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JASCO ELECTRONICS HOLDINGS LIMITED - Audited Results For The Year Ended 30 June 2013

Release Date: 18/09/2013 08:00
Code(s): JSC     PDF:  
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Audited Results For The Year Ended 30 June 2013

JASCO ELECTRONICS HOLDINGS LIMITED
Registration number: 1987/003293/06
JSE share code: JSC
ISIN: ZAE000003794
("Jasco" or "the company" or "the group")

AUDITED RESULTS
FOR THE YEAR ENDED 30 JUNE 2013

INTRODUCTION
Jasco is at the end of year two of its three-year restructuring programme.
The group has made good progress, with the current year's focus being
on corrective action. This resulted in decisive action in the underperforming
areas of the business, which impacted the results for the year to
30 June 2013.

The corrective action taken resulted in the strategic exit from certain
manufacturing businesses:
-  Lighting Structures was sold to LeBlanc International in December 2012
-  Telecommunications Structures was sold to LeBlanc International in
   July 2013
-  M-TEC is currently "held-for-sale". A cautionary announcement was issued
   on 28 August 2013 on talks with the Korean shareholder, Taihan Electric
   Wire Company Limited (Taihan)

The impact of these actions is outlined in the Financial Overview.
During the year, the core operational businesses performed well. Group revenue
increased by 16% and core profit before interest and taxation (excluding
headline earnings adjusting once-offs, restructuring costs (R14,4 million) and
businesses exited (net operating loss of R1,8 million)) above expectations.
The major milestones achieved during the first two years of the restructuring
programme include:
-  The consolidation of five business units
-  The removal of several management positions and one management level
-  The de-registration or sale of 13 legal entities
-  Creating a single Jasco brand from numerous disjointed brands
-  Growing the order intake from R800 million in 2011 to R1,2 billion
   in 2013
-  Surpassing the R1 billion revenue threshold in 2013
-  Expanding our national and regional footprint to better service major
   customers
-  Expanding into 11 new product and market segments
-  Reducing customer dependency, with no customer being more than
   8% of group revenue (2011: 10%)

FINANCIAL OVERVIEW
Statement of comprehensive income
The group's revenue increased by 16% to R1,15 billion (2012: R990 million),
achieving the group's key strategic objective of attaining critical mass. Although
the group's core profit before interest and taxation (excluding once-off impacts,
restructuring costs and businesses exited) increased above expectations, group
operating profit before interest and taxation including these once-off impacts
decreased significantly from a profit of R31,2 million in 2012 to a loss of
R93,5 million.

The headline earnings adjusting once-off impacts amount to R114 million
(pre-tax) and are made up as follows:
-  The sale of the group's head office property: R8,7 million profit (pre-tax)
-  Impairments and loss on sale of assets amounting to R123 million:

M-TEC                             R72,5 million         Fair value impairment
Lighting                          R4,8 million          Loss on exit
Structures                        R12,0 million         Impairment of loan
Telecommunication                 R24,2 million         Impairment of goodwill
Structures                        R9,7 million          Loss on exit

The net finance cost paid of R19,3 million increased from R14,3 million last
year. This was higher than expected due to higher working capital outflows
on strong revenue growth. The finance income earned from long-term
receivables reduced sharply from R3,9 million last year to R0,1 million in
2013 on early termination of the group's rental agreement by one of its
customers. The other main contributor to finance costs was the preference
dividend paid to the group's BBBEE partner, AfroCentric, of R6,8 million.
This reduced from R7,2 million last year due to lower interest rates.

The equity accounted loss of R1,6 million from M-TEC (2012: R10,1 million
profit) was disappointing on a sharp reduction in volumes from its major
customer. Jasco suspended equity accounting its 51% share in M-TEC during
the second half of its financial year following the decision by the board
to exit this business.

The taxation credit of R7,0 million (2012: R7,0 million expense) is due to
the utilisation of historic assessed losses on the systematic restructure of the
group and the reversal of an over-accrual of deferred tax on the disposal
of the head office property. The effective tax rate of 6,1% reduced from
25,9% in 2012. This was due to the once-off impacts during the year and is
notwithstanding the non-deductible preference dividend (disclosed as interest
paid in terms of IFRS). The group believes its tax rate is likely to remain below
28% over the next two to three years.

