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KGM - Kagiso Media Limited - Interim results for the six month period ended 31

Release Date: 29/02/2012 17:00
Code(s): KGM
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KGM - Kagiso Media Limited - Interim results for the six month period ended 31 December 2011 Kagiso Media Limited ("Kagiso Media", "the group" or "the company") Registration number: 1957/000036/06 Share code: KGM ISIN: ZAE000014007 Interim results for the six month period ended 31 December 2011 - Revenue 15% increase in group revenue to R455,3m (2010: R395,2m) - Profit before tax 13% increase in profit to R165,6m (2010: R146,0m) Commentary 1. Financial review General Group revenue (restated to exclude LexisNexis) for the six-month period to 31 December 2011, grew by 15% from R395,2 million to R455,3 million. Profit before income tax increased by 13% from R146,1 million to R165,7 million. The adjusted interim earnings per share (EPS) and headline earnings per share (HEPS) were higher than the comparable period at 82,3 cents per share (2011: 76,8 cps), mainly due to the significant trading improvement of the Broadcasting Division. The Broadcasting Division has posted excellent results on the back of focused customer initiatives and new content investment. For the period under review, operating margins declined from 34,2% to 32,7%. The operating margin for the group decreased due to lower margins achieved in the Content division. Urban Brew was affected by production delivery phasing from major broadcasting customers delaying projects to 2012. There is continued focus in the Group on cost initiatives with the benefits of the recent restructures anticipated to be reflected in the next six months` results. During the period under review the company settled the remaining preference share debt, leading to a reduction in financing costs. Associates The after-tax share of results of associates is 58% better than the prior period at R12,8 million. This is due mainly to an increase in the Group`s effective economic interest holding in Kaya FM from 22,5% in 2010 to 47,4% in 2011 and a decrease in the Group`s holding in Heart 104.9 from 33,3% to 20%. The Kaya FM contribution to the Group`s results of R10,2 million, which is 124% up on 2010, is particularly pleasing. Disposal of LexisNexis KML disposed of its 50% interest in LexisNexis to Reed Elsevier on 15 December 2011 for a consideration of R565 million with an additional final dividend of R24,5 million being paid on that date. The results of LexisNexis are reflected as a discontinued operations in the interim income statement. Acquisition of Juta Subsequent to the interim period, the shareholders of Juta & Company Limited ("Juta & Co"), accepted Kagiso Media`s offer to acquire 100% of the shares in Juta & Co. The transaction is subject to regulatory approval, including approval by the Competition Tribunal. Minorities share of profits Minorities owned 20% of Jacaranda 94.2 and 49,9% of Gloo, MediaMark and Urban Brew Studios respectively. Minorities also own 35% of Knowledge Factory. The movement in the minorities` share of profits reflects the changes in the results of these units. 2. Operational review During the period under review and in the comparative preceding period, revenue, operating profit/(loss) and profit/(loss) contribution per business segment were as follows: Segmental analysis of the six months ended 31 December Revenue Operating Profit/(loss)* profit/(loss) 2011 2010 2011 2010 2011 2010 R000 R000 R000 R000 R000 R000
Corporate 997 (2 002) (12 400) (12 364) (11 185) (15 796) Broadcasting 305 217 251 877 155 577 120 846 120 817 109 070 Information and other** 17 034 9 985 (5 413) (1 505) 446 426 28 648 New Media 38 072 37 504 5 871 6 830 3 008 2 744 Content 93 985 97 886 5 076 21 288 1 680 7 420 Total 455 305 395 250 148 711 135 095 560 746 132 086 * Attributable to equity holders of the company ** Restated, including profit after tax arising on discontinuance of operations The Broadcasting Division delivered operating profit of R155,6 million (2010: R120,8 million). This was largely driven by the 21% increase in revenue. The Broadcasting business unit experienced a welcome return to spend from the financial services sector in the radio advertising industry. The Information and Other segment now excludes LexisNexis, and includes Mobil Alliance and Knowledge Factory, with the bulk of the latter companies` revenue and profit delivery planned for the next six months. The net