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SEP - Sephaku Holdings Limited - Condensed consolidated provisional financial

Release Date: 29/09/2011 16:52
Code(s): SEP
Wrap Text

SEP - Sephaku Holdings Limited - Condensed consolidated provisional financial results for the twelve months ended 30 June 2011 SEPHAKU HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number 2005/003306/06) Share code: SEP ISIN: ZAE000138459 ("Sephaku Holdings" or "the Company" or "the Group") CONDENSED CONSOLIDATED PROVISIONAL FINANCIAL RESULTS for the twelve months ended 30 June 2011 CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION 30 June 30 June
2011 2010 R`000 R`000 Audited Audited Assets Non-current assets 691 771 507 314 Current assets 38 773 105 276 Non-current assets held for sale 21 164 - Total assets 751 708 612 590 Equity and liabilities Equity attributable to equity holders of the parent 746 784 406 415 Non-controlling interest - 71 674 Non-current liabilities - 32 249 Current liabilities 4 924 102 252 Total equity and liabilities 751 708 612 590 Net asset value per share (cents) 441,13 260,85 Tangible net asset value per share (cents) 406,16 203,25 Ordinary shares in issue 169 290 732 155 805 362 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS Twelve months Sixteen months
ended ended 30 June 30 June 2011 2010 R`000 R`000
Audited Audited Cash flows from operating activities (51 780) (112 866) Cash flows from investing activities (3 927) (172 283) Cash flows from financing activities 46 644 28 370 Total cash movement for the period (9 063) (256 779) Cash at beginning of the period 14 898 271 678 Cash at end of the period 5 835 14 899 CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Twelve months Sixteen months ended ended 30 June 30 June
2011 2010 R`000 R`000 Audited Audited Operating loss (37 277) (27 255) Profit on dilution/disposal of interest in companies 409 998 31 124 Investment revenue 1 163 4 258 Loss from equity accounted investments (8 859) (2 048) Finance costs (926) (122) Profit before taxation 364 099 5 957 Taxation (1 558) 1 059 Profit from continuing operations 362 541 7 016 Loss for the period from discontinued operations (18 842) (97 190) Profit/(loss) for the period 343 699 (90 174) Other comprehensive (loss)/income for the period (46 921) 34 239 Total comprehensive income/(loss) for the period 296 778 (55 935) Profit/(loss) attributable to: Equity holders of the parent 343 699 (71 497) Non-controlling interest - (18 677) Total comprehensive income/(loss) attributable to: Equity holders of the parent 303 550 (44 030) Non-controlling interest (6 772) (11 905) Ordinary shares: - weighted average number of shares 161 305 112 154 896 985 - diluted weighted average number of shares 176 788 582 160 836 985 Attributable profit/(loss) per share: - basic earnings from continuing operations (cents) 224,75 4,53 - basic earnings/(loss) from total operations (cents) 213,07 (46,16) - diluted earnings from continuing operations (cents) 205,07 4,36 - diluted earnings/(loss) from total operations (cents) 194,41 (44,45) - headline loss (cents) (39,63) (63,23) - diluted headline loss (cents) (36,16) (60,89) Reconciliation of basic loss to diluted loss and headline loss: Basic earnings/(loss) and diluted earnings/(loss) from total operations attributable to equity holders of the parent 343 699 (71 497) Profit on sale of non-current assets (409 997) (31 124) Impairments 2 366 4 684 Headline loss attributable to equity holders of the parent (63 932) (97 937) Reconciliation of weighted average number of shares: Basic weighted average number of shares 161 305 112 154 896 985 Diluted effect of share options 15 483 470 5 940 000 Diluted weighted average number of shares 176 788 582 160 836 985 CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Total share Total Retained capital reserves earnings R`000 R`000 R`000
Balance at 1 March 2009 214 982 1 678 212 702 Total comprehensive income/(loss) for the period - 27 466 (71 496) Issue of shares 7 816 - - Subsidiary holding treasury shares sold 2 417 - - Cross Company Management (Pty) Limited transferred to Trust - - 8 003 Employees share option scheme - 2 847 - Balance at 1 July 2010 Audited 225 215 31 991 149 209 Total comprehensive income/(loss) for the period - (40 149) 343 699 Issue of shares 47 054 - - Dilution of control in Sephaku Cement (Pty) Limited 319 859 - (319 859) Employees share option scheme - 1 548 1 782 Dividend paid - - (13 565) Balance at 30 June 2011 Audited 592 128 (6 610) 161 266 Dividend paid per share (cents) 8,71 Attributable to equity Non- holders of controlling Total the parent interests equity
