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HARDWARE WAREHOUSE LIMITED - PROVISIONAL REVIEWED RESULTS for the year ended 30 June 2012

Release Date: 26/09/2012 13:13
Code(s): HWW     PDF:  
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PROVISIONAL REVIEWED RESULTS for the year ended 30 June 2012

Hardware Warehouse Limited
Incorporated in the Republic of South Africa
(Company registration no: 2007/004302/06)
Share code: HWW     ISIN: ZAE000104253
(“Hardware Warehouse” or “the Group”)

PROVISIONAL REVIEWED RESULTS for the year ended 30 June 2012

Revenue from continuing operations up 18.80% (2011: up 14.09%)
Gross profit margin from continuing operations up 0.70% (2011: up
1.01%)
Net profit before tax from continuing operations up 82.00% (2011:
up 148.32%)
Basic earnings per share from continuing operations in cents is up
77.94% to 8.63 in 2012 (2011: 4.85)
Group interest bearing debt down from R40.5 million at 30 June
2011 to R20.6 million at 30 June 2012

Revenue growth since listing in September 2007 – Increased from
R126 million to R421 million (234.13%)

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE
YEAR ENDED 30 JUNE 2012
                                                           GROUP
                                                 Reviewed        Audited
                                                     12             12
                                                   months         months
                                                   ended          ended
                                                  30 June        30 June
                                                    2012           2011
                                                   R’000          R’000
 Continuing operations
 Revenue                                           420 774        354 177
 Cost of sales                                  (332 481)      (282 363)
 Gross profit                                       88 293         71 814
 Share of profit of associate                           102              -
 Other income                                           419            906
 Administration expenses                           (2 633)        (1 879)
 Personnel costs                                 (38 545)       (30 055)
 Other expenses                                  (35 968)       (30 628)
 Profit from operations                             11 668         10 158
 Investment income                                      986            167
 Finance costs                                     (4 040)        (5 592)
 Profit before taxation                              8 614          4 733
 Taxation                                          (2 617)        (1 365)
 Profit for the year from continuing operations      5 997          3 368

Discontinued operations
Loss for the year from discontinued operations       (1 794)      (2 775)
Profit for the year                                    4 203          593

Other comprehensive income                                 -            -
Total comprehensive income for the year                4 203          593
Profit attributable to:
Owners of parent
Profit for the year from continuing operations        5 990        3 369
Loss for the year from discontinued operations      (1 794)      (2 775)
Profit for the year attributable to owners of
the parent                                               4 196       594
Non-controlling interest
Profit / (Loss) for the year from continuing
operations                                                   7       (1)
Profit / (Loss) for the year attributable to
non-controlling interest                                     7      (1)
                                                         4 203      593

Total comprehensive income attributable to:
Owners of parent
Total comprehensive income for the year from
continuing operations                                    5 990     3 369
Total comprehensive income for the year from
discontinued operations                             (1 794)      (2 775)
Total comprehensive income for the year
attributable to owners of the parent                     4 196       594
Non-controlling interest
Total comprehensive income for the year from
continuing operations                                        7       (1)
Total comprehensive income for the year
attributable to non-controlling interest                     7      (1)
                                                         4 203      593

Earnings per share (expressed in cents per
share)
Total basic earnings per share                            6.04     0.85
- basic earnings per share from continuing
operations                                               8.63      4.85
- basic (loss) per share from discontinuing
operations                                           (2.59)       (4.00)
Additional information
Headline earnings from continuing operations per
share in cents                                            8.78      5.11

Total diluted earnings per share                          6.03     0.85
- diluted earnings per share from continuing
operations                                                8.61      4.85
- diluted (loss) per share from discontinuing
operations                                           (2.58)       (4.00)
Additional information
Diluted headline earnings from continuing
operations per share in cents                             8.75      5.11

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
at 30 June 2012
                                            GROUP
                                    Reviewed     Audited
                                       2012        2011
                                      R’000       R’000

ASSETS

NON-CURRENT ASSETS
Property, plant and equipment         19 269      34 220
Goodwill                               9 807       9 807
Investment in associate                  102           -
Related party loans                    1 622       3 544
Deferred tax                           1 125       5 585
                                      31 925      53 156

CURRENT ASSETS
Inventories                           56 973      51 993
Trade and other receivables           12 157       8 567
Taxation receivable                      683         668
Cash and cash equivalents              4 216       2 975
                                      74 029      64 203