Headline earnings of R0,5 million decreased by 98% (2012: R23,7 million)
and headline earnings per share (HEPS) was 98% down to 0,3 cents per
share (2012:16,8 cents per share). As a consequence of the once-off
impacts described earlier, the earnings per share (EPS) was a loss of
77,9 cents per share (2012: 15,6 cents profit per share). The weighted
average number of shares in issue was slightly up from 140,9 million shares
to 141,3 million and did not have any impact on EPS and HEPS.

Statement of financial position
The most noteworthy change in the statement of financial position as at
30 June 2013 relates to a change in classification of the R100 million
preference shares from a current liability to a long-term liability. These shares
were allotted to AfroCentric by Jasco Cables Investments (Pty) Ltd or "Jasco
Cables" on 23 May 2008 and were indirectly secured by the group's
investment in M-TEC. The change in classification follows an agreement
by both parties prior to the 2013 year-end to extend the redemption date
to 31 December 2014.

As reported last year, Jasco is a 51% shareholder in M-TEC, but does not
have control of the business in terms of the original shareholders' agreement.
Due to the continuing underperformance of the business and the tough trading
conditions in this sector over the last 12 months, the Jasco board has decided
to exit this investment. Accordingly, the investment is now "held-for-sale" and
equity accounting was suspended in the second half.

During the first half of the financial year, the group disposed of its 50.5%
investment in Lighting Structures, resulting in a loss on exit of R4,8 million.
Subsequent to this disposal, and as a consequence of subordinating the
former shareholders' loan, the full amount of R12,0 million of this receivable
was impaired based on the group's concern regarding the recoverability
thereof.

Jasco's 50.5% investment in Telecommunications Structures has also
been classified as an asset "held-for-sale". Re-measurement of this
investment resulted in full impairment of historically recognised goodwill
of R24,2 million, as well as a loss on exit of R9,8 million at year-end
on the sale of the business as a going concern.

Another noteworthy item in the statement of financial position is the disposal
of the group's Gauteng head office property during the year. This will allow
Jasco to reduce its level of gearing by repaying both long-term and short-term
debt with the proceeds of R60 million. The proceeds from the sale were
received in July 2013.

Jasco has committed to a 12-year lease at an annual rental of R6,5 million,
escalating at 6% per annum. The commencement date of the lease is
1 July 2013 and will be accounted for in terms of IFRS in the next
financial year. The property will remain as Jasco's headquarters and its
main base of operations in Gauteng, with further rationalisation of existing
leased properties planned for January 2014. The combination of a
number of businesses at head office reduced leased properties in
Gauteng from seven to two and achieved a combined rental saving of
approximately R6 million per annum.

Non-current assets and liabilities
Capital expenditure was R21,5 million (2012: R16,5 million). The majority
of the capital spend was required to expand production capacity in
Electrical Manufacturers in the Energy Solutions vertical. Excluding the
Gauteng property disposal, the remaining asset disposals during the year
were not material.

Intangibles (including goodwill) of R94,1 million decreased from R131,3 million
last year as a result of the goodwill impairment of R24,2 million on the
exit of the Telecommunications Structures business and a reduction in the
capitalisation of research and development costs. All goodwill components
were tested for impairment at 30 June 2012 in accordance with accounting
policies and no other impairment charges were considered necessary.

The investment in associate of R116,0 million (2012: R189,8 million)
relates to the 51% investment in M-TEC and is now classified as "held-for-
sale". Accordingly, the carrying value was written down by R72,5 million.
The cumulative historic impairment charges of R53,5 million plus the fair
value impairment take the total write down on M-TEC to R126,0 million.
Management regrets these impairments and remains committed to ensuring
sustained earnings creation in the continued operations.

The net deferred tax asset of R20,7 million (2012: R9,4 million) increased
due to the utilisation of previously unrecognised tax losses, the reversal of the
deferred tax liability relating to the Gauteng head office property, as well as
the recognition of temporary differences relating to bonus provisions and the
new finance lease receivable. The conservative approach adopted in
the past in the recognition of deferred taxation assets arising from assessed
income tax losses remains unchanged.

