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ACT/ACTP - AfroCentric Investment Corporation Limited - Full year audited

Release Date: 27/09/2011 16:21
Code(s): ACT ACTP
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ACT/ACTP - AfroCentric Investment Corporation Limited - Full year audited results and cash distribution declaration for the year ended 30 June 2011 AfroCentric Investment Corporation Limited (Incorporated in the Republic of South Africa) (Registration number 1988/000570/06) JSE Code: ACT, ACTP ISIN: ZAE000078416, ZAE000082269 ("AfroCentric" or "the Company" or "the Group") FULL YEAR AUDITED RESULTS AND CASH DISTRIBUTION DECLARATION for the year ended 30 June 2011 HEADLINES Operating profit up 72% Basic headline earnings per share up 70% Diluted headline earnings per share up 70% Increase in distribution up 20% CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION Audited Audited year ended year ended 30 June 2011 30 June 2010 R`000 R`000
ASSETS Non-current assets 951 923 958 794 Property, plant and equipment 101 083 125 311 Investment property 10 100 8 543 Intangible assets 609 552 576 438 Unlisted investments 280 280 Investment in associates 63 859 69 788 Investment in preference shares 100 000 100 000 Deferred income tax assets 67 049 78 434 Current assets 291 064 216 871 Trade and other receivables 93 010 80 123 Receivables from associates and joint 18 039 14 224 ventures Cash and cash equivalents 180 015 122 524 Total assets 1 242 987 1 175 665 EQUITY AND LIABILITIES Capital and reserves 726 849 620 286 Issued capital 372 060 389 440 Contingent shares to be issued 188 540 188 540 Treasury shares (1 162) (610) Foreign currency translation reserve 241 Distributable reserve 167 171 42 916 Minority interests 20 786 21 777 Total equity 747 635 642 063 Non-current liabilities 304 128 306 575 Deferred income tax liabilities 37 273 42 443 Borrowings 200 000 162 072 Provisions 41 600 66 067 Post-employment medical obligations 3 821 3 866 Accrual for straight lining of leases 21 435 32 127 Current liabilities 191 224 227 027 Provisions 20 378 18 347 Trade and other payables 76 336 108 546 Taxation 8 495 3 224 Bank overdraft 7 304 7 987 Employment benefit provisions 78 711 88 923 Total liabilities 495 352 533 602 Total equity and liabilities 1 242 987 1 175 665 CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Audited Audited
year ended year ended % 30 June 2011 30 June 2010 change R`000 R`000 Revenue 1 351 254 1 356 331 Operating costs (1 128 140) (1 226 759) Operating profit 72 223 114 129 572 Other income 31 978 23 425 Net finance cost 1 478 (2 350) Share of profit from associates 10 888 14 017 Profit before impairment and 267 457 164 664 amortisation Impairment of investment (10 266) (67 313) Impairment of intangible assets (4 958) (8 405) Depreciation (44 170) (42 995) Amortisation of intangible assets (35 542) (30 291) Profit before income tax 172 521 15 660 Income tax expense (45 982) (18 027) Profit/(loss) for the year from 126 539 (2 367) continued operations Profit/(loss) from discontinued (847) operations Profit/(loss) for the year 126 539 (3 214) Total comprehensive income for 126 539 (3 214) the year Attributable to: Equity holders of the parent 117 248 (7 413) Non-controlling interest 9 291 4 199 126 539 (3 214)
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Audited Audited year ended year ended 30 June 2011 30 June 2010
R`000 R`000 Balance at beginning of the year 642 063 653 960 Issue of share capital 5 996 6 912 Revaluation of share-based payment (624) liability Revaluation of treasury shares issued (552) (610) Foreign currency translation reserve 241 Share buyback from minorities (14 361) Dividends paid (26 652) Net profit/(loss) for the year 117 248 (7 413) Profit/(loss) attributable to minorities 9 291 4 199 Balance at end of year 747 635 642 063 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS Audited Audited year ended year ended 30 June 2011 30 June 2010
R`000 R`000 Net cash generated/(utilised) in operating 103 994 115 834 activities Net cash inflow/(outflow) from investing (88 869) (68 554) activities Net cash inflow/(outflow) from financing 43 050 (8 782) activities Net cash flow from continuing operations 58 175 38 498 Net cash flow from discontinued operations Net increase in cash and cash equivalents 58 175 38 498 Cash and cash equivalents at beginning of 114 536 76 039 the year Cash and cash equivalents at end of the 172 712 114 537 year Reconciled as follows: Cash and cash equivalents on hand 180 016 122 524 Bank overdraft (7 304) (7 987) 172 712 114 537 EARNINGS ATTRIBUTABLE TO EQUITY HOLDERS Audited Audited