TOTAL ASSETS                         105 954     117 359

EQUITY AND LIABILITIES

EQUITY
Share capital                             14          14
Share premium                          9 300       9 300
Non-controlling interest                   7           -
Share based payment reserve            2 048         427
Retained earnings                     22 304      18 108
                                      33 673      27 849

LIABILITIES

NON-CURRENT LIABILITIES
Interest bearing borrowings            2 102      10 857
Related party loans                        -         214
Deferred tax                               -         836
                                       2 102      11 907

CURRENT LIABILITIES
Related party loans                       24          20
Interest bearing borrowings            2 761      19 884
Taxation payable                           8         122
Operating lease accruals               1 126       1 068
Trade and other payables              42 686      40 641
Provisions                             3 666       3 160
Bank overdraft                        19 908      12 708
                                      70 179      77 603

TOTAL LIABILITIES                     72 281      89 510

TOTAL EQUITY AND LIABILITIES         105 954     117 359

NET ASSET VALUE PER SHARE (CENTS)      43.23        35.75
TOTAL NET ASSET VALUE                                   33 673        27 849

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the year ended 30 June 2012

                                            Treasury
                               Share          share   Share      Treasury
                              capital        capital premium      shares
                               R’000          R’000   R’000       R’000
Balance at 1 July 2010 –
Audited                             16          (2)   17 798       (8 498)

Total comprehensive
profit for the year                     -         -        -                -

Long term share
incentives                              -         -        -                -

Non-controlling interest
acquired                                -         -        -                -

Total changes                           -         -        -                -

Balance at 30 June 2011 –
Audited                             16          (2)   17 798       (8 498)

Total comprehensive
profit for the year                     -         -        -                -

Long term share
incentives                              -         -        -                -

Non-controlling interest
acquired                                -         -        -                -

Total changes                           -         -        -                -

Balance at 30 June 2012 –
Reviewed                            16          (2)   17 798       (8 498)

                                                      Share
                               Total                  based     Equity
                               share        Retained payment attributable
                              capital       earnings reserve   to parent
                                R’000        R’000      R’000    R’000
Balance at 1 July 2010 –
Audited                          9 314       17 514      349        27 177

Total comprehensive
profit for the year                     -       594        -           594
Long term share
incentives                      -        -      78             78

Non-controlling interest
acquired                        -        -       -              -

Total changes                   -     594       78            672

Balance at 30 June 2011 -
Audited                     9 314   18 108     427         27 849

Total comprehensive
profit for the year             -   4 196        -          4 196

Long term share
incentives                      -        -   1 621          1 621

Non-controlling interest
acquired                        -        -       -              -

Total changes                  -    4 196    1 621          5 817

Balance at 30 June 2012 –
Reviewed                    9 314   22 304   2 048         33 666

                                      Non-controlling       Total
                                          interest         equity
                                           R’000           R’000
Balance at 1 July 2010 -
Audited                                               -    27 177

Total comprehensive
profit for the year                                  (1)      593

Long term share
incentives                                            -        78

Non-controlling interest
acquired                                              1         1

Total changes                                         -       672

Balance at 30 June 2011 -
Audited                                               -    27 849

Total comprehensive
profit for the year                                    7     4 203

Long term share
incentives                                             -     1 621

Non-controlling interest                               -            -
acquired

Total changes                                                 7     5 824

Balance at 30 June 2012 –
Reviewed                                                      7    33 673

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED
30 JUNE 2012
                                                          GROUP
                                                  Reviewed     Audited
                                                     12           12
                                                   months       months
                                                    ended       ended
                                                  30 June      30 June
                                                    2012         2011
                                                    R’000       R’000
 Profit before taxation from continuing
 operations                                           8 614       4 733
 Loss    before   taxation    from   discontinued
 operations                                               -     (8 309)
 Profit / (Loss) before taxation                      8 614     (3 576)

Adjustments for:

Depreciation of property, plant and equipment         3 349         3 829
Share of profit from associate                        (102)             -
Impairment of goodwill                                    -         2 231
Profit on disposal of property, plant and
equipment                                             (702)         (184)
Investment income                                     (986)         (761)
Finance costs                                         4 040         5 871
Increase / (Decrease) in operating lease
accruals                                                 58         (229)
Increase in share based payment reserve               1 621            78
Increase in provisions                                  506           162

Changes in working capital:

