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TKG - Telkom SA Limited - Provisional Group Annual Results for the year ended

Release Date: 22/06/2009 14:00
Code(s): TKG
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TKG - Telkom SA Limited - Provisional Group Annual Results for the year ended March 31, 2009 Telkom SA Limited (Registration number 1991/005476/06) JSE and NYSE share code: TKG ISIN: ZAE000044897 Provisional Group Annual Results for the year ended March 31, 2009 GROUP FINANCIAL SALIENT FEATURES FOR THE YEAR ENDED MARCH 31, 2009 - Vodacom deal successfully concluded after year-end; - Total cash distribution to shareholders of 2,275 cents per share; - Group operating revenue up 6.9% to R35.9 billion; - Group EBITDA decreased by 11.6% to R11.7 billion; - Group EBITDA margin decreased from 39.3% to 32.5%; - Group operating profit decreased by 29.6% to R6.4 billion; - Net debt to EBITDA including discontinued operations increased from 0.8 times to 1.2 times; - Cash flows from operating activities increased by 7.8% to R11.4 billion; - Headline earnings per share of continuing operations decreased by 45.9% to 557.0 cents; - Net asset value per share increased by 10.1% to 7,236.2 cents; and - Ordinary dividend declared of 115 cents per share and special dividend of 260 cents per share. 1. OVERVIEW Johannesburg, South Africa - June 22, 2009. Telkom SA Limited (JSE and NYSE: TKG) today announced Group annual results for the year ended March 31, 2009. STATEMENT BY REUBEN SEPTEMBER, CHIEF EXECUTIVE OFFICER: "The 2009 financial year has been both challenging and very exciting. We have succeeded in concluding the Vodacom transaction at an exceptional price, given the market conditions, and returning substantial capital to shareholders through the R19.00 special dividend and unbundling of Vodacom shares to our shareholders. We have also concluded the sale of our 75% stake in Telkom Media to Schenzen Media (Proprietary) Limited and taken our holding in Multi-Links, Nigeria up to 100%. Post the year-end, we succeeded in acquiring the business of M-Web Africa, including AFSAT, from the Naspers Group. Our footprint in Africa now covers almost the entire continent, excluding North Africa, providing Telkom with opportunities to extend our services to a very fast growing market. However, to date, our initiatives in Africa have been challenging given the high start-up costs, unknown and competitive markets, infrastructure and technology challenges, skills requirements and volatile currency and interest rate markets. The financial impact of this on our results is clearly visible in the impairments, foreign exchange losses and negative fair value effects we have had to recognise in the year. We believe Telkom is however well positioned to capitalise on these opportunities in Africa. The ICT market is never static. It is characterised by fluidity, change and constant innovation. The transformation of Telkom is absolutely necessary to allow us to be agile and responsive to our customer needs and to the changing environment. We are in the process of reorganising our organisation into a single corporate centre and three operating business units. The new structure introduces simplicity into the organisation, aligns with our vision and strategy, instills an imperative profit and loss accountability and provides opportunities to manage cost, to manage our resources more efficiently and to execute our strategy with greater focus. Telkom, unhindered by the restrictive Vodafone shareholders` agreement, is ready to aggressively compete in the communications market. Our operation in South Africa remains our core business and cash flow generator. Telkom`s defend and grow strategies are on track. We have achieved good growth in our bundled calling plan products, Telkom Closer and Supreme Call, and strong growth in our Broadband products. Data revenue continues to achieve double digit growth, delivering a 12.1% revenue growth to R9.3 billion for the year ended March 31, 2009. Our continued drive to enhance our Next Generation Network is delivering benefits and provides us with a significant competitive advantage in our drive to provide customers with quality, cost effective products and services covering the full ambit of converged Information, Communication and Technology (ICT) services. Given the continued decrease in our voice revenues due to mobile substitution and increased competition it is vital for Telkom to explore all avenues that will provide us with growth and migrate traffic back on to our network. We now have the opportunity to enter the mobile market in South Africa. We are in the process of conducting comprehensive mobile market research to establish exactly how Telkom can maximise the opportunity at minimal operational and build cost. We believe that Telkom is able to take advantage of our Next Generation Network and newer technologies will give us an advantage over the current mobile operators in terms of our ability to carry increased traffic, provide superior quality and to compete. Telkom is also actively moving up the value-added IT services chain. We are intrinsically IT intensive and have a large IT asset base. This is driving our strategic move into the IT services arena. We have already commenced with adding a further 2,200 square metres of data centre space to our existing facility of 7,500 square metres. Telkom is perfectly positioned to deliver a true converged services value proposition and we are following the lead of global players such as Deutsche Telekom and British Telecom who already hold 3rd and 5th positions, respectively, in the European IT outsourcing market. We are very well aware of the risks associated with large investment spend and free cash flow is a key focus throughout the Group. We are committed to achieving cost efficiencies and investment grade return on our investments, rebalancing our capital spend and continuing to pay dividends to our shareholders. Each and every investment will be benchmarked to achieve the best returns to our shareholders. Telkom has the team and the strategy in place, the realigned organisational structure, the determination and the balance sheet to drive us into the future with the sole purpose of delivering attractive and sustainable returns to our shareholders." FINANCIAL PERFORMANCE Group operating revenue from continuing operations increased 6.9% to R35.9 billion, while operating profit decreased by 29.6% to R6.4 billion. The Group EBITDA margin decreased to 32.5% as at March 31, 2009, compared to 39.3% at March 31, 2008, mainly due to an EBITDA loss of R226 million at Multi-Links and higher fixed-line operating expenditure which decreased the fixed-line EBITDA margin to 25.8% as at March 31, 2009 (March 31, 2008: 36.3%). Headline earnings from continuing operations decreased 45.9% to 557.0 cents per share and basic earnings per share decreased 57.7% to 407.4 cents per share for the year ended March 31, 2009, compared to 963.7 cents per share at March 31, 2008. The reduced earnings can be attributed to a decrease in operating profit due to a 19.5% increase in operating expenses (R4,881 million) and higher foreign exchange and fair value movements (R1,098 million) partially offset by a lower taxation expense (R987 million). Investments in Multi-Links and Africa Online were impaired by R462 million and R39 million. The impairments were necessitated by the operating losses incurred by these operations and the deteriorating prevailing economic climate. Multi-Links reported a net loss of R1.76 billion (March 31, 2008: net profit of R33 million). The fixed-line operations performed satisfactory. Excluding the impairments the fixed-line achieved an EBITDA margin of 32.3%. Cash flows from operating activities increased by 7.8% to R11,432 million, cash flow utilised in investing activities increased by 20.6% to R17,005 million and cash flows from financing activities increased from R2,943 million to R7,093 million during the year ended March 31, 2009. SUMMARY OF GROUP FINANCIAL RESULTS Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Continuing operations1 Operating 32,441 33,611 35,940 3.6 6.9 revenue Operating profit 9,751 9,069 6,388 (7.0) (29.6) EBITDA2 13,352 13,203 11,668 (1.1) (11.6) Operating profit 30.1 27.0 17.8 (10.3) (34.1) margin (%) EBITDA margin(%) 41.2 39.3 32.5 (4.6) (17.3) Capital 6,623 8,428 9,631 27.3 14.3 expenditure3 Capex to revenue 20.4 25.1 26.8 23.0 6.8 (%) Basic EPS (ZAR 1,204.7 963.7 407.4 (20.0) (57.7) cents) Headline EPS 1,235.5 1,028.9 557.0 (16.7) (45.9) (ZAR cents)2 Net debt n/a n/a 15,497 - - Net debt to n/a n/a 1.3 - - EBITDA After tax n/a n/a 5.0 - - operating return on assets (%) Total operations Basic EPS (ZAR 1,681.0 1,565.0 832.8 (6.9) (46.8) cents) Headline EPS 1,710.7 1,634.8 994.6 (4.4) (39.2) (ZAR cents) Capital 10,246 11,900 13,234 16.1 11.2 expenditure3 Net debt 10,026 16,617 23,773 65.7 43.1 Net debt to 0.5 0.8 1.2 60.0 50.0 EBITDA After tax 22.7 18.3 9.7 (19.4) (47.0) operating return on assets (%) Operating free 3,728 2,229 (2,237) (40.2) (200.4) cash flow 1. Excludes our 50% share of Vodacom, Swiftnet and Telkom Media. 2. EBITDA and earnings have been reconciled to net profit 3. Including spend on intangible assets. OPERATIONAL DATA Year ended March 31 % variance 2007 2008 2009 07/08 08/09 Fixed-line data ADSL 255,633 412,190 548,015 61.2 33.0 subscribers1 Calling plan 272,071 464,038 590,590 70.6 27.3 subscribers Closer 266,300 451,122 575,812 69.4 27.6 subscribers Supreme call 5,771 12,916 14,778 123.8 14.4 subscribers W-CDMA - - 5,253 n/a n/a subscribers Fixed access 4,642 4,533 4,451 (2.4) (1.8) lines (`000)2 Postpaid - 2,971 2,893 2,769 (2.6) (4.3) PSTN Postpaid - 718 754 781 5.0 3.6 ISDN channels Prepaid 795 743 766 (6.5) 3.1 Payphones 158 143 135 (9.5) (5.6) Fixed-line 9.8 9.5 9.1 (3.1) (4.2) penetration rate (%) Revenue per 5,275 5,250 5,349 (0.5) 2.1 fixed access line (ZAR) Total fixed-line 29,323 26,926 24,869 (8.2) (7.6) traffic (millions of minutes) Local 14,764 11,317 8,822 (23.3) (22.0) Long distance 4,224 3,870 3,631 (8.4) (6.2) Fixed-to- 4,103 4,169 4,126 1.6 (1.0) mobile International 558 635 622 13.8 (2.0) outgoing International 38 43 34 13.2 (20.9) VoIP Subscription based calling plans 1,896 2,997 3,546 58.1 18.3 3,740 3,895 4,088 4.1 5.0 Interconnection Domestic 2,419 2,502 2,484 3.4 (0.7) mobile interconnection Domestic - 113 415 n/a 267.3 fixed interconnection 1,321 1,280 1,189 (3.1) (7.1) International interconnection Managed data 21,879 25,112 29,979 14.8 19.4 network sites Internet all 302,593 358,066 423,196 18.3 18.2 access subscribers3 Fixed-line 25,864 24,879 23,520 (3.8) (5.5) employees Fixed access 180 182 189 1.1 3.8 lines per fixed- line employee4 Mobile data5 Total customers 30,150 33,994 39,614 12.7 16.5 (`000) South Africa Mobile customers 23,004 24,821 27,625 7.9 11.3 (`000) Contract 3,013 3,541 3,946 17.5 11.4 customers Prepaid 19,896 21,177 23,561 6.4 11.3 customers Community 95 103 118 8.4 14.6 services telephones Mobile churn (%) 33.8 42.3 40.1 25.1 (5.2) Contract churn 9.7 8.3 9.9 (14.4) 19.3 Prepaid churn 37.5 47.9 45.4 27.7 (5.2) Estimated mobile 58 55 53 (5.2) (3.6) market share (%)6 Mobile 84 94 108 11.9 14.9 penetration (%) Total mobile 20,383 22,769 24,383 11.7 7.1 traffic (millions of minutes) Mobile ARPU 128 128 133 - 3.9 (ZAR)7 Contract ARPU 517 486 474 (6.0) (2.5) Prepaid ARPU 63 62 68 (1.6) 9.7 Community 902 689 534 (23.6) (22.5) services Number of mobile 4,727 4,849 5,451 2.6 12.4 employees8 Mobile customers 4,867 5,119 5,068 5.2 (1.0) per mobile employee8 Other African countries Mobile customers 7,146 9,173 11,989 28.4 30.7 (`000) Number of mobile 1,522 1,992 2,336 30.9 17.3 employees9 Mobile customers 4,695 4,605 5,132 (1.9) 11.4 per mobile employee9 Gateway - - 389 - - employees Other data Multi-Links Number of 185,619 813,392 2,516,109 338.2 209.3 subscribers Number of - 680 870 - 27.9 employees Africa Online Number of n/a 17,252 18,441 - 6.9 subscribers 10, 11 Number of 317 379 313 19.6 (17.4) employees 1. Excludes Telkom internal lines of 1,029 (2008: 751 and 2007: 523). 2. Excludes Telkom internal lines of 111,852 (2008: 109,501 and 2007: 107,719). 3. Includes Telkom Internet ADSL, ISDN, WiMAX and dial-up subscribers. 4. Based on number of fixed-line employees, excluding subsidiaries. 5. 100% of Vodacom data. 6. Based on Vodacom estimates. 7. With effect from April 1, 2008, ARPU calculations include revenues from national roamers and international visitors roaming on Vodacom`s network. Historical ARPU numbers have been restated in line with this new methodology. 8. Includes Holding company and Mauritian employees and temporary employees. 9. Includes temporary employees. 10. From April 1, 2008, Africa Online changed the method of counting subscribers to include all the individual corporate sites as individual customers. The comparative information for 2008 has been restated. 11. Excluding UU-Net joint venture partner`s subscribers in Kenya. UU-Net had 300 and 320 subscribers as at March 31, 2008 and 2009, respectively. 2. OPERATIONAL OVERVIEW Telkom`s strategy continues to focus on defending and growing our traditional voice base. Our growth strategies focus on adding revenue by developing a fixed-mobile capability to give us a larger share of the voice revenue pie, aggressively building our data, broadband and converged services offering and expanding geographically into high growth markets. REORGANISATION OF TELKOM Reorganising Telkom is imperative to align the organisation to successfully execute on our strategy and to position the new standalone group as a competitive force. The new structure consists of the Telkom Group, with a corporate centre and three operating business units - Telkom South Africa, Telkom International and Data Centre Operations. Telkom South Africa is split up into three distinct units - Network and Wholesale, Enterprise and Consumer. The reorganising seeks to improve profit and loss accountability throughout the organisation and to create distinctive focus for each business unit. It will give the business units the agility to focus on customer centricity and cost efficiency and respond to the competitive environment, changing technological landscape and regulatory requirements. We will seek to execute our strategy through our Telkom Renaissance initiative which has been initiated with the objective of transforming us into a leading pan-African communications company. Delivering on this requires a compelling and focused transformation programme. This programme consists of various initiatives including us defending our market share, seeking new revenue and businesses and implementing a structure that enables clear profit and loss accountability, as well as ensuring that our business processes and work practices deliver upon our strategic intent. DEFEND AND GROW PROFITABLE REVENUE Voice revenue Traffic revenue decreased 3.9% to R15.3 billion with local traffic revenue decreasing 10.8% to R3.6 billion while local minutes decreased by 22.0% to 8.8 billion minutes. This is primarily due to continuing fixed to mobile substitution. Telkom has reclassified subscription revenue from calling plans into a separate revenue line item - subscription based calling plans - to easily identify revenue from calling plans. Total traffic minutes decreased by 7.6% to 24.9 billion minutes, a slow down on last year`s decrease of 8.2%. Revenue from subscription based calling plans increased by 20.5% to R1.3 billion. Long distance revenue decreased by 9.6% to R2.0 billion with a decrease in volumes of 6.2% to 3.6 billion minutes and a 3.6% decrease in effective rates. Fixed to mobile revenue decreased by 1.8% to R7.4 billion with a decrease in volumes of 1.0% to 4.1 billion minutes and a 0.8% effective tariff reduction for the year. International traffic revenue decreased by 5.4% to R933 million and an effective tariff reduction of 2.4%. Interconnection revenue increased by 18.6% assisted by volume increases of 5.0% to 4.1 billion minutes. The Telkom Closer packages have performed well, increasing by 27.6% to 575,812 plans. Supreme call packages, targeted at the business segment, have increased by 14.4% to 14,778 packages and PC bundles have increased 48.3% to 11,336. Telkom continues to be successful in tying in large corporate customers to term and volume discount plans. Annuity revenue streams, which exclude line installations, reconnection fees and CPE sales, have increased by 6.8% to R7.4 billion. Telkom will seek to continue converting revenue streams to annuity revenues. This will be done largely through bundling call minutes with access line rental in attractive subscription based value propositions. This is an important strategy for delivering greater value to our customers. Our current line penetration of bundled products is 41.7% and we are targeting a penetration of 56% by 2013/14. Broadband and converged services Broadband and converged services continue to perform well with ADSL subscribers up 33% to 548,015. Do Broadband subscribers increased 58.1% to 188,540. Internet all access subscribers increased 18.2% to 423,196. Our current Broadband line penetration rate is 15% and our targeted penetration rate is 25% by 2013/14. We have increased DSLAMs throughout the country by 50.4% to 4,000 sites. We have installed 91% of ADSL lines within 21 working days where no network build is required, compared to 79% in the year ended March 31, 2008 and 74% within 21 working days where network build is required compared to 66% in the year ended March 31, 2008. The ADSL Self Install option is expected to continue to improve the installation times. As of March 31, 2009, 57% of all ADSL installations were being done through the Self Install option. Grow and win back traffic initiatives Telkom has developed further initiatives to grow and win back traffic. We intend to change the perception that the fixed-line is an expensive service through tariff communication and value for money campaigns and continue with targeted marketing of our Telkom Closer and Do Broadband bundles. We continue to improve our service delivery through fulfilment and assurance. The gated community trend allows us to grow our line base in these niche markets. In order to combat cannibalisation of our revenue we have developed attractive, entry level internet dial-up bundles. We will continue to aggressively drive our broadband strategy though adding higher value content. We anticipate that our fixed to mobile convergence products will support traditional voice revenue and we are developing fixed to mobile value propositions to combat competition. From a cost efficiency point of view, we intend to maximise the utilisation of our existing infrastructure by growing affordable entry level products. Corporate data As a result of Telkom`s strategy to grow our data business, data revenues (including broadband revenue) increased a very pleasing 12.1% to R9.3 billion. This is also indicative of the growth in bandwidth demand from corporates and mobile operators as a result of 3G and HSDPA. Data connectivity revenue increased 10.9% to R5.0 billion. Mobile leased line revenue increased 0.5% to R1.9 billion. The low increase is as a result of Telkom re-balancing its pricing points to be more competitive. Internet access revenues increased 29.6% to R1.5 billion and we are proud of the fact that managed network services and VPN revenue increased 22.3% to R891 million. Telkom intends to continue exploiting the advantage of our high- quality unmatchable national network footprint in the corporate data market. CUSTOMER SERVICE Improved customer service is vital to the success of Telkom into the future. Sustainable and profitable growth in the customer base requires creating and strengthening capabilities focused on managing customer relationships and learning from acquired customer information. This will allow Telkom to better manage the customer experience and anticipate customer needs. Customer segmentation based on value is enabling Telkom to understand customers better in order to give additional value and services to customers. Surveys with our key customer segments have shown that service quality perception has improved in the Small Business, Medium and Large Business and Corporate and Government Sectors. The residential market perception survey indicates a stable rating. COST MANAGEMENT AND CAPITAL EXPENDITURE REDUCTION Faced with competition eroding our revenue base, cost management continues to be a key element in creating shareholder value. Combined with the inflationary environment affecting our operating expenses, a number of once off items impacted fixed-line expenditure including: - R177 million expenses relating to the Vodacom transaction; - R85 million impairment of Africa Online; - R254 million impairment of Telkom Media; and - R1.8 billion impairment of Multi-Links. Fixed-line operating expenses increased 19.6% to R29.8 billion. Employee expenses increased by 8.1% to R8.0 billion, payments to other operators increased 9.2% to R7.5 billion, selling general and administrative expenses increased by 68.8% to R6.6 billion, service fees increased by 14.4% to R2.8 billion and operating leases decreased by 1.0% to R613 million. Depreciation, amortisation, impairment and write-offs increased by 16.8% to R4.4 billion resulting in an EBITDA margin of 25.8%. Excluding the Multi-Links, Telkom Media and Africa Online impairment the fixed-line adjusted normalised EBITDA margin was 32.3%. The Telkom reorganisation programme - Telkom Renaissance - improves profit and loss accountability throughout the organisation and will allow us to focus on efficient resource management