Wrap Text
Abridged Consolidated Statement Of Profit Or Loss And Other Comprehensive Income
UBUBELE HOLDINGS LIMITED
Incorporated in the Republic of South Africa
(Registration number: 1998/011074/06)
Share code: UBU ISIN code: ZAE000144739
("Ububele" OR "the company" OR the group")
REVIEWED PROVISIONAL FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
ABRIDGED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
Group
Restated
Reviewed Audited
Year ended Year ended
30 June 30 June
2013 2012
Notes R R
Continuing operations
Revenue 636 518 348 582 406 218
Cost of sales (524 313 785) (472 315 742)
Gross profit 112 204 563 110 090 476
Other income 5 009 780 4 065 616
Operating expenses (117 661 974) (94 716 519)
Operating (loss)/profit (447 629) 19 439 573
Investment revenue 12 168 214 8 824 080
Loss on non-current assets held for
sale or disposal groups (67 775)
Impairment of intangible asset 4 (7 417 452)
Finance costs (22 887 129) (18 841 187)
(Loss)/profit before taxation (18 583 996) 9 354 691
Taxation (6 449 117) (4 258 971)
(Loss)/profit from continuing operations (25 033 113) 5 095 720
Discontinued operations
Profit/(loss) from discontinued operations 5 1 533 542 (47 181 112)
Loss for the year (23 499 571) (42 085 392)
Other comprehensive income:
Available-for-sale financial assets adjustments, net of tax 499 405 477 611
Total comprehensive loss (23 000 166) (41 607 781)
Net profit attributable to:
Owners of the parent:
Loss for the year from continuing operations (27 398 876) (1 092 472)
Profit/(loss) for the year from discontinued operations 1 308 139 (47 171 744)
Loss for the year attributable to owners of the parent (26 090 737) (48 264 216)
Non-controlling interest:
Profit for the year from continuing operations 2 365 763 6 188 192
Profit/(loss) for the year from discontinued operations 225 403 (9 368)
Profit for the year attributable to
non-controlling interest 2 591 166 6 178 824
Total comprehensive loss attributable to:
Owners of the parent (25 591 331) (47 786 605)
Non-controlling interest 2 591 165 6 178 824
(23 000 166) (41 607 781)
EARNINGS PER SHARE (CENTS)
Basic earnings from continuing operations 6 (15,36) (0,61)
Diluted basic earnings from continuing operations 6 (15,36) (0,61)
Basic earnings from all operations 6 (14,62) (27,14)
Diluted basic earnings from all operations 6 (14,62) (27,14)
Headline earnings per share from continuing operations 6 (12,16) (0,41)
Headline earnings per share from all operations 6 (11,43) (4,53)
Number of ordinary shares in issue 6 178 382 824 178 417 824
Weighted number of ordinary shares in issue 6 178 411 879 177 844 054
ABRIDGED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Group
Restated Restated
Reviewed Audited Audited
2013 2012 2011
Notes R R R
ASSETS
Non-current assets
Property, plant and equipment 22 546 615 34 508 140 27 542 244
Goodwill 4 66 006 912 73 424 364 98 577 678
Intangible assets 22 817 721 15 331 261 27 762 093
Deferred taxation 19 304 797 23 242 621 17 666 609
Available-for-sale financial assets at fair value 7 5 179 892 4 565 856 3 854 738
135 855 937 151 072 242 175 403 362
Current assets
Trade and other receivables 160 747 738 154 717 349 129 827 257
Deposits 10 2 833 010
Inventories 86 865 903 89 718 021 72 963 357
Loans receivable 2 228 441 2 250 772
Cash and cash equivalents 14 242 706 17 869 530 13 464 017
Taxation 1 070 572 662 144 1 473 440
267 988 370 265 217 816 217 728 071
Non-current assets held for sale and
and assets of disposal groups 515 000 1 294 645 1 385 766
Total assets 404 359 307 417 584 703 394 517 199
EQUITY AND LIABILITIES
EQUITY
Equity attributable to equity holders of parent
Share capital and premium 100 981 928 100 999 428 99 749 428
Other reserves 2 894 553 2 395 148 1 917 537
