To view the PDF file, sign up for a MySharenet subscription.

TREMATON CAPITAL INVESTMENTS LTD - Unaudited Interim Results

Release Date: 12/05/2014 15:43
Code(s): TMT     PDF:  
Wrap Text
Unaudited Interim Results

TREMATON CAPITAL INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1997/008691/06)
Share code: TMT
ISIN: ZAE000013991
("Trematon" or "the company")


Unaudited Interim Results 
for the six months ended 28 February 2014

STATEMENT OF FINANCIAL POSITION
                                                Unaudited     Unaudited       Audited
                                              28 February   28 February     31 August
                                                     2014          2013          2013
                                                    R'000         R'000         R'000
ASSETS
Non-current assets                                271 779       173 307       236 886
Property, plant and equipment                       8 583         7 877         8 572
Investment properties                             136 867        22 170       109 397
Investments                                        14 879        19 240        16 380
Investments in joint ventures                      12 949        40 814        11 553
Investments in associate entities                  92 300        82 215        86 579
Deferred tax asset                                  6 201           991         4 405
Current assets                                    266 253        83 638       129 866
Loans receivable                                   24 342        17 139        17 585
Trade and other receivables                        18 214         4 831         9 734
Investments                                        11 799             -         2 555
Inventories                                       167 554        28 030        65 311
Current tax assets                                    155             2             1
Cash and cash equivalents                          44 189        33 636        34 680
Non-current assets held for sale (note 2)               -             -       146 403
Total assets                                      538 032       256 945       513 155

EQUITY AND LIABILITIES
Equity                                            288 626       215 014       282 849
Share capital and share premium                   209 259       209 259       209 259
Treasury shares                                   (2 559)       (2 559)       (2 559)
Fair value reserve                                  9 730        10 694         9 455
Share-based payments reserve                        3 232         1 567         2 310
Accumulated profit/(loss)                          50 602       (3 947)        44 829
Total equity attributable to 
  equity holders of the parent                    270 264       215 014       263 294
Non-controlling interest                           18 362             -        19 555
Non-current liabilities                           204 175        12 760       188 210
Loans payable                                     188 126         6 533       172 070
Deferred tax liability                             16 049         6 227        16 140
Current liabilities                                45 231        29 171        42 096
Loans payable                                       8 687           884         8 663
Current tax payable                                 7 430             9           122
Trade and other payables                           29 114        28 278        33 311
Total equity and liabilities                      538 032       256 945       513 155
Net asset value per share (cents)                     153           121           149


STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
                                                Unaudited     Unaudited       Audited
                                               Six months    Six months          Year
                                                    ended         ended         ended
                                              28 February   28 February     31 August
                                                     2014          2013          2013
                                                    R'000         R'000         R'000
Revenue                                            31 037         9 934        34 329
Realised profit on available-for-sale investments   3 657             -         2 063
Realised loss on settlement of derivative 
  instrument                                            -       (9 048)       (9 048)
Realised profit/(loss) on held-for-trading 
  investments                                         816       (3 690)       (3 743)
Realised profit on sale of non-current assets          11             -         1 008
Gain on change in shareholding                      1 034             -         3 420
Total realised profit/(loss)                       36 555       (2 804)        28 029
Fair value adjustment on held-for-trading 
  investments                                     (4 332)         3 481         4 474
Fair value adjustment on investment properties          -             -        18 730
Fair value adjustment on deemed disposal of 
  investment in joint venture                       2 229             -         3 457
Reversal of impairment of loan                      6 756         2 958         3 405
Total profit from fair value adjustments            4 653         6 439        30 066
Employee benefits                                 (6 922)       (5 097)      (11 070)
Cost of sales of property and land                (6 639)       (1 686)       (7 535)
Other operating expenses                         (16 324)       (2 500)      (13 140)
Operating profit/(loss)                            11 323       (5 648)        26 350
Finance costs                                     (7 296)         (339)       (7 092)
Profit from equity accounted investments 
  (net of tax)                                      5 565         8 082        30 477
Profit before income tax                            9 592         2 095        49 735
Income tax                                        (2 014)           627         4 131
Profit for the year                                 7 578         2 722        53 866
Other comprehensive income                                        
Fair value gain on available-for-sale 
  investments                                       3 995         3 120         4 068
Reclassification adjustment on sale of 
  available-for-sale investments                  (3 657)             -       (2 062)
Tax effects on revaluations                          (63)         (582)         (707)
Other comprehensive income for the year               275         2 538         1 299
Total comprehensive income for the year             7 853         5 260        55 165
Profit attributable to:                                        
Equity holders of the parent                       11 504         2 722        51 498
Non-controlling interest                          (3 926)             -         2 368
Profit for the period                               7 578         2 722        53 866
Total comprehensive income attributable to:
Equity holders of the parent                       11 779         5 260        52 797
Non-controlling interest                          (3 926)             -         2 368
                                                    7 853         5 260        55 165
Earnings per share                                        
Number of shares issued (thousands)               176 323       178 096       176 323
Weighted average number of shares (thousands)     176 323       176 761       176 540
Earnings per share (cents)                            6.5           1.5          29.2
Diluted earnings per share (cents)                    6.1           1.4          27.2
Headline earnings per share (cents) (note 3)          2.5           1.5           7.5
Diluted headline earnings per share (cents)           2.3           1.4           7.0


