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AFRIMAT LIMITED - Unaudited condensed consolidated interim financial results for the six months ended 31 August 2013

Release Date: 31/10/2013 07:05
Code(s): AFT     PDF:  
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Unaudited condensed consolidated interim financial results for the six months ended 31 August 2013

Afrimat Limited ("Afrimat" or "the company" or "the group")
(Incorporated in the Republic of South Africa)
(Registration number: 2006/022534/06)
Share code: AFT
ISIN code: ZAE000086302

Unaudited condensed consolidated interim financial results
for the six months ended 31 August 2013

Delivering consistent growth

Highlights
- Revenue up 38,8%
- HEPS up 40,9% to 49,3 cents
- Net cash from operating activities up 37,1%
- Net debt: equity ratio 19,0%
- NAV of 538 cents per share
- Interim dividend 11 cents per share
- Acquired 50,7% of Infrasors (1 March 2013)
- Very strong cash flow

www.afrimat.co.za


Condensed consolidated statement of comprehensive income

                                                     Unaudited     Unaudited
                                                    six months    six months                  Audited
                                                         ended         ended               year ended
                                                     31 August     31 August              28 February
                                                          2013          2012    Change           2013
                                                         R'000         R'000         %          R'000
Revenue                                                931 871       671 349      38,8      1 337 585
Cost of sales                                         (702 351)     (510 230)              (1 023 138)
Gross profit                                           229 520       161 119      42,5        314 447
Operating expenses                                    (120 187)      (85 851)                (158 955)
(Loss)/profit on disposal of                                                     
plant and equipment                                       (424)          258                   (3 009)
Contribution from operations                           108 909        75 526      44,2        152 483
Other net gains/(losses) (note 1)                            -            97                       97
Impairment of intangible assets (note 2)                     -             -                   (4 746)
Operating profit                                       108 909        75 623      44,0        147 834
Investment revenue                                       8 280         5 014                   10 811
Finance costs                                          (13 874)       (7 541)                 (14 296)
Share of profit of associate                                51            33                       68
Profit before taxation                                 103 366        73 129      41,3        144 417
Taxation                                               (28 094)      (22 526)     24,7        (40 639)
Profit attributable to shareholders                     75 272        50 603      48,8        103 778
Attributable to:                                                                 
Owners of the parent                                    70 183        50 182                  103 036
Non-controlling interests                                5 089           421                      742
                                                        75 272        50 603                  103 778
Other comprehensive income                              
Net change in fair value of available-for-sale          
financial assets                                           123           394                       67
Income tax on other comprehensive income                   (23)          (11)                     (12)
Other comprehensive income for                          
the period net of taxation                                 100           383                       55
Total comprehensive income for the period               75 372        50 986      47,8        103 833
Total comprehensive income attributable to:             
Owners of the parent                                    70 283        50 565                  103 091
Non-controlling interests                                5 089           421                      742
                                                        75 372        50 986                  103 833
Shares in issue:                                        
Total shares in issue                              143 262 412   143 262 412              143 262 412
Treasury shares                                     (1 024 792)     (104 240)                (204 242)
Net shares in issue                                142 237 620   143 158 172              143 058 170
Weighted average number of net shares in issue     142 962 390   142 593 027              142 867 266
Diluted weighted average number of shares          148 325 514   146 178 128              146 747 905
Earnings per ordinary share (cents)                       49,1          35,2      39,5           72,1
Diluted earnings per ordinary share (cents)               47,3          34,3      37,9           70,2


Reconciliation of headline earnings

                                                Unaudited    Unaudited
                                               six months   six months                 Audited
                                                    ended        ended              year ended
                                                31 August    31 August             28 February
                                                     2013         2012    Change          2013
                                                    R'000        R'000         %         R'000
Profit attributable to owners of the parent        70 183       50 182                 103 036
Loss/(profit) on disposal of plant 
and equipment        				      424         (258)                  3 009
Profit on disposal of financial instruments             -          (97)                    (97)
Impairment of goodwill                                  -            -                   4 746
Total tax effects of adjustments                     (118)         100                    (815)
                                                   70 489       49 927      41,2       109 879
Headline earnings per ordinary share                  
"HEPS" (cents)                                       49,3         35,0      40,9          76,9
Diluted HEPS (cents)                                 47,5         34,2      38,9          74,9


