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SHF - Steinhoff - Unaudited interim results for the six months ended 31

Release Date: 02/03/2009 14:58
Code(s): SHF
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SHF - Steinhoff - Unaudited interim results for the six months ended 31 December 2008 Steinhoff International Holdings Limited ("Steinhoff" or "the company" or "the group") Registration number: 1998/003951/06 (Incorporated in the Republic of South Africa) JSE share code: SHF & ISIN code: ZAE000016176 UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED 31 DECEMBER 2008 - Highlights - Improved net cash flow from operating activities increased threefold to R1,4bn. - Healthy liquidity with a long-term debt profile. - Strong balance sheet sustained with gearing at 39%. - Headline earnings maintained at R1,5 bn. - Headline earnings per ordinary share of 118 cps. Condensed Consolidated Income Statement Notes 6 months 6 months % Year ended ended 31 Dec ended 31 Dec change 30 June 2008 2007 2008 Unaudited Unaudited Audited
R`000 R`000 R`000 Revenue 25 939 636 20 570 051 26 45 045 885 Operating profit 2 331 267 29 5 492 166 before depreciation 3 012 514 and capital items Depreciation (543 312) (356 641) (830 553) Operating profit 2 469 202 1 974 626 25 4 661 613 before capital items Capital items 1 39 515 (132 926) (192 890)
Earnings before 2 508 717 1 841 700 36 4 468 723 interest, dividend income, associate earnings and taxation Net finance charges (609 214) (237 139) (704 637) Dividend income 301 303 584 Earnings before 1 899 804 1 604 864 18 3 764 670 associate earnings and taxation Share of (loss)/profit of associate companies (976) 24 166 37 071 Profit before taxation 1 898 828 1 629 030 17 3 801 741 Taxation (164 410) (162 853) (366 133) Profit for the period 1 734 418 1 466 177 18 3 435 608 Attributable to: Equity holders of the parent 1 597 851 1 455 087 10 3 310 037 Minority interest 136 567 11 090 125 571 Profit for the period 1 734 418 1 466 177 18 3 435 608 Headline earnings 117,9 120,4 (2) 263,5 per ordinary share (cents) Fully diluted 117,1 (2) 251,4 headline earnings per ordinary share (cents) 114,8 Basic earnings per ordinary share (cents) 120,9 110,6 9 249,8 Fully diluted 107,8 9 238,8 earnings per ordinary share (cents) 117,6 Number of ordinary shares in issue (`000) 1 279 595 1 308 445 (2) 1 268 743 Weighted average 1 263 494 1 1 280 541 number of ordinary shares in issue (`000) 1 271 661 Earnings 2 1 397 002 10 3 199 039 attributable to ordinary shareholders (R`000) 1 537 210 Headline earnings 3 1 521 574 (1) 3 374 761 attributable to ordinary shareholders (R`000) 1 499 270 Average currency 9,8000 translation rate 10,7631 (rand:euro) 12,4152 27 ADDITIONAL INFORMATION 6 months 6 months Year ended ended ended 30 June
31 Dec 2008 31 Dec 2007 2008 Unaudited Unaudited Audited R`000 R`000 R`000 Note 1: Capital items Loss on scrapping of (3 462) (3 682) (7 650) rental fleet vehicles Goodwill adjustments - 5 833 (15 581) Impairments (25) (140 164) (166 314) Negative goodwill - - 8 723 released on business combination Profit on disposal of 18 612 - 2 348 investment property Loss on disposal of (3) - - intangible assets Profit/(loss) on disposal 24 393 5 087 (14 416) of property, plant and equipment 39 515 (132 926) (192 890) Note 2: Earnings attributable to ordinary shareholders Earnings attributable to 1 597 851 1 455 087 3 310 037 equity holders Dividend entitlement on (60 641) (58 085) (110 998) non-redeemable cumulative preference shares 1 537 210 1 397 002 3 199 039
Note 3: Headline earnings attributable to ordinary shareholders Earnings attributable to 1 597 851 1 455 087 3 310 037 equity holders Adjustment for: Capital items (note 1) (39 515) 132 926 192 890 Taxation effects on 1 575 (7 433) (17 231) capital items (Profit)/loss on disposal - of property, plant and equipment included in share of (loss)/profit of associate companies (921) 63 Dividend entitlement on (60 641) (58 085) (110 998) non-redeemable cumulative preference shares 1 499 270 1 521 574 3 374 761 Condensed Consolidated Balance Sheet 31 Dec 2008 31 Dec 2007 30 June 2008 Unaudited Unaudited Audited R`000 R`000 R`000 ASSETS Non-current assets Property, plant and equipment, 11 654 710 8 905 822 11 288 468 investment properties and biological assets Intangible assets and goodwill 21 563 671 10 175 770 21 226 595 Investments and loans 1 694 376 3 558 965 1 278 679 Investments and loans - 2 589 130 747 220 2 457 992 associate companies Deferred taxation assets 1 385 926 757 646 1 390 020 38 887 813 24 145 423 37 641 754 Current assets Accounts receivable, short-term 10 844 474 8 170 794 8 725 726 loans and other current assets Inventories 5 318 363 3 582 708 5 553 033 Cash and cash equivalents 4 916 387 5 097 482 4 995 231 21 079 224 16 850 984 19 273 990
