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SVB - Silverbridge Holdings Limited - Condensed group interim financial

Release Date: 16/05/2011 17:50
Code(s): SVB
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SVB - Silverbridge Holdings Limited - Condensed group interim financial statements for the 12 month period 28 February 2011 SILVERBRIDGE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration No. 1995/006315/06) JSE SHARE CODE: "SVB" ISIN CODE: ZAE000086229 ("SilverBridge" or "the Group") Condensed group interim financial statements for the 12 month period 28 February 2011 Group Profile SilverBridge offers clients in the financial services industry reliable solutions that aim to simplify their operations by enabling and improving their business processes. We achieve this by implementing our system platforms and customising to meet client needs. Exergy is our flagship platform that enables core back office policy administration in the life assurance industry. The broader Exergy solution package has specific applications which can be customised to suit the needs of a long term insurer. The loans administration intellectual property acquired from Acczone Systems (Proprietary) Limited (Acczone) is being refreshed and updated into a modern and flexible platform. We are reusing the Exergy framework to provide interest bearing credit and debt administration capabilities. The IT consulting competency gained by the acquisition of Ones `n Zeros Professional Services (Proprietary) Limited (Ones & Zeros) has enhanced the capability of SilverBridge to implement its systems and help clients manage the resulting change in their operational environments. The Group recently completed an extensive review of its internal processes and collective intellectual property. We combined all the competencies and strengths to deliver more efficiently and effectively. This has resulted in the integration of the operating subsidiaries into SilverBridge Software Solutions (Proprietary) Limited. SilverBridge Holdings Limited and SilverBridge Software Solutions (Pty) Ltd are now jointly branded as SilverBridge. We will continue to offer all the existing products and services under the SilverBridge brand. This consolidation has significant cost benefits from reduced overhead structures and will simplify the way we do business. We are confident and excited about these changes and believe that our clients will benefit from the improvements. Financial Review The Group changed its year end to 30 June to be more closely aligned to the natural selling and delivery cycles of the business and to facilitate more efficient planning and budgeting processes. The Group is therefore reporting on its reviewed interim results for the 12 months ended 28 February 2011. SilverBridge`s annuity revenue lines of software rental and support reflected positive growth. The increased implementation complexity within higher tier clients negatively impacted the results in this period. This was felt on both revenue and cost levels as we had to invest into projects to realign deliverables with clients` capacity and expectations. The allocation of highly skilled resources to these projects reduced the revenue generating capability of the Group as these resources could not be utilised on new projects. Delays in project completion led to delayed software rental and support income. The acquisition of Acczone increased our cost base but did not deliver on revenue expectations. Goodwill on Acczone and Ones & Zeros was fully impaired owing to uncertainty in the market and integration of the subsidiaries into one operating company. As reported at the last interim period (ending 31 August 2010), SilverBridge took action to reduce costs and realign skills. We improved our solution design, implementation and client service methodologies and aligned our operations accordingly. Project deliverables were also reassessed in conjunction with clients on specific projects. We integrated the group structure into a single operating entity to ensure focus and to further reduce the cost base. These corrective actions have had a negative impact on the current operational performance but are expected to bring financial benefits over the medium term. Operational Highlights 1) Lessons learnt from complex projects We have learnt that although our core solution is comprehensive, it requires a focused effort to ensure that the customisation for clients falls within their end-to-end solution needs. During the past year we have been confronted with the need to explicitly understand the complete business process environment of our clients in order to fully realise IT enablement on the processes that our systems impact. The way to achieve the objectives of a system implementation project is to ensure that we understand the clients` specific end-to-end environment. Projects come under pressure when we cannot help our clients to understand the end-to-end solution that they need and support them in enforcing the implementation thereof. 