Condensed consolidated statement of financial position

                                            Unaudited    Unaudited       Audited
                                            31 August    31 August   28 February
                                                 2013         2012          2013
                                                R'000        R'000         R'000
Assets
Non-current assets
Property, plant and equipment                 654 808      498 750       503 615
Investment property                             3 040            -             -
Intangible assets                              22 929       22 046        21 698
Goodwill                                      134 494      137 452       132 707
Investment in associate                            79           43            77
Other financial assets (note 7)               138 742       82 972       115 398
Deferred tax                                    2 137        2 166         3 009
                                              956 229      743 429       776 504
Current assets                                                       
Inventories                                   103 404       89 444        89 490
Current tax receivable                          3 410        3 109         5 220
Trade and other receivables                   309 064      231 790       195 788
Cash and cash equivalents                      94 278      123 877       134 261
                                              510 156      448 220       424 759
Total assets                                1 466 385    1 191 649     1 201 263
Equity and Liabilities                                               
Equity                                                               
Ordinary share and stated capital             324 489        1 435       347 661
Share premium                                       -      347 787             -
Business combination adjustment              (105 788)    (105 788)     (105 788)
Treasury shares                                (9 498)        (635)       (1 491)
Net issued share capital                      209 203      242 799       240 382
Other reserves                                  4 155        7 578         6 929
Retained income                               552 355      467 236       510 611
Attributable to equity holders of parent      765 713      717 613       757 922
Non-controlling interests                      29 805        4 030         3 931
Total equity                                  795 518      721 643       761 853
Liabilities                                                          
Non-current liabilities                                              
Borrowings long term                          115 709       79 938        58 678
Deferred tax                                   92 314       82 549        80 610
Provisions                                     60 416       32 510        33 725
                                              268 439      194 997       173 013
Current liabilities                                                  
Borrowings short term                          72 164       64 819        62 006
Current tax payable                             7 032       18 455         3 289
Trade and other payables                      265 376      174 300       151 983
Bank overdraft                                 57 856       17 435        49 119
                                              402 428      275 009       266 397
Total liabilities                             670 867      470 006       439 410
Total equity and liabilities                1 466 385    1 191 649     1 201 263
Net asset value per share (cents)                 538          501           530
Net tangible asset value per share (cents)        428          390           422


Condensed consolidated statement of cash flows

                                                    Unaudited     Unaudited
                                                   six months    six months        Audited
                                                        ended         ended     year ended
                                                    31 August     31 August    28 February
                                                         2013          2012           2013
                                                        R'000         R'000          R'000
Cash flows from operating activities
Cash generated from operations                        144 861        94 261        216 421
Interest income                                        10 012         6 085         10 940
Dividends received                                         49            35             35
Finance costs                                         (12 211)       (6 887)       (12 853)
Tax paid                                              (23 631)       (6 634)       (44 779)
Net cash from operating activities                    119 080        86 860        169 764
Acquisition of property, plant and equipment          (50 530)      (45 165)       (82 934)
Proceeds on sale of property,                        
plant and equipment                                     3 589         4 342          7 345
Purchase of financial asset                            (3 300)          (47)       (31 858)
Proceeds on sale of financial asset                         -             -             97
Acquisition of businesses (note 9)                    (32 904)      (85 762)       (86 716)
Net cash from investing activities                    (83 145)     (126 632)      (194 066)
Purchase of treasury shares                           (22 690)       (5 714)        (6 569)
Net movement in borrowings (note 6)                   (33 526)       56 028         31 955
Dividends paid (note 3)                               (28 439)      (18 510)       (30 352)
Net cash from financing activities                    (84 655)       31 804         (4 966)
Total cash movement for the period                    (48 720)       (7 968)       (29 268)
Cash/(overdraft) at the beginning of the period        85 142       114 410        114 410
Total cash/(overdraft) at the end of the period        36 422       106 442         85 142