and cost containment. In addition, the roll-out of our mobile network is expected to enable us to provide connectivity in a more cost effective manner in rural and high cable theft areas. Next Generation Network and mobile technology also allows us to replace expensive to maintain legacy equipment. We intend to expedite the retirement of costly legacy systems as a result of our growing Next Generation Network in order to reduce maintenance spend. We continue with the renegotiation of all supplier contracts and constructive engagement with labour unions. We are reviewing our IT investment strategy in order to ensure optimum levels of spend in line with our strategy and network investment. Inventories and capital work-in-progress are receiving considerable attention as we seek to lower just-in-time levels of investment and to monetise any excessive levels of assets. Telkom is targeting an operating cost reduction of 10% over the following three financial years. The Telkom board is focusing on improving the cost efficiency and free cash flow profile of the company. It has reduced the initial 5 year capital expenditure budget by 40% to R34 billion and intends to reduce it further where possible. INTO THE FUTURE Our geographic expansion strategy aim is to establish Telkom as a regional voice and data player through the provisioning of a range of hosting services, managed solutions, mobile voice and wireless broadband services. To date we have invested in Multi-Links, Africa Online and M-web Africa. We have also signed a memorandum of understanding with America`s AT&T. The primary focus of this partnership is to explore the development of network to network interfaces between Telkom`s regional networks and AT&T`s global networks in order to increase service to multi-national customers. Telkom is also conducting significant market research in order to enter the mobile and Data Centre operations markets in South Africa. Multi-Links With effect from May 1, 2007, Telkom acquired 75% of Multi-Links Telecommunications Limited, or Multi-Links, through Telkom International, a wholly owned South African subsidiary, in Nigeria, for US$280 million, or R1,985 million. The remaining 25% of Multi-Links was owned by Kenston Investment Limited, an investment company based in the Isle of Man in the United Kingdom. With effect from January 21, 2009, Telkom acquired the remaining 25% interest in Multi-Links for US$130 million, thereby increasing its ownership of Multi-Links to 100%. The purchase price was subject to a contractual put option in favour of the minority shareholder. Multi-Links is a private telecommunications operator with a Unified Access License allowing fixed, mobile, data, long distance and international telecommunications services focused primarily on corporate clients, wholesale and mass markets in Nigeria. Multi-Links` Unified Access License was granted on November 1, 2006 and has a term of ten years, with seven years remaining. There are currently 13 operators licensed with Unified Access Services Licenses in Nigeria, making the Nigerian telecommunications market extremely competitive as operators may use any technology to deliver voice, data and video services to their customers. Multi-Links reported a 124.9% increase in revenue to R1.9 billion with subscribers growing 209.3% to 2,516,109 in the year ended March 31, 2009. Voice and data revenue contributed 75.0% to total revenue, handset sales 11.9%, interconnect revenue 12.6% and SMS 0.5%. Multi-Links`s slow start in developing an efficient and well controlled distribution channel, together with a departure from its initial strategy of focusing on high ARPU subscribers, the delayed launch of EVDO and destructive competition in the CDMA market caused ARPU to decline from US$32 at March 31, 2008 to US$9 at March 31, 2009. Telkom is currently addressing these challenges as indicated below. Operating expenses increased 157.1% to R2.4 billion primarily as a result of upfront handset subsidies. The average cost per unit equalled approximately R400 and subsidies totalled R281 million. Payment to other operators contributed 26.9%, selling general and administrative expenses 46.0%, employee expenses 5.2%, operating leases 8.0%, service fees 1.6% and depreciation 12.3%. Subsidised handsets were the largest contributor to SG&A expenses. Multi-Links reported a negative EBITDA margin of 11.9%, an EBITDA loss of R226 million for the year ended March 31, 2009 and a net loss of R1.76 billion after accounting for an impairment of the deferred tax asset of R301 million. Bad debts increased 208.2% to R7.9 million. Multi-Links has begun focusing its attention on the SMME, corporate and wholesale markets and mainly on high ARPU users. Its revenue retention and growth strategy will concentrate on increasing revenue of fixed wireless and mobile customers through brand awareness and promotion; expanding broadband internet to offer high value bundles and services. Through its extensive fibre network it will provide high quality internet protocol/next generation network services to the government, corporate and SMME customers whilst extending its metro-ethernet services. The reach of its fibre network also allows Multi-Links to concentrate on carrier class corporate and wholesale product and services offerings. Operating expenses have been driven by network growth, rehabilitation of distribution channels, marketing costs and customer acquisition and maintenance. Multi-Links is focusing on containing costs through reducing handset subsidies drastically, continuing to migrate to an all IP network in order to reap the benefits of its cost effective network management capabilities and securing cost effective international connectivity through the SAT-3 and other submarine cables. Capital expenditure increased 112.7% to R2.8 billion in the year ended March 31, 2009. In the 2009 financial year, Multi-Links` build and expansion programme achieved the following: - deployed additional packet based mobile switching centres increasing the available capacity from 1,000,000 to 2,800,000 subscribers; - extended home location register capacities from 800,000 to 5,100,000 subscribers; - rolled out additional base transmission stations increasing its capacity from 800,000 to 1,800,000 subscribers; - successfully launched its broadband service offering by rolling out an EVDO 3G network to a capacity of 100,000 subscribers; - added 1,300 kms of optic fibre resulting in a total to 3,711 kms; - increased international capacity by the addition of 2 x 155Mb services on the SAT-3 submarine cable system; and - extended coverage to 22 states and Abuja. Turning around Multi-Links`s performance is vital to Telkom given the extent of the Group`s investment and the enormous opportunity the Nigerian market provides. We have budgeted capital expenditure of US$100 million for the 2009/10 financial year with the primary objectives of adding an additional 1,000 kms of fibre, fibre connecting all major cities, metro-ethernet rings connecting the top five cities, and a national MPLS data networking connecting the top eight cities. We expect Multi-Links to be EBITDA positive in 2010/2011 and to be cash flow positive by 2011/2012. Africa Online, M-Web Africa and AT&T Africa Online is an internet service provider with operations active in Cote d`Ivoire, Ghana, Kenya, Namibia, Swaziland, Tanzania, Uganda, Zambia and Zimbabwe. Africa Online`s network had 29 points of presence, 46 mobile broadband transceiver stations, 31 fixed broadband wireless access transceiver stations, eight network operation and 17 support centres and eight data centres across nine countries servicing 18,441 customers as of March 31, 2009. On April 21, 2009, we acquired a 100% interest in M-Web Africa Limited, which owns approximately 88% of AFSAT Communications Limited, and a 75% interest in M-Web Namibia (Proprietary) Limited, for approximately R498 million. M-Web Africa is a group of companies offering internet services and its own VSAT access services in Sub-Saharan Africa (excluding South Africa). M-Web Africa is obliged to acquire the additional 12% of AFSAT Communications Limited and we are currently in negotiations to purchase such shares. M-Web Africa`s VSAT service is mostly focused on the corporate and enterprise markets and is branded iWay. Its VSAT services are using satellite teleport facilities in South Africa, the USA and Europe. The company had 20,175 customers at March 31, 2009. The group is headquartered in Mauritius with operations in Nigeria, Kenya, Tanzania, Uganda, Namibia and Zimbabwe and an agency arrangement in Botswana. There are distributors in 26 Sub-Saharan African countries. Between Africa Online and M-Web Africa, the Telkom Group`s footprint extends across the entire Sub-Saharan Africa region. This provides us with a great opportunity to service multi-national customers and corporate customers in particular requiring internet access data products across Sub-Saharan Africa. The internet access market is still in its infancy in Sub-Saharan Africa but is expected to deliver solid growth into the future. We will be concentrating on exploiting the synergies offered by integrating Africa Online and M-Web Africa during this year. We will be consolidating all satellite bandwidth capacity and data centre operations. The VSAT businesses of Africa Online, M-Web Africa and AFSAT will be merged and all joint markets will be consolidated under a single entity. The wireless broadband reach will be expanded and VSAT will also be used for cost effective international backbone connectivity. The new integrated Pan African business will focus on including turnkey services and defending and growing market share to increase shareholder value. Telkom is building the muscle to serve multi-national customers in Africa through combining our presence with partners. On April 16, 2009, Telkom and AT&T entered into a strategic memorandum of understanding which aims to extend AT&T`s global networking reach to Sub-Saharan Africa and boost Telkom`s strategy to grow a strong ICT footprint on the African continent. The agreement will enable both companies to explore ways to provide global seamless communication and technology solutions and services to multi- national customers, either based in or seeking to extend their operations in Sub-Saharan Africa. Under the terms of the memorandum of understanding, the two companies will begin work towards definitive agreements that are designed to: - directly connect the Telkom regional network and the AT&T global network; - deliver a wider geographic footprint of telecommunications services, both in Sub-Saharan Africa and other global points; - enhance mobile service capabilities for corporate customers in Sub- Saharan Africa; - extend global VPN services to support the state-of-the-art network requirements of customers either headquartered in or seeking to expand sites in Sub-Saharan Africa; - explore other potential opportunities in areas such as telepresence, hosting and professional services; and - expand the existing global wholesale voice services relationship between Telkom Group and AT&T. Mobile strategy - South Africa The recent liberalisation in the licensing regime, advancements in convergence technology and the termination of the Vodafone shareholders agreement provides Telkom with the opportunity to enter the mobile market. We believe that an integrated fixed-mobile operator is well positioned to react to, and take advantage of, the future requirements of our customers. By developing an integrated fixed-mobile offering Telkom will seek to leverage its customer base, marketing, logistics and distribution channels to increase its share of voice revenue. In addition, Internet access demands are increasingly requiring mobility. An integrated bundled offering would offer superior speeds and quality through the fixed-line, including the advantages of mobility when required by the customer. Mobility provides cost efficiencies and the opportunity to consolidate traffic onto Telkom`s network. Currently mobile customers are experiencing the effects of a highly congested network and poor quality of service. Telkom intends to use the strengths of its fixed-line network to differentiate its mobile service on quality with a fully converged array of products and services. Our Next Generation Network and access to the latest technologies will provide further value to our customers. Telkom has rolled out 141 W-CDMA sites in major metropolitan areas throughout South Africa. Our initial focus has been on theft, breakages and incident- prone areas, customers waiting for service and greenfield areas where Telkom has no copper infrastructure. In essence, the W-CDMA technology allows Telkom to deploy fixed-line lookalike services with regional fixed numbering plans instead of deploying copper, especially in high copper theft areas or areas where copper deployment is not feasible or too slow to roll out. This roll- out will be extended to rural areas and to replace expensive to maintain legacy equipment. Our move into offering a fully fledged mobile service is dependent on the finalisation of market research and the outcome of pilot and customer trials planned for the end of 2009. We are however aware of the power of the entrenched mobile companies. With this in mind, Telkom will not commit to further capital expenditure other than that focused on reducing costs before the company has completed its market research. Future build will be based on maximising our current infrastructure and subscriber numbers in order to reduce operational and build costs and improve value add as far as possible. Data Centre Operations Globally, fixed-line telecommunications operators are intrinsically IT intensive and have large IT asset bases. This fact is driving them into the value added IT outsourcing services market. Customers are increasingly expecting consistent end-to-end service both on IT and communications operations to support agile business processes. Major telecoms operators are best positioned to deliver a converged services value proposition because they control the network and are thus able to provide an integrated offering. An analysis of the IT services sector shows it is both attractive and fast growing. In Europe, data services demand is 6 times higher than the supply. In South Africa, the IT services market was R21 billion in 2007 and was forecast to grow by BMI-TechKnowledge at a compound annual growth rate of 10%. Telkom can rely on a number of key differentiating factors related to Data Centre operations. We are already a major player in the connectivity and managed network space and currently have 7,500 square metres of data centre space. We are currently managing over R2.5bn of IT assets and are currently completing the addition of a further 2,200 square metres at a cost of R400 million which will be operational by July 2009. This fact confirms Telkom as the largest provider of data centre services in terms of square metres in high quality, high availability space in Sub-Saharan Africa. We are currently conducting market research to assess the feasibility of adding a further 5,000 square metres. Our intention is to build carrier neutral data centres. Confederations Cup 2009 and World Cup 2010 Telkom is extremely proud that our expertise in connectivity, transmission and managed networks has been recognised by FIFA who has chosen us to design and provide the underlying infrastructure for both the Confederation Cup 2009 and World Cup 2010. Telkom will also provide FIFA`s data centre hosting requirements and fully managed customised IT solutions. To date, Telkom has successfully beamed the Confederation Cup 2009 to billions of people across the globe. The deployment of the infrastructure and services at the ten stadiums and International Broadcasting Centre is being funded through a contract entered into with the Department of Communications. The funding received from the Department of Communications totals R950 million over the 2009 and 2010 financial years. Telkom has spent R118 million during the year ended March 31, 2009. The Department of Communications funding does not cover certain increases in the national backbone and transmission networks, element management operating systems and network synchronisation requirements. Revenue will be generated directly from FIFA and from the media and broadcasters. We anticipate that this investment will meet our investment criteria. In the future, it is envisaged that Telkom will be able to redeploy a substantial portion of the infrastructure provided at the stadiums throughout the network, apart from the access equipment. In addition, the expansion in core network will be utilised for South Africa`s growing bandwidth demand. We are thrilled that Telkom is able to meaningfully participate in these truly global events for the benefit of South Africa and its people. THE REGULATORY ENVIRONMENT The licensing and provision of telecommunications services in the Republic of South Africa has historically been subject to the Telecommunications Act and the extensive regulations made under the Telecommunications Act. The Telecommunications Act was repealed by the Electronic Communications Act when the Electronic Communications Act came into effect on July 19, 2006. While a new licensing regime has been created by the Electronic Communications Act, all existing licences were to remain valid until converted to new licences in accordance with the new licensing regime. Regulations made under the Telecommunications Act are also to remain in force until new regulations required are made to fully implement the provisions of the Electronic Communications Act. As a result, the regulatory environment is evolving, lacks clarity in a number of areas and is subject to interpretation, review and amendment as the telecommunications industry is further developed and liberalised. In addition, the regulatory process entails a public comment process, which, in light of the politicised issue of privatisation of industries such as telecommunications in South Africa, makes the outcome of the regulations uncertain and may cause delays in the regulatory process. A number of significant matters have not been addressed or clarified. ICASA has started several regulatory processes, the most important of which are: - the establishment of the special terms and conditions that may apply to each individual licensee; - the establishment of spectrum licence fees; - the determination of the definition of the various markets; - the establishment of the methodologies that will be used to determine the level of competitiveness in each market and the existence of significant market power therein; and - the determination of the regulatory remedies that may be imposed on a licensee upon a finding of significant market power. It is not possible to determine at this stage the outcome of these processes or the timeframe within which they will be concluded. Telkom remains committed to working with ICASA for the benefit of the entire telecommunications industry. Declaration of ordinary and special dividend The receipt of R9.6 billion from the sale of 15% of Vodacom to Vodafone Plc, delay in the roll-out of the mobile network and data centre expansion and re- assessment of the Multi-Links capital requirements allows Telkom to declare a special dividend in addition to the ordinary dividend. The ordinary dividend provides the new targeted base established by the board for the determination of future dividends for Telkom as a standalone entity. The level of dividend payments going forward will be based on a number of factors, including the consideration of the financial results, capital and operating expenditure requirements, the Group`s debt level, interest coverage, internal cash flows, prospects and available growth opportunities. Ordinary dividend number 14 of 115 cents per share (2008: 660 cents) and special dividend of 260 cents per share (2008: 0 cents) in respect of the financial year ended March 31, 2009 have been declared payable on Monday, July 20, 2009 to shareholders recorded in the register of the company at close of business on Friday, July 17, 2009. Holders of ordinary shares Salient dates with regard to the 2009 ordinary and special dividend Last date to trade cum dividend Friday, July 10 Shares trade ex dividend Monday, July 13 Record date Friday, July 17 Payment date Monday, July 20 Share certificates may not be dematerialised or rematerialised between Monday, July 13, 2009 and Friday, July 17, 2009, both days inclusive. On Monday, July 20, 2009, dividends due to holders of certificated securities on the South African register will either be transferred electronically to shareholders` bank accounts or, in the absence of suitable mandates, dividend cheques will be posted to such shareholders. Dividends in respect of dematerialised shareholders will be credited to shareholders` accounts with their relevant CSDP or broker. Holders of American Depositary Shares Salient dates with regard to the 2009 ordinary and special dividend Ex dividend on New York Stock Exchange Friday, July 10 Record date Friday, July 17 Approximate date for currency conversion Monday, July 20 into US dollars Approximate date for payment of dividend Monday, August 3 Prospects Telkom`s strategy is designed to deliver sustainable, profitable growth going forward and is benchmarked against global best practice. The creation of sustainable shareholder value is the underlying driver of every decision made. Telkom`s Board of directors and management team believe in the cost efficiencies and cash flows of the fixed-line business and are committed to addressing this while we invest for growth in new areas of business. Capital expenditure for the group is expected to range between 20% and 23% of revenue over the next financial year. The targeted net debt to EBITDA for the 2010 financial year is expected to be 1.4 times. Targets in a transforming industry such as ours are inherently risky, particularly in later years and investors should not place undue reliance on such targets. Our ability to meet such targets is subject to a number of risks and uncertainties and there could be no assurance that we could meet such targets. See the special note regarding forward-looking statements. The level of dividend going forward will be based on a number of factors including the consideration of the financial results, available growth opportunities, capital and operational requirements, the group`s debt level, interest coverage, internal cash flows, prospects and resources. New York Stock Exchange Listing Given the current global economic climate and the business imperative for Telkom to reduce its cost base, the Board has decided to delist from the New York Stock Exchange. Maintaining a listing in the United States is expensive and takes considerable management time. The methodology employed and discipline gained from compliance with the Sarbanes-Oxley reporting requirements will be retained, where appropriate, to ensure strict corporate governance compliance and transparent financial reporting. Telkom is comfortable that the Johannesburg Stock Exchange provides sufficient access to capital from both South African and global investors. Telkom intends to maintain a level 1 American Depositary Receipt programme to facilitate over-the-counter trading in the United States of America. 