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SKY - Sea Kay Holdings Limited - Change statement relating to the June 2011
reviewed financial results, Annual Report and notice of Annual General Meeting
SEA KAY HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2006/004967/06)
JSE code: SKY
ISIN: ZAE000102380
("Sea Kay" or "the company" or "the group")
CHANGE STATEMENT RELATING TO THE JUNE 2011 REVIEWED FINANCIAL RESULTS, ANNUAL
REPORT AND NOTICE OF ANNUAL GENERAL MEETING
CHANGE STATEMENT AND ANNUAL REPORT
Shareholders are advised that the annual report for the year ended 30 June
2011, which contains the audited annual financial statements for that year,
will be dispatched to shareholders on 30 December 2011 and contains the
following modifications to the reviewed condensed financial results for that
year, which were released on SENS on 28 October 2011:
AUDITED CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Audited Reviewed Audited
Year ended Year ended Reclassified
Year ended
30 June 30 June 30 June
2011 2011 2010
R`000 R`000 R`000
Revenue 186 286 186 286 629 734
Operating (loss) (28 143) (28 144) (173 423)
Investment revenue 1 051 1 051 7 521
Finance costs (16 428) (16 427) (40 917)
Share of (loss) in associate (2 740) (2 740) -
(Loss) before taxation (46 260) (46 260) (206 819)
Taxation 15 428 15 428 10 606
Loss from continuing operations (30 832) (30 832) (196 213)
Loss from discontinued operations - - (9 672)
Loss for the year (30 832) (30 832) (205 885)
Allocated as follows:
Equity shareholders of Sea Kay (30 832) (30 832) (239 172)
Minority Interest - - 33 287
(30 832) (30 832) (205 885)
Earnings from continued operations (30 832) (30 832) (196 213)
Earnings from discontinued - - (9 672)
operations
Reconciliation of headline
(loss)from continued operations
(Loss) attributable to equity (30 832) (30 832) (229 500)
holders -
Less: Profit on sale of investments (8 020) (8 020)
Less: Profit on sale of property,
plant and equipment (71) (71) (327)
Add: Loss on sale of property, plant
and equipment 73 73 -
Add: Impairment of Goodwill 10 070 10 070 90 442
Add: Loss of control of subsidiary 72 72 -
Headline (loss)from continued (28 708) (28 708) (139 385)
operations
Headline (loss) from discontinued - - (9 672)
operations
Weighted average number of shares in
issue (`000) 488 864 488 864 488 864
(Loss) per share from continuing and (6,31) (6,31) (48,92)
discontinued operations(cents)
(Loss) per share from continuing (6,31) (6,31) (46,94)
operations (cents)
Loss per share from discontinued
operations(cents) - (1,98)
Headline (loss) per share from (5,87) (5,87) (30,49)
continuing and discontinued
operations (cents)
Headline (loss) per share from (5,87) (5,87) (28,51)
continuing operations (cents)
Headline (loss) per share from - - (1,98)
discontinued operations (cents)
AUDITED CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Audited Reviewed Audited
Year ended 30 June Reclassified
30 June
30 June 2011 2010
2011 R`000 R`000
ASSETS R`000
Non-current assets 149 855 149 855 192 806
Property, plant and equipment 18 900 18 900 102 727
Investment in associates 130 933 130 933 -
Goodwill - - 89 983
Intangible assets 8 8 96
Deferred tax 14 14 -
Current assets 73 734 73 734 380 305
Inventories 3 981 3 981 8 390
Capital accounts to other vendors - - 109
Construction contracts and - - -
receivables
Trade and other receivables 44 179 44 179 241 285
Loans and receivables - - 1 914
Amounts due by customers 24 592 24 592 62 104
Cash and bank balances 982 982 66 503
Non-Current assets held for sale - - 21 108
and assets of disposal group
Total assets 223 589 223 589 594 219
EQUITY AND LIABILITIES
Total equity 32 869 32 869 63 701
Issued capital 170 076 170 076 170 076
Accumulated loss (137 207) (137 207) (106 375)
Minority interest - - 44 145
Non-current liabilities 63 862 63 862 131 471
Loans payable 10 917 10 917 24 343
Other financial liabilities 52 945 52 945 91 759
Instalment sale obligations - - 2 835
Deferred taxation - - 12 534
Current liabilities 126 858 126 858 334 588
Capital accounts from other - - 3 274
ventures
Trade and other payables 76 033 76 034 150 702
Other financial liabilities 31 898 31 898 119 711
Current tax payable 4 564 4 563 5 275
Short-term portion loans payable 167 167 170
Instalment sale obligations 1 082 1 082 12 781
Excess billing over work performed 13 089 13 089 33 689
Bank overdrafts 1 1 8 938
Lease smoothing liability 24 24 48
Liabilities of disposal group - - 20 314
Total equity and liabilities 223 589 223 589 594 219
Net asset value per share (cents) 6,72 6,72 22,06
Net tangible asset value per share 6,72 6,72 3,57
(cents)
Number of shares in issue at year 488 864 488 864 488 864
end (`000)
CONDENSED AUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Audited Reviewed Audited
Year ended Year ended Year ended
30 June 30 June 30 June
2011 2011 2010
R`000 R`000 R`000
Balance at 1 July 107 846 107 845 326 499
Net (loss)for the year (30 832) (30 832) (239 172)
Minority share in current year loss - - 33 287
Loss of control of subsidiary (44 145) (44 144) -
Adjustment of partial disposal of
subsidiary - - (12 768)
Balance at end of year 32 869 32 869 107 846
CONDENSED AUDITED CONSOLIDATED CASH FLOW STATEMENT
Audited Reviewed Audited
Year ended Year ended Year ended
30 June 30 June 30 June
2011 2011 2010
R`000 R`000 R`000
Cash flows from operating 15 786 25 271 10 180
activities
Cash flows from investment (30 922) (31 942) (2 042)
activities
