Wrap Text
Audited results for the year ended 28 February 2014
Raubex Group Limited
(Incorporated in the Republic of South Africa)
Registration number 2006/023666/06
Share code: RBX
ISIN code: ZAE000093183
("Raubex" or the "Group")
Audited results for the year ended 28 February 2014
Salient features
- Revenues up 12,2% to R6,33 billion (2013: R5,64 billion)
- Operating profit up 11,6% to R539,9 million (2013: R483,8 million)
- Normalised operating profit down 0,5% to R539,9 million (2013: R542,6 million)
- Group operating profit margin of 8,5% (2013: 8,6%)
- HEPS up 17,9% to 187,1 cents per share (2013: 158,7 cents per share)
- Cash flow from operations down 12,5% to R751,4 million (2013: R859,0 million)
- Capex spend of R483,3 million (2013: R460,9 million)
- Order book of R6,55 billion (2013: R5,23 billion)
- Final dividend of 35 cents per share declared
Rudolf Fourie, CEO of Raubex Group, said: "The past year has been a challenging one for the
construction industry, characterised by extremely competitive trading conditions, particularly
in the road construction space. Strong performances from our materials operations and Raubex
Infrastructure, which has now successfully established its presence and reputation in the
marketplace, have helped mitigate the impact of a difficult local operating environment.
"Good progress has been made in growing our international exposure and we are pleased to have
secured significant contracts in Zambia and Namibia.
"The Group has maintained a strong balance sheet and cash position during the year and looking
ahead we will focus on acquisitions that strengthen our vertically integrated model and on growing
our current order book with improved margins."
Group income statement
Audited Audited
12 months 12 months
28 February 28 February
2014 2013
R'000 R'000
Revenue 6 325 012 5 635 519
Cost of sales (5 463 929) (4 843 407)
Gross profit 861 083 792 112
Other income 11 302 15 223
Other gains/(losses) - net 16 021 21 840
Administrative expenses (348 531) (345 370)
Operating profit 539 875 483 805
Finance income 38 749 33 518
Finance costs (44 162) (40 184)
Profit before income tax 534 462 477 139
Income tax expense (154 786) (158 571)
Profit for the year 379 676 318 568
Profit for the year attributable to:
Owners of the parent 355 573 301 249
Non-controlling interest 24 103 17 319
Basic earnings per share (cents) 191,3 163,2
Diluted earnings per share (cents) 187,9 160,3
Group statement of comprehensive income
Audited Audited
12 months 12 months
28 February 28 February
2014 2013
R'000 R'000
Profit for the year 379 676 318 568
Other comprehensive income for the year,
net of tax
Currency translation differences 4 688 3 815
Actuarial gain on post-employment benefit
obligations 2 043 -
Total comprehensive income for the year 386 407 322 383
Comprehensive income for the year
attributable to:
Owners of the parent 362 304 305 064
Non-controlling interest 24 103 17 319
Total comprehensive income for the year 386 407 322 383
Calculation of diluted earnings per share
Audited Audited
12 months 12 months
28 February 28 February
2014 2013
R'000 R'000
Profit attributable to owners of
the parent entity 355 573 301 249
Weighted average number of ordinary
shares in issue ('000) 185 900 184 536
Adjustments for:
Shares deemed issued for no consideration
(share options) ('000) 3 360 3 401
Weighted average number of ordinary shares
for diluted earnings per share ('000) 189 260 187 937
Diluted earnings per share (cents) 187,9 160,3
Calculation of headline earnings per share
Audited Audited
12 months 12 months
28 February 28 February
2014 2013
R'000 R'000
Profit attributable to owners of
the parent entity 355 573 301 249
Adjustments for:
Profit on sale of property, plant and
equipment (10 244) (11 767)
Excess from fair value of assets acquired
over purchase price (368) -
Total tax effects of adjustments 2 868 3 295
Basic headline earnings 347 829 292 777
Weighted average number of shares ('000) 185 900 184 536
Headline earnings per share (cents) 187,1 158,7
Diluted headline earnings per share (cents) 183,8 155,8
Group statement of financial position
Audited Audited
12 months 12 months
28 February 28 February
2014 2013
R'000 R'000
ASSETS
Non-current assets
Property, plant and equipment 1 841 611 1 561 232
Intangible assets 763 671 763 951
Deferred income tax assets 37 509 23 936
Total non-current assets 2 642 791 2 349 119
Current assets