3. GROUP PERFORMANCE The Telkom Group added Multi-Links as a new segment to its financial reporting for the 2009 financial year. As a result, the Telkom Group`s four reporting segments for the 2009 financial year are fixed-line, Multi-Links, mobile and other. The other segment includes Telkom`s Trudon, formerly known as TDS Directory Operations, and Africa Online subsidiaries. The information in this provisional annual results has been updated to reflect the above changes to Telkom`s reporting segments. GROUP OPERATING REVENUE Group operating revenue increased by 6.9% to R35,940 million (March 31, 2008: R33,611 million) in the year ended March 31, 2009. Fixed-line operating revenue, before inter-segmental eliminations, increased by 3.3% to R33,659 million due to growth in data revenues, higher revenue from interconnection and subscription based calling plans, partially offset by lower traffic revenue. Multi-Links`s operating revenue increased 124.9% due to a 209.3% growth in its subscribers. GROUP OPERATING EXPENSES Group operating expenses increased by 19.5% to R29,895 million (March 31, 2008: R25,014 million) in the year ended March 31, 2009, due to a 19.6% increase in operating expenses in the fixed-line segment to R29,849 million (before inter-segmental eliminations) and a 157.1% increase in operating expenses in Multi-Links to R2,422 million (before inter-segmental eliminations). Fixed-line operating expenses increased due to increased selling, general and administrative expenses, payments to other network operators, depreciation, amortisation, impairment and write-offs, employee expenses and service fees. The increase in Multi-Links`s operating expenses was primarily due to increased cost of sales and associated subsidies as a result of increased sales volumes, increased advertising and promotional expenditure and an increase in expatriate fees as a result of an increase in staff seconded from Telkom during the year. INVESTMENT INCOME Investment income consists of interest received on short-term investments and bank accounts. Investment income increased by 7.7% to R181 million (March 31, 2008: R168 million), largely as a result of increased short-term deposits and interest rates. FINANCE CHARGES AND FAIR VALUE MOVEMENTS Finance charges include interest paid on local and foreign borrowings, amortised discounts on bonds and commercial paper bills, fair value gains and losses on financial instruments and foreign exchange gains and losses on foreign currency denominated transactions and balances. Finance charges and fair value movements increased by 82.7% to R2,843 million (March 31, 2008: R1,556 million) in the year ended March 31, 2009, primarily due to a 12.2% increase in interest expense to R1,732 million (March 31, 2008: R1,543 million) mainly as a result of the 43.1% increase in the Group`s net debt to R23,773 million (March 31, 2008: R16,617 million). In addition to the increase in the interest expense, net fair value and foreign exchange rate movements resulted in a loss of R1,111 million for the year ended March 31, 2009 (March 31, 2008: R13 million). The increase in the loss was mainly attributable to foreign exchange losses incurred by Multi-Links on foreign denominated loans and creditors` balances as a result of the devaluation of the Naira as well as the mark to market valuation of the Multi-Links put option. TAXATION Consolidated tax expense from continuing operations decreased by 37.3% to R1,660 million (March 31, 2008: R2,647 million) in the year ended March 31, 2009. The consolidated effective tax rate for the year ended March 31, 2009 was 44.6% (March 31, 2008: 34.5%). Telkom Company`s effective tax rate was 8.9% (March 31, 2008: 24.6%). The lower effective tax rate for Telkom Company in the year ended March 31, 2009 was mainly due to the deferred tax asset that was raised on the capital gains tax base cost of the 15% investment in Vodacom which is held for sale that will be utilised in the future capital gains tax liability of the sale transaction, partially offset by the R1,843 million impairment of the Multi-Links investment, a R254 million impairment of the Telkom Media loan and R85 million impairment of the Africa Online investment at company level. PROFIT FOR THE YEAR AND EARNINGS PER SHARE Profit attributable to the equity holders of Telkom decreased by 47.7% to R4,170 million (March 31, 2008: R7,975 million) in the year ended March 31, 2009. Group basic earnings per share from continuing operations decreased 57.7% to 407.4 cents per share (March 31, 2008: 963.7 cents) and Group headline earnings per share from continuing operations decreased by 45.9% to 557.0 cents per share (March 31, 2008: 1,028.9 cents). 4. GROUP BALANCE SHEET Net debt, after financial assets and liabilities, including discontinued operations, increased by 43.1% to R23,773 million (March 31, 2008: R16,617 million) resulting in a net debt to EBITDA ratio of 1.2 times from 0.8 times at March 31, 2008. On March 31, 2009, the Group had cash balances of R1,931 million (March 31, 2008: R1,134 million). Net debt, after financial assets and liabilities of continuing operations, was R15,497 million with a net debt to EBITDA margin of 1.3 times. Telkom Company issued new local bonds, the TL12 and TL15 with a nominal value of R1,060 million and R1,160 million, respectively as well as syndicated loans with a nominal value of R4,100 million during the year ended March 31, 2009. The Company issued commercial paper bills with a nominal value of R11,025 million for the year ended March 31, 2009 of which commercial paper bills with a nominal value of R9,849 million were repaid by March 31, 2009. 5. GROUP CASH FLOW Cash flows from operating activities increased by 7.8% to R11,432 million (March 31, 2008: R10,603 million), primarily due to a lower dividend paid in respect of the 2008 financial year and lower tax payments partially offset by higher finance charges. Cash flows utilised in investing activities increased by 20.6% to R17,005 million (March 31, 2008: R14,106 million), primarily due to higher capital expenditure in the Multi-Links and mobile segments and higher acquisitions mainly as a result of the acquisition of Gateway by Vodacom. Cash flows from financing activities includes loans raised of R18,168 million, partially offset by loans repaid of R10,212 million. SUMMARY Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Cash generated from 20,520 21,256 20,394 3.6 (4.1) operations Cash from operating 9,356 10,603 11,432 13.3 7.8 activities (after tax, interest and dividends) Investing (10,412) (14,106) (17,005) 35.5 20.6 activities Financing (2,920) 2,943 7,093 200.8 141.0 activities Net (increase)/ (3,976) (560) 1,520 85.9 371.4 decrease in cash 6. GROUP CAPITAL EXPENDITURE Group capital expenditure which includes spend on intangible assets, increased by 11.2% to R13,234 million (March 31, 2008: R11,900 million) and represents 36.8% of Group revenue (March 31, 2008: 35.4%). GROUP CAPITAL EXPENDITURE Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Fixed-line 6,594 6,794 6,690 3.0 (1.5) Multi-Links - 1,312 2,791 - 112.7 Mobile 3,608 3,460 3,569 (4.1) 3.2 Other 44 334 184 659.1 (44.9) 10,246 11,900 13,234 16.1 11.2
FIXED-LINE CAPITAL EXPENDITURE Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Baseline 3,409 4,039 3,343 18.5 (17.2) Revenue 159 57 30 (64.2) (47.4) generating Network 784 1,092 1,373 39.3 25.7 evolution Sustainment 416 277 115 (33.4) (58.5) Effectiveness 1,141 841 603 (26.3) (28.3) and efficiency Support 497 451 790 (9.3) 75.2 Regulatory and 188 37 436 (80.3) 1,078.4 other 6,594 6,794 6,690 3.0 (1.5) Fixed-line capital expenditure, which includes spending on intangible assets, decreased by 1.5% to R6,690 million (March 31, 2008: R6,794 million) and represents 19.9% of fixed-line revenue (March 31, 2008: 20.9%). Baseline capital expenditure of R3,343 million (March 31, 2008: R4,039 million) was largely for the deployment of technologies to support the growing data services business (including ADSL footprint), links to the mobile cellular operators and expenditure for access line deployment in selected high growth commercial and residential areas. The continued focus on rehabilitating the access network and increasing the efficiencies and reducing redundancies in the transport network as well as the initiation of the fixed wireless roll- out contributed to the network evolution and sustainment capital expenditure of R1,488 million (March 31, 2008: R1,369 million). Telkom continues to focus on its operations support system investment with current emphasis on workforce management, provisioning and fulfilment, assurance and customer care, hardware technology upgrades on the billing platform and performance and service management and property optimisation. During the year ended March 31, 2009, R603 million (March 31, 2008: R841 million) was spent on the implementation of several systems. MULTI-LINKS CAPITAL EXPENDITURE Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Property, plant - 1,312 2,754 - 109.9 and equipment Intangible - - 37 - - assets - 1,312 2,791 - 112.7 Multi-Links`s capital expenditure, which includes spending on intangible assets, increased by 112.7% to R2,791 million (March 31, 2008: R1,312 million) and represents 146.9% of Multi-Links`s revenue (March 31, 2008: 155.3%) and was due to the continued investment to improve geographic coverage and increase capacity for both the voice and data networks. MOBILE CAPITAL EXPENDITURE Year ended March 31 % variance
In ZAR millions 2007 2008 2009 07/08 08/09 Property, plant 3,069 2,475 2,979 (19.4) 20.4 and equipment Intangible 539 985 590 82.7 (40.1) assets 3,608 3,460 3,569 (4.1) 3.2 Mobile capital expenditure, which includes spending on intangible assets, increased by 3.2% to R3,569 million (March 31, 2008: R3,460 million) and represents 12.9% of mobile revenue (March 31, 2008: 14.4%) and was due to the continued investment to improve geographic coverage and increase capacity for both the voice and data networks. OTHER CAPITAL EXPENDITURE Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Property, plant 34 277 139 714.7 (49.8) and equipment Intangible 10 57 45 470.0 (21.1) assets 44 334 184 659.1 (44.9) Other capital expenditure consists of additions to property, plant and equipment and intangible assets for our subsidiaries Trudon (Proprietary) Limited, formerly known as TDS Directory Operations, Swiftnet (Proprietary) Limited, Africa Online Limited and Telkom Media. Other capital expenditure decreased to R184 million (March 31, 2008: R334 million) and represents 13.8% of other revenue (March 31, 2008: 29.1%). 7. SEGMENT PERFORMANCE Telkom`s operating structure comprises three segments, fixed-line, Multi- Links and other. The fixed-line segment provides fixed-line voice and data communications services through Telkom. The Multi-Links segment provides fixed, mobile, data, long distance and international telecommunications services throughout Nigeria, through our wholly owned subsidiary, Multi- Links. The other segment provides directory services through our 64.9% owned subsidiary, Trudon and internet services in Cote d`Ivoire, Ghana, Kenya, Namibia, Swaziland, Tanzania, Uganda, Zambia and Zimbabwe, through our wholly owned subsidiary, Africa Online Limited. Our 50% share of Vodacom`s results, Telkom Media and Swiftnet`s results are disclosed as discontinued operations in terms of IFRS5 in the Telkom Group`s consolidated financial statements. The financial information provided below is before any inter-segmental eliminations. SUMMARY - Continuing operations Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Operating revenue 32,441 33,611 35,940 3.6 6.9 Fixed-line 32,345 32,572 33,659 0.7 3.3 Multi-Links - 845 1,900 - 124.9 Other 873 1,040 1,214 19.1 16.7 Inter-segmental (777) (846) (833) 8.9 (1.5) eliminations Operating profit 9,751 9,069 6,388 (7.0) (29.6) Fixed-line 8,596 8,107 4,334 (5.7) (46.5) Multi-Links - (97) (522) - (438.1) Other 411 453 477 10.2 5.3 Inter-segmental 744 606 2,099 (18.5) 246.4 eliminations Operating profit 30.1 27.0 17.8 (10.3) (34.1) margin (%) Fixed-line 26.6 24.9 12.9 (6.4) (48.2) Multi-Links - (11.5) (27.5) - 139.1 Other 47.1 43.6 39.3 (7.4) (9.9) EBITDA 13,352 13,203 11,668 (1.1) (11.6) Fixed-line 12,178 11,839 8,692 (2.8) (26.6) Multi-Links - (11) (226) - - Other 430 486 527 13.0 8.4 Inter-segmental 744 889 2,675 19.5 200.9 eliminations EBITDA margin (%) 41.2 39.3 32.5 (4.6) (17.3) Fixed-line 37.7 36.3 25.8 (3.7) (28.9) Multi-Links - (1.3) (11.9) - (815.4) Other 49.3 46.7 43.4 (5.3) (7.1) FIXED-LINE SEGMENT The fixed-line segment accounted for 93.7% (March 31, 2008: 96.9%) of Group operating revenue from continuing operations (before inter-segmental eliminations) and 67.9% (March 31, 2008: 89.3%) of Group operating profit from continuing operations for the year ended March 31, 2009. The financial information presented below for the fixed-line segment is before inter-segmental eliminations. SUMMARY Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Revenue 32,345 32,572 33,659 0.7 3.3 Operating profit 8,596 8,107 4,334 (5.7) (46.5) EBITDA 12,178 11,839 8,692 (2.8) (26.6) Capital 6,594 6,794 6,690 3.0 (1.5) expenditure1 Operating profit 26.6 24.9 12.9 (6.4) (48.2) margin (%) EBITDA margin (%) 37.7 36.3 25.8 (3.7) (28.9) Capex to revenue(%) 20.4 20.9 19.9 2.5 (4.8) 1. Including spend on intangible assets. FIXED-LINE OPERATING REVENUE Year ended March 31 % variance
In ZAR millions 2007 2008 2009 07/08 08/09 Subscriptions and 6,286 6,330 6,614 0.7 4.5 connections Traffic 16,740 15,950 15,323 (4.7) (3.9) Local 4,832 4,076 3,634 (15.6) (10.8) Long distance 2,731 2,252 2,036 (17.5) (9.6) Fixed-to-mobile 7,646 7,557 7,420 (1.2) (1.8) International 988 986 933 (0.2) (5.4) outgoing Subscription 543 1,079 1,300 98.7 20.5 based calling plans Interconnection 1,639 1,757 2,084 7.2 18.6 Mobile operators 816 838 916 2.7 9.3 Fixed operators - 28 111 - 296.4 International 823 891 1,057 8.3 18.6 operators Data 7,489 8,308 9,310 10.9 12.1 Leased lines and 5,828 6,460 7,452 10.8 15.4 other data Mobile leased 1,661 1,848 1,858 11.3 0.5 facilities Other 191 227 328 18.8 44.5 32,345 32,572 33,659 0.7 3.3 Operating revenue from the fixed-line segment, before inter-segmental eliminations, increased by 3.3% to R33,659 million (March 31, 2008: R32,572 million) primarily due to increased data, interconnection and subscription and connection revenues, partially offset by a decline in traffic revenue. Subscription and connections revenue grew by 4.5% to R6,614 million (March 31, 2008: R6,330 million) largely as a result of increased rental tariffs and the increase in the number of ISDN channels. Traffic revenue decreased by 3.9% as a result of the acceleration of broadband adoption and the resultant loss of internet dial-up minutes as well as the increasing substitution of calls placed using mobile services rather than fixed-line services. This was partially offset by an increase in revenue from subscription based calling plans by 20.5% to R1,300 million primarily due to increased volumes as a result of a 27.3% increase in the number of subscribers to 590,590 (March 31, 2008: 464,038) in the year ended March 31, 2009. Interconnection revenue increased by 18.6% to R2,084 million (March 31, 2008: R1,757 million) largely as a result of an increase of 18.6% in international interconnection revenue, a significant increase in domestic fixed-line interconnection revenue and a 9.3% increase in mobile interconnection revenue. The increased interconnection revenue from international operators is mainly a result of higher volumes on switched hubbing due to a reduction in margins to stimulate competitiveness and higher exchange rates partially offset by a 7.1% decrease in international interconnection traffic minutes to 1,189 million minutes (March 31, 2008: 1,280 million minutes). Mobile interconnection revenue increased by 9.3% to R916 million (March 31, 2008: R838 million) primarily due to average tariff increases partially offset by decreased interconnection traffic from mobile operators. Mobile interconnection traffic minutes decreased by 0.7% to 2,484 million minutes (March 31, 2008: 2,502 million minutes) in the year ended March 31, 2009. Data revenue increased by 12.1% to R9,310 million (March 31, 2008: R8,308 million) mainly due to higher demand for data services, including ADSL, an increase in internet access and related services and managed data network services. FIXED-LINE OPERATING EXPENSES Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Employee expenses 7,096 7,397 7,999 4.2 8.1 Salaries and wages 5,095 5,509 5,746 8.1 4.3 Benefits 2,673 2,671 2,981 (0.1) 11.6 Other 24 3 8 (87.5) 166.7 Employee related (696) (786) (736) 12.9 (6.4) expenses capitalised Payments to other 6,461 6,902 7,536 6.8 9.2 network operators Payment to mobile 5,425 5,460 5,432 0.6 (0.5) operators Payment to 1,036 1,208 1,853 16.6 53.4 international operators Payment to fixed- - 234 251 - 7.3 line operators SG&A 3,976 3,899 6,582 (1.9) 68.8 Materials and 1,900 1,996 2,295 5.1 15.0 maintenance Marketing 604 583 574 (3.5) (1.5) Bad debts 137 217 285 58.4 31.3 Other1 1,335 1,103 3,428 (17.4) 210.8 Service fees 2,206 2,413 2,761 9.4 14.4 Property management 1,141 1,222 1,262 7.1 3.3 Consultants and 1,065 1,191 1,499 11.8 25.9 security Operating leases 762 619 613 (18.8) (1.0) Depreciation, 3,582 3,732 4,358 4.2 16.8 amortisation, impairment and write- offs Depreciation 2,993 3,061 3,399 2.3 11.0 Amortisation 305 409 638 34.1 56.0 Impairments and 284 262 321 (7.7) 22.5 write-offs 24,083 24,962 29,849 3.6 19.6 1. Includes R1,843 million, R254 million and R85 million in respect of impairments of Multi-Links, Telkom Media and Africa Online, respectively, in the 2009 financial year, and R217 million impairment in respect of the Telkom Media loan in the 2008 financial year. Fixed-line operating expenses, before inter-segmental eliminations, increased by 19.6% in the year ended March 31, 2009, to R29,849 million (March 31, 2008: R24,962 million), primarily due to increased selling, general and administrative expenses, payments to other network operators, depreciation, amortisation, impairment and write-offs, employee expenses, and service fees. Employee expenses increased by 8.1% in the year ended March 31, 2009 primarily due to a higher provision for medical aid for pensioners as a result of increased interest costs, higher salaries and wages as a result of average annual salary increases of 10.85% as well as a higher provision for team award, gain sharing and leave, partially offset by a lower number of employees. Payments to other network operators increased by 9.2% as a result of increased payments to international and fixed-line operators. Payments to mobile operators decreased by 0.5%, largely due to decreased mobile outgoing traffic during peak hours and no tariff increases. Payments to international operators increased by 53.4% primarily due to the increase of volumes in switched hubbing and the higher exchange rates partially offset by lower settlement rates. Selling, general and administrative expenses increased by 68.8% primarily as a result of the R1,843 million impairment of the Multi-Links investment and increased maintenance cost. Service fees increased by 14.4% mainly as a result of consultancy fees relating to the Vodacom sale and unbundling transaction and higher security costs to secure the copper network. Operating leases decreased by 1.0% primarily due to a 6.0% reduction in the vehicle fleet from 8,792 vehicles at March 31, 2008 to 8,266 vehicles at March 31, 2009. The 16.8% increase in the depreciation, amortisation, impairment and write- offs to R4,358 million (March 31, 2008: R3,732 million) was mainly as a result of higher amortisation of intangible assets and increased depreciation due to the ongoing investment in telecommunications network equipment and data processing equipment. Fixed-line