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PICK N PAY HOLDINGS LIMITED - Audited summarised consolidated results for the annual financial period ended 3 March 2013

Release Date: 23/04/2013 07:05
Code(s): PWK PIK     PDF:  
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Audited summarised consolidated results for the annual financial period ended 3 March 2013


PIK/PWK - Pick n Pay Stores Limited/Pick n Pay Holdings Limited - Audited summarised consolidated results for the
annual financial period ended 3 March 2013 
           
PICK n PAY STORES LIMITED                                                       
(the Group or the Company)                                                                   
INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA - Reg. no. 1968/008034/06          
Share code: PIK  ISIN code: ZAE000005443                                        

KEY INDICATORS
  Continuing operations                   2013                  2012                 Change    
  Turnover                                R59.3 billion         R55.3 billion         7.1%     
  Headline earnings per share (cents)     111.30 cents          160.78 cents         (30.8%)   
  EBITDA (R million)                      R1 793.1 million      R2 073.7 million     (13.5%)   
  Total dividend per share                84.00 cents           130.85 cents         (35.8%)   
                                                                                             
Pick n Pay is a great business.  But the past few years have been challenging, and this has been reflected in our
financial results. We are a growing business in a growing market.  Weve served more customers and sold more product this
year than we did last year.  However, we have delivered a disappointing result as we failed to turn those sales into
sufficient profit.  We have invested heavily to build a better future for Pick n Pay.  These investments have yet to 
generate sufficient value for our customers and shareholders.  We are intensely focused on improving the shopping experience 
for our customers and delivering better returns for our shareholders.

REVIEW OF OPERATIONS                    
The Group experienced a challenging trading period against a backdrop of depressed economic growth, waning consumer
confidence, high levels of household cost inflation and increasing competition in the marketplace, resulting in
unsatisfactory turnover growth of 7.1%. Operating profit at R808.9 million, 30.9% below last financial period, reflects our 
weak trading performance. We have invested heavily in the business and we now need to ensure we deliver the benefits.
We are a scale business that is growing. The Group opened 107 stores during the year, ending with 992, consisting of
570 company owned and 422 franchise stores across multiple formats and in 8 geographies. In addition 49 stores are
operated in Zimbabwe by our associate TM Supermarkets. Our customer count increased by 4.3% and we serviced our customers 
with close on 750 million transactions. More than half of South African consumers regularly shop with us (source: AMPS
2012). Close on 60% of the Groups turnover is through smartshopper, the largest loyalty programme in South Africa. 
Every second our business is open 10 smartshopper cards are swiped in our stores.  
During the past two years, as part of our business improvement plan, we implemented centralised specialist category
buying, invested in our central distribution capability and worked on improving our service and offering to our customers.
We have achieved the following notable milestones in the current financial period under review:
-  The successful opening of our second major distribution centre in Philippi in the Western Cape.
-  Significant operational efficiencies achieved by taking the management of our distribution centre in Longmeadow,
   Johannesburg, in-house. 
-  The bedding down of our category buying team, which has brought a major change in the way we develop the product
   offer for our customers.
The costs related to these business improvement initiatives have contributed to increased operating expenses in the
financial result.

FINANCIAL REVIEW
During the review period the Group adopted a 52 week financial reporting calendar for all future annual financial
periods. This change will align financial reporting with Group operational structures. As a result, the 2013 annual
financial period ended on 3 March 2013 compared to 29 February 2012 in the comparative period. The effect of the 
additional trading days is included in the 2013 reporting period. 
The Group is managed through two divisions, the South Africa Division and the Africa Division. The South Africa
Division operates in various formats under the Pick n Pay and Boxer brands. The Africa Division is responsible for the 
Groups emerging expansion into the rest of Africa and operates in Namibia, Lesotho, Swaziland, Mozambique, Mauritius,
Botswana, Zimbabwe and Zambia.