R`000 R`000 R`000 Balance at 1 March 2009 429 362 83 579 512 941 Total comprehensive income/(loss) for the period (44 030) (11 905) (55 935) Issue of shares 7 816 - 7 816 Subsidiary holding treasury shares sold 2 417 - 2 417 Cross Company Management (Pty) Limited transferred to Trust 8 003 - 8 003 Employees share option scheme 2 847 - 2 847 Balance at 1 July 2010 Audited 406 415 71 674 478 089 Total comprehensive income/(loss) for the period 303 550 (6 772) 296 778 Issue of shares 47 054 - 47 054 Dilution of control in Sephaku Cement (Pty) Limited (64 902) (64 902) Employees share option scheme 3 330 - 3 330 Dividend paid (13 565) - (13 565) Balance at 30 June 2011 Audited 746 784 - 746 784 Dividend paid per share (cents) NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL RESULTS Segmental reporting Cement Fluorspar Other R`000 R`000 R`000 Segment information for the Group - 30 June 2010 Audited Segment (profit)/loss 86 215 2 712 (12 590) Segment assets 470 558 53 252 149 631 Segment liability (127 410) (59 033) (22 427) Consolidation Total R`000 R`000 Segment information for the Group - 30 June 2010 Audited Segment (profit)/loss 13 837 90 174 Segment assets (60 851) 612 590 Segment liability 74 369 (134 501) Segment information for the Group - 30 June 2011 - Audited Due to the dilution of Sephaku Holdings` interest in Sephaku Cement (Pty) Limited and the unbundling of Incubex Minerals Limited ("Incubex") subsidiaries` assets and liabilities, the only reportable segment in 2011 is Fluorspar. No segment reporting has therefore been presented in the current reporting period. Basis of preparation The condensed consolidated provisional results for the twelve months ended 30 June 2011 ("annual reporting period") have been prepared in in accordance with IAS 34: Interim Financial Reporting, as well as the AC 500 statements and interpretations, on a historical cost basis and conform to International Financial Reporting Standards ("IFRS"). The accounting policies adopted for the annual reporting period are consistent with those applied in the financial statements for the Group for the period ended 30 June 2010. The annual reporting period announcement has been prepared in accordance with the disclosure requirements of the JSE Limited Listings Requirements and the Companies Act of South Africa. The preparation of the financial statements have been supervised by NR Crafford- Lazarus (CA (SA)) and Steven Steyn (CA(SA)). Audit opinion The financial results have been audited by the Group`s external auditors PKF (Pta) Inc. A copy of their unqualified audit report is available for inspection at the Company`s registered office. Statement on going concern The financial statements for the annual reporting period have been prepared on the going-concern basis as the directors have every reason to believe that the Company has adequate resources in place to continue in operation for the foreseeable future. Significant events and transactions Restructuring The Group was restructured during the annual reporting period in order to represent a more defined and focused investment opportunity to the market. Sephaku Holdings has disposed of all of the shares that it held in its subsidiaries to Incubex, save for its cement and fluorspar interests. Subsequently, Sephaku Holdings distributed all of the issued shares in Incubex to its shareholders in the form of a dividend in specie of R13,6 million in the ratio of one Incubex share for every ten Sephaku Holdings shares held. The impact of the restructuring on the annual reporting period results is the removal of the Incubex subsidiaries` assets and liabilities from Sephaku Holdings consolidation. The total loss for the Incubex subsidiaries for the annual period up to the unbundling on 31 October 2010, is included in the Statement of Comprehensive Income as a R2 million loss from discontinued operations. Dilution of interest in Sephaku Cement Sephaku Cement (Pty) Limited ("Sephaku Cement") issued shares for cash to Dangote Industries Limited ("Dangote Industries") during the annual reporting period in order to settle a loan of R75,6 million. Dangote Industries also subscribed for shares in an amount of R703,4 million resulting in Dangote Industries increasing its interest in Sephaku Cement from 19,76% to 64,00% with Sephaku Holdings retaining a 35,994% interest. The finalisation of the Dangote Industries` transaction places Sephaku Cement firmly on track