Other non-current financial assets of R52,5 million increased from R14,6 million
last year and relate to the non-current portion of the group's finance lease
receivable from the group's contract with a new regional customer. Jasco,
through its subsidiary, New Telco SA, entered into a five-year Interconnect
Services agreement with the customer. New Telco SA supplies the exclusive
use of dedicated points of presence in London, Frankfurt, Cape Town
and Johannesburg. New Telco SA also provides a 24/7 operations and
maintenance service across these four global locations. This contract will
increase the annuity revenue income of the group.

The long-term interest-bearing loans of R163,0 million (2012: R24,1 million)
increased substantially due to a change in classification of the preference
shares and a finance lease of R67,4 million entered into with a strategic
vendor to fund the finance lease receivable.

The mortgage loan of R27,7 million (2012: R30,0 million), classified as
"non-current liability held for sale", was settled on 8 July 2013. The only
other long-term liabilities that remain are the loans from minority shareholders
of R2,7 million (2012: R19,6 million) and assets financed in terms of
instalment sale and/or finance lease agreements of R7,6 million
(2012: R6,0 million).

Current assets and liabilities
Inventories on hand were R114,5 million (2012: R94,6 million), which was
in line with the higher revenue volumes. The most notable increase in
inventory levels occurred in Jasco Electrical Manufacturers due to production
expansion.

Trade receivables were R243,6 million (2012: R196,3 million) and include
debtor provisions of R3,0 million (2012: R6,2 million). These provisions are
considered adequate to cover specific risk trade receivables identified
and any impairment required in terms of IAS39. The increase was due
to the higher revenue in June 2013 and the long overdue rental invoices on
early termination of the contract by the customer. The age profile of
the debtors' book is generally healthy, outside of a problem in the Jasco
Security business unit where the invoiced rental amounts of R15,9 million
are long outstanding. Other receivables and pre-payments were up sharply
to R131,9 million (2012: R47,8 million) due to the proceeds on the
disposal of the Midrand property (R60 million) only being received on
5 July 2013, as well as prepaid service level agreements relating to the
interconnect services agreement (R14,2 million).

Current non-interest-bearing liabilities of R322,6 million (2012: R251,8 million)
increased on higher volumes. This includes trade and other payables (accruals)
of R248,2 million (2012: R190,2 million), provisions of R48,7 million
(2012: R36,6 million) and deferred maintenance revenue of R24,8 million
(2012: R20,2 million). Although net foreign currency contracts are not material,
foreign currency risk is carefully managed through a hedging programme that
utilises a blend of the available instruments.

Current interest-bearing liabilities, excluding bank overdrafts, of R48,2 million
(2012: R103,2 million) reduced on the reclassification of the R100 million
preference shares into long-term (as discussed earlier in the review).

The terms from Jasco's key trade suppliers are the subject of focus and
additional support was obtained during the period to fund organic growth
requirements. This will continue to be an area of focus in F2014 as
procurement is a key area in Jasco's focus to reduce costs across the group.

The bank overdraft of R56,0 million increased from R31,8 million in 2012.
This was mainly due to operating cash outflows, the payment of
R21,5 million (2012: R16,5 million) for investment in capital expenditure
and R6,8 million (2012: R13,1 million) for capitalised research and
development. Refer to the Statement of Cash Flows.

The board has not declared a dividend for the 2013 financial year on the
reported earnings losses.

Statement of cash flows
The statement of cash flows reflects an inflow in cash generated from
operations before working capital changes of R47,7 million compared
to R55,4 million in 2012. Working capital changes reflect an outflow
of R114,1 million (2012: R31,0 million outflow). This outflow includes
the raising of finance for the long-term lease receivable of R65,3 million
and the payment of the related creditors for the supply of hardware.
These creditor payments were funded through a vendor-financed loan
(refer to Financing Activities).

The net interest payment amounted to R19,3 million (including the
preference dividend), while income tax payments reduced substantially.
Ordinary dividends paid of R4,2 million were higher than the R3,5 million
paid in the previous year. These dividends related to the 2012 and 2011
financial years respectively. Total cash outflows from operating activities
of R90,8 million were therefore disappointing compared to the R2,1 million
outflow in 2012.

