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MPACT LIMITED - Audited Summarised Results For The Year Ended 31 December 2016 And Declaration Of A Scrip Distribution

Release Date: 02/03/2017 08:00
Code(s): MPT     PDF:  
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Audited Summarised Results For The Year Ended 31 December 2016 And Declaration Of A Scrip Distribution

Mpact Limited
(Incorporated in the Republic of South Africa)
(Company registration number 2004/025229/06)
Income tax number: 9003862175
JSE Share Code: MPT        JSE ISIN: ZAE 000156501
("Mpact" or "the Group" or "the Company")

AUDITED PRELIMINARY SUMMARISED CONSOLIDATED ANNUAL RESULTS FOR THE YEAR ENDED 31
DECEMBER 2016 AND DECLARATION OF SCRIP DISTRIBUTION WITH A CASH DIVIDEND
ALTERNATIVE

SALIENT FEATURES

-    Revenue increased by 5.8% to R10.1 billion (December 2015: R9.5 billion)
-    Underlying operating profit of R784 million (December 2015: R909 million)
-    Underlying earnings per share of 252.7 cents (December 2015: 366.9 cents)
-    Return on Capital Employed ("ROCE") of 14.2% (December 2015: 18.9%)
-    Gearing at 33.6% (December 2015: 30.2%)
-    Total gross dividend of 95 cents per share (December 2015: 110 cents per share)

COMPANY PROFILE
Mpact is one of the leading paper and plastics packaging businesses in southern Africa, listed on 
the JSE's Main Board in the Industrial - Paper and Packaging sector. The Group has leading market 
positions in southern Africa in recovered paper collection, corrugated packaging, recycled-based 
cartonboard and containerboard, polyethylene-terephthalate ("PET") preforms, recycled PET ("rPET"), 
styrene trays and plastic jumbo bins. These leading market positions allow Mpact to meet the increasing 
requirements of its customers and achieve economies of scale and cost effectiveness at the various 
operations. 

Mpact has 42 operating sites, of which 21 are manufacturing operations, in South Africa, Namibia,
Mozambique and Botswana. Sales in South Africa account for approximately 90% of Mpact's total
revenue for the current year while the balance was predominantly to customers in the rest of Africa.

As at 31 December 2016 Mpact employed 4,998 people. (December 2015: 4,467 people)

COMMENTARY

The Group results for the year ended 31 December 2016 reflect challenging trading conditions. 
The financial results were further negatively impacted by higher recovered paper costs, lower 
containerboard sales, a higher effective tax rate and finance costs compared to the prior year, 
as well as a loss in Mpact Polymers.

On the positive side, the converting businesses of Paper and Plastics did well to grow revenue and 
maintain underlying operating profit margins, building on their good performances a year earlier. 

The Group made progress with its strategic investment programme during the year, which included the 
acquisition of the Remade Holdings recycling business ("Remade"), the Felixton mill upgrade, 
Mpact Polymers and other expansion projects in the Paper and Plastics businesses.

Notwithstanding the significant capital investments, the Group's balance sheet remains strong with 
gearing of 33.6% at year end.

Following a review of its prospects and the prevailing economic environment in Zimbabwe, the Group 
closed its plastics manufacturing operation in that country in December 2016.

During the year, the Mpact Foundation Trust awarded its first fifteen tertiary education bursaries 
to dependents of Mpact employees, following its establishment in 2015. 

GROUP PERFORMANCE

Group revenue of R10.1 billion was 5.8% higher than the prior year, with 2.8% of this growth 
attributable to the acquisition of Remade. Group sales volumes excluding Remade declined by 6.5%, 
primarily due to lower containerboard and recovered paper sales.

Earnings before interest, taxation, depreciation and amortisation declined 3.5% compared to the 
prior year.

Notwithstanding the stable performance in the converting operations of Paper and Plastics,  
underlying operating profit of R784.4 million was 13.7% lower due to the above factors, as well 
as higher recovered paper costs, a loss in Mpact Polymers and a higher depreciation charge.

ROCE for the year was 14.2% (December 2015: 18.9%).

Paper business
Revenue in the Paper business increased 5.2% to R7.4 billion. Excluding Remade, sales volumes 
declined 7.0%.

Underlying operating profit of R664.1 million was 17.3% lower, on the back of higher recovered paper 
costs and lower external sales volumes.
 
The Paper converting business delivered a stable performance, growing revenue and maintaining margins, 
despite the drought, challenging trading conditions and increased levels of competition.

Lower containerboard sales were a result of certain Mpact customers increasing containerboard 
capacity in their own paper mills during the first quarter of the year. This also caused a shortage of
recovered paper, a key raw material, which led to higher input costs that could not be fully recovered 
in selling prices, thus further impacting profitability.

Notwithstanding the current imbalance in domestic recycled containerboard supply and demand, we remain 
confident in the rationale for the Felixton mill upgrade, which is due to be completed during the 
second half of 2017.