STATEMENT OF CHANGES IN EQUITY
                                                                     Total       Fair
                                    Share      Share   Treasury      share      value
                                  capital    premium     shares    capital    reserve
                                    R'000      R'000      R'000      R'000      R'000
Balance at 1 September 2012         1 781    207 478    (1 239)    208 020      8 156
Total comprehensive income for 
  the period                            -          -          -          -      2 538
Profit for the period                   -          -          -          -          -
Fair value gain on available-
  for-sale investments                  -          -          -          -      3 120
Tax effects on revaluations             -          -          -          -      (582)
Share purchases                         -          -    (1 320)    (1 320)          -
Share-based payment                     -          -          -          -          -
Dividends paid                          -          -          -          -          -
Balance at 28 February 2013         1 781    207 478    (2 559)    206 700     10 694

Balance at 1 March 2013             1 781    207 478    (2 559)    206 700     10 694
Total comprehensive income for 
  the period                            -          -          -          -    (1 239)
Profit for the period                   -          -          -          -          -
Fair value gain on available-
  for-sale investments                  -          -          -          -        948
Reclassification adjustment on sale 
  of available-for-sale investments     -          -          -          -    (2 062)
Tax effects on revaluations             -          -          -          -      (125)
Share-based payment                     -          -          -          -          -
Non-controlling interest on 
  acquisition of subsidiaries           -          -          -          -          -
Balance at 31 August 2013           1 781    207 478    (2 559)    206 700      9 455

Balance at 1 September 2013         1 781    207 478    (2 559)    206 700      9 455
Total comprehensive income for 
  the period                            -          -          -          -        275
Profit for the period                   -          -          -          -          -
Fair value gain on available-
  for-sale investments                  -          -          -          -      3 995
Reclassification adjustment on sale 
  of available-for-sale investments     -          -          -          -    (3 657)
Tax effects on revaluations             -          -          -          -       (63)
Share-based payment                     -          -          -          -          -
Dividends paid                          -           -         -          -          -
Non-controlling interest on 
  acquisition of subsidiaries           -           -         -          -          -
Balance at 28 February 2014         1 781     207 478   (2 559)    206 700      9 730

                                   Share-     Accumu-
                                    based       lated             Non-con-
                                  payment     profit/             trolling      Total
                                  reserve      (loss)     Total   interest     equity
                                    R'000       R'000     R'000      R'000      R'000
Balance at 1 September 2012           843     (2 261)   214 758          -    214 758
Total comprehensive income for 
  the period                            -       2 722     5 260          -      5 260
Profit for the period                   -       2 722     2 722          -      2 722
Fair value gain on available-
  for-sale investments                  -           -     3 120          -      3 120
Tax effects on revaluations             -           -     (582)          -      (582)
Share purchases                         -           -   (1 320)          -    (1 320)
Share-based payment                   724           -       724          -        724
Dividends paid                          -     (4 408)   (4 408)          -    (4 408)
Balance at 28 February 2013         1 567     (3 947)   215 014          -    215 014

