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CNL - Control Instruments Group Limited - Results for the year ended 31 December

Release Date: 16/03/2012 09:44
Code(s): CNL
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CNL - Control Instruments Group Limited - Results for the year ended 31 December 2011 CONTROL INSTRUMENTS GROUP LIMITED (Incorporated in the Republic of South Africa) (Registration number: 1964/003987/06) Share Code: CNL ISIN: ZAE000001665 ("Control Instruments" or "the Company" or "the Group") RESULTS FOR THE YEAR ENDED 31 DECEMBER 2011 INTRODUCTION 2011 turned out to be a watershed year for Control Instruments. This was contrary to our expectations at the beginning of the year. The results for the year ended 31 December 2010 had shown a return to profitability and we had strong hopes for both the Aftermarket and OEM segments of our business. By the beginning of 2011, our international OEM operations had secured a number of new production programmes. Several of these were due to come on-stream during 2011, but by the middle of the year many of the programmes were being delayed. This added to the costs of the international OEM operations and placed pressure on their working capital requirements resulting in their requiring funding from the Group. The Board decided that the level of investment required and risks associated with it were not in the Group`s best interests, nor were the Group`s pockets deep enough to continue to fund the international OEM operations indefinitely. As a result it was decided to exit the international OEM operations. The impact of this action is reflected in the results for the year ended 31 December 2011. While the losses are significant, they are mainly accounting losses that relate to the write-off of investments made over a number of years. Most importantly, exiting the international OEM operations has stopped the drain on the Group`s cash resources as well as the distraction of senior management`s time. RESULTS Group revenue from continuing operations increased 3.7% to R833.9 million for the year ended 31 December 2011 from R804.2 million in the previous year and gross profit increased 2.8% to R208.5 million compared with R202.8 million (restated). The loss of R147.8 million for the 2011 financial year largely reflects the direct and indirect consequences of the decisive action taken in placing Pi Shurlok in the United Kingdom ("Pi Shurlok UK") under administration. R107.6 million of the loss is attributable to discontinued operations as follows: - R79.6 million relates to the net write-off of the investment in Pi Shurlok UK; the realisation of the accumulated foreign currency gains and losses; the derecognition of the deferred tax asset; and trading losses in respect of Pi Shurlok UK. - R9.4 million can be attributed to the impairment of the investment made by Pi Shurlok in Pietermaritzburg, South Africa ("Pi Shurlok SA") in the bespoke development of production and process tooling in preparation for the introduction of production programmes into its production facility. - R18.6 million arose from Group obligations relating to the exit of the foreign OEM operations and from the closure of the head office, which is no longer required in line with the reduced size of the Group. Of the R40.2 million loss included in continuing operations, R22.7 million relates to the net derecognition of the deferred tax asset in Pi Shurlok SA as a result of the closure of the foreign OEM operations on which it was reliant for new production programmes. Despite all of the above, the Group`s cash resources at the end of the year increased to R57.6 million compared with R41.7 million at the end of 2010. AFTERMARKET OPERATIONS - CI Automotive Revenue increased marginally to R487.7 million in the year under review compared with R472.9 million in the previous year. Despite some difficult trading conditions the aftermarket business has delivered a solid profitable performance for the past three years, with normalised EBITDA of R44.5 million, R53.2 million and R27.9 million in 2011, 2010 and 2009 respectively. CI Automotive with its strong management team, premium brands and good customer relationships is well positioned to take advantage of the current growth opportunities in both the South African and sub-Saharan Africa automotive aftermarkets. Our brands and the associated premium services offered by CI Automotive continue to allow us to attract high margins on our products. OEM OPERATIONS - Pi Shurlok SA Revenue in the OEM business increased from R334.7 million in the previous year to R348.4 million in the year under review. However, the reduction in margin is evident in the decrease in normalised EBITDA from R9.6 million for the previous year to a loss of R337 000 for the year under review. The poor financial performance of Pi Shurlok SA had a negative effect on the results of the Group`s continuing operations. This should be viewed against the backdrop of the decision to exit Pi Shurlok UK. In late 2010 and early 2011 Pi Shurlok SA invested extensively in the skills and capacity required to support the introduction of new production