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RIN - Redefine Properties International Limited - Unaudited Condensed

Release Date: 03/05/2011 14:11
Code(s): RIN
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RIN - Redefine Properties International Limited - Unaudited Condensed Consolidated Interim Results for the six months ended 28 February 2011 REDEFINE PROPERTIES INTERNATIONAL LIMITED ("RI Ltd" or "the Company" and together with its subsidiaries "the Group") (formerly Kalpafon Limited) (Incorporated in the Republic of South Africa) (Registration number 2010/009284/06) JSE share code: RIN ISIN: ZAE000149282 www.redefineinternational.com UNAUDITED CONDENSED CONSOLIDATED INTERIM RESULTS for the six months ended 28 February 2011 Results - Distributable earnings of GBP6.8 million - Distribution of 2.02 pence per linked unit - on track to achieve prospectus forecast for year ending 31 August 2011 - Net asset value of 47.03 pence per linked unit (31 August 2010: 43.48 pence per linked unit), an increase of 8.16% - Headline earnings of 3.91 pence per linked unit Corporate Highlights - Successful listing on the JSE Limited and raising of GBP84 million of new equity - Agreement in principle reached for RI plc to merge with Wichford P.L.C. - Favourable long-term restructuring of shopping centre senior debt - Successful GBP19 million capital raising post interim period - Shareholding in the Cromwell Group, Australia increased to 22.2% post interim period Acquisitions - 50% of Grand Arcade Shopping Centre, Wigan - Completion of acquisition of GBP106 million Hotel Property Portfolio - 2 OBI properties in Germany - Non-controlling shareholding in Swiss properties - St Georges Shopping Centre in Harrow, United Kingdom post interim period CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME GROUP Unaudited Audited six months period
28 February 31 August 2011 2010 GBP`000 GBP`000 Revenue Gross rental income 11 588 1 475 Investment income 3 875 - Other income 994 448 Total revenue 16 457 1 923 Expenses Administrative expenses (288) (37) Investment management and professional fees (2 099) (674) Property operating expenses (1 595) (167) Net operating income 12 475 1 045 Gain/(Loss) from financial assets and liabilities 17 930 (1 305) Equity accounted (loss)/profit (6 784) 683 Impairment of loans to joint ventures (15) 15 Net fair value (losses)/gains on investment property (6 802) 392 Impairment of intangible assets - (31) Profit from operations 16 804 799 Interest income 3 194 379 Interest expense (9 636) (1 892) Share-based payment (294) - Foreign currency gain/(loss) 1 046 (805) Profit/(Loss) for the period before debenture interest 11 114 (1 519) Debenture interest (6 792) - Profit/(Loss) for the period before tax 4 322 (1 519) Taxation (193) (3) Profit/(Loss) for the period after tax 4 129 (1 522) Other comprehensive income Foreign currency translation on foreign operations - subsidiaries 153 217 Foreign currency translation on foreign operations - joint ventures 44 (7) Share of foreign currency movement recognised in associate undertaking 779 - Share of cash flow hedge reserve movement recognised in associate undertaking 2 459 - Total comprehensive income for the period 7 564 (1 312) Profit/(Loss) attributable to: RI Ltd shareholders 2 819 (1 680) Non-controlling interest 1 310 158 4 129 (1 522) Total comprehensive income attributable to: RI Ltd shareholders 5 611 (1 470) Non-controlling interest 1 953 158 7 564 (1 312) Reconciliation of earnings/(loss) and headline earnings/(loss) Profit/(loss) for the period attributable to RI Ltd unitholders 2 819 (1 680) Debenture interest 6 792 - Changes in fair value of investment property and intangible assets 5 028 (180) Fair value adjustment on debentures (1 734) 1 161 Headline earnings/(loss) attributable to linked unitholders 12 905 (699) Distributable earnings Net operating income 12 475 1 045 Operating income from equity accounted entities 1 206 253 Straight-line rental income accrual 131 24 Acquisition costs on financial assets 171 444 Gain on redemption of loans and borrowings 912 - Interest income 3 194 379 Interest expense (9 176) (1 482) Foreign exchange loss (142) (20) Taxation (193) (3) Distributable earnings 8 578 640 Attributable to non-controlling interest (1 786) (185) Distributable earnings attributable to linked unitholders 6 792 455 Actual number of linked units in issue (`000) 336 575 168 505 Weighted number of linked units in issue (`000) 330 075 168 505 Basic earnings/(loss) per linked unit (pence) 2.91 (1.00) Headline earnings/(loss) per linked unit (pence) 3.91 (0.41) Distributable earnings per linked unit (pence) 2.02 0.27 CONSOLIDATED STATEMENT OF FINANCIAL POSITION GROUP Unaudited Audited six months period 28 February 31 August