As mentioned earlier, investing activities saw a cash outflow of R42,2 million
(2012: R22,7 million), funded by an inflow from financing activities of
R108,6 million (2012: R9,9 million). This inflow includes the vendor-financed
loan of R67,4 million and a bridging facility of R32,2 million against
the Gauteng head office property disposal, which was settled on
8 July 2013.

Accordingly, Jasco's net overdraft increased to R56,0 million from
R31,8 million at the beginning of the year. This remains within the group's
facility limits. Management is focusing on reducing stock levels, improving
terms of supply from major trade partners and reducing trade receivables
older than 90 days.

OPERATIONAL REVIEW
ICT SOLUTIONS
ICT - Carrier
Revenue increased by 10% to R498,8 million (2012: R454,4 million),
mainly due to improved market share and despite a 28% reduction
in sales at Telecommunications Structures. The operating profit increased
by 31% to R56,5 million (2012: R43,2 million) at an improved
operating margin of 11,3% (2012: 9,5%). In line with the group's
restructure, senior management overhead costs in this business was
moved to head office. Excluding these costs, Carrier Solutions and
Carrier RF saw a significant  increase in profit. This was somewhat offset
by a significant decrease in Broadcast Solutions, which was placed
on the watch list in the second half of the year. The Broadcast Solutions
cost base was restructured in the last quarter, which resulted in a
break-even result for the year on inclusion of once-off retrenchment
costs. The M-TEC Telecommunications division is not included following
the decision to exit this investment.

ICT - Networks
Revenue increased by 406% to R114,6 million (2012: R22,7 million),
mainly due to the sales to the new regional customer in Co-Location Solutions
(NewTelco). This contributed R65 million on a five-year finance lease,
which secures future annuity income. Converged Solutions' revenue
increased by 74% on the full-year inclusion of Arc Telecoms and good
growth in the voice and data annuity volumes. The operating loss decreased
by 63% to R3,4 million (2012: R9,4 million loss) in line with the volume
increase. The total annuity revenue grew strongly from R22,9 million to
R45,8 million in 2013 and is expected to continue growing off this base.
This, combined with cost reductions, should result in the business achieving
break-even in F2014.

ICT - Enterprise
Revenue for the year increased by 8% to R219,0 million (2012: R203,3 million)
from new blue-chip customers despite the continued slow corporate spend
on technology upgrades. The operating profit decreased by 36% to
R13,8 million (2012: R21,5 million) and the operating margin was
down from 10,6% to 6,3% on a change in product mix due to fluctuating
demands and strategic blue-chip customer wins at initially lower
margins. The 2012 results also created a high base due to two significant,
once-off equipment installations. Higher-margin service business will follow
from 2015.

INDUSTRY SOLUTIONS
The Industry Solutions vertical experienced an improvement in revenue.
The increase was driven by Fire Solutions and a first full year
of Power Solutions. Although the slow recovery from the corporate customer
base continued, the environment remained fiercely competitive. Revenue
increased by 14% to R148,7 million (2012: R130,1 million), whilst
operating profit decreased by 13% to R5,8 million (2012: R6,6 million)
on the lower profit contribution from the group's long-term rental receivable
that was terminated early. Although the margin declined from 5,1% to
3,9%, when excluding the impact of the finance lease, the operating margin
improved from 1,6% to 3,9%.

Cost control remains a key area of focus and the Security Solutions business
will be relocated to Midrand in the next financial year. The main imperative
for this vertical is to grow revenue and further diversify the profile of the
group's customer base over the next two years.

ENERGY SOLUTIONS
During the year, this division included the Electrical Manufacturers and
Lighting Structures business units on a consolidated basis. The Lighting
Structures business was sold in December 2012 and its contribution was
therefore only for five months. The M-TEC Electrical division is not included
as it is an investment "held-for-sale".

Revenue of R184,3 million declined by 8% (2012: R199,8 million) and
operating profit declined by 26% from R15,9 million to R11,8 million
on the disposal of Lighting Structures.

Electrical Manufacturers grew revenue by 15% to R154,0 million
(2012: R133,7 million) on strong volume growth at lower margins from the
business' major customer. The operating profit of R14,7 million increased
by 3% from R14,2 million on lower gross margins.
Lighting Structures' revenue of R30,3 million compares to R66,1 million in 2012
and the operating loss was R2,9 million compared to a profit of R1,1 million.