Accumulated (loss)/profit (95 537 150) (62 708 599) 29 098 973
8 339 331 40 685 977 130 765 938
Non-controlling interest 6 691 900 10 421 395 13 075 372
15 031 232 51 107 372 143 841 310
LIABILITIES
Non-current liabilities
Loans payable 219 959 353 219 393 719 91 373 641
Amounts due on instalment sale agreements 4 600 155 4 764 571 5 724 003
Deferred taxation 3 465 632 4 355 426 3 199 054
228 025 140 228 513 716 100 296 698
Current liabilities
Trade and other payables 149 221 204 118 429 972 118 237 856
Loans from shareholders 9 664 108
Loans payable 6 842 727 13 321 297 5 617 593
Taxation 924 845 2 906 867 1 461 273
Amounts due on instalment sale agreements 3 194 422 3 260 801 3 853 601
Derivative financial instruments 45 846
Bank overdraft 1 119 737 44 678 11 498 914
161 302 935 137 963 615 150 379 191
Total liabilities 389 328 078 366 477 331 250 675 889
Total equity and liabilities 404 359 301 417 584 703 394 517 199
ABRIDGED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Total
attributable
Total share to equity Non-
Share Treasury Share capital and Other Accumulated holders controlling Total
Note capital shares premium premium reserves profit/(loss) of the group interest equity
Group
Balance at 30 June 2011 88 583 909 11 165 519 99 749 428 1 917 537 29 098 973 130 765 938 13 075 372 143 841 310
Changes in equity
Total comprehensive loss
for the year 477 611 (48 264 216) (47 786 605) 6 178 824 (41 607 781)
Issue of shares 625 000 625 000 1 250 000 1 250 000 1 250 000
Acquisition of non-
controlling interest (40 000 000) (40 000 000) (40 000 000)
Dividends paid (3 543 356) (3 543 356) (8 832 801) (12 376 157)
Total changes 625 000 625 000 1 250 000 477 611 (91 807 572) (90 079 961) (2 653 977) (92 733 938)
Balance at 30 June 2012 89 208 909 11 790 519 100 999 428 2 395 148 (62 708 599) 40 685 977 10 421 395 51 107 372
Changes in equity
Total comprehensive loss
for the year 499 405 (26 090 737) (25 591 332) 2 591 166 (23 000 166)
Repurchase of shares (17 500) (17 500) (17 500) (17 500)
Acquisition of non-
controlling interest 8 (6 737 814) (6 737 814) (262 686) (7 000 500)
Dividends paid (6 057 974) (6 057 974)
Total changes (17 500) (17 500) 499 405 (32 828 551) (32 346 646) (3 729 495) (36 076 140)
Balance at 30 June 2013 89 208 909 (17 500) 11 790 519 100 981 928 2 894 553 (95 537 150) 8 339 331 6 691 900 15 031 232
ABRIDGED CONSOLIDATED STATEMENT OF CASH FLOWS
Group
Reviewed Audited
Year ended Year ended
30 June 30 June
2013 2012
R R
Net cash inflow/(outflow) from operating activities 26 071 473 (33 214 250)
Net cash outflows from investing activities (18 554 151) (61 847 379)
Net cash (outflow)/inflow from financing activities (12 219 205) 110 921 378
Net (decrease)/increase in cash and cash
equivalents for the year (4 701 883) 15 859 749
Cash and cash equivalents at the beginning of the year 17 824 852 1 965 103
Cash and cash equivalents at the end of the year 13 122 969 17 824 852
1. Introduction
Revenue increased by 9%
Gross profit increased by 2%
Ububele is pleased to present its financial results for the year ended 30 June 2013.
Although the weakening of the rand and extreme weather conditions in some parts of South Africa severely affected our
results, we do believe that the platform was laid for a positive agriculture focused future, with our continuous
spending on research and development and selling of non-core assets. This restructuring process, which we started more
than a year ago, resulted in an increase of R18 million in profitability for the comparative period.
The past year was characterised by major price fluctuations, which were caused by macro-economic factors like the
debt crisis in the European Union, the decline in economic growth in China, and tension in the Middle East, which
support crude oil prices.