Total assets 59 967 037 40 996 407 56 915 744 EQUITY AND LIABILITIES Capital and reserves Ordinary share capital and 20 854 410 17 835 197 20 772 947 reserves Preference share capital 1 042 474 1 042 474 1 042 474 21 896 884 18 877 671 21 815 421 Minority interest 3 479 087 28 482 2 968 732 Total equity 25 375 971 18 906 153 24 784 153 Non-current liabilities Deferred taxation liabilities 3 245 564 1 106 517 3 203 448 Interest-bearing long-term 12 809 018 8 766 573 12 684 508 liabilities Other long-term liabilities and 1 391 929 594 316 1 414 066 provisions 17 446 511 10 467 406 17 302 022
Current liabilities Interest-bearing short-term 5 264 954 5 020 782 4 001 799 liabilities Accounts payable, provisions 11 879 601 6 602 066 10 827 770 and other current liabilities 17 144 555 11 622 848 14 829 569 Total equity and liabilities 59 967 037 40 996 407 56 915 744 Net asset value per ordinary 1 630 1 363 1 637 share (cents) Gearing ratio (net) (%) 39 27 38 Closing exchange rate 13,2037 9,9782 12,3341 (rand:euro) Condensed consolidated statement of recognised income and expense 6 months 6 months Year ended ended ended 30 June 2008 31 Dec 2008 31 Dec 2007 Audited
Unaudited Unaudited R`000 R`000 R`000 Actuarial losses recognised in (13 495) (33 487) (13 137) equity Cash flow hedges recognised in 13 309 (10 917) 15 219 equity Exchange differences on (333 589) (52 665) 2 353 086 consolidation of foreign subsidiaries Fair value adjustments on - - (3 157) available-for-sale financial assets Net (expense)/income recognised (333 775) (97 069) 2 352 011 directly in equity Profit for the period 1 734 418 1 466 177 3 435 608 Total recognised income and expense for the period 1 400 643 1 369 108 5 787 619 Attributable to: Equity holders of the parent 896 915 1 358 018 5 021 490 Minority interest 503 728 11 090 766 129 1 400 643 1 369 108 5 787 619 CONDENSED CONSOLIDATED CASH FLOW STATEMENT 6 months 6 months Year ended ended Ended
31 Dec 2008 31 Dec 2007 30 June 2008 Unaudited Unaudited Audited R`000 R`000 R`000 Operating profit before working 2 942 271 2 320 506 5 386 962 capital changes Net changes in working capital (757 963) (1 432 005) 97 890 Cash generated from operations 2 184 308 888 501 5 484 852 Net finance costs (549 134) (237 139) (760 034) Dividends paid (96 451) (54 731) (119 639) Dividends received 301 11 140 11 423 Taxation paid (161 263) (160 681) (385 623) Net cash inflow from operating 1 377 761 447 090 4 230 979 activities Net cash outflow from investing activities (1 417 525) (1 998 817) (5 943 036) Net cash (outflow)/inflow from (253 167) 1 467 736 1 398 843 financing activities Net decrease in cash and cash (292 931) (83 991) (313 214) equivalents Effects of exchange rate 214 087 116 486 243 458 changes on cash and cash equivalents Cash and cash equivalents at 4 995 231 5 064 987 5 064 987 beginning of period Cash and cash equivalents at 4 916 387 5 097 482 4 995 231 end of period SEGMENTAL ANALYSIS 6 months 6 months % Year ended
ended ended change 30 June 2008 31 Dec 2008 31 Dec 2007 Audited Unaudited Unaudited R`000 R`000 R`00
Revenue Retail activities - Household goods and 10 152 391 4 325 244 135 14 889 601 building supplies - Automotive 5 549 973 6 415 793 (13) 12 419 863 Manufacturing and 12 255 749 9 382 425 31 19 267 783 sourcing of household goods and related raw materials Logistics services 3 042 562 2 347 753 30 4 984 554 Corporate services - Brand management 191 877 146 177 31 361 619 - Investment 91 575 121 157 (24) 182 004 participation - Central treasury and 258 503 386 924 (33) 382 122 other activities 31 542 630 23 125 473 36 52 487 546 Intersegment (5 602 994) (2 555 422) (7 441 661) eliminations 25 939 636 20 570 051 26 45 045 885
Operating profit before capital items Retail activities - Household goods and 522 282 292 969 78 964 689 building supplies - Automotive 124 817 247 366 (50) 488 623 Manufacturing and 1 220 940 1 027 455 19 2 184 219 sourcing of household goods and related raw materials Logistics services 289 341 181 679 59 460 659 Corporate services - Brand management 191 877 146 177 31 361 620 - Investment 91 575 121 157 (24) 182 004 participation - Central treasury and 305 237 127 522 139 501 785 other activities 2 746 069 2 144 325 28 5 143 599 Intersegment eliminations (276 867) (169 699) (481 986) 2 469 202 1 974 626 25 4 661 613 Segmental Analysis (continued) 31 Dec % 31 Dec 2007 30 June 2008 Unaudited % 2008 % Unaudited R`000 Audited R`000 R`000