profit on the disposal of LexisNexis is R450,7 million and is reflected under the Information and Other division. The effective acquisition date for Juta is expected to be April/May 2012, subject to the final approval of the Competition authorities. The New Media Division has had a tough start to the year. The ban imposed by government on online-gambling advertising affected the MSN business severely, as did the loss of an important account at Gloo. Replacement customers have been sourced and the benefit of this will be reflected in future results. Notwithstanding this, we are cautious about achieving the revenue targets for Gloo in 2012. In the Content division results for Urban Brew Studios have been disappointing for the six months trading. The content production market is expected to be challenging with major customers postponing content commitments for the remainder of 2012. 3. Financial position Working capital The Group reported cash of R716 million at 31 December 2011 which is up from R233,3 million at June 2011. While the cash conversion continues to meet targets, the bulk of the increased cash arises from the LexisNexis transaction. To meet our commitments relating to the Juta acquisition R300 million has been set aside to provide a guarantee to the Juta shareholders in terms of the purchase and sales agreement. Trade receivables increased to R216,6 million (a 17% increase on the prior year), largely driven by the improved performance of the Broadcasting Division. One of the group companies has a dispute with a major broadcaster for an unpaid debt of which KML`s share is R8 million. The matter is set down for arbitration in July this year. Income tax accruals have increased significantly with the provision for the capital gain on the LexisNexis sale amounting to R57 million. Cash Flow The cash flow from operating activities for the six months is R41,3 million and together with the cash for LexisNexis, placed the Group in a very positive cash position. Immediate major cash outflows are R300 million for Juta, once approved, CGT in respect of the LexisNexis disposal of R57 million and the settlement of the "agterskot" payment of R11 million in respect of Mobil Alliance. 4. Regulatory matters New Primary Market Radios Licences have been allocated and the consortiums that Kagiso Media participated in were not awarded any of the new licenses in Cape Town and Pretoria. The copyright Tribunal hearings regarding Needletime are anticipated to be concluded within the next six months. 5. Black economic empowerment Kagiso Media is rated at a level 3 contributor by the National Empowerment Rating Agency (NERA). The company is in the process of reviewing its status with a view to obtaining a new and better rating. We anticipate this to be completed by September 2012. 6. Interim dividend & special dividend declaration It is the group`s policy to return 50% of its headline earnings for the year to shareholders. As a consequence of this, it was decided that given the consistent cash conversion ability of the group, the company would pay a dividend of 41cents per share (40 cents in the prior year). Notice is hereby given that an interim dividend of 41cents (2010: 40 cents) per share has been declared in respect of the six months ending 31 December 2011 and is payable to holders of ordinary shares recorded on the register of the company on Friday, 23 March 2012. In addition as a result of the cash flow generated by the LexisNexis disposal the company will pay a further special dividend of 20 cents per share to all holders of ordinary shares as per the dates reflected below. The following salient dates apply to this dividend: Last day of trade cum-dividend Thursday 15 March 2012 Shares commence trading ex-dividend Friday 16 March 2012 Record date Friday 23 March 2012 Payment of dividend Monday 26 March 2012 Share certificates may not be dematerialised or rematerialised between Friday 16 March 2012 and Friday 23 March 2012, both days inclusive. In terms of the Companies Act, the directors confirm that, after the payment of the above dividend, the company will be able to meet its commitments and settle its liabilities as these fall due in the ordinary course of business and that its consolidated assets, fairly valued, exceed its consolidated liabilities. 