Inventories 420 240 245 546
Construction contracts in progress
and retentions 322 590 307 381
Trade and other receivables 1 068 410 1 089 032
Current income tax receivable 28 671 31 218
Cash and cash equivalents 871 260 835 685
Total current assets 2 711 171 2 508 862
Total assets 5 353 962 4 857 981
EQUITY
Share capital 1 859 1 845
Share premium 2 179 613 2 179 613
Other reserves (1 104 240) (1 112 515)
Retained earnings 2 109 193 1 850 616
Equity attributable to owners
of the parent 3 186 425 2 919 559
Non-controlling interest 54 612 39 031
Total equity 3 241 037 2 958 590
LIABILITIES
Non-current liabilities
Borrowings 429 961 349 303
Provisions for liabilities and charges 34 675 26 152
Deferred income tax liabilities 266 464 245 623
Total non-current liabilities 731 100 621 078
Current liabilities
Trade and other payables 1 075 529 978 350
Borrowings 287 600 233 201
Current income tax liabilities 18 696 7 937
Provisions for liabilities and charges - 58 825
Total current liabilities 1 381 825 1 278 313
Total liabilities 2 112 925 1 899 391
Total equity and liabilities 5 353 962 4 857 981
Group statement of changes in equity
Share Share Other Retained
capital premium reserves earnings
R'000 R'000 R'000 R'000
Balance at 1 March 2012 1 845 2 179 613 (1 142 401) 1 670 355
Share option reserve - - 26 071 -
Non-controlling interest arising
on business combination - - - -
Acquisition of non-controlling
interest - - - (1 040)
Total comprehensive income for
the year - - 3 815 301 249
Dividends paid - - - (119 948)
Balance at 28 February 2013 1 845 2 179 613 (1 112 515) 1 850 616
Shares issued in terms of
equity-settled share option scheme 14 - (23 767) 23 767
Share option reserve - - 27 354 -
Acquisition of non-controlling
interest - - - (1 971)
Total comprehensive income for
the year - - 4 688 357 616
Dividends paid - - - (120 835)
Balance at 28 February 2014 1 859 2 179 613 (1 104 240) 2 109 193
Group statement of changes in equity
Total
attributable
to owners Non-
of the parent controlling Total
company interest equity
R'000 R'000 R'000
Balance at 1 March 2012 2 709 412 19 468 2 728 880
Share option reserve 26 071 - 26 071
Non-controlling interest arising
on business combination - 3 602 3 602
Acquisition of non-controlling
interest (1 040) (84) (1 124)
Total comprehensive income for
the year 305 064 17 319 322 383
Dividends paid (119 948) (1 274) (121 222)
Balance at 28 February 2013 2 919 559 39 031 2 958 590
Shares issued in terms of
equity-settled share option scheme 14 - 14
Share option reserve 27 354 - 27 354
Acquisition of non-controlling
interest (1 971) (6 214) (8 185)
Total comprehensive income for
the year 362 304 24 103 386 407
Dividends paid (120 835) (2 308) (123 143)
Balance at 28 February 2014 3 186 425 54 612 3 241 037
Group statement of cash flows
Audited Audited
12 months 12 months
28 February 28 February
2014 2013
R'000 R'000
Cash flows from operating activities
Cash generated from operations 751 420 859 007
Finance income 38 749 33 518
Finance costs (44 162) (40 184)
Dividend received - 1 037
Income tax paid (136 438) (173 269)
Net cash generated from operating activities 609 569 680 109
Cash flows from investing activities
Purchases of property, plant and equipment (483 299) (460 939)
Proceeds from sale of property, plant
and equipment 52 839 49 908
Acquisition of subsidiaries (115 040) (14 597)
Net cash used in investing activities (545 500) (425 628)
Cash flows from financing activities
Proceeds from borrowings 504 253 388 607
Repayment of borrowings (404 319) (311 100)
Proceeds from shares issued 14 -
Dividends paid to owners of the parent (120 835) (119 948)
Dividends paid to non-controlling interests (2 308) (1 274)
Acquisition of interest in a subsidiary (8 185) -
Net cash used in financing activities (31 380) (43 715)
Net increase in cash and cash equivalents 32 689 210 766
Cash and cash equivalents at the beginning
of the year 835 685 624 919
Effects of exchange rates on cash and cash
equivalents 2 886 -
Cash and cash equivalents at the end of
the year 871 260 835 685
Group segmental analysis
Road Road
surfacing and construction
Materials rehabilitation and earthworks
R'000 R'000 R'000
Reportable segments
28 February 2014
Segment revenue 1 624 577 2 505 115 1 179 805
Segment result (operating profit) 259 152 209 260 40 026
28 February 2013
Segment revenue 1 501 732 2 753 772 1 217 189