Total assets Retail activities - Household goods and 23 993 655 46 5 555 158 16 23 035 434 45 building supplies - Automotive 2 425 732 5 2 816 970 8 2 644 111 5 Manufacturing and 13 214 253 26 14 782 414 42 13 920 171 28 sourcing of household goods and related raw materials Logistics services 5 394 936 10 4 021 528 12 4 629 291 9 Corporate services - Brand management 4 265 191 8 2 666 019 8 4 143 382 8 - Investment 2 145 575 4 3 778 008 11 1 356 566 3 participation - Central treasury and 637 782 1 1 184 794 3 1 109 408 2 other activities 52 077 124 100 34 804 891 100 50 838 363 100 Reconciliation Of Total Assets Per Segmental Analysis To Total Assets Per Balance Sheet 31 Dec 2008 31 Dec 2007 30 June 2008
Unaudited Unaudited Audited R`000 R`000 R`000 Total assets per balance sheet 59 967 037 40 996 407 56 915 744 Less: Cash and cash equivalents (4 916 387) (5 097 482) (4 995 231) Investments in associate (2 589 130) (747 220) (739 532) companies Investment in preference (209 866) (177 500) (193 285) shares Interest-bearing investments (174 530) (169 314) (149 333) and loans Total assets per segmental 52 077 124 34 804 891 50 838 363 analysis GEOGRAPHICAL INFORMATION 6 months % 6 months % Year ended % ended ended 30 June
31 Dec 2008 31 Dec 2007 2008 Unaudited Unaudited Audited R`000 R`000 R`000 Revenue Continental Europe 10 599 377 41 5 128 497 25 13 167 533 29 Pacific Rim 1 367 894 5 1 318 472 6 3 015 132 7 Southern Africa 10 175 226 39 10 255 231 50 20 331 063 45 United Kingdom 3 797 139 15 3 867 851 19 8 532 157 19 25 939 636 100 20 570 051 100 45 045 885 100 Non-current assets Continental Europe 20 011 760 51 7 638 648 32 16 756 588 44 Pacific Rim 1 433 394 4 1 296 777 5 1 522 139 4 Southern Africa 10 593 900 27 9 399 996 39 10 063 893 27 United Kingdom 6 848 759 18 5 810 002 24 9 299 134 25 38 887 813 100 24 145 423 100 37 641 754 100 Selected explanatory notes Statement of compliance The consolidated interim financial information for the half-year ended 31 December 2008, has been prepared in accordance with International Financial Reporting Standards (IFRS), the interpretations adopted by the International Accounting Standards Board (IASB), and the requirements of the South African Companies Act. These condensed interim financial statements are presented in compliance with IAS 34 - Interim Financial Reporting, and should be read in conjunction with the annual financial statements for the year ended 30 June 2008. Basis of preparation The condensed interim financial statements are prepared in thousands of South African rands (R`000) on the historical-cost basis, except for certain assets and liabilities which are carried at amortised cost, and derivative financial instruments and biological assets which are stated at their fair value. Accounting policies The accounting policies adopted in preparation of the condensed interim financial information are consistent with those of the annual financial statements for the year ended 30 June 2008. Commentary Review of results The growth in revenue and operating profit reflects another period of sound performance and growth. The consistent performance of the group coupled with its solid cash generating capabilities, confirms the strategic advantage gained from the complementary vertically integrated businesses and geographic spread business model. Retail segment: Household goods and building supplies United Kingdom (UK) The UK has experienced a sharp slowdown in consumer spending. With deflation likely for the first time in 50 years and a weak currency, the UK is a tough trading environment. Against the backdrop of these conditions, the board is pleased to announce that our UK operations delivered a consistent performance compared to the prior six months. This was mainly as a result of the group`s vertically integrated structure, the timeous remedial steps taken in prior periods, increased advertising and promotional spend, as well as the group`s service levels and flexibility in terms of own manufactured goods supplemented by third party sourced products. The different facias under which the group trades had mixed results