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GPL - Grand Parade Investments Limited - Reviewed final results for the year

Release Date: 03/09/2009 10:00
Code(s): GPL
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GPL - Grand Parade Investments Limited - Reviewed final results for the year ended 30 June 2009 GRAND PARADE INVESTMENTS LIMITED (Incorporated in the Republic of South Africa) Registration number 1997/003548/06 Share code GPL ISIN ZAE00119814 REVIEWED FINAL RESULTS FOR THE YEAR ENDED 30 JUNE 2009 HIGHLIGHTS Headline earnings UP 14% Operating costs DOWN 7% Dividend of 7,5 cps NAV per share UP 11%, strong balance sheet and low gearing Share buy-back - 27 million shares at an average of R2,18 Increased exposure to select urban casinos and the LPM industry Cash retained for acquisitions INCOME STATEMENT Reviewed Audited 30 June 30 June 2009 2008 %
Note R`000s R`000s change Revenue 1 27 451 34 032 (19) Operating costs 2 (14 932) (16 137) (7) Profit from operations 12 519 17 895 (30) Share of profit from associates 3 118 191 47 052 151 Impairment in investment in associates 4 - (92 132) (100) Negative goodwill from associates 5 80 623 784 087 (90) Net income before finance costs and taxation 211 333 756 902 (72) Finance costs 6 (31 939) (8 934) 240 Net profit before tax 179 394 747 968 (76) Taxation (7 470) (9 385) (20) Net profit for the year 171 924 738 583 (77) Attributable to ordinary shareholders 171 924 738 583 Reconciliation of earnings per share Basic earnings 171 924 738 583 Preference dividend - (3 481) Attributable profit after preference dividend 171 924 735 102 Negative goodwill from associates (80 623) (784 087) Impairment in investment in associates - 92 132 Loss on disposal of plant and equipment 13 - Profit on sale of subsidiary (213) - Tax on above 56 - Associates 5 548 41 054 - BEE transaction - 43 064 - (Gain)/Loss on disposal of plant and equipment 53 (60) - Gain on disposal of investments recycled to income statement (869) (2 312) - Impairment of casino licence 3 613 - - Provision for pension fund exposure 2 751 362 Tax effect of above (28) 563 Headline earnings 96 677 84 764 Reversal of employee share trust consolidated** (162) - Adjusted headline earnings 96 515 84 764 Headline earnings and dividend per share Shares in issue (`000s) 443 761 469 028 Weighted average shares (`000s) 462 033 365 767 Adjusted weighted average shares (`000s) 462 033 - Basic earnings per share (cents) 37,21 200,98 Diluted earnings per share (cents) 37,21 200,98 Headline earnings per share (cents) 7 20,92 23,17 Adjusted headline earnings per share (cents)** 20,89 - Dividends paid per share (cents)* 10,00 7,50 * Final dividend declared in respect of the previous financial year and paid in December. ** The consolidation of the Employee Share Trust is reversed as the group does not receive the economic benefits of the trust. BALANCE SHEET Reviewed Audited 30 June 30 June 2009 2008
Note R`000s R`000s ASSETS Non-current assets 3 1 876 137 1 696 386 Current assets 80 235 95 626 Total assets 1 956 372 1 792 012 EQUITY AND LIABILITIES Capital and reserves Shareholders` interest 1 639 715 1 572 534 Non-current liabilities 287 496 204 240 Current liabilities 29 161 15 238 Total equity and liabilities 1 956 372 1 792 012 Net asset value (cents) 370 335 CASH FLOW STATEMENT Reviewed Audited 30 June 30 June 2009 2008
R`000s R`000s Cash and cash equivalents at beginning of year 81 834 69 710 Cash flows from operating activities 3 353 (2 595) Cash flow from investing activities (133 664) (346 394) Cash flows from financing activities 104 231 361 113 Cash and cash equivalents at end of year 55 754 81 834 STATEMENTS OF CHANGES IN EQUITY Capital Ordinary
redemption share Share reserve fund capital premium R`000s R`000s R`000s Balance at 30 June 2007 115 83 112 201 Profit for the year Unrealised fair value loss on available-for-sale investments Total income and expense for the year - - - Share of loss from associate prior to becoming an associate - - - Ordinary dividend paid - - - Preference dividend - - - Preference shares redeemed - - - Transfer to capital redemption reserve fund 115 - - Share issue expenses - - (8 397) Share capital raised - 34 636 914 Balance at 30 June 2008 230 117 740 718 Profit for the year - - - Unrealised fair value loss on available-for-sale investments - - - Total income and expense for the year - - - Ordinary dividend paid - - - Shares bought back - (5) (43 654) Treasury shares purchased - - - Treasury shares issued - - - Transfer to capital redemption reserve fund 22 - - Balance at 30 June 2009 252 112 697 064 Available- Redeemable for-sale preference fair value Treasury share capital reserve shares