Plastics business
Revenue in the Plastics business increased by 8.6% to R2.8 billion due to higher selling prices and a 
favourable mix of products sold. Sales volumes in the Plastics converting business were in line with 
the prior year. Sales in Mpact Polymers for the year totalled 7,603 tonnes of which 4,310 tonnes were 
to external customers.

Underlying operating profit of R168.4 million declined 15.3% from the prior year, mainly as a result of 
the loss incurred in Mpact Polymers. The loss in Mpact Polymers was greater than planned during the 
ramp-up phase because of higher costs of production and lower average rPET selling prices. All of the 
required approvals from major customers have been secured and they are now using Mpact's rPET, SavukaTM, 
in their packaging.

The Plastics converting business achieved an underlying operating profit of R255 million with a margin 
of 9.4%. The after-tax cost attributable to the closure of the Zimbabwe operation of R30 million is 
disclosed as a special item. 

Net finance costs
Net finance costs increased by 44.7% to R191.0 million (December 2015: R132.0 million) due to higher 
interest rates on higher net debt during the year, as well as the borrowing costs related to the Mpact 
Polymers project and Phase 1 of the Felixton mill upgrade no longer being capitalised, following their 
commissioning in 2015. 

Tax
The effective tax rate for the year was 31.5% (December 2015: 21.8%) which is higher than the statutory 
rate of 28%, mainly due to deferred tax on certain tax losses in Mpact Polymers not being recognised.

Earnings per share
Basic and headline earnings per share for the year were 234.6 cents (December 2015: 366.9 cents)
and 242.0 cents (December 2015: 365.8 cents), respectively. Underlying earnings of 252.7 cents per
share decreased by 31.1%.

Net debt
Net debt increased to R2.0 billion (2015: R1.6 billion) with investments in capital projects and the 
cost of acquiring Remade being the main contributors to the increase. The gearing ratio was 33.6% 
(December 2015: 30.2%). 

OUTLOOK
The economic outlook for 2017 remains subdued and most of the factors that impacted negatively on the 
profitability of the Group in 2016 are likely to persist.

The completion of the R765 million Felixton mill upgrade, due in the second half of 2017, is on schedule 
and within budget. As part of the project, the mill is scheduled to be shut for 50 days starting at the 
end of May 2017. This will result in a non-recurring reduction in earnings for the financial year. 
Once completed, this upgrade will significantly improve the mill's cost competiveness, product quality 
and offering. 

We anticipate an improved trading performance in Mpact Polymers on the back of increased demand for rPET, 
higher throughput and a better yield. We remain optimistic about the prospects of this business, given 
the progress thus far and the need to increase recycling rates of PET.

Our focus in the short term is to improve profitability and ROCE despite the prevailing trading
conditions. In addition, we will continue to pursue strategic growth opportunities across the Group. 
These include the expansions of the Port Elizabeth corrugating facility as well as the Mpact Plastics 
Containers facilities in Brits and Atlantis, all of which were approved by the Board during 2016.  

Scrip Distribution and Cash Dividend alternative

1. Introduction

Notice is hereby given that the Board has declared a final distribution for year ended 31 December
2016, by way of the issue of fully-paid Mpact ordinary shares of no par value each ("the Scrip
Distribution") as a scrip distribution payable to ordinary shareholders ("Shareholders") recorded in
the register of the Company at the close of business on the Record Date, being Friday, 31 March 2017.

Shareholders will be entitled, in respect of all or part of their shareholding, to elect to receive a
gross cash dividend of 65 cents per ordinary share in lieu of the Scrip Distribution, which will be
paid only to those Shareholders who elect to receive the cash dividend, in respect of all or part of
their shareholding, on or before 12:00 on Friday, 31 March 2017 ("the Cash Dividend").

The Cash Dividend has been declared from income reserves. A dividend withholding tax of 20%
will be applicable to all Shareholders not exempt therefrom, after deduction of which the net Cash
Dividend is 52 cents per Mpact ordinary share.

The new ordinary shares will, pursuant to the Scrip Distribution, be settled by way of capitalisation
of the Company's distributable retained profits.

The Company's total number of issued ordinary shares as at 2 March 2017 is 168,485,360.
Mpact's income tax reference number is 9003862175.

2. Terms of the Scrip Distribution

The number of Scrip Distribution shares to which each of the Shareholders will become entitled
pursuant to the Scrip Distribution (to the extent that such Shareholders have not elected to receive
the Cash Dividend) will be determined by reference to such Shareholder's ordinary shareholding in
Mpact (at the close of business on the Record Date, being Friday, 31 March 2017 in relation to the
ratio that 65 cents bears to the volume weighted average price ("VWAP") of an ordinary Mpact
share traded on the JSE during the 30-day trading period ending on Friday, 10 March 2017. Where
the application of this ratio gives rise to a fraction of an ordinary share, in allocations of whole
ordinary shares and a cash payment for the fraction.