programmes that had been secured internationally. In the second half of 2011, when the outlook for these programmes in Europe began to deteriorate and Pi Shurlok UK was placed under administration, it became imperative that the cost base of Pi Shurlok SA be addressed. These actions unfortunately included the retrenchment of staff, particularly from within the new product launch teams. The associated costs of the retrenchments are reflected in the losses of Pi Shurlok SA and the continuing operations. We are satisfied that the restructuring of Pi Shurlok SA will enable it to build off its new base with minimal risk to the Group, provided there are no material fall-offs in the forecasted volumes. AUDITOR`S REPORT PricewaterhouseCoopers Inc. has audited the results for the year ended 31 December 2011 and their unqualified audit reports on the Group annual financial statements and the Group abridged financial statements are available on request at the Company`s registered office. PROSPECTS The Group has now returned to its South African roots and is predominantly focused on supplying products into the automotive aftermarkets in South Africa and sub-Saharan Africa. The timing for this renewed focus is good as the South African economy is showing signs of growth, compared with European markets. In addition, it is increasingly apparent that South Africa is becoming a springboard into sub-Saharan Africa as international companies `come to Africa` to take advantage of the growth that is being experienced on the continent. CI Automotive has a solid foundation in South Africa. This will provide a base from which to expand into the growth opportunities in the sub-Saharan African automotive aftermarket. Sub-Saharan Africa has an ageing car pool, a growing market for second life vehicles and immature aftermarket distribution channels, all of which make it an area of good growth for automotive aftermarket products. Dramatic changes in the world, including the economic situation and competitive forces in the markets in which our OEM businesses operate, all combined to the detriment of our OEM businesses. In order to position the Group for a sustainable future the Board has taken decisive and, we believe, appropriate action. Control Instruments has been in business in one form or another for over 60 years in South Africa and we have confidence that the steps taken will ensure that it will grow in this market. The Group has emerged from the substantial restructuring leaner and more focused and with renewed vigour and energy. Management now has more time to concentrate on the remaining businesses and particularly on developing the aftermarket business. The automotive industry has not fully recovered and is certainly nowhere near the levels we saw prior to its collapse at the end of 2008. Although management still has work to do to increase profitability, the Board is confident of their ability to deliver. On behalf of the Board JPS O`LEARY, Chairman SD ROGERS, Chief Executive Officer 16 March 2012 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 31 DECEMBER 2011 2011 2010
Audited Audited R 000 R 000 ASSETS Non-current assets 197 454 280 636 Property, plant and equipment 115 987 123 621 Intangible assets 79 069 123 381 Investments in joint ventures 1 191 980 Available-for-sale financial assets 320 768 Deferred income tax assets 887 31 886 Current assets 247 476 274 131 Inventories 113 459 136 594 Trade and other receivables 71 322 92 322 Financial assets at fair value through profit or loss 202 162 Current income tax assets - 3 Cash and cash equivalents 62 493 45 050 Total assets 444 930 554 767 EQUITY AND LIABILITIES Capital and reserves 166 941 291 992 Share capital 6 972 6 972 Share premium 396 996 396 996 Treasury shares (2 813) (3 117) Foreign currency translation reserve - (19 101) Other reserves 1 719 (595) Accumulated loss (235 933) (89 163) Non-current liabilities 42 711 39 680 Borrowings 11 728 11 064 Deferred income tax liabilities 23 648 26 296 Provisions 7 335 2 320 Current liabilities 235 278 223 095 Trade and other payables 134 623 136 477 Current income tax liabilities 1 657 503 Derivative financial instruments 190 1 411 Borrowings 80 917 79 567 Provisions 17 891 5 137 Total equity and liabilities 444 930 554 767 CONSOLIDATED INCOME STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2011 2011 2010 Audited Audited
Restated R 000 R 000 CONTINUING OPERATIONS Revenue 833 947 804 158 Cost of sales (625 475) (601 378) Gross profit 208 472 202 780 Other operating income 6 667 8 902 Marketing and selling expenses (38 123) (40 365) Administrative expenses (61 556) (56 090) Other operating expenses (119 683) (94 676) Operating profit/(loss) (4 223) 20 551 Finance income 93 - Finance costs (10 650) (11 100) Share of profit from joint ventures 211 415 Profit/(loss) before taxation (14 569) 9 866 Taxation (25 621) 275 Profit/(loss) for the year from continuing operations (40 190) 10 141 DISCONTINUED OPERATIONS Loss for the year from discontinued operations (107 593) (7 927) Profit/(loss) for the year (147 783) 2 214 Profit/(loss) attributable to: Owners of the parent (147 783) 2 214 Non-controlling interest - - (147 783) 2 214