PROSPECTS
Divisional prospects
In line with the group's strategy in the final year of the three-year restructuring
programme and following the divestment of a number of businesses, with
effect from F2014, the group will be structured into two rather than three
verticals.

The ICT vertical contains the telecommunications and information technology
businesses of Carrier Solutions, Enterprise Solutions and Network Solutions.
The previously separate verticals of Industry Solutions and Energy Solutions
have been combined to create the Energy & Industry vertical. This contains
Security Solutions, Power Solutions and Electrical Manufacturers.
In the ICT Carrier business, the group expects short-term market growth
due to LTE (4G) network rollout and broadband and wireless connectivity
demands, as well as increasing bandwidth in the Southern African
Development Community (SADC). In Networks and Enterprise, the demand
in SADC continues to increase. In South Africa, increasing demand is
seen for cloud solutions, although pressure on corporate spend is expected
to remain.

Against these conditions, Jasco expects continued market share gains with
new technology developments, particularly in building coverage solutions.
Growth in annuity revenue in both Networks and Enterprise will continue,
although at a slower rate off the higher base set in 2013. The ICT vertical's
new offerings will start to deliver benefits in the coming year. These include
building coverage solutions, IT solutions, ICT consulting services and
cloud solutions.

In the Energy & Industry vertical, demand for power across Southern Africa
is expected to remain high. The introduction of carbon tax will drive green
investment, with renewable energy to drive medium-term growth. Industrial
energy optimisation is also gaining traction.
Against this, the investment in the white goods manufacturing facility in
Electrical Manufacturers is largely complete. The Energy & Industry vertical
is well placed through a number of new offerings, which include off-grid
solutions for industrial applications and energy optimisation solutions.
A number of independent power producer "balance of plant" offers have
been submitted.
Group prospects
The group's main focus areas in the last year of its restructuring programme
include:
-  Improving its funding position and reducing the interest burden by
   exiting M-TEC and settling the preference shares. The board is
   considering various capital raising options which may include
   a rights issue ranging between R30 million to R60 million planned
   for the first half of F2014. An announcement will be made by Jasco
   once there is further certainty on this matter
-  Exiting low-value-added manufacturing in a systematic way and finalising
   the sale of M-TEC and other non-core manufacturing departments
-  Improving the group's earnings by consolidating procurement and
   improving working capital, as well as completing the restructure
   programme

During the year, the decisive action on non-performing areas has positioned
the new core business base for growth. In the first half of F2014, further
restructuring costs will impact results, with the second half to show an
improvement. The full benefits of the three-year restructuring programme will
be seen from F2015.

Shareholders are advised that any forward-looking information or statements
contained in this announcement have not been reviewed or reported on
by Jasco's independent auditors.

SUBSEQUENT EVENT
Telecom Structures was sold after year-end.
The R60 million proceeds from the disposal of the head office property
were received in July 2013 and utilised to reduce related long-term and
short-term debt.

CHANGES TO THE BOARD
There were no changes to the board.

NOTIFICATION OF POSTING OF INTEGRATED ANNUAL REPORT
AND NOTICE OF AGM
The Integrated Annual Report incorporating the notice to convene the
Annual General Meeting will be posted to shareholders on or about
30 September 2013, an announcement in this regard will be published
on the Stock Exchange News Service of the JSE Limited.

For and on behalf of the board

Dr ATM Mokgokong (Non-executive chairperson)
AMF da Silva (Chief executive officer)
WA Prinsloo (Chief financial officer)
17 September 2013

Audit opinion on audited annual financial statements
The annual financial statements have been audited by the group's
independent auditors, Ernst & Young Inc. A copy of their unmodified
report is available for inspection at Jasco's registered office.

Basis of preparation of summarised consolidated audited financial
statements
The summarised consolidated audited financial statements have been
prepared in accordance with the International Financial Reporting
Standard (IFRS), the AC500 standards as issued by the Accounting
Practices Board and the presentation and disclosure requirements of
IAS 34 (Interim Financial Reporting), the Listings Requirements of the
JSE Limited and the Companies Act (2008) of South Africa. The accounting
policies and methods of computation used in the preparation of this
report are consistent with those of the previous year. These summarised
consolidated financial statements and the financial overview information,
which were derived from the underlying audited consolidated financial
statements for the year ended 30 June 2013, have not been audited.
The directors take full responsibility for the preparation of the summarised
report and the financial overview information which was derived
from the underlying audited financial statements. The auditors,
Ernst and Young Inc, have audited the annual financial statements
for the year ended 30 June 2013 from which this summarised report has
been derived and on which an unmodified opinion was expressed.