The applicable cash payment will be determined with reference to the VWAP of an ordinary Mpact
share traded on the JSE on Wednesday, 29 March 2017, (being the day on which an ordinary
Mpact share begins trading 'ex' the entitlement to receive the Scrip Distribution or the Cash
Dividend alternative), discounted by 10%.

The applicable cash payment will be announced on SENS on Thursday, 30 March 2017.

Details of the ratio will be announced on the Stock Exchange News Service ("SENS") of the JSE in
accordance with the timetable below.

3. Circular and salient dates

A circular providing Shareholders with full information on the Scrip Distribution and the Cash
Dividend alternative, including a Form of Election to elect to receive the Cash Dividend alternative
will be posted to Shareholders on or about Wednesday, 8 March 2017. The salient dates of events
thereafter are as follows:

                                                                                         2017

Announcement released on SENS in respect of the ratio                        Monday, 13 March
applicable to the Scrip Distribution, based on the 30-day
volume weighted average price ending on Friday, 10 March
2017, by 11:00 on

Announcement published in the press of the ratio applicable to              Tuesday, 14 March
the Scrip Distribution, based on the 30-day volume weighted
average price ending on Friday, 10 March 2017

Last day to trade in order to be eligible for the Scrip Distribution        Tuesday, 28 March
and the Cash Dividend alternative

Ordinary shares trade "ex" the Scrip Distribution and the Cash            Wednesday, 29 March
Dividend alternative on

Listing and trading of maximum possible number of ordinary                Wednesday, 29 March
shares on the JSE in terms of the Scrip Distribution from the
commencement of business on

Announcement released on SENS in respect of the cash                       Thursday, 30 March
payment applicable to fractional entitlements, based on the
volume weighted average price on Wednesday, 29 March
2017, discounted by 10%

Last day to elect to receive the Cash Dividend alternative                   Friday, 31 March
instead of the Scrip Distribution, Forms of Election to reach the
Transfer Secretaries by 12:00 on

Record Date in respect of the Scrip Distribution and the Cash                Friday, 31 March
Dividend alternative

Scrip Distribution certificates posted and Cash Dividend                      Monday, 3 April
payments made, CSDP/broker accounts credited/updated, as
applicable, on

Announcement relating to the results of the Scrip Distribution                Monday, 3 April
and the Cash Dividend alternative released on SENS on

Announcement relating to the results of the Scrip Distribution               Tuesday, 4 April
and the Cash Dividend alternative published in the press on

JSE listing of ordinary shares in respect of the Scrip                     Wednesday, 5 April
Distribution adjusted to reflect the actual number of ordinary
shares issued in terms of the Scrip Distribution at the
commencement of business on or about

All times provided are South African local times. The above dates and times are subject to change.
Any material change will be announced on SENS.

Share certificates may not be dematerialised or rematerialised between Wednesday, 29 March
2017 and Friday, 31 March 2017, both days inclusive.

Change in directorate
On 5 September 2016, Ms. M Makanjee was appointed as non-executive director to the Board.


AJ Phillips                                                          BW Strong
Chairman                                                             Chief Executive Officer

2 March 2017

Directors:
Independent Non-Executive:
AJ Phillips (Chairman), NP Dongwana, NB Langa-Royds, TDA Ross, AM Thompson, M Makanjee

Executive:
BW Strong (Chief Executive Officer), BDV Clark (Chief Financial Officer)

Company secretary:
MN Sepuru

Registered office:
4th Floor, No.3 Melrose Boulevard, Melrose Arch, 2196
(Postnet Suite #179, Private Bag X1, Melrose Arch, 2076)

Transfer secretaries:
Link Market Services South Africa (Proprietary) Limited
13th Floor, Rennie House, 19 Ameshoff Street, Braamfontein, 2001
(PO Box 4844, Johannesburg, 2000, South Africa)

Sponsors:
Rand Merchant Bank (a division of FirstRand Bank Limited)
1 Merchant Place, corner Fredman Drive and Rivonia Road, Sandton, 2196
(P O Box 786273, Sandton, 2146)

SUMMARISED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the year ended 31 December 2016

