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DGC - Digicore Holdings Limited - Group interim results for the six months ended

Release Date: 21/02/2012 07:09
Code(s): DGC
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DGC - Digicore Holdings Limited - Group interim results for the six months ended 31 December 2011 DIGICORE HOLDINGS LIMITED Incorporated in the Republic of South Africa Registration number: 1998/012601/06 JSE code: DGC ISIN: ZAE000016945 ("DigiCore" or "the company" or "the group") GROUP INTERIM RESULTS FOR THE SIX MONTHS ENDED 31 DECEMBER 2011 R401 million REVENUE R71 million EBITDA 41% UP SYSTEMS SHIPPED COMMENTARY The board is pleased to announce that in the six months to 31 December 2011, DigiCore delivered strong revenue growth of 24%, backed by even stronger system shipment growth of 41%. The company continues to consolidate its leadership position in fleet management by introducing complete mobile asset and resource management solutions. Ctrack market share is growing on the consumer side of the business, given our technological advantage and insurance partnerships. DigiCore`s international operations grew revenues by 51% for the six months, compared to the previous interim period. DigiCore has progressed well in converting to a service and subscription revenue model, placing the company on a stronger and sustainable profit growth path. As noted in our 2011 full-year results, this means a short-term lag in matching revenue and profit growth - reflected in revenue (up 24%), EBITDA (up 12%) and profit after tax (up 5%). We anticipate the lagged effect will substantially turnaround from the next financial year. Research and development (R&D) spend has been increased year on year by 33% to drive our new product roll out and leadership in niche vertical markets, such as mining, insurance, security, containerisation, public transport and fixed plant. The manufacturing operations also turned around from a loss in the interim period to a R10 million operational earnings contribution in the six months. The senior management team has been restructured and strengthened under new CEO Barney Esterhuyzen. The return of exceptional individuals Bruce Richards and Re Voogt to the group further deepens our industry experience and skills level. The UK and Ireland executive management teams have been completely restructured and galvanised under the leadership of the highly experienced John Wisdom (managing director) and Richard Brimelow (finance director). Financial review The six months ending 31 December 2011 was a period where the business base grew strongly in number of shipped systems, building our future subscription and service revenue streams. Substantial investment was made in maintaining our technology leadership. Revenue reflected attractive growth of 24% to R401 million compared to the prior year of R322 million. On the back of 41% growth in systems shipped, the product development and manufacturing segment (Engineering) grew revenue by 13%. The foreign distribution segment lifted revenues by 51%, benefiting from the newly acquired Australian operations not consolidated previously. In-line with the group`s strategy, annuity revenue rose by R41,7 million (26%) and now constitutes 50% of total revenue. Compared to fixed overheads in the group, it is comforting that annuity revenue almost covers this category expense. EBITDA increased favourably during the period by 12% to R70,7 million compared to the prior year. Depreciation and amortisation charges for the current year have increased against the prior year largely due to the increase in the rental assets to be depreciated and the first time amortisation of the intangible assets in the UK. Excluding exceptional items, operating expenses of the group were managed on budget. The rise in operational expenses of 37% includes additional budgeted R&D spend, further international expansion and a number of large extraordinary items that fell into this period namely: first-time amortisation in the UK of R2,6 million, once-off management restructuring in UK and Europe at R2,6 million and the launch of the insurance channel in South Africa at R4,4 million, which will not be repeated in future. After-tax earnings increased 5% to R26,4 million for the six months. Earnings per share and headline earnings per share are essentially flat at 10,1 