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PNC - Pinnacle - Unaudited interim results for the six months ended 31 December

Release Date: 23/02/2007 07:00
Code(s): PNC
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PNC - Pinnacle - Unaudited interim results for the six months ended 31 December 2006 Pinnacle Technology Holdings Limited (Registration number 1986/000334/06) Share code: PNC ISIN: ZAE000022570 ("Pinnacle" or "the Group") www.pinnacle.co.za UNAUDITED INTERIM RESULTS for the six months ended 31 December 2006 HIGHLIGHTS - Turnover increased by 87% to R729 million - EBITDA increased by 109% to R54 million - Headline earnings increased by 84% to 22,5 cents per share GROUP INCOME STATEMENT 6 months 6 months 12 months ended ended ended
31 Dec 31 Dec 30 Jun 2006 2005 2006 Unaudited Unaudited Audited R`000 R`000 R`000
Revenue 728 867 390 736 1 060 793 Cost of sales (615 082) (326 042) (893 708) Gross profit 113 785 64 694 167 085 Operating expenses (59 592) (43 416) (104 793) Recovery of bad debt - 5 159 5 159 BEE transaction charges - - (50 330) EBITDA 54 193 26 437 17 121 Depreciation (2 381) (2 718) (4 426) Impairment of intangible assets (519) (470) (709) Operating (loss)/profit before interest 51 293 23 249 11 986 Investment income 2 513 1 759 5 051 Finance costs (4 883) (1 565) (4 619) Net profit before taxation 48 923 23 443 12 418 Taxation (15 902) (6 643) (18 688) Net profit for the period 33 021 16 800 (6 270) Attributable to: Ordinary equity shareholders 32 825 17 177 (6 211) Minority shareholders 196 (377) (59) Performance per share Earnings per share (cents) - Normal 22,1 11,9 (4,3) - Fully diluted 17,7 11,9 (4,0) Headline earnings per share (cents) - Normal 22,5 12,2 30,8 - Fully diluted 18,5 12,2 29,5 Reconciliation of headline earnings Net profit for the period attributable to ordinary equity shareholders 32 825 17 177 (6 211) Add back - BEE transaction charges - - 50 330 - Impairment of intangible assets 519 470 709 Headline earnings - normal 33 344 17 647 44 828 Add back - Deemed finance charges less taxation 1 022 - 881 Headline earnings - Fully diluted 34 366 17 647 45 709 Weighted average number of shares in issue - Normal (`000) 148 425 144 109 145 738 - Fully diluted (`000) 185 707 144 109 154 727 Returns % % % Gross profit 15,6 16,6 15,8 EBITDA 7,4 6,8 1,6 Net profit 4,5 4,3 (0,6) SEGMENTAL REPORT 6 months 6 months 12 months ended ended ended 31 Dec 31 Dec 30 Jun
2006 2005 2006 Unaudited Unaudited Audited R`000 R`000 R`000 Revenue Infrastructure and support 435 110 277 865 697 438 Software 239 362 109 026 353 148 Pinnacle Africa 47 009 - - ICT services 7 386 3 845 10 207 Holdings and properties - - - Total Group 728 867 390 736 1 060 793 EBITDA Infrastructure and support 37 960 14 818 40 724 Software 13 581 6 180 21 226 Pinnacle Africa 1 182 - - ICT services 2 215 1 225 3 278 Holdings and properties (745) 4 214 (48 107) Total Group 54 193 26 437 17 121 Assets Infrastructure and support 288 821 180 704 334 207 Software 168 317 67 570 206 638 Pinnacle Africa 29 605 - - ICT services 12 212 6 045 9 269 Holdings and properties 48 050 37 715 40 410 Total Group 547 005 292 034 590 524 Liabilities Infrastructure and support (234 936) (161 319) (302 517) Software (150 299) (68 197) (197 759) Pinnacle Africa (26 042) - - ICT services (9 727) (5 179) (7 493) Holdings and properties 50 851 65 669 71 502 Total Group (370 153) (169 026) (436 267) GROUP BALANCE SHEET 31 Dec 31 Dec 30 Jun 2006 2005 2006 Unaudited Unaudited Audited R`000 R`000 R`000
Assets Non-current assets 101 647 67 282 93 066 Property, plant and equipment 44 213 41 403 44 081 Intangible assets 39 931 19 731 40 359 Interest in subsidiaries 4 478 - - Trust loans 12 120 3 220 3 364 Deferred taxation 905 2 928 5 262 Current assets 445 358 224 752 497 458 Inventories 177 446 81 983 119 384 Trade and other receivables 220 937 125 902 211 884 Cash and cash equivalents 46 975 16 867 166 190 Total assets 547 005 292 034 590 524 EQUITY AND LIABILITIES Capital and reserves 175 319 121 656 152 765 Share capital and premium 184 318 126 155 184 323 Treasury shares - (1 400) (6 572) Non-distributable reserves 5 208 8 962 8 987 Put option 1 910 - 1 910 Accumulated loss/(profit) (16 117) (12 061) (35 883) Minority shareholders` interest 1 533 1 352 1 492 Non-current liabilities 39 126 1 644 46 588 Interest-bearing liabilities 39 126 1 644 46 588 Current liabilities 331 027 167 382 389 679 Trade and other payables 284 958 138 339 336 419 Short-term loans - 9 828 - Current portion of interest-bearing liabilities 10 670 8 055 27 805 Warranty provisions 8 302 7 335 8 466 Taxation 27 097 3 825 16 989 Total equity and liabilities 547 005 292 034 590 524 Valuation per share Net asset value per share (cents) 94,7 83,1 84,2 Net tangible asset value per share (cents) 73,3 69,7 62,2 Number of ordinary shares in issue at the end of the period (`000) 186 834 148 096 183 160 Working capital management Inventory days 52,8 46,0 42,5 Debtors days 48,7 51,7 56,5 Liquidity and solvency Debt ratio 14,0 177,6 12,7 Current asset ratio 1,35 1,34 1,28 Acid test ratio 0,81 0,85 0,97 SUMMARISED GROUP CASH FLOW STATEMENT 6 months 6 months 12 months