Segment result (operating profit) 218 935 199 545 61 656
Group segmental analysis
Infra-
structure Tosas Consolidated
R'000 R'000 R'000
Reportable segments
28 February 2014
Segment revenue 730 759 284 756 6 325 012
Segment result (operating profit) 36 966 (5 529) 539 875
28 February 2013
Segment revenue 162 826 - 5 635 519
Segment result (operating profit) 3 669 - 483 805
Local International Consolidated
R'000 R'000 R'000
Geographical information
28 February 2014
Segment revenue 5 890 468 434 544 6 325 012
Segment result (operating profit) 459 116 80 759 539 875
28 February 2013
Segment revenue 5 173 823 461 696 5 635 519
Segment result (operating profit) 399 591 84 214 483 805
ADDITIONAL INFORMATION
Employee benefit expense
Audited Audited
12 months 12 months
28 February 28 February
2014 2013
R'000 R'000
Employee benefit expense in the income
statement consists of:
Salaries, wages and contributions 1 436 923 1 157 263
Share options granted to employees 27 354 26 071
Total employee benefit expense 1 464 277 1 183 334
Capital expenditure and depreciation
Audited Audited
12 months 12 months
28 February 28 February
2014 2013
R'000 R'000
Capital expenditure for the year 483 299 460 939
Depreciation for the year 282 968 251 114
Amortisation of intangible
assets for the year 280 1 677
NOTES
Basis of preparation
The summary consolidated financial statements are prepared in accordance with the requirements
of the JSE Limited Listings Requirements for abridged reports, and the requirements of the
Companies Act applicable to summary financial statements. The Listings Requirements require
abridged reports to be prepared in accordance with the framework concepts and the measurement
and recognition requirements of International Financial Reporting Standards ("IFRS") and the SAICA
Financial Reporting Guides as issued by the Accounting Practices Committee and Financial
Pronouncements as issued by the Financial Reporting Standards Council and to also, as a minimum,
contain the information required by IAS 34 Interim Financial Reporting. The accounting policies
applied in the preparation of the consolidated financial statements from which the summary
consolidated financial statements were derived are in terms of International Financial Reporting
Standards and are consistent with those accounting policies applied in the preparation of the
previous consolidated annual financial statements.
These summary consolidated financial statements for the year ended 28 February 2014 have been
prepared under the supervision of the Financial Director, Mr JF Gibson CA(SA) and audited by
PricewaterhouseCoopers Inc., who expressed an unmodified opinion thereon. The auditor also
expressed an unmodified opinion on the annual financial statements from which these summary
consolidated financial statements were derived. A copy of the auditor's report on the summary
consolidated financial statements and of the auditor's report on the annual consolidated financial
statements are available for inspection at the Company's registered office.
The auditor's report does not necessarily report on all of the information contained in this
announcement. Any reference to future financial information included in this announcement has not
been reviewed or reported on by the auditors. Shareholders are advised that in order to obtain a
full understanding of the nature of the auditors' engagement they should obtain a copy of that
report together with the accompanying financial information from the Company's registered office.
Business combinations
Tosas Holdings (Pty) Ltd
On 26 April 2013 the Group acquired 100% of the share capital of Tosas Holdings (Pty) Ltd from
Sasol Oil (Pty) Ltd for a purchase price of R120 million in cash. Tosas is a manufacturer and
distributor of value added bituminous products used primarily for road construction activities
and their operations include several bitumen processing and storage facilities in the inland
region of South Africa as well as in Namibia and Botswana. The acquisition represents a strong
strategic fit for Raubex as an integrated road construction and rehabilitation company operating
across southern Africa. The company contributed revenues of R284,8 million and net loss of
R3,5 million for the period from 26 April 2013 to 28 February 2014. If the acquisition had
occurred on 1 March 2013, contributions to Group revenue would have been R355,7 million and
net loss of R4,9 million.