cents and 10,0 cents respectively, due to additional shares in issue. Net cash generated by operations increased 47% to R24 million. Cash reserves were used during the period to build a strong rental book of future revenue streams. Working capital management was not optimal, given the new systems being implemented, and management is working to improve in this crucial area of operation. Engineering review The group`s engineering division comprises a manufacturing plant in Durban, development teams in SA, UK and Australia, a worldwide product support team and an internal information technology arm. In the first half of this financial year, we completed development of a new-generation 3G telematics device aimed at Japanese and Australian markets. The roll out of our new mobile web application CtrackMobi2 took place in February 2012. The group supplied leading-edge insurance telematics solutions in the period. The devices (systems) are used to calculate a driver score which, in turn, is used to unlock certain benefits for the policyholder. Massive growth is expected in this consumer insurance sector internationally on which DigiCore aims to capitalise. Operational highlights South Africa The South African consumer business underperformed against budget for the first six months, reflecting the exceptional demands on resources of the Discovery insurance project. On the fleet management side, the launch of FleetConnect in SA was a resounding success and the business is well prepared to launch this exciting product to the international market in 2012. The integrated fare-collection system project costs and launch delays impacted financial performance, but the successful launch of a pilot project in cooperation with Absa and the Peninsula Taxi Association is pleasing. Europe Our efforts to consolidate and build an integrated and cohesive pan-European business are developing well. In terms of corporate governance and company structure, we have made much progress in restructuring the European companies under a single holding company, Ctrack European Holdings Limited. The UK and Ireland were operationally profitable, but net profit was affected by exceptional charges, as noted above. The European economic crisis has had a marginal negative effect to date and system sales were flat on last year. Sweden, Italy and Belgium have recorded strong increases in sales. Our core markets in the Netherlands and Germany reflect lower sales volumes compared to the previous year. In most countries, pricing pressure is still prevalent and customers are becoming more demanding in terms of technology. We progressed our European insurance roll out over the period by leveraging off the invaluable experience gained in South Africa and technology first-mover advantage in driver behaviour-related insurance telematics. Africa Our African operations beyond SA have recorded exceptional growth in the past six months. Ctrack Africa is currently present in 22 countries, with distributors located in 16 of these countries. The African business unit exceeded budget for the first six months of the financial year, rolling out some large projects with a few of the biggest mining houses in the world (BHP Billiton and Rio Tinto). As we expand our footprint in the mining sector in various countries, we will train and use local distributors for first-line support, helping them grow their own businesses. Australia The Australian and New Zealand operations (VMS) were substantially ahead of budget for the six months. Major new Ctrack product launches and a rebranding drive are planned for February 2012. VMS continues to work with Transport Certification Australia on the electronic work diary (EWD) project and has also started on a new trial, partnering with Telstra and the federal government, on a new road tax project. Sales opportunities in the region are growing. Discussions have started with notable insurance companies while targeting vertical marketing silos, as identified by global opportunities. Industry comments DigiCore is positioning itself to lead the industry shift away from selling tracking services, towards a service-and-subscription revenue model supported by an ongoing value-add solutions offering. A new division, strategic and special projects, has been formed as part of the group`s recent restructuring. This division is tasked to identify and