to develop its Aganang and Delmas projects with sufficient equity funding and the necessary guarantees provided by Dangote Industries to secure the required debt financing. Sephaku Cement`s assets and liabilities are no longer consolidated in Sephaku Holdings but are shown as an equity accounted investment in associate at a fair value of R635 million on the date of dilution. Profit on dilution of interest in Sephaku Cement of R408 million is included in the Statement of Comprehensive Income as well as a loss of R16,7 million for the annual period to 15 October 2010, which is classified as loss from discontinued operations, as a result of the change in Sephaku Holdings` interest in Sephaku Cement from a subsidiary to an associate. African Nickel Holdings Sephaku Holdings` investment in African Nickel Holdings (Pty) Limited is carried at fair value less cost to sell of R21 million and is disclosed as an asset held for sale, as management is committed to a plan to dispose of the nickel assets in the near future. Fluorspar Mining Right GP/30/5/1/2/2 (293) MR was notarially executed by the Department of Mineral Resources on 26 July 2011 and is valid until 25 July 2031. Sephaku Fluoride Limited`s ("Sephaku Fluoride") two major deposits, the Outwash Fan deposit and the Plattekop deposit, are together believed to rank among the highest-grade fluorspar deposits in the world. Sephaku Fluoride intends developing these into a fluorspar mine, aiming to initially produce 180 000tpa of chemical-grade fluorspar by the end of 2013. Mineral resource and mineral reserve statements There have been no material changes to the Company`s mineral resource and mineral reserve statements as compared to those presented in the financial results for the sixteen months ended 30 June 2010. Events subsequent to 30 June 2011 On 12 October 2010 Ulipac (Pty) Limited ("Ulipac") (a wholly-owned subsidiary of Sephaku Fluoride) and Umbono Fluorspar Wallmannsthal (Pty) Limited ("Umbono") entered into an agreement whereby Ulipac acquired the Prospecting Right for the Fluorspar deposit on the Wallmannsthal Agricultural Holdings and the associated property from Umbono. This agreement was subject to the consent of the Minister of Mineral Resources in terms of section 11 of the Mineral and Petroleum Resources Development Act, which was obtained and executed on 8 August 2011. The purchase price of R15 million for the prospecting right and property will be settled by Ulipac as follows: -R6 million cash payable in monthly instalments of R1 million from 1 September 2011 to 1 February 2012. The balance of the cash portion shall accrue interest at the prime lending rate, which will be repaid with the final instalment; and - the issue of 2,5 million listed shares in Sephaku Holdings at R3,60 per share. One-third of the shares are subject to an 18-month restriction period and two- thirds of the shares are subject to a 24-month restriction period, in that Umbono will not be able to sell the restricted shares during the restriction period. Subsequent to year-end Sephaku Fluoride received a loan of US$10 000 000 which may be converted into an equity participation of 10% to 15%, subject to certain investment criteria. The conversion will take place at the earliest of a restructuring transaction by Sephaku Holdings and 31 January 2012. In the event that a restructuring transaction has not taken place by 31 January 2012, the loan will either be settled in cash together with accrued interest or shares. Changes to the board Mr Morrison Smit resigned as the financial director of the Company with effect from 28 February 2011 and Mr Steven Steyn was appointed as acting chief financial officer. There have been no further changes to the board of directors. On behalf of the board Neil Crafford-Lazarus Lelau Mohuba Pretoria CEO Chairman 29 September 2011 Company information Directors L Mohuba (Chairman), NR Crafford-Lazarus* (Chief Executive Officer) RR Matjiu*, CR de Bruin, MG Mahlare, GS Mahlati MM Ngoasheng, PF Fourie, J Bennette#, D Twist#, JW Wessels# *Executive #Alternate Company secretary Cross Company Management (Pty) Limited Registered office Suite 4A, Manhattan Office Park 16 Pieter Road, Highveld Technopark Centurion, 0169 Transfer Secretaries Computershare Investor Services (Proprietary) Limited 70 Marshall Street Johannesburg Sponsor Questco Sponsors (Proprietary) Limited www.sephakuholdings.co.za Date: 29/09/2011 16:52:01 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`). 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