year ended year ended % 30 June 2011 30 June 2010 change R`000 R`000 Number of ordinary shares in issue 265 947 672 262 432 568 Number of preference shares in 16 638 000 16 638 000 issue Weighted average number of 264 561 839 259 670 381 ordinary shares Weighted average number of 311 493 781 305 199 704 ordinary shares and potential ordinary shares Headline earnings calculation Basic earnings 117 248 (6 566) Adjusted by: - Shareholders for dividends (185) written off - Impairment of property, plant 146 5 020 and equipment - Impairment of intangible assets 4 958 8 405 - Impairment of investment in 10 266 67 313 associate - Profit on disposal of assets (1 226) - Fair value gains (4 466) - Profit/(loss) from discontinued (847) operation Headline earnings 126 926 73 140 Basic earnings per share (cents) - Attributable to ordinary shares 44,32 (2,53) (cents) - Diluted earnings per share 37,64 (2,15) (cents) Headline earnings per share (cents) - Attributable to ordinary shares 70 47,98 28,17 (cents) - Diluted earnings per share 70 40,75 23,96 (cents) SEGMENTAL ANALYSIS Audited results for the year ended 30 June 2011
Profit before Total Revenue tax assets R`000 R`000 R`000 Healthcare administration 1 351 254 185 094 874 384 Electronics (including - 2 147 - investment income) Treasury activities - 8 049 110 272 Other (including inter-segment - (22 768) 258 331 eliminations) 1 351 254 172 521 1 242 987 Audited results for the year ended 30 June 2010
Profit before Total Revenue tax assets R`000 R`000 R`000 Healthcare administration 1 356 331 17 144 836 519 Electronics (including - 8 657 - investment income) Treasury activities - 9 034 110 388 Other (including inter-segment - (19 175) 228 758 eliminations) 1 356 331 15 660 1 175 665 COMMENTARY INTRODUCTION The Board of Directors has pleasure in presenting the Group`s audited results for the year ended 30 June 2011. The volatile commercial and economic conditions which existed throughout the year in South Africa demanded absolute focus and careful risk management of the Group`s investment entities. The Board of Directors followed this simple prescript, ranking consolidation and sustainability as the preferred path. Accordingly, subsidiary and associate management diligently applied themselves to the challenges presented in each case and by year end, could look back with immense satisfaction at the outcome of their efforts. Further detail on each of the Group`s more meaningful investments are set out in the review that follows. ACCOUNTING POLICIES AND BASIS OF PREPARATION The condensed consolidated financial statements for the year ended 30 June 2011 are prepared in accordance with International Financial Reporting Standards ("IFRS"), International Accounting Standard 34 (AC 500 Standards as issued by the Accounting Practices Board or its successor), the JSE Limited Listings Requirements and the South African Companies Act 71 of 2008 as amended. The condensed consolidated financial statements are prepared on the historical cost basis and the accounting policies are consistent with those adopted and applied for the year ended 30 June 2010. NATURE OF BUSINESS AfroCentric is a black-owned, diversified investment holding company. It is listed on the Johannesburg Securities Exchange ("JSE") in the Healthcare Sector under the code: ACT. The Group`s preference shares are also listed on the JSE under the code: ACTP. AfroCentric holds a substantial majority stake in Lethimvula Investments Limited ("Lethimvula") and, during the year, increased its holding to 91,56% (2010: 87,53%) through the purchase of minority shareholdings in that company. AfroCentric continues to engage those Lethimvula shareholders who offer their Lethimvula shares for sale. Lethimvula owns 100% of the shareholding in Medscheme Holdings (Pty) Limited, a multi-medical scheme administrator. In 2010, Lethimvula acquired Old Mutual Healthcare and during this financial year successfully integrated the divisional services of this business with Medscheme Administration and Medscheme Managed Care respectively. AfroCentric has a 27,1% minority interest in JSE-listed Jasco Electronics Holdings Limited ("Jasco"). During the year under review, Jasco acquired 100% of the issued share capital of Spescom Limited, a company previously listed on the JSE. Jasco has successfully integrated the operations of Spescom and delisted the Spescom entity. Jasco also has an investment in Malesela Taihan Electric Cables (Pty) Limited ("M-Tec"). Jasco provides solutions, services and products to customers through three core verticals: Information and Communication Technologies, Industry Solutions and Energy Solutions. M-Tec is a leading manufacturer and distributor of fibre-optic cable and a wide range of power and telecom cables, serving inter alia, the infrastructural development demands in the South African and African continental markets. AfroCentric`s exploration and prospecting relationship with Rio Tinto Plc continues in terms of the Reciprocal Strategic Co-Operation Agreement. OPERATIONAL REVIEW Operating profit increased 72% to R223 million (2010: R130 million) due to an absence of prior non-recurring restructuring and integrations costs. Organic growth and the increased scale