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MOB - Mobile Industries Limited - Audited results for the fifteen months ended
31 March 2012
MOBILE INDUSTRIES LIMITED
(Incorporated in the Republic of South Africa)
Reg no 1968/014997/06
Share code: MOB ISIN: ZAE000091435
("Mobile" or "the company" or "the group")
AUDITED RESULTS FOR THE FIFTEEN MONTHS ENDED 31 MARCH 2012
Commentary
Shareholders are referred to the announcements released on SENS on 9 March 2011
and 17 October 2011 following the unbundling by Mobile Industries Limited
("Mobile" or "the company" or "the group") of its interest in Trencor Limited to
Mobile shareholders and the stated intention that Mobile was to be delisted and
wound up or deregistered in due course unless other corporate action
materialises.
On 29 March 2012 a memorandum of understanding was entered into by the board of
Mobile whereby Robatsi Genesis Investments 26 (Pty) Ltd ("Robatsi") is to
acquire a meaningful shareholding in Mobile and that the board is to be
reconstituted.
On that date, the following changes were effected:
- Directorate: Messrs C Jowell (non-executive), NI Jowell (non-executive) and DM
Nurek (independent non-executive) resigned as directors and Messrs SFW Stubbs,
GR Gous and MFH Cariem were appointed as independent non-executive directors of
the company.
- Company Secretary: Trencor Services (Pty) Ltd resigned as secretaries to the
company and Mr ZA Mgawuli was appointed as company secretary of the company.
Change in financial year-end
On 13 December 2011 the board changed the financial year-end of the company from
31 December to 31 March each period and, accordingly, the current financial
period is for the 15 months 1 January 2011 to 31 March 2012.
Subsequent events
During the period from 13 April to 9 May 2012, Robatsi acquired the entire
shareholdings of Coronation Asset Managers (Pty) Ltd, the Jowell family
interests and Old Mutual Investment Group South Africa (Pty) Ltd, constituting
64,9% of Mobile`s issued share capital.
An application is being made to the Takeover Regulations Panel for an exemption
from the need to make an offer to the minority shareholders, on the basis that
the costs of making the offer are excessive relative to the assets of the
company and the amount of the offer.
It is the intention of Robatsi to reverse existing financial services assets
into the company such that the JSE Limited ("JSE") will lift the suspension in
trading in the company`s shares.
Current status regarding suspension of trading in the company`s shares
The directors have informed the JSE that they intend reversing assets of
suitable quality into the company and will be in a position to announce the
intended reverse acquisition targets by no later than 30 June 2012. Furthermore,
the directors expect to place the JSE Ltd in the position where it is able to
lift the suspension of trading in the company`s shares by no later than 31
October 2012.
Going Concern
Based on the above statement the directors deem the company to be a going
concern.
Change in auditors
Effective 11 April 2012, Deloitte & Touche were appointed as independent
auditors in the place of KPMG Inc.
Appointment of chairman and financial director
On 25 April 2012 Mr E Oblowitz was appointed as chairman and Mr SFW Stubbs was
appointed as financial director.
Auditors` opinion
The auditors, Deloitte & Touche, have issued their opinion on the group`s annual
financial statements for the period ended 31 March 2012. The audit was conducted
in accordance with International Standards on Auditing. They have issued an
unmodified audit opinion. These condensed financial statements have been derived
from the group annual financial statements and are consistent in all material
respects, with the group annual financial statements.
A copy of their audit report is available for inspection at the company`s
registered office.
Results for the period
The condensed financial information has been prepared in accordance with the
framework concepts and the measurement and recognition requirements of
International Financial Reporting Standards (IFRS), the AC500 standards as
issued by the Accounting Practices Board and the information as required by
IAS34: Interim Financial Reporting and the requirements of the Companies Act,
2008 of South Africa. The report has been prepared using accounting policies
that comply with IFRS which are consistent with those applied in the financial
statements for the year period 31 December 2010.
Preparation
This announcement on the audited results has been prepared by PJ Calder CA(SA).