Earnings/(loss) per share (cents) - continuing operations Basic (29.2) 7.4 Diluted (29.2) 7.4 Earnings/(loss) per share (cents) - discontinued operations Basic (78.3) (5.8) Diluted (78.3) (5.8) CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2011 2011 2010 Audited Audited R 000 R 000 Profit/(loss) for the year (147 783) 2 214 Other comprehensive income/(loss) for the year, net of taxation 20 348 (5 905) Cash flow hedges Current year net movement 1 221 952 Current year net taxation movement (342) (258) Available-for-sale assets Current year gross movement 92 120 Realised on disposal 276 - Foreign currency translation reserve Current year gross movement 12 306 (7 467) Current year taxation movement (1 219) 748 Realised on disposal of subsidiaries 8 014 - Total comprehensive income/(loss) for the year (127 435) (3 691) Attributable to: Owners of the parent (127 435) (3 691) Non-controlling interest - - (127 435) (3 691) CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2011 Audited Share Share Trea- Foreign Other Accumu- Total capital pre- sury curr- res- lated mium shares ency- erves loss trans-
lation reserve R 000 R 000 R 000 R 000 R 000 R 000 R 000 Balance at 1 January 2010 6 972 396 996 (3 117) (12 382) (1 647) (91 377) 295 445 Profit for the year 2 214 2 214 Other comprehen- sive income/ (loss)for the year (6 719) 814 (5 905) Total comprehen- sive income/ (loss)for the year (6 719) 814 2 214 (3 691) Transactions with owners Employee share option scheme Value of servi- ces provided 238 238 Balance at 31 December 2010 6 972 396 996 (3 117) (19 101) (595) (89 163) 291 992 Loss for the year (147 783)(147 783) Other comprehen- sive income/ (loss) for the year 19 101 1 247 20 348 Total comprehen- sive income/ (loss) for the year 19 101 1 247 (147 783)(127 435) Transactions with owners Employee share option scheme Value of servi- ces provided 1 984 1 984 Transferred to retained earnings (917) 917 - Movement of treasury shares 304 96 400 Balance at 31 December 2011 6 972 396 996 (2 813) - 1 719 (235 933) 166 941 ABRIDGED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2011 2011 2010 Audited Audited R 000 R 000 Net cash generated from operating activities 35 482 34 484 Net cash utilised in investing activities (19 380) (25 342) Net cash generated from financing activities 632 3 796 Net cash inflow for the year 16 734 12 938 Forex translation adjustments on cash and cash equivalents (811) 506 Cash and cash equivalents at the beginning of the year 41 698 28 254 Cash and cash equivalents at the end of the year 57 621 41 698 NOTES FOR THE YEAR ENDED 31 DECEMBER 2011 1. Accounting policies and basis of preparation The consolidated financial statements for the year ended 31 December 2011 have been prepared under the supervision of the Group Financial Director, FE Giliomee CA(SA), in accordance with International Financial Reporting Standards ("IFRS"), including IAS 34 - Interim Financial Reporting, and in compliance with the South African Companies Act and the Listings Requirements of the JSE Limited. These are the Group`s abridged consolidated financial statements for the year for which annual financial statements are prepared in terms of IFRS. The principle accounting policies used in preparing the audited results for the year ended 31 December 2011 are consistent with those applied in the prior financial year in terms of IFRS. The Group`s presentation of comparative figures in the income statement; the reconciliation of EPS to headline EPS; and the segmental information was adjusted for presentation of the discontinued operations, as required by IFRS 5. The discontinued operations arose as a result of the Group`s decision in October 2011 to exit its foreign OEM operations. 2. Reconciliation of EPS to headline EPS (cents) 2011 Audited Weighted average number of shares in issue (000) 137 492 Continuing Discontinued operations operations Total Loss per share for the year (29.2) (78.3) (107.5) Loss/(profit) on disposal and scrapping of property, plant and equipment (0.4) - (0.4) Impairment of property, plant and equipment 0.9 1.8 2.7 Impairment of intangible assets 0.2 37.0 37.2 Disposal of available-for-sale financial assets 0.6 - 0.6 Realisation of foreign currency translation reserve - 5.8 5.8 Tax effect 0.1 - 0.1 Headline loss per share (27.8) (33.7) (61.5) 2010 Audited Restated Weighted average number of shares in issue (000) 137 387 Continuing Discontinued operations operations Total