  Number of stores
                               2012     Opened    Closed    Conversion    2013    
  Company owned                                                                   
                                                                                  
  Pick n Pay                    374         45        (1)            2     420    
                                                                          
  Hypermarkets                   20          -         -             -      20     
  Supermarkets                  174         10        (1)            2     185    
  Clothing                       62         14         -             -      76     
  Liquor                        117         18         -             -     135    
  Pharmacy                        1          3         -             -       4      
                                                                          
  Boxer                         129         23        (3)            1     150    
                                                                               
  Supercities                     3          7        (1)            -       9      
  Superstores                    96          7         -             1     104    
  Hardware                       13          2         -             -      15     
  Liquor                          8          5        (1)            -      12     
  Punch                           9          2        (1)            -      10     
  Total company owned           503         68        (4)            3     570    
                                                                                  
  Franchise                                                                       
                                                                                  
  Pick n Pay                                                                      
  Family                        215          8        (1)           (2)    220    
  Score Conversions              45          -         -            (2)     43     
  Mini Market                    21          1         -             1      23     
  Daily                           1          -         -             -       1      
  Express                         9          8         -             -      17     
  Clothing                       12          1         -             -      13     
  Liquor                         85         21        (1)            -     105    
  Total franchise               388         39        (2)           (3)    422    
  Total Group stores            891        107        (6)            -     992    
                                                                                   
  African footprint              95         11        (2)            -     104    
  Pick n Pay company owned        9          1         -             -      10     
  Pick n Pay franchise           36         10        (1)            -      45     
  TM Supermarkets associate      50          -        (1)            -      49

 
Turnover
Group turnover increased by 7.1% to R59.3 billion (2012: R55.3 billion). The increase is 6.3% if the impact of the
change in reporting calendar is excluded. Inflation for the period was 5.9%. Like-for like turnover growth was 3.0% 
and 107 new stores contributed 5.2% to our trading space and 3.3% to sales. 
The South Africa division, representing the majority of the Groups operations, experienced positive growth in number
of stores, customers and volumes, underpinning the broad appeal of the Groups brands. Turnover was however negatively
affected by the difficult trading environment and the transport strike during September and October 2012. The strike
caused major supply chain disruption, resulting in out-of-stock positions with a consequential negative impact on 
turnover across all our brands. 
The Africa division increased segmental turnover by 35.0% to R2.7 billion during the review period. This division is
becoming a sizable business, with store openings in Zambia, Namibia, Swaziland, Lesotho and Mauritius contributing to
strong growth, albeit off a small base. The Group is focused on our core South African business but will continue to 
look for profitable growth opportunities in the rest of Africa.
Gross margin
The Groups gross margin reduced to 17.7% from 18.0% in a highly competitive market that necessitated investment in
price. A number of factors further contributed to the lower margin:
-  We launched a targeted promotion in the latter part of the financial year in a determined and successful effort to 
   clear out under-performing inventory lines. 
-  Distribution costs are included in the Groups gross profit. During the financial period, once-off costs were
   incurred to bring the management of our Longmeadow distribution centre in Gauteng in-house. 
-  The Group also opened a new distribution centre in Philippi in Cape Town with the expected related initial startup
   costs. Our investment in the distribution channel is focused on improving product availability and freshness for our
   customers.
Shrinkage across the Group remained well controlled and within industry benchmarks. 

Trading profit
The trading margin decreased from 2.3% to 1.4% as a result of the reduction in gross margin and our investment in
people and infrastructure. 
Operating expenses increased by 11.5% compared to turnover growth of 7.1%. Apart from the business improvement costs,
the following also contributed to the increase:
-  The Group is South Africas largest acceptor of electronic tender. A significant increase in credit card sales
   participation is a concerning indicator that customers are supplementing household income with debt.
-  Occupancy costs increased in line with the Groups expansion strategy. 
-  Short term cost increase due to the overlap of regional and centralised structures as we transition to centralised
   buying and administration. Increased efficiencies from the new structure will contribute to future profitability.
-  Employee costs were well managed, with an increase of 6.3%, especially when taking into account the increase in our
   store footprint. 
   
Interest and tax
The net interest expense of R88.5 million (2012: R95.6 million) was well managed and the Groups effective tax rate
decreased from 34.9% to 31.9% due to the replacement of STC with a dividend withholding tax.

Earnings per share
Headline earnings per share (HEPS) from continuing operations decreased by 30.8% from 160.78 cents to 111.30 cents and
the change in the financial reporting calendar made a positive contribution to HEPS. The additional trading days
included in the 2013 result contributed 6.09 cents per share to HEPS and, if excluded, the decrease on the prior period is
34.6%.
Basic earnings per share, including discontinued operations decreased by 50.6% from 233.21 cents to 115.14 cents per
share as the prior period result included a non-recurring after tax profit of R438 million on the disposal of Franklins,
our discontinued Australian operation.