                                                                Note       2016        2015
                                                                            R'm         R'm
Revenue                                                                10,098.6     9,547.7
Cost of sales                                                         (6,281.4)   (5,883.0)
Gross margin                                                            3,817.2     3,664.7
Administration and other operating expenses                           (2,566.9)   (2,345.7)
Depreciation, amortisation and impairments                              (504.0)     (410.0)
Operating profit                                                  3       746.3       909.0
Share of profit from equity accounted                 
investees                                                                  16.2        13.0
Profit on sale of equity accounted investees                                0.8         0.2
Total profit from operations and equity                 
accounted investees                                                       763.3       922.2
Net finance costs                                                       (191.0)     (132.0)
Investment income                                                          18.4         8.7
Finance costs                                                           (209.4)     (140.7)
Fair value gain                                                             7.2           -
Profit before taxation                                                    579.5       790.2
Tax charge                                                              (182.7)     (172.4)
Profit for the year                                                       396.8       617.8
Other comprehensive income:                 
Items that will not be reclassified subsequently to
profit or loss
Actuarial gains on post-retirement benefit scheme                           3.6         6.7
Tax effect                                                                (1.0)       (1.9)
Items that may be reclassified subsequently to
profit or loss
Effects of cash flow hedges                                              (18.3)         8.1
Tax effect                                                                  5.1       (2.3)
Exchange differences on translation of foreign
operations                                                                (5.6)         7.5
Other comprehensive income for the financial year 
net of tax                                                               (16.2)        18.1
Total comprehensive income for the year                                   380.6       635.9
Attributable to: 
Non-controlling interests in subsidiaries                                   6.3        14.6
Equity holders of Mpact                                                   374.3       621.3
                                                                          380.6       635.9                                                                                                      
Profit for the year                                                       396.8       617.8
Attributable to:                   
Non-controlling interests in subsidiaries                                   5.7        15.3
Equity holders of Mpact                                                   391.1       602.5
Earnings per share (EPS) for profit attributable to              
equity holders of Mpact              
Basic EPS (cents)                                                  4      234.6       366.9
Diluted EPS (cents)                                                4      234.0       363.3

SUMMARISED CONSOLIDATED STATEMENT OF FINANCIAL POSITION      
as at year ended 31 December 2016

                                                                   Note      2016      2015
                                                                              R'm       R'm
Goodwill and other intangible assets                                      1,126.1   1,066.5
Property, plant and equipment                                             3,489.0   3,041.2
Investments in equity accounted investees                                   102.1      90.5
Financial asset investments                                                  41.5      24.6
Deferred tax assets                                                           4.9      15.3
Derivative financial instruments                                                -      13.9
Non-current assets                                                        4,763.6   4,252.0
Inventories                                                               1,393.2   1,275.0
Trade and other receivables                                               2,103.1   2,013.2
Cash and cash equivalents                                                   405.7     508.9
Derivative financial instruments                                              2.9      15.1
Current tax receivable                                                       30.9       5.0
Disposal group asset                                                         12.8         -
Current assets                                                            3,948.6   3,817.2
Total assets                                                              8,712.2   8,069.2
Short-term borrowings                                                       990.0     770.0
Trade and other payables                                                  1,772.1   1,855.6
Current tax liabilities                                                       3.3       4.0
Provisions                                                                    5.1       3.6
Other current liabilities                                                    51.8       4.6
Derivative financial instruments                                              8.6       7.0
Deferred income                                                               5.5       5.5
Disposal group liability                                                     10.7         -
Current liabilities                                                       2,847.1   2,650.3
Non-current borrowings                                                    1,417.0   1,331.0
Retirement benefits obligation                                               51.6      53.0
Deferred tax liabilities                                                    342.5     266.8
Other non-current liabilities                                                   -      21.7
Deferred income                                                              29.0      34.6
Derivative financial instruments                                              4.4         -
Non-current liabilities                                                   1,844.5   1,707.1
Total liabilities                                                         4,691.6   4,357.4
Stated capital                                                      5     2,532.7   2,426.2
Retained earnings                                                         1,346.3   1,170.8
Other reserves                                                               28.3       7.8
Total attributable to equity holders of Mpact                             3,907.3   3,604.8
Non-controlling interests in subsidiaries                                   113.3     107.0
Total equity                                                              4,020.6   3,711.8
Total equity and liabilities                                              8,712.2   8,069.2

SUMMARISED CONSOLIDATED STATEMENT OF CASH FLOWS
for the year ended 31 December 2016

                                                                Note       2016        2015
                                                                            R'm         R'm
Operating cash flows before movements in working capital                1,275.6     1,321.7
Net increase in working capital                                         (288.9)     (235.2)
Cash generated from operations                                            986.7     1,086.5
Dividends from equity accounted investees                                   5.6        12.5
Taxation paid                                                           (142.3)     (115.5)
Net cash inflows from operating activities                                850.0       983.5
Cash flows from investing activities  
Acquisition of subsidiaries, net of cash                           6     (89.8)           -
Additions to property, plant and equipment and other intangibles        (836.5)     (979.2)
Government grant received                                                     -        31.1
Proceeds from the disposal of property, plant and equipment                 8.7         5.1
Proceeds from disposal of associates                                        1.0         0.4
Loan repayments from/(advances to) external parties                         3.6       (4.7)
Interest received                                                          18.4         8.7
Acquisition of non-controlling interest in a subsidiary                       -       (1.4)
Financial asset investment                                               (20.5)           -
Net cash outflows from investing activities                             (914.5)     (940.0)
Cash flows from financing activities
Borrowings raised                                                         307.4       253.9
Finance costs paid                                                      (212.7)     (170.5)
Dividends paid to non-controlling interests                               (6.3)       (4.1)
Dividends paid to equity holders of Mpact Limited Group                  (76.5)      (75.8)
Purchase of treasury shares                                              (25.0)      (73.5)
Repayment of other non-current liabilities                                    -         3.2
Payment of deferred settlement charge                                     (4.6)       (4.6)
Net cash outflows from financing activities                              (17.7)      (71.4)
Net decrease in cash and cash equivalents                                (82.8)      (27.9)
Cash and cash equivalents at beginning of year                            482.8       510.7
Cash and cash equivalents at end of year                                  400.0       482.8