Cash flows from financing (41 448) (47 544) (66 546)
activities
Total movement for the year (56 584) (54 215) (58 408)
Cash and cash equivalents at
beginning of year 57 565 55 196 115 973
Cash and cash equivalents at end of 981 981 57 565
year
CONDENSED SEGMENTAL ANALYSIS AS AT 30 JUNE 2011
Building, Civil Total
Material Engineering
Supply and
Property
Development
R`000 R`000 R`000
Revenue 186 286 - 186 286
(Loss) before tax (46 260) - (46 260)
Total assets 223 589 - 223 589
Total liabilities 190 720 - 190 720
Property, plant and 18 908 - 18 908
equipment and intangible
assets
Total current liabilities 126 857 - 126 857
CONDENSED SEGMENTAL ANALYSIS AS AT 30 JUNE 2010
Building, Civil Total
Material Engineering
Supply and
Property
Development
R`000 R`000 R`000
Revenue 168 102 461 632 629 734
(Loss)/profit before tax (266 041) 59 222 (206 819)
Total assets 113 510 480 709 594 219
Total liabilities 193 256 293 117 486 373
Property, plant and 20 670 82 057 102 727
equipment
Total current liabilities 74 301 260 287 334 588
NOTES
Changes to certain of the comparative figures were made as a result of the
disposal of subsidiaries, Business Venture Investments No. 2000 (Pty) Limited,
Seriso 474 (Pty) Limited ("Sedibeng Bricks") and Silver Falcon Trading 487
(Pty) Limited ("Silver Falcon") on 1 July 2010, which were reclassified as
discontinued operations.
The results, assets and liabilities of the disposal group are set out below:
Audited
Year ended
30 June
2010
R`000
Results of discontinued operations
Revenue 17 641
Expenses (27 111)
Loss before tax (9 470)
Taxation (202)
Loss after tax (9 672)
Assets and liabilities
Assets of disposal groups
Property, plant and equipment 8 733
Inventory 3 606
Trade and other receivables 8 205
Intangible assets 433
Cash and cash equivalents 131
Total 21 108
Liabilities of disposal groups
Loans payable 8 192
Deferred taxation 578
Finance lease obligation 909
Other financial liabilities 1 472
Operating lease liability 264
Current tax payable -
Trade and other payables 6 399
Bank overdraft 2 500
Total 20 314
Cashflow of disposal group
Net cashflow
2 375
BASIS OF PREPARATION AND ACCOUNTING POLICIES
These audited results have been prepared in accordance with the framework
concepts and the recognition and measurement requirements of International
Financial Reporting Standards (IFRS), the Companies Act (Act 71 of 2008), as
amended, the presentation and disclosure requirements of International
Accounting Standards (IAS 34: Interim Financial Reporting), the Listings
Requirements of the JSE Limited and the AC500 Standards as issued by the
Accounting Practices Board or its successor. The accounting policies and
standards applied in the preparation of these audited results comply with IFRS
and are consistent with those applied in the comparative year, except for
statements, amendments and interpretations that came into effect this year,
which have no impact on Sea Kay.
AUDIT OPINION
The company`s independent auditors, SAB&T Inc, have issued a qualified audit
opinion on the annual financial statements for the year ended 30 June 2011 as
follows:
"We draw attention to the Going Concern paragraph contained in the directors
report.
The Group reported a headline loss attributable to the owners of the parent of
R28 708 364, and experienced significant pressures on liquidity during the
period under review, partially as a result of disputes with certain debtors and
financiers.
The ability of the Group to honour its commitments and provide adequate working
capital to sustain its operations are dependent on a combination of factors
including the successful outcome of negotiations, procuring additional funds
and/or refinancing certain operations as well as a return to profitability.
The uncertain outcome of these events indicate material uncertainties which
cast doubt on the Groups ability to continue as a going concern and the Group
may therefore not be in a position to realise its assets and discharge its
responsibilities in the normal course of business."
STATEMENT OF GOING CONCERN
The process to address the uncertainties identified by management and alluded
to in the auditor`s audit opinion that the board of directors embarked on
during the previous financial year has not been concluded and will carry on
into the next financial year. This process previously reported to include the
review and restructuring of receivables and payables processes to ensure that
the group will be in a position to operate adequately has been addressed to
some extent but need some further work before completion. The fund-raising
exercise with a financial institution has been addressed and an outcome of the
application is expected within the next few weeks. The audited annual financial
statements have accordingly been prepared on the going concern basis, as the
directors have every reason to believe that the group has adequate resources in
place to continue operating.
NOTICE OF THE GENERAL MEETING
Notice is hereby given that the annual general meeting of shareholders of the
company will be held on Friday, 10 February 2012 at 10h00 at the offices of Sea
Kay, 7 Patton Street, Duncanville Vereeniging, to transact the business as
stated in the notice of annual general meeting forming part of the company`s
annual report.
Vereeniging
23 December 2011
Sponsor:
Vunani Corporate Finance
Date: 23/12/2011 11:15:01 Supplied by www.sharenet.co.za
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