Profit/(loss) per share for the year 7.4 (5.8) 1.6 Loss/(profit) on disposal and scrapping of property, plant and equipment - - - Impairment of property, plant and equipment 0.2 - 0.2 Tax effect (0.1) - (0.1) Headline earnings/(loss) per share 7.5 (5.8) 1.7 3. Segmental information Management has determined the operating segments based on the reports reviewed by the Board of Directors and used by it to make strategic decisions. Following the Group`s decision in October 2011 to exit its foreign OEM operations, the Pi Shurlok - Foreign operations CGU has been removed from the OEM segment. The 2010 figures have been restated accordingly. The Board of Directors assesses the performance of the operating segments based on a measure of normalised earnings before interest, tax, depreciation and amortisation (normalised EBITDA). This measurement basis excludes the effects of non-recurring expenditure from operating segments, such as restructuring costs; write-down of inventories (exited and discontinued product lines); and impairments, which are a result of an isolated, non-recurring event. The measurement basis also excludes the effects of equity-settled share-based payments; profits and losses on disposal and scrapping of property, plant, equipment and intangible assets, inter-segment service charges, dividends, royalties, and impairment of loans and the results of discontinued operations. The Group is based in South Africa and operates in the South African and sub- Saharan Africa markets. It is organised in the following business segments: - OEM: World-class electronics manufacturing and plastics injection moulding. Core areas of focus comprise instrument clusters, vehicle security, electronic control units and telematics. - Aftermarket: The supply of premium branded products to the automotive aftermarket in sub-Saharan Africa. - Head office: Service supplier to the Group including treasury and investment management. Segmental information for the year ended 31 December 2011 Audited Continuing operations OEM After- Head Unallocated / Total market office eliminations
R 000 R 000 R 000 R 000 R 000 External revenue 346 292 487 655 - - 833 947 Inter-segment revenue 2 062 - 15 732 (17 794) - Total segment revenue 348 354 487 655 15 732 (17 794) 833 947 Normalised EBITDA (337) 44 458 (17 618) 1 688 28 191 Depreciation and amortisation (10 130) (13 031) (71) 134 (23 098) Finance income 75 4 879 13 096 (17 957) 93 Finance costs (7 339) (16 944) (3 302) 16 935 (10 650) Share of profit from joint ventures 211 - - - 211 Taxation (23 824) (1 701) (96) - (25 621) Total Assets 166 331 258 850 262 700 (244 142) 443 739 Investments in joint ventures 1 191 - - - 1 191 Segmental information for the year ended 31 December 2010 Audited Restated Continuing operations OEM After- Head Unallocated / Total market office eliminations
R 000 R 000 R 000 R 000 R 000 External revenue 331 223 472 935 - - 804 158 Inter-segment revenue 3 478 - 19 314 (22 792) - Total segment revenue 334 701 472 935 19 314 (22 792) 804 158 Normalised EBITDA 9 605 53 153 (16 734) (1 199) 44 825 Depreciation and amortisation (10 689) (13 141) (78) 6 (23 902) Finance income 770 1 227 2 770 (4 767) - Finance costs (5 672) (8 890) (3 982) 7 444 (11 100) Share of profit from joint ventures 415 - - - 415 Taxation 3 459 (3 176) (8) - 275 Total assets 292 882 287 981 219 812 (246 888) 553 787 Investments in joint Ventures 980 - - - 980 Inter-segment transfers or transactions are entered into under the normal commercial terms and conditions that would also be available to unrelated parties. Segmental assets consist primarily of property, plant and equipment, intangible assets, inventories, trade and other receivables, deferred income tax assets, available-for-sale financial assets, cash and cash equivalents, financial assets at fair value through profit or loss, current income tax assets and derivatives designated as hedges of future commercial transactions. A reconciliation of normalised EBITDA to the total profit/(loss) before income tax and discontinued operations is provided as follows: Continuing Continuing operations operations 2011 2010
R 000 R 000 Audited Audited Restated Normalised EBITDA 28 191 44 825 Depreciation and amortisation (23 098) (23 902) Impairment of intangible assets and property, plant and equipment (1 621) (222) Restructuring costs (5 605) - Profit/(loss) on disposal and scrapping of property, plant and equipment 540 (3) Share-based payments expense (1 814) (147) Loss on disposal of available-for-sale financial assets (816) - Operating profit/(loss) (4 223) 20 551 Net finance costs (10 557) (11 100) Share of profit from joint ventures 211 415 Profit/(loss) before taxation from continuing operations (14 569) 9 866 Taxation (25 621) 275 Profit/(loss) for the year from continuing operations (40 190) 10 141 4. Property, plant and equipment acquired during the year under review was R13.6 million (2010: R14.2 million). The Group`s integrated annual report, including the complete annual financial statements of the Group and the Company for the year ended 31 December 2011, will be mailed to shareholders on or before 31 March 2012. A copy of this report will be available on the Company`s website, www.ci.co.za on or before 31 March 2012. Registered office: 28 Wiganthorpe Road, Willowton, Pietermaritzburg 3201 Directors: JPS O`Leary* (Irish, Chairman), SV Bromfield*, R Friedman, FE Giliomee (Financial Director), SD Rogers (Chief Executive Officer), IH Scott-Gall* (British), PM Surgey*, A Watson* * independent, non-executive Company Secretary: JC Jeffery www.ci.co.za Sponsor Investec Bank Limited 16 March 2012 Date: 16/03/2012 09:44:01 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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