SUMMARISED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the year ended 31 December 2016

                                                                                                                                                  Total
                                                                     Share-      Cash          Post-                                       attributable
                                                                      based      flow     retirement                                          to equity           Non-
                                                         Stated     payment     hedge        benefit       Other    Treasury    Retained     holders of    controlling       Total
                                                        capital     reserve   reserve        reserve   reserves1      shares    earnings      Mpact Ltd      interests      equity
                                                            R'm         R'm       R'm            R'm         R'm         R'm         R'm            R'm            R'm         R'm
Balance at 31 December 2014                             2,344.1        29.4       4.2            7.9         6.7      (39.0)       738.0        3,091.3          114.8     3,206.1
Total comprehensive income for the year                       -           -       5.8            4.8         8.2           -       602.5          621.3           14.6       635.9
Dividends paid(2)                                          82.1                                                        (0.8)     (157.1)         (75.8)              -      (75.8)
Purchase of treasury shares(3)                                -           -         -              -           -      (73.5)           -         (73.5)              -      (73.5)
Share plan charges for the year                               -        19.6         -              -           -           -           -           19.6              -        19.6
Dividends paid to non-controlling interests                   -           -         -              -           -           -           -              -          (4.1)       (4.1)
Issue /exercise of shares under employee share scheme         -      (15.2)         -              -           -        49.7      (25.0)            9.5              -         9.5
Increase in shareholding in a subsidiary                      -           -         -              -           -                    17.0           17.0         (18.3)       (1.3)
Deferred settlement charge                                    -           -         -              -           -                   (4.6)          (4.6)              -       (4.6)
Balance at 31 December 2015                             2,426.2        33.8      10.0           12.7        14.9      (63.6)     1,170.8        3,604.8          107.0     3,711.8
Total comprehensive income for the year                       -           -    (13.2)            2.6       (6.2)           -       391.1          374.3            6.3       380.6
Dividends paid(2)                                         106.5           -         -              -           -       (0.6)     (182.4)         (76.5)              -      (76.5)
Purchase of treasury shares(3)                                -           -         -              -           -      (25.0)           -         (25.0)              -      (25.0)
Share plan charges for the year                               -        23.1         -              -           -           -           -           23.1              -        23.1
Dividends paid to non-controlling interests                   -           -         -              -           -           -           -              -          (6.3)       (6.3)
Issue /exercise of shares under employee share scheme         -      (19.5)         -              -           -        59.3      (28.6)           11.2              -        11.2
Increase in shareholding in a subsidiary(4)                   -           -         -              -           -           -           -              -            6.3         6.3
Deferred settlement charge                                    -           -         -              -           -           -       (4.6)          (4.6)              -       (4.6)
Balance at 31 December 2016                             2,532.7        37.4     (3.2)           15.3         8.7      (29.9)     1,346.3        3,907.3          113.3     4,020.6

(1)   Other reserves consist of the put option to equity holder reserve and the foreign currency translation reserve.
(2)   Dividends declared amounted to R182.4 million (2015: R157.1 million) of which R106.5 million (2015: R82.1 million) related to a capitalisation issue.
(3)   Treasury shares purchased represent the cost of shares in Mpact Ltd purchased in the market and held by the Mpact Incentive Share Trust to satisfy share awards under the Group's share
      incentive scheme. As at 31 December 2016, there are 845,692 (2015: 1,457,388) treasury shares on hand.
(4)   In the current year a subsidiary company had a capitalisation issue, whereby the minority shareholder subscribed for additional shares in a group subsidiary.

NOTES TO THE SUMMARISED CONSOLIDATED ANNUAL FINANCIAL STATEMENTS
for the year ended 31 December 2016

1.     ACCOUNTING POLICIES
       Basis of preparation
       These preliminary summarised, consolidated financial statements have been prepared in accordance with the framework concepts and
       measurement and recognition requirements of International Financial Reporting Standards (IFRS), the SAICA Financial Reporting
       Guides as issued by the Accounting Practices Committee and Financial Reporting Pronouncements as issued by Financial Reporting
       Standards Council, the JSE Limited's listing requirements and the Companies Act of South Africa and contains at a minimum the
       information required by IAS 34: Interim Financial Reporting.