Financial position
The financial position of the Group as at 3 March 2013 was also impacted by the change in reporting close off date due
to the changeover to a 52 week reporting calendar.  During the additional days, a net cash outflow of R1.1 billion was
recorded, which related mainly to the payment of trade creditors. Although cash balances were reduced, this did not have
an impact on the net working capital of the Group.
When evaluating the Groups financial position, it is more appropriate to consider the movement in net working capital
in order to eliminate cut off impacts and ensure year-on-year comparability. The decrease in net working capital during
the reporting period was predominantly due to increases in inventory and trade and other receivables.
The 20% increase in inventory is a result of the following:
-  Provisioning of the new Western Cape distribution centre in Philippi and expanding our store footprint, ensuring
   that our customer offering is accessible and convenient.
-  Increase in imported merchandise to strengthen the customer offering in our Hypermarkets.

If these factors are taken into account our inventory levels are in line with those of the comparable period.
 
The increase of R240 million in trade and other receivables relates to the change in reporting cut-off and 39 new
franchisee stores. Franchise receivables were well controlled, but our exposure to emerging market franchisees has resulted
in some challenges. 
Cash outflows during the period related to the settlement of loan funding of R250 million and capital expenditure of
R1.3 billion. More than half of capital expenditure consisted of expanding our store base and improving the customer
experience in existing stores.
Capital commitments to the value of R1.8 billion are planned for the next financial period. More than half will be
focused on an increase in our footprint and convenience offering to the customer. We will add trading space via more than a
100 stores and improve our existing stores to ensure an improved customer experience.

Shareholder dividends
The Group maintains a dividend cover at 1.33 times headline earnings per share. The final dividend of 69.25 cents per
share for Pick n Pay Stores Limited (Stores) and 33.61 cents per share for Pick n Pay Holdings Limited (Holdings) brings
the total dividend for the year to 84.0 cents per share for Pick n Pay Stores Limited (35.8% down on last year) and
40.78 cents per share for Pick n Pay Holdings Limited (35.8% down on last year).
During the previous financial year, an additional dividend of 9.85 cents for Stores and 4.78 cents for Holdings was
declared in respect of STC no longer payable by the Group thus passing on the cash benefit to shareholders. If this is
excluded, the decline in the year on year dividend was 30.6% and 30.5% for Stores and Holdings respectively, in line with
the decrease in headline earnings per share.

PROSPECTS
Under the leadership of newly appointed CEO Richard Brasher our immediate priority is improving the shopping trip for
our customers. We need to deliver on our promises to our customers and have opportunities to improve the range we offer,
the quality of our products and the value we give back to our customers through price and promotion.
Pick n Pay is a great business, but as a team we know that a lot of hard work lies ahead. It will be a challenging and
exciting period for the Group and we look forward to the future with optimism.

Gareth Ackerman                                       Richard Brasher
Chairman Pick n Pay Stores Limited                    Group Chief Executive Officer
22 April 2013 