2011 2010 GBP`000 GBP`000 ASSETS Non-current assets Investment property 348 183 227 675 Long-term receivables 87 809 48 160 Investments designated at fair value 86 958 75 139 Intangible assets 575 7 560 Investments in joint ventures 2 647 2 040 Investments in associates 16 731 18 923 Total non-current assets 542 903 379 497 Current assets Trade and other receivables 19 288 13 233 Cash and cash equivalents 10 763 35 411 Total current assets 30 051 48 644 Total assets 572 954 428 141 EQUITY AND LIABILITIES Capital and reserves Share capital 30 15 Retained earnings 1 168 (1 680) Non-distributable reserve (2 209) (1 289) Currency translation reserve 938 150 Total equity attributable to equity shareholders (73) (2 804) Non-controlling interest 55 972 35 631 Total equity 55 899 32 827 Non-current liabilities Debenture capital 158 351 76 065 Loans and borrowings 308 555 165 451 Total non-current liabilities 466 906 241 516 Current liabilities Loans and borrowings 20 267 134 196 Trade and other payables 29 882 19 602 Total current liabilities 50 149 153 798 Total liabilities 517 055 395 314 Total equity and liabilities 572 954 428 141 Net asset value per linked unit (pence) 47.03 43.48 Number of linked units in issue (`000) 336 575 168 505 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS GROUP Unaudited Audited
six months period 28 February 31 August 2011 2010 GBP`000 GBP`000
Cash flows from operating activities Cash generated by operations 13 233 1 306 Interest paid (7 703) (1 292) Taxation paid (193) (3) Net cash generated from operating activities 5 337 11 Net cash (utilised in)/generated from investing activities (111 608) 940 Net cash generated from financing activities 99 158 15 844 Net movement in cash and cash equivalents (7 113) 16 795 Effect of exchange rate fluctuations on cash held 907 174 Cash and cash equivalents at beginning of the period 16 969 - Net cash and cash equivalents at end of the period 10 763 16 969 CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY GROUP Unaudited Audited six months period
28 February 31 August 2011 2010 GBP`000 GBP`000 Balance at beginning of the period (2 804) - Shares issued 15 15 Comprehensive income attributable to RI Ltd linked unitholders 5 611 (1 530) Other reserves (2 895) (1 289) Total equity (73) (2 804) SEGMENTAL ANALYSIS Shopping UK Centre European
Portolio Portfolio Portfolio Wichford GBP`000 GBP`000 GBP`000 GBP`000 Period ended 28 February 2011 Gross rental income 1 924 4 612 3 009 - Property operating expenses (94) (1 196) (305) - Net property income 1 830 3 416 2 704 - Non-current assets Investment property 52 290 108 914 76 379 - Investments designated at fair value 478 - - - Investment in associates - - - 16 731 Period ended 31 August 2010 Gross rental income 343 777 355 - Property operating expenses (9) (120) (38) - Net property income 334 657 317 - Non-current assets Investment property 58 913 114 439 54 323 - Investments designated at fair value 362 - - - Investment in associates - - - 18 923 Hotel Property Cromwell Portfolio Total GBP`000 GBP`000 GBP`000
Period ended 28 February 2011 Gross rental income - 2 043 11 588 Property operating expenses - - (1 595) Net property income - 2 043 9 993 Non-current assets Investment property - 110 600 348 183 Investments designated at fair value 85 128 1 352 86 958 Investment in associates - - 16 731 Period ended 31 August 2010 Gross rental income - - 1 475 Property operating expenses - - (167) Net property income - - 1 308 Non-current assets Investment property - - 227 675 Investments designated at fair value 74 777 - 75 139 Investment in associates - - 18 923 COMMENTARY Introduction RI Ltd is a listed property loan stock company with shares linked to debentures to create linked units. RI Ltd holds as its sole asset, currently a controlling shareholding of 82.3% (81.5% as at 28 February 2011) in Redefine International plc ("RI plc"). Each linked unit in RI Ltd effectively equates to one share in RI plc. RI Ltd was incorporated in South Africa on 11 May 2010 as Kalpafon Limited, a wholly-owned subsidiary of Redefine Properties Limited ("Redefine"). Kalpafon changed its name to "Redefine Properties International Limited" on 23 July 2010 and acquired Redefine`s interest in RI plc with effect from 1 August 2010 by issuing linked units. Background to RI plc RI plc is a close-ended property investment and development company, listed on the AIM market of the London Stock Exchange ("LSE"). RI plc is a hybrid property fund which owns investments in commercial and retail properties in the UK, Switzerland, Germany and the Channel Islands, which provide sustainable occupancy rates and income flows, together with opportunities for development and value enhancement. The RI plc company also owns material investments in two listed companies, being Wichford P.L.C. (currently 21.7%), in the United Kingdom and the Cromwell Group in Australia (22.2% post the interim period). It recently extended its investment mandate to include investments in hotel properties. The RI plc group`s primary objective is to produce sustainable