define innovative applications and future telematic trends. Insurance telematics is just one example of this approach, with our success in this field reflected in DigiCore`s insurance telematics solutions being duplicated in other countries. Working on a number of other telematics initiatives outside the traditional vehicle and fleet management areas, this is a key part of DigiCore`s strategy to be a leader in reshaping the telematics industry. Outlook The European economic crisis remains a concern, but we are cautiously optimistic that the group will show improved revenue and earnings growth for the full year to 30 June 2012. For and on behalf of the board. NH Vlok BC Esterhuyzen Chairman Chief Executive Officer 21 February 2012 ABRIDGED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION at 31 December 2011 31 Dec 11 31 Dec 10 30 Jun 11 R`000 Notes (Unaudited) (Unaudited) (Audited) Assets Non-current assets 447 953 360 321 417 021 Property, plant and equipment 2 181 859 130 380 158 265 Goodwill 156 512 174 874 156 234 Intangible assets 3 58 402 38 728 53 626 Investments in associates 6 813 2 494 4 525 Other financial assets 18 821 7 165 19 901 Deferred tax 25 546 6 680 24 470 Current assets 406 141 389 882 365 916 Inventories 116 629 98 437 93 859 Other financial assets 5 930 - - Current tax receivable 2 046 4 650 2 046 Trade and other receivables 237 303 216 419 216 919 Cash and cash equivalents 44 233 70 376 53 092 Total assets 854 094 750 203 782 937 Equity and liabilities Equity attributable to equity holders of parent 624 997 492 871 613 982 Share capital and premium 166 215 82 585 166 215 Foreign currency translation reserve (18 253) (30 725) (14 194) Share-based payment reserve 7 288 4 484 7 288 Retained income 469 747 436 527 454 673 Non-controlling interest 20 345 14 732 17 322 Non-current liabilities 39 048 35 826 35 130 Other financial liabilities 26 543 31 896 26 324 Finance lease obligation 4 10 430 3 418 6 731 Deferred tax 2 075 512 2 075 Current liabilities 169 704 206 774 116 503 Other financial liabilities 5 16 936 6 299 6 560 Current tax payable 19 907 10 130 12 214 Finance lease obligation 4 5 616 2 686 4 923 Trade and other payables 93 230 89 714 81 412 Provisions 12 015 9 286 10 871 Bank overdraft 22 000 88 659 523 Total equity and liabilities 854 094 750 203 782 937 Net asset value per share (cents) 252,4 226,4 247,9 Net tangible asset value per share (cents) 165,6 128,3 163,1 ABRIDGED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME for the six months ended 31 December 2011 Six months Six months Year ended ended ended
31 Dec 11 Growth 31 Dec 10 30 Jun 11 R`000 (Unaudited) % (Unaudited) (Audited) Revenue 400 504 24 322 442 712 248 Earnings before interest, impairments, taxation, depreciation and amortisation (EBITDA) 70 722 12 63 157 130 715 Depreciation and amortisation (32 744) 43 (22 889) (46 661) Impairment of intangible assets - - (139) Operating profit 37 978 (6) 40 268 83 915 Investment revenue 142 75 85 Income/(Loss) from equity-accounted investments 288 (583) 436 Finance costs (1 309) (3 667) (6 283) Profit before taxation 37 099 3 36 093 78 153 Taxation (10 719) (2) (10 943) (23 733) Profit after tax 26 380 5 25 150 54 420 Profit attributable to: Equity holders of the parent 23 804 5 22 774 49 454 Non-controlling interest 2 576 2 376 4 966 26 380 25 150 54 420 Other comprehensive (loss)/income: Exchange differences on translating foreign operations (4 059) (8 981) 7 550 Total comprehensive income for the period 22 321 38 16 169 61 970 Total comprehensive income for the period attributable to: Equity holders of the parent 19 745 43 13 793 57 004 Non-controlling interest 2 576 2 376 4 966 22 321 16 169 61 970
Six months Six months ended ended Growth 31 Dec 10 Earnings per share (Note 6) 31 Dec 11 % Restated* Earnings per share (cents) 10,1 (6) 10,7 Diluted earnings per share (cents) 10,1 (6) 10,7 Headline earnings per share (cents) 10,0 (4) 10,5 Diluted headline earnings per share (cents) 10,0 (4) 10,5 Interim dividend per share (cents) 3,0 3,0 Final dividend per share (cents) Number of ordinary shares in issue (`000) 247 669 217 669 Weighted average number of ordinary shares in issue (`000) 235 464 210 018 Prior period adjusted for effect of rights issue (`000) 2 100 Weighted number of shares in issue to be used in the calculation of basic and diluted earnings per share (`000) 235 464 212 118 Reconciliation of headline earnings: Basic and diluted earnings 23 804 22 774 Adjusted for: Profit on sale of fixed assets (209) (770) Impairment of intangible assets - - 23 595 22 004
