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Condensed consolidated interim financial results for the six months ended 31 December 2012
SEPHAKU HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2005/003306/06)
Share code: SEP ISIN: ZAE000138459
("Sephaku Holdings" or "the Company" or "the Group")
CONDENSED CONSOLIDATED
INTERIM FINANCIAL RESULTS
for the six months ended 31 December 2012
CONDENSED CONSOLIDATED STATEMENT
OF FINANCIAL POSITION
31 December 31 December 30 June
2012 2011 2012
Unaudited Unaudited Audited
R'000 R'000 R'000
Assets
Non-current assets 643 230 655 609 644 424
Current assets 21 985 26 046 29 181
Assets of disposal group held for
distribution to owners and
non-current assets held for sale 158 197
Total assets 665 215 839 852 673 605
Equity and liabilities
Equity attributable to equity holders
of parent 664 313 764 992 672 623
Current liabilities 902 516 982
Liabilities of disposal group held
for distribution to owners 74 344
Total equity and liabilities 665 215 839 852 673 605
Net asset value per share (cents) 386,70 445,30 391,54
Tangible net asset value per share (cents) 386,70 445,30 391,54
Ordinary shares in issue 171 790 732 171 790 732 171 790 732
CONDENSED CONSOLIDATED STATEMENT
OF CASH FLOWS
Six months ended Year ended
31 December 31 December 30 June
2012 2011 2012
Unaudited Unaudited Audited
R'000 R'000 R'000
Cash flows from operating activities (8 468) (13 570) (19 776)
Cash flows from investing activities 156 (18 091) (34 712)
Cash flows from financing activities 591 73 582 73 282
Total cash movement for the period (7 721) 41 921 18 794
Cash at beginning of the period 24 629 5 835 5 835
Cash at end of the period 16 908 47 756 24 629
CONDENSED CONSOLIDATED STATEMENT
OF COMPREHENSIVE INCOME
Six months ended Year ended
31 December 31 December 30 June
2012 2011 2012
Unaudited Unaudited Audited
R'000 R'000 R'000
Operating loss (10 067) (6 876) (15 694)
Loss on disposal of companies (5 629)
Investment revenue 510 64 127
(Loss)/Profit from equity accounted
investments (226) 8 347 (107)
(Loss)/Profit from continuing operations (9 783) 1 535 (21 303)
(Loss)/Profit for the period from
discontinued operations (7 135) 22 296
(Loss)/profit for the period (9 783) (5 600) 993
Other comprehensive (loss)/income
for the period (1 207) 12 683 12 683
Total comprehensive (loss)/income
for the period (10 990) 7 083 13 676
Total comprehensive (loss)/income
attributable to:
Equity holders of the parent (10 990) 7 083 13 676
Ordinary shares:
basic weighted average number of shares 171 790 732 170 377 689 171 080 349
diluted weighted average number of shares 190 714 202 185 751 159 186 503 819
Basic (loss)/earnings per share from
total operations (cents): (5,69) (3,29) 0,58
continuing operations (5,69) 0,90 (12,45)
discontinued operations (4,19) 13,03
Diluted (loss)/earnings per share from
total operations (cents): (5,13) (3,01) 0,53
continuing operations (5,13) 0,83 (11,42)
discontinued operations (3,84) 11,95
Headline loss (cents) (5,69) (3,29) (13,27)
Diluted headline loss (cents) (5,13) (3,01) (12,17)
Reconciliation of basic loss to diluted
loss and headline loss:
Basic (loss)/earnings and diluted
(loss)/earnings from total operations
attributable to equity holders
of the parent (9 783) (5 600) 993
Profit on sale of non-current assets 5 629
Profit on unbundling of
Sephaku Fluoride Limited (30 445)
Impairments 1 119
Headline loss attributable to equity holders
of the parent (9 783) (5 600) (22 704)
Reconciliation of weighted average
number of shares:
Basic weighted average number of shares 171 790 732 170 377 689 171 080 349
Dilutive effect of share options 18 923 470 15 373 470 15 423 470
Diluted weighted average number of shares 190 714 202 185 751 159 186 503 819
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Total
share Total Retained Total
capital reserves earnings equity
R'000 R'000 R'000 R'000
Balance at 30 June 2011 Audited 592 128 (6 610) 161 266 746 784
Total comprehensive income/(loss) for the period 12 683 (5 600) 7 083
Issue of shares 9 000 9 000
Employees share option scheme 2 091 34 2 125
Balance at 31 December 2011 Unaudited 601 128 8 164 155 700 764 992
Total comprehensive income for the period 6 593 6 593
Employees share option scheme 2 131 2 131
Dividend in specie (101 093) (101 093)
Balance at 30 June 2012 Audited 500 035 10 295 162 293 672 623
Total comprehensive loss for the period (1 207) (9 784) (10 991)
Employees share option scheme 2 681 2 681
Balance at 31 December 2012 Unaudited 500 035 11 769 152 509 664 313
NOTES TO THE CONDENSED CONSOLIDATED
INTERIM FINANCIAL RESULTS
Segment information
Due to the dilution of Sephaku Holdings' interest in Sephaku Cement (Pty) Limited
("Sephaku Cement") and the unbundling of Sephaku Fluoride Limited, Sephaku Holdings
does not have any reportable segment and no segment reporting has therefore been
presented.