and growing income for its investors. Underscoring this is RI plc`s pursuit of revenue enhancing opportunities that provide long-term capital growth and translate into increasing distributions to shareholders. Growth in income and distributions is achieved through: - organic growth from the core property portfolio; - increased distributions from strategic listed securities; - yield enhancing acquisitions and disposals; - development and redevelopment of properties to add value to the property portfolio; - containment of costs. Financial results Chairman`s statement The period under review was an active and important one for the Group. Most encouragingly RI plc returned to overall profitability with both operating profit and total profit being positive for the first time since the 2008 credit crisis. Through the listing on the JSE Limited ("JSE"), the Group was able to significantly strengthen its statement of financial position, diversify its investment portfolio into hotel properties and consolidate its strategic holding in the Cromwell Group in Australia. The Group`s trading operations performed well and the overall result (including non-trading items) was a net positive for the period. The trading results were bolstered by rental income on a number of acquisitions and tight cost containment. Non- trading results included some write back of previous losses on interest rate swaps and mark-to-market gains on a number of instruments. There were limited fair value adjustments on the bulk of the Group`s property portfolio as the property sector continues to be impacted by liquidity constraints. Although it is early days, the new investment in hotel properties has exceeded expectations and the outlook for the sector and the Group`s strategically located, quality hotel property portfolio in particular is very promising. The Group, however, remains cautious about the general economic environment for the remainder of the financial year. In the UK, banks continue to reduce exposure to the property sector which will limit any short-term increase in commercial property values, notwithstanding inflationary pressures. Interest rates are expected to remain at relatively low levels in both the UK and Europe in the near term, although the Investment Manager is being cautious in its interest rate strategy and is budgeting for increases in the bank rate over the next three financial years. The boards of Wichford P.L.C and RI plc have agreed in principle to a combination of the two companies ("the Potential Merger"). An announcement in this regard was made on 23 March 2011. Expectations are that the Potential Merger will become effective, subject to the necessary regulatory and shareholder approvals being obtained, by the end of the third calendar quarter in 2011. The Potential Merger is consistent with the Company`s strategy to build a larger, more liquid company focused on diversified, income-producing investment properties. The enlarged company will be well placed to deliver attractive cash returns for investors and competitive total returns over the long-term. RI plc`s results RI plc`s results for the six months ended 28 February 2011 have been released simultaneously with these results and can be found on the website www.redefineinternational.je or on the JSE`s SENS or the LSE`s Regulatory News Service ("RNS"). Shareholders will be able to obtain full financial information and commentary on the performance for RI plc for the six months ended 28 February 2011 by referring to these results. Wichford P.L.C. ("Wichford") Wichford delivered a pleasing set of results for the financial year ended 30 September 2010 and met the challenging targets set out at the time of the rights issue in September 2009. Earnings per share of 0.90 pence from the trading operations reflected a 4.7% increase on last year. A final dividend of 0.33 pence per share was paid on 1 March 2011, resulting in income of GBP761 548 for RI plc. Further details of the Potential Merger can be found in the Company`s announcement published on SENS on 23 March 2011 and an announcement published by RI plc on the LSE`s RNS. Cromwell Group ("Cromwell") The Company`s investment in Cromwell showed a gain of GBP11.5 million since 31 August 2010 and continued to deliver a 10% yield on the initial acquisition price. Cromwell reported first half (period ended 31 December 2011) operating earnings of AUS$32.9 million, or 3.7 cents per stapled security and advised the market that it is on track to achieve full year earnings of at least 7.0 cents per stapled security. In line with its objective of increasing its presence in the Australian property market, RI plc subscribed for a further 35 million Cromwell stapled securities in March 2011 resulting in RI plc holding 22.2% in Cromwell. The transaction consolidates the Group`s position as the largest security holder in Cromwell and provides significant influence over the affairs