(Increase) / Decrease in inventories               (4 980)         11 727
(Increase) / Decrease in trade and other
receivables                                        (3 590)            872
Increase / (Decrease) in trade and other
payables                                              2 045       (2 998)

Cash generated from operations                        9 873        17 022

Investment income                                      986            761
Finance costs                                      (4 040)        (5 871)
Taxation paid                                        (916)        (3 277)

Net cash generated from operating activities          5 903         8 635
     Cash flows absorbed by investing activities

     Purchase of property, plant and equipment                (3 444)    (10 239)
     Proceeds on disposal of property, plant and
     equipment                                                 15 748          1 799
     Goodwill paid on acquisition of businesses                     -          (375)
     Disposal of discontinued operations                            -            925

     Net cash generated from / (absorbed by)
     investing activities                                      12 304        (7 890)

     Cash flows absorbed by financing activities

     (Decrease) / Increase in interest bearing
     borrowings                                           (25 878)             2 865
     Decrease in loans from related parties                  (210)             (169)
     Decrease in loans to related parties                    1 922                87
     Increase in non-controlling interest                        -                 1

     Net cash (absorbed by) / generated from
     financing activities                                 (24 166)             2 784

     Net (decrease) / increase in cash and cash
     equivalents                                              (5 959)          3 529

     Cash and cash equivalents at the beginning of
     the year                                                 (9 733)    (13 262)

     Cash and cash equivalents at the end of the
     year                                                 (15 692)           (9 733)

     Current assets                                          4 216          2 975
     Current liabilities                                  (19 908)       (12 708)

                                                          (15 692)           (9 733)

     NOTES TO THE CONDENSED CONSOLIDATED REVIEWED RESULTS
     for the year ended 30 June 2012

1.   BASIS OF PREPARATION

     These condensed consolidated and company    financial statements have
     been prepared under the supervision of      L A Rhind in accordance
     with IAS34 Interim Financial Reporting,     the Listing Requirements
     of the JSE and the Companies Act of South   Africa (2008).

     The financial statements    were   approved   by   the     board   on    21
     September 2012.

     The financial statements have been prepared using accounting
     policies that comply with IFRS and which are consistent with those
     applied in the preparation of the financial statements for the
     year ended 30 June 2011 except as follows:

     Inventories
     The Group changed their accounting policy for inventory costing
     from the First-in First-out (FIFO) basis to the weighted average
     costing basis. Due to the nature of the inventory items, this
     basis provides more reliable and more relevant information. The
     impact of the change in costing basis cannot be quantified, but is
     believed   by  management   to   be  insignificant.  Retrospective
     application is also considered impracticable.

2.   REVIEW REPORT

     The condensed consolidated financial statements have been reviewed
     by BDO South Africa Inc. Their unmodified review report is
     available for inspection at the group’s registered office.

3.   COMMENTARY

     HISTORIC PERSPECTIVE
     In line with our listing on the Alt-X in September 2007, and the
     Group’s stated intention in the prospectus of our primary
     objective, that being our growth strategy, management is pleased
     to announce our annual results in line therewith.
     Revenue growth since listing in September 2007 – Increase from
     R126 million to R421 million (234.13%)
     Branch growth since listing in September 2007 - Increase from 11
     stores to 17 stores (54.55%)
     Provinces growth since listing in September 2007 – Increase from 1
     to 3

     NATURE OF BUSINESS

     The Group's primary business is that of retailing building
     materials (“Hardware Warehouse Business”). Previously it also
     operated a Plumbing and Sanitary ware business, but has now
     reverted substantially to its original “pure play” business of
     retailing of building materials.

     Hardware Warehouse Business
     The Hardware Warehouse Business is a geographically diversified
     retailer of quality building and construction material, and
     operates in the expanding rural and peri-urban cash consumer
     market. With a customer base that includes DIY individuals, rural
     buying groups, bakkie builders, small to medium contractors and
     government, the Hardware Warehouse Business model continues to
     prove its resilience during the muted performance within the
     building and construction industry.

     Plumbing Business
During late 2008, the Group acquired the franchise rights,
covering a portion of the Eastern Cape, of a Plumbing and Sanitary
ware retailer. On 30 June 2011, the Group’s ownership in the
Plumbing Business was reduced to that of a non-controlling
interest (49% interest was retained), and overall management
control was relinquished, whilst still assisting with the
rationalisation of this business.