but, overall, revenue and profits were consistent with those of the prior period. The UK management`s primary focus is on streamlining the group`s existing businesses by optimising the existing store portfolio, further eliminating inefficiencies and improving customer service levels. Notwithstanding a contraction of the market`s absolute size, the group is gaining market share and positioning itself as one of the few leading furniture and household goods players remaining in the UK. The Harveys brand awareness has, once again, grown substantially as a result of the related promotional campaigns and sponsorship and management is positive about the benefits to be derived from this going forward. Continental Europe The extent of the group`s operations and sales channels within Europe, particularly countries like Germany, Austria, Switzerland, Scandinavia and The Netherlands, shielded the group to a degree from adverse economic and consumer credit conditions. These countries (unlike countries such as Spain, France, Portugal and Italy) and their consumers, have always been more conservative with debt and generally use savings and cash for purchases of household goods and furniture. The European Retail Management (ERM) group - consolidated for the first time in the latter half of the financial year ended 30 June 2008 - performed well during the six months under review and vindicates the board`s decision to capitalise the group`s former investment participations interest in various retailers into equity. The positioning of ERM as the market leader in the lower-end and mass-discount retail segment has been a key contributor to the sound performance of the retail segment. Given the current financial environment, many European consumers are "buying down", effectively placing more emphasis on "value-for-money", thereby benefiting ERM`s market positioning and product offering. This trend is expected to continue for the remainder of the year. Pacific Rim The revenue of the Australian operations was maintained against a backdrop of challenging conditions despite several interest rate cuts. The Australian Government introduced consumer incentives towards the middle of December 2008 which stimulated consumer spending. The beneficial effects of these incentives have been clearly evident in trading for the period subsequent to the reporting date. The New Zealand operations (albeit a small part of the Pacific Rim operations) performed poorly and this market remains extremely vulnerable. Management in the region remains confident that the appropriate strategies including new product ranges, improved logistics and information technology systems, as well as refreshed campaigns within the current economic environment, will further benefit results. Southern Africa The building supplies retail operations of Timbercity and Pennypinchers continued to expand its national footprint. Sales on a like-for-like basis increased by 12% while new stores account for the balance of the growth. Profitability was impacted by the start-up costs incurred on new stores opened. Retail segment: Automotive In the context of a severely troubled automotive industry, the Unitrans Automotive division reported a decline in both sales and profitability, but continues to make a meaningful contribution to earnings from a relatively small investment base. This division continues to deliver appropriate returns on invested funds, and provides the logistics segment with cost-savings and synergies that benefit the entire group. The decline in sales and profitability resulted not only from the contraction of the motor retail market but also from the reduction in credit approval levels for vehicle finance in accordance with more stringent credit granting criteria applied by financiers. In line with the group`s cash-preserving measures, management deliberately sacrificed market share pursuant to a decision to reduce inventory levels and to steer away from sales of less- profitable models. Furthermore, the rapid increase in credit-default related repossessions gave rise to a substantial number of pre-owned vehicles entering the market at discounted prices. Despite these factors, this division and its highly experienced management team is well-positioned to benefit from the consolidation trend. The Hertz car rental division was affected by reduced inbound tourist volumes as well as lower than expected profits from de-fleeting. Manufacturing and sourcing: household goods and