Consolidated statement of comprehensive income
for the period ended 3 March 2013
                                                                         2013                           2012          
                                                                           Rm      Growth %               Rm             
  Continuing Operations                                                                                           
  Revenue                                                            59 658.5                       55 634.4      
  Turnover                                                           59 271.3            7.1        55 330.5      
  Cost of merchandise sold                                          (48 761.4)                     (45 350.0)    
  Gross profit                                                       10 509.9                        9 980.5       
  Other trading income                                                  344.4                          264.4         
  Trading expenses                                                  (10 001.9)                      (8 969.8)     
  Employee costs                                                     (4 952.0)                      (4 658.5)     
  Occupancy                                                          (1 500.5)                      (1 302.1)     
  Operations                                                         (2 363.9)                      (2 149.4)     
  Merchandising and administration                                   (1 185.5)                        (859.8)                                                                                                              
  Trading profit                                                        852.4          (33.2)        1 275.1       
  Profit/(loss) on sale of property, equipment and vehicles and          21.6                           (7.6)         
   intangible assets                                                                                             
  Interest received                                                      42.8                           39.5          
  Interest paid                                                        (131.3)                        (135.1)       
  Share of associates income/(losses)                                   23.4                           (1.9)         
  Profit before tax                                                     808.9                        1 170.0       
  Tax                                                                  (258.3)                        (407.7)       
  Profit for the period from continuing operations                      550.6          (27.8)          762.3         
  Profit for the period from discontinued operation                         -                          351.2         
  Profit on sale of discontinued operation                                  -                          438.4         
  Loss from discontinued operation                                          -                          (87.2)                                                                                                                  
  Profit for the period                                                 550.6                        1 113.5       
  Other comprehensive income/(loss), net of tax                           6.5                         (358.3)       
  Exchange rate differences on translating foreign operations             5.1                          224.1         
  Net loss on hedge of net investment in foreign operation                  -                          (49.9)        
  Foreign currency translation deficit realised on sale of                         
   discontinued operation                                                   -                         (539.8)                                      
  Retirement benefit actuarial gain                                       1.4                            7.3                                                                                                                       
  Total comprehensive income for the period                             557.1                          755.2         
  EBITDA                                                              1 793.1          (13.5)        2 073.7       
  Earnings per share - cents                                                                                     
  Basic                                                                115.14          (50.6)         233.21        
  Continuing operations                                                115.14          (27.9)         159.64        
  Discontinued operation                                                    -                          73.57         
  Diluted                                                              113.39          (50.4)         228.69        
  Continuing operations                                                113.39          (27.6)         156.55        
  Discontinued operation                                                    -                          72.14         
  Headline earnings per share - cents                                  111.30          (22.0)         142.69        
  Continuing operations                                                111.30          (30.8)         160.78        
  Discontinued operation                                                    -                         (18.09)       
  Diluted headline earnings per share - cents                          109.61          (21.7)         139.92         
  Continuing operations                                                109.61          (30.5)         157.67         
  Discontinued operation                                                    -                         (17.75)       
                                                                                                                 


Consolidated statement of financial position
                                                                                        As at            As at          
                                                                                      3 March      29 February    
                                                                                         2013             2012           
                                                                                           Rm               Rm             
  Assets                                                                                                          
  Non-current assets                                                                                              
  Intangible assets                                                                     947.9            799.6         
  Property, equipment and vehicles                                                    3 917.7          3 863.9       
  Operating lease asset                                                                 105.5             84.8          
  Participation in export partnerships                                                   28.1             34.8          
  Deferred tax assets                                                                   174.4            116.5         
  Investments in associates                                                             133.9            110.5         
  Loans                                                                                  98.5             80.8          
  Available-for-sale investment                                                           0.2              0.2           
  Retirement scheme assets                                                                1.8                -           
                                                                                      5 408.0          5 091.1       
  Current assets                                                                                                  
  Inventory                                                                           3 996.5          3 334.9       
  Trade and other receivables                                                         2 360.9          2 120.6       
  Cash and cash equivalents                                                           1 255.7          1 271.7       
                                                                                      7 613.1          6 727.2       
  Total assets                                                                       13 021.1         11 818.3      
  Equity and Liabilities                                                                                           
  Capital and reserves                                                                                            
  Share capital                                                                           6.0              6.0           
  Treasury shares                                                                      (139.4)          (142.8)       
  Retained earnings                                                                   2 562.6          2 559.2       
  Foreign currency translation deficit                                                  (13.2)           (18.3)        
  Total shareholders equity                                                          2 416.0          2 404.1       
  Non-current liabilities                                                                                         
  Borrowings                                                                            772.5            771.2         
  Retirement scheme obligations                                                             -              9.0           
  Operating lease liability                                                             924.6            829.1         
                                                                                      1 697.1          1 609.3       
  Current liabilities                                                                                             
  Bank overdraft and overnight borrowings                                             1 525.6                -          
  Borrowings                                                                            431.5            693.3         
  Tax                                                                                    82.8             99.6          
  Trade and other payables                                                            6 865.0          7 006.3       
  Derivative financial instruments                                                        3.1              5.7           
                                                                                      8 908.0          7 804.9       
  Total equity and liabilities                                                       13 021.1         11 818.3      
  Number of shares in issue - millions                                                  480.4            480.4         
  Weighted average number of shares in issue - millions                                 478.1            477.4         
  Net asset value - cents per share (property value based on directors' valuation)      586.0            548.0         