FINANCIAL PERFORMANCE

CONSOLIDATED RESULTS
The Net profit before tax for the Group from continuing
operations, increased by R3 881 286 from R4 733 302 to R8 614 588.
This being a 82.00% increase on the previous year. (2011 –
Increase of 148.32%).
Revenue from continued operations grew by 18.80% (2011 – 14.09%).
The overall Interest bearing debt of the Company has been
substantially reduced, from R40.5 million at 30 June 2011 to R20.6
million at 30 June 2012. (See DEBT REDUCTION below).
The debt/equity ratio has accordingly been improved, from 2.24/1
to 0.92/1. No new shares were issued during the year to fund the
debt reduction.
Basic earnings per share from continuing operations in cents is up
77.94% to 8.63 in 2012 (2011: 4.85)
Group net asset value per share in cents at 30 June 2012 is up
20.92% to 43.23 (2011: up 2.46% to 35.75)

HARDWARE WAREHOUSE BUSINESS
The 12 month period under review has improved substantially upon
the base established during the 2011 Financial Year. Management’s
focus on extracting value from our core “pure play” building
materials business continued during 2012.

To further streamline our operations and assist management with
control and information, 2012 saw the embedding of a new IT
system, which was implemented in April 2011. Management are well
pleased with the integration process and the benefits it has
brought as an effective management information tool.

The consolidation and attention to basics strategy adopted during
the financial year ending June 2012 now reflects positively on our
Statement of Comprehensive Income and Statement of Financial
Position for this period.    The highlights, which management are
pleased to present, include the following:-

Revenue and Gross Profit Margins – Revenue from continuing
operations grew by 18.80% (2011 – 14.09%). Market share growth is
evidenced by our Store for store increase in revenue of 13.34%
(2011 – 5.2%). This translates into above 10% real growth,
considering a cost inflation of around 3% for the year. Despite
the effects of the decision during the first quarter of 2012 to
grow market share through competitive pricing, the Hardware
Warehouse Business Gross Profit margin grew by 0.54% (2011 –
1.01%) to 20.71% (20.17%).

Expenses – Notwithstanding the growth in Revenue of 18%, the
growth in Operation Expenses of 22.79% (2011 – 17.88%) continues
to receive management focus, through assessing and extracting
value from our expenditure.     Increased expenditure remains the
consequence of our growth strategy as management accrue these
expenses, to ensure the support of near term growth objectives, by
building   and   supplementing   the    requisite  resources   and
infrastructure to underpin planned growth prior to the occurrence
thereof.

Strategically expenditure such as additional personnel, staff and
management retention programmes, new store site identification and
retention, in addition to resourcing and expanding the Internal
Audit Department were incurred.     This expenditure accounts for
approximately 7.60% (unaudited) of the 22.79%, thus resulting in a
15.19% increase in core expenses for 2012.

The process of store refurbishments with the resultant expenses
also continued for 4 stores during the year.

Profit Before Taxation – The 2012 consolidation strategy is
validated by the increase in the Hardware Businesses Profit before
Interest and Tax of 29.50%. (2012 – R11 022 201 vs. 2011 –
R8 511 066 after the effects of the On Tap Loan write off has been
eliminated in 2011).

PLUMBING BUSINESS
The Plumbing Business is now profitable as a direct result of
extensive rationalisation during the 2011 financial year and
contributed R101 873 profit to the Group’s Consolidated Results
for the financial year ending 2012, being 49% of the associate’s
net profit after tax for the year. This profit is reflected under
“Share of profit of associate” in the Condensed Consolidated
Statement of Comprehensive Income. The Group’s exposure to
financial risk has now been substantially limited in respect of
the plumbing business.

STORE OPENINGS
No new stores were added during the twelve months under review and
the store count for Hardware Warehouse stores remained at 17.
However, one additional store (Mbhizana) was opened during August
2012, taking the total store count to 18 spread over the provinces
of Eastern Cape, KZN and Mpumalanga. Three new stores are planned
for opening during the financial year ending 2013, including the
Mbhizana store. Store expansion is (in the short term) aimed at
obtaining critical mass in the provinces of KZN and Mpumalanga.

DEBT REDUCTION
During the financial year, the Group reduced its Interest Bearing
Debt substantially by R19.9 million, including the expensive R15
million rand loan. This will greatly reduce the interest charge to
the statement of comprehensive income going forward, and will
therefore have a positive effect on the overall earnings of the
Group. The Debt Equity Ratio of the Group, and the attendant risk
associated therewith, has therefore been substantially reduced.