       These summarised consolidated financial statements for the year ended 31 December 2016 have been audited by Deloitte & Touche,
       who expressed an unmodified opinion thereon. The auditor also expressed an unmodified opinion on the consolidated financial
       statements from which these summarised consolidated financial statements were derived. A copy of the auditor's report on the
       summarised consolidated financial statements and of the auditor's report on the consolidated financial statements are available for
       inspection at the company's registered office, together with the consolidated financial statements. The auditor's report does not
       necessarily report on all of the information contained in this announcement. Shareholders are therefore advised that in order to obtain
       a full understanding of the nature of the auditor's engagement, they should obtain a copy of that report together with the
       accompanying financial information from the registered office of the company. Any reference to future financial performance
       included in this announcement has not been reviewed or reported on the Company's auditors.

       The preparation of these summarised consolidated financial statements was supervised by the chief financial officer, BDV Clark
       CA(SA).

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

       Accounting policies
       The accounting policies and methods of computation used are consistent with those applied in the preparation of the Group annual
       financial statements.

       Special items
       Special items are those items of financial performance that the Group believes should be separately disclosed to assist in the
       understanding of the underlying financial performance achieved by the Group and its businesses. Such items are material by nature
       or amount to the financial year's results.

2.     OPERATING SEGMENTS
       Operating segment revenue
                                                                    2016                                            2015
                                                 Segment        Internal       External         Segment         Internal        External
                                                 revenue        revenue1        revenue         revenue         revenue1         revenue
                                                     R'm             R'm            R'm             R'm              R'm             R'm
       Paper                                     7,425.0          (78.5)        7,346.5         7,060.1           (45.8)         7,014.3
       Plastics                                  2,752.1               -        2,752.1         2,533.4                -         2,533.4
       Segments total                           10,177.1          (78.5)       10,098.6         9,593.5           (45.8)         9,547.7

       (1)  Inter-segment transactions are conducted on an arm's length basis.
                                                                                                           2016                    2015
                                                                                                            R'm                     R'm
       Operating segment underlying operating profit/(loss)         
       Paper                                                                                              664.1                   802.7
       Plastics                                                                                           168.4                   199.0
       Corporate                                                                                         (48.1)                  (92.7)
       Segments total before special items                                                                784.4                   909.0
       Special items(1)                                                                                  (38.1)                       -
       Share of profit from equity accounted investees                                                     16.2                    13.0
       Net finance costs                                                                                (191.0)                 (132.0)
       Fair value gain                                                                                      7.2                       -
       Profit on sale of equity accounted investee                                                          0.8                     0.2
       Profit before tax                                                                                  579.5                   790.2
       Significant components of operating profit         
       Depreciation, amortisation and impairment         
       Paper                                                                                              272.7                   233.6
       Plastics                                                                                           209.8                   157.4
       Corporate                                                                                           21.5                    19.0
       Segments total                                                                                     504.0                   410.0
       Operating segment assets        
       Segment assets(2)        
       Paper                                                                                            4,763.5                 4,247.4
       Plastics                                                                                         2,009.2                 1,858.7
       Corporate                                                                                        1,244.2                 1,184.8
       Inter-segment elimination                                                                         (20.9)                   (6.4)
       Segment total                                                                                    7,996.0                 7,284.5
       Unallocated:         
       Investments in equity accounted investees                                                          102.1                    90.5
       Deferred tax assets                                                                                  4.9                    15.3
       Other non-operating assets(3)                                                                      149.2                   145.4
       Non-current assets held for sale                                                                    12.8                       -
       Trading assets                                                                                   8,265.0                 7,535.7
       Financial asset investments                                                                         41.5                    24.6
       Cash and cash equivalents                                                                          405.7                   508.9
       Total assets                                                                                     8,712.2                 8,069.2

       (1)   Special items include impairment charged on property, plant and equipment of R15.9 million (2015: Rnil), and restructure costs of
             R22.2 million (2015: Rnil).
       (2)   Segment assets are operating assets and as at 31 December 2016 consist of property, plant and equipment of
             R3,489.0 million (2015: R3,041.2 million), goodwill and other intangible assets of R1,126.1 million (2015: R1,066.5 million).
             inventories of R1,393.2 million (2015: R1,275.0 million) and operating receivables of R1,987.7 million (2015: R1,901.8 million).
       (3)   Other non-operating assets consist of derivative assets of R2.9 million (2015: R29.0 million), other non-operating
             receivables of R115.4 million (2015: R111.4 million) and current tax receivable of R30.9 million (2015: R5.0 million).