7. Basis of preparation The Group, under the direction of the finance director Mervyn van Zyl (FCMA, CGMA, ACIS), have prepared condensed consolidated interim financial statements for the six months ended 31 December 2011 in accordance with IAS 34 "Interim Financial Reporting" and in compliance with the listing requirements of the JSE Limited and the South African Companies Act. The unaudited condensed interim financial report should be read in conjunction with the annual financial statements for the year ended 30 June 2011. The interim results have not been audited or reviewed by the Group`s auditors. 8. Accounting policies The accounting policies and methods of computation are consistent with those of the annual financial statements for the year ended 30 June 2011, as described therein. 9. Contingent liabilities The contingent liabilities, as reported in the 2011 annual financial statements, remain applicable. 10. Prospects The six months under review has seen an exceptional performance from the Broadcasting Division. Our radio stations should continue to perform strongly and we are particularly pleased with the strong showing of Jacaranda 94.2 in the Gauteng market and expect this performance to continue in the next six months. The acquisition of Juta, which is conditional on the Competition authorities approval would strengthen our Information segment and provide us with scope to participate fully in the opportunities provided by the rich content and information solutions market going forward. Mobil Alliance tendered for, and was awarded, the stadium advertising contract for Western Province Rugby Union (the group already has the contract for the Sharks). The contract commences with Super 15 in 2012. Our New Media business has won some excellent new contracts which will improve their results for the next six months. Notwithstanding this, our forecasts are tempered for the New Media division. Urban Brew Studios trading conditions for 2012 are still uncertain. KML is evaluating key strategic investments to further strengthen our media and information portfolio, and a portion of the proceeds from LexisNexis have been set aside for this purpose. The group will experience a degree of earnings leakage in 2012 with the disposal of LexisNexis, as the Juta deal once approved will only meaningfully impact the 2013 results. On behalf of the board RM Motanyane M Morobe Chairperson Chief Executive 29 February 2012 Consolidated statement of comprehensive income for the period ended 31 December 2011 Dec 2011 Dec 2010 June 2011 (Unaudited) (Restated) Change (Audited) R000 R000 % R000
Continuing operations Revenue 455 305 395 250 15 789 171 Operating profit 148 711 135 095 10 252 014 Profit before income tax 165 662 146 096 13 271 160 Income tax expense (42 315) (27 450) 54 (82 287) Profit for the period from 123 347 118 646 4 188 873 continuing operations Discontinued operations Profit after tax for the period 450 695 29 292 45 327 from discontinued operations Profit arising from discontinuance - - - of operations Profit for the period 574 042 147 938 288 234 200 Profit attributable to: Equity holders 560 746 132 086 325 203 586 Non-controlling interest 13 296 15 852 (16) 30 614 574 042 147 938 234 200 Earnings per share attributable to equity holders of the company during the year (expressed in cents): Basic earnings per share From continuing operations 82,3 88,7 (7) 118,3 From discontinuing operations 336,9 21,9 1 438 33,9 Total earnings per share 419,2 110,6 152,2 Diluted earnings per share From continuing operations 82,1 76,7 7 118,1 From discontinuing operations 336,4 21,9 1 436 33,8 Total diluted earnings per share 418,5 98,6 151,9 Consolidated statement of financial position Dec 2011 Dec 2010 June 2011 (Unaudited) (Restated) (Audited)
R000 R000 R000 Assets Non-current assets 638 454 563 088 615 684 Current assets 949 516 469 780 465 170 Assets classified as held-for-sale - 174 205 143 561 Total assets 1 587 970 1 207 073 1 224 415 Equity Total equity 1 299 379 792 129 785 399 Liabilities Non-current liabilities 77 432 205 260 83 083 Current liabilities 211 159 133 756 294 127 Liabilities directly associated with assets - 75 928 61 806 classified as held-for-sale Total liabilities 288 591 414 944 439 016 Total equity and liabilities 1 587 970 1 207 073 1 224 415 Consolidated statement of cash flows for the period ended 31 December 2011 Dec 2011 Dec 2010 June 2011 (Unaudited) (Restated) (Audited) R000 R000 R000
Cash flow from operating activities 41 256 68 813 106 059 Cash flow from investing activities 558 614 (28 155) (87 523) Cash flow from financing activities (117 100) (12 382) (36 619) Total cash movement for the year 482 770 28 276 (18 083) Cash and cash equivalents at the end of the 715 995 302 495 233 225 period Reconciliation of headline earnings Six months Six months Twelve months ended ended ended 31 Dec 31 Dec 30 June