and rationalisation of overheads arising through the Old Mutual Healthcare acquisition also significantly contributed to improved efficiencies and profitability during the year. Lethimvula`s profitability is substantially on target with its forecasts, positively trending towards the profit warranty thresholds on which the price of Lethimvula`s shares will finally be determined. During the year, Lethimvula acquired all of the shares not already owned by Lethimvula in Administrators and Consultants Limited whose main operations are the administration of medical schemes in Mauritius. AfroCentric`s investment in Jasco yielded earnings of R2,1 million (2010: R8,7 million) and investment income of R7,4 million (2010: R8,3 million) for the year ended 30 June 2011. Notwithstanding challenging times in the telecommunications industry, Jasco sustained its core profitability after removing once-off costs associated with the acquisition of Spescom Limited.Jasco has also transitioned to a new era of leadership and with refocused management across the three core verticals referred to above, Jasco is today a much larger business, well positioned to take advantage of accelerated growth in energy and industrial services. Further information on Jasco`s earnings, operations and prospects are available on SENS under JSE Code: JSC. AfroCentric`s exploration and prospecting relationship with Rio Tinto Plc continues in terms of the Reciprocal Strategic Co-Operation Agreement. The nickel prospect in the North West Province has shown promising electromagnetic conductors which could be related to nickel mineralisation. Drill testing is scheduled to commence in the next quarter. FINANCIAL RESULTS For the year ended 30 June 2011, basic earnings per share ("EPS") increased to 44,32 cents (2011: -2,53 cents) and diluted EPS increased to 37,64 cents (2010: -2,15 cents). Headline earnings per share ("HEPS") increased by 70% to 47,98 cents (2010: 28,17 cents) and diluted HEPS increased by 70% to 40,75 cents (2010: 23,96 cents). PROSPECTS The Board has consistently adopted a cautious approach to the approval of new acquisitions. However, the positive trend in profitability and the renewed growth potential in each of the Group`s more material investments has already prompted the Investment Committee to consider further investment opportunities. PRE- AND POST-YEAR END EVENTS In the 2010 annual report, the Board reported on the various processes in progress with the Council for Medical Schemes ("CMS") in regard to administration services provided by Medscheme to Bonitas Medical Scheme. The Board is pleased to advise shareholders that in a letter received from the CMS on 30 August 2011, the CMS confirmed that all administrative issues had been resolved. In addition, Medscheme have proudly reported that two further contracts have been concluded for the provision of administration and managed care services to the Government Employee Medical Scheme ("GEMS") taking the total number of contracts with GEMS to six. AUDIT OPINION The Group`s annual financial statements have been audited by SizweNtsaluba VSP and their unqualified audit report is available for inspection at the registered office of the company. DIRECTORS The Board is pleased to advise that Mrs Yasmin Masithela and Mr Garth Napier have been appointed as independent non-executive directors of the company with effect from 1 September 2011. CASH DISTRIBUTION DECLARATION BY WAY OF A CAPITAL REDUCTION OUT OF SHARE PREMIUM The Board has declared a cash distribution of 9 cents (2010: 7,5 cents) per ordinary share for the year ended June 2011 to all ordinary shareholders of AfroCentric. The salient dates relating to the cash distribution are as follows: Last day to trade "cum" the cash Friday, 18 November 2011 distribution Ordinary shares commence trading ex the cash Monday, 21 November 2011 distribution The cash distribution record date Friday, 25 November 2011 Payment date of the cash distribution Monday, 28 November 2011 Ordinary share certificates may not be dematerialised or rematerialised between Monday, 21 November 2011 and Friday, 25 November 2011 both days inclusive. By order of the Board Michael I Sacks CA (SA) AICPA (ISR) Company secretary Johannesburg 27 September 2011 AfroCentric Investment Corporation Limited (Incorporated in the Republic of South Africa) (Registration number 1988/000570/06) JSE Code: ACT, ACTP ISIN: ZAE 000078416, ZAE 000082269 ("AfroCentric" or "the Company" or "the Group") Directors NB Bam** (Chairperson) JM Kahn** MI Sacks**# B Joffe** MJ Madungundaba** Y Masithela* AT Mokgokong** G Napier* WRC Holmes*** *independent non-executive **non-executive ***executive #company secretary Registered Office 10 Muswell Road South, Bryanston 2191 Sponsor Sasfin Capital (A division of Sasfin Bank Limited) Date: 27/09/2011 16:21:08 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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