Tax effect on adjustments 58 216 Basic and diluted headline earnings 23 653 22 220 Six months ended
31 Dec 10 Year (As previously ended Earnings per share reported) 30 Jun 11 Earnings per share (cents) 10,8 22,4 Diluted earnings per share (cents) 10,8 22,4 Headline earnings per share (cents) 10,5 22,2 Diluted headline earnings per share (cents) 10,5 22,2 Interim dividend per share (cents) 3,0 Final dividend per share (cents) 3,0 Number of ordinary shares in issue (`000) 247 669 Weighted average number of ordinary shares in issue (`000) 220 756 Prior period adjusted for effect of rights issue (`000) Weighted number of shares in issue to be used in the calculation of basic and diluted earnings per share (`000) 220 756 Reconciliation of headline earnings: Basic and diluted earnings 49 454 Adjusted for: Profit on sale of fixed assets (749) Impairment of intangible assets 139 48 844 Tax effect on adjustments 210 Basic and diluted headline earnings 49 054 *Earnings per share and diluted earnings per share have been restated for 2010 financial period due to the rights issue of shares. ABRIDGED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY for the six months ended 31 December 2011 Six months Six months Year ended ended ended 31 Dec 11 31 Dec 10 30 Jun 11 R`000 (Unaudited) (Unaudited) (Audited) Share capital and premium Share capital and premium at the beginning of the period 166 215 82 585 82 585 Issue of shares - - 83 630 Share capital and premium at the end of the period 166 215 82 585 166 215 Reserves Foreign currency translation reserve Balance at the beginning of the period (14 194) (21 744) (21 744) Translation differences for the period (4 059) (8 981) 7 550 Balance at the end of the period (18 253) (30 725) (14 194) Equity-settled share-based payment reserve Balance at the beginning of the period 7 288 4 484 4 484 Share-based payment cost for the period - - 2 804 Balance at the end of the period 7 288 4 484 7 288 Reserves at the end of the period (10 965) (26 241) (6 906) Retained income Retained income at the beginning of the period 454 673 420 065 420 065 Profit for the period 23 804 22 774 49 454 Dividends paid (8 730) (6 312) (14 846) Retained income at the end of the period 469 747 436 527 454 673 Non-controlling interest Balance at the beginning of the period 17 322 12 356 12 356 Non-controlling interest on acquisitions made during the period 447 Profit for the period 2 576 2 376 4 966 Balance at the end of the period 20 345 14 732 17 322 ABRIDGED CONSOLIDATED STATEMENTS OF CASH FLOWS for the six months ended 31 December 2011 Six months Six months Year ended ended ended 31 Dec 11 31 Dec 10 30 Jun 11 R`000 (Unaudited) (Unaudited) (Audited) Cash flows from operating activities 24 118 16 452 64 853 Cash generated from operations 37 041 30 139 109 713 Interest income 142 75 85 Dividends paid (8 730) (6 312) (14 846) Finance costs (1 309) (3 667) (6 283) Tax paid (3 026) (3 783) (23 816) Cash flows from investing activities (69 442) (34 679) (108 456) Cash flows from financing activities 14 988 (12 367) 83 854 Total cash and cash equivalents movement for the period (30 336) (30 594) 40 251 Cash and cash equivalents at the beginning of the period 52 569 12 311 12 318 Total cash and cash equivalents at the end of the period 22 233 (18 283) 52 569 SEGMENTAL ANALYSIS for the six months ended 31 December 2011 Six months Six months Year ended ended ended 31 Dec 11 31 Dec 10 30 Jun 11 R`000 (Unaudited) (Unaudited) (Audited) Revenue SA Distribution 271 433 249 313 523 397 External Revenue 257 762 220 158 480 049 Internal Segment Revenue 13 671 29 155 43 348 Foreign Distribution 128 140 84 615 198 040 External Revenue 122 881 84 615 198 040 Internal Segment Revenue 5 259 - - Product Development and Manufacturing 108 275 95 481 206 157 External Revenue 15 477 9 548 26 770 Internal Segment Revenue 92 798 85 933 179 387 Group Services 6 862 10 581 20 109 External Revenue 4 384 8 121 7 389 Internal Segment Revenue 2 478 2 460 12 720 514 710 439 990 947 703 Inter Segmental Revenue (114 206) (117 548) (235 455) 400 504 322 442 712 248