The drought in the USA led to higher commodity prices. The prices for maize were 20% higher, for soybeans 18% higher
and for wheat 13% higher than a year ago. However, due to the stronger dollar and euro, but also because of strikes
in the labour sector, the rand weakened by 21% against the dollar. The weaker rand supported higher local commodity
prices, but unfortunately also led to higher prices for input cost.
Although these commodity prices were high, given the macro-economic conditions, the late-season dry spell in February
and March resulted in farmers not taking full reward in these price increases and resulted in a 3,5% smaller maize
crop for the year.
The smaller output and the substantial increase in input costs made it a difficult year for most grain farmers and
agriculture roleplayers. Given the drought in other major producing countries like America, we foresee commodity
prices staying high and set our hopes on a stronger rand, lower oil price, good rains, increased outputs and more
available money for agriculture.
Considering the challenges that we face in food security, most farmers rely on innovation in all the fields of
agricultural sciences to offer solutions in the ever-demanding productivity cycle.
One key area where we believe there exists a massive need is the monitoring, analysis and dissemination of accurate
field level climate data. Understanding the effect of climate today, as well as the future impact of changing climate
conditions on our production systems, will be vital to ensure that our farmers remain competitive.
Ububele Agri Science, through its Enviro Crop Protection business, is investing in climate monitoring systems
(weather stations) in our key regions where we operate and aim to add this technical innovation to our current
service and advice to our clients.
During the year under review, the Group purchased the remainder of Flamingo's share capital from minorities for an
amount of R7 000 500. The Company already had control over Flamingo, and its assets and liabilities were fully
consolidated.
Save for the strategic investment in our airline catering company, the Group finalised the closing down of the
high-risk, low-margin food division during the period under review. We look forward to focusing our resources and
expertise to grow and expand our agricultural division in the years to come.
2. Commentary on results
The lack of rain in the later parts of January and February over the North West Province and Free State had an
impact on our results for the comparative period. The hot and dry conditions caused huge yield losses for farmers
and resulted in less spending by farmers. Revenue for the comparative period therefore only increased by a
moderate 9%.
This moderate increase in sales led to a minimal 2% increase in the Group's gross profit, mainly due to the
substantial increase in our raw material import cost, caused by the more than 21% weakening of the rand against
the US dollar exchange rate.
Included in other income is a profit on sale of Unique Dairy Products' shares of R1 232 488.
The weakening of the rand was also severely felt in the R23 million increase in operating costs, which includes a
foreign exchange loss of R4,5 million and a provision for doubtful debt of R8,3 million.
Petrol, oil and transport cost increased by R1,2 million as a result of the 31% increase in the rand crude oil
price for the year.
Legal expenditure increased by R2,7 million, the majority of which can be attributed to the collection of outstanding
litigation amounts on contractual matters and corporate action towards the end of the financial year, which should
not be recurring events.
Finance charges increased by 21% due to the term loan for the acquisition of Enviro Crop Protection and higher
interest rates on loans payable, while investment revenue increased by 38% due to later payment by farmers
another negative effect of the adverse weather conditions.
The 34% decrease in property, plant and equipment is mainly due to the sale of Unique Dairy Products on
30 November 2012.
The increase of 48% in intangible assets was due to research and development costs of R3,3 million capitalised
during the year and Sage X3 software and development costs of R2,3 million capitalised during the year.
Included in non-current loans payable, is a building loan from Bank Windhoek of R6,8 million to finance the new
kitchen facilities at Hosea Kutako International Airport.
3. Basis of presentation and accounting policies
Nolands Inc., the Group's independent auditor, has reviewed the provisional financial statements contained in this
provisional report and has expressed an unmodified conclusion on the provisional financial statements. The review
report is available for inspection at the Company's registered office. The Group reviewed provisional results for the
year ended 30 June 2013 have been prepared using the accounting policies applied by the Company in its 30 June 2012
annual report which are in accordance with International Financial Reporting Standards, IAS 34 Interim Financial
Reporting, the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee, the
South African Companies Act, 2008 (Act 71 of 2008), as amended, and the JSE Listings Requirements.
The statement of profit or loss and other comprehensive income, as at 30 June 2012, has been restated for the
reclassification of commission paid between cost of sales and operating expenses. This resulted in an increase in
cost of sales of R54 399 130, with a corresponding decrease in operating expenses.