operating profit decreased by 46.5% to R4,334 million (March 31, 2008: R8,107 million) with an operating profit margin of 12.9% (March 31, 2008: 24.9%). Fixed-line EBITDA decreased by 26.6% to R8,692 million (March 31, 2008: R11,839 million), with the EBITDA margin decreasing to 25.8%. (March 31, 2008: 36.3%). MOBILE SEGMENT Vodacom`s operational statistics are presented below at 100%, but all financial figures represent the 50% that is included in the disposal group held for sale in the Group and presented before inter-segmental eliminations. SUMMARY Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Operating revenue 20,573 24,089 27,594 17.1 14.6 Operating profit 5,430 6,247 6,009 15.0 (3.8) EBITDA 7,123 8,217 8,407 15.4 2.3 Capital expenditure1 3,608 3,460 3,569 (4.1) 3.2 Operating profit 26.4 25.9 21.8 (1.9) (15.8) margin (%) EBITDA margin (%) 34.6 34.1 30.5 (1.5) (10.6) Capex to revenue (%) 17.5 14.4 12.9 (17.7) (10.4) 1. Including spend on intangible assets. MOBILE OPERATING REVENUE Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Airtime and access 11,854 13,548 15,166 14.3 11.9 Data 1,671 2,501 3,221 49.7 28.8 Interconnect 3,918 4,443 4,899 13.4 10.3 Equipment sales 2,350 2,526 2,650 7.5 4.9 International 653 918 1,043 40.6 13.6 airtime Other 127 153 615 20.5 302.0 20,573 24,089 27,594 17.1 14.6 Operating revenue from the mobile segment increased by 14.6%, before inter- segmental eliminations, to R27,594 million (March 31, 2008: R24,089 million), primarily driven by customer growth in all operations, higher data penetration levels and the inclusion of R404 million revenue from the acquisition of Gateway. Revenue from Vodacom`s operations outside of South Africa increased by 29.9% to R3,502 million (March 31, 2008: R2,696 million) for the year ended March 31, 2009. The growth in revenue can largely be attributed to a 16.5% increase in Vodacom`s total customers to 39.6 million as of March 31, 2009, (March 31, 2008: 34.0 million), resulting from strong growth in prepaid and contract customers in South Africa and 30.7% growth in customers outside of South Africa. In South Africa, total ARPUs increased by 3.9% to R133 (March 31, 2008: R128) for the year ended March 31, 2009. Contract ARPUs decreased 2.5% to R474 (March 31, 2008: R486) and prepaid ARPUs increased by 9.7% to R68 (March 31, 2008: R62) for the year ended March 31, 2009. Data revenue increased by 28.8% and represents 11.7% of mobile revenue during the year ended March 31, 2009 (March 31, 2008: 10.4%). The growth was largely due to higher penetration levels and more affordable product offerings. Vodacom South Africa transmitted 5.4 billion SMS messages (March 31, 2008: 5.0 billion), over its network during the year ended March 31, 2009. Mobile interconnect revenue increased by 10.3% to R4,899 million for the year ended March 31, 2009 (March 31, 2008: R4,443 million), primarily as a result of the increased number of Vodacom customers and the related increase in calls terminating on Vodacom`s network. Equipment sales increased by 4.9% to R2,650 million for the year ended March 31, 2009 (March 31, 2008: R2,526 million) primarily due to an increase in handset sales, partially offset by a reduction in the average price per handset. South African handset sales volumes increased by 8% to 5.5 million units (March 31, 2008: 5.1 million units) during the year ended March 31, 2009. Vodacom`s international airtime revenue consists largely of international calls by Vodacom`s customers, roaming revenue from Vodacom customers making and receiving calls while abroad and revenue from international customers roaming on Vodacom`s network. International airtime revenue increased 13.6% to R1,043 million for the year ended March 31, 2009 (March 31, 2008: R918 million) primarily due to the growth in the customer base. MOBILE OPERATING EXPENSES Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Employee expenses 1,186 1,488 1,804 25.5 21.2 Payments to other 2,818 3,279 3,822 16.4 16.6 operators SG&A 8,777 10,271 12,553 17.0 22.2 Service fees 82 115 169 40.2 47.0 Operating leases 629 775 958 23.2 23.6 Depreciation, 1,693 1,970 2,398 16.4 21.7 amortisation, impairment and write- offs 15,185 17,898 21,704 17.9 21.3 Mobile operating expenses, before inter-segmental eliminations, increased by 21.3% to R21,704 million for the year ended March 31, 2009 (March 31, 2008: R17,898 million). Mobile employee expenses increased by 21.2% to R1,804 million for the year ended March 31, 2009 (March 31, 2008: R1,488 million), primarily due to a 19.5% increase in the total number of employees to 8,176 and annual salary increases. Mobile payments to other operators increased by 16.6% to R3,822 million (March 31, 2008: R3,279 million) in the year ended March 31, 2009, primarily as a result of increased outgoing traffic terminating on the other mobile networks. Mobile selling, general and administrative expenses increased by 22.2% to R12,553 million for the year ended March 31, 2009 (March 31, 2008: R10,271 million), primarily due to an increase in selling, distribution and marketing expenses mainly driven by an increase in the cost of connecting prepaid customers and the cost of retention of contract customers. Mobile depreciation, amortisation, impairment and write-offs increased by 21.7% to R2,398 million for the year ended March 31, 2009 (March 31, 2008: R1,970 million), primarily as a result of increased capital expenditure upgrading and expanding Vodacom`s networks. MULTI-LINKS SEGMENT The Multi-Links segment accounted for 5.3% of Group operating revenue from continuing operations (March 31, 2008: 2.5%) (before inter-segmental eliminations). SUMMARY Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Operating revenue - 845 1,900 - 124.9 Operating profit - (97) (522) - (438.1) EBITDA - (11) (226) - - Capital expenditure1 - 1,312 2,791 - 112.7 Operating profit - (11.5) (27.5) - (139.1) margin (%) EBITDA margin (%) - (1.3) (11.9) - (815.4) Capex to revenue (%) - 155.3 146.9 - (5.4) 1. Including spend on intangible assets. Multi-Links`s operating revenue, before inter-segmental eliminations, increased by 124.9% in the year ended March 31, 2009 to R1,900 million (March 31, 2008: R845 million) primarily driven by subscriber growth, an increase in domestic traffic volumes as well as increased data revenue. MULTI-LINKS OPERATING EXPENSES Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Employee expenses - 39 126 - 223.1 Payments to other - 624 652 - 4.5 operators SG&A - 142 1,117 - 686.6 Service fees - 14 38 - 171.4 Operating leases - 37 193 - 421.6 Depreciation, - 86 296 - 244.2 amortisation, impairment and write- offs - 942 2,422 - 157.1 Multi-Links`s operating expenses, before inter-segmental eliminations, increased by 157.1% to R2,422 million (March 31, 2008: R942 million) in the year ended March 31, 2009 primarily due to increased cost of sales and associated subsidies as a result of increased sales volumes, increased advertising and promotional expenditure and an increase in expatriate fees as a result of an increase in staff seconded from Telkom during the year. OTHER SEGMENT The other segment accounted for 3.4% of Group operating revenue from continuing operations (March 31, 2008: 3.1%) (before inter-segmental eliminations) and 7.5% of Group operating profits from continuing operations (March 31, 2008: 5.0%). SUMMARY Year ended March 31 % variance
In ZAR millions 2007 2008 2009 07/08 08/09 Operating revenue 873 1,040 1,214 19.1 16.7 Operating profit 411 453 477 10.2 5.3 EBITDA 430 486 527 13.0 8.4 Capital expenditure1 44 334 184 659.1 (44.9) Operating profit margin 47.1 43.6 39.3 (7.4) (9.9) (%) EBITDA margin (%) 49.3 46.7 43.4 (5.3) (7.1) Capex to revenue1 (%) 5.0 32.1 13.8 542.0 (57.0) 1. Including spend on intangible assets and discontinued operations. The following table shows the contributions to other operating revenue by each of the two subsidiaries contained in our other segment and the percentage change for the year indicated. OTHER OPERATING REVENUE Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Trudon 865 930 1,020 7.5 9.7 Africa Online 8 110 194 - 76.4 873 1,040 1,214 19.1 16.7 Other operating revenue, before inter-segmental eliminations, increased by 16.7% in the year ended March 31, 2009 to R1,214 million (March 31, 2008: R1,040 million). OTHER OPERATING EXPENSES Year ended March 31 % variance
In ZAR millions 2007 2008 2009 07/08 08/09 Employee expenses 158 193 220 22.2 14.0 Payments to other - 53 89 - 67.9 operators SG&A 310 335 404 8.1 20.6 Service fees 5 12 12 140.0 - Operating leases 20 23 26 15.0 13.0 Depreciation, 19 32 50 68.4 56.3 amortisation, impairment and write-offs 512 648 801 26.6 23.6 Other operating expenses, before inter-segmental eliminations, increased by 23.6% to R801 million (March 31, 2008: R648 million) in the year ended March 31, 2009. The following table shows the contributions to other operating expenses by each of the two subsidiaries contained in our other segment and the percentage change for the year indicated. Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 Trudon 504 530 593 5.2 11.9 Africa Online 8 118 208 - 76.3 512 648 801 26.6 23.6 8. EMPLOYEES Year ended March 31 % variance
2007 2008 2009 07/08 08/09 FIXED-LINE Telkom Company 25,864 24,879 23,520 (3.8) (5.5) Lines per employee 180 182 189 1.1 3.8 MOVEMENT IN FIXED- LINE EMPLOYEES Opening balance 25,575 25,864 24,879 1.1 (3.8) Appointments 1,486 891 1,034 (40.0) 16.0 Employee losses (1,197) (1,876) (2,393) 56.7 27.6 Workforce (20) (4) (10) (80.0) 150.0 reductions Voluntary early (7) (2) (5) (71.4) 150.0 retirement Voluntary (13) (2) (5) (84.6) 150.0 severance Natural attrition (1,177) (1,872) (2,383) 59.0 27.3 Closing balance 25,864 24,879 23,520 (3.8) (5.5) MULTI-LINKS - 680 870 - 27.9 OTHER Trudon 549 610 531 11.1 (13.0) Africa Online 317 379 313 19.6 (17.4) MOBILE EMPLOYEES South Africa 1, 2 4,727 4,849 5,451 2.6 12.4 Customers per 4,867 5,119 5,068 5.2 (1.0) employee 1, 2 Other African 1,522 1,992 2,336 30.9 17.3 countries2 Customers per 4,695 4,605 5,132 (1.9) 11.5 employee2 Gateway - - 389 - - Vodacom Group 1, 2 6,249 6,841 8,176 9.5 19.5 Customers per 4,825 4,969 4,845 3.0 (2.5) employee 1, 2 1. Includes Holding Company and Mauritian employees. 2. Includes Agency temporary employees. 9. SUPPLEMENTARY INFORMATION EBITDA RECONCILIATION TO NET PROFIT Earnings before interest, taxation, depreciation and amortisation can be reconciled as follows: Year ended March 31 % variance In ZAR millions 2007 2008 2009 07/08 08/09 EBITDA 13,352 13,203 11,668 (1.1) (11.6) Depreciation, (3,601) (4,134) (5,280) 14.8 27.7 amortisation, impairment and write-offs Investment income 199 168 181 (15.6) 7.7 Finance charges (857) (1,556) (2,843) 81.6 82.7 Taxation (2,803) (2,647) (1,660) (5.6) (37.3) Profit from 2,559 3,138 2,181 22.6 (30.5) disposal group held for sale Minority interests (203) (197) (77) (3.0) (60.9) Net profit 8,646 7,975 4,170 (7.8) (47.7) attributable to equity holders US DOLLAR CONVENIENCE In USD millions 2008 2009 Revenue 4,129 3,775 Operating profit 1,114 671 Net profit 980 438 EBITDA 1,622 1,226 EPS (cents) 118.4 42.8 Net debt 2,041 1,628 Total assets 8,645 9,016 Cash flow from 1,303 1,201 operating activities Cash flow from (1,733) (1,786) investing activities Cash flow from 362 745 financing activities Exchange rate year end1 US$1 - ZAR 8.14 9.52 1. Noon buying rate at March 31. 10. DEFINITIONS 3G The generic term, 3G, is used to denote the next generation of mobile systems designed to support high-speed data transmission (144 Kbps and higher) and Internet Protocol (IP)-based services in fixed, portable and mobile environments. As envisaged by the ITU, the 3G system will integrate different service coverage zones and be a global platform and the necessary infrastructure for the distribution of converged service, whether mobile or fixed, voice or data, telecommunications, content or computing. ADSL (Asymmetrical Digital Subscriber Line) ADSL is a broadband access standard which uses existing copper lines to offer high-speed digital connections over the local loop. ADSL transmits data asymmetrically, meaning that the bandwidth usage is much higher in one direction than the other. ADSL provides greater bandwidth from the exchange to the customer (ie. downloading) than from the customer to the exchange (ie. sending). ARPU Vodacom`s average monthly revenue per customer, or ARPU, is calculated by dividing the average monthly revenue during the period by the average monthly total reported customer base during the period. ARPU excludes revenue from equipment sales, other sales and services and revenue from national and international users roaming on Vodacom`s networks. Bandwidth Bandwidth is a measure of the quantity of signals that can travel over a transmission medium such as copper or a glass fibre strand. It is the available space available to carry a signal. The greater the bandwidth, the greater the information carrying capacity. Bandwidth is measured in bits per second. Broadband Broadband is a method of measuring the capacity of different types of transmission. Digital bandwidth is measured in the rate of bits transmitted per second (bps). For example, an individual ISDN channel has a bandwidth of 64 kilobits per second (Kbps), meaning that it transmits 64,000 bits (digital signals) every second. CDMA (Code Division Multiple Access) CDMA is one of many technologies for digital transmission of radio signals between, for example, mobile telephones and radio base stations. In CDMA, which is a spread-spectrum modulation technology, each call is assigned a unique "pseudorandom" sequence of frequency shifts that serve as a code to distinguish it. The mobile phone is then instructed to decipher only a particular code to pluck, as it were, the right conversation off the air. EBITDA EBITDA represents profit for the year before taxation, finance charges, investment income and depreciation, amortisation, impairment and write-offs. Effective tax rate The effective tax rate is the tax charge in the income statement divided by pre-tax profit. Ethernet Ethernet is a protocol that defines how data is transmitted to and received from LANs. It is the most prevalent LAN protocol, with speeds of up to 10 Mbps. EVDO (Evolution-data optimised or evolution-data only) EVDO is a telecommunications standard for the wireless transmission of data through radio signals, typically for broadband Internet access. It uses multiplexing techniques including code division multiple access (CDMA) as well as time division multiple access (TDMA) to maximise both individual user`s throughput and the overall system throughput. Fibre optics Fibre optics is where messages or signals are sent via light rather than electrical signals down a very thin strand of glass. Light transmission enables much higher data rates than conventional wire, coaxial cable and many forms of radio. Signals travel at the speed of light and do not generate nor are subject to interference. Fibre rings Fibre rings have come to be used in many fibre networks as it provides more network resiliency: if there is a failure along a route and a ring is broken, the direction of the traffic can be reversed and the traffic will still reach its final destination. Fixed access lines Fixed access lines are comprised of public switched telecommunications network lines, or PSTN lines, including integrated services digital network channels, or ISDN channels, and public and private payphones, but excluding internal lines in service. Fixed access lines per employee To calculate the number of access lines per employee the total number of access lines is divided by the number of employees at the end of the period. Fixed-line penetration Fixed-line penetration or teledensity is based on the total number of telephone lines in service at the end of the period per 100 persons in the population of South Africa. Population is the estimated South African population at the mid-year in the periods indicated as published by Statistics South Africa, a South African Government department. Fixed-line traffic Fixed-line traffic, other than international outgoing mobile traffic, international interconnection traffic and international Voice over Internet Protocol traffic, is calculated by dividing traffic operating revenue for the particular category by the weighted average tariff for such category during the relevant period. Fixed-line international outgoing mobile traffic and international interconnection traffic are based on the traffic registered through the respective exchanges and reflected in international interconnection invoices. International Voice over Internet Protocol traffic is based on the traffic reflected in invoices. GPRS (General Packet Radio Service) GPRS is a packet rather than a circuit-based technology. GPRS allows for faster data transmission speed to both GSM and TDMA (IS-136) networks. GPRS is a packet-switched technology that overlays the circuit-switched GSM network. The service can be introduced to cellular networks by infrastructure. GSM (Global System for Mobile) GSM is a second generation digital mobile cellular technology using a combination of frequency division multiple access (FDMA) and time division multiple access (TDMA). GSM operates in several frequency bands: 400 MHz, 900 MHz and 1800 MHz. On the TDMA side, there are eight timeslots or channels carrying calls, which operate on the same frequency. Unlike other cellular systems, GSM provides a high degree of security by using subscriber identity module (SIM) cards and GSM encryption. HSDPA High Speed Downlink Packet Access. IAS International Accounting Standards. IFRS International Financial Reporting Standards. Interconnection Interconnection refers to the joining of two or more networks. Networks need to interconnect to enable traffic to be transmitted to and from destinations. The amounts paid and received by the operators vary according to distance, time, the direction of traffic, and the type of networks involved. ISDN (Integrated Services Digital Network) ISDN is a data communications standard used to transmit digital signals over ordinary copper telephone cables. This is one technology for overcoming the "last mile" of copper cables from the local exchange to the subscriber`s premises, which has proved a bottleneck for Internet access, for example. ISDN allows to carry voice and data simultaneously, in each of at least two channels capable of carrying 64 Kbps. It provides up to 128 Kbps and a total capacity of 144 Kbps exist. LAN (Local Area Network) A LAN is a group of devices that communicate with each other within a limited geographic area, such as an office. Leased line A leased line is a telecommunications transmission circuit that is reserved by a communications provider for the private use of a customer. Mobile churn Vodacom`s churn is calculated by dividing the average monthly number of disconnections during the period by the average monthly total reported customer base during the period. Mobile penetration Vodacom calculates penetration, or teledensity, based on the total number of customers at the end of the period per 100 persons in the population of South Africa. Population is the estimated South African population at the mid-year in the periods indicated as published by Statistics South Africa, a South African Governmental department. Mobile traffic Vodacom`s traffic comprises total traffic registered on Vodacom`s network, including bundled minutes, outgoing international roaming calls and calls to free services, but excluding national and incoming international roaming calls. MOU (Mobile Minutes of Use) Vodacom`s average monthly minutes of use per customer, or average MOU, is calculated by dividing the average monthly minutes during the period by the average monthly total reported customer base during the period. MOU excludes calls to free services, bundled minutes and data minutes. Net debt Net debt is all interest-bearing debt finance (long-term and short-term) less cash and marketable securities. NGN (Next Generation Network) A Next Generation Network is a packet-based network able to provide services including telecommunication services and able to make use of multiple broadband, QoS-enabled transport technologies and in which service-related functions are independent from underlying transport-related technologies. It offers unrestricted access by users to different service providers. Operating free cash flow Operating free cash flow is defined as cash flow from operating activities, after interest and taxation, before dividends paid, less cash flow from investing activities. Revenue per fixed access line Revenue per fixed access line is calculated by dividing total fixed-line revenue during the period, excluding data and directories and other revenue, by the average number of fixed access lines during the period. ROA (Return on Assets) Return on Assets is calculated by dividing net profit (annualised) by total assets. SMS (Short Message Service) SMS refers to short, usually text-based messages sent by or to a wireless subscriber. They are not delivered to the recipient instantly and have some degree of transmission time delay. SMS messages are usually limited to total character lengths of 140 to 160 characters. Switch A switch is a computer that acts as a conduit and director of traffic. It is a means of sharing resources as a network. VoIP (Voice over Internet Protocol) Voice over Internet Protocol is a protocol enabling voice calls to be made over the Internet. Rather than a dedicated circuit being set up between the caller and receiver, as with ordinary phone calls, the voice conversation is digitised and transmitted over Internet Protocol using packet-switched data networks. WAN (Wide Area Network) A WAN comprises LANs in different geographic locations that are connected, often over the public network. W-CDMA (Wideband Code Division Multiple Access) W-CDMA is a 3G mobile network that supports services like high-speed Internet access, video and high quality voice transmission. WiMAX WiMAX is a standard for extending broadband wireless access to new locations and over longer distances. The technology is expected to enable multimedia applications with wireless connectivity and typically with a range of up to 30km. It is a standard for fixed wireless access with substantially higher bandwidth capabilities than cellular networks. The emergence of further enhancements to the standard is expected to enable nomadic data communications across an entire metropolitan area network linking homes and businesses to the core telecommunications network. WiMAX can be viewed as a technology complementing existing ADSL broadband offerings. AUDITORS` REVIEW REPORT Our auditors, Ernst & Young Inc. have reviewed the condensed consolidated provisional annual financial statements. Their unmodified review report is available for inspection at the Company`s registered office. CONDENSED CONSOLIDATED PROVISIONAL INCOME STATEMENT for the three years ended March 31, 2009 Restated* Restated* Reviewed 2007 2008 2009 Notes Rm Rm Rm Total revenue 3.1 32,919 34,084 36,433 Operating revenue 3.2 32,441 33,611 35,940 Other income 338 472 343 Operating expenses 23,028 25,014 29,895 Employee expenses 4.1 7,254 7,629 8,345 Payments to other 4.2 5,005 6,098 6,919 operators Selling, general and 4.3 4,184 4,045 5,772 administrative expenses Service fees 4.4 2,209 2,437 2,756 Operating leases 4.5 775 671 823 Depreciation, 4.6 3,601 4,134 5,280 amortisation, impairment and write-offs Operating profit 9,751 9,069 6,388 Investment income 199 168 181 Finance charges and fair 857 1,556 2,843 value movements Interest 1,142 1,543 1,732 Foreign exchange and fair (285) 13 1,111 value movement (gain)/loss Profit before taxation 9,093 7,681 3,726 Taxation 5 2,803 2,647 1,660 Profit from continuing 6,290 5,034 2,066 operations Profit for the year from 6 2,559 3,138 2,181 discontinued operations Profit for the year 8,849 8,172 4,247 Attributable to: Equity holders of Telkom 8,646 7,975 4,170 Minority interest 203 197 77 8,849 8,172 4,247 Total operations Basic earnings per share 7 1,681.0 1,565.0 832.8 (cents) Diluted earnings per share 7 1,676.3 1,546.9 819.6 (cents) Dividend per share (cents) 7 900.0 1,100.0 660.0 Continuing operations Basic earnings per share 7 1,204.7 963.7 407.4 (cents) Diluted earnings per share 7 1,201.3 952.6 401.0 (cents) * The amounts have been restated to disclose the effect of discontinued operation and disposal group held for sale as disclosed in note 6. CONDENSED CONSOLIDATED PROVISIONAL BALANCE SHEET at March 31, 2009 Audited Audited Reviewed 2007 2008 2009