Basis of preparation
The condensed consolidated interim financial results for the six months ended
31 December 2012 ("interim reporting period") have been prepared in accordance with
IAS 34: Interim Financial Reporting, as well as the AC 500 series of interpretations as
issued by the Accounting Practices Board, on a historical cost basis, except for the
measurement of property at revalued amounts and conform to International Financial
Reporting Standards ("IFRS").
The accounting policies adopted for the interim reporting period are consistent with
those applied in the annual financial statements for the Group for the year ended
30 June 2012.
The interim reporting period results have been prepared in accordance with the
disclosure requirements of the JSE Limited Listings Requirements and the Companies Act
of South Africa, 2008 (as amended).
The preparation of the financial statements have been supervised by NR Crafford-Lazarus
CA(SA).
The financial information on which these interim period results are based, has not been
reviewed or reported on by Sephaku Holdings' auditors.
Statement on going concern
The financial statements for the interim reporting period have been prepared on the
going-concern basis as the directors have every reason to believe that the Company has
adequate resources in place to continue in operation for the foreseeable future.
Events subsequent to 31 December 2012
On 3 October 2012, Sephaku Holdings announced that its Board had approved
the principal terms on which the Company would acquire the entire issued share
capital of Métier Mixed Concrete (Pty) Limited ("Métier") from its shareholders and on
7 November 2012 the Board signed the acquisition agreement.
Shareholder approval was obtained on 11 January 2013 for all the resolutions pertaining
to the approval of the acquisition, as set out in the circular to shareholders dated
30 November 2012.
The Competition Commission granted its approval for the acquisition on 6 February 2013.
The transaction is expected to be unconditional by the end of February 2013.
Significant events and transactions
On 22 October 2012, Sephaku Cement concluded a ten-year funding deal valued at
R1,95 billion with The Standard Bank of South Africa Limited and Nedbank Limited.
The agreement effectively closes the gap in terms of the required capital for Sephaku
Cement to be fully prepared for market entry and to become a significant competitor in
wholesale and retail cement trade.
The construction of the cement plant is proceeding according to plan and on budget.
Production remains scheduled for the end of the year.
Changes to the Board
On 11 January 2013, Mr PM Makwana was appointed as an Independent Non-Executive
Director of the Company and a member of the audit and risk committee. Dr GS Mahlati
resigned as Non-Executive Director on 2 July 2012.
On behalf of the Board
Neil Crafford-Lazarus Lelau Mohuba
Financial Director Chief Executive Officer
Pretoria
20 February 2013
COMPANY INFORMATION:
Directors:
B Williams (Independent Chairman)
Dr L Mohuba * (Chief Executive Officer)
NR Crafford-Lazarus * (Financial Director)
RR Matjiu* (ISD Executive Director)
CRDW de Bruin, Dr D Twist
MG Mahlare (Independent), MM Ngoasheng
PF Fourie, PM Makwana (Independent)
J Bennette#, JW Wessels#
*Executive #Alternate
Company secretary:
Jennifer Bennette
Registered office:
1st Floor, Hennops House
Riverside Office Park
1303 Heuwel Avenue
Centurion, 0157
Transfer secretaries:
Computershare Investor Services (Pty) Limited
70 Marshall Street
Johannesburg, 2001
JSE sponsor:
Questco (Pty) Limited
www.sephakuholdings.co.za
Date: 21/02/2013 10:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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