Condensed consolidated statement of changes in equity
                                                                   Business
                                             Stated                  combi-
                                                and                  nation
                                              share      Share      adjust-     Treasury
                                            capital    premium         ment       shares
                                              R'000      R'000        R'000        R'000
Balance at 1 March 2012                       1 435    352 150     (105 788)     (20 559)
Changes:
Share-based payments                              -          -            -            -
Purchase of treasury shares                       -          -            -       (5 713)
Settlement of employee Share                     
Appreciation Rights exercised                     -     (8 607)           -        5 050
Treasury shares used for acquisitions             -      4 244            -       20 587
Profit for the period                             -          -            -            -
Other comprehensive income for the               
period                                            -          -            -            -
Net change in fair value of                      
available-for-sale financial assets               -          -            -            -
Income tax effect                                 -          -            -            -
Dividends paid                                    -          -            -            -
Balance at 31 August 2012                     1 435    347 787     (105 788)        (635)
Balance at 1 March 2012                       1 435    352 150     (105 788)     (20 559)
Changes:
Conversion to no-par value shares 
(note 12)                                   352 150   (352 150)           -            -
Movements in non-controlling interests            -          -            -            -
Share-based payments                              -          -            -            -
Purchase of treasury shares                       -          -            -       (6 569)
Settlement of employee Share
Appreciation Rights exercised
and reserve transfer                        (10 168)         -            -        5 050
Treasury shares used for acquisitions         4 244          -            -       20 587
Profit for the period                             -          -            -            -
Other comprehensive income for the                
period                                            -          -            -            -
Net change in fair value of                       
available-for-sale financial assets               -          -            -            -
Income tax effect                                 -          -            -            -
Dividends paid                                    -          -            -            -
Balance at 28 February 2013                 347 661          -     (105 788)      (1 491)
Changes:
Movements in non-controlling interests            -          -            -            -
Share-based payments                              -          -            -            -
Purchase of treasury shares                       -          -            -      (22 690)
Settlement of employee Share
Appreciation Rights exercised               (23 172)         -            -       14 683
Profit for the period                             -          -            -            -
Total comprehensive income for the period         -          -            -            -
Net change in fair value of                       
available-for-sale financial assets               -          -            -            -
Income tax effect                                 -          -            -            -
Dividends paid                                    -          -            -            -
Balance at 31 August 2013                   324 489          -     (105 788)      (9 498)


Condensed consolidated statement of changes in equity

                                                                         Non-
                                                                     control-
                                               Other    Retained         ling      Total
                                            reserves      income    interests     equity
                                               R'000       R'000        R'000      R'000
Balance at 1 March 2012                        5 495     435 564        3 609    671 906
Changes:                                      
Share-based payments                           1 700           -            -      1 700
Purchase of treasury shares                        -           -            -     (5 713)
Settlement of employee Share                                               
Appreciation Rights exercised                      -           -            -     (3 557)
Treasury shares used for acquisitions              -           -            -     24 831
Profit for the period                              -      50 182          421     50 603
Other comprehensive income for the            
period                                           383           -            -        383
Net change in fair value of                                                
available-for-sale financial assets              394           -            -        394
Income tax effect                                (11)          -            -        (11)
Dividends paid                                     -     (18 510)           -    (18 510)
Balance at 31 August 2012                      7 578     467 236        4 030    721 643
Balance at 1 March 2012                        5 495     435 564        3 609    671 906
Changes:
Conversion to no-par value shares (note
12)                                                -           -            -          -
Movements in non-controlling interests             -           -          (32)       (32)
Share-based payments                           3 354           -            -      3 354
Purchase of treasury shares                        -           -            -     (6 569)
Settlement of employee Share                      
Appreciation Rights exercised                     
and reserve transfer                          (1 975)      1 975            -     (5 118)
Treasury shares used for acquisitions              -           -            -     24 831
Profit for the period                              -     103 036          742    103 778
Other comprehensive income for the                
period                                            55           -            -         55
Net change in fair value of                                               
available-for-sale financial assets               67           -            -         67
Income tax effect                                (12)          -            -        (12)
Dividends paid                                     -     (29 964)        (388)   (30 352)
Balance at 28 February 2013                    6 929     510 611        3 931    761 853
Changes:                                         
Movements in non-controlling interests             -           -       20 785     20 785
Share-based payments                          (2 874)          -            -     (2 874)
Purchase of treasury shares                        -           -            -    (22 690)
Settlement of employee Share                     
Appreciation Rights exercised                      -           -            -     (8 489)
Profit for the period                              -      70 183        5 089     75 272
Total comprehensive income for the period        100           -            -        100
Net change in fair value of                      
available-for-sale financial assets              123           -            -        123
Income tax effect                                (23)          -            -        (23)
Dividends paid                                     -     (28 439)           -    (28 439)
Balance at 31 August 2013                      4 155     552 355       29 805    795 518