2) Progress with implementation approach We have made good progress with implementing the Exergy system for clients. We have managed to implement our standardised offering, Exergy2Go, for two clients in a matter of weeks and they are now customising it to their requirements. 3) Implementation wins The ABSA project is healthy and making good progress. We have a strong sales pipeline for new Exergy implementations including converting the majority of our existing clients from our old system. We are currently engaged in three such conversion projects that are making excellent progress. Group Outlook Building our annuity revenue base remains an ongoing goal and depends on how effectively we understand and empower our clients. Annuity income consists of software rental and contracted support revenue. These are driven and preceded by consulting, implementation and customisation engagements. Extensive intellectual property resides in our systems and people. The lessons learnt from the past year are now embedded in our project approach and improvements to our intellectual property base. We have faced and overcome significant challenges in the way we contract and execute on projects. We have redesigned our operating model to better retain, transfer and leverage our knowledge. The changing environment within our target market is creating new opportunities as financial service institutions search for ways to reduce costs and improve services to their clients. We see financial service providers increasing their focus on improving relationships with their clients. SilverBridge`s offerings are well positioned to meet these needs. The outlook for the Group remains positive. Our annuity revenue remains a strong pillar for growth. The corrective actions we have taken during this period have better positioned the Group for future growth from a solid base. Condensed Consolidated Statement of Comprehensive Income for the 12 month period ending 28 February 2011 Reviewed Audited 12 months 12 months ended ended
28 February 28 February Percentage 2011 2010 Change R`000 R`000 % Revenue 92 933 106 508 (13) Other income 378 1 232 (69) Personnel expenses (69 349) (62 215) 11 Depreciation and amortisation (2 968) (3 383) (12) Professional fees paid for (9 701) (8 045) 21 services Impairment of goodwill (11 233) - 100 Other expenses (11 323) (12 409) (9) Finance income 335 1 001 (67) Finance expense (12) (517) (98) (Loss)/profit before taxation (10 940) 22 172 (149) Taxation (1 054) (6 012) (82) (Loss)/profit and total comprehensive income for the period (11 994) 16 160 (174) Net (loss)/profit and total comprehensive income attributable to: Equity holders of the parent (12 620) 13 540 (193) Non-controlling interest 626 2 620 (76) (11 994) 16 160 (174)
Number of shares in issue 34 675 34 675 (`000) Weighted average number of 34 675 34 034 shares in issue (`000) Diluted weighted average number 34 675 40 386 of shares (`000) Basic (loss)/earnings per share (36.4) 39.8 (191) (cents) Headline (loss)/earnings per (4.0) 39.7 (110) share (cents) Diluted (loss)/earnings per (36.4) 32.4 (212) share (cents) Diluted (loss)/headline (4.0) 32.3 (112) earnings per share (cents) Reconciliation of headline and diluted headline (loss)/earnings Basic and diluted (12 620) 13 540 (loss)/earnings Impairment of intangible assets 11 233 - Adjusted for loss/(gain) on 12 (15) disposal of equipment Headline and diluted (1 375) 13 525 headline(loss)/earnings Condensed Consolidated Statement of Financial Position as at 28 February 2011 Reviewed Audited as at as at
28 February 28 February 2011 2010 Note R`000 R`000 ASSETS Non-Current Assets Equipment 2 826 2 229 Intangible assets 1.5 18 733 38 095 Investment in associate 110 110 Deferred tax assets 4 293 2 148 Total Non-Current Assets 25 962 42 582 Current Assets Income tax receivable 6 744 5 700 Revenue recognised not yet invoiced 1.2 409 6 657 Trade and other receivables 17 543 15 364 Cash and cash equivalents 7 623 14 432 Total Current Assets 32 319 42 153 Total Assets 58 281 84 735 EQUITY AND LIABILITIES Capital and Reserves Issued capital 348 348 Share premium 11 871 11 871 Treasury shares (197) (197) Share based payment reserve 738 91 Retained earnings 27 443 41 798 Total equity attributable to quity 40 203 53 911 holders of the parent Non-controlling interest 2 057 3 881 Total Equity 42 260 57 792 Current Liabilities Deferred revenue 1.2 5 133 1 314 Trade and other payables 1.4 10 888 24 805 Provisions - 824 Total Current Liabilities 16 021 26 943 Total Equity and Liabilities 58 281 84 735 Net asset value per share (cents) 121.87 166.67 Net tangible asset value per share 67.85 56.8 (cents) Condensed Consolidated Statement of Changes in Equity for the 12 month period ended 28 February 2011 Attributable to equity holders of the
Company Issued Share Treasury Acquisition