ended ended ended 31 Dec 31 Dec 30 Jun 2006 2005 2006 Unaudited Unaudited Audited
R`000 R`000 R`000 Cash flow from operations (72 247) (17 151) 102 377 Cash flow from investing activities (6 983) (17 319) (41 862) Cash flow from financing activities (39 985) (11 228) 43 110 Increase in cash and cash equivalents (119 215) (45 698) 103 625 Cash and cash equivalents at the beginning of the period 166 190 62 565 62 565 Cash and cash equivalents at the end of the period 46 975 16 867 166 190 STATEMENT OF CHANGES IN EQUITY Share Share Put Treasury
capital premium option shares R`000 R`000 R`000 R`000 GROUP Balance at 30 June 2005 1 492 124 602 - (4 138) Issue of shares 2 59 - - Net profit for the year - - - - Treasury shares issued - - - 2 738 Profit on sale of subsidiary - - - - Dividends declared - - - - Movement in foreign currency translation reserve - - - - Balance at 31 December 2005 - Unaudited 1 494 124 661 - (1 400) Issue of shares 374 36 058 - - Amabubesi Investments (Pty) Limited - (1 910) 1 910 - Financial liability - (26 684) - - Net profit for the year as previously reported - - - - BEE transaction charges - 50 330 - - Treasury shares bought - - - (6 398) Treasury shares issued - - - 1 226 Treasury shares bought - - - - Dividends declared - - - - Reallocation of shareholder`s loan - - - - Movement in foreign currency translation reserve - - - - Balance at 30 June 2006 - Audited 1 868 182 455 1 910 (6 572) Issue of shares 1 28 - - Share issue expenses - (34) - - Net profit for the year - - - - Treasury shares bought - - - 9 387 Treasury shares issued - - - (2 815) Deferred tax on deemed interest - - - - Dividends declared - - - - Movement in foreign currency translation reserve - - - - Balance at 31 December 2006 - Unaudited 1 869 182 449 1 910 - STATEMENT OF CHANGES IN EQUITY Non- Ordinary distri- Accumu- share- butable lated holders` Minority Total reserves loss total interest equity R`000 R`000 R`000 R`000 R`000 GROUP Balance at 30 June 2005 9 729 (24 563) 107 122 2 590 109 712 Issue of shares - - 61 (528) (467) Net profit for the year - 17 177 17 177 (377) 16 800 Treasury shares issued - - 2 738 - 2 738 Profit on sale of subsidiary (801) 801 - - - Dividends declared - (5 476) (5 476) (333) (5 809) Movement in foreign currency translation reserve 34 - 34 - 34 Balance at 31 December 2005 - Unaudited 8 962 (12 061) 121 656 1 352 123 008 Issue of shares - - 36 432 (275) 36 157 Amabubesi Investments (Pty) Limited - - - - - Financial liability - - (26 684) - (26 684) Net profit for the year as previously reported - 26 942 26 942 318 27 260 BEE transaction charges - (50 330) - - - Treasury shares bought - - (6 398) - (6 398) Treasury shares issued - - 1 226 - 1 226 Treasury shares bought 74 - 74 (74) - Dividends declared - (434) (434) - (434) Reallocation of shareholder`s loan - - - 171 171 Movement in foreign currency translation reserve (49) - (49) - (49) Balance at 30 June 2006 - Audited 8 987 (35 883) 152 765 1 492 154 257 Issue of shares - - 29 (58) (29) Share issue expenses - - (34) - (34) Net profit for the year - 32 825 32 825 196 33 021 Treasury shares bought - - 9 387 - 9 387 Treasury shares issued - - (2 815) - (2 815) Deferred tax on deemed interest (3 799) - (3 799) - (3 799) Dividends declared - (13 059) (13 059) (97) (13 156) Movement in foreign currency translation reserve 20 - 20 - 20 Balance at 31 December 2006 - Unaudited 5 208 (16 117) 175 319 1 533 176 852 Comments Operational overview The Pinnacle Group continues to benefit from strong local and international economies, a stable Rand and the culmination of past and ongoing initiatives to diversify the product range and distribution channels available to the Group. The ongoing integration of Explix Technologies and Pinnacle Micro into a cohesive distribution business unit has given critical mass to Pinnacle Africa styled offices in Botswana, Namibia, Zambia and Mozambique. Branches in Port Elizabeth, Cape