                                                                                                             2016                    2015
                                                                                                              R'm                     R'm

3.     OPERATING PROFIT
       Operating profit for the year has been arrived at after
       charging:
       Impairment charge of property, plant and equipment                                                    15.9                       -
       Depreciation of property, plant and equipment                                                        476.2                   400.1
       Amortisation of intangibles                                                                           11.9                     9.9
   
4.     EARNINGS PER SHARE   
                                                                                                               Cents per share
                                                                                                             2016                    2015
       Earnings per share (EPS)     
       Basic EPS                                                                                            234.6                   366.9
       Diluted EPS                                                                                          234.0                   363.3
       Headline earnings per share for the financial year(1)     
       Basic headline EPS                                                                                   242.0                   365.8
       Diluted headline EPS                                                                                 241.4                   362.2
       Underlying earnings per share for the financial year(2)    
       Basic underlying EPS                                                                                 252.7                   366.9
       Diluted underlying EPS                                                                               252.0                   363.3
 
       (1)   The presentation of Headline EPS is mandated under the JSE Listings Requirements. Headline earnings has been calculated
             in accordance with Circular 2/2015, 'Headline Earnings', as issued by the South African Institute of Chartered Accountants.
       (2)   Underlying earnings is arrived at after adjusting profit attributable to equity holders of Mpact for special items, net of tax. 
             (See note 2, segment operating profit).

       The calculation of basic and diluted EPS and basic and diluted headline EPS is based on the following data:
                                                                                                                       Earnings
                                                                                                            2016                     2015
                                                                                                             R'm                      R'm
       Profit for the financial year attributable to equity holders of Mpact                               391.1                    602.5
       Impairment of tangible assets                                                                        15.9                        -
       Profit on sale of equity accounted investees                                                        (0.8)                    (0.2)
       Profit on disposal of tangible assets                                                               (1.1)                    (2.4)
       Related tax                                                                                         (1.6)                      0.8
       Headline earnings for the financial year                                                            403.5                    600.7
   
                                                                                                              Weighted number of shares
                                                                                                            2016                     2015
       Weighted average number of ordinary shares in issue                                           166,734,753              164,218,439
       Effect of dilutive potential ordinary shares(1)                                                   436,392                1,626,716
       Diluted number of ordinary shares in issue                                                    167,171,145              165,845,155

       (1)   Diluted EPS is calculated by adjusting the weighted average number of ordinary shares in issue, on the assumption of
             conversion of all potentially dilutive ordinary shares.


 5.    STATED CAPITAL   
                                                                                                                   2016             2015
                                                                                                                    R'm              R'm
       Authorised share capital     
       217,500,000 shares of no par value                                                                             -                -
       Issued share capital            
       Issue of shares of no par value                                                                          2,426.2          2,344.1
       Capitalisation issue                                                                                       106.5             82.1
                                                                                                                2,532.7          2,426.2

       During the year 2,526,741 new ordinary shares were issued to shareholders who elected to receive capitalisation shares in
       terms of the scrip distribution. As at 31 December 2016, 168,485,360 shares were in issue (2015: 165,958,619).

 6.    BUSINESS COMBINATIONS
                                                                                                                                   2016
                                                                                                                                    R'm
       (a) On 1 May 2016 the Group acquired a 100% interest in six property companies at fair value         
           for a total cash purchase consideration of R38.6 million. Details of the aggregated fair         
           value of the net assets acquired are as follows:         
         
           Property, plant and equipment(3)                                                                                        52.8
           Trade receivables                                                                                                        0.3
           Financial assets                                                                                                         3.2
           Cash                                                                                                                     1.4
           Trade and other payables                                                                                               (0.3)
           Shareholder loan                                                                                                      (31.1)
           Deferred tax liability                                                                                                 (9.9)
           Taxation liability                                                                                                     (0.3)
           Financial liabilities                                                                                                  (8.6)
           Net assets acquired                                                                                                      7.5
           Shareholder's loan acquired                                                                                             31.1
           Purchase consideration                                                                                                  38.6
           Cash acquired                                                                                                          (1.4)
           Net cash outflow                                                                                                        37.2

       (b) On 1 May 2016 the Group acquired a 100% interest in Remade Holdings (Pty) Ltd for a
           purchase consideration of R89.1 million. Details of the fair value of the net assets acquired
           are as follows:
        
           Intangible assets                                                                                                      47.0
           Property, plant and equipment                                                                                          55.5
           Investments                                                                                                             1.2
           Inventories                                                                                                             4.7
           Trade receivables                                                                                                      27.9
           Cash                                                                                                                    3.8
           Trade and other payables                                                                                             (20.5)
           Finance lease obligations                                                                                            (26.8)
           Deferred tax liability                                                                                               (21.9)
           Provisions                                                                                                            (2.9)
           Taxation liability                                                                                                    (2.3)
           Financial liabilities                                                                                                 (0.5)
           Net assets acquired                                                                                                    65.2
           Goodwill on acquisition                                                                                                23.9
           Purchase consideration                                                                                                 89.1
           Contingent consideration(1)                                                                                          (32.7)
           Cash acquired                                                                                                         (3.8)
           Net cash outflow                                                                                                       52.6

       (1)   The contingent consideration is based on a multiple of targeted future earnings, of which a 100% outcome has been projected.
       (2)   Revenue and profits arising from the above acquisitions are not material to the Group. The acquisition of Remade Holdings
             (Pty) Ltd complements a number of initiatives by Mpact Recycling to expand its own collections of paper and plastics and to
             increase recycling rates of these materials in South Africa. These initiatives increase the material available for the Felixton Mill,
             Mpact Polymers and the recently commissioned liquid packaging recycling plant at the Springs Paper Mill.
       (3)   The properties acquired via the Property Companies are to be held for use for normal trading of the Group.