Condensed consolidated segment report

                                    Split six     Unaudited    Split six
                                       months    six months       months
                                        ended         ended        ended
                                    31 August     31 August    31 August
                                         2013          2013         2012
                                            %         R'000            %
Revenue
External sales
Mining & Aggregates                        70       650 061           66
Concrete Based Products                    30       281 810           34
                                          100       931 871          100
Intersegment sales                                                  
Mining & Aggregates                        88        39 816           85
Concrete Based Products                    12         5 255           15
                                          100        45 071          100
Total revenue                                                       
Mining & Aggregates                        71       689 877           67
Concrete Based Products                    29       287 065           33
                                          100       976 942          100
Contribution from operations                                        
Mining & Aggregates                        86        92 310           79
Concrete Based Products                    11        13 434           21
Other                                       3         3 165            -
                                          100       108 909          100
Contribution from operations
margins on external revenue (%)
Mining & Aggregates                                    14,2
Concrete Based Products                                 4,8
                                                       11,7
Other Information
Assets
Mining & Aggregates                                 888 390
Concrete Based Products                             193 888
Other                                               384 107
                                                  1 466 385
Liabilities
Mining & Aggregates                                 346 925
Concrete Based Products                              65 735
Other                                               258 207
                                                    670 867
													
													
Condensed consolidated segment report

                                    Unaudited                     Audited
                                   six months    Split year          year
                                        ended         ended         ended
                                    31 August   28 February   28 February
                                         2012          2013          2013
                                        R'000             %         R'000
Revenue
External sales
Mining & Aggregates                   439 942            63       846 388
Concrete Based Products               231 407            37       491 197
                                      671 349           100     1 337 585
Intersegment sales                                      
Mining & Aggregates                    32 576            86        67 821
Concrete Based Products                 5 548            14        11 023
                                       38 124           100        78 844
Total revenue                                           
Mining & Aggregates                   472 518            65       914 209
Concrete Based Products               236 955            35       502 220
                                      709 473           100     1 416 429
Contribution from operations                            
Mining & Aggregates                    59 301            78       117 480
Concrete Based Products                16 575            24        37 291
Other                                    (350)           (2)       (2 288)
                                       75 526           100       152 483
Contribution from operations
margins on external revenue (%)
Mining & Aggregates                      13,5                        13,9
Concrete Based Products                   7,2                         7,6
                                         11,2                        11,4
Other Information
Assets
Mining & Aggregates                   654 555                     615 211
Concrete Based Products               179 557                     187 977
Other                                 357 537                     398 075
                                    1 191 649                   1 201 263
Liabilities
Mining & Aggregates                   206 212                     168 720
Concrete Based Products                58 997                      54 819
Other                                 204 797                     215 871
                                      470 006                     439 410
									  

