limited based on regulations enforced by local 
authorities and the movement of goods in and out of the region was restricted, it 
did not hamper the mining and blasting operations of our customers. In contrast, 
mines were more at risk due to falling commodity prices. Overall, the intensified 
slowdown of mining activities in Africa, together with the loss of a major coal 
contract in South Africa, contributed to this disappointing performance overall, 
which was nevertheless slightly offset by modest growth in the volumes sold to 
clients that mine copper, platinum and iron ore.

Despite the downturn in world mining revenues and volumes, the Mining division 
has been remarkably resilient and continues to forge ahead in maintaining its 
position as an important player in the open cast mining industry on the African 
continent. The operating profit of R720 million was at an operating margin of 
13.5% (2014: 15.2%), which was 1.7 percentage points down on the previous year. 
This is marginally below the current year?s guidance of 15%?16%. Average sales 
prices increased by 0.8% year-on-year mainly due to the weaker rand, while 
volumes decreased by 2.7%.

Net working capital was well controlled and increased marginally to 
R1 090 million (2014: R1 052 million).

The Chemicals division?s main business, Protea Chemicals, is a long-established 
and well-known manufacturer and distributor of specialty, functional and effect 
chemicals and polymers. It has a significant presence in every sector of the 
broader chemicals distribution market throughout southern and East Africa. Protea 
Chemicals represents many leading domestic and international chemical producers, 
providing cost-effective and efficient distribution channels for their products 
into the African market. Protea Chemicals continues to be rated as the largest 
chemical distributor in Africa by the respected industry journal, ICIS Chemical 
Business. Subsidiary business, Zetachem, manufactures and distributes chemicals 
for the treatment of water to render it potable, a function mostly undertaken 
through municipalities.

Revenue increased by 1.8% to  R4 197 million (2014: R4 121 million) with a 
marginal increase in volumes sold. The operating margin decreased by 
1.4 percentage points to 2.4% (2014: 3.8%) and was below the target of 
4.5% ? 5.5%, largely as a result of margin pressures in a difficult trading 
environment. Selling price inflation was lower than overhead cost inflation and 
manufacturing cost under-recoveries (particularly in Zetachem), were lower due to 
reduced throughput volumes. The once-off costs associated with a revision of the 
product and customer service model, facilitated by the re-organisation into the 
?One Protea? structure implemented from 1 April 2014, also contributed to the 
overall reduction in margin year-on-year. As reported in last year?s Integrated 
Annual Report, the FY2014 results of R156 million included a R52 million once-off 
gain from the sale of our portion of the joint venture with Nalco Africa. On a 
pro forma basis excluding the gain, the R100 million operating profit for the 
year under review was marginally lower than the prior year?s operating profit of 
R104 million excluding this gain.

A considerable amount of investigation was done in FY2014 to prepare our 
Chemicals business for a centralised business model ? dubbed ?One Protea? ? that 
would simplify the way in which the business was managed going forward. This led 
to the implementation of the structural changes at the beginning of the 2015 
financial year, in which the ten business units within Protea Chemicals were 
re-organised into a single cross functional matrix business unit to rationalise 
overheads and avoid duplication of line functions. With the change taking place 
in the first quarter of the financial year and the impact of the mining and 
manufacturing strikes in the second and third quarters, the Chemicals division 
experienced certain disruptions for a large portion of the year. However, during 
the fourth quarter, trading conditions started to improve, albeit at a slow pace, 
and further work to derive value from the new One Protea structure continued.


We expect that all three divisions ? Agriculture, Mining and Chemicals ? will 
continue to find organic growth opportunities to build on their strengths and 
expand the underlying business. In terms of the markets in which we operate, a 
key area of concern is the international mining sector which is expected to 
remain in a depressed state for a few years until global commodity prices start 
to improve. South Africa is slightly different in that the domestic demand for 
coal in the medium term will grow considerably as Eskom?s new power stations come 
on line. BME, as a major supplier to the coal industry, should benefit from the 
increase in volumes to be mined.

A multi-disciplinary team has also been working for the past two years or so on 
identifying and investigating numerous opportunities to create further growth for 
the Group. The opportunities currently being explored range from backward 
integration, market diversification as a possible fourth leg to the Group and 
potential mergers and acquisitions in similar or related businesses. The focus 
areas are sufficiently broad and exciting to present numerous opportunities worth 
pursuing however, the timing of these potential events remains uncertain at this 

The Group?s balance sheet is strong with the low level of gearing and debt 
considered to be a strength in today?s volatile financial markets. This places 
Omnia in an enviable position to gear up the balance sheet to fund large capital 
projects or potential acquisitions, when the opportunity arises.

The weakening of the South African rand against the US dollar is positive for the 
Group. The weaker rand is a fundamental driver of the Group?s profitability not 
only driving margins, which are principally denominated in US dollars, but also 
driving volumes as our customers in the main, benefit from a weaker exchange 


The board has declared a final gross cash dividend of 300 cents (2014: 290 cents) 
per ordinary share payable from income in respect of the year ended 31 March 
2015. Together with the interim dividend of 190 cents (2014: 185 cents) per 
share, this provides shareholders with a total dividend this year of 490 cents 
(2014: 475 cents) per ordinary share. The number of ordinary shares in issue at 
the date of this declaration is 68 293 352 (including 822 342 treasury shares 
held by the Group). The gross dividend is subject to local dividends tax of 15% 
for those shareholders to which local dividends tax is applicable. The resultant 
net dividend amount is 255 cents per share for those shareholders subject to 
local dividends tax and 300 cents share for those shareholders not subject to 
local dividends tax. The company?s tax reference number is 9400087715.

The salient dates for the final dividend are as follows:
Last day to trade cum dividend                 Friday, 10 July 2015
Shares trade ex-dividend                       Monday, 13 July 2015
Record date                                    Friday, 17 July 2015
Payment date                                   Monday, 20 July 2015

Share certificates may not be dematerialised or materialised between Monday, 
13 July 2015 and Friday, 17 July 2015, both dates inclusive.

Changes to the Board
As announced in the ?Unaudited results for the six months ended 30 September 2014 
and interim cash dividend? announcement released on SENS on 25 November 2014, 
Mr Noel Fitz-Gibbon retired as executive director and group finance director with 
effect from 30 September 2014 but continues to serve on the board as a non-
executive director with effect from 1 October 2014.

Mr Wayne Koonin joined the Group on 1 August 2014 and was appointed as executive 
director and group finance director with effect from 1 October 2014.

NJ Crosse            RB Humphris                     WG Koonin
Chairman             Group managing director         Group finance director

18 June 2015

RC Bowen (British)  
FD Butler  
NJ Crosse (Chairman)  
NKH Fitz-Gibbon  
WG Koonin* (Finance director)  
R Havenstein  
HH Hickey  
RB Humphris* (Managing director)  
Prof SS Loubser  
Dr WT Marais  
HP Marais (alternate)  
SW Mncwango  
D Naidoo  
KP Shongwe 
*Executive directors

Registered office: 
2nd floor  
Omnia House  
Epsom Downs Office Park  
13 Sloane Street  
Epsom Downs  

PO Box 69888  

Telephone: (011) 709 8888

Transfer secretaries: 
Link Market Services South Africa (Pty) Ltd  
13th Floor  
Rennie House  
19 Ameshoff Street  

Merchantec Capital  
2nd Floor  
North Block  
Hyde Park Office Tower  
corner 6th Road and Jan Smuts Avenue  
Hyde Park  


Date: 23/06/2015 07:05:00 Supplied by www.sharenet.co.za                     
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