Notes Rm Rm Rm Assets Non-current assets 48,770 57,763 51,009 Property, plant and 9 41,254 46,815 41,418 equipment Intangible assets 10 5,111 8,468 7,232 Investments 1,384 1,448 1,383 Deferred expenses 270 221 54 Finance lease receivables 158 206 166 Deferred taxation 11 593 605 756 Current assets 10,376 12,609 11,287 Short-term investments 77 51 - Inventories 12 1,093 1,287 1,974 Income tax receivable 5 520 9 91 Current portion of 287 362 - deferred expenses Current portion of finance 88 166 109 lease receivables Trade and other 7,303 8,986 5,980 receivables Other financial assets 259 614 1,202 Cash and cash equivalents 13 749 1,134 1,931 Assets of disposal groups 6 - - 23,483 classified as held for sale Total assets 59,146 70,372 85,779 Equity and liabilities Equity attributable to 31,724 32,815 36,253 equity holders of Telkom Share capital and premium 14 5,329 5,208 5,208 Treasury shares 15 (1,774) (1,638) (1,517) Share-based compensation 16 257 643 1,076 reserve Non-distributable reserves 1,413 1,292 1,758 Retained earnings 26,499 27,310 28,852 Reserves of disposal group - - 876 held for sale Minority interest 284 522 853 Total equity 32,008 33,337 37,106 Non-current liabilities 8,554 15,104 15,348 Interest-bearing debt 18 4,338 9,403 10,653 Other financial 36 919 - liabilities Provisions 1,443 1,675 1,875 Deferred revenue 1,021 1,128 997 Deferred taxation 11 1,716 1,979 1,823 Current liabilities 18,584 21,931 17,452 Trade and other payables 7,237 8,771 5,538 Shareholders for dividend 15 20 23 Current portion of 18 6,026 6,330 7,622 interest-bearing debt Current portion of 2,095 2,181 2,150 provisions Current portion of 1,983 2,593 1,714 deferred revenue Income tax payable 5 594 323 50 Other financial 193 371 228 liabilities Credit facilities utilised 13 441 1,342 127 Liabilities of disposal 6 - - 15,873 groups classified as held for sale Total liabilities 27,138 37,035 48,673 Total equity and 59,146 70,372 85,779 liabilities CONDENSED CONSOLIDATED PROVISIONAL STATEMENT OF CHANGES IN EQUITY for the three years ended March 31, 2009 Attributable to equity holders of Telkom
Share-based Share Share Treasury compensation capital premium shares reserve Rm Rm Rm Rm
Balance at April 5,449 1,342 (1,809) 151 1, 2006 Total income and expense for the year Profit for the year Foreign currency translation reserve (net of tax of R4 million) Dividend declared (refer to note 17) Transfer to non- distributable reserves* Shares vested and 35 (35) re-issued (refer to note 15 and 16) Increase in share- 141 based compensation reserve (refer to note 16) Acquisition of subsidiaries and minority interests Shares bought back (120) (1,342) and cancelled (refer to note 14) Balance at March 5,329 - (1,774) 257 31, 2007 Total income and expense for the year Profit for the year Revaluation of available-for-sale investment (net of tax of R1 million) Foreign currency translation reserve (net of tax of R6 million) Dividend declared (refer to note 17) Transfer to non- distributable reserves* Increase in share- 522 based compensation reserve (refer to note 16) Shares vested and 136 (136) re-issued (refer to note 15 and 16) Acquisition of subsidiaries and minorities Shares bought back (121) and cancelled (refer to note 14) Minority put option Balance at March 5,208 - (1,638) 643 31, 2008 Discontinued operation (refer to note 6) Total income and expense for the year Profit for the year Revaluation of available-for-sale investment (net of tax of R1 million) Foreign currency translation reserve (net of tax of R6 million) Dividend declared (refer to note 17) Transfer to non- distributable reserves* Increase in share- 554 based compensation reserve (refer to note 16) Shares vested and 121 (121) re-issued (refer to note 15 and 16) Acquisition of subsidiaries and minorities (refer to note 19) Minority put option (refer to note 19) Broad-based black economic empowerment transaction Balance at March 5,208 - (1,517) 1,076 31, 2009 Attributable to equity holders of Telkom
Non- distributable Retained Discontinued reserves earnings operations Total Rm Rm Rm Rm
Balance at April 1,128 22,904 29,165 1, 2006 Total income and 46 8,646 8,692 expense for the year Profit for the 8,646 8,646 year Foreign currency 46 46 translation reserve (net of tax of R4 million) Dividend (4,678) (4,678) declared (refer to note 17) Transfer to non- 239 (239) - distributable reserves* Shares vested - and re-issued (refer to note 15 and 16) Increase in 141 share-based compensation reserve (refer to note 16) Acquisition of - subsidiaries and minority interests Shares bought (134) (1,596) back and cancelled (refer to note 14) Balance at March 1,413 26,499 31,724 31, 2007 Total income and 529 7,975 8,504 expense for the year Profit for the 7,975 7,975 year Revaluation of 8 8 available-for- sale investment (net of tax of R1 million) Foreign currency 521 521 translation reserve (net of tax of R6 million) Dividend (5,627) (5,627) declared (refer to note 17) Transfer to non- 11 (11) - distributable reserves* Increase in 522 share-based compensation reserve (refer to note 16) Shares vested - and re-issued (refer to note 15 and 16) Acquisition of - subsidiaries and minorities Shares bought (1,526) (1,647) back and cancelled (refer to note 14) Minority put (661) (661) option Balance at March 1,292 27,310 32,815 31, 2008 Discontinued (4) 4 - operation (refer to note 6) Total income and (181) 4,171 181 4,171 expense for the year Profit for the 4,171 4,171 year Revaluation of (8) (8) available-for- sale investment (net of tax of R1 million) Foreign currency (181) - 189 8 translation reserve (net of tax of R6 million) Dividend (3,306) (3,306) declared (refer to note 17) Transfer to non- (10) 10 - distributable reserves* Increase in 554 share-based compensation reserve (refer to note 16) Shares vested - and re-issued (refer to note 15 and 16) Acquisition of 667 667 subsidiaries and minorities (refer to note 19) Minority put 661 661 option (refer to note 19) Broad-based 691 691 black economic empowerment transaction Balance at March 1,758 28,852 876 36,253 31, 2009 Minority Total
interest equity Rm Rm Balance at April 301 29,466 1, 2006 Total income and 217 8,909 expense for the year Profit for the 203 8,849 year Foreign currency 14 60 translation reserve (net of tax of R4 million) Dividend (166) (4,844) declared (refer to note 17) Transfer to non- - distributable reserves* Shares vested - and re-issued (refer to note 15 and 16) Increase in 141 share-based compensation reserve (refer to note 16) Acquisition of (68) (68) subsidiaries and minority interests Shares bought (1,596) back and cancelled (refer to note 14) Balance at March 284 32,008 31, 2007 Total income and 226 8,730 expense for the year Profit for the 197 8,172 year Revaluation of 8 available-for- sale investment (net of tax of R1 million) Foreign currency 29 550 translation reserve (net of tax of R6 million) Dividend (65) (5,692) declared (refer to note 17) Transfer to non- - distributable reserves* Increase in 522 share-based compensation reserve (refer to note 16) Shares vested - and re-issued (refer to note 15 and 16) Acquisition of 77 77 subsidiaries and minorities Shares bought (1,647) back and cancelled (refer to note 14) Minority put (661) option Balance at March 522 33,337 31, 2008 Discontinued - operation (refer to note 6) Total income and 93 4,264 expense for the year Profit for the 77 4,248 year Revaluation of (8) available-for- sale investment (net of tax of R1 million) Foreign currency 16 24 translation reserve (net of tax of R6 million) Dividend (33) (3,339) declared (refer to note 17) Transfer to non- - distributable reserves* Increase in 554 share-based compensation reserve (refer to note 16) Shares vested - and re-issued (refer to note 15 and 16) Acquisition of 10 677 subsidiaries and minorities (refer to note 19) Minority put 661 option (refer to note 19) Broad-based 261 952 black economic empowerment transaction Balance at March 853 37,106 31, 2009 * The earnings from the Group`s cell captives are recognised in the income statement and then transferred to non-distributable reserves. CONDENSED CONSOLIDATED PROVISIONAL CASH FLOW STATEMENT for the three years ended March 31, 2009 2007 2008 2009
Notes Rm Rm Rm Cash flows from 9,356 10,603 11,432 operating activities Cash receipts from 50,979 55,627 61,302 customers Cash paid to suppliers (30,459) (34,371) (40,908) and employees Cash generated from 20,520 21,256 20,394 operations Interest received 422 433 485 Dividends received 3 - - Finance charges paid (1,115) (1,077) (2,164) Taxation paid 5 (5,690) (4,277) (3,947) Cash generated from 14,140 16,335 14,768 operations before dividend paid Dividend paid 17 (4,784) (5,732) (3,336) Cash flows from (10,412) (14,106) (17,005) investing activities Proceeds on disposal 54 169 43 of property, plant and equipment and intangible assets Proceeds on disposal 77 8 - of investments Additions to property, (10,037) (11,657) (13 191) plant and equipment and intangible assets Acquisition of (445) (2,462) (3,778) subsidiaries and minority interests Additions to other (61) (164) (79) investments Cash flows from (2,920) 2,943 7,093 financing activities Loans raised 5,624 23,877 18,168 Loans repaid (6,922) (19,315) (10,212) Shares bought back and (1,596) (1,647) - cancelled Finance lease capital (37) (61) (136) repaid Decrease/(increase) in 11 89 (727) net financial assets Net (3,976) (560) 1,520 (decrease)/increase in cash and cash equivalents Net cash and cash 4,255 308 (208) equivalents at beginning of year Effect of foreign 29 44 (30) exchange rate differences Net cash and cash 13 308 (208) 1,282 equivalents at end of year NOTES TO THE CONDENSED CONSOLIDATED PROVISIONAL ANNUAL FINANCIAL STATEMENTS for the three years ended March 31, 2009 1. Corporate information Telkom SA Limited (`Telkom`) is a company incorporated and domiciled in the Republic of South Africa (`South Africa`) whose shares are publicly traded. The main objective of Telkom, its subsidiaries and joint ventures (`the Group`) is to supply telecommunication, broadcasting, multimedia, technology, information and other related information technology services to the general public, as well as mobile communication services through the Vodacom Group (Proprietary) Limited (`Vodacom`) in South Africa and certain other African countries. The Group`s services and products include: fixed-line subscription and connection services to post-paid, prepaid and private payphone customers using PSTN (`Public Switched Telephone Network`) lines, including ISDN (`Integrated Services Digital Network`) lines, and the sale of subscription based value-added voice services and customer premises equipment rental and sales; fixed-line traffic services to post-paid, prepaid and payphone customers, including local, long distance, fixed-to-mobile, international outgoing and international voice-over-internet protocol traffic services; interconnection services, including terminating and transiting traffic from South African mobile operators, as well as from international operators and transiting traffic from mobile to international destinations; fixed-line data and internet services, including domestic and international data transmission services, such as point-to-point leased lines, ADSL (`Asymmetrical Digital Subscriber Line`) services, packet-based services, managed data networking services and internet access and related information technology services; W-CDMA (`Wideband Code Division Multiple Access`), a 3G next generation network, including fixed voice services, data services and nomadic voice services; and other services including directory services, through Trudon (Proprietary) Limited (formerly trading as TDS Directory Operations (Proprietary) Limited), wireless data services, through Swiftnet (Proprietary) Limited, television media services through Telkom Media Group, internet services outside South Africa, through Africa Online Limited and information, communication and telecommunication operating services in Nigeria, through Multi-Links Telecommunications Limited. Mobile communications services, wireless data services and television media services through Vodacom, Swiftnet and Telkom Media Group respectively have been disclosed as disposal groups held for sale and discontinued operations. 2. Basis of preparation and accounting policies Basis of preparation The condensed consolidated provisional annual financial statements have been prepared in accordance with IAS34 Interim Financial Reporting and in compliance with the South African Companies Act, 1973. The financial statements are prepared on the historical cost basis, with the exception of certain financial instruments which are measured at fair value and share-based payments which are measured at grant date fair value. Significant accounting policies The Group`s significant accounting policies and methods of computation are consistent with those applied in the previous financial year except for the following: The Group has adopted certain amendments to IAS39 and IFRS7, and adopted IFRIC12 and IFRIC14 which are applicable for annual periods on or after January 1, 2008. The principal effects of these changes are discussed below. IAS39 Financial Instruments: Recognition and Measurement and IFRS7 Financial Instruments: Disclosures - Reclassification of Financial Assets (amended) The amendments, which are effective on or after July 1, 2008, permit an entity to reclassify non-derivative financial assets (other than those designated at fair value through profit or loss by the entity upon initial recognition) out of the fair value through profit or loss category in particular circumstances. The amendments also permit an entity to transfer from the available-for-sale category to the loans and receivables category a financial asset that would have met the definition of loans and receivables (if the financial asset had not been designated as available for sale), if the entity has the intention and ability to hold that financial asset for the foreseeable future. The amendment does not have an impact on the condensed consolidated provisional annual financial statements. IFRIC12 Service Concession Arrangements The interpretation, which is effective for annual periods beginning on or after January 1, 2008, sets out general principles on recognising and measuring the obligations and related rights in service concession arrangements from an operator`s perspective. The interpretation does not have an impact on the condensed consolidated provisional annual financial statements. IFRIC14 The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction The interpretation, which is effective for annual periods beginning on or after January 1, 2008, provides guidance on assessing the limit in IAS19 on the amount of the surplus that can be recognised as an asset. It also explains how the pension asset or liability may be affected by a statutory or contractual minimum funding requirement. The interpretation does not have any impact on the condensed consolidated provisional annual financial statements, as the Group is not subject to minimum funding requirements. 2007 2008 2009 Rm Rm Rm 3. Revenue 3.1 Total revenue 32,919 34,084 36,433 Operating revenue 32,441 33,611 35,940 Other income (excluding profit on 279 305 312 disposal of property, plant and equipment, intangible assets and investments) Investment income 199 168 181
3.2 Operating revenue 32,441 33,611 35,940 Fixed-line 32,345 32,572 33,659 Multi-Links - 845 1,900 Other 873 1,040 1,214 Eliminations (777) (846) (833) Fixed-line 32,345 32,572 33,659 Subscriptions, connections and 6,286 6,330 6,614 other usage Traffic 16,740 15,950 15,323 Domestic (local and long 7,563 6,328 5,670 distance) Fixed-to-mobile 7,646 7,557 7,420 International (outgoing) 988 986 933 Subscription based calling 543 1,079 1,300 plans Interconnection 1,639 1,757 2,084 Data 7,489 8,308 9,310 Sundry revenue 191 227 328 4. Operating expenses Operating expenses comprise: 4.1 Employee expenses 7,254 7,629 8,345 Salaries and wages 5,215 5,710 6,050 Medical aid contributions 384 415 410 Retirement contributions 446 470 472 Post-retirement and pension 33 5 29 benefits Current service cost 5 5 4 Interest cost 329 509 633 Expected return on plan asset (508) (713) (825) Actuarial gain (136) (16) - Settlement loss/(gain) 21 (2) (3) Asset limitation 322 222 220 Post-retirement medical aid 330 278 457 Current service cost 83 84 95 Interest cost 286 322 428 Expected return on plan asset (188) (257) (223) Actuarial loss 149 129 157 Telephone rebates 104 27 61 Current service cost 4 3 6 Interest cost 19 22 39 Past service cost 76 2 2 Actuarial loss 5 - 14 Share-based compensation expense 141 522 554 (refer to note 16) Other benefits* 1,297 988 1,048 Employee expenses capitalised (696) (786) (736) * Other benefits include skills development, annual leave, performance incentive and service bonuses. 4.2 Payments to other operators 5,005 6,098 6,919 Payments to other network operators consist of expenses in respect of interconnection with other network operators. 4.3 Selling, general and 4,184 4,045 5,772 administrative expenses Selling and administrative 1,533 1,220 2,375 expenses Maintenance 1,870 1,966 2,319 Marketing 640 614 710 Bad debts 141 245 368 4.4 Service fees 2,209 2,437 2,756 Facilities and property 1,142 1,228 1,275 management Consultancy services 192 169 295 Security and other 821 982 1,121 Auditors` remuneration 54 58 65 Audit services 53 57 58 Company auditors 48 46 47 Current year 47 43 47 Prior year underprovision 1 3 - Other auditors - current year 5 11 11 Audit related services - 1 - Other services 1 - 7 4.5 Operating leases 775 671 823 Land and buildings 135 160 244 Transmission and data lines 8 35 118 Equipment 80 48 72 Vehicles 552 428 389 4.6 Depreciation, amortisation, 3,601 4,134 5,280 impairment and write-offs Depreciation of property, plant 3,011 3,151 3,733 and equipment Amortisation of intangible assets 306 469 724 Impairment of property, plant and - 229 501 equipment and intangible assets Write-offs of property, plant and 284 285 322 equipment and intangible assets Included in the current year`s amortisation of intangible assets is an amount of R134 million relating to the FIFA brand intangible asset. The impairment charge for the 2009 financial year consists of R462 million and R39 million in Multi-Links and Africa Online respectively. 5. Taxation 2,803 2,647 1,660 South African normal company 1,989 2,018 1,658 taxation Deferred taxation 490 254 (164) Secondary tax on companies 324 381 164 (`STC`) Foreign taxation - (6) 2
Included in the current year`s deferred taxation expense is a credit of R454 million relating to the deferred taxation on the temporary differences of the investments which are held for sale.