                                                   2012       2011
                                                  R’000      R’000
Interest bearing borrowings
-non-current liability                            2 102      10 857
-current liability                                2 761      19 884
Bank Overdraft                                   19 908      12 708
Cash and cash equivalents                       (4 216)     (2 975)
Total                                            20 555      40 474

Reduction in Interest Bearing        debt-Net   of   Cash   and   cash
equivalents is R19.919 million

Debt Equity Ratio
                                                   2012       2011
                                                  R’000      R’000
Interest bearing debt less cash and cash
equivalents                                      20 555     40 474
Equity                                           22 304     18 108

Debt/Equity Ratio                                0.92/1     2.24/1

Inventory levels have been well managed. The number of days
stockholding to Cost of Sales has reduced by 4 days, from 67 to 63
days.

CASH FLOW

The Group increased its overdraft facility with the Company’s
bankers by R5.9 million to R20 million. This facility contributed
to the company’s ability in retiring its expensive medium term
debt of R15 million. The repayment was achieved through cash
raised from the following: better stockholding management and
control, the sale of two non-core properties, additional overdraft
facilities, and the profits generated during 2012. Notwithstanding
this debt reduction, the Company remains in a good cashflow
position for optimal operational performance.

NOTEWORTHY COMMENTARY

Since the    rationalisation and sale of a 51% share of the Plumbing
business    in June 2011, management have continued with intense
focus on     extracting added value from the following areas, and
utilising    the new computer system to assist therewith: further
strategic     margin improvement, expansion of certain ranges and
     convenience shopping of “Product Smalls” such as lighting,
     electrical, basic plumbing, etc, range re-alignment of inventory
     items in line with regional specific demands and customer trends,
     and   Risk  Management   through  the   expanding  Internal Audit
     Department. Strong attention has also been applied to further
     streamlining the business model for rapid store expansion.

     PROSPECTS FOR THE FUTURE

     The Board will continue to seek a strategic alliance on a value
     add basis to give growth prospects impetus, in addition to
     increasing the benefits of greater buying power.

     During the beginning of the new Financial Year (FYE 2013), revenue
     growth has remained consistent with that of the previous year. The
     first two trading months of the new financial year have achieved a
     revenue growth on core non cementitious products of 18.9% on the
     comparable two months last year. (General Information – this has
     not been reviewed by the Company’s auditors).


     INTERNATIONAL FINANCIAL REPORTING STANDARDS
     The accounting policies applied in the preparation of these
     provisional consolidated annual results are based on reasonable
     judgments and estimates, are in accordance with International
     Financial Reporting Standards (“IFRS”) and are consistent with
     those applied in the annual financial statements for the year
     ended 30 June 2011, except for the change in the basis of
     inventory costing which has been explained under the heading,
     “Basis of Preparation”. These provisional consolidated annual
     results as set out in this report have been prepared in terms of
     IAS 34 – Interim Financial Reporting, the Companies Act, 2008 (Act
     71 of 2008), and the Listings Requirements of JSE Limited.

4.   SEGMENT INFORMATION
                                             Plumbing
                                            business -
                           Hardware        Discontinued
                       Warehouse Group      operations            Group
                           Reviewed          Reviewed           Reviewed
                                12               12                 12
                             months            months            months
                              ended            ended              ended
                            30 June           30 June            30 June
                               2012             2012               2012
                             R’000             R’000              R’000
     Statement   of
     comprehensive
     income
     Revenue                    420 774                   -         420 774
     Profit from
     operations                  11 668                   -          11 668
Investment
income                          986                  -          986
Finance costs               (4 040)                  -      (4 040)
Profit before
taxation                      8 614                -          8 614
Taxation                    (2 617)          (1 794)        (4 411)
Profit for the
year                          5 997          (1 794)          4 203

Statement of
financial
position

Segment assets              105 954                  -      105 954
Segment
liabilities                  72 281                  -       72 281


                                        Plumbing
                                       business -
                        Hardware      Discontinued
                    Warehouse Group    operations         Group
                        Audited          Audited         Audited
                           12               12              12
                         months           months          months
                         ended            ended           ended
                        30 June          30 June         30 June
                          2011             2011            2011
                         R’000            R’000           R’000
Statement of
comprehensive
income
Revenue                     354 177           47 278        401 455
Profit /
(Loss) from                  10 158          (8 309)          1 849
operations
Investment
income                          167              594            761
Finance costs               (5 592)            (279)        (5 871)
Fair value
loss on
discontinued
operations                        -            (315)          (315)
Profit /
(Loss) before
taxation                      4 733          (8 309)        (3 576)
Taxation                    (1 365)            5 534          4 169
Profit        /
(Loss) for the
year                          3 368          (2 775)               593