Details of the net assets acquired, purchase consideration and goodwill are as follows:
R'000
The purchase consideration:
Cash 120 000
Fair value of net assets acquired 120 368
Excess from fair value of assets acquired
over purchase price (368)
Fair value of net assets acquired
Property, plant and equipment 117 527
Deferred tax asset 15 101
Inventory 58 914
Trade and other receivables 49 424
Current income tax receivable 1 898
Cash and cash equivalents 7 260
Deferred tax liability (18 101)
Borrowings (35 122)
Provisions (7 010)
Trade and other payables (69 523)
Total fair value of net assets acquired 120 368
Events after the reporting period
There were no material events after the reporting period to report up to the date of preparation
of these Group financial statements.
COMMENTARY
Financial overview
Revenue increased 12,2% to R6,33 billion and operating profit increased by 11,6% to R539,9 million
from the corresponding prior year. The increase in operating profit is mainly due to the R58,8
million provision made for an administrative penalty payable to the Competition Commission during
the prior year. Normalised operating profit, excluding the effect of this provision, decreased
0,5% from R542,6 million to R539,9 million. Operationally, a strong performance from the Group's
materials division and a positive contribution from the new infrastructure division were offset
by challenging market conditions that have persisted in the road construction sector during
the year.
Profit before tax increased 12,0% to R534,5 million.
The effective tax rate decreased to 29,0% from 33,2% due to the non-tax deductible nature of the
provision made for the Competition Commission penalty during the prior year.
Earnings per share increased 17,2% to 191,3 cents with headline earnings per share increasing
17,9% to 187,1 cents.
Group operating profit margin remained flat at 8,5% (2013: 8,6%).
Cash generated from operations decreased 12,5% to R751,4 million (2013: R859,0 million)
before finance charges and taxation. The decrease is largely attributable to the payment of
the R58,8 million Competition Commission penalty as well as an increase in the Group's working
capital requirements during the year.
Trade and other receivables decreased by 1,9% to R1,07 billion.
Inventories increased by 71,2% to R420,2 million as a result of a strategic increase in bitumen
and aggregate stock on hand and also the inventory requirements of Tosas which amounted to
R75,2 million at year-end.
Capital expenditure on property, plant and equipment increased 4,9% to R483,3 million, mainly
due to the replacement of plant and equipment, capital expenditure was impacted during the year
by the depreciating Rand.
The Group's net cash inflow for the year was R35,6 million after taking into account the
acquisition in cash of Tosas and the settlement of the Competition Commission penalty.
Total cash and cash equivalents at the end of the year increased 4,3% to R871,3 million
(2013: R835,7 million).
Operational overview
Roadmac
Roadmac is a specialist in the manufacturing and laying of asphalt, chip and spray,
surface dressing, enrichments and slurry seals.
The division delivered a satisfactory performance for the year in spite of the continued impact
of strong competition in the light rehabilitation market. The pressure on tender margins has
eased slightly and margins have stabilised at the current levels. However, conditions are
expected to remain challenging in the year ahead. The division has secured a healthy order
book and the volume of work out for tender has remained steady. Asphalt manufacturing margins
improved slightly during the year due to the recovery of bitumen storage costs and production
from new technology asphalt plants.
Revenue for the division decreased 9,0% to R2,51 billion (2013: R2,75 billion) as a result of
the division's focus on securing a better quality order book. Operating profit increased by
4,9% to R209,3 million (2013: R199,5 million).
The divisional operating profit margins increased to 8,4% (2013: 7,2%).
The division incurred capital expenditure of R85,5 million during the year (2013: R126,3 million).
Roadmac has a secured order book of R1,78 billion (2013: R2,17 billion).
Raubex Construction
Raubex Construction is the road and civil infrastructure construction division focused on the
key areas of new road construction and heavy road rehabilitation.