Balance at 1 March 2013             1 567     (3 947)   215 014          -    215 014
Total comprehensive income for 
  the period                            -      48 776    47 537      2 368     49 905
Profit for the period                   -      48 776    48 776      2 368     51 144
Fair value gain on available-
  for-sale investments                  -           -       948          -        948
Reclassification adjustment on sale 
  of available-for-sale investments     -           -   (2 062)          -    (2 062)
Tax effects on revaluations             -           -     (125)          -      (125)
Share-based payment                   743           -       743          -        743
Non-controlling interest on 
  acquisition of subsidiaries           -           -         -     17 187     17 187
Balance at 31 August 2013           2 310      44 829   263 294     19 555    282 849

Balance at 1 September 2013         2 310      44 829   263 294     19 555    282 849
Total comprehensive income for 
  the period                            -      11 504    11 779    (3 926)      7 853
Profit for the period                   -      11 504    11 504    (3 926)      7 578
Fair value gain on available-
  for-sale investments                  -           -     3 995          -      3 995
Reclassification adjustment on sale 
  of available-for-sale investments     -           -   (3 657)          -    (3 657)
Tax effects on revaluations             -           -      (63)          -       (63)
Share-based payment                   922           -       922          -        922
Dividends paid                          -     (5 731)   (5 731)          -    (5 731)
Non-controlling interest on 
  acquisition of subsidiaries           -           -         -      2 733      2 733
Balance at 28 February 2014         3 232      50 602   270 264     18 362    288 626


STATEMENTS OF CASH FLOW
                                                Unaudited     Unaudited       Audited
                                               Six months    Six months          Year
                                                    ended         ended         ended
                                              28 February   28 February     31 August
                                                     2014          2013          2013
                                                    R'000         R'000         R'000
Cash flows from operating activities
Cash (utilised)/generated in operations         (107 207)       (3 110)         5 093
Finance income                                      1 400         2 808         3 272
Dividends received                                  1 771         1 976         1 975
Dividends received from associate                       -         8 891         8 891
Finance costs                                     (7 296)         (339)       (7 092)
Dividend paid                                     (5 731)       (4 408)       (4 408)
Tax (paid)/received                                 (486)           634         (418)
Net cash from operating activities              (117 549)         6 452         7 313

Cash flows from investing activities
Acquisition of property, plant and equipment        (582)       (1 766)       (2 876)
Acquisition of and addition to investment 
  property                                       (27 470)       (1 072)       (1 657)
Proceeds from disposal of investment properties   146 403             -             -
Proceeds on disposal of non-current assets             60             -         5 488
Business combination (note 7)                        (61)             -         (488)
Loan advanced to joint ventures and associates    (3 133)       (9 270)      (15 913)
Acquisition of held-for-trading and available-
  for-sale investments                           (15 492)       (2 165)       (7 454)
Proceeds from disposal of investments              11 253        19 689        27 088
Net cash from investing activities                110 978         5 416         4 188

Cash flows from financing activities
Treasury share purchases                                -       (1 320)       (1 320)
Settlement of derivative instrument                     -      (10 421)      (10 421)
Increase in borrowings                             16 080           739         2 150
Net cash from financing activities                 16 080      (11 002)       (9 591)

Net increase in cash and cash equivalents           9 509           866         1 910
Cash and cash equivalents at the beginning 
  of the period/year                               34 680        32 770        32 770
Total cash and cash equivalents at the end 
  of the period/year                               44 189        33 636        34 680


NOTES
1  PRESENTATION OF ANNUAL FINANCIAL STATEMENTS
   Trematon Capital Investments Limited (the "company") is a company domiciled in 
   South Africa. The interim consolidated financial statements of the company for the 
   period ending 28 February 2014 comprise the company and its subsidiaries (together 
   referred to as the "group") and the group's interest in jointly controlled entities 
   and associates.