Town, Durban and Midrand have been consolidated and co-branded. The diverse ERP systems of the Group are being consolidated to further exploit potential synergies. Compared to the corresponding period between July and December 2005, Infrastructure and Support has grown by 57%, Software by 120% and ICT Services by 92%. Working capital continues to be a focus point of the Group and trade receivable days have reduced from 56,5 days at June 2006 to 48,7 days. Days inventory on hand at 52,8 days (June 2005: 42,5 days) were necessitated to ensure pipeline commitments for Q1 2007 are fulfilled and are within management`s expectations. Inventory levels are expected to reduce to 45 days by the end of the financial year. Terms with creditors have been reduced to further improve margins with a resultant decrease in working capital. R13 million (2005: R6 million) was returned to shareholders by way of a 7 cent per share dividend. Income tax and STC to the value of R5,6 million was remitted during the six months to December. R24 million was paid in cash and treasury shares on liabilities incurred to procure the remaining shareholding in Explix Technologies, resulting in an overall decrease in cash reserves. Current assets to current liabilities (working capital ratio) remains strong at 1,35 (2005: 1,34), whilst the acid test ratio has decreased marginally to 0,81 (2005: 0,85). Corporate activity Pinnacle acquired 50,1% of DataNet Infrastructure Group (Pty) Limited ("DataNet") on 6 October 2006. As a network infrastructure distributor, DataNet provides cabinets, cabling and networking peripherals to resellers and installers in the South African market. The results of DataNet have not been consolidated into these unaudited interim Group results as the take-on balances at 6 October 2006 are being finalised. The omission of DataNet`s results is not considered to have a material impact on the results of the Group. Financial review Revenue increased by 87% to R729 million (2005: R391 million) on the consolidation of 100% of Explix Technologies, focused product offering and penetration of retail markets. Organic growth, as determined by excluding the consolidation of 50% of Explix Technologies, accounted for 56% of the increase in revenue. Gross profit reduced to 15,6% (2005: 16,5%) on the dilution of margin contribution by Explix Technologies, but is expected to improve in the latter part of the year. Operating expenses reduced to 8,2% (2005: 11,2%) of revenue as cost containment strategies and synergies between Pinnacle and Explix Technologies were realised. Headline earnings per share is calculated as a measure of trading performance and excludes profit and losses on capital items. The BEE transaction charge reflected in the comparative results for the twelve months ended 30 June 2006 is therefore added back in the reconciliation of headline earnings. Intangible assets to the value of R519 000 were impaired in line with the determination of recoverable amount requirements of IAS36 - Impairment of Assets. Trust loans increased to R12 million (2005:R3,2 million) as 4,35 million share options were issued to key staff. Under the terms of the Pinnacle employee trust, the share options shall vest after the expiry of a minimum of three years. Deferred taxation was reduced by R3,8 million on recognition of a liability that may occur on the early settlement of the non-current liability described below. The deferred taxation liability was raised against non-distributable reserves. Inventory increased to R177 million (2005: R82 million) partly due to the increase in turnover as well as the additional investment in stock required as described in the operational overview. Trade and other receivables increased to R221 million (2005: R126 million) with trade receivable days reducing to 48,7 days (2005: 51,7 days). Non-current liabilities - A financial liability to the value of R27,4 million was created to fulfil International Financial Reporting Standards ("IFRS") requirements relating to the put option offered to Amabubesi Investments (Pty) Limited ("Amabubesi"). The financial liability is equal to the present value of the potential repayment that may be paid to Amabubesi, should the Group not achieve the profit conditions described in the circular to shareholders. The financial liability in turn gives rise to a material interest charge under IAS39 - Financial Instruments: Recognition and Measurement which, legally and commercially, will not be paid. Outlook Various technologies are being considered to offer perpetual data