Consolidated statement of changes in equity
for the period ended 3 March 2013
                                                                                                     Foreign                
                                                                                                    currency                
                                                                                                 translation                
                                                              Share     Treasury     Retained       reserve/                
                                                            capital       shares     earnings       (deficit)       Total   
                                                                 Rm           Rm           Rm             Rm           Rm   
  At 1 March 2011                                               6.0       (172.0)     1 977.5          347.3      2 158.8   
  Total comprehensive income for the period                       -            -      1 120.8         (365.6)       755.2   
  Profit for the period                                                               1 113.5                     1 113.5   
  Exchange rate differences on translating foreign                                                     224.1        224.1   
   operations                                                                                                               
  Net loss on hedge of net investment in translating                                                   (49.9)       (49.9)   
   foreign operation                                                                                                        
  Foreign currency translation deficit realised on sale                                               (539.8)      (539.8)   
   of discontinued operation                                                                                                
  Retirement benefit actuarial gain                                                       7.3                         7.3   
  Transactions with owners                                       -          29.2       (539.1)             -       (509.9)   
  Dividends paid                                                                       (605.4)                     (605.4)   
  Share repurchases                                                        (42.7)                                   (42.7)   
  Net effect of settlement of employee share options                        71.9        (29.4)                       42.5   
  Share options expense                                                                  95.7                        95.7   
                                                                                                                           
  At 29 February 2012                                           6.0       (142.8)     2 559.2          (18.3)     2 404.1   
  Total comprehensive income for the period                       -            -        552.0            5.1        557.1   
  Profit for the period                                                                 550.6                       550.6   
  Exchange rate differences on translating foreign                                                       5.1          5.1   
   operations                                                                                                               
  Retirement benefit actuarial gain                                                       1.4                         1.4   
  Transactions with owners                                        -          3.4       (548.6)             -       (545.2)   
  Dividends paid                                                                       (583.5)                     (583.5)   
  Share repurchases                                                        (77.9)                                   (77.9)   
  Net effect of settlement of employee share options                        81.3        (56.4)                       24.9   
  Share options expense                                                                  91.3                        91.3   
                                                                                                                            
  At 3 March 2013                                               6.0       (139.4)     2 562.6          (13.2)     2 416.0   


Consolidated statement of cash flows
for the period ended 3 March 2013
                                                                                         2013           2012          
                                                                                           Rm             Rm            
  Cash flows from operating activities                                                                             
  Trading profit                                                                        852.4        1 275.1      
  Depreciation and amortisation                                                         895.5          808.1        
  Share options expense                                                                  91.3           95.7         
  Net operating lease liability                                                          74.8           52.7         
  Cash generated before movements in working capital                                  1 914.0        2 231.6      
  Movements in working capital                                                       (1 012.1)         490.3        
  (Decrease)/increase in trade and other payables                                      (152.4)       1 030.4      
  Increase in inventory                                                                (626.0)        (172.2)      
  Increase in trade and other receivables                                              (233.7)        (367.9)      
                                                                                                                   
  Cash generated by trading activities                                                  901.9        2 721.9      
  Interest received                                                                      42.8           39.5         
  Interest paid                                                                        (131.3)        (135.1)      
  Cash generated by operations                                                          813.4        2 626.3      
  Dividends paid                                                                       (583.5)        (605.4)      
  Tax paid                                                                             (311.6)        (462.1)      
  Net cash (utilised in)/generated by operating activities - continuing operations      (81.7)       1 558.8      
  Net cash utilised in operating activities - discontinued operation                        -         (330.4)      
  Total net cash (utilised in)/generated by operating activities                        (81.7)       1 228.4      
  Cash flows from investing activities                                                                             
  Investment in property, equipment and vehicles and intangible assets               (1 212.5)      (1 611.0)    
  Intangible asset additions                                                           (242.4)        (271.7)      
  Property additions                                                                   (166.5)        (446.8)      
  Equipment and vehicle additions and leasehold improvements                           (803.6)        (889.9)      
  Aircraft additions                                                                        -           (2.6)        
  Increase in investment in associate                                                       -         (102.5)      
  Purchase of operations                                                               (118.3)        (106.4)      
  Proceeds on disposal of property, equipment and vehicles and intangible assets        231.5           44.5         
  Loans (advanced)/repaid                                                               (17.7)           9.4          
  Net cash utilised in investing activities - continuing operations                  (1 117.0)      (1 766.0)    
  Net cash generated by investing activities - discontinued operation                       -        1 459.6      
  Total net cash utilised in investing activities                                    (1 117.0)        (306.4)      
  Cash flows from financing activities                                                                             
  Borrowings (repaid)/raised                                                           (260.5)         787.5        
  Share repurchases                                                                     (77.9)         (42.7)       
  Proceeds from employees on settlement of share options                                  2.9           31.1         
  Total net cash (utilised in)/generated by financing activities                       (335.5)         775.9        
  Net (decrease)/increase in cash and cash equivalents                               (1 534.2)       1 697.9      
  Cash and cash equivalents at beginning of period                                    1 271.7         (431.8)      
  Effect of exchange rate fluctuations on cash and cash equivalents                      (7.4)           5.6          
  Cash and cash equivalents at end of period                                           (269.9)       1 271.7      