of Cromwell. Property portfolio In addition to the aggregate Wichford and Cromwell property securities totalling GBP103 million, as at 28 February 2011 the Group had interests in 99 properties with a gross rentable area of approximately 3.9 million square feet. These include four UK shopping centres; a large integrated UK town centre redevelopment project; well let, low risk, stable income office and commercial properties spread across the UK and Jersey; six German-based portfolios which include, shopping centres, supermarkets, petrol stations and a medical centre; and a supermarket and home depot centre in Switzerland. Please see Press for the Graph illustrations of the Tenant Profile by Area, the Sectoral Profile by Area and the Lease Expiry Profile. As at 28 February 2011, the Group`s property portfolio was valued at GBP510 million and had a vacancy rate of 1.6%. Listing on the JSE RI Ltd was successfully listed on the JSE on 7 September 2010. The listing was preceded by a capital raising with some GBP84 million being raised in the process and was well-received by the South African investment community. RI Ltd`s sole asset comprises its shareholding in RI plc with each RI Ltd linked unit effectively equating to one share in RI plc. RI Ltd currently has 336,5 million shares in issue of which 57.2% or 192,6 million shares are owned by Redefine. The issue price under the capital raising was 50 pence per linked unit which equated to ZAR5.69 per linked unit at an exchange rate of GBP1: ZAR11.37. Acquisitions and disposals OBI properties On 2 December 2010, RI plc announced the effective 50% acquisition of two properties located in Herzogenrath and Schwandorf, Germany ("the OBI properties"). The OBI properties are leased to OBI on 15-year leases. OBI is Germany`s leading DIY chain with over 530 stores throughout Europe, employs over 38 000 employees and turnover of approximately EUR 5.9 billion in 2009. There are three other tenants, all national German chains, which account for approximately 10% of the rental income of the OBI properties. The OBI properties were acquired for a purchase price of EUR 23 million. The OBI properties are funded through a senior debt facility of EUR 16.7 million with a term of seven years and an interest rate of 1.3% above Euribor. An interest rate instrument is currently being negotiated to fix the interest rate. Swiss properties In February 2011, RI plc acquired the remaining 19.54% of Kalihora Holdings Limited ("Kalihora") which it did not already hold for a total purchase price of GBP1,007,160. The total purchase price was settled by a placement of 1 694 000 new RI plc shares at a subscription price of 54.5 pence per share with the non- controlling shareholders of Kalihora ("the Placing"). The balance of the purchase price of GBP83,930 was settled in cash. Kalihora, a company that owns two COOP stores in Switzerland, was 80.46% owned by RI plc, prior to the Placing. Hotel properties RI plc completed the acquisition of the Splendid Hotel Portfolio ("the Hotel Property Portfolio") on 30 November 2010. The Hotel Property Portfolio includes the following hotels: - Holiday Inn Brentford Lock, Brentford, London; - Express by Holiday Inn Limehouse, London; - Express by Holiday Inn Park Royal, North Acton, London; - Express by Holiday Inn Royal Docks, London; and - Express by Holiday Inn Southwark, London. The total consideration payable after acquisition costs was GBP112 million. The Hotel Property Portfolio is an exceptional acquisition, as not only is it London-based, but its track record of occupancy and revenue are exemplary. A lease agreement has been entered into with Redefine Hotel Management Limited ("RHML"), a subsidiary of the Investment Manager. RHML has the expertise and resources necessary to effectively manage the Hotel Property Portfolio. Streatham disposal An agreement was concluded on 16 December 2010 for the disposal of Ciref Streatham Limited, a subsidiary company of RI plc that owns two properties in Streatham, South London. The base sale price of GBP4.85 million is slightly below the book value of the properties; however RI plc will receive an additional payment should the purchaser sell the total site for more than an agreed amount. No value has been attributed to the potential additional consideration in the interim financial statements. Payment of the base sale price is due 24 months after conclusion of the disposal agreement. Borrowings The restructuring of the senior debt of the Shopping Centre Portfolio, as set out in the annual report, has allowed the Group to extend its average debt expiry profile and the absence of loan to value covenants is an asset in the current economic environment. From a UK perspective, RI plc has a conservative debt profile with a current overall loan-to-value ratio of circa 61%. Fair value adjustment on debentures Each linked unit comprises one share and one debenture. The debentures