STC is provided for at a rate of 10% on the amount by which dividends declared by Telkom exceed dividends received. Taxation paid (5,690) (4,277) (3,947) Net liability at beginning of (1,549) (74) (314) year Taxation expense (3,545) (3,807) (3,412) Foreign currency translation - (32) 2 reserve Secondary tax on companies (670) (678) (425) Business combination - - 2 Net taxation liability at end of 74 314 200 year Income tax payable 594 323 325 Continuing operations 594 323 50 Disposal group - - 275 Income tax receivable (520) (9) (125) Continuing operations (520) (9) (91) Disposal group - - (34) 6. Discontinued operations and disposal groups held for sale 6.1 Discontinued operations Telkom Media (Proprietary) Limited Telkom Media was classified as held for sale in September 2008 interim financials. At year-end March 31, 2009, the subsidiary did not meet the held for sale criteria as management were unable to sell the disposal group for its expected price and therefore decided to abandon it. The results and cash flows of the subsidiary are disclosed as a discontinued operation in accordance with IFRS. Analysis of the results of discontinued operations, and the result recognised on the re- measurement of assets or discontinued operations is as follows (after inter-segmental eliminations): Revenue* 14 26 Expenses* 157 305 Loss before taxation of disposal 143 279 group held for sale Taxation (1) 2 Loss after taxation of disposal 142 281 group held for sale
Telkom Media (Proprietary) Limited The net cash flows attributable to the operating, investing and financing activities of discontinued operations: Operating cash flows (95) (140) Investing cash flows (218) (39) Financing cash flows 319 149 Total cash inflow/(outflow) 6 (30) * Revenue comprises operating revenue, other income and investment income. Expenses comprises operating expenses and finance charges.
6.2 Disposal groups held for sale 6.2.1 Vodacom Group (Proprietary) Limited In the current year, the Group announced a decision to dispose of its entire shareholding in Vodacom through selling 15% of its shareholding to Vodafone, a wholly-owned subsidiary of Vodafone Group Plc (`Vodafone`) and unbundling its remaining 35% shareholding to its shareholders pursuant to a listing of Vodacom on the main board of the JSE Limited. This decision was taken in line with the Group`s strategy to unlock shareholder value, consequently, all assets and liabilities of Vodacom and its subsidiaries were classified as a discontinued operation. Analysis of the results of discontinued operations, and the result recognised on the re- measurement of assets or disposal group is as follows (after inter- segmental eliminations): Revenue* 19,157 22,653 26,215 Expenses* 14,709 17,334 21,749 Profit before taxation of 4,448 5,319 4,466 disposal group held for sale Taxation 1,918 2,055 2,023 Profit after taxation of disposal 2,530 3,264 2,443 group held for sale The major classes of assets and liabilities of the business classified as a disposal group: Assets 23,410 Property, plant and equipment 10,922 Intangible assets 5,897 Trade and other receivables 4,283 Other non-current and current 2,308 assets Liabilities 15,858 Interest-bearing debt 4,170 Trade and other payables 4,679 Current portion of interest- 2,882 bearing debt Current portion of deferred 1,260 revenue Credit facilities utilised 1,102 Other non-current and current 1,765 liabilities 6.2.1 Vodacom Group (Proprietary) Limited The net cash flows attributable to the operating, investing and financing activities of the disposal group: Operating cash flows 2,429 2,563 2,092 Investing cash flows (3,292) (3,751) (6,375) Financing cash flows (100) 1,617 4,436 Total cash (outflow)/inflow (963) 429 153 * Revenue comprises operating revenue, other income and investment income. Expenses comprises operating expenses and finance charges. 6.2.2 Swiftnet (Proprietary) Limited In February 2009, Telkom`s directors took a decision to dispose of its 100% investment in Swiftnet (Proprietary) Limited. The investment is classified as held for sale.
Analysis of the results of discontinued operations, and the result recognised on the re- measurement of assets or disposal group is as follows (after inter- segmental eliminations): Revenue* 103 98 97 Expenses* 64 79 82 Profit before taxation of 39 19 15 disposal group held for sale Taxation 10 3 (4) Profit after taxation of disposal 29 16 19 group held for sale The major classes of assets and liabilities of the business classified as disposal group: Assets 73 Property, plant and equipment 24 and intangible assets Income tax receivable 2 Trade and other receivables 19 Cash and cash equivalents 28 Liabilities 15 Provisions 1 Trade and other payables 10 Current portion of provisions 4 The net cash flows attributable to the operating, investing and financing activities of the disposal group: Operating cash flows 43 22 31 Investing cash flows (15) (11) (33) Financing cash flows (23) - 10 Total cash inflow 5 11 8 * Revenue comprises operating revenue, other income and investment income. Expenses comprises operating expenses and finance charges. 2007 2008 2009 7. Earnings and dividend per share Total operations Basic earnings per 1,681.0 1,565.0 832.8 share (cents) The calculation of earnings per share is based on profit attributable to equity holders of Telkom for the year of R4,170 million (2008: R7,975 million; 2007: R8,646 million) and 500,700,538 (2008: 509,595,092; 2007: 514,341,284) weighted average number of ordinary shares in issue. Diluted earnings per 1,676.3 1,546.9 819.6 share (cents) The calculation of diluted earnings per share is based on earnings for the year of R4,170 million (2008: R7,975 million; 2007: R8,646 million) and 508,782,641 diluted weighted average number of ordinary shares (2008: 515,541,968; 2007: 515,763,581). The adjustment in the weighted average number of shares is as a result of the expected future vesting of shares already allocated to employees under the Telkom Conditional Share Plan.
Headline earnings per 1,710.7 1,634.8 994.6 share (cents)* The calculation of headline earnings per share is based on headline earnings of R4,980 million (2008: R8,331 million; 2007: R8,799 million) and 500,700,538 (2008: 509,595,092; 2007: 514,341,284) weighted average number of ordinary shares in issue. Diluted headline 1,706.0 1,616.0 978.8 earnings per share (cents)* The calculation of diluted headline earnings per share is based on headline earnings of R4,980 million (2008: R8,331 million; 2007: R8,799 million) and 508,782,641 (2008: 515,541,968; 2007: 515,763,581) diluted weighted average number of ordinary shares in issue. The adjustment in the weighted average number of shares is as a result of the expected future vesting of sharesalready allocated to employees under the Telkom Conditional Share Plan. Continuing operations Basic earnings per 1,204.7 963.7 407.4 share (cents) The calculation of earnings per share is based on profit attributable to equity holders of Telkom for the year of R2,040 million (2008: R4,911 million; 2007: R6,196 million) and 500,700,538 (2008: 509,595,092; 2007: 514,341,284) weighted average number of ordinary shares in issue.
Diluted earnings per 1,201.3 952.6 401.0 share (cents) The calculation of diluted earnings per share is based on earnings for the year of R2,040 million (2008: R4,911 million; 2007: R6,196 million) and 508,782,641 diluted weighted average number of ordinary shares (2008: 515,541,968; 2007: 515,763,581). The adjustment in the weighted average number of shares is as a result of the expected future vesting of shares already allocated to employees under the Telkom Conditional Share Plan. Continuing operations Headline earnings per 1,235.5 1,028.9 557.0 share (cents)* The calculation of headline earnings per share is based on headline earnings of R2,789 million (2008: R5,243 million; 2007: R6,355 million) and 500,700,538 (2008: 509,595,092; 2007: 514,341,284) weighted average number of ordinary shares in issue. Diluted headline 1,232.2 1,017.0 548.2 earnings per share (cents)* The calculation of diluted headline earnings per share is based on headline earnings of R2,789 million (2008: R5,243 million; 2007: R6,355 million) and 508,782,641 (2008: 515,541,968; 2007: 515,763,581) diluted weighted average number of ordinary shares in issue. The adjustment in the weighted average number of shares is as a result of the expected future vesting of shares already allocated to employees under the Telkom Conditional Share Plan. Discontinued operations Basic earnings per 476.3 601.3 425.4 share (cents) The calculation of earnings per share is based on profit attributable to equity holders of Telkom for the year of R2,130 million (2008: R3,064 million; 2007: R2,450 million) and 500,700,538 (2008: 509,595,092; 2007: 514,341,284) weighted average number of ordinary shares in issue. Diluted earnings per 475.0 594.3 418.6 share (cents) The calculation of diluted earnings per share is based on earnings for the year of R2,130 million (2008: R3,064 million; 2007: R2,450 million) and 508,782,641 diluted weighted average number of ordinary shares (2008: 515,541,968; 2007: 515,763,581). The adjustment in the weighted average number of shares is as a result of the expected future vesting of shares already allocated to employees under the Telkom Conditional Share Plan. Headline earnings per 475.2 606.0 437.6 share (cents)* The calculation of headline earnings per share is based on headline earnings of R2,191 million (2008: R3,088 million; 2007: R2,444 million) and 500,700,538 (2008: 509,595,092; 2007: 514,341,284) weighted average number of ordinary shares in issue.
Diluted headline 473.9 599.0 430.6 earnings per share (cents)*
The calculation of diluted headline earnings per share is based on headline earnings of R2,191 million (2008: R3,088 million; 2007: R2,444 million) and 508,782,641 (2008: 515,541,968; 2007: 515,763,581) diluted weighted average number of ordinary shares in issue. The adjustment in the weighted average number of shares is as a result of the expected future vesting of shares already allocated to employees under the Telkom Conditional Share Plan. Reconciliation of weighted average number of ordinary shares: Ordinary shares in 544,944,901 532,855,530 520,784,186 issue (refer to note 14) Weighted average number (7,442,253) (1,594,241) (27) of shares bought back Weighted average number (23,161,364) (21,666,197) (20,083,621) of treasury shares Weighted average number 514,341,284 509,595,092 500,700,538 of shares outstanding Reconciliation of diluted weighted average number of ordinary shares: Weighted average number 514,341,284 509,595,092 500,700,538 of shares outstanding Expected future vesting 1,422,297 5,946,876 8,082,103 of shares Diluted weighted 515,763,581 515,541,968 508,782,641 average number of shares outstanding * The disclosure of headline earnings is a requirement of the JSE Limited and is not a recognised measure under IFRS. It has been calculated in accordance with the South African Institute of Chartered Accountants` circular issued in this regard.
2007 2008 2009 Rm Rm Rm Total operations Reconciliation between earnings and headline earnings: Earnings attributable 8,646 7,975 4,170 to equity holders of Telkom Adjustments: Profit on disposal of (52) (4) - investments (available- for-sale) Profit on disposal of (29) (147) (25) property, plant and equipment and intangible assets Impairment of property, 12 248 557 plant, equipment and intangible assets Write-offs of property, 284 285 322 plant and equipment Tax effects (62) (30) (44) Minority interest - 4 - Headline earnings 8,799 8,331 4,980 Continuing operations Reconciliation between earnings and headline earnings: Profit from continuing 6,290 5,034 2,066 operations Minority interest 94 123 26 Earnings as reported 6,196 4,911 2,040 Adjustments: Profit on disposal of (43) - - investments (available- for-sale) Profit on disposal of (16) (166) (32) property, plant and equipment and intangible assets Impairment of property, - 233 501 plant, equipment and intangible assets Write-offs of property, 284 285 322 plant and equipment Tax effects (66) (24) (42) Minority interest - 4 - Headline earnings 6,355 5,243 2,789 Discontinued operations Reconciliation between earnings and headline earnings: Profit from 2,559 3,138 2,181 discontinued operations Minority interest 109 74 51 Earnings as reported 2,450 3,064 2,130 Adjustments: Profit on disposal of (9) (4) - investments (available- for-sale) Profit on disposal of (13) 19 7 property, plant and equipment and intangible assets Impairment of property, 12 15 56 plant, equipment and intangible assets Tax effects 4 (6) (2) Headline earnings 2,444 3,088 2,191 Dividend per share 900.0 1,100.0 660.0 (cents) The calculation of dividend per share is based on dividends of R3,306 million (2008: R5,627 million; 2007: R4,678 million) declared on June 6, 2008 and 500,941,029 (2008: 511,513,237; 2007: 519,711,236) number of ordinary shares outstanding on the date of dividend declaration. The reduction in the number of shares represents the number of treasury shares held on date of payment. 8. Net asset value per 6,223.2 6,570.3 7,236.2 share (cents) The calculation of net asset value per share is based on net assets of R36,253 million (2008: R32,815 million; 2007: R31,724 million) and 500,993,664 (2008: 499,441,985; 2007: 509,769,454) number of ordinary shares outstanding at year- end. 9. Property, plant and equipment* Additions 8,648 10,108 8,725 Disposals (290) (122) (74) A major portion of this capital expenditure relates to the expansion of existing networks. Included in the additions for the current year is an amount of R179 million (2008: R31 million; 2007: Rnil) that refers mainly to finance leases in Telkom. * Amounts in 2009 exclude disposal groups. 10. Intangible assets* Additions (including 1,841 3,719 2,215 business combinations)
Included in the additions for the current year is an amount of R260 million that refers to the FIFA value-in- kind agreement which was capitalised to the trademarks and copyrights category as well as the additional 25% acquired in Multi- Links for R1,339 million classified as goodwill. * Amounts in 2009 exclude disposal groups. 2007 2008 2009
Rm Rm Rm 11. Deferred taxation* Deferred tax balance (1,123) (1,374) (1,067) is made up as follows: Deferred tax assets 593 605 756 Deferred tax (1,716) (1,979) (1,823) liabilities Unutilised STC 2,958 1,830 2,730 credits
The deferred taxation asset mainly represents the deferred taxation on the temporary differences of the investments which are held for sale and will be utilised in the future deferred taxation of the sale transactions. The deferred taxation asset also represents STC credits on past dividends received that are availableto be utilised against dividends declared. It is considered probable that these credits will be utilised in the future. The deferred taxation liability mainly represents the temporary differences between the carrying amount and the taxation base of assets. * Amounts in 2009 exclude disposal groups. 12. Inventories* 1,093 1,287 1,974 Gross inventories 1,275 1,535 2,165 Write-down of (182) (248) (191) inventories to net realisable value Inventories consist 1,093 1,287 1,974 of the following categories: Installation 811 895 1,051 material, maintenance material and network equipment Merchandise 282 392 923 Inventory levels as at March 31, 2009 have increased due to the roll-out of the Next Generation Network, to improve customer service, and the acquisition of merchandise for the W- CDMA roll-out. * Amounts in 2009 exclude disposal groups. 13. Net cash and cash 308 (208) 1,282 equivalents Net cash and cash 308 (208) 1,804 equivalents attributable to continuing operations Cash shown as current 749 1,134 1,931 assets Cash and bank 649 664 1,361 balances Short-term deposits 100 470 570 Credit facilities (441) (1,342) (127) utilised Net cash and cash - - (522) equivalents attributable to disposal groups Cash at banks and - - 580 short-term deposits attributable to disposal groups Credit facilities - - (1,102) utilised Undrawn borrowing 8,658 7,565 6,237 facilities The undrawn borrowing facilities are unsecured, when drawn bear interest at a rate that will be mutually agreed between the borrower and lender at the time of drawdown, have no specific maturity date and are subject to annual review. The facilities are in place to ensure liquidity. At March 31, 2009 R3,000 million of these undrawn facilities were committed by Telkom.
Borrowing powers To borrow money, Telkom`s directors may mortgage or encumber Telkom`s property or any part thereof and issue debentures, whether secured or unsecured, whether outright as a security or debt, liability or obligation of Telkom or any third party. For this purpose the borrowing powers of Telkom are unlimited, but are subject to the restrictive financial covenants of the loan facilities. 14. Share capital and premium Issued and fully paid 5,329 5,208 5,208 520,783,898 (2008: 5,329 5,208 5,208 520,784,184; 2007: 532,855,528) ordinary shares of R10 each 1 (2008: 1; 2007: 1) - - - Class A ordinary share of R10 1 (2008: 1; 2007: 1) - - - Class B ordinary share of R10
The following table illustrates the movement within the number of shares issued: Number of Number of Number of shares shares shares Shares in issue at 544,944,901 532,855,530 520,784,186 beginning of year Shares bought back and (12,089,371) (12,071,344) (286) cancelled Shares in issue at end 532,855,530 520,784,186 520,783,900 of year The rights of class A and class B shares rank equally with the ordinary shares in respect of rights to dividends but differ in respect of the right to appoint directors. Full details of the voting rights of ordinary class A and class B shares are documented in the Articles of Association of Telkom. The directors have been given authority by the shareholders to buy back Telkom`s own shares up to a limit of 20% of the issued share capital as at September 22, 2008. This authority expires at the next Annual General Meeting. Share buy-back During the financial year Telkom bought back 286 ordinary shares at a total consideration of R0.03 million.