Notes to the financial information
for the period ended 3 March 2013


  1.    Basis of preparation and accounting policies                            
        The summarised consolidated financial statements for the period ended 3 March 2013 have been prepared
        in accordance with IAS 34 and International Financial Reporting Standards (IFRS), the requirements of 
        the South African Companies Act, No 71 of 2008, as amended, and in compliance with the Listings 
	Requirements of the JSE. The summarised consolidated statements does not include all the information 
	required by IFRS for full annual financial statements and should be read in conjunction with the 2013 
	Integrated Annual Report. The accounting policies and methods of computation applied are consistent 
	with those applied in the previous annual financial statements, except for the change in financial 
	period cut-off date as disclosed in note 2 below. These results have been audited by KPMG Inc., whose 
	unqualified report is available for inspection at the registered office of the company. The auditors 
	report does not necessarily cover all of the information contained in this financial report. 
	Shareholders are therefore advised that in order to obtain a full understanding of the nature of the 
	auditors work they should obtain a copy of that report together with the accompanying financial 
	information from the registered office of the company. These financial statements have been prepared 
	by the Finance Division under the supervision of the Chief Finance Officer, Mr Bakar Jakoet CA(SA). 
		
  2.    Change in financial period cut-off date                                 
        During the financial period under review the Group adopted a 52-week financial reporting calendar for 
	all future financial periods. This change will align financial reporting with Group operational 
	structures and will improve comparative reporting to both internal and external stakeholders.                          
        As a result, the 2013 annual financial period ended on 3 March 2013 compared to 29 February 2012 in
	the comparative period. The additional trading days included in the 2013 result had the following estimated
	impact on the consolidated financial statements.                          
                                                                       Rm
                                                                     2013          
        Statement of comprehensive income                                       
        Turnover                                                    479.6       
        Net profit after tax                                         28.0        
        Statement of financial position                                         
        Trade and other payables                                  1 158.7    
        Trade and other receivables                                 (99.5)      
        Cash and cash equivalents                                (1 059.2)   
        Net working capital                                             -  
        
  3.    Related parties                                                         
        During the period, certain companies within the Group entered into transactions with each other. These intra-
	    group transactions are eliminated on consolidation. For further information please refer to note 27 of the 
	    2013 Integrated Annual Report. 
		
  4.    Discontinued operation                                                  
        In September 2011, the Group sold its Australian business, Franklins, to Metcash Limited for R1.2 billion, 
	    net of fees. Franklins is disclosed as a discontinued operation in the prior period.
		
  5.    Share capital                                                            
                                                           2013           2012        
                                                             Rm             Rm          
        Authorised                                                                 
        800 000 000 ordinary shares of 1.25 cents each     10.0           10.0       
        Issued                                                                     
        480 397 321 ordinary shares of 1.25 cents each      6.0            6.0                                                                                
                                                                                                            
        
        The number of shares in issue at end of period is made up as follows:
                                                           2013           2012   
                                                          000s          000s                                
        Treasury shares held in the share trust         2 046.6        2 482.2      
        Shares held outside the Group                 478 350.7      477 915.1    
        Total shares in issue at end of period        480 397.3      480 397.3
		