capital premium shares shares R`000 R`000 R`000 R`000 Balance at 1 March 2009 336 8 608 (197) 2 724 Total comprehensive income for the period Profit or loss - - - - Other comprehensive income - - - - Total comprehensive income - - - - for the period Transactions with owners, recorded directly in equity Contributions by and distributions to owners Allotment of 1193 849 shares related to acquisition of Ones & Zeros 12 3 263 - (2 724) Equity settled share based - - - - payment Capital distribution amounts - - - - not exercised Dividend paid by subsidiary - - - - Total contributions by and 12 3 263 - (2 724) distributions to owners Changes in ownership interests in subsidiaries that do not result In a loss - - - - of control Total transactions with 12 3 263 - (2 724) owners Balance at 28 February 2010 348 11 871 (197) - Total comprehensive income for the period Profit or loss - - - - Other comprehensive income - - - - Total comprehensive income - - - - for the period Transactions with owners, recorded directly in equity Contributions by and distributions to owners Equity settled share based - - - - payment Minority interest in - - - - dividend payment by subsidiary Dividend payment by holding - - - - company Total contributions by and - - - - distributions to owners Total transactions with - - - - owners Balance at 28 February 2011 348 11 871 (197) - Share based Non- payment Retained controlling Total reserve earnings Total interest equity
R`000 R`000 R`000 R`000 R`000 Balance at 1 March 2009 - 28 242 39 713 3 531 43 244 Total comprehensive income for the period Profit or loss - 13 540 13 540 2 620 16 160 Other comprehensive - - - - - income Total comprehensive - 13 540 13 540 2 620 16 160 income for the period Transactions with owners, recorded directly in equity Contributions by and distributions to owners Allotment of 1193 849 shares related to acquisition of Ones & - - 551 - 551 Zeros Equity settled share 91 - 91 - 91 based payment Capital distribution - 16 16 - 16 amounts not exercised Dividend paid by - - - (2 270) (2 270) subsidiary Total contributions by 91 16 658 (2 270) (1 612) and distributions to owners Changes in ownership interests in subsidiaries that do not result In a - - - - - loss of control Total transactions with 91 16 658 (2 270) (1 612) owners Balance at 28 February 91 41 798 53 911 3 881 57 792 2010 Total comprehensive income for the period Profit or loss - (12 620) (12 626 (11 620) 994)
Other comprehensive - - - - - income Total comprehensive - (12 620) (12 626 (11 income for the period 620) 994) Transactions with owners, recorded directly in equity Contributions by and distributions to owners Equity settled share 647 - 647 - 647 based payment Minority interest in - - - (2 450) (2 450) dividend payment by subsidiary Dividend payment by - (1 735) (1 735) - (1 735) holding company Total contributions by - (1 735) (1 735) (2 450) (3 538) and distributions to owners Total transactions with - (1 735) (1 088) (2 450) (3 538) owners Balance at 28 February 738 27 443 40 203 2 057 42 260 2011 Condensed Consolidated Statement of Cash Flows for the 12 month period ended 28 February 2011 Reviewed Audited 12 months 12 months ended ended
28 February 28 February 2011 2010 R`000 R`000 Cash generated from operations 7 473 18 777 Interest received 335 939 Interest paid (12) (10) Minority interest in dividends paid by (2 450) (2 270) subsidiary Taxation paid (2 822) (6 201) STC paid (500) (463) Net cash inflow from operating activities 2 024 10 772 Cash flows from investing activities Plant and equipment acquired to expand (1 927) (1 734) operations Proceeds from sale of equipment - 104 Acquisition of Ones & Zeros - (3 535) Acquisition of Acczone - (3 241) Listing fees set off against share - (8) premium on the issue of shares Capitalisation of development costs (5 174) ( 2 759) Net cash (outflow) from investing (7 101) (11 173) activities Cash flows from financing activities Dividends paid to equity holders of the (1 732) - parent Reduction in liability of previous - (1 265) period`s capital distribution from share premium Net cash outflow from financing (1 732) (1 265) activities Net decrease in cash and cash equivalents (6 809) (1 666) Cash and cash equivalents at the 14 432 16 098 beginning of the period Cash and cash equivalents at the end of 7 623 14 432 the period Consolidated Segment Reports for the 12 month period ended 28 February 2011 Reportable segment report Implemen- tation Support
Total services services R`000 R`000 R`000 Reviewed 12 months ended 28 February 2011 Segment total revenue 98 144 32 237 17 542 Segment revenue inter-company (5 211) (477) - Segment revenue external 92 933 31 760 17 542 Direct segment cost (57 847) (19 582) (13 491) Cost capitalised 5 173 - - Segment gross profit 40 259 12 178 4 051 Indirect segment cost (31 325) (11 170) (7 146) Segment result 8 934 1 008 (3 095) Unallocated expenses (8 964) Operating loss (30) Impairment loss on goodwill (11 233) Finance income 335 Finance expense (12) Income tax expense (1 054) Loss for the period (11 994) Software Research & Consulting rental