R`000s R`000s R`000s Balance at 30 June 2007 57 798 17 930 - Profit for the year - Unrealised fair value loss on available-for-sale investments (446) - Total income and expense for the year - (446) - Share of loss from associate prior to becoming an associate - - - Ordinary dividend paid - - - Preference dividend - - - Preference shares redeemed (57 798) - - Transfer to capital redemption reserve fund - - - Share issue expenses - - - Share capital raised - - - Balance at 30 June 2008 - 17 484 - Profit for the year - - - Unrealised fair value loss on available-for-sale investments - (3 134) - Total income and expense for the year - (3 134) - Ordinary dividend paid - - - Shares bought back - - - Treasury shares purchased - - (15 238) Treasury shares issued - - 3 569 Transfer to capital redemption reserve fund - - - Balance at 30 June 2009 - 14 350 (11 669) Accumulative profits Total
R`000s R`000s Balance at 30 June 2007 109 569 297 696 Profit for the year 738 583 738 583 Unrealised fair value loss on available-for-sale investments (446) Total income and expense for the year 738 583 738 137 Share of loss from associate prior to becoming an associate (5 669) (5 669) Ordinary dividend paid (24 902) (24 902) Preference dividend (3 481) (3 481) Preference shares redeemed - (57 798) Transfer to capital redemption reserve fund (115) - Share issue expenses - (8 397) Share capital raised - 636 948 Balance at 30 June 2008 813 985 1 572 534 Profit for the year 171 924 171 924 Unrealised fair value loss on available-for-sale investments - (3 134) Total income and expense for the year 171 924 168 790 Ordinary dividend paid (46 281) (46 281) Shares bought back - (43 659) Treasury shares purchased - (15 238) Treasury shares issued - 3 569 Transfer to capital redemption reserve fund (22) - Balance at 30 June 2009 939 606 1 639 715 SEGMENTAL ANALYSIS Based on risks and returns the directors consider that the primary reporting format is by business segment. The directors consider that there is only one business segment, being investments. The following table details GPI`s share of associate income from its various investments. GPI`s prior year earnings attributable from SunWest includes its share of the BEE transaction charge amounting to R43 million. Reviewed Audited 30 June 2009 30 June 2008 R`000s R`000s Income from associates 118 191 47 052 - SunWest 85 298 36 809 - RAH 28 109 5 482 - Thuo WC 4 566 4 738 - Akhona GPI 218 23 ACCOUNTING POLICIES AND BASIS OF PREPARATION The financial statements have been prepared on the historical cost basis, except where stated otherwise, and in accordance with International Financial Reporting Standards (IFRS) and are presented in terms of disclosure requirements set out in IAS 34 - Interim Financial Reporting and the Companies Act of South Africa. The GPI group did not early adopt any new amendments or statements during the reported financial year. The accounting policies applied to the consolidated financial information are consistent with those set out in the audited annual financial statements for the year ended 30 June 2008. GENERAL OVERVIEW INVESTMENT HIGHLIGHTS During the year under review GPI increased its direct stake in SunWest (Proprietary) Limited (SunWest) by 2,83% at a cost of R92,4 million by exercising 560 000 of its 700 000 SunWest share options at an exercise price of R165 per SunWest share. GPI through its associate Akhona Gaming Portfolio Investments Holdings (Proprietary) Limited (Akhona GPI), increased its indirect stake in the exceptionally well-positioned Sibaya Casino. GPI provided Akhona GPI with the funds to exercise its pre-emptive rights in acquiring additional Dolcoast Investments Limited (Dolcoast) shares. As a consequence, GPI`s effective economic stake in Akhona GPI increased to 75% with its voting rights increasing to 49,99%. It is noted that Akhona Investment Holdings Limited, the other shareholder of Akhona GPI, was granted an option to call a portion of these shares so issued in order to restore the economic shareholding to parity. GPI increased its indirect stake in Thuo Gaming KwaZulu-Natal (Proprietary) Limited (Thuo KZN) through