        Under a general authority, 24 million of the unissued shares remain under the control of the directors until the
	    next annual general meeting (5% of the issued share capital of the Company). In addition to the general authority
	    above, 63.9 million unissued shares (13.3% of issued shares) remain under the control of the directors to implement
	    the terms and provisions of the Pick n Pay 1997 Share Option Scheme. The holders of ordinary shares are entitled to
	    receive dividends as declared and are entitled to one vote per share at meetings of the Company.                                 
        
	    Directors interest in shares                                                                         
                                                                                 2013           2012          
                                                                                    %              %             
        Beneficial                                                                1.0            1.3           
        Non-beneficial                                                           27.5           27.6          
                                                                                 28.5           28.9          
        The directors interest in shares is their effective direct shareholding in the Company (excluding treasury shares)
	    and their effective indirect shareholding through Pick n Pay Holdings Limited (excluding treasury shares).                                 

  6.    Operating segments                                                                                    
                                                                                      Discon-             
                                                                          Total        tinued           
                                                South                continuing     operation         Total
                                               Africa     Africa     operations     Australia    operations    
                                                   Rm         Rm             Rm            Rm            Rm       
        2013                                                                                                  
        Total revenue                        57 776.6    2 672.9       60 449.5             -      60 449.5   
        External revenue                     57 776.6    1 881.9       59 658.5             -      59 658.5   
        Direct deliveries*                          -      695.4          695.4             -         695.4   
        Inter-segment revenue                       -       95.6           95.6             -          95.6   
        External turnover                    56 694.0    2 577.3       59 271.3             -      59 271.3   
        Profit before tax                       716.2       92.7          808.9             -         808.9   
        Other information                                                                                     
        Statement of comprehensive income                                                                     
        Interest income                          42.8          -           42.8             -          42.8   
        Interest expense                        131.3          -          131.3             -         131.3   
        Depreciation and amortisation           881.4       14.1          895.5             -         895.5   
        Share of associates income                 -       23.4           23.4             -          23.4   
        Statement of financial position                                                                       
        Total assets                         12 504.3      516.8       13 021.1             -      13 021.1   
        Total liabilities                    10 150.7      454.4       10 605.1             -      10 605.1
		               
        2012                                                                                                  
        Total revenue                        54 284.1    2 009.9       56 294.0       3 389.3      59 683.3   
        External revenue                     54 284.1    1 350.3       55 634.4       3 389.3      59 023.7   
        Direct deliveries*                          -      604.7          604.7             -         604.7   
        Inter-segment revenue                       -       54.9           54.9             -          54.9   
        External turnover                    53 375.5    1 955.0       55 330.5       3 389.2      58 719.7   
        Profit/(loss) before tax              1 120.3       49.7        1 170.0        (87.2)       1 082.8   
        Other information                                                                                     
        Statement of comprehensive income                                                                     
        Interest income                          39.5          -           39.5           0.2          39.7   
        Interest expense                        135.1          -          135.1           6.0         141.1   
        Depreciation and amortisation           800.1        8.0          808.1             -         808.1   
        Share of associates loss                   -      (1.9)          (1.9)             -         (1.9)   
        Profit on sale of Franklins 
         (after tax)                                -          -              -         438.4         438.4   
        Statement of financial position                                                                       
        Total assets                         11 377.8      440.5       11 818.3             -      11 818.3   
        Total liabilities                     9 004.9      409.3        9 414.2             -       9 414.2   
        * Direct deliveries are issues to franchisees directly by Group suppliers facilitated through the Groups supply chain.                                                                     

  7.    Headline earnings reconciliation                                                                        
                                                                                            2013      2012      
                                                                                              Rm        Rm        
        Basic earnings (profit for the period)                                             550.6   1 113.5   
        Continuing operations                                                              550.6     762.3     
        Discontinued operation                                                                 -     351.2     
        Adjustments (net of tax):                                                                              
        Continuing operations                                                              (18.4)      5.5       
        (Profit)/loss on sale of property, equipment and vehicles and intangible assets    (18.4)      5.5       
        Discontinued operation                                                                 -    (437.6)   
        Loss on sale of property, equipment and vehicles and intangible assets                 -       0.8       
        Profit on sale of discontinued operation                                               -    (438.4)   
        Headline earnings                                                                  532.2     681.4     
        Continuing operations                                                              532.2     767.8     
        Discontinued operation                                                                 -     (86.4)    
                                                                                                               