Operating profit/(loss) SA Distribution 26 125 33 520 58 812 Foreign Distribution (Note 7) (1 218) 3 204 3 008 Product Development and Manufacturing 10 948 (3 119) 14 661 Group Services 2 123 6 663 7 434 37 978 40 268 83 915 Investment revenue 142 75 85 Income/(Loss) from equity-accounted investments 288 (583) 436 Finance costs (1 309) (3 667) (6 283) Profit before taxation 37 099 36 093 78 153 Segment assets SA Distribution 305 479 271 590 287 701 Foreign Distribution 171 201 109 817 135 771 Product Development and Manufacturing 168 194 161 027 161 814 Group Services 266 377 239 132 246 808 911 251 781 566 832 094 Eliminations (57 157) (31 363) (49 157) Total assets 854 094 750 203 782 937 Segment liabilities SA Distribution (60 348) (77 448) (50 845) Foreign Distribution (113 181) (74 429) (33 994) Product Development and Manufacturing (19 061) (40 733) (25 864) Group Services (73 319) (81 353) (90 087) (265 909) (273 963) (200 790) Eliminations 57 157 31 363 49 157 Total liabilities (208 752) (242 600) (151 633) NOTES TO THE ABRIDGED GROUP INTERIM FINANCIAL STATEMENTS 1. Basis of preparation and presentation of interim financial statements The abridged group interim financial statements have been prepared in accordance and comply with International Financial Reporting Standards and are presented in terms of disclosure requirements set out in IAS 34: Interim Financial Reporting, as well the AC 500 standards as issued by the Accounting Practices Board or its successor, the JSE Limited ("JSE") Listings Requirements, and the requirements of the Companies Act, 2008. The financial statements are based on appropriate accounting policies, consistently applied with those used in the audited annual financial statements for the year ended 30 June 2011, which are supported by reasonable and prudent judgements and estimates. The board has approved the group interim financial statements which have been abridged for purposes of this report. The interim financial statements were compiled under the supervision of Mr FJ Schindehutte CA(SA), the Group Chief Financial Officer and Mr V Venkatkumar CA(SA), the Group Financial Manager. The group interim financial statements have not been audited or reviewed by the group`s auditors, PKF (Gauteng) Incorporated. Any reference to future financial performance included in this announcement has not been reviewed or reported on by the group`s auditors. 2. Property, plant and equipment Property, plant and equipment has increased over the six-month period due to significant investment into the motor vehicle fleet of R7,4 million and into rental assets of R36,4 million. The group`s overseas operations also increased their asset base by R6,1 million over the same period. 3. Intangible assets During the six-month period a further R5,9 million worth of development costs were capitalised to the statement of financial position for development of vehicle tracking solutions to be sold in the future. Of this amount R2,5 million relates to the integrated fare collection project. 4. Finance lease obligations Finance lease obligations have increased by R4,4 million over the six-month period due to the expansion of the group`s motor vehicle fleet. 5. Other financial liabilities Other financial liabilities include the unsecured overdraft facilities granted to the group by Grindrod Bank which bears interest at prime plus 1%, the bond over group`s head office property in the Route 21 Corporate Park, and the Euro- denominated loan with Barclays Bank. 6. Earnings per share The difference between the total number of shares in issue and the weighted number of shares in issue relates to treasury shares, held by the share trust to provide share options to employees that will convert in future. The weighted number of shares in issue for the prior interim period has increased from the amount previously reported by 2,1 million shares due to the rights offer. This has had a reducing effect on the reported earnings per share for the prior interim period from 10,8 cents per share to 10,7 cents per share. Headline earnings per share has stayed constant for the prior interim period at 10,5 cents per share. 7. Segment information There has been no change in the basis of segmentation or the measurement of segment profit since the last interim or annual financial statements. Included in the operating profit of the product development and manufacturing segment is R2,5 million relating to C-Track Africa. C-Track Africa is a division of this segment and focuses on the distribution of fleet management and vehicle tracking solutions to the African consumer market, excluding South Africa. 