Statement      of
     financial
     position

     Segment assets            117 359                    -         117 359
     Segment
     liabilities                89 510                    -          89 510


5.   CHANGES IN COMPOSITION OF THE GROUP


     On Tap Border                                                  30 June
                                                                      2011
                                                                     R’000
     Assets
     Property, plant and equipment                                    (432)
     Deferred tax asset                                               (424)
     Inventories                                                    (2 914)
     Trade and other receivables                                    (4 390)
     Cash and cash equivalents                                         (10)

     Liabilities
     Related party loans                                              3 631
     Interest bearing borrowings                                        302
     Tax payables                                                        73
     Trade and other payables                                         3 229
     Bank overdrafts                                                  1 250
                                                                        315

     Consideration                                                         -

     Fair value loss on discontinued operations                       (315)

     At 30 June 2011 On Tap Border was identified as a disposal group.
     All   associated  assets  and  liabilities  were   classified  as
     discontinued operations.

     The fair value loss on discontinued operations was disclosed as
     part of discontinued operations in the condensed consolidated
     statement of comprehensive income.

     The disposal was a strategic decision allowing the group to focus
     on its core business.

6.   DISCONTINUED OPERATIONS

     On 30 June 2011 Hardware Warehouse Business disposed of 51% of its
     share in On Tap Border. On Tap Border met the definition of a
     discontinued operation.

                                              Reviewed          Audited
                                              12 months        12 months
                                                 ended              ended
                                                30 June            30 June
                                                  2012               2011
                                                 R’000              R’000

      Revenue                                              -           47 278
      Other income                                         -              248
      Administration expenses                              -            (687)
      Personnel costs                                      -          (6 534)
      Other expenses                                       -          (7 829)
      Loss from operations                                 -          (8 309)
      Investment income                                    -              594
      Finance costs                                        -              279
      Fair value loss on discontinued
      operations                                         -              (315)
      Loss before taxation                               -            (8 309)
      Taxation                                     (1 794)              5 534
      Loss for the period from
      discontinued operations                      (1 794)            (2 775)

     The net cash flows attributable to the operating, investing and
     financing activities of discontinued operations are as follows:

                                                Reviewed           Audited
                                               12 months          12 months
                                                  ended             ended
                                                30 June            30 June
                                                  2012               2011
                                                  R’000             R’000
     Net cash from operating activities
                                                           -            1 499
     Net cash from investing activities
                                                           -              291
     Net   cash  used     in    financing
     activities                                            -          (1 621)
     Net increase in     cash   and     cash
     equivalents                                           -              169

     During the prior year, the deferred tax asset in the accounting
     records of Hardware Warehouse Ltd was recognised based on an
     estimated assessed loss of R17 028 652. During the current year,
     the taxable loss was assessed at R10 620 961. The reversal of the
     deferred tax asset of R1 794 153 is classified during the current
     year as a transaction relating directly to the discontinued
     operation.

7.    HEADLINE AND DILUTED HEADLINE EARNINGS / (LOSS) PER SHARE

     The earnings and weighted average number of ordinary shares used in
     the calculation of headline and diluted earnings per share are as
     follows:
     Reconciliation   of   total   earnings    to     headline       earnings
     attributable to equity holders of the parent:
                                                          2012           2011
                                                         R’000          R’000

      Profit attributable to ordinary equity
      holders of the parent entity                         4 196           594

      Adjustments:
      Add impairment of goodwill                                 -       2 231
      (Less) / Add profit / loss on disposal of
      property, plant and equipment                        (702)           247
      Taxation effect of adjustments                         804          (69)
      Fair value loss on discontinued operations               -           315

      Headline earnings                                    4 298         3 318

      Weighted average number of ordinary shares in
      issue (Excluding treasury shares) (’000)            69 400        69 400
      Dilutive weighted average number of ordinary
      shares in issue (R’000)                             69 611        69 400
      Total number of shares in issue (’000)              77 900        77 900

      Headline earnings per share in cents                  6.19          4.78
      Headline earnings from continuing operations
      per share in cents                                    8.78          5.11
      Headline (loss) from discontinued operations
      per share in cents                                  (2.59)        (0.33)

      Diluted headline earnings per share in cents          6.17          4.78
      Diluted headline earnings from continuing
      operations per share in cents                         8.75          5.11
      Diluted headline (loss) from discontinued
      operations per share in cents                       (2.58)        (0.33)


8.   CHANGES IN SHARE CAPITAL AND SHARE PREMIUM

     There were no changes in share capital and share premium during
     the financial year ended 30 June 2012.