Akhona GPI`s acquisition of Wild Rush Trading 97 (Proprietary) Limited (Wild Rush), which owns 10% of Thuo KZN at a cost of R6 million. In accordance with the GPI board`s previously stated view that GPI`s share price is trading at a substantial discount to its underlying value, GPI has, through the market, acquired some 19,4 million shares during the reporting period at an average cost of R2,24 cents per share. In addition, the Grand Parade Share Incentive Trust (GPSIT), with the assistance of GPI, acquired a further 7,6 million shares in GPI at R2,00 per share. The combined average price per share of these buy backs amounts to R2,18 per share. Key executives of GPI, in accordance with the rules of the GPSIT, were granted and exercised options over 1,8 million of these shares during the year, with the remaining 5,8 million shares held as treasury shares. The following table reflects GPI`s direct holding in its various investments. Direct interest (%) 30 June 2009 30 June 2008 SunWest 29,24 26,41 Real Africa Holdings Limited (RAH) 30,57 30,57 Akhona GPI 75,00 50,00 Worcester Casino (Proprietary) Limited (Golden Valley/Worcester Casino) 36,70 36,70 Thuo Gaming Western Cape (Proprietary) Limited (TGWC) 25,10 25,10 National Casino Resort Management Company (Proprietary) Limited (National Manco) 5,67 5,67 Western Cape Casino Resort Manco (Proprietary) Limited (Western Cape Manco) 50,00 50,00 COMMENTARY ON GPI`S FINANCIAL PERFORMANCE AND POSITION 1 Revenue Revenue comprises GPI`s share of management fee revenue generated by WC Manco, dividends received from National Manco, dividends received from preference share investments and interest earned on positive cash balances. Revenue has decreased mainly due to lower interest received as a result of lower average cash balances during the reporting period and lower revenues generated by Western Cape Manco. 2 Operating costs Operating costs were well controlled and savings of 7% were achieved on last year`s costs. This was despite the additional demands of being a listed company with a larger portfolio of investments. 3 Share of profit from associates GPI`s share of associate income increased substantially this year. In the case of SunWest this growth is attributed to its increased stake for the full year. Profit from RAH has been accounted for the full current reporting period, compared to one month in the previous year. Thuo WC performed well during the year, growing its revenues by 12%. Due to substantially more administration and personnel costs, as well as higher capital charges incurred in introducing new slot machines and undertaking extreme makeovers on selected Limited Payout Machine (LPM) sites, attributable profits from this associate declined slightly compared to last year. The increase in earnings from Akhona GPI is due to accounting for a full year of earnings and the increase in GPI`s economic stake which increased from 50% to 75% for six months of the year. 4 Impairment of investment in associates In terms of IAS 36 - Impairment of Assets, an entity must determine whether there is any indication of impairment at each balance sheet date. IAS 36 requires that the higher of the fair value less cost to sell or the value in use be used to assess whether any impairment is necessary. Based on discounted free cash flow valuations prepared by management and reviewed by the independent auditors, the board of GPI is satisfied that no impairment is required. 5 Negative goodwill from associates In terms of IFRS 3 - Business Combinations, whenever there is a change in a business combination, the fair value of the affected investment must be brought to account. A detailed fair value assessment of SunWest was conducted at the time of this transaction and this confirmed a fair value per SunWest share of R359,27. An R80,6 million negative goodwill adjustment has therefore been accounted for. 6 Finance costs and activities The increase in GPI`s finance costs is attributed to higher levels of interest- bearing debt during the reporting period. GPI utilised this debt to fund its long-term acquisitions this year and in the prior year and still has substantial capacity for additional acquisitions. GPI is well positioned with its relatively low gearing in this challenging environment. The interest-bearing Sun International Limited (Sun International) preference shares were repaid on 25 October 2007. In the prior year the coupon on these preference shares was reflected as dividends paid as the terms of these preference shares resulted in this source of funds being treated as share capital. During the current period, an additional R105 million of preference share funding was raised with the coupon determined at 83% of the prime lending rate. 7 Headline earnings and HEPS Headline earnings increased from R84,8 million to R96,7 million for the year ended June 2009. This represents a 14% increase on the prior year. Headline earnings per share decreased by 9,7%. This is due to the increased weighted average number of shares in issue this year. Reviewed Audited