development income & other R`000 R`000 R`000 Reviewed 12 months ended 28 February 2011 Segment total revenue - 19 940 *28 425 Segment revenue inter-company - (4 735) - Segment revenue external - 15 205 28 425 Direct segment cost (14 653) (10 121) - Cost capitalised 5 174 - - Segment gross profit (9 479) 5 084 28 425 Indirect segment cost (8 115) (4 894) - Segment result (17 594) 190 28 425 Unallocated expenses Operating loss Impairment loss on goodwill Finance income Finance expense Income tax expense Loss for the period * A license fee of R4.9 million is included in the software rental and other revenue - in this period and not in the previous period. Assets and liabilities The assets and liabilities of the Group are organised and managed at a corporate business support level. As the assets and liabilities contribute at a corporate level, it is not practical to determine a reasonable allocation of the assets and liabilities to the business segments. Consolidated Segment Reports for the 12 month period ended 28 February 2011 Reportable segment report (continued) Implemen- tation Support Total services services
R`000 R`000 R`000 Audited 12 months ended 28 February 2010 Segment revenue from external clients 106 508 39 326 12 667 Segment revenue inter-company - - - Direct segment cost (54 891) (19 856) (7 414) Cost capitalised 2 759 - - Segment gross profit 54 376 19 470 5 253 Indirect segment cost (26 351) (11 176) (4 172) Segment result 28 025 8 294 1 081 Unallocated expenses (6 346) Operating profit 21 679 Finance income 1 001 Finance expense (517) Share of profit in associate 9 Income tax expense (6 012) Profit for the period 16 160 Software Research & Consulting rental
development income & other R`000 R`000 R`000 Audited 12 months ended 28 February 2010 Segment revenue from external - 31 931 22 584 clients Segment revenue inter-company - - - Direct segment cost (9 108) (18 513) - Cost capitalised 2 759 - - Segment gross profit (6 349) 13 418 22 584 Indirect segment cost (4 760) (6 243) - Segment result (11 109) 7 175 22 584 Unallocated expenses Operating profit Finance income Finance expense Share of profit in associate Income tax expense Profit for the period
Assets and liabilities The assets and liabilities of the Group are organised and managed at a corporate business support level. As the assets and liabilities contribute at a corporate level, it is not practical to determine a reasonable allocation of the assets and liabilities to the business segments. Commentary 1. ACCOUNTING POLICIES 1.1. Basis of presentation The accounting policies applied in the preparation of these condensed interim financial statements, which are based on reasonable judgments and estimates, are in accordance with International Financial Reporting Standards ("IFRS") and are consistent with those applied in the annual financial statements for the year ended 28 February 2010. These condensed financial statements as set out in this report have been prepared in terms of the AC500 series, IAS 34 - Interim Financial Reporting, the Companies Act, 1973 (Act 61 of 1973), as amended, and the Listings Requirements of JSE Limited. KPMG Inc., the company`s independent auditors, have reviewed the interim financial information contained in this interim report and have expressed an unmodified conclusion on the interim financial information. Their review report is available for inspection at the company`s registered office. 1.2. Deferred revenue and revenue recognised not yet invoiced Deferred revenue and revenue recognised but not yet invoiced refers to the timing difference between recognition of revenue and invoicing to the client based on the contracts. The Group is in a net liability position which means it has received more cash than what has been recognised as income which has a positive impact on working capital. These current liabilities will be converted to revenue in the short-term and are recoverable from the current client base. Reviewed Audited
12 months 12 months Ended ended 28 February 28 February 2011 2010
R`000 R`000 Current asset Revenue recognised not yet invoiced 409 6 657 Current liability Deferred revenue (5 133) (1 314) Net (liability) / asset (4 724) 5 343 1.3. Revenue per geographical segments Other
African Total South countries* Africa R`000 R`000 R`000
Reviewed 12 months ended 28 February 92 933 61 812 31 121 2011 Audited 12 months ended 28 February 106 508 70 293 36 215 2010 * Other African countries include Kenya, Malawi, Nigeria, Ghana, Namibia, Lesotho, Swaziland and Zimbabwe. 1.4. Trade and other payables Reviewed Audited
12 months 12 months ended ended 28 February 28 February 2011 2010
R`000 R`000 Trade payables 1 866 734 Withholding tax rebate payable 4 657 5 036 VAT payable - 489 Leave accrual 1 517 1 621 Liability on capital reduction 29 29 Liability on dividend payment 2 - Other payables (accruals) 2 817 5 159 Acczone purchase price liability - 11 737 Total 10 888 24 805 1.5. Intangible assets 1.5.1 Intangible assets summary of movements during the period per category of asset Contracts Develop- capitalised in ment cost Goodwill acquisitions capitalised Total