9.   SELECTED EXPLANATORY NOTES

     Property, Plant and Equipment decreased significantly due to the
     sale of the two properties in two of the subsidiaries in the
     group. Additions for the year amounted to R3 444 210 and disposals
     for the year amounted to R15 044 893, inclusive of the properties.

     Related party loans decreased due to the part repayment of the
     loan from the associate company.
   The deferred tax asset reduced significantly due to the over
   provision of the deferred tax asset in the previous year based on
   the estimated assessed loss as well as utilisation of the assessed
   loss in the current year.

   Trade and other receivables has increased significantly due to a
   normal increase in trade debtors and an insurance debtor relating
   to the fire at the Mtubatuba branch.

   Interest bearing borrowings has decreased significantly due to the
   repayment of the medium term finance as discussed in the
   commentary.

10. RELATED PARTY TRANSACTIONS

   There is a related party loan of R1 621 668 to On Tap Border (Pty)
   Ltd at 30 June 2012. R1 051 169 of the loan bears interest at prime
   plus 1% and is repayable within 10 years from the date of the sale
   agreement. The remaining R570 499 is interest free and has no fixed
   terms of repayment. Interest earned during the year amounted to
   R90 385.

   On 30 June 2011 Hardware Warehouse Business commenced three lease
   improvement agreements with related parties. The value of these
   lease improvements were R1 484 944.

   All transactions with related parties during        the   current   and
   previous year were concluded at arm’s length.


11. ACQUISITION OF BUSINESSES

   There were no acquisitions during the current year. The prior year
   acquisitions were as follows:

      Mpumalanga Branch

                                                             R’000
      Net asset value                                            -
      Goodwill                                                 375
      Consideration                                            375

      On 13 August 2010 the acquisition of an existing hardware
      retailer in Mpumalanga became effective. The acquisition was
      paid for in cash.

      The above acquisition was made for strategic growth reasons.

12. EVENTS AFTER THE END OF THE REPORTING PERIOD
   No significant transactions which require disclosure have occurred
   since the end of the year to the date of this announcement.
   However, the Company is currently under a cautionary announcement.

13. CHANGES TO THE COMPOSITION OF THE BOARD

   On 16 September 2011, Mrs. EL Mason was appointed to the Board to
   fill the vacancy created by the resignation of an Independent Non-
   executive Director. In addition a third independent non-Executive
   Director, Mr. L Tebbutt joined the Board on 29 June 2012. I would
   like to take this opportunity to welcome these new board members.

14. DIVIDENDS

   No dividend will be declared for the financial year ended 30 June
   2012 (2011: Nil), in line with cash resources that were required
   for the debt reduction and the roll-out of branches planned for
   2013.

15. APPRECIATION

   The strong revenue growth since listing and the expansion of the
   Group’s geographic footprint continues. Our appreciation in
   supporting and assisting with this growth is extended to our
   staff, customers, suppliers, advisors and the Board of Directors.


   Ivan Senar
   Chairman

   26 September 2012

16. CORPORATE INFORMATION

   Hardware Warehouse Limited

   Country of incorporation and domicile:     South Africa

   Registration number:     2007/004302/06

   Share code:     HWW

   ISIN:   ZAE000104253

   Registered office

   Triple Point, 52 Quenera Drive, Beacon Bay, 5241

   Postal address

   PO Box 19514, Tecoma, East London, 5214
Directors

IMJ Senar, Chairman; SC Miller, Chief Executive Officer; LA
Rhind, Financial Director; NE Woollgar, Independent Non-
executive   Director;  EL   Mason,   Independent   Non-executive
Director; L Tebbutt, Independent Non-executive Director.

Contact details

Tel: +27 43 783 3000
Fax: +27 43 748 2668
Web: www.hwwh.co.za

Transfer secretaries

Computershare Investor Services Proprietary Limited

Auditors

BDO South Africa Inc

Designated Adviser

Merchantec Capital

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