SUMMARISED CONSOLIDATED STATEMENTS
OF COMPREHENSIVE INCOME
Audited (R'000)                        2013       2012   % change
Revenue                           1 151 035    989 992       16,3
Turnover                          1 146 034    983 693       16,5
Interest received                     5 001      6 299     (20,6)

Operating (loss)/profit before
  interest and taxation            (93 486)    31 213     (399,5)
Interest received                     5 001     6 299      (20,6)
Interest paid                      (24 331)  (20 581)        18,2
Equity accounted (loss)/income
  from associates                   (1 586)    10 080     (115,7)
(Loss)/profit before taxation     (114 402)    27 011     (523,5)
Taxation                              6 974   (7 009)     (199,5)
(Loss)/profit for the year        (107 428)    20 002     (637,1)
Other comprehensive
 income                                   2       872
Total comprehensive (loss)/
 income for the year              (107 426)    20 874     (614,6)
(Loss)/profit attributable to:
- minority shareholders               2 632   (1 933)     (236,2)
- equity holders of the parent    (110 060)    21 935     (601,8)
(Loss)/profit for the year        (107 428)    20 002     (637,1)
Total comprehensive (loss)/
income attributable to:
- minority shareholders               2 632   (1 933)     (236,2)
- equity holders of the parent    (110 058)    22 807     (582,6)
Total comprehensive (loss)/
 income for the year              (107 426)    20 874     (614,6)
Reconciliation of headline
earnings
Net earnings attributable
 to equity holders of the
 parent                           (110 060)    21 935     (601,8)
Headline earnings
 adjustments                        110 525     1 802      6033,5

- fair value adjustment of
   associate                              -       382
-  loss on disposal of LBJ            4 758         -
- loss on available for
   sale financial asset              12 089         -
- loss on re-measurement
   of associate held
   for sale                          72 498         -
- negative asset written-off          (289)         -
- impairment of goodwill             24 178         -
- loss on re-measurement
   of disposal group held
   for sale                           9 769         -
-  after tax (profit)/loss
   on disposal of fixed
   assets                          (12 478)     1 420
Headline earnings                       465    23 737      (98,0)
Number of shares
in issue ('000)                     146 399   146 399
Treasury shares (000)                5 127     5 481
Weighted average number
  of shares on which
  earnings per share is
  calculated ('000)                 141 272   140 918
Weighted average number
  of shares on which diluted
  earnings per share is
  calculated (000)                 141 272   140 918
Ratio analysis
Attributable earnings             (110 061)    21 935     (601,8)
Earnings per share (cents)           (77,9)      15,6     (600,5)
Diluted earnings per share
  (cents)                            (77,9)      15,6     (600,5)
Headline earnings per share
  (cents)                               0,3      16,8      (98,1)
Diluted headline earnings
  per share (cents)                     0,3      16,8      (98,1)
EBITDA                               45 318    64 063      (29,3)
Net asset value per share
  (cents)                             159,7     241,2      (33,8)
Net tangible asset value
  per share (cents)                    93,1     148,0      (37,1)
Dividend per share -
  final (cents)                         3,0       2,5        20,0
Debt: Equity (%)                      100,4      43,5       130,8
Interest cover (times)                (0,8)       3,0     (126,7)
EBITDA interest cover (times)           2,3       4,5      (47,7)

SUMMARISED CONSOLIDATED STATEMENTS
OF FINANCIAL POSITION
Audited (R'000)                                           2013         2012
ASSETS
Non-current assets                                     227 073      414 926
Plant and equipment                                     56 200       57 108
Intangibles                                             94 143      131 273
Investment in associates                                     -      189 795
Deferred tax asset                                      24 246       22 119
Other financial assets                                  52 484       14 631
Non-current asset held for sale                        139 611       50 284
Current assets                                         510 521      350 044
Inventories                                            114 522       94 642
Trade and other receivables                            377 291      244 709
Taxation prepaid                                         1 118        5 195
Other financial assets                                  10 510            -
Cash and cash equivalents                                7 080        5 498

