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SYNERGY INCOME FUND LIMITED - Notice of Annual General Meeting and update to abridged report

Release Date: 07/11/2012 16:24
Code(s): SGA SGB     PDF:  
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Notice of Annual General Meeting and update to abridged report

SYNERGY INCOME FUND LIMITED
(formerly Capital Land Retail Fund Limited)
(Registration number 2007/032604/06)
JSE share code for A linked units: SGA    ISIN code: ZAE000161550
JSE share code for B linked units: SGB    ISIN code: ZAE000162293
("Synergy” or the “Fund”)


NOTICE OF ANNUAL GENERAL MEETING AND UPDATE TO ABRIDGED REPORT


Unitholders are advised that Synergy's integrated report, incorporating the audited financial statements for the year ended
30 June 2012, was dispatched today, 7 November 2012.
The integrated report contains a notice of annual general meeting for the Fund that will be held at the Fund’s registered
office, being 200 on Main, Corner Main and Bowwood Roads, Claremont at 10:00 on Wednesday, 5 December 2012.
The integrated report contains non-material changes to the audited results that were announced on SENS on 5 September
2012, further details of which are set out below:
1.     Statement of cash flows
A final review of the statement of cash flows identified the following adjustments, which have no impact on the net cash
movement for the year:
      - the amortisation of loan raising costs was included under investing activities instead of under operating
          activities;
      - a fair value adjustment on swaps was reflected as a cash outflow within investment activities and a cash inflow
          within financing activities; and
      - debenture interest payable was included in the line item “linked unit distributions paid” and a corresponding
          adjustment recognised as part of cash generated from operations instead of being included in the calculation of
          interest paid.
The condensed statement of cash flows which was contained in the SENS announcement dated 5 September 2012 and the
amended statement of cash flows contained in the integrated report, after taking into account the effects of the above, are
presented as follows:

Condensed statement of cash flows                               Per SENS announcement            Per integrated report
                                                                               Audited                        Audited
                                                                            Year ended                     Year ended
                                                                          30 June 2012                   30 June 2012
                                                                                     R                              R
Cash flows from operating activities                                        16 345 009                     16 193 212
Cash utilised in investing activities                                  (1 022 912 692)                (1 018 165 754)
Cash flows from financing activities                                       947 578 922                    942 983 781
Net cash movement for the year                                            (58 988 761)                   (58 988 761)

2.     Statement of financial position
A final review of the statement of financial position identified a net asset of R4 803 502 that related to properties
transferred on 1 June 2012 and was recorded in trade and other payables instead of being disclosed as trade and other
receivables.
The audited results announced on SENS on 5 September 2012 have been updated to incorporate the above mentioned
changes and are presented below. The condensed statement of comprehensive income and the condensed statement of
changes in equity as published on SENS on 5 September 2012 remain unchanged.
                                                                                              2

Condensed statement of comprehensive income
                                                                   Audited          Audited
                                                                Year ended       Year ended
                                                              30 June 2012     30 June 2011
                                                                         R                R
REVENUE
Property portfolio                                               53 062 853               –
Recoveries and contractual rental revenue                        48 345 736               –
Straight-line rental income accrual                                4 717 117              –
Rental revenue                                                   53 062 853               –
Property operating costs                                       (15 406 778)        (78 125)
Administration costs                                             (4 746 371)       (22 256)
Net operating profit/(loss)                                      32 909 704       (100 381)
Changes in fair values of investment properties                 153 134 246               –
Adjustment resulting from straight-lining of rental revenue      (4 717 117)              –
Changes in fair value of swaps                                   (4 595 141)              –
Profit/(Loss) from operations                                   176 731 692       (100 381)
Listing expenses                                               (10 744 308)               –
Net finance income                                                 2 520 789        523 150
Finance income                                                     8 799 045        523 150
Finance costs                                                    (6 126 456)              –
Amortisation of loan raising costs                                 (151 800)              –
Profit before debenture interest and taxation                   168 508 173         422 769
Debenture interest                                             (30 865 174)       (422 769)
Profit before taxation                                          137 642 999               –
Taxation                                                       (28 140 834)               –
Profit for the period attributable to Synergy shareholders      109 502 165               –
Total comprehensive income for the period                       109 502 165               –

Reconciliation of earnings, headline earnings and
distributable earnings
Profit for the period attributable to Synergy shareholders     109 502 165               –
Debenture interest                                              30 865 174         422 769
Basic earnings attributable to linked unitholders              140 367 339         422 769
Changes in fair values of investment properties (net of
deferred taxation)                                            (119 419 393)              –
Changes in fair value of investment properties                  148 417 129              –
Deferred taxation                                              (28 997 736)              –
Headline profit to linked unitholders                            20 947 946        422 769
Listing expenses                                                 10 744 308              –
Amortisation of loan raising costs                                   151 800             –
Straight-line rental income accrual                              (4 717 117)             –
Changes in fair value of swaps (net of deferred taxation)          3 738 239             –
Changes in fair value of swaps                                     4 595 141             –
Deferred taxation                                                  (856 902)             –
Distributable earnings                                           30 865 176        422 769
                                                                                                                         3


12 months ended 30 June                                                     30 865 176                     422 769
Distributed to B linked units**                                              5 577 231                     422 769
To be distributed to A linked units***                                      11 006 010                           –
To be distributed to B linked units***                                      14 281 935                           –
Total distributions                                                         30 865 176                     422 769