The division's performance reflects the intense competition experienced in the road construction
and heavy rehabilitation market during this cycle. This became particularly pronounced as the
lower margin contracts in the order book were realised. Industrial strike action and an abnormal
number of adverse weather days experienced in the second half of the year disrupted production
and further impacted the division's performance for the year. The volume of work out to tender
has remained steady although there is no sign of any margin improvements in the South African
market as competitive pressures persist.
Revenue for the division decreased 3,1% to R1,18 billion (2013: R1,22 billion) whilst operating
profit decreased 35,1% to R40,0 million (2013: R61,7 million).
The divisional operating profit margins decreased to 3,4% (2013: 5,1%).
The division incurred capital expenditure of R51,2 million during the year (2013: R37,1 million).
Raubex Construction has a secured order book of R2,07 billion (2013: R1,20 billion).
Raumix
Raumix is the materials division of the Group with its core focus spread over three areas
including contract crushing, production of aggregates for the commercial market and materials
handling for the mining industry.
Overall, the division delivered a good performance for the year with commercial quarries
reporting strong results driven by improved conditions and increased volumes sold into the
residential and commercial building markets as well as infrastructure development supporting
quarries in the Eastern Cape province. The contract crushing operations continued to be affected
by the competitive conditions across the construction industry which have put pressure throughout
the supply chain. Mining and material handling operations reported stable results with little
disruptions resulting from industrial actions during the year. However, as these operations are
focused on the gold and diamond mining industries, they will continue to be exposed to sector
related risk, including commodity cycles.
Revenue for the division increased 8,2% to R1,62 billion (2013: R1,50 billion) and operating
profit increased by 18,4% to R259,2 million (2013: R218,9 million).
The divisional operating profit margins increased to 16,0% (2013: 14,6%).
The division incurred capital expenditure of R320,3 million during the year (2013: R283,8 million)
mainly as a result of the replacement of ageing crushing and material handling plant to service
ongoing contracts.
Raumix has a secured order book of R1,67 billion (2013: R1,10 billion).
Raubex Infrastructure
Raubex Infrastructure was established during the prior year and specialises in disciplines
outside of the road construction sector, including energy (with a specific focus on solar
and wind), rail, telecommunications, pipeline construction and housing infrastructure projects.
The division has delivered a satisfactory performance for the year and successfully executed a
number of projects. Through a focus on quality of work and delivery, the division has been able
to establish a solid reputation in the marketplace and continued to grow its order book.
This is the division's first full year in operations and as a result, revenue increased to
R730,8 million (2013: R162,8 million) and operating profit increased to R37,0 million
(2013: R3,7 million) with an operating profit margin of 5,1% (2013: 2,3%).
The division incurred capital expenditure of R22,8 million (2013: R13,7 million).
Raubex Infrastructure has a secured order book of R909,4 million (2013: R768,3 million).
Tosas
Tosas is a manufacturer and distributor of value added bituminous products used primarily for
road construction activities.
Tosas was acquired by the Group on 26 April 2013 following a lengthy divestiture process by
Sasol which resulted in lower sales volumes compared to historical levels. Management is
confident that the lost market share will be recovered over the medium term whilst short-term
synergies continue to be achieved, including through the efficient supply of bitumen to
contract sites. Tosas is expected to return to profitability in the year ahead.
Tosas contributed external revenues of R284,8 million with an operating loss of R5,5 million.
Total revenue including inter-group supply amounted to R411,5 million.
Tosas has secured an external order book of R127,2 million.
International
The Group's international operations ("Africa") reported stable results for the year with most
of the activities taking place in Namibia, where various road maintenance contracts and diamond
mining and material handling contracts are in progress. Raubex Construction commenced works on
the upgrading of the road section from Rosh Pinah to Oranjemund in the south of the country
towards the end of the year with a total contract value of R558,6 million.
The newly established Infrastructure division successfully completed a contract for the
installation of a fibre optic cable in the southern region of the Democratic Republic of Congo.
Operations in Zambia were reduced during the year but the Group has maintained a presence in
anticipation of the award of two Link 8000 road construction projects. Post year-end the Group
was awarded the contract for the upgrading of the Safwa to Chinsali road for ZMW265 million
and expects the ZMW540 million contract for the upgrading of the Mpika-Nabwalya-Mfuwe road
to be awarded in due course.