This reclassification was done in order to provide increased disclosure and because the directors felt that it gave a
better reflection of the classification of expenses. There has been no impact on profit, statement of financial
position, statement of changes in equity or statement of cash flows.
The statement of financial position as at 30 June 2012 and 30 June 2011 has been restated for the reclassification of
distributions retained from agents from loans payable to trade and other payables. This resulted in an increase in
trade and other payables of R23 079 514 (30 June 2012) and R25 795 199 (30 June 2011), with a corresponding
decrease in loans payable.
This reclassification was done in order to provide increased disclosure and because the directors felt that it gave a
better reflection of the classification of amounts payable. There has been no impact on profit, statement of profit or
loss and other comprehensive income or statement of changes in equity.
Included in discontinued operations in the statement of profit or loss and other comprehensive income for 2012, are
the profits and losses from Unique Dairy Products, which was stated in continuing operations in the prior year.
4. Impairment of intangible assets and goodwill
During the period under review, the Company impaired the following intangible assets and goodwill:
2013 2012
R R
Continuing operations
Fine Cut trademark (Just Fresh Brand) 7 417 452
Discontinued operations
Unique Dairy Products (Milkworx) goodwill 9 298 498
Linktrade customer contract 5 948 994
Just Fruit & Veg recipes 4 968 966
Just Fruit & Veg goodwill 15 854 816
Just Fruit & Veg brands 90 000
Just Fruit & Veg restraint of trade 554 167
So Gourmet trademark 3 114 343
7 417 452 39 829 784
Given the decision taken in 2012 to primarily disinvest from the food sector, the board of directors decided to
impair the remaining Just Fresh brand. This brand currently holds minimal usage at our airline catering company
in Namibia.
5. Discontinued operations or disposal groups or non-current assets held for sale
During the period under review, the Company disposed of its equity share and claims in Unique Dairy Products (Pty)
Limited (UDP). The disposal forms part of the Company's strategy to disinvest in the short to medium term from the
food sector and divert all of its available resources and effort into the agricultural and services sectors.
During the 2012 financial year, the Group decided to discontinue its fruit and vegetable operations in Cape Town,
Just Fruit & Veg (Pty) Limited. The assets and liabilities of this company was sold on 19 May 2012 for an amount
of R2 million.
So Gourmet (Pty) Limited was also liquidated during the 2012 financial year, and the decision was taken to
discontinue Linktrade Foods (Pty) Limited.
The decision was taken by the board to discontinue these operations due to a lack of return on investment.
2013 2012
Profit and loss R R
Revenue 47 176 550 104 390 655
Expenses (45 643 008) (152 431 572)
Net profit/(loss) before tax 1 533 542 (48 040 917)
Tax 859 805
1 533 542 (47 181 112)
Assets and liabilities
Non-current assets held for sale
Property, plant and equipment 515 000 1 294 645
6. Earnings per share
The calculation of basic and headline earnings per share is based on the following attributable profits and weighted
average number of shares:
2013 2012
Continuing operations R R
Loss attributable to parent shareholders (27 398 876) (1 092 472)
(Profit)/loss on disposal of property, plant and equipment (481 156) 363 492
Profit on disposal of investment (1 232 488)
Impairment of assets 7 417 452
(21 695 069) (728 980)
Continuing and discontinued operations
Loss attributable to parent shareholders (26 090 737) (48 264 216)
(Profit)/loss on property, plant and equipment (481 156) 939 510
Profit on disposal of investment (1 232 488)
Impairment of assets 7 417 452 39 275 617
(20 386 929) (8 049 089)
EARNINGS PER SHARE (CENTS)
Basic from continuing operations (15,36) (0,61)
Diluted basic from continuing operations (15,36) (0,61)
Basic from all operations (14,62) (27,14)
Diluted basic from all operations (14,62) (27,14)
Headline earnings per share from continuing operations (12,16) (0,41)
Headline earnings per share from all operations (11,43) (4,53)
Number of ordinary shares in issue 178 382 824 178 417 824
Weighted number of ordinary shares in issue 178 411 879 177 844 054
7. Available-for-sale financial assets at fair value
2013 2012
R R
Unlisted shares 5 179 892 4 565 856
Non-current assets
Available for sale 5 179 892 4 565 856
Fair value hierarchy of financial assets at fair value
For financial assets recognised at fair value, disclosure is required of a fair value hierarchy which reflects the
significance of the inputs used to make the measurements.