30 June 2009 30 June 2008 Drivers of headline earnings R`000s R`000s Headline earnings 96 677 84 764 Associates - SunWest* 85 298 79 873 - RAH 28 109 5 482 - TGWC 4 566 4 738 - Akhona GPI 218 23 Joint venture WC Manco 20 115 21 734 Other# 5 242 (2 015) Operating costs (14 932) (16 137) Finance costs (31 939) (8 934) * This amount includes the reversal of the BEE transaction charge in respect of the options granted by SunWest to GPI last year. # Other includes interest received, tax paid and other adjustments to headline earnings. 8 Related party transactions The GPI group, in the ordinary course of business, entered into various transactions with related parties. All transactions were concluded at arm`s length. Any intra-group related party transactions and outstanding balances are eliminated in the preparation of the consolidated financial statements of the group as presented. 9 Ordinary dividend declaration Notice is hereby given of the declaration of an ordinary cash dividend of 7,5 cents per share (2008: 10 cents per share). The following salient dates will apply to the dividend: - Last date to trade "cum" the dividend Friday, 27 November 2009 - Trading commences "ex" the dividend Monday, 30 November 2009 - Record date Friday, 4 December 2009 - Date of payment of the dividend Monday, 7 December 2009 Share certificates cannot be dematerialised or rematerialised between Monday, 30 November 2009 and Friday, 4 December 2009, both days inclusive. 10 Subsequent events There were no material events subsequent to the balance sheet date. 11 Directorate During the financial year Richard Hoption was appointed as Financial Director. He has also assumed the responsibilities of Company Secretary with effect from 25 June 2009. 12 Review results The GPI group auditors Ernst & Young Inc have reviewed the condensed consolidated financial information for compliance with IFRS and the Companies Act of South Africa for the year ended 30 June 2009. Their unqualified review opinion is available for inspection at the registered office of the company. 13 Prospects GPI`s healthy portfolio of highly cash-generative assets have proved resilient during the unfolding global economic storm. These assets have provided GPI with an excellent platform on which to build on GPI`s enviable track record. Mindful of the needs of our shareholders and our commitment to be a dividend active company, provision has been made for the payment of a dividend. The retained cash in the business as well as its strong balance sheet places GPI in a good position to expand its interests in the tourism and leisure sector, including the urban casino industry and the LPM market. During this recessionary period, where many businesses are waiting for the economic storm to abate, GPI is firmly on the move and taking advantage of its opportunities. For and on behalf of the board H Adams A Funkey Chairman Chief Executive Officer 2 September 2009 Cape Town GRAND PARADE INVESTMENTS LIMITED (Incorporated in the Republic of South Africa) Registration number 1997/003548/06 Share code GPL ISIN ZAE00119814 Directors H Adams (Chairman)#, A Abercrombie#, A W Bedford#, A Funkey, R Freese#, R Hoption , Dr N Maharaj#*, N Mlambo #, C Williams #* (# non-executive * independent) Registered office 15th Floor Triangle House, 22 Riebeek Street, Cape Town, 8001 PO Box 7746, Roggebaai, 8012 Transfer secretaries Computershare Investor Services (Proprietary) Limited 70 Marshall Street, Johannesburg, 2001 Attorneys Bernadt Vukic Potash & Getz Attorneys Corporate advisers Leaf Capital (Proprietary) Limited Sponsor PSG Capital (Proprietary) Limited Company Secretary Richard Hoption Date: 03/09/2009 10:00:01 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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