connectivity solutions in technology markets. Wi-Max or 4G is viewed by many as the mobile solution of the future whilst 4 Gigabyte ADSL will introduce true broadband in fixed line applications. The availability of broadband solutions at affordable rates is expected to introduce new communication, entertainment and management technologies to corporate and private clients, inevitably driving the demand for technology software, hardware and services. The technology requirements to enable efficient and secure use of connectivity solutions will be met by the product suite and services available to clients within the Pinnacle Group. Under the guidance of the African renaissance programme, NEPAD, school laboratories in Mauritius and Rwanda were equipped with Proline hardware. On completion of the assessment phase, a number of projects are expected to be awarded to successful contributors. Pinnacle remains confident in its ability to participate and contribute in this highly regarded endeavour. 64-bit technologies have been released by Intel, AMD and Microsoft and first adoption rates have indicated that the technologies are being accepted in the market. The Group has received orders from various institutions for delivery in Q1 2007. These orders are expected to notably contribute to the operating results of the period ending 30 June 2007. The fiscal policies effected by the South African Reserve Bank are expected to continue for the remainder of the financial year. The changes in the economic climate that may result, warrants the need for caution. Accounting policies In terms of the Listings Requirements of the JSE Limited ("JSE"), the interim results have been prepared in accordance with IFRS IAS34 - Interim Financial Reporting, the Listing Requirements of the JSE and the South African Companies Act. The Group adopted and applied IFRS for the first time for the year ended 30 June 2006. The Group adopted IFRIC8 - Scope of IFRS2, and AC503 - Accounting for Black Economic Empowerment Transactions, both of which are effective for the June 2007 financial year-end. These standards address the accounting treatment of transactions where equity was issued at a value less than the fair value of the financial instrument. During 2006, 37 281 647 Pinnacle Technology Holdings Limited shares were issued at R1,00 per share to Amabubesi Investments (Pty) Limited, necessitating a non-cash flow charge of R50 330 223 to the comparative values in the income statement. Where required, comparative figures have been restated to reflect this transaction. Broad-based Black Economic Empowerment Pinnacle and Amabubesi concluded an agreement in terms of which Amabubesi has subscribed for 20% of the total issued share capital of Pinnacle and appointed two representatives to the Pinnacle Board. Mr TAM Tshivhase, an executive director, holds 3,75% of the issued share capital of the Group. Historically disadvantaged individuals have, through natural trade on the JSE, acquired a further 5,65% of the issued share capital of the Group. The Group has embarked on a systematic process, guided by The Codes of Good Practise issued by the Department of Trade and Industry, to fulfil the requirements of Broad-based Black Economic Empowerment, including employment equity, management and control, skills development, procurement and equity ownership. Corporate governance The Group recognises the need to conduct its business with integrity, transparency and equal opportunity and subscribes to the spirit of good corporate governance as set out in the King Report. Subsequent events No events material to the understanding of the report have occurred in the period between the period-end date and the date of the report. Dividends No interim dividend is proposed for the period under review. For and on behalf of the Board CD Biddlecombe AJ Fourie Midrand Chairman Chief Executive Officer 23 February 2007 Registered Office: The Summit, 269, 16th Road, Randjespark, Midrand Transfer Secretaries: Computershare Investor Services 2004 (Pty) Limited, Ground Floor, 70 Marshall Street, Johannesburg 2001 Directors: CD Biddlecombe* (Chairman), AJ Fourie (Chief Executive Officer), H Coetzee (Chief Financial Officer), HG Motau*, PM Moyo*, TAM Tshivhase (Executive Director), A Tugendhaft* * (Non-executive) Sponsor: Deloitte & Touche Sponsor Services (Pty) Limited Auditors: BDO Simama Inc, 13 Wellington Road, Parktown 2193 Date: 23/02/2007 07:00:01 Supplied by www.sharenet.co.za Produced by the JSE SENS Department.

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