related raw materials United Kingdom A focus on growing intercompany trade caused the retail group to further increase orders from the UK manufacturing operations. However, the furniture manufacturing division`s results were adversely impacted by the distress experienced by its external customers that resulted in a decrease in external revenue compared to that of last year. Intra-group sales remain a top- priority for the group, in the context of the current market and will grow further in the second half. The raw material division in the UK - the foam/fibre operations of Pritex - was also able to switch sales to the group`s retail operations, albeit at lower margins, to lessen its dependence on the automotive and industrial sectors. Operationally, lead times and quality levels are good and costs are managed aggressively. Continental Europe and International sourcing operations The European manufacturing and sourcing division delivered strong growth with comparative revenue substantially up. The vertical integration model continued to support growth within the manufacturing and sourcing divisions as the UK division and ERM increased their focus on intra-group supply opportunities. Margins were protected by a decrease in raw material and other input costs as well as the weakening of all emerging market currencies now included in the European Union relative to the euro. The increased volumes attributed to the existing supply-chain and overhead cost base of the global sourcing division not only benefit margins and bargaining power within Asia but also increase the prospects of growing sales with external customers making use of the Steinhoff global sourcing division. Operationally, the division`s focus remains on further benefits to be derived from improved planning, controls and quality measures. The Habufa wholesale and trading joint venture in the Benelux and German regions and the group`s bathroom specialist PurisBad in Germany, recorded solid performances with growth in revenue and profitability. Southern Africa Panel products and timber The group`s integrated timber and panel product supply chain operating as PG Bison performed satisfactorily in a market affected by softer demand and product pricing pressures. The group`s forestry and sawmilling operations, taking into account the discontinuance of board production in Pietermaritzburg and Stellenbosch and the production capabilities of the Ugie plant, will provide the group with long-term competitive advantages. The increase in revenue is mostly as a result of price increases and value added through the newly acquired Woodchem resin operations. Decline in demand for structural timber products as well as in the sawn timber market continues to affect growth in revenue. Management is confident that the robust integrated supply chain, owned forestry and sawmilling operations, relentless customer service culture and its distribution network will continue to support PG Bison`s leading market position. Raw materials The results of the Raw materials division were adversely affected by the contraction in the furniture and related household goods market. Management is continuously assessing the development of new products and the viability of improving performance through new initiatives. Logistics services United Kingdom The market for logistics services clearly follows the pattern of UK economic activity in general, and consequently, the UK logistics division was also affected by the general down-turn. During the year the workforce was reduced by 20%. Increased focus on intra-group supply is a key development priority. Continental Europe The European logistics division recorded an improved performance and continues to benefit from the growth in integrated services being rendered to group operations and in particular the ERM group. Southern Africa The group`s logistics division in Southern Africa performed well benefiting from its service levels, new contracts gained and the capital expenditure incurred in previous financial periods. The Fuel and Chemical and Passenger divisions achieved outstanding results and stand to benefit further from recently concluded longer-term contracts, transport related infrastructural developments (such as Gautrain) and the forthcoming Soccer World Cup in 2010. Corporate and group services Entrepreneurial operational management teams supported by corporate and group services teams were able to structure appropriately flexible