Actual number of A linked units in issue*                                   24 889 156                           –
Actual number of B linked units in issue*                                   73 113 070                  12 696 170
Weighted number of A linked units in issue                                  13 600 632                           –
Weighted number of B linked units in issue                                  63 101 129                   2 052 258
Earnings per A share (cents)                                                    142.76                           –
Earnings per A linked unit (cents)                                              223.69                           –
Earnings per B share (cents)                                                    142.76                           –
Earnings per B linked unit (cents)                                              174.24                          21
Headline loss per A share (cents)                                               (12.93)                          –
Headline earnings per A linked unit (cents)                                       67.99                          –
Headline (loss)/earnings per B share (cents)                                    (12.93)                         21
Headline earnings per B linked unit (cents)                                       18.54                         21
Distribution per A linked unit payable (cents)^^                                  44.22                          –
Distribution per B linked unit paid (cents)^                                        9.3                          –
Distribution per B linked unit payable (cents)^^                                  19.53                         21
*  The first issue of linked units was on 3 May 2011. Prior to this there were no linked units in issue.
** This distribution was made to the holders of B linked units prior to 14 December 2011 (listing date).
***This amount was distributed on 13 August 2012.
^  The distribution per B linked unit paid was paid to holders of 60 million B linked units for the period to 13 December
   2011.
^^ This distribution payable to A and B linked unitholders in the current period is for the period from 14 December
   2011 (listing date) to 30 June 2012.
The Fund has no dilutionary instruments in issue.
Condensed statement of financial position
                                                                                Audited                      Audited
                                                                             Year ended                   Year ended
                                                                           30 June 2012                 30 June 2011
                                                                                      R                            R
 ASSETS
 Non-current assets                                                       1 171 300 000                              –
 Investment properties                                                    1 171 300 000                              –
 Fair value of property portfolio for accounting purposes                 1 166 582 883                              –
 Straight-line rental income accrual                                          4 717 117                              –

 Current assets                                                              12 977 115                   63 916 413
 Trade and other receivables                                                  8 819 402                      769 939
 Cash and cash equivalents                                                    4 157 713                   63 146 474

 Total assets                                                             1 184 277 115                   63 916 413
                                                                                                                    4

 EQUITY AND LIABILITIES
 Stated capital and reserves                                              110 482 187                    127 031
 Stated capital                                                               980 022                    127 031
 Accumulated profit                                                       109 502 165                          –

 Non-current liabilities                                                1 038 220 654                 63 353 889
 Debenture capital                                                        581 412 553                 63 353 889
 Interest-bearing liabilities                                             424 072 126                          –
 Interest rate swap                                                         4 595 141                          –
 Deferred tax liabilities                                                  28 140 834                          –

 Current liabilities                                                       35 574 274                    435 493
 Trade and other payables                                                  10 286 330                    435 493
 Debenture interest payable                                                25 287 944                          –

 Total equity and liabilities                                           1 184 277 115                 63 916 413

 Net asset value per linked unit*                                                7.06                        5.00
 Net asset value per A linked unit*^                                             8.79                           –
 Net asset value per B linked unit*                                              6.47                        5.00
*    Net asset value includes total equity attributable to equity holders and linked debentures.
^    60-day volume weighted average trading price at 30 June 2012, limited to combined net asset value, in accordance
     with the provisions of the company's debenture trust deed.
Condensed statement of changes in equity
                                                                              Audited                    Audited
                                                                           Year ended                 Year ended
                                                                         30 June 2012               30 June 2011
                                                                                    R                          R
 Balance at the beginning of the period                                       127 031                         70
 Repurchase of shares                                                             -70                          –
 Issue of linked units                                                        853 061                    126 961
 Total comprehensive income for the period                                109 502 165                          –
 Total stated capital and reserves                                        110 482 187                    127 031

Condensed statement of cash flows
                                                                              Audited                    Audited
                                                                           Year ended                 Year ended
                                                                         30 June 2012               30 June 2011
                                                                                    R                          R
 Cash flows from operating activities
 Cash generated from operations                                            19 249 653                  (434 827)
 Interest income                                                            8 799 045                    523 150
 Interest expense                                                        (11 855 486)                  (422 769)
 Net cash inflow/(outflow) from operating activities                       16 193 212                  (334 446)
 Net cash outflow from investing activities                           (1 018 165 754)                          –
 Net cash inflow from financing activities                                942 983 781                 63 480 850
 Net movement in cash and cash equivalents                               (58 988 761)                 63 146 404
 Cash and cash equivalents at beginning of the period                      63 146 474                         70
 Cash and cash equivalents at the end of the period                         4 157 713                 63 146 474
                                                                                                                      5


Preparation, accounting policies and review opinion
The summarised financial statements for the year ended 30 June 2012 have been prepared in accordance with
International Financial Reporting Standards ("IFRS") and presented in accordance with the minimum content, including
disclosures, prescribed by IAS 34 applied to year-end reporting and the AC 500 series or its successor issued by the
Accounting Practices Board, the JSE Listings Requirements and the requirements of the South African Companies Act,
2008. The summarised financial statements are prepared on a going concern basis and Synergy's accounting policies have
been applied consistently to all periods presented. The summarised financial statements, which comprise the statement of
financial position as at 30 June 2012 and the statement of comprehensive income, statement of changes in equity and
statement of cash flows for the year then ended, have been audited by the Fund's independent external auditors, Moore
Stephens BKV Inc., and their unmodified audit report is available for inspection at the Fund's registered office.
This report was compiled under the supervision of Uys Meyer BAcc (Hons), the Financial Director.
The accounting policies adopted are consistent with those applied in the prior periods.

7 November 2012
www.synergyincomefund.com


Sponsor
Java Capital

Date: 07/11/2012 04:24:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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