During the year ended March 31, 2008, Telkom bought back 12,071,344 ordinary shares for a total consideration of R1,647 million. This reduced share capital by R121 million and retained earnings by R1,526 million. During the year ended March 31, 2007, Telkom bought back 12,089,371 ordinary shares at a total consideration of R1,596 million. This reduced the share capital by R120 million, share premium by R1,342 million and Retained earnings by R134 million. 15. Treasury shares (1,774) (1,638) (1,517) At March 31, 2009 11,646,680 (2008: 10,493,141; 2007: 12,237,016) and 8,143,556 (2008: 10,849,058; 2007: 10,849,058) ordinary shares in Telkom, with a fair value of R1,229 million (2008: R1,377 million; 2007: R2,031 million) and R859 million (2008: R1,423 million; 2007: R1,801 million) are held as treasury shares by its subsidiaries Rossal No 65 (Proprietary) Limited and Acajou Investments (Proprietary) Limited, respectively. The shares held by Rossal No 65 (Proprietary) Limited and Acajou Investments (Proprietary) Limited are reserved for issue in terms of the Telkom Conditional Share Plan (`TCSP`).
The reduction in the treasury shares is due to 1,551,963 (2008: 1,743,785; 2007: 450,505) shares that vested in terms of the TCSP during the current year. The fair value of these shares at the date of vesting was R228 million (2008: R301 million; 2007: R63 million). 16. Share-based compensation reserve This reserve represents the cumulative fair value of the equity-settled share- based payment transactions recognised in employee expenses during the vesting period of the equity instruments granted to employees in terms of the Telkom Conditional Share Plan. No consideration is payable on the shares issued to employees, but performance criteria will need to be met in order for the granted shares to vest. The ultimate number of shares that will vest may differ based on certain individual and Telkom performance conditions being met. The related compensation expense is recognised over the vesting period of shares granted, commencing on the grant date. The following table illustrates the movement within the share-based compensation reserve: Balance at beginning of year 151 257 643 Net increase in equity 106 386 433 Employee cost 141 522 554 Vesting and transfer of shares (35) (136) (121) Balance at end of year 257 643 1,076 The principal assumptions used in calculating the expected number of shares that will vest are as follows: Employee turnover (%) 5 5 9 Meeting specified performance 100 100 75 criteria (%) At March 31, 2009 the estimated total compensation expense to be recognised over the vesting period was R1,824 million (March 31, 2008: R2,151 million; March 31, 2007: R580 million), of which R554 million (March 31, 2008: R522 million; March 31, 2007: R141 million) was recognised in employee expenses for the year. 17. Dividends paid (4,784) (5,732) (3,336) Dividends payable at beginning of (4) (15) (20) year Declared during the year - (4,678) (5,627) (3,306) dividends on ordinary shares Final dividend for 2006: 500 (2,599) - - cents Special dividend for 2006: 400 (2,079) - - cents Final dividend for 2007: 600 - (3,069) - cents Special dividend for 2007: 500 - (2,558) - cents Final dividend for 2008: 660 - - (3,306) cents Dividends paid to minority (117) (110) (33) interest Dividends payable at end of year 15 20 23 18. Interest-bearing debt* Non-current portion of interest- 4,338 9,403 10,653 bearing debt Local debt 2,359 6,875 9,114 Foreign debt 820 1,441 589 Finance leases 1,159 1,043 950 Licence obligations - 44 - Current portion of interest- 6,026 6,330 7,622 bearing debt Local debt 5,772 6,001 7,546 Foreign debt 193 202 40 Finance leases 61 124 36 Licence obligations - 3 - Movements in borrowings for the year are as follows: Repayments/refinancing The Group issued new local bonds, the TL12 and TL15 with a nominal value of R1,060 million and R1,160 million respectively as well as syndicated loans with a nominal value of R4,100 million during the current year. Commercial Paper Bills with a nominal value of R10,665 million were issued and Commercial Paper debt with a nominal value of R9,849 million was repaid during the current year. Repayments/refinancing of current portion of interest-bearing debt The repayment/refinancing of R7,622 million of the current portion of interest-bearing debt is expected to be repaid/refinanced from proceeds of the Vodacom sale. Management believes that sufficient funding facilities will be available at the date of repayment/refinancing. * Amounts in 2009 exclude disposal groups. 19. Acquisitions of subsidiaries and minorities Multi-Links Telecommunications Limited (`Multi-Links`)Telkom International (Proprietary) Limited acquired 75% of the issued share capital of Multi-Links Telecommunications Limited from Kenston Investment Limited on May 1, 2007. Telkom also granted Kenston the irrevocable right and option (put option) to require Telkom to acquire all of the shares held by Kenston (25% shareholding) in Multi-Links, at any time during the 90 day period following the second anniversary of the effective date. On initial recognition, a liability of R661 million, representing the higher of the transaction share price and the fair value was recognised under non-current other financial liabilities. A corresponding debit was recognised in non-distributable reserves. The put option was exercised on January 21, 2009 for R1,328 million (USD130 million at USD1 = R10.2188). The liability was derecognised and a corresponding credit consisting of R661 million reversal of equity and R667 million relating to changes in the fair value of the put option subsequent to initial recognition, was recognised directly in equity. 20. Commitments* Capital commitments Capital commitments authorised 11,167 15,198 8,542 Fixed-line 7,000 7,000 6,991 Mobile 4,159 5,211 - Multi-Links - - 1,461 Other 8 2,987 90 Commitments against authorised 1,099 3,504 2,007 capital expenditure Fixed-line 506 652 539 Mobile 591 800 - Multi-Links - - 1,461 Other 2 2,052 7 Authorised capital expenditure 10,068 11,694 6,535 not yet contracted Fixed-line 6,494 6,348 6,452 Mobile 3,568 4,411 - Multi-Links - - - Other 6 935 83 Capital commitments comprise commitments for property, plant and equipment and intangible assets. Management expects these commitments to be financed from internally generated cash and other borrowings 2010 FIFA World Cup commitment The FIFA World Cup commitment is an executory contract which requires the Group to develop the fixed-line components of the necessary telecommunications infrastructure needed to broadcast this event to the world. This encompasses the provisioning of the fixed-line telecommunications related products and services and, where applicable, the services of qualified personnel necessary for the planning, management, delivery, installation and de-installation, operation, maintenance and satisfactory functioning of these products and services. Furthermore as a National Supporter, Telkom owns a tier 3 sponsorship that grants Telkom a package of advertising, promotional and marketing rights that are exercisable within the borders of South Africa. Telkom entered into a barter transaction in return for which it has a commitment to FIFA of R243 million (2008: R260 million) as at March 31, 2009. * Amounts in 2009 exclude disposal groups. 21. Contingencies Third parties 28 27 18 Fixed-line 19 18 18 Mobile 4 4 - Multi-Links - - - Other 5 5 - Third parties These amounts represent sundry disputes with third parties that are not individually significant and that the Group does not intend to settle. 2007 2008 2009 Rm Rm Rm Supplier dispute There is a dispute between Telkom and Telcordia arising from the development and installation of an integrated end to end customer assurance and activation system, which was supposed to havebeen supplied by Telcordia. The agreement was terminated in the 2001 financial year and the dispute was taken to arbitration where Telcordia was seeking approximately US$130 million plus interest at a rate of 15.5% per year for money outstanding and damages. A number of hearings took place during the 2008 and 2009 financial year without success. Further hearings in the matter are expected to take place during the 2010 financial year. A provision has been raised based on management`s best estimate of the probable payments in this regard. Supplier dispute liability included in 527 569 664* current portion of provisions *USD70 million Competition Commission If Telkom were to be found to have committed prohibited practices as contained in the Competition Act 1998 as amended, Telkom could be required to cease these practices, divest these businesses and a maximum administrative penalty of up to 10%, calculated with reference to Telkom`s annual turnover, excluding the turnover of subsidiaries and joint ventures, for the financial year prior to the complaint date. The Competition Commission has to date not imposed the maximum penalty on any offender. The South African Value Added Network Services (`SAVA`) On May 7, 2002 SAVA, an association of Value Added Network Services (`VANS`) providers, filed complaints against the Company at the Competition Commission under the Competition Act 89 of 1998, alleging, among other things, that Telkom was abusing its dominant position in contravention of the Competition Act 89 of 1998, and that it was engaged in price discrimination. The Competition Commission determined, among other things, that several aspects of Telkom`s conduct contravened the Competition Act 89 of 1998, and referred certain of the relevant complaints to the Competition Tribunal for adjudication. The referred complaints deal with Telkom`s alleged refusal to provide telecommunications facilities to certain VANS providers to construct their networks, refusal to lease access facilities to VANS providers, provision of bundled and cross subsidised competitive services with monopoly services, discriminatory pricing with regard to leased line services and alleged refusal to peer with certain VANS providers. During July 2008, the Competition Commission filed an application for leave to appeal and Telkom also filed an application for leave to cross-appeal. The application for leave to appeal as well as the application for leave to cross-appeal were granted by the Pretoria High Court on October 9, 2008. The appeal and cross-appeal will be argued before the Supreme Court of Appeal, and the Main Complaint before the Competition Tribunal will continue to be held over pending the outcome of the appeal and cross-appeal. Omnilink Omnilink alleged that Telkom was abusing its dominance by discriminating in its price for Diginet services as against those charged to VANS and the price charged to customers who apply for a Telkom IVPN solution. The Competition Commission conducted an enquiry and subsequently referred the complaint, together with the SAVA complaint, to the Competition Tribunal for adjudication. The matter is currently being dealt with together with the SAVA matter as discussed above. Orion/Telkom (Standard Bank and Edcon): Competition Tribunal Telkom has not yet filed its answering affidavit in the main complaint before the Tribunal and it appears as if Orion is not actively pursuing this matter any further. The Internet Service Providers Association (`ISPA`) The Competition Commission has formally requested Telkom to provide it with certain records of orders placed for certain services, in an attempt to first investigate the aspects of the complaint. Telkom has provided the records requested. The complaints by ISPA at the Competition Commission were also mentioned as being the subject of an investigation by the Competition Commission, in a summons issued by the Competition Commission and forwarded to Telkom on July 31, 2008. The summons has subsequently been withdrawn by agreement with the Competition Commission, but Telkom is still engaged in a co-operative process with the Competition Commission as part of the Competition Commission`s ongoing investigations into this complaint. M-Web and Internet Solutions (`IS`) On June 29, 2005 M-Web and Internet Solutions, or IS, jointly lodged a complaint with the Competition Commission against Telkom and also requested interim relief at the Competition Tribunal. The complaint at the Competition Commission mainly deals with Telkom`s pricing for ADSL retail products and its IP Connect products, the termination of the peering link between Telkom and IS, the wholesale pricing of SAIX bandwidth for ADSL users of other internet service providers, the architecture of Telkom`s ADSL access route and the manner in which internet service providers can only connect to Telkom`s edge service router via IP Connect as well as alleged excessive pricing for bandwidth on Telkom`s international undersea cable. The application for interim relief at the Competition Tribunal dealt with allegations that Telkom should maintain the peering link between IS and Telkom in terms of its current peering agreement, and demanded that Telkom treat the traffic generated by ADSL customers of M-Web as traffic destined for the peering link and that Telkom upgrade its peering link to accommodate the increased ADSL traffic emanating from M-Web and maintain a maximum of 65% utilisation. Telkom filed its answering affidavit, and is awaiting IS and M-Web`s replying affidavit. The complaint by M-Web and IS at the Competition Commission was also one of the complaints mentioned as being the subject of an investigation by the Competition Commission, in a summons issued by the Competition Commission and forwarded to Telkom on July 31, 2008. The summons has subsequently been withdrawn by agreement with the Competition Commission, but Telkom is still engaged in a co-operative process with the Competition Commission as part of the Competition Commission`s ongoing investigations into this complaint. M-Web On June 5, 2007, M-Web brought an application against Telkom for interim relief at the Competition Tribunal with regard to the manner in which Telkom provides wholesale ADSL internet connections. M-Web requested the Competition Tribunal to grant an order of interim relief against Telkom to charge M-Web a wholesale price for the provision of ADSL internet connections which is not higher than the lowest retail price. M-Web further applied for an order that Telkom implement the migration of end customers from Telkom PSTS ADSL access to M-Web without interruption of the service. Telkom raised the objection that the Competition Tribunal does not have jurisdiction to hear the matter in its answering affidavit filed at the Competition Tribunal. Telkom still had to "plead over" as to the merits of the matter. Telkom also filed an application in the Transvaal Provincial Division of the South African High Court on July 3, 2007 for an order declaring that the Competition Tribunal does not have jurisdiction to hear the application for interim relief made to it by M-Web. The application before the High Court was set down for hearing during the first quarter of the 2009 financial year. The complaint by M-Web at the Competition Commission was also one of the complaints mentioned as being the subject of an investigation by the Competition Commission, in a summons issued by the Competition Commission and forwarded to Telkom on July 31, 2008. The summons has subsequently been withdrawn by agreement with the Competition Commission, but Telkom is still engaged in a co-operative process with the Competition Commission as part of the Competition Commission`s ongoing investigations into this complaint. Verizon SA Limited (`Verizon`) Verizon filed a complaint against Telkom on March 22, 2007. Verizon alleged that Telkom charges an excessive price on services rendered to Verizon, that Telkom induces Verizon`s customers not to deal with Verizon, that Telkom engages in exclusionary conduct through "margin squeeze", which are lower than the prices at which it sells rights of access to its infrastructure (on a wholesale basis) to Verizon, and Telkom engages in price discrimination against Verizon. The complaint by Verizon to the Competition Commission was also one of the complaints mentioned as being the subject of an investigation by the Competition Commission, in a summons issued by the Competition Commission and forwarded to Telkom on July 31, 2008. The summons has subsequently been withdrawn by agreement with the Competition Commission, but Telkom is still engaged in a co-operative process with the Competition Commission as part of the Competition Commission`s ongoing investigations into this complaint. This investigation is expected to be finalised early in the 2009 calender year. Internet Solutions (`IS`) IS filed a complaint against Telkom at the Competition Commission during December 2007. The complaint relates to abusive conduct by Telkom, and IS specifically alleges that Telkom is charging excessive prices in that the prices charged bear no reasonable relation to the economic value of the good or service and are higher than such value, that Telkom has raised the wholesale cost to downstream competitors, while also reducing the downstream retail price, and is thus raising rivals` costs and/or is engaging in margin squeeze, that Telkom has introduced a series of bundled products (Closer products) which limit the ability of rivals in particular markets to compete effectively, and Telkom is offering discriminatory prices in relation to a number of infrastructural and service items that IS is compelled to purchase from Telkom. Notwithstanding that the complaint was still being investigated by the Competition Commission on January 15, 2009, IS brought an application to the Competition Commission for interim relief in the following terms: that Telkom is ordered to charge IS a wholesale price for telecommunication facilities to be used by IS in providing VPN services to its customers, which are no higher than the lowest retail price for such connection charged to Telkom`s VPN Supreme customers, ordering that the costs of the application be paid by Telkom, granting such further or alternative relief as the Competition Tribunal may deem fit and that the interim relief endure for a period not extending beyond the earlier of the conclusion of a hearing into the alleged prohibited practices, or a date that is six months after the date of issue of the interim order, subject to IS`s right to apply for an extension of the order as provided for in section 49C of the Competition Act. At the time, Telkom was still in discussions with IS regarding IS`s complaint relating to Telkom`s VPN Supreme product. Accordingly, Telkom informed IS that discussions could not continue in good faith until IS withdrew its interim relief application. IS withdrew the aforementioned application on January 16, 2009. After withdrawal of the abovementioned application, discussions continued with IS. However, IS was of the view that Telkom`s proposed solution did not substantively address IS`s concerns. In light of the above, IS re-served the interim relief application at the Competition Tribunal, and papers were served on Telkom on January 30, 2009. IS essentially served the same application, but updated it with reference to the correspondence and meetings held since their withdrawal of the previous application. Telkom opposed the application at the Competition Tribunal. However, Telkom is unable to finalise its opposing papers due to difficulties with the manner in which IS claimed confidentiality over the application. No further activity has taken place with regard to the interim relief application and it does not appear as if IS intends to pursue the application. The complaint at the Competition Commission was also one of the complaints mentioned as being the subject of an investigation by the Competition Commission in a summons issued by the Competition Commission to Telkom on July 31, 2008. The summons was subsequently withdrawn by agreement with the Competition Commission, but Telkom has been engaged in a co-operative process with the Competition Commission as part of the Competition Commission`s ongoing investigations into this complaint. The investigation is expected to be finalised in the 2009 calendar year. Telecom and Broadcasting (Proprietary) Limited (`Maredi`) A notice of motion was served on Telkom by Maredi, on January 8, 2009. Ericsson SA is the first respondent, Telsaf Data (Pty) Limited is the second respondent and Telkom is cited as the third respondent. The matter relates to a tender published by Telkom for the supply of point to point split mount microwave equipment. Maredi, Telsaf, Ericsson and a fourth company, Mobax, were shortlisted. The tender was awarded by the Telkom executive committee to Telsaf and Ericsson. Telkom informed Maredi on December 1, 2008 that the tender had been awarded to the aforementioned companies. Firstly, Maredi applied for an urgent court order, with a court hearing date set for February 3, 2009, requesting that the Court urgently interdict Telkom from entering into a contract with Ericsson and Telsaf or either party, and from ordering goods or services from Ericsson and Telsaf pursuant to the tender. Secondly, Maredi requested an order that the Court review and set aside the award of the tender to Telsaf and Ericsson or either of the aforementioned parties, and refer the tender back to Telkom in order for Telkom to reconsider its award. Maredi alleged that there were certain irregularities in the tender process, in that Telkom did not follow fair procedures by failing to comply with its own mandatory procedural requirements, that Telkom acted arbitrarily and in bad faith, that Telkom was biased in favour of Ericsson and that Ericsson should have been disqualified as it failed to meet Telkom`s critical criteria as set out in the tender, and that the submissions to the Procurement Review Council and Executive Committee erroneously indicate that Maredi did not comply with technical critical criteria. Numerous allegations in the application, including accusations against certain members of the Procurement Review Council and allegations by Maredi of compliance by them to the technical critical criteria, were refuted by Telkom. Telkom and Ericsson opposed the application and filed their respective opposing affidavits. Telsaf did not oppose the application. The matter was ultimately set down for hearing on February 20, 2009 and Maredi`s application was dismissed with costs. However, Maredi is proceeding with the review application in the ordinary course and Telkom is opposing the application. Negative working capital ratio At each of the financial years ended March 31, 2009, 2008 and 2007 Telkom had a negative working capital ratio. A negative working capital ratio arises when current liabilities are greater than current assets. Current liabilities are intended to be financed from operating cash flows, new borrowings and borrowings available under existing credit facilities. 2007 2008 2009 Rm Rm Rm 22. Segment information Eliminations represent the inter-segmental transactions that have been eliminated against segment results