currency management strategies and re-focus operations on cash generation, substantially benefiting the results of our treasury activities. Management`s short-term incentives are aligned with profit achievements and cash generation. The structuring of the long-term debt profile embarked upon in prior years shields the group against any short-term liquidity needs. The group continues to investigate and participate in selected investment participation opportunities. The benefit of having a professional property division was highlighted during the period, while the brand management team managed to increase profits in line with the increased activity levels. Performance The average exchange rate used for converting euro income and expenditure to ZAR was R12.4152 : 1 euro compared to R9.8000 : 1 euro in respect of the corresponding period in the previous financial year (27% change). Group revenue increased by 26% from R20 570 million to R25 940 million, mainly as a result of the consolidation of ERM (which, in the comparative period, was accounted for in the Investment Participation Segment), supplemented by the euro-denominated growth achieved in Continental Europe. The group generated 61% (2007: 50%) of its revenue in currencies other than South African rand, principally euro, pound and Australian dollar. The actual foreign revenue achieved in currencies other than South African rand, but denominated in euro, increased by 23% from Euro 1 033 million to Euro 1 269 million. Headline earnings attributable to ordinary shareholders was maintained at R1 499 million, compared to R1 522 million in respect of the six months ended 31 December 2007. Headline earnings per ordinary share decreased by 2% to 117,9 cents (2007: 120,4 cents) with basic earnings per ordinary share increasing 9% to 120,9 cents (2007: 110,6 cents). The latter increase is mainly attributable to the non-recurrence in the current period of a prior period impairment provision of R139 million against the carrying value of Steinhoff`s listed associate company investments. The weighted average number of ordinary shares in issue during the period increased by 1% to 1 272 million (2007: 1 263 million). Ordinary shareholders` funds at 31 December 2008 amounted to R20 854 million (30 June 2008: R20 773 million). The annualised return on average ordinary shareholders` funds was 18%. The net asset value per ordinary share (NAV) was 1 630 cps at 31 December 2008 compared to 1 637 cps as at 30 June 2008. The decrease in NAV is as a result of the capital distribution of 60 cps (R761 million) paid on 8 December 2008 and negative exchange differences arising on consolidation of foreign subsidiaries amounting to R333 million (30 June 2008: positive of R2 353 million). The group`s net cash flow from operating activities increased by 208% to R1 378 million (2007: R447 million). This cash generation underscores the group`s consistency of earnings and management`s focus on preserving (and growing) cash resources in the current economic climate. Cash generation is determined after taking account of a net increase in working capital of R758 million (2007: R1 432 million). It remains management`s top priority to maintain profitability, focus on cash generation and further consolidate the group`s funding profile. The group`s average operating margin was stable at 9,5% (2007: 9,6%), despite the first-time consolidation of ERM (which focuses on the lower margin mass- discount segment of the European furniture and household goods market) and the trading conditions in particular the UK, the Pacific Rim and the Automotive retail segment in South Africa. Margins were also adversely impacted by the weakness in the pound and Australian dollar relative to the euro, due to the translation of the UK and Pacific Rim results into euro as the reporting currency of the non-Southern African operations. The adverse effects of these currency movements on margins was countered, to an extent, by the beneficial impact of the relative strength of the euro against the zloty and forint. Benefits were also derived from a substantial decline in raw material input costs, freight and shipping rates and the purchase prices of products sourced from the Far East with its excess capacity. The group also benefited from increased volume through-put, especially brought about by the incremental intra-group supply growth into the UK and ERM retail distribution bases. Net finance charges for the year rose to