Total assets                                           877 204      815 254

EQUITY AND LIABILITIES
Share capital and reserves                             238 068      354 432
Non-current liabilities                                168 167       38 534
Interest-bearing liabilities                           163 030       24 125
Deferred maintenance revenue                             1 578        1 719
Deferred tax liability                                   3 559       12 690
Non-current liability held for sale                     36 175       29 976
Current liabilities                                    434 795      392 312
Interest-bearing liabilities                            48 209      103 184
Bank overdraft                                          60 602       37 328
Non-interest-bearing liabilities                       297 797      227 175
Deferred maintenance revenue                            24 821       20 247
Taxation liability                                       3 366        4 378

Total equity and liabilities                           877 204      815 254

SUMMARISED CONSOLIDATED STATEMENTS
OF CHANGES IN EQUITY
Audited (R'000)                                            2013         2012
Attributable to equity holders of the parent
Opening balance                                         339 842      323 363
Treasury shares - Share Incentive Trust                     192           47
Transactions between shareholders                             -      (3 188)
Share based payment reserve                                (83)          336
Total comprehensive income                            (110 056)       22 807
- (Loss)/profit for the year                          (110 058)       21 935
- Other comprehensive income                                  2          872
Dividends paid                                          (4 239)      (3 523)
Closing balance                                         225 656      339 842
Minority interests
Opening balance                                          14 590       19 835
Subsidiaries disposed during the year                   (4 810)            -
Transactions between shareholders                             -      (3 312)
Total comprehensive income                                2 632      (1 933)
-  Profit/(loss) for the year                             2 632      (1 933)
- Other comprehensive income                                  -            -
Dividends paid to non-controlling shareholders                -            -
Closing balance                                          12 412       14 590
Total equity                                            238 068      354 432

SUMMARISED CONSOLIDATED STATEMENTS
OF CASH FLOWS
Audited (R'000)                                             2013        2012

Cash generated from operations before
 working capital changes                                  47 717      55 441
Working capital changes                                (114 083)    (30 961)
Cash generated from operations                          (66 366)      24 480
Net financing costs                                     (19 330)    (14 282)
Net taxation paid                                          (895)     (8 790)
Dividends paid                                           (4 239)     (3 523)
Cash flow from operating activities                     (90 830)     (2 115)
Cash flow from investing activities                     (42 213)    (22 715)
Cash flow from financing activities                      108 645       9 934
Decrease in cash resources                              (24 398)    (14 896)

SUMMARISED CONSOLIDATED SEGMENTAL REPORTS
                                     2013                      2012
                                         Operating                  Operating
Audited                                    profit/                    profit/
(R'000)                    Revenue          (loss)      Revenue        (loss)
ICT - Carrier              498 811          56 468      454 411        43 218
ICT - Networks             114 570         (3 442)       22 659       (9 404)
ICT - Enterprise           218 988          13 824      203 273        21 465
Industry Solutions         148 742           5 760      130 065         6 607
Energy Solutions           184 258          11 802      199 738        15 865
Sub-total operating
 divisions               1 165 369          84 412    1 010 146        77 751
Other                        9 817        (61 267)        6 691      (35 979)
Adjustments               (24 151)       (116 631)     (26 846)      (10 559)
Total                    1 151 035        (93 486)      989 992        31 213

Directors and Secretary
Dr ATM Mokgokong (Chairperson)
MJ Madungandaba (Deputy chairperson)
JC Farrant*, Sir JA Sherry, M Malebye*, H Moolla* (Non-executives)
AMF da Silva (CEO), WA Prinsloo (CFO) (Executives)
S Lutchan (Company secretary)
*Independent

Registered office
Jasco Park
C/O 2nd Road and Alexandra Avenue
Midrand, 1685

Transfer secretaries
Link Market Services SA (Pty) Ltd
13th Floor Rennie House, 19 Ameshoff Street
Braamfontein, 2001

Sponsor
Grindrod Bank Limited
3rd Floor, Grindrod Towers, 8A Protea Place, Sandton



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