   The interim financial statements contain the information required by IAS 34: Interim 
   Financial Reporting and have been prepared in accordance with the framework concepts 
   and the measurement and recognition requirements of IFRS and the SAICA Financial 
   Reporting Guides as issued by the Accounting Practices Committee, the Listings 
   Requirements of the JSE Limited and the South African Companies Act. The accounting 
   policies are in accordance with IFRS and the same accounting policies and method of 
   computation are followed in these interim financial statements as compared with the 
   most recent annual financial statements. 

   The interim financial statements have been prepared on the going concern basis using 
   a combination of the historical cost and fair value basis of accounting.

   All significant accounting policies have been consistently applied to all periods 
   presented and throughout the group except for the adoption of the new accounting 
   standards and amendments detailed below. 

   The group has adopted the following new accounting standards and amendments, which 
   all became effective in the interim period ended 28 February 2014, in preparation 
   of these interim results:

   IFRS 10: Consolidated Financial Statements
   IFRS 10 addresses the divergence arising from the control-based principles in IAS 27 
   and the risks and rewards-based approach in SIC 12. The standard sets out a new 
   definition of control, which exists only when an entity is exposed to, or has rights 
   to, variable returns from its involvement with the entity, and has the ability to 
   effect those returns through power over the investee.

   Management has reassessed the control conclusion for each of its investees at 
   1 September 2013. No changes were identified and the adoption of this standard has 
   thus no impact on the interim financial results.

   IFRS 11: Joint Arrangements
   The standard defines a joint arrangement as existing only when decisions about 
   relevant activities require the unanimous consent of the parties sharing joint 
   control in terms of a contractual arrangement. The standard identifies two types of 
   joint arrangements as:

   - Joint operations which exist when the entities sharing joint control have direct 
     rights to the assets and obligations for the liabilities of the joint arrangements.
     In such cases the joint operators recognise their share of the assets and 
     liabilities and profits and losses of the joint arrangements in their financial 
     statements.

   - Joint ventures which exist when the parties with joint control have rights to the 
     net assets of the arrangement. A joint venturer accounts for its investment using 
     the equity method.

   Management has re-evaluated the group's involvement in the various joint arrangements 
   and no changes were identified.

   IFRS 13: Fair Value Measurement
   Fair value is the price that would be received to sell an asset or paid to transfer 
   a liability in an orderly transaction between market participants at the measurement 
   date. The fair value measurement is based on the presumption that the transaction 
   to sell the asset or transfer the liability takes place either:

   - In the principal market for the asset or liability, or
   - In the absence of a principal market, in the most advantageous market for the 
     asset or liability. 

   The fair value of an asset or a liability is measured using the assumptions that 
   market participants would use when pricing the asset or liability, assuming that 
   market participants act in their economic best interest. 

   A fair value measurement of a non-financial asset takes into account a market 
   participant's ability to generate economic benefits by using the asset in its 
   highest and best use or by selling it to another market participant that would use 
   the asset in its highest and best use.

   The group has applied the new fair value measurement guidance prospectively. 
   Notwithstanding the above, the change had no significant impact on the measurements 
   of the group's assets and liabilities. 

   IAS 32: Financial Instruments Presentation
   Income tax relating to distributions to equity holders and transaction costs of 
   equity transactions are accounted for in accordance with IAS 12.

   No changes were identified and the adoption of this standard has thus no impact on 
   the interim financial results.

   IAS 36: Impairment of Assets
   Disclosure requirements for recoverable amount where the recoverable amount of 
   impaired assets is based on fair value less costs of disposal. No changes were 
   identified and the adoption of this standard has thus no impact on the interim 
   financial results.

   Other standards or interpretations that have been issued and are effective, have 
   not been adopted by the group as they are not applicable to its activities.