R609 million (2007: R237 million), due mainly to the interest-effect of the R1,6 billion convertible bond issued in June 2008 and the higher ZAR : euro exchange rate at which non-South African finance charges were translated. At 31 December 2008, Steinhoff had net interest-bearing debt of R9 974 million (30 June 2008: R9 388 million) resulting in a net debt : equity ratio of 39% (30 June 2008: 38%). The gearing ratio is influenced by the increase in the closing exchange rate at which non-South African borrowings were translated to ZAR (being R13.2037 compared to R12.3341 : 1 euro at 30 June 2008). This gearing ratio is well within the group`s internal target and should be viewed in conjunction with the strong cash generation capabilities of the group. At 31 December 2008 the group had cash and confirmed unutilised borrowing facilities of R8,7 billion and a debt maturity profile ranging to beyond 2014. The group`s taxation charge was R164 million (2007: R163 million), translating to an average tax rate of 8,6% (2007: 10,0%), mainly attributable to the assessed losses utilised in the UK and Pacific Rim regions. As reflected in the Segmental Analysis, the group benefited from the balanced mix of its operating and geographical segments. In addition, its vertically integrated operations delivered the desired results and represents a distinct defensive advantage in respect of the current global economic climate. The increased intra-group trading levels are evident from the inter-segment revenue eliminations of R5 603 million compared to R2 555 million in respect of the 2007 comparable period. Corporate activity As announced, on 1 December 2008, shareholders approved the Broad Based Black Economic Empowerment transaction (BBBEE) proposed at the Annual General Meeting of the company. Since then, the terms of the BBBEE transaction have been communicated to approximately 19 000 Steinhoff Africa participating staff members and the transaction was well received. It is the directors` belief that this BBBEE transaction will preserve shareholder value as a result of the alignment of interests between employees and shareholders and should contribute to the sustainability and growth of the group`s South African operations. Outlook The current global economic conditions remain challenging. The resultant impact on consumer confidence and spending patterns are causing the markets to contract. The group`s financial standing and focus on cash generation and preservation, existing trading relationships and spread of businesses, will stand it in good stead. The vertically integrated structure and entrepreneurial culture of the group will continue to protect the group`s sustainable earnings capability whilst participating in the consolidation trend. Cash distribution of Steinhoff It is the group`s policy to declare cash distributions once a year after its financial year-end at 30 June. On behalf of the board of directors D Konar MJ Jooste Non-executive chairman Chief executive officer 2 March 2009 STEINHOFF INVESTMENT HOLDINGS LIMITED (Steinhoff Investments) Registration number: 1954/001893/06 (Incorporated in the Republic of South Africa) JSE share code: SHFF ISIN code: ZAE 000068367 Preference shareholders are referred to the above results of Steinhoff for a full appreciation of the consolidated results and financial position of Steinhoff Investments. Declaration of dividend number 7 to preference shareholders The board of Steinhoff Investments has resolved to declare a dividend of 584 cents per preference share in respect of the period from 1 July 2008 up to and including 31 December 2008 (the dividend period), payable on Tuesday, 28 April 2009, to those preference shareholders recorded in the books of the company at the close of business on Friday, 24 April 2009. This dividend has been determined on the basis of 75% of the prime bank overdraft lending rate of Absa Bank Limited prevailing over the dividend period, applied to the nominal value plus premium (of R100,00 per preference share, in the aggregate). The dividend is payable in the currency of South Africa. 