Level 1 represents those assets which are measured using unadjusted quoted prices for identical assets.
Level 2 applies inputs other than quoted prices that are observable for the assets either directly (as prices) or
indirectly (derived from prices).
Level 3 applies inputs which are not based on observable market data (unobservable input).
Level 3
Unlisted shares 5 179 892 4 565 856
These unlisted investments' valuations were based on the net asset value of the company invested in.
8. Acquisition of non-controlling interests
During the period under review, the Group purchased the remainder of Flamingo In-Flight Catering's share capital
from minorities for an amount of R7 000 500. The company already had control over Flamingo, and its assets and
liabilities were fully consolidated.
Following several years of negotiations, Flamingo signed a 15-year lease with the option to renew for another five
years with Namibia Airports Company on 1 August 2012.
9. Segment information
The Group has two operating segments as described below, which are the Group's strategic business units. The
strategic business units are managed separately as they offer entirely different services. For each of the strategic
business units, the board reviews internal management reports on at least a quarterly basis. The following summary
describes the operations in each of the Group's reportable segments, being Foods, Namibia and Agriculture.
Included in the Namibia segment is the strategic investment in Namibia, Mediva Group Holdings. In prior financial
years, the Namibia segment was included in Foods.
Information regarding the results of each reportable segment is included below.
Performance is measured based on segment profit before interest and income tax, as included in the internal
management reports. Segment profit before net finance income/expenses and income tax is used to measure
performance as management believes that such information is the most relevant in evaluating the results of certain
segments relative to other entities that operate within these industries.
BUSINESS SEGMENTS
Foods
Agriculture Namibia Foods discontinued Total
2013 R R R R R
Revenue external 590 881 516 45 636 832 46 595 646 683 113 994
Revenue internal 187 873 884 13 256 536 1 260 000 2 367 412 204 757 832
Interest income 11 788 210 338 762 41 242 95 12 168 309
Finance costs 20 802 149 1 591 834 503 140 42 379 22 939 502
Depreciation and amortisation 4 317 518 2 601 569 170 912 1 708 794 8 798 793
Segment profits/(losses) attributable to parent shareholders (1 835 885) 1 619 741 (13 360 871) 1 308 139 (12 268 876)
Segment profits attributable to non-controlling interest 2 365 763 225 403 2 591 165
Trade and other payables 137 583 716 5 691 412 1 352 764 144 627 892
Trade and other receivables 143 504 014 10 634 876 6 287 868 160 426 758
Reconciliation between segment profits Agriculture Namibia Food Total
and total profits for the Group: R R R R
Segment profits/(losses) attributable
to ordinary shareholders (1 835 885) 1 619 741 (13 360 871) (13 577 015)
Net loss in Ububele Holdings Limited holding Company (14 120 923)
Profit from discontinued operations 1 533 542
Total loss for the period attributable to ordinary shareholders (26 164 396)
Foods
Agriculture Namibia Foods discontinued Total
2012 R R R R R
Revenue external 540 453 960 43 152 259 103 951 207 687 557 426
Revenue internal 149 642 809 7 088 193 29 918 596 186 649 598
Interest income 8 625 338 171 238 893 1 063 8 798 532
Finance costs 15 203 440 107 807 1 596 965 693 882 17 602 094
Depreciation and amortisation 3 027 376 214 606 3 761 390 7 003 372
Segment profits/(losses) attributable to parent shareholders 13 072 012 2 350 779 (10 999 489) (37 873 246) (33 449 944)
Segment profits attributable to non-controlling interest 6 188 462 (270) (9 368) 6 178 824
Trade and other payables 93 995 506 7 803 068 2 251 894 11 994 245 116 044 713
Trade and other receivables 131 943 056 11 208 240 624 704 9 434 340 153 210 340
Agriculture Namibia Food Total
Reconciliation between segment profits and total profits for the Group: R R R R
Segment profits/(losses) attributable to ordinary shareholders 13 072 012 2 350 779 (10 999 489) 4 423 302
Net loss in Ububele Holdings Limited holding Company (14 804 904)
Loss from discontinued operations (37 882 614)
Total loss for the period attributable to ordinary shareholders (48 264 216)
10. Events after the reporting date
On 1 July 2013, the Group acquired 51% of the voting equity interest of Turf-Ag Products (Pty) Limited which resulted in
the Group obtaining control over Turf-Ag Products (Pty) Limited. Turf-Ag imports and distributes agricultural and turf
irrigation equipment. Turf-Ag operates throughout South Africa and supplies products to the agriculture and turf market.