Notes

                                                      Unaudited     Unaudited
                                                     six months    six months       Audited
                                                          ended         ended    year ended
                                                      31 August     31 August   28 February
                                                           2013          2012          2013
                                                          R'000         R'000         R'000
1.  Other net gains/(losses)                                                   
    Profit on disposal of assets                              -            97            97
2.  Impairment of intangible assets                                            
    Impairment of intangible assets                           -             -         4 746
    A portion of the goodwill of Afrimat Aggregates                            
    Trading (Pty) Limited was impaired during the                              
    previous period due to declining reserves and                              
    resources.                                                                 
3.  Dividends                                                                  
3.1 Afrimat Limited dividends paid/declared                                    
    in respect of the current year profits                                     
    Interim dividend declared/paid                       15 759        11 461        11 461
    Final dividend declared                                   -             -        28 652
                                                         15 759        11 461        40 113
3.2 Dividends cash flow                                                        
    Current year interim dividend paid                        -             -        11 461
    Previous year final dividend paid                    28 652        18 624        18 624
    Dividends received on treasury shares                  (213)         (114)         (121)
                                                         28 439        18 510        29 964
    Dividends paid by subsidiaries to                                          
    non-controlling shareholders                              -             -           388
                                                         28 439        18 510        30 352
4.  Capital commitments                                                        
    Approved capital expenditure for                                           
    the full year to be funded from surplus                                    
    cash and bank financing                             118 779       112 779       112 779
5.  Depreciation                                         46 190        28 913        55 450
6.  Net movement in borrowings                                                     
    Opening balance                                     120 684        81 590        81 590
    New borrowings                                       22 070        80 758        94 854
    Acquired through acquisitions                       100 715         7 139         7 139
    Repayments                                          (55 596)      (24 730)      (62 899)
    Closing balance                                     187 873       144 757       120 684
    Borrowings acquired, reflect the                                           
    Infrasors debt owing to ABSA Bank Limited                                  
    and Industrial Development Corporation of                                  
    South Africa Limited.                                                      
7.  Other financial assets                                                     
    Funding provided to Afrimat employees                                      
    (BEE share purchase scheme)                         100 143        69 238       101 656
    Rehabilitation fund trusts and other                 38 599        13 734        13 742
                                                        138 742        82 972       115 398
															                   
                                                               Number of shares
                                                   31 August      31 August     28 February
                                                        2013           2012            2013
8.  Movement in treasury shares                                                 
    Opening balance                                  204 242      6 145 174       6 145 174
    Utilised for acquisition of Clinker Group              -     (5 932 306)     (5 932 306)
    Utilised for share appreciation
    rights scheme                                 (1 683 578)    (1 116 963)     (1 116 963)
    Purchased during the year                      2 504 128      1 008 335       1 108 337
    Closing balance                                1 024 792        104 240         204 242
	
9.  Business acquisitions                                                     
The company acquired 94 171 108 Infrasors shares, representing 50,7% of the issued share capital of Infrasors Holdings Limited ("Infrasors"), from Hanchurch Asset Managers and certain retiring management of Infrasors, with effect from 1 March 2013 for cash of R33 million (35 cents per share).

As a result of Afrimat's holding in Infrasors surpassing 35% of the issued ordinary share capital of Infrasors, Afrimat is required, in terms of section 123 of the Companies Act, No. 71 of 2008, as amended, to extend a mandatory offer to the remaining Infrasors ordinary shareholders. As announced on 4 March 2013, an unconditional mandatory offer was made to the minority shareholders of Infrasors for Afrimat to purchase Infrasors shares held by them at 35 cents per ordinary share and a circular to this effect was posted to Infrasors shareholders on 22 April 2013.

A further announcement was made on 7 June 2013 extending the period of the unconditional mandatory offer and increasing the offer consideration to 65 cents per ordinary share in order to encourage Infrasors minority shareholders to accept the revised offer consideration and simplify the incorporation of Infrasors into the Afrimat stable.

As a result of the above mentioned mandatory offers, the company acquired a further 16 724 139 Infrasors shares, representing a further 9,1% shareholding, bringing the total shareholding in Infrasors to 59,8%.

Amounts included are as follows:

                                                     Infrasors
                                                         Group
                                                         R'000
Carrying amount/fair value of net assets
Plant and equipment                                    150 866
Intangible assets                                        2 690
Trade and other receivables                             38 593
Cash                                                    11 156
Other assets                                            41 552
Assets                                                 244 857
Deferred tax                                            12 909
Borrowings                                             100 715
Trade and other payables                                40 693
Other liabilities                                       27 481
Liabilities                                            181 798
Non-controlling interest                                20 786
Net assets                                              42 273
Gross trade and other receivables 
before provision for impairment                         39 208
Goodwill                                                 1 787
Purchase consideration settled in cash                  44 060
Profit after tax included in results                     9 174
Revenue included in results                            164 540
Acquisition costs included in Afrimat's operating 
expenses for the period                                    923
Net cash outflow from acquisition of business           32 904

10. Events after reporting date
No material events occurred between the reporting date and the date of this announcements.
	