Internationally, revenue decreased 5,9% to R434,5 million (2013: R461,7 million) and
operating profit decreased by 4,1% to R80,8 million (2013: R84,2 million) as a result
of reduced operations in Zambia during the second half of the year.
Operating profit margins increased to 18,6% (2013: 18,2%).
Prospects
Trading conditions in the South African road construction industry are expected to remain
challenging but stable in the short term. Competitive pressures, particularly in the heavy
rehabilitation and construction sector are expected to continue in the year ahead.
The volume of work out to tender is expected to remain steady and sufficient to maintain
the Group's order book. Improvements in the sector remain dependent on the timely roll out
of the government's infrastructure development plan, the successful implementation of
tolling and associated revenue collection as well as the continued handover of strategic
and primary road networks, and associated maintenance budgets, from provincial government
to SANRAL.
The Group will continue to seek growth through expansion into Africa in both the road
construction and the mining and material handling sectors.
The award of the Safwa to Chinsali road contract in Zambia will support the performance
of the Raubex Construction Division in the coming year, whilst a new crushing and material
handling contract recently secured for the Tschudi Copper Mine project in Namibia will
strengthen Raumix's presence in Namibia.
The Group has grown its secured order book to R6,55 billion (2013: R5,23 billion) with 26%
of the order book attributable to contracts in Africa.
The Infrastructure division has now established its reputation in the market and has
encouraging prospects to grow its order book.
The Tosas acquisition represents a strong strategic fit for Raubex as an integrated road
construction and rehabilitation company as it ensures an uninterrupted supply of bitumen
and modified binders to the Group and its external market. Encouraging progress has been
made in bedding down this acquisition and a return to profitability is expected in the
year ahead.
Furthermore, Raubex is currently in the process of completing two acquisitions that have
been submitted to the Competition Commission and which subject to their approval and other
conditions precedent will lead to geographical diversification and contribute to the
earnings of the materials and asphalt operations.
The Group has maintained a healthy balance sheet and a strong cash position during the
year through cautious management and will continue to explore acquisition opportunities
that support the Group's vertically integrated model.
Dividend declaration
The directors have declared a gross final cash dividend from income reserves of 35 cents
per share on 12 May 2014 for the year ended 28 February 2014. The salient dates for the
payment of the dividend are as follows:
Last day to trade cum dividend Friday, 30 May 2014
Commence trading ex dividend Monday, 2 June 2014
Record date Friday, 6 June 2014
Payment date Monday, 9 June 2014
No share certificates may be dematerialised or rematerialised between Monday, 2 June 2014
and Friday, 6 June 2014, both dates inclusive.
In terms of Dividends Tax ("DT"), the following additional information is disclosed:
- The local DT rate is 15%.
- The company has no STC credits to utilise as part of this declaration.
- The number of ordinary shares in issue at the date of this declaration is 185 900 184.
- The dividend to utilise for determining the DT due is 35 cents per share.
- The DT amounts to 5,25 cents per share.
- The net local dividend amount is 29,75 cents per share for shareholders liable to pay the DT.
- Raubex Group Limited's income tax reference number is 9370/905/151.
In terms of the DT legislation, the DT amount due will be withheld and paid over to the South
African Revenue Services by a nominee company, stockbroker or Central Security Depository
Participant (collectively "Regulated Intermediary") on behalf of shareholders. All shareholders
should declare their status to their Regulated Intermediary, as they may qualify for a reduced
DT rate or exemption.
On behalf of the Board:
JE Raubenheimer
Chairman
RJ Fourie
Chief Executive Officer
JF Gibson
Financial Director
12 May 2014
Directors
JE Raubenheimer#, RJ Fourie, JF Gibson, F Kenney#, LA Maxwell*, BH Kent*, NF Msiza*
# Non-executive * Independent non-executive
Company secretary
Mrs HE Ernst
Registered office
The Highgrove Office Park
Building No 1,
Tegel Avenue
Centurion,
South Africa
Transfer secretaries
Computershare Investor Services (Pty) Limited
70 Marshall Street,
Johannesburg 2001,
South Africa
Auditors
PricewaterhouseCoopers Inc.
Sponsor
Investec Bank Limited
www.raubex.com
Date: 12/05/2014 07:15:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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