   The consolidated interim financial statements are stated in Rands, which is the 
   company's functional and presentation currency.

   In preparing the annual financial statements, management is required to make estimates 
   and assumptions that affect the amounts represented in the annual financial statements 
   and related disclosures. Use of available information and the application of judgement 
   is inherent in the formation of estimates. Actual results in the future could differ 
   from these estimates which may be material to the annual financial statements.

   Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to 
   accounting estimates are recognised in the period in which the estimate is revised 
   and in any future periods affected.

   The interim financial statements has not been reviewed or audited by Mazars Inc.

                                                Unaudited     Unaudited       Audited
                                               Six months    Six months          Year
                                                    ended         ended         ended
                                              28 February   28 February     31 August
                                                     2014          2013          2013
                                                    R'000         R'000         R'000
2  NON-CURRENT ASSETS HELD FOR SALE
   Carrying value of non-current asset 
     held for sale                                      -             -       146 403

   The company entered into agreements to dispose of three investment properties. 
   The investment properties, in terms of IFRS had been carried at fair value and 
   reclassified to non-current assets held for sale. The properties were disposed of 
   in the current period.


3  HEADLINE EARNINGS PER SHARE RECONCILIATION
                                   Unaudited         Unaudited             Audited
                                  Six months        Six months                Year
                                       ended             ended               ended
                                 28 February       28 February           31 August
                                        2014              2013                2013
                                       R'000             R'000               R'000
                                 Gross      Net    Gross     Net      Gross       Net
   Profit attributable to 
     equity holders of the 
     parent                              11 504            2 722               51 498
   Gain on acquisition of 
     subsidiary                (1 034)  (1 034)        -       -    (3 420)   (3 420)
   Fair value adjustment on 
     deemed disposal of 
     investment in joint 
     venture                   (2 229)  (2 229)        -       -    (3 457)   (3 457)
   Fair value adjustment on 
     investment properties           -        -        -       -   (18 730)  (12 405)
   Realised profit on 
     available-for-sale 
     investments               (3 657)  (2 974)        -       -    (2 063)   (1 678)
   Fair value adjustments 
     within equity accounted 
     profits                   (1 317)    (948)        -       -   (21 183)  (17 223)
   Headline earnings                      4 319            2 722               13 315
   Headline earnings per 
     share (cents)                          2.5              1.5                  7.5
   Diluted headline earnings 
     per share (cents)                      2.3              1.4                  7.0


4  SEGMENTAL INFORMATION 
                                            Property
                                             invest-    Unallo-    Elimin-
                                   Gaming      ments      cated     ations      Total
                                    R'000      R'000      R'000      R'000      R'000
   Unaudited six months ended 
     28 February 2014
   Revenue                          1 336     29 701          -          -     31 037
   Profit/(loss) for the period     7 057      (705)      3 240          -      9 592
   Total assets                   107 179    394 712     36 141          -    538 032
   Total liabilities                    -    249 406          -          -    249 406
   Unaudited six months ended 
     28 February 2013
   Revenue                          1 975      7 937          -          -      9 934
   Profit/(loss) for the period     9 499    (6 812)      2 235    (2 200)      2 095
   Total assets                   101 455    140 397     18 132          -    256 945
   Total liabilities                    -     44 970          -          -     41 931
   Audited year ended 
     31 August 2013
   Revenue                          3 295     31 034          -          -     34 329
   Profit for the year             18 654     25 423      5 658          -     49 735
   Total assets                   102 959    390 056     20 140          -    513 155
   Total liabilities                    -    230 306          -          -    230 306

5  BUSINESS COMBINATIONS
   Stalagmite Property Investments (Pty) Limited ("Stalagmite")
   On 18 November 2013, the group obtained a controlling interest of Stalagmite by 
   acquiring an additional 16.7% of the share capital of the company for a total cash 
   consideration of R0.33 million. The acquisition has resulted in an increased 
   share holding to 66.7% in Stalagmite.