7.     CAPITAL COMMITMENTS
                                                                                                        2016                      2015
                                                                                                         R'm                       R'm
       Contracted for                                                                                  361.9                     443.0
       Approved, not yet contracted for                                                                572.5                     885.6
                                                                                                       934.4                   1,328.6
 
       The capital commitments will be financed from existing cash resources and unutilised borrowing facilities.
 
8.     CONTINGENT LIABILITIES AND CONTINGENT ASSETS
 
       a.       Contingent liabilities for the Group comprise aggregate amounts at 31 December 2016 of R7.1 million (2015: R17.4 million)
                in respect of loans and guarantees given to banks and other third parties.
       b.       A Group mill is the subject of a land claim, which should not have a material impact on the financial position of the Group.
       c.       In 2013 a settlement was reached in respect of a dispute relating to the valuation of put options in a group subsidiary. The
                settlement agreement provides for a deferred payment contingent upon the achievement of certain EBITDA and ROCE
                levels for the years 2017 to 2018, subject to a maximum amount of R1.9 million (2015: R6.5 million).
       d.       There were no significant contingent assets for the Group at 31 December 2016 and 31 December 2015.
       e.       As advised to the shareholders on 26 May 2016, the Group is subject to a Competition Commission investigation. The
                Directors are unable at this stage to determine what the outcome of the investigation will be.

9.     FAIR VALUE ESTIMATION

       The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) are
       determined using standard valuation techniques. These valuation techniques maximise the use of observable market data were
       available and rely as little as possible on Group specific estimates.
       
       The significant inputs required to fair value all of the Group's financial instruments are observable.
       
       Specific valuation methodologies used to value financial instruments include:
       -       the fair values of interest rate swaps and foreign exchange contracts are calculated as the present value of expected future
               cash flows based on observable yield curves and exchange rates;
       -       other techniques, including discounted cash flow analysis, are used to determine the fair values of other financial
               instruments.

       Financial instruments by category
                                                                                              At fair value        Available
                                                           Fair value          Loans and            through              for
       2016                                                 hierarchy        receivables     profit or loss             Sale       Total
                                                                  R'm                R'm                R'm              R'm         R'm
       Financial assets 
       Trade and other receivables                            Level 2            2,103.1                  -                -     2,103.1
       Loans receivable                                       Level 3               21.0                  -                -        21.0
       Available for sale investment                          Level 3                  -                  -             20.5        20.5
       Derivative financial instruments                       Level 2                  -                2.9                -         2.9
       Total                                                                     2,124.1                2.9             20.5     2,147.5

                                                                                              At fair value
                                                           Fair value          Loans and     through profit
       2015                                                 hierarchy        receivables            or loss            Total
                                                                                     R'm                R'm              R'm
       Financial assets 
       Trade and other receivables                            Level 2            2,013.2                  -          2,013.2
       Financial asset investments                            Level 3               24.6                  -             24.6
       Derivative financial instruments                       Level 2                  -               29.0             29.0
       Total                                                                     2,037.8               29.0          2,066.8
 
                                                                           At fair value                 At
                                                           Fair value     through profit          amortised
       2016                                                 hierarchy            or loss               cost            Total
                                                                                     R'm                R'm              R'm
       Financial liabilities  
       Borrowings                                             Level 3                  -          (2,407.0)        (2,407.0)
       Trade and other payables                               Level 2                  -          (1,798.3)        (1,798.3)
       Derivative financial instrument                        Level 2             (13.0)                  -           (13.0)
       Total                                                                      (13.0)          (4,205.3)        (4,218.3)

                                                                           At fair value                 At
                                                           Fair value     through profit          amortised
      2015                                                  hierarchy            or loss               cost            Total
                                                                                     R'm                R'm              R'm
      Financial liabilities    
      Borrowings                                              Level 3                  -          (2,101.0)        (2,101.0)
      Trade and other payables                                Level 2                  -          (1,855.6)        (1,855.6)
      Derivative financial instrument                         Level 2              (7.0)                  -            (7.0)
      Total                                                                        (7.0)          (3,956.6)        (3,963.6)

10.   EVENTS OCCURRING AFTER THE REPORTING DATE

      There were no significant or material subsequent events which would require adjustment to or disclosure of in the annual
      financial statements.



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