Group R`000 R`000 R`000 R`000 Cost Balance at 1 March 16 641 2 845 5 869 25 355 2009 Arising on 14 196 794 - 14 990 acquisition of Acczone Change in estimate (43) - - (43) relating to Ones & Zeros acquisition Development costs - - 2 759 2 759 capitalised Balance at 28 30 794 3 639 8 628 43 061 February 2010 Change in estimate (11 737) - - (11 737) relating to Acczone acquisition Impairment of (2 459) - - (2 459) goodwill arising on Acczone acquisition Impairment of - (353) - (353) contracts capitalised on acquisition of Acczone Impairment of (8 420) - - (8 420) goodwill arising on Ones & Zeros acquisition Development costs - - 5 173 5 173 capitalised Balance at 28 8 178 3 286 13 801 25 265 February 2011 Accumulated amortisation Balance at 1 March - 1 232 1 410 2 642 2009 Amortisation for the - 1 701 623 2 324 year Balance at 1 March - 2 933 2 033 4 966 2010 Amortisation for the 353 1 213 1 566 year Balance at 28 - 3 286 3 246 6 532 February 2011 Carrying amount At 1 March 2009 16 641 1 613 4 459 22 713 At 28 February 2010 30 794 706 6 595 38 095 At 28 February 2011 8 178 - 10 555 18 733 1.5.2 Impairment testing of goodwill Goodwill of R8.1 million acquired by the Group through the reverse acquisition of SilverBridge Holdings has been allocated to SilverBridge Software Solutions (Pty) Ltd, being the smallest cash generating unit which will benefit from the acquisition. The recoverable amount of the goodwill has been determined based on a value in use calculated by using cash flow projections and a discount rate applied of 18%. The recoverable amount calculated was higher than the goodwill amount and therefore the goodwill was not impaired. Goodwill of R8.4 million acquired by the Group through the acquisition of Ones & Zeros has been allocated to Ones & Zeros, being the smallest cash generating unit which will benefit from the acquisition. The goodwill was fully impaired based on the current cash flow projections, the current market conditions and the integration of this business unit into SilverBridge operating company, Goodwill of R2.5 million acquired by the Group through the acquisition of Acczone has been allocated to Acczone, being the smallest cash generating unit which will benefit from the acquisition. Based on the current cash flow projections and the current market conditions the goodwill was fully impaired. 1.5.3 Development cost capitalised Development activities involve a plan or design for the production of new or substantially improved products and processes. Development expenditure is capitalised only if development costs can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable, and the Group intends to and has sufficient resources to complete development and to use or sell the asset. The development cost is currently amortised over the estimated useful lives. Management has reviewed the estimated useful lives of the software and believes these estimates are reasonable. Products still under development have been tested for impairment. No impairment was found or noted. The recoverable amount was determined based on a value in use calculation, using cash flow projections over a five year period, based on financial estimates and applying a discount rate of 18%. The book values of the development cost are made up as follows: Exergy software and complementary products and tools R6.4 million Redevelopment of the loans administration system R4.1 million bought from Acczone 2. CORPORATE ACTIVITY 2.1. Acquisition of Acczone There was no additional consideration paid for the Acczone acquisition subsequent to the original amount of R3 million as none of the profit warranties were achieved. 2.2 Changes to the board Mr Robert Emslie was appointed as an independent non-executive director, with effect from 17 January 2011. Subsequent to the period end Sandra Duetsch changed from being an executive director to a non-executive director following the acquisition of the minority shareholding in Ones & Zeros by SilverBridge Holdings. 2.3 Dividends and Capital distribution The board declared a dividend of 5 cents per share on 5 May 2010. No further dividend or capital distribution was declared for the period under review. 2.4 Subsequent events As part of the process of integrating the operations of SilverBridge, the Group has acquired the remaining 49% of Ones & Zeros for an amount of R 2.5 million to be settled in cash. This will enable SilverBridge to integrate the specific skills of Ones & Zeros into the operations and entrench the consulting approach into our implementation methodology. Consolidating the companies will decrease overhead cost structures and ensure operational focus. Acquiring the 49% from the non-controlling shareholders will not create any goodwill as the business combination was already formed at the initial acquisition. FINANCIAL RESULTS AND PERFORMANCE The financial results were impacted by implementation delivery challenges on complex projects and a slowdown in the consulting segment. Growth in our annuity streams (software rental and support) helped to