   The acquisition was made in terms of an agreement whereby one of our joint venture 
   partners decided to sell his interest in the company. We felt that the company was 
   placed in a strong position to take advantage of any future opportunities and that 
   there is future growth in the business. This resulted in us purchasing the 
   additional shares.

   Details of the business combination are as follows:
                                                                            Unaudited 
                                                                     Six months ended
                                                                          28 February
                                                                                 2014
                                                                                R'000
   Amount settled in cash                                                         333 
   Fair value of previously held investment                                     4 100 
   Fair value of consideration transferred                                      4 433 
   Non-controlling interest                                                     2 733 
                    
   Recognised amounts of identifiable net assets:          
   Inventory                                                                    8 816 
   Cash and cash equivalents                                                      272 
   Tax receivable                                                                 156 
   Trade and other receivables                                                     22 
   Deferred tax                                                                 (738)
   Other liabilities                                                             (51)
   Trade and other payables                                                     (277)
   Net identifiable assets and liabilities                                      8 200 
   Gain on change in shareholding (bargain purchase)                          (1 034)

   Previously held investment/deemed disposal
   On the acquisition date, the group's 50% investment in Stalagmite, previously 
   accounted for as an equity accounted investment has been remeasured to fair value. 
   The previously held investment is considered part of what was given up by the group 
   to obtain control of Stalagmite. A fair value gain of R2.2 million was recognised 
   on the acquisition date. This has been presented as a separate line item in the 
   consolidated statement of comprehensive income.

   Non-controlling interest
   The non-controlling interest in Stalagmite is measured at their share of the fair 
   value of the assets and liabilities of the acquiree at acquisition date.

   Bargain purchase from additional shares acquired
   A bargain purchase of R1.03 million was recognised on the acquisition date. This 
   has been presented as a separate line item in the consolidated statement of 
   comprehensive income.

6  COMPARATIVE FIGURES
   The presentation of the comparative interim statements of comprehensive income has 
   been changed to conform to that of the current interim period and prior year 
   statements of comprehensive income (by nature) in order to improve clarity and 
   comparability. The change in presentation has resulted in the disclosure of 
   additional items, but has not resulted in a material change to the revenue or profit 
   before income tax line items.

7  RESTATEMENT - STATEMENT OF CASH FLOW
   The settlement of a derivative instrument amounting to R10.4 million reflected in the 
   unaudited interim results for the six months ended 28 February 2013 has been 
   reclassified from cash flows from investing activities to cash flows from financing 
   activities. The classification is now in line with the audited results for the year 
   ended 31 August 2013.

INTRINSIC VALUE REPORT
An intrinsic value report has been prepared to improve shareholder communication. The 
group's financial results have been prepared in terms of IFRS standards, which in some 
cases does not allow for certain investments to be shown at their market values, such 
as investments in associates and joint ventures as well as investments in properties 
held as inventory.

The intrinsic net asset value of the group includes valuations of all investment 
categories.

These valuations are either based on their listed market value, external professional 
valuers or directors' valuations.

The following factors are taken into account in determining the directors' valuations 
of various assets/investments:
-  Market value and earnings yield of similar companies/operations, taking into account 
   the earnings, risk and tradeability thereof
-  Current market prices realised for similar assets
-  Earnings yields and the underlying growth potential

                                                28 February 2014      31 August 2013
                                                 Book  Intrinsic      Book  Intrinsic
                                                value      value     value      value
                                      Note      R'000      R'000     R'000      R'000
Listed shares                            1     26 678     26 678    18 935     18 935
Cloudberry Investments 18 (Pty) Ltd      2     24 342     24 342    17 586     17 586
Stalagmite Property Investments 
   (Pty) Ltd                             3      3 263      8 800       922      7 500
Club Mykonos Langebaan                   4    161 591    301 319   149 996    257 639
Arbitrage Property Fund (Pty) Ltd
   Commercial property                   3    100 562    100 562   218 276    218 276
Residential Property Fund (Resi)
   Residential property                  3    146 513    213 300    44 800     44 800
Cash on hand                             5     44 189     44 189    34 680     34 680
Other assets                             5     30 894     30 894    27 960     27 960
Total assets                                  538 032    750 084   513 155    627 375
Liabilities                              5    249 406    249 406   230 306    230 306
Non-controlling interests                5     18 362     18 362    19 555     19 555
Net assets (attributable to 
   equity holders)                            270 264    482 316   263 294    377 515
Intrinsic net asset value per share 
   (cents)                                        153        274       149        214