8. Business combinations Vehicle Management Systems (Proprietary) Limited On 1 July 2011 the group purchased a further 41,9% interest in Vehicle Management Systems (Proprietary) Limited ("VMS") taking the group`s shareholding in VMS to 67% which resulted in the group obtaining control over VMS. The fair value purchase consideration of R1 487 055 was paid in cash. The group previously owned 25,1% of the issued share capital of VMS and the results of VMS were accounted for using the equity method up until 30 June 2011. VMS is principally involved in the distribution of fleet management and vehicle tracking solutions to the Australian and New Zealand consumer market. As a result of the acquisition, the group is expecting to increase their market share in that area. It is also expecting to reduce costs through economies of scale. Goodwill of R736 020 arising from the acquisition consists largely of the synergies and economies of scale expected from combining the operations of the entities, as well as from intangible assets which did not qualify for separate recognition. Goodwill is not deductible for income tax purposes. Fair value of assets acquired and liabilities assumed (figures in R`000) Property, plant and equipment 799 Deferred tax 691 Inventories 1 987 Trade and other receivables 7 427 Cash and cash equivalents 2 050 Trade and other payables (6 214) Other financial liabilities (5 179) Current tax payable (121) Total identifiable net assets on 1 July 2011 1 440 Fair value of non-controlling interest on 1 July 2011 (447) Goodwill 736 1 729 Acquisition date fair value of consideration paid Cash (1 487) Fair value of investment in VMS at 30 June 2011 (242) Revenue and profit or loss of VMS Revenue of R30 million and profits of R3,1 million of VMS have been incorporated into the group`s results for the six months ended 31 December 2011. The acquisition of VMS is based on provisional fair values as the group has not yet determined the fair values of the identifiable assets, liabilities and or contingent liabilities. The fair value of the business will be accurately determined by the next reporting date. 9. Goodwill The goodwill amount per the statement of financial position is reconciled as follows: (figures in R`000) Balance at 30 June 2011 156 234 Additions through business combinations 736 Foreign exchange movements (458) Balance at 31 December 2011 156 512 10. Post period-end events As announced on the SENS on 13 January 2012, the group has entered into a transaction to purchase the remaining 30% of the issued share capital of DigiCore Fleet Management SA (Proprietary) Limited. The fair value consideration for the transaction is set at R13,2 million and is payable within 24 months from 25 July 2011. In terms of the transaction the 30% shareholding will vest in DigiCore only once the consideration is paid in full, therefore the effective date of this transaction is 25 July 2013. Other than those disclosed above, there have been no significant events subsequent to the reporting date and up to the date of this report that would require adjustment to the interim financial statements or further disclosure. CORPORATE GOVERNANCE The board of directors aspires to conduct the group`s business with responsibility, accountability, fairness and transparency and strives to be a good corporate citizen. The directors agree with the spirit and principles of corporate governance set out in the King Report on Governance in South Africa (2009) (King III). The board is committed to applying appropriate corporate governance policies and practices in each company in the group. The JSE mandates certain disclosure requirements on corporate governance and DigiCore complies in all material aspects to the regulations and codes of the exchange. SUSTAINABILITY Sustainability forms the cornerstone of our values and is part of our board`s mandate. The group understands that its business is part of the greater environment in which we live, so our actions are shaped by national and international trends in sustainable development. DigiCore is a long-term business and this determines our actions as the group strive to be a responsible