The mobile segment represents the Group`s joint venture with Vodacom. Business segment Consolidated operating revenue 32,441 33,611 35,940 Fixed-line 32,345 32,572 33,659 Elimination (772) (830) (817) Multi-Links - 845 1,900 Other 873 1,040 1,214 Elimination (5) (16) (16) Discontinued operations 19,178 22,674 26,174 Mobile 20,573 24,089 27,594 Elimination (1,494) (1,519) (1,531) Other 106 108 123 Elimination (7) (4) (12) Consolidated other income 338 472 343 Fixed-line 334 497 524 Elimination (46) (86) (245) Other 50 61 64 Discontinued operations 46 62 129 Mobile 42 56 119 Other 4 6 10 Consolidated operating expenses 23,028 25,014 29,895 Fixed-line 24,083 24,962 29,849 Elimination (1,505) (1,709) (3,624) Multi-Links - 942 2,422 Elimination - 56 469 Other 512 928 801 Elimination (62) (165) (22) Discontinued operations 14,505 17,323 21,214 Mobile 15,185 17,898 21,704 Elimination (745) (805) (876) Other 77 245 607 Elimination (12) (15) (221) Consolidated operating profit 9,751 9,069 6,388 Fixed-line 8,596 8,107 4,334 Elimination 687 793 2,562 Multi-Links - (97) (522) Elimination - (56) (469) Other 411 173 477 Elimination 57 149 6 Discontinued operations 4,719 5,413 5,089 Mobile 5,430 6,247 6,009 Elimination (749) (714) (655) Other 33 (131) (474) Elimination 5 11 209 Consolidated investment income 199 168 181 Fixed-line 3,041 3,975 2,807 Elimination (2,850) (3,832) (2,646) Multi-Links - 7 5 Other 8 18 15 Discontinued operations 37 29 35 Mobile 37 27 33 Other - 2 2 Consolidated finance charges 857 1,556 2,843 Fixed-line 857 1,277 1,464 Multi-Links - (4) 1,201 Elimination - (33) (164) Other - 318 353 Elimination - (2) (11) Discontinued operations 269 247 922 Mobile 269 240 921 Other - 7 1 Consolidated taxation 2,803 2,647 1,660 Fixed-line 2,652 2,630 560 Elimination - - 825 Multi-Links - (131) 141 Elimination - - (24) Other 151 148 158 Discontinued operations 1,928 2,057 2,021 Mobile 1,918 2,055 2,023 Other 10 2 (2) Minority interests 94 123 26 Multi-Links - 12 (96) Other 94 111 122 Discontinued operations 109 74 51 Mobile 109 73 51 Other - 1 - Profit attributable to equity 6,196 4,911 2,040 holders of Telkom Fixed-line 8,128 8,175 5,117 Elimination (2,163) (3,039) (909) Multi-Links - 33 (1,763) Elimination - (23) (281) Other 174 (386) (141) Elimination 57 151 17 Discontinued operations 2,450 3,064 2,130 Mobile 3,171 3,906 3,047 Elimination (749) (714) (655) Other 23 (139) (471) Elimination 5 11 209 Consolidated assets 57,426 68,259 59,712 Fixed-line 44,224 47,829 54,593 Elimination (1,547) (1,604) (1,167) Mobile 14,026 16,743 - Elimination (353) (278) - Multi-Links - 2,451 5,834 Elimination - - (860) Other 1,188 3,283 1,285 Elimination (112) (165) 27 Disposal group 23,215 Mobile 23,412 Elimination (269) Other 94 Elimination (22) Investments 1,461 1,499 1,383 Fixed-line 1,621 4,917 10,910 Elimination (341) (3,607) (9,540) Mobile 181 176 - Other - 13 13 Disposal group Mobile 194 Other financial assets 259 614 1,202 Fixed-line 230 445 1,200 Mobile 28 169 - Other 1 - 2 Disposal group Mobile 73 Total assets 59,146 70,372 85,779 Consolidated liabilities 15,951 19,689 14,247 Fixed-line 10,154 11,892 13,002 Elimination (458) (495) (514) Multi-Links - 639 1,564 Elimination - - (265) Mobile 7,416 8,871 - Elimination (1,468) (1,542) - Other 374 332 165 Elimination (67) (8) 295 Disposal group 8,498 Mobile 9,611 Elimination (1,128) Other 15 Interest-bearing debt 10,364 15,733 18,275 Fixed-line 9,082 13,362 17,704 Mobile 1,278 1,815 - Multi-Links - 532 550 Other 4 24 21 Disposal group 7,052 Mobile 7,052 Other - Other financial liabilities 229 1,290 228 Fixed-line 58 167 226 Mobile 158 204 - Other 13 919 2 Disposal group Mobile 48 Tax liabilities 594 323 50 Fixed-line - 7 12 Mobile 556 290 - Other 38 26 38 Disposal group 275 Mobile 275 Other - Total liabilities 27,138 37,035 48,673 Other segment information Capital expenditure for 8,648 10,108 8,725 property, plant and equipment Fixed-line 5,545 6,044 5,866 Mobile 3,069 2,475 - Multi-Links - 1,312 2,754 Other 34 277 105 Disposal group 3,013 Mobile 2,979 Other 34 Capital expenditure for 1,598 1,791 906 intangible assets Fixed-line 1,049 749 824 Mobile 539 985 - Multi-Links - - 37 Other 10 57 45 Disposal group 590 Mobile 590 Other - Depreciation and amortisation 3,316 3,620 4,457 Fixed-line 3,298 3,470 4,036 Multi-Links - 118 296 Elimination - - 69 Other 18 32 50 Elimination - - 6 Discontinued operations 1,703 1,980 2,373 Mobile 1,681 1,955 2,341 Other 22 25 32 Impairment and asset write-offs 284 514 822 Fixed-line 284 262 321 Multi-Links - 23 462 Other - 229 39 Discontinued operations 12 15 57 Mobile 12 15 57 Other - - - Workforce reduction expense - 24 3 8 fixed-line 23. Related parties Details of material transactions and balances with related parties not disclosed separately in the condensed consolidated provisional annual financial statements were as follows: With joint venture: Vodacom Group (Proprietary) Limited Related party balances Trade receivables 61 51 61 Trade payables (353) (346) (325) Related party transactions Revenue (755) (816) (891) Expenses 1,494 1,525 1,533 Audit fees 3 3 2 Revenue includes interconnect fees and lease and installation of transmission lines. Expenses mostly represent interconnect expenses. With shareholders: Government Related party balances Trade receivables 271 326 386 Related party transactions Revenue (2,458) (2,623) (2,767) With entities under common control: Major public entities Related party balances Trade receivables 59 28 52 Trade payables (6) (25) (3) The outstanding balances are unsecured and will be settled in cash in the ordinary course of business. Related party transactions Revenue (435) (486) (446) Expenses 238 243 212 Rent received (29) (21) (20) Rent paid 27 22 19
Key management personnel compensation: (Including directors` emoluments) Related party transactions Short-term employee benefits 116 155 62 Post employment benefits 4 4 6 Termination benefits - 27 - Equity compensation benefits 8 29 39 Other long-term benefits 17 - - Terms and conditions of transactions with related parties The sales to and purchases from related parties of telecommunication services are made at arm`s length prices. Except as indicated above, outstanding balances at the year-end are unsecured, interest free and settlement occurs in cash. Apart from the bank guarantee to the amount not exceeding USD3 million provided to Africa Online Limited, there have been no guarantees provided or received for related party receivables or payables. Except as indicated above for the year ended March 31, 2009, Telkom has impaired the loans receivable from its subsidiaries by R2,178 million (2008: R217 million; 2007: Rnil). This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates. 24. Significant events Capability Management Telkom will seek to manage costs and address service delivery constraints by realigning its structure and resources to better match its transforming information, communications and technology business. The transformation of the communications industry and increasing market and competitive pressure has put communication companies such as Telkom under increasing revenue and expense constraints while being required to improve customer service. As a result Capability Management is designed to ensure that the capabilities needed to succeed in a converged communications market are established through the optimal utilisation of external as well as internal capabilities, extracting efficiencies, where possible, through scale of a rapidly maturing retail and wholesale market and better organised functional areas in a more deregulated and liberalised communications market. Capability Management includes the internal consolidation of certain functional areas and the optimisation of strategic supplier and service provider relationships improving performance in other functional areas. Capability Management will be concerned with addressing the margin and service delivery pressures by reassessing the operational service delivery methodology currently deployed with a view of increasing flexibility, reducing expense while improving service delivery across the Telkom Group. Given the challenges we face in rolling out broadband, converged and data services, maintaining our legacy network and expanding our operations across the African continent, employees` skills and performance must be aligned with our strategy to ensure financial, operational and transformational targets, customer expectations and shareholder expectations are met. The immediate objective therefore is to remodel service delivery. This is one of the strategic initiatives under Project Renaissance and will focus on the following: Identify and assess existing capabilities Establish a Telkom Group Capability Inventory Determine future capability requirements Identify and develop a set of optimal service delivery options for achieving current and future strategic objectives Enable Telkom SA, Telkom International and Telkom Data Centre Operations to - Improve resource efficiency - Improve capital productivity - Improve service delivery A memorandum of understanding was entered into between Telkom and Organised Labour which included issues such as the deferment of the Managed Services Partner outsourcing project implementation post April 2009 and the establishment of a Restructuring Forum where all restructuring initiatives will be debated between the parties concerned. We will be engaging with labour to map the way forward. Telkom Management Services (Proprietary) Limited (`TMS`) TMS was registered as a company during August 2008. Telkom`s Board approved the establishment of TMS as a part of Telkom`s strategic plan to grow revenue and expand geographic reach. Appointment of director On November 10, 2008 Telkom announced the appointment of Mr Peter Nelson as Chief Financial Officer and director of the Company with effect from December 8, 2008. Acquisition of M-Web Africa Limited (`M-Web Africa`) and majority equity stake in M-Web Namibia (Proprietary) Limited (`M-Web Namibia`) On November 10, 2008, Telkom International (Proprietary) Limited, a wholly- owned subsidiary of Telkom, announced it has entered into agreements to acquire 100% of M-Web Africa and 75% of M-Web Namibia. The purchase price for the M-Web Africa Group including AFSAT and M-Web Namibia is US$55 million (approximately R498 million). These shareholdings will be acquired from Multichoice Africa Limited and MIH Holdings Limited respectively, which are members of the Naspers Limited Group. M-Web Africa is an internet services provider in Sub-Saharan Africa (excluding South Africa) which also provides network access services in some countries and is headquartered in Mauritius with operations in Namibia, Nigeria, Kenya, Tanzania, Uganda and Zimbabwe, an agency arrangement in Botswana and distributors in 26 Sub-Saharan African countries. The successful conclusion of the agreements being entered into is subject to conditions precedent, including regulatory approvals being obtained in certain African jurisdictions. Subsequent to year-end on April 21, 2009, the conditions precedent to the sale were fulfilled. Telkom Renaissance On November 14, 2008, Telkom`s Board of Directors approved the new organisation structure which is designed to fit Telkom`s defend and growth strategy. The new structure is effective April 1, 2009 and is being managed through a project called Telkom Renaissance. The Telkom Group has been restructured into three operating business units namely Telkom South Africa, Telkom International and Telkom Data Centre Operations. The Telkom Renaissance initiative will occur over the next 24 months to ensure that all the necessary remodelling, reorganising, revitalising and re-engineering happens in order to make the new structure function optimally. This initiative is a complete transformation of the way Telkom focuses on servicing its customers and creating value for its stakeholders. It is a positive, purposeful change towards a more accountable and competitive company. This change is a necessary part of Telkom`s strategy to maintain and grow market share in South Africa whilst building a strong footprint on the African continent. 25. Subsequent events AT&T strategic agreement (`AT&T`) On April 16, 2009, Telkom and AT&T, the global communications leader, entered into a strategic agreement which aims to extend AT&T`s global networking reach to Sub-Saharan Africa and boost Telkom`s strategy to grow a strong ICT footprint on the African continent. The agreement will allow both companies to explore ways to provide global seamless communication and technology solutions and services to multinational customers, either based in or seeking to extend their operations in Sub-Saharan Africa. Under the terms of the Memorandum of Understanding, the two companies will begin work towards definitive agreements that would directly connect the Telkom regional network and the AT&T global network; deliver a wider geographic footprint of telecommunication services, both in Sub-Saharan Africa and other global points; enhance mobile service capabilities for corporate customers in Sub-Saharan Africa; Extend global VPN (Virtual Private Network) services to support the state of the art network requirements of customers either headquartered in or seeking to expand sites in Sub-Saharan Africa; explore other potential opportunities in areas such as Telepresence, hosting and professional services; and expand the existing global wholesale voice services relationship between Telkom Group and AT&T. Telkom Media (Proprietary) Limited (`Telkom Media`) On August 31, 2006 Telkom created a new subsidiary, Telkom Media with a Black Economic Empowerment (BEE) shareholding. ICASA awarded Telkom Media a commercial satellite and cable subscription broadcast licence on September 12, 2007. On March 31, 2008, the Telkom Board took a decision to substantially reduce its investment in Telkom Media and as such Telkom Media reduced its operational expenses and commitments to a minimum. An extensive process to identify potential buyers of Telkom`s interest in Telkom Media was launched and, at the reporting date expectations were that operations would be abandoned. Subsequent to year-end, negotiations with the potential buyer were concluded. On May 4, 2009, Telkom sold its 75% interest in Telkom Media to Shenzhen Media South Africa (Proprietary) Limited for a nominal amount. New York Stock Exchange Listing Given the current global economic climate and the absolute necessity for Telkom to reduce its cost profile, the Board has decided to delist from the New York Stock Exchange. Maintaining a listing in the United States is expensive and takes considerable management time. The methodology employed and discipline gained from compliance with the Sarbanes-Oxley reporting requirements will be retained to ensure strict corporate governance compliance and transparent financial reporting. Telkom is comfortable that the Johannesburg Stock Exchange provides sufficient access to capital from both South African and global investors. Telkom intends to maintain a level 1 American Depository Receipt programme to facilitate over-the-counter trading in the United States of America. Dividend The Telkom Board declared an ordinary dividend of 115 cents per share (2008: 660 cents) and special dividend of 260 cents per share (2008: 0 cents). Bookbuilding of Vodacom Group (Proprietary) Limited shares On June 2, 2009, Telkom announced the successful completion of the accelerated bookbuilding of Vodacom shares, raising ZAR1.54 billion for "ineligible shareholders". The directors of Telkom, in consultation with Vodafone, determined that Telkom US shareholders would be regarded as "ineligible shareholders" for the unbundling of Vodacom shares to shareholders of Telkom completed on May 25, 2009 and would therefore not receive Vodacom shares in such distribution. The proceeds from the offering, net of applicable fees, expenses, taxes and charges, will be distributed to the "ineligible shareholders" in proportion to their entitlement to Vodacom shares. Other matters The directors are not aware of any other matter or circumstance since the financial year ended March 31, 2009 and the date of this report, not otherwise dealt with in the financial statements, which significantly affects the financial position of the Group and the results of its operations. The information contained in this document is also available on Telkom`s investor relations website www.telkom.co.za/ir. Telkom SA Limited is listed on the JSE Limited and the New York Stock Exchange Inc. Information may be accessed on Reuters under the symbols TKG.J and TKG.N and on Bloomberg under the symbol TKG.JH. Information contained on Reuters and Bloomberg is provided by a third party and is not incorporated by reference herein. Telkom has not approved or verified such information and does not accept any liability for the accuracy of such information. Special note regarding forward-looking statements Many of the statements included in this document, as well as oral statements that may be made by us or by officers, directors or employees acting on behalf of us, constitute or are based on forward-looking statements within the meaning of the US Private Securities Litigation Reform Act of 1995, specifically Section 27A of the US Securities Act of 1933, as amended, and Section 21E of the US Securities Exchange Act of 1934, as amended. All statements, other than statements of historical facts, including, among others, statements regarding our mobile and other strategies, future financial position and plans, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans, as well as projected levels of growth in the communications market, are forward-looking statements. Forward-looking statements can generally be identified by the use of terminology such as "may", "will", "should", "expect", "envisage", "intend", "plan", "project", "estimate", "anticipate", "believe", "hope", "can", "is designed to" or similar phrases, although the absence of such words does not necessarily mean that a statement is not forward-looking. These forward-looking statements involve a number of known and unknown risks, uncertainties and other factors that could cause our actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Among the factors that could cause our actual results or outcomes to differ materially from our expectations are those risks identified in Item 3. "Key Information - Risk Factors" of Telkom`s most recent annual report on Form 20F filed with the US Securities and Exchange Commission and its other filings and submissions with the SEC which are available on Telkom`s website at www.telkom.co.za/ir, including, but not limited to, the effect of global economic and financial conditions, any changes to our mobile strategy and our ability to successfully implement such strategy, successfully roll-out fixed- mobile capability and services and organisational changes thereto; our ability to reorganise our structure and reduce costs, our ability to improve performance at our Multi-Links subsidiary, increased competition in the South African fixed-line, mobile and data communications markets; our ability to implement our strategy of transforming from basic voice and data connectivity to fully converged solutions; developments in the regulatory environment; continued mobile growth and reductions in Telkom`s net interconnect margins; Telkom`s ability to expand its operations and make investments and acquisitions in other African countries and the general economic, political, social and legal conditions in South Africa and in other countries where Telkom invests; our ability to improve and maintain our management information and other systems; our ability to attract and retain key personnel and partners; our negative working capital; changes in technology and delays in the implementation of new technologies; our ability to reduce theft, vandalism, network and payphone fraud and lost revenue to non-licensed operators; the amount of damages Telkom is ultimately required to pay to Telcordia Technologies Incorporated; the outcome of regulatory, legal and arbitration proceedings, including tariff approvals and the outcome of Telkom`s hearings before the Competition Commission and others; any requirements that we unbundle the local loop, our ability to negotiate favourable terms, rates and conditions for the provision of interconnection services and facilities leasing services or if ICASA finds that we have significant market power or otherwise imposes unfavourable terms and conditions on us; our ability to implement and recover the substantial capital and operational costs associated with carrier preselection, number portability and the monitoring, interception and customer registration requirements contained in the South African Regulation of Interception of Communications and Provisions of Communication-Related Information Act and the impact of these requirements on our business; Telkom`s ability to comply with the South African Public Finance Management Act and South African Public Audit Act and the impact of the Municipal Property Rates Act; fluctuations in the value of the Rand and inflation rates; the impact of unemployment, poverty, crime, HIV infection, labour laws and labour relations, exchange control restrictions and power outages in South Africa; and other matters not yet known to us or not currently considered material by us. We caution you not to place undue reliance on these forward-looking statements. All written and oral forward-looking statements attributable to us, or persons acting on our behalf, are qualified in their entirety by these cautionary statements. Moreover, unless we are required by law to update these statements, we will not necessarily update any of these statements after the date of this annual report, either to conform them to actual results or to changes in our expectations. 22 June 2009 Sponsor: UBS South Africa (Pty) Ltd Date: 22/06/2009 14:00:01 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

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