11. Contingencies
Additional guarantees to the value of R2,6 million by Standard Bank and R3,4 million by FirstRand Bank Limited were supplied to Eskom and the Department of Mineral Resources, respectively during the year under review.

On 25 June 2013 SARS issued an adjusted income tax assessment claiming R9,7 million additional tax, R7,3 million penalties and R2,4 million interest, relating to the activities of a subsidiary of Infrasors Holdings Limited for the tax years 2010, 2011 and 2012 based on the premise that the company is not a mining entity. The company has submitted an objection to SARS and is of the opinion that the activities are of a mining nature.

12. Conversion to no-par value shares
The share capital of the group have been converted to no-par value shares during the previous period.
	
	
Commentary

BASIS OF PREPERATION
The unaudited condensed consolidated interim financial statements ("the financial statements") for the six months ended 31 August 2013 ("the period") have been prepared in accordance with the framework concepts, the recognition and measurement requirements of International Financial Reporting Standards ("IFRS"), the disclosure and presentation requirements of IAS 34: Interim Financial Reporting, the SAICA financial reporting guides as issued by the Accounting Practices Committee, the Listings Requirements of the JSE Limited and in the manner required by the South African Companies Act. The accounting policies and method of computation applied in preparation of the financial statements are in accordance with IFRS and are consistent with those applied in the audited annual financial statements for the year ended 28 February 2013. The above information has not been reviewed or reported on by Afrimat's auditors.

The unaudited condensed consolidated interim financial statements have been prepared under the supervision of the Financial Director, HP Verreynne B Compt (Hons) CA(SA).

INTRODUCTION
The unaudited condensed consolidated interim financial results for the period reflect the group's success in achieving its strategic objective of "growth from diversification" and the benefits of prior year initiatives in this regard, as well as the successful acquisition of a controlling stake in Infrasors Holdings Limited ("Infrasors").

FINANCIAL RESULTS
Revenue for the period increased by 38,8% to R931,9 million from R671,3 million. Headline earnings grew by 41,2%, translating into headline earnings per share of 49,3 cents (August 2012: 35,0 cents). 

The results of Infrasors are included from 1 March 2013.

SEGMENTAL REPORTING CHANGE
Afrimat previously reported results across three segments. Going forward Afrimat will report results across two segments namely:
- Mining & Aggregates - comprising Industrial Minerals, Aggregates and Contracting Services; and
- Concrete Based Products - comprising Concrete Products and Readymix.

The rationale for the change is that these two segments better reflect the business. Over the years the Readymix business has become an integral part of Concrete Products and its contribution to the group results is insignificant.

OPERATIONAL REVIEW
The Mining & Aggregates segment generated excellent profits due to improved market conditions and the inclusion of the results of Infrasors for the first time. Unusually high once-off mining costs were incurred in the KwaZulu-Natal region to ensure long term compliance to Department of Mineral Resources requirements. Industrial minerals operations performed strongly with the turnaround of Infrasors progressing as planned and with positive results achieved.

All processing plants are fully operational and well placed to supply market demand, which should assist in sustaining revenue going forward. Afrimat's flexible service delivery model, supplemented by mobile equipment, positions the group to take advantage of opportunities as they arise.

The Concrete Based Products segment achieved a satisfactory increase in both sales volumes and prices. However, a strike at the Gauteng operation coupled with high cost increases resulted in lower profits for the period.

BUSINESS EXPANSION AND ACQUISITIONS
New business development remains a key component of the group's growth strategy. The dedicated business development team continues to successfully identify and pursue opportunities in existing markets, as well as in areas where high growth is projected.

Acquisition: Infrasors
As announced on 8 February 2013, the acquisition of 50,7% of Infrasors became unconditional. This was followed by two offers to minorities at 35 cents per share and 65 cents per share, respectively. Afrimat's stake in Infrasors now stands at 59,8%.