Notes:
1  Valuation based on quoted market prices at year-end.
2  Valuation based on net asset value of company using quoted market prices at year-end, 
   less debt in the company.
3  Directors' valuation taking into account current market prices for similar assets as 
   well as the earnings, risk and tradeability thereof.
4  Valuation of assets at Club Mykonos based on current market prices of similar assets 
   and earnings, where applicable.
5  Market value equals book value.


DIRECTORS' REVIEW
FINANCIAL REVIEW
Net asset value ("NAV") has increased by 26% to 153 cents per share when compared to 
the previous interim results.

Interim earnings per share increased by 333% to 6.5 cents (2013: 1.5 cents) and 
headline earnings per share increased by 67% to 2.5 cents (2013: 1.5 cents). 

No fair value adjustments are recognised on investment properties at the interim stage. 

Revenue for the interim period was R31 million, which included interest, dividends, 
rental income and sales of land and properties. This is an increase of R21.1 million 
on the comparable period. The main contributor to the increase is the inclusion of 
rental income from both Arbitrage Property Fund (Pty) Ltd ("Arbitrage") and the Resi 
Investment Group ("Resi") and sale of properties held in Resi as inventory. Both 
Arbitrage and Resi were not consolidated in the previous interim results. Trematon 
consolidated Arbitrage and Resi effective 31 March 2013 and 1 March 2013 respectively, 
which is the date it obtained effective control in those investments. 

A profit of R3.7 million was realised on the sale of shares previously held as 
available-for-sale. Fair value adjustments on held-for-trading investments resulted 
in a loss of R4.3 million. 

A reversal of impairment of R6.8 million was recognised on the loan to Cloudberry 
Investments 18 (Pty) Ltd ("Cloudberry"). The improvement in the value of this 
investment is mainly due to the sale of shares held in Cloudberry that realised a 
capital profit.

Operating expenses have increased over the prior interim period due to the 
consolidation of both Arbitrage and Resi. These investments were equity accounted in 
the previous interim period. They were consolidated for the second half of the 2013 
year-end which was the majority of the operating expenses for that year. When taking 
the above into account, we are satisfied that the increase in operating expenses is in 
line with the growth of the business. 

Profit from equity accounted investments fell because certain joint ventures, as 
discussed above, are now fully consolidated due to changes in effective control. 

During the period, Trematon increased its investment in Stalagmite Property Investments 
(Pty) Ltd ("Stalagmite") from 50% to 67%. This has resulted in Stalagmite being 
consolidated into the group and in terms of IFRS 3: Business Combinations, the 
investment was marked-to-market at the date of change in control. This resulted in a 
fair value gain on the investment of R2.2 million.

During the period, Arbitrage, a 67% held subsidiary of Trematon concluded the transfer  
of two investment properties that were classified as non-current assets held for sale at 
year-end and carried at fair value. This resulted in proceeds of R146 million being 
received. The proceeds were used to reduce bank debt and the balance remains available 
for future property investments. 

Investment properties increased due to purchases of a commercial property in Arbitrage 
and residential properties in both Resi and Club Mykonos Langebaan (Pty) Ltd ("CML").

Inventories have increased by R102.2 million from year-end. This increase is mainly 
due to the acquisition of properties by Resi and the consolidation of the property 
held in Stalagmite. The Resi purchases were funded by bank debt and shareholder loans. 
This figure represents the majority of cash utilised in operations as disclosed in the 
consolidated statements of cash flow.

The Mykonos casino has continued to perform as expected and contributed R5.7 million 
to equity accounted earnings for the period.