alleviate the challenges faced. Although corrective action was taken at the interim stage (to August 2010), complex projects required further investment and attention than was anticipated. Subsequently, loss-making projects were terminated without recognition of associated revenue. The Group has taken further corrective action including a redesign of its implementation approach and integration of business units. This will allow for operational improvement and cost efficient delivery to clients. Management structures have been consolidated to ensure focus and further reduce overhead costs. The challenges faced and corrective actions taken have impacted revenue and profitability negatively. However, the business fundamentals of the Group remain sound. Segmental review Consulting - Consulting revenue is generated by Ones & Zeros. The Mercantile project was concluded after a period of two and half years and coincided with a decline in market conditions for consulting firms. The banking industry aggressively reduced its consulting complement, which impacted the business negatively. Our skilled consultants were redeployed in the life insurance industry via the SDT client base. Ones & Zeros has been integrated with SilverBridge Software Solutions (Pty) Ltd. SilverBridge has acquired the remaining 49% from minority shareholders of Ones & Zeros. Implementation - this segment was negatively impacted by implementation delivery challenges on complex projects as highlighted at the interim stage. Some of these projects required further investment with highly skilled resources. After joint client reviews, loss making projects were terminated - with associated revenue not being recognised. In addition, resources allocated to these projects decreased the overall revenue generating capability of the unit. Revenue and profit reduced as a result. Corrective actions have been taken including a redesign of our implementation approach. We are pleased to report that the ABSA implementation project is proceeding well. Support - Support income is monthly contracted income and is annuity based. Revenue grew well, assisted by increase in contracted support. However some were at a lower margin than the rest of the support business. This, together with the general pressure in the implementation environment affected the support margin negatively. Software rental - Software rental is annuity based. It is mainly dependent on usage, which increases with the number of contracts or policies administered on the system. It typically grows slowly over time as long as the client continues using the system. Excluding the R4.9m license fee, software rental grew moderately owing to slight usage gains. Given the implementation challenges, no material new software rental clients were added. However existing customers were maintained and many have been converted to the new Exergy platform, preserving future annuity income. Corrective actions taken in the implementation area should enable future growth of software rental. Research and development - The increase in research and development costs, and specifically the increase in the capitalisation cost, is a direct result of the redevelopment of the loans administration system bought from Acczone. R3.5 million has been capitalised during the period on the loan administration system and R1.6 million in Exergy. On behalf of the board of directors Andile Sangqu Chairman Jaco Swanepoel Chief Executive Officer Pretoria 16 May 2011 CORPORATE INFORMATION Directors of SilverBridge Andile Sangqu (Chairman)*, Jaco Swanepoel(CEO), Jeremy de Villiers **, Robert Emslie **, Dinga Madubela *,Tyrrel Murray*, Sandra Duetsch*, Jaco Maritz, Sphelele Sangweni***. (All the directors are South African citizens). * Non-executive **Independent non-executive ***Alternate director REGISTERED OFFICES First Floor, Castle View North 495 Prieska Street, Erasmuskloof, Pretoria, 0048 (PO Box 11799, Erasmuskloof, 0048) COMPANY SECRETARY Fusion Corporate Secretarial Services (Proprietary) Limited represented by Melinda van den Berg 56 Regency Road, Route 21 Corporate Park, Irene, Pretoria, Gauteng (PO Box 68528, Highveld, 0169) LEGAL ADVISERS Gildenhuys Lessing Malatji Inc. (Registration number: 1997/002114/21) GLMI House Harlequins Office Park, 164 Totius Street, Groenkloof (PO Box 619, Pretoria, 0001) GROUP AUDITORS KPMG Inc. (Registration number: 1999/021543/21) KPMG Forum, 1226 Schoeman Street, Hatfield (PO Box 11265, Hatfield, 0028) TRANSFER SECRETARIES Computershare Investor Services (Proprietary) Limited (Registration number: 2004/003647/07) 70 Marshall Street, Johannesburg, (Call centre: 0861 100 634) (PO Box 61051, Marshalltown, 2107) DESIGNATED ADVISER Merchantec (Proprietary) Limited (Registration number: 2008/027362/07) Second Floor, North Block Hyde Park Office Tower, Corner 6th Road and Jan Smuts Avenue, Hyde Park (PO Box 41480, Craighall, 2024) Date: 16/05/2011 17:50:01 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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