Through this acquisition Afrimat's foothold in the industrial minerals sector strengthened and its geographical reach across South Africa has expanded. Together with Afrimat's management expertise and marketing input, opportunities exist to leverage the strength of Infrasors' assets for more effective distribution of a wider range of products to identified marketing channels.

BEE
Existing BEE shareholders and Afrimat's black employees together hold in aggregate 26,12% of Afrimat's issued shares. Notwithstanding a fully empowered ownership platform, the group remains dedicated to enhancing all aspects of B-BBEE on an ongoing basis.

DIVIDEND
An interim dividend of 11,0 cents per share (2012: 8,0 cents) was declared for the period on 30 October 2013 in line with the group's dividend policy. The dividend payable to shareholders who are subject to dividend tax is 9,35 cents per share (2012: 7,14320 cents per share).

PROSPECTS
The group is well positioned to capitalise on its strategic investments in industrial minerals through the Glen Douglas Dolomite and Infrasors operations, as well as the Clinker Group.

Initiatives aimed at expanding volumes, reducing costs, improving efficiencies and developing the required skill levels of our employees will be a key focus in all operations. These moves, supported by ongoing product diversification in attractive growth sectors such as industrial minerals and open cast mining, should see volumes increase.

The recent improvement reflected in confidence indices relating to the construction industry as published by the Bureau for Economic Research, together with improved market conditions being experienced, bode well for the future.

On behalf of the board

MW von Wielligh  
Chairman

AJ van Heerden
Chief Executive Officer

31 October 2013


DIVIDEND DECLARATION
Notice is hereby given that an interim gross dividend, No. 13 of 11 cents per share, in respect of the six months ended 31 August 2013, was declared on Wednesday, 30 October 2013.

There are 143 262 412 shares in issue at announcement date, of which 1 024 792 are held in treasury and the total interim dividend payable (excluding treasury shares) is R15 646 138 (2012: R11 452 654).

The board has confirmed by resolution that the solvency and liquidity test as contemplated by the Companies Act, No. 71 of 2008 (as amended), has been duly considered, applied and satisfied. This is a dividend as defined in the Income Tax Act, 1962, and is payable from income reserves. The South African dividend tax rate is 15% and no STC credit is available to be utilised by shareholders. The dividend payable to shareholders who are subject to dividend tax and shareholders who are exempt from dividend tax is 9,35 cents and 11 cents per share, respectively. The income tax number of the company is 9568738158.

Relevant dates to the final dividend are as follows:

Last day to trade cum dividend       Friday, 29 November 2013
Commence trading ex dividend          Monday, 2 December 2013
Record date                           Friday, 6 December 2013
Dividend payable                      Monday, 9 December 2013

Share certificates may not be dematerialised or rematerialised between Monday, 2 December 2013 and Friday, 6 December 2013, both dates inclusive.


DIRECTORS
MW von Wielligh*^ (Chairman)
AJ van Heerden (CEO)
HP Verreynne (Financial Director)
GJ Coffee
L Dotwana*
F du Toit*
PRE Tsukudu*^
HJE van Wyk*^
* Non-executive director
^Independent

REGISTERED OFFICE
Tyger Valley Office Park
No. 2, Corner Willie van Schoor Avenue
and Old Oak Road
Tyger Valley, 7530

PO Box 5278
Tyger Valley, 7536

SPONSOR
Bridge Capital Advisors (Pty) Limited
27 Fricker Road
Illovo, 2196

PO Box 651010
Benmore, 2010

AUDITORS
Mazars, Mazars House
Rialto Road,
Grand Moorings Precinct
Century City, 7441

PO Box 134
Century City, 7446

TRANSFER SECRETARIES
Computershare Investor Services (Pty) Limited
70 Marshall Street
Johannesburg, 2001

PO Box 61051
Marshalltown, 2107

COMPANY SECRETARY
PGS de Wit
Tyger Valley Office Park
No. 2, Corner Willie van Schoor Avenue
and Old Oak Road
Tyger Valley, 7530 

PO Box 5278
Tyger Valley, 7536





Date: 31/10/2013 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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