On behalf of the board
E Oblowitz
Non-executive Chairman
21 May 2012
Condensed consolidated statement of comprehensive income
for the fifteen months ended 31 March 2012
Audited Audited
15 months 12 months
ended ended
31 March 31 December
R MILLION 2012 2010
Revenue - 0.4
Trading loss before items listed below (0.4) (6.7)
Gain on settlement of distribution to shareholders
(Note 3) 1 090.2 -
Profit/(Loss) from operations 1 089.8 (6.7)
Interest expense - (0.1)
Share of profit of associate - 257.5
Profit before tax 1 089.8 250.7
Income tax credit/(expense) 0.1 (0.1)
Profit for the period 1 089.9 250.6
Other comprehensive loss
Share of other comprehensive loss of associate - (164.4)
Total comprehensive income for the period 1 089.9 86.2
Basic earnings per share (cents) 102.1 23.5
Diluted earnings per share (cents) 102.1 23.5
Number of shares in issue (million) 1 068.0 1 068.0
Weighted average number of shares in issue (million) 1 068.0 1 068.0
Condensed consolidated statement of financial position
at 31 March 2012
Audited Audited
31 March 31 December
R MILLION 2012 2010
ASSETS
Participation in export partnerships - 1.8
Total non-current assets - 1.8
Trade and other receivables - 0.3
Cash and cash equivalents 0.1 5.8
Asset held for distribution - 2 030.0
Current assets 0.1 2 036.1
Total assets 0.1 2 037.9
EQUITY
Share capital and premium 0.1 192.7
Accumulated deficit (0.5) (937.2)
Deficit attributable to equity holders of the company (0.4) (744.5)
LIABILITIES
Deferred tax liabilities - 1.8
Total non-current liabilities - 1.8
Trade and other payables 0.5 6.1
Current tax liabilities - 0.1
Amount owing to subsidiary of associate - 0.1
Distribution payable - 2 774.3
Current liabilities 0.5 2 780.6
Total liabilities 0.5 2 782.4
Total equity and liabilities 0.1 2 037.9
Market value of listed investments - 2 774.3
Condensed consolidated statement of cash flows
for the fifteen months ended 31 March 2012
Audited Audited
15 months 12 months
ended ended
31 March 31 December
R MILLION 2012 2010
Cash utilised by operations (5.8) (1.6)
Finance income received - 0.4
Interest paid - (0.1)
Dividends received - 108.3
Dividends paid to equity holders of the company - (107.9)
Taxation paid - (0.2)
Net cash outflow from operating activities (5.8) (1.1)
Cash inflow from investing activities 0.1 -
Net decrease in cash and cash equivalents (5.7) (1.1)
Net cash and cash equivalents at the beginning of
the period 5.8 6.9
Net cash and cash equivalents at the end of the period 0.1 5.8
Condensed consolidated statement of changes in equity
for the fifteen months ended 31 March 2012
Audited Audited
15 months 12 months
ended ended
31 March 31 December
R MILLION 2012 2010
Balance at the beginning of the period (744.5) 2 042.4
Total comprehensive income for the period 1 089.9 86.2
Profit for the period 1 089.9 250.6
Share of other comprehensive loss of associate - (164.4)
Dividends paid - (107.9)
Distribution of shares in associate payable to
shareholders - (3 198.2)
(Increase)/Decrease in fair value of distribution
payable to shareholders (345.8) 423.9
Share of net increase in non-distributable reserves
of associate - 9.1
Equity (0.4) (744.5)
Notes to the condensed consolidated annual financial statements
for the fifteen months ended 31 March 2012
1. These condensed consolidated financial statements have been prepared in
accordance with the measurement and recognition requirements of International
Financial Reporting Standards ("IFRS"), the presentation and disclosure
requirements of IAS 34 Interim Financial Reporting, the AC 500 Series issued by
the Accounting Practices Board and the Companies Act, 2008 of South Africa. The
accounting policies applied in the preparation of these consolidated condensed
financial statements are consistent with those used in the annual financial
statements for the period ended 31 December 2010.
Audited Audited
15 months 12 months
ended ended
31 March 31 December
2012 2010
2. Headline earnings
Profit attributable to equity holders of the company 1 089.9 250.6
Gain on settlement of distribution to shareholders
(Note 3) (1 090.2) -
Gain on disposal of shares in associate (0.1) -
Attributable share of headline earnings adjustments
of associate - 2.6
Headline (loss)/earnings (0.4) 253.2
Weighted average number of shares in issue (million) 1 068.0 1 068.0
Headline earnings per share (cents) - 23.7
Diluted headline earnings per share (cents) - 23.7
3. Unbundling of Trencor shares by Mobile
On 7 February 2011 Mobile unbundled its entire investment in Trencor in terms of
the announcement on 22 November 2010 and approval at the general meeting held on
14 December 2010.
At 31 December 2010 Mobile`s investment in Trencor was measured at the lower of
its carrying amount and fair value less costs to distribute in terms of IFRS 5
Non-current Assets Held for Sale and Discontinued Operations, and in terms of
IFRIC 17 Distribution of Non-cash Assets to Owners, the liability for the
distribution was measured at fair value based on the quoted bid price of the
Trencor shares at that date.
On the date of unbundling the fair value of the investment in Trencor was R3
120,1 million and in terms of IFRIC 17, Mobile recognised the increase in fair
value of the investment in Trencor and consequently the distribution payable to
shareholders, directly in equity. The difference between the carrying amount of
the investment in Trencor and the distribution payable to shareholders was
recognised in profit or loss.
Directorate: E Oblowitz* (Chairman), SFW Stubbs (Financial), GR Gous*,
MFH Cariem* (* independent non-executive)
Company secretary: ZA Mgawuli
Registered Office: 14 College Road, Rondebosch 7700
Transfer secretaries: Computershare Investor Services (Pty) Ltd,
70 Marshall Street, Johannesburg, 2001 (PO Box 61051, Marshalltown 2107)
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Ltd)
Date: 22/05/2012 16:05:51 Supplied by www.sharenet.co.za
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