The Company holds the distribution rights to the well-known American irrigation brand, Hunter.
The rationale for the acquisition is that it will add complementary products to the basket of products currently supplied
to Ububele clients. In addition, Ububele is in the process of installing approximately 100 weather stations throughout
South Africa over a three-year period, to provide its clients with accurate, up to date weather information. Ububele
considers water management to be a critical future resource focus area in Africa. With its new investment into water
management and irrigation, Ububele will enable its clients to farm more scientifically and more effectively.
Fair value of assets acquired and liabilities assumed R
Property, plant and equipment 1 094 342
Deferred taxation 232 663
Inventories 20 310 713
Loans receivable 2 771 507
Trade and other receivables 9 474 833
Cash and cash equivalents 70 475
Interest-bearing borrowings (2 353 824)
Loans payable (3 272 430)
Provisions (451 145)
Bank overdraft (3 860 314)
Trade and other payables (20 197 816)
Total identifiable net assets 3 819 004
51% share of the total identifiable net assets 1 947 692
Goodwill 1 145 388
3 093 080
Acquisition date fair value of consideration paid 3 093 080
A deposit of R2 833 010 relating to the purchase price of Turf-Ag was made in June 2013.
On 5 September 2013, the board took a decision to sell the Company's share in Mediva Group Holdings (Pty) Limited,
our Namibian subsidiary.
11. Related parties
During the period under review, the Company disposed of its equity share and claims in UDP.
The Company entered into an agreement with The Stephan Roux Family Trust, duly represented by Mr Stephan
Abraham Roux (a director of Ububele) and Mr Stefan van der Berg, in terms of which the Company disposed of:
100% of its equity stake and loan accounts in UDP; and
all trademarks relating to UDP and Uni-Way Logistics, with the specific exclusion of the trademark "Just Fresh".
The total consideration payable for the shares and claims in terms of the agreement, net of possible bad debts at
30 June 2013, was R22 870 682, and a profit of R1 232 488 was realised on the sale.
12. Contingent liability
A possible contingent liability may exist in terms of the employment contract of a director removed from the board
on 28 August 2013, the amount of which is uncertain.
13. Directors
The directors of the company during the year and to the date of this report are as follows:
HW Cloete
CA Hall Appointed 28 August 2013
TB Hayter Resigned 27 August 2013
JT Kleinhans Appointed 28 August 2013
MJ Krastanov Resigned 27 August 2013
E Kruger
MK Makaba
JMK Matlala Removed 28 August 2013
MP Mocke Removed 28 August 2013
JD Newton Appointed 28 August 2013
CH Rickens Appointed 28 August 2013
SA Roux
14. Reviewed provisional financial statements
These reviewed provisional financial statements were prepared and compiled by Ms E Kruger,
a Chartered Accountant (SA).
On behalf of the board
HW Cloete and CH Rickens
Chief Executive Officers
E Kruger
Financial director
Cape Town
30 September 2013
Directors
CA Hall (Chairman)#
HW Cloete (Chief Executive Officer)*
CH Rickens (Chief Executive Officer)*
E Kruger (Financial Director)*
JD Newton#
SA Roux#
MK Makaba#
JT Kleinhans#
*executive
# non-executive)
Secretary and registered office
Fusion Corporate Secretarial Services (Pty) Limited
56 Regency Road
Route 21 Corporate Park
Irene
Pretoria
0002
Transfer Secretaries
Computershare Investor Services (Pty) Limited
Ground Floor
70 Marshall Street
Johannesburg
2001
Designated adviser
PSG Capital
Auditors
Nolands Inc.
Date: 30/09/2013 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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