     

Pick n Pay Holdings Limited (PIKWIK)
INCORPORATED IN SOUTH AFRICA - Reg. No. 1981/009610/06
Share Code: PWK   ISIN code: ZAE000005724

Pikwiks only asset is its 53.80% (2012: 53.85%) effective holding in Pick n Pay Stores Limited (excluding treasury
shares). The Pikwik Group earnings are directly related to those of this investment. 
Headline earnings for the annual financial period amount to R284.6 million (2012: R365.5 million). 
Headline earnings per share for the annual financial period is 55.11 cents (2012: 70.79 cents). 
Headline earnings per share from continuing operations is 55.11 cents (2012: 79.81 cents).
Diluted headline earnings per share from continuing operations is 53.70 cents (2012: 77.63 cents).
The total number of shares in issue is 527.2 million (2012: 527.2 million) and the weighted average number of shares
in issue during the period is 516.3 million (2012: 516.4 million). 

Raymond Ackerman
Chairman Pick n Pay Holdings Limited
22 April 2013

Dividend declarations
Pick n Pay Stores Limited - Tax Reference number: 9275/141/71/2
Number of shares in issue: 480 397 321
Notice is hereby given that the directors have declared a final gross dividend (number 90) of 69.25 cents per share
out of income reserves.
The dividend declared is subject to dividend withholding tax at 15%.
There is no Secondary Tax on Companies (STC) to be taken into account when determining the dividend tax to withhold.
The tax payable is 10.3875 cents per share, leaving shareholders who are not exempt from dividends tax with a net
dividend of 58.8625 cents per share.

Pick n Pay Holdings Limited - Tax Reference number: 9050/141/71/3
Number of shares in issue: 527 249 082
Notice is hereby given that the directors have declared a final gross dividend (number 63) of 33.61 cents per share
out of income reserves.
The dividend declared is subject to dividend withholding tax at 15%.
There is no Secondary Tax on Companies (STC) to be taken into account when determining the dividend tax to withhold.
The tax payable is 5.0415 cents per share, leaving shareholders who are not exempt from dividends tax with a net
dividend of 28.5685 cents per share.

Dividend dates
For both Companies, the last day of trade in order to participate in the dividend (CUM dividend) will be Friday, 7
June 2013.
The shares will trade EX dividend from the commencement of business on Monday, 10 June 2013 and the record date will
be Friday, 14 June 2013.
The dividends will be paid on Tuesday, 18 June 2013.
Share certificates may not be dematerialised or rematerialised between Monday, 10 June 2013 and Friday, 14 June 2013,
both dates inclusive.
On behalf of the boards of directors
DE Muller - Company Secretary
22 April 2013
Cape Town
   
Corporate information

Registered office
Pick n Pay Office Park
101 Rosmead Avenue
Kenilworth
Cape Town 7708
Tel: +2721 658 1000
Fax: +2721 797 0314

Postal Address
PO Box 23087
Claremont 
7735

Website
Pick n Pay: www.picknpay.co.za
Investor relations: www.picknpay-ir.co.za

Transfer Secretaries
Computershare Investor Services 
Proprietary Limited
70 Marshall Street
Johannesburg 2001
PO Box 61051
Marshalltown 2107
Tel: +2711 370 5000
Fax: +2711 688 5248

Sponsor
Investec Bank Limited
100 Grayston Drive
Sandton 2196

Company secretary
Debra Muller
email address: demuller@pnp.co.za

Auditors
KPMG Inc.

Attorneys
Edward Nathan Sonnenberg

Pick n Pay Stores - Board of directors
Executive
RWP Brasher (CEO), RSJ van Rensburg 
(deputy CEO), A Jakoet (CFO), JG Ackerman, 
SD Ackerman-Berman

Non-executive
GM Ackerman (Chairman), D Robins (German)

Independent non-executive:
HS Herman, L Phalatse, BJ van der Ross, 
J van Rooyen, A Mathole*
*Resigned 28 February 2013


Pick n Pay Holdings - Board of directors
Non-executive
RD Ackerman (Chairman), GM Ackerman,
W Ackerman

Independent non-executive:
RP de Wet, HS Herman, J van Rooyen

Alternate
JG Ackerman, SD Ackerman-Berman,
D Robins (German)


Date: 23/04/2013 07:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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