2009 Last date to trade cum dividend Friday, 17 April Shares trade ex dividend Monday, 20 April Record date Friday, 24 April Payment date Tuesday, 28 April Share certificates may not be dematerialised or rematerialised between Monday, 20 April 2009 and Friday, 24 April 2009, both days inclusive. Note: In the event that the South African National Elections are confirmed for Wednesday, 22 April 2009, a Public Holiday may be declared and the dividend timetable above would be impacted. In such instance, Steinhoff would likely bring the Steinhoff branch register dividend dates forward by one day to Thursday, 16 April 2009 with the respective ex dividend date being changed to Friday, 17 April 2009. The record and payment dates would remain as stated above. On Tuesday, 28 April 2009, the preference dividend will be electronically transferred to the bank accounts of preference shareholders. Preference shareholders who have dematerialised their shares will have their accounts credited on Tuesday, 28 April 2009. Proposed taxation amendments We refer to our previous communications regarding the conversion of Secondary Tax on Companies (STC) to a shareholder dividend tax. During the 2009 budget speech the Minister of Finance reiterated the fact that the new dividends tax will only come into effect once tax treaty ratification processes are completed. The Minister indicated that all the relevant treaties have been renegotiated and that it is likely that the dividends tax will be implemented during the second half of 2010. The basic legislative framework for the introduction of dividends tax was enacted in 2008. As indicated by the Minister, further legislative amendments during 2009 will provide for the completion of the dividend tax reform. Accordingly, the preference shareholders are advised that, until such time as all the legislative amendments are finalised and promulgated, legal opinion obtained and shareholder approval procured, it is still not possible to determine exactly what the impact will be on the cumulative non-redeemable non-participating preference shares issued by Steinhoff Investments. A further announcement in this regard will be made once the detailed legislation is published and duly considered. On behalf of the board of directors D Konar JHN van der Merwe Non-executive director Executive director 2 March 2009 Other notes 1. Corporate governance Steinhoff has embraced the recommendations of King II on Corporate Governance and strives to provide reports to shareholders that are timely, accurate, consistent and informative. 2. Social responsibility Steinhoff continues to be recognised for its corporate social investment activities. Management remains committed to the related initiatives and a number of social responsibility projects are continuing. 3. Human resources Good working relationships are maintained with the relevant labour unions. Ongoing skills and equity activities continue to ensure compliance with current legislation. Initiatives continue to contribute to broader skills development and sourcing of appropriately qualified staff on an ongoing basis. 4. Related-party transactions The group companies entered into various related-party transactions. These transactions are no less favourable than those arranged with third parties. 5. Further events No significant events have occurred in the period between the reporting date and the date of this report. For more detail on the group`s listed associate investments, shareholders are referred to the results and/or corporate announcements and financial information of: - Amalgamated Appliance Holdings Limited - 9 March 2009 www.amap.co.za - KAP International Holdings Limited - 2 March 2009 www.kapinternational.com Administration Steinhoff International Holdings Limited ("Steinhoff" or "the company" or "the group") Registration number: 1998/003951/06 (Incorporated in the Republic of South Africa) JSE share code: SHF ISIN code: ZAE000016176 Registered office: 28 Sixth Street, Wynberg, Sandton, 2090, Republic of South Africa Tel: +27 (11) 445 3000 Fax: +27 (11) 445 3094 Transfer secretaries: Computershare Investor Services (Proprietary) Limited 70 Marshall Street, Johannesburg, 2001 Company secretary: SJ Grobler Auditors: Deloitte & Touche Sponsor: PSG Capital (Proprietary) Limited Directors: D Konar (chairman), MJ Jooste (chief executive officer), DE Ackerman, DC Brink, YZ Cuba, CE Daun*, JF Mouton, FJ Nel, FA Sonn, BE Steinhoff*, IM Topping#, DM van der Merwe, JHN van der Merwe Alternate directors: JNS du Plessis, HJK Ferreira, SJ Grobler, KJ Grove, A Kruger-Steinhoff* #British *German non-executive www.steinhoffinternational.com To view results on mobile: www.steinhoff.mobi Date: 02/03/2009 14:58:01 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. 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