corporate citizen and respect the society and environment in which we operate. The focus of the group going forward is to balance financial growth with our focus on people, especially staff satisfaction, while ensuring we remain committed to equal opportunity employment and stakeholder satisfaction. It underpins our approach to attracting, retaining and developing our people. It guides our actions in the contribution we make to preserving our environment. It drives our continued cost-effective growth. In support of the vision and strategy on sustainability, the group has adopted the Global Reporting Initiative Framework for which a report has been prepared in accordance with GRI G3.1 guidelines. With the release of the Integrated Annual Report 2011 in October 2011, DigiCore obtained external assurance and the application level C+ report is available. Please refer to the website for further information on sustainability within the group. CORPORATE PROFILE DigiCore is a JSE-listed company that provides its global client base with advanced mobile asset-tracking and management solutions. The company owns proprietary technology that is ahead of the market thanks to 20 years of extensive investment in research and development. With over 600 000 systems sold globally, DigiCore is a leader in telematic technology and delivers real efficiencies and cost savings to a host of blue- chip companies from all corners of the globe, as well as tens of thousands of satisfied private vehicle owners. The company`s operations extend to six continents and it has more than 1 200 full-time employees, with another 1 000 partner staff involved with the Ctrack product. DigiCore specialises in the entire telematics value chain from research, design, development, manufacture, to sales and support of its proprietary technology - a genuine end-to-end solution provider. DigiCore`s core business is Telematics Technology: - we supply superior mobile asset tracking and machine to machine communication solutions for managing fleets, equipment, containers, private vehicles and mobile field workers, - we develop integrated software solutions for asset management, dispatching, scheduling and information management to fleet owners, the insurance industry, private vehicle owners and public transport operators. - Contactless electronic fare collection systems for the public transport industry, and - We are a 51% shareholder in MotorOne, a supplier of "after sales" accessories to motor dealerships. Accessories include security and "infotainment" products as well as Ctrack. CHANGES TO THE BOARD OF DIRECTORS The following changes to the board took place over the period: - Mr Francois Schindehutte resigned as Group Chief Financial Officer with effect from 10 February 2012; and - Mr Andreas (Re) Voogt has been appointed as the Group Chief Financial Officer. Shareholders are referred to the SENS announcement dated 27 January 2012. CASH DIVIDEND DECLARATION In line with company policy, the board has declared an interim dividend of 3 cents per share for the six months ended 31 December 2011 (2010: 3 cents per share). Payment will be made on Monday, 14 May 2012 to shareholders recorded in the register on Friday, 11 May 2012. The last day to trade to qualify for the dividend will be Friday, 4 May 2012 and the shares will be traded ex dividend from Monday, 7 May 2012. Share certificates may not be dematerialised or rematerialised between Monday, 7 May 2012 and Friday, 11 May 2012. Registered office DigiCore Building, Regency Office Park, 9 Regency Drive, Route 21 Corporate Park, Irene Ext 30, Centurion, South Africa P.O. Box 68270, Highveld Park, 0169, Tel: +27 (0)12 450 2222, Fax: +27 (0)12 450 2497 Transfer secretaries Computershare Investor Services (Pty) Limited, 70 Marshall Street, Johannesburg, 2001 P.O. Box 61051, Marshalltown, 2107 Sponsor PSG Capital (Pty) Limited Auditors PKF (Gauteng) Incorporated Directorate Executive BC Esterhuyzen (Chief Executive Officer), SR Aberdein, D du Rand, MD Rousseau, J Verster Non-executive NH Vlok (Non-executive Chairman), NA Gasa (Lead independent), BS Khuzwayo, B Marx, LG Msengana-Ndlela, SS Ntsaluba, G Pretorius, JD Wiese Company secretary DA Nieuwoudt www.digicore.com www.ctrack.co.za Date: 21/02/2012 07:09:13 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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