have been designated at fair value through profit or loss. Debentures are adjusted to fair value which represents the net asset value attributable to debenture holders. As one linked unit in the Company is irrevocably linked to one share in the Company`s subsidiary, RI plc, the fair value of one debenture is determined by the "ex" dividend net asset value of one RI plc share as at 28 February 2011 (46.97 pence per share). Debentures are reflected in the statement of financial position as follows: 28 Februay 2011 31 August 2010 GBP`000 GBP`000 Opening debenture value 76 065 - Debentures issued at par value 73 895 73 718 Premium on debentures issued 10 126 1 186 Fair value adjustment (1 735) 1 161 Closing debenture value 158 351 76 065 Basis of preparation These condensed consolidated results of the Group for the six months ended 28 February 2011 have not been reviewed or audited by the Company`s auditors KPMG Inc. They are presented in pound sterling which represents the functional currency of the Company and are rounded to the nearest thousand. These condensed consolidated results have been prepared in accordance with the recognition and measurement criteria of International Financial Reporting Standards (IFRS), the AC 500 series issued by The South African Institute of Chartered Accountants, the Companies Act of South Africa and the JSE Listings Requirements. This report has been prepared in terms of IAS 34 - "Interim Financial Reporting". The preparation of financial statements requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets. In preparing these condensed consolidated financial statements, the significant judgements made by management in applying the Group`s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the period ended 31 August 2010, for that of its subsidiary entity RI plc, except as noted below: Restructured debt A financial liability is derecognised when it is extinguished (i.e. it is discharged, cancelled or expires) which may happen when a payment is made to the lender, the borrower legally is released from primary responsibility for the financial liability or where there is an exchange of debt instruments with substantially different terms or a substantial modification of the terms of an existing debt instrument. Any difference between the carrying amount of the original liability and the consideration paid is recognised in profit or loss. The consideration paid includes non-financial assets transferred and the assumption of liabilities, including the new modified financial liability. Any new financial liability recognised is measured initially at fair value. Any costs or fees incurred are recognised as part of the gain or loss on extinguishment and do not adjust the carrying amount of the new liability. Accounting for debentures Debentures are designated as held at fair value through profit or loss. These instruments are measured initially at fair value, which is the nominal value less debenture discount, and subsequently measured at fair value. Fair value represents the net asset value attributable to debenture holders after adjusting all other assets or liabilities to fair value (excluding intangible assets). Market overview The three major economies in which the Group operates showed mixed economic conditions during the period under review. In the UK GDP shrank by 0.5% in Q4 of 2010 (Source: UK Office for National Statistics), but is expected to grow during Q1 2011. The Bank of England is being squeezed by an above target inflation rate and a below target growth rate and is expected to err on supporting growth at the expense of a slightly higher inflation rate over the medium term. Consumer confidence is fragile and, although business confidence appears to be building, the economy is likely to move sideways for the remainder of this financial year. Growth in rentals is therefore expected to remain subdued, with the result that cash flow and yield will be the predominant determinants of property returns during this period. UK banks continue to be net negative lenders to the property sector, effectively putting a limit on short-term capital growth. More positively, Jones Lang Lasalle recently published an estimate that equity investors currently have more than GBP52 billion earmarked for the UK commercial property market. This fresh equity could materially alleviate any short to medium-term refinancing pressures for commercial property loans, and support UK commercial property prices. In Germany and Switzerland the economic recovery continues to gain momentum and the European Central Bank has commenced the tightening phase with a 25 basis point increase announced on 7 April 2011. Properties held by the Group in these geographical regions continue to perform well. In Australia the economic recovery is proceeding strongly with the Central Bank already having increased interest rates four times since the interest rate cycle