2011 2010 2011 (Unaudited) (Restated) Change (Audited) R000 R000 % R000
Profit for the period attributable 560 746 132 086 325 203 586 to equity holders Profit arising from discontinuance (450 695) (29 292) - of operations Loss on disposal of investments - - 1 128 Loss on disposal of property, plant - - 79 and equipment Headline earnings 110 051 102 794 7 204 793 Headline earnings per share 82,3 76,8 7 153,1 Diluted headline earnings per share 82,1 76,7 7 152,8 Earnings per share - continuing operations Earnings per share (cents) 82,3 88,7 (7) 118,3 Diluted earnings per share (cents) 82,1 76,7 7 118,1 Earnings per share - discontinuing operations Earnings per share (cents) 336,9 21,9 1 438 33,9 Diluted earnings per share (cents) 336,4 21,9 1 436 33,8 Shares used in calculations Number of shares in issue (`000s) 133 792 133 792 - 133 792 Weighted average number of shares 133 726 133 726 - 133 726 in issue (`000s) Weighted average number of shares 133 983 133 983 - 133 983 in issue for diluted earnings per share (`000s) Condensed consolidated statement of changes in equity Six months Six months Twelve months
ended ended ended 31 Dec 31 Dec 30 June 2011 2010 2011 (Unaudited) (Restated) (Audited)
R000 R000 R000 Equity at the beginning of the period 785 399 715 207 715 207 Total comprehensive income for the period 574 042 147 938 234 200 Employee costs: share option scheme - 8 (542) Non-controlling interests` share of net - - 5 580 assets acquired Dividends paid (60 061) (71 024) (169 046) 1 299 380 792 129 785 399
Business combinations 1) Disposal of LexisNexis (Proprietary) Limited, an asset previously held- for- sale The sale of LexisNexis (Proprietary) Limited, a 50% owned joint venture of Kagiso Media Limited was concluded on 15 December 2011. The fair value of assets and liabilities of the subsidiary at the date of disposal were as follows: Total
R000 Property, plant and equipment 6 883 Intangible assets 19 556 Goodwill 8 166 Deferred income tax assets 10 796 Inventories 9 729 Trade and other receivables 65 520 Cash and cash equivalents 22 911 Deferred income tax liabilities (59) Trade and other payables (58 795) Income tax liabilities (2 952) Total value of assets and liabilities disposed 81 755 Sale proceeds 565 000 Less: Total value of assets and liabilities disposed (81 755) Less: Capital Gains Tax arising from disposal (57 050) Add: Dividend received 24 500 Profit on disposal in group`s accounts 450 695 2) Subsequent to the interim period, the shareholders of Juta Group Company Limited ("Juta & Co"), Juta Investments (Proprietary) Limited accepted Kagiso Media`s offer to acquire 100% of the shares in Juta &("Juta Investments") and Imfundo Investments (Proprietary) Limited("Imfundo") (collectively the "Juta Group"). The transaction is subject to the remaining conditions precedent being Takeover Regulation Panel (in terms of a compliance certificate to be issued in terms of the Companies Act); and the Competition Commission, Competition Tribunal and/or Competition Appeal Court, as the case may be and only to the extent required, in terms of the Competition Act 89 of 1998, as amended. Share capital Ordinary Share Number shares premium Total of shares R000 R000 R000
1 July 2011 133 791 854 1 338 14 510 15 848 Shares issued - employee share - - - - option scheme Share issue expenses - - - - 31 December 2011 133 791 854 1 338 14 510 15 848 1 July 2011 133 791 854 1 338 14 510 15 848 Shares issued - employee share - - - - option scheme Share issue expenses - - - - 30 June 2011 133 791 854 1 338 14 510 15 848 Registered office 1st Floor, Kagiso Tiso House, 100 West Street, Wierda Valley, Sandton, 2196 (PO Box 724, Northlands, 2116) Transfer secretaries Link Market Services South Africa (Proprietary) Limited, 13th Floor, Rennie House, 19 Ameshoff Street, Braamfontein, 2001 (PO Box 4844, Johannesburg, 2000) Sponsor Investec Bank Limited Directors RM Motanyane (Chairperson)#, M Morobe* (Chief Executive), MR van Zyl* (Financial Director), OC Essack*, HI Appelbaum, WB Cosby (Alternate), FF Gillion, RL Hiemstra#, JB Hinson, ZJ Matlala, AA Paruk#, A Patel, WC Ross#, M Vilakazi# *Executive #Independent Company Secretary DS Mtshali Also available at: www.kagisomedia.co.za Date: 29/02/2012 17:00:01 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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