bottomed. Post balance sheet events In addition to the Potential Merger between Wichford and RI plc and the transaction with Cromwell described above, the following post balance sheet events took place: On 5 April 2011, RI plc acquired St Georges Harrow Limited for an effective purchase price of GBP25 million. St Georges Harrow Limited completed the acquisition of the St Georges Shopping Centre in Harrow, United Kingdom on 27 April 2011 for a purchase price of GBP68 million (including transaction costs). Senior debt has been secured on favourable terms with Landesbank Berlin AG. On 26 April 2011 RI plc announced an issue of 39 283 188 new ordinary shares at an average price of GBP0.52 per share (the "New Shares"). The New Shares were admitted to trading on AIM on 27 April 2011 and these New Shares rank pari passu in all respects with the existing RI plc shares in issue. RI Ltd undertook to subscribe for 35 731 000 New Shares and on 28 April 2011 issued 35 731 000 new linked units at a price of R5.80 per linked unit. Subject to receiving the approval from the South Africa Reserve Bank, the proceeds of the linked unit issue will be used by RI Ltd to acquire 35 731 000 New Shares in RI plc. Post the issue and subscription for the New Shares, RI Ltd will hold 372 305 640 shares in RI plc (82.3%). Prospects As a consequence of the emergence from the deep recession caused by the global financial crisis (albeit it at different rates in different countries and regions), the ultra-loose monetary policy implemented by the world`s leading central banks is expected to be phased out in the months and years ahead. The higher nominal interest rate environment, together with higher inflation and government austerity measures, will be the biggest factors influencing property returns. The Investment Manager, Redefine International Fund Managers Limited ("RIFM"), believes that the Group`s current investment portfolio is well- diversified and defensive; and is well-placed to weather these short-term pressures and provide solid returns to shareholders in the medium to long term. Factors such as rental indexations to the Consumer Price Index and Retail Price Index as well as long-term fixed rate debt and lease contracts will benefit the Group during the economic adjustment period ahead. Economic growth is expected to revert to trend once the austerity and other measures have had time to feed through the system. On a more positive note, the forecasts for hotel income in the period ahead are very encouraging and hence bode well for RI plc`s annual operating lease review of its investment in the Hotel Property Portfolio. PricewaterhouseCoopers LLP ("PwC") in their recent "UK Hotels Forecast 2011 and 2012" make the following comment: "... the performance for 2010 was better than our original forecast, closing an exceptional year for London with overall Revenue per available room ("RevPAR") growth of 11.4%. Given the better than expected finish to 2010, our 2011 forecast for London is now for slightly lower RevPAR growth of 8.3%, reflecting harder comparatives and above average levels of new supply; slower growth but no re-Olympic dip. "We have introduced some new analysis this time showing how performance compares to a 22 year long term real RevPAR average. This shows that London has remained above the long term average of GBP83.20 throughout the downturn (albeit only just in 2009) and is now heading into very positive territory." Debenture interest distribution The Board has declared an interim interest distribution of 2.02 pence per linked unit for the six months ended 28 February 2011. The announcement of the Rand equivalent of the interest distribution will be made on 3 May 2011. The distribution will be payable to RI Ltd linked unitholders in accordance with the abbreviated timetable set out below: 2011 Last day to trade "cum" interest distribution Friday, 20 May Linked units "ex" interest distribution Monday, 23 May Record date Friday, 27 May Payment date Monday, 30 May There may be no dematerialisation or rematerialisation of linked units between Monday, 23 May 2011 and Friday, 27 May 2011, both days inclusive. On behalf of the Board G R Tipper M J Watters Chairman Chief Executive Officer 3 May 2011 Directors: Gavin Tipper* (Non-executive Chairman), Michael Watters (Chief Executive Officer), Andrew Rowell (Financial Director), Michael Farrow*, Bernard Nackan*, John Ruddy*, Peter Todd*, Marc Wainer# # Non-executive * Independent non-executive Registered office: Redefine Place, 2 Arnold Road, Rosebank, Johannesburg, 2196 Transfer secretaries: Computershare Investor Services (Proprietary) Limited Company Secretary: Probity Business Services (Proprietary) Limited, 3rd Floor, JHI House, Cradock Avenue, Rosebank, Johannesburg, 2196 Sponsor: Java Capital Date: 03/05/2011 14:11:53 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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