The group has cash on hand of R44.2 million which is sufficient to fund existing projects. 
However, the existing deal pipeline facing the group is significant and management is 
considering efficient ways to fund future growth which may include raising capital 
from shareholders.

INVESTMENT REVIEW
Club Mykonos Langebaan (wholly owned) and Mykonos Casino (30% interest)
Mykonos Casino is controlled and managed by Tsogo Sun Holdings Ltd. The earnings 
contribution attributable to the casino increased by 4% for the interim reporting 
period. The casino is a stable and reliable generator of income and dividends for the 
group but has the potential for significant further growth as a result of the increase 
in popularity of the resort and the Langebaan area as a tourist destination. The 
promulgation of the Saldanha Bay IDZ is also expected to catalyse economic growth in 
the area of which there are already concrete examples. The casino will be refurbished 
and improved during the next twelve months at a cost of approximately R30 million, which 
will be funded out of cash on hand.

Club Mykonos Langebaan is the original development company for the Club Mykonos resort 
and owns large tracts of zoned, serviced seafront land within the resort as well other 
commercial and rental assets. The resort has undergone some significant improvements 
over the past few years and the group continues to benefit. Total rental income 
increased by 24% at the interim period and sales of property increased by 26%. 
Occupancy levels and the number of repeat visitors continue to be very pleasing. 
Detailed plans for new developments are in the late stages of completion and 
announcements can be expected shortly. Total interim profits from the CML group 
(including the resort and the casino) increased by 14% over the comparable interim 
period.

Development opportunities at Club Mykonos include, inter alia, 500 residential 
opportunities and leisure-related commercial enterprises such as hotels, commercial 
buildings and yachting related facilities.

Arbitrage Property Fund - 67% interest
Arbitrage concluded two large property sales during the 2013 financial year which were 
transferred during the period under review. These properties were disclosed as non-
current assets held-for-sale at year-end and were therefore carried at market value. 
The current portfolio consists mainly of well located retail and industrial property 
in the Western Cape and Gauteng and has low levels of gearing. All mezzanine funding 
has been repaid.

Arbitrage continues to focus on value opportunities and the current deal pipeline is 
promising although no material new transactions had been finalised at the time of 
reporting.

Resi Investment Group - 50% interest
Resi has built further market share in the residential to-let market in the Western Cape. 
The track record of delivery and competence established by the Resi team has generated 
an excellent deal pipeline and this business will continue to grow at a rapid pace. 
The current model of operations is to use gearing to optimise the use of our balance 
sheet. A large number of purchases were made during the period, some of which are not 
yet optimally tenanted and/or require refurbishment. This resulted in a high level of 
initial expenses which resulted in the Resi group making a loss during the period. 
As the portfolio matures we expect the investment to exceed to the 20% IRR target which 
is the benchmark for the Trematon Group. The opportunity set in this market is very 
large and potentially very lucrative. Therefore, management is actively investigating 
alternative methods of financing growth.

OTHER
The group maintains an active trading portfolio in both listed and unlisted equities. 
During the period the shares held directly in Grand Parade Investments Limited ("GPL") 
were sold and a profit R5.7 million was realised. A further profit of R15 million was 
realised in Cloudberry from the sale of GPL shares, which resulted in an attributable 
net profit to the group of R7.4 million. 

Stalagmite remains dormant while we await further news of the proposed N2 highway. 
There is no gearing in this company.

The shareholding in Mazor Group Ltd, which is held indirectly in Cloudberry, which is 
a BEE entity, was maintained. This investment has been a disappointing performer thus 
far although the results have been improving consistently on the back of an improved 
outlook for the construction sector in the Western Cape.

The pipeline of lucrative investment opportunities available to the group is currently 
exceptional and is larger and more attractive than at any time since current 
management took control. Although Trematon remains in a healthy financial position, 
the scale of the opportunities available is in excess of our current resources and 
management is therefore considering a capital raising exercise to provide the 
necessary investment capital.


Domicile and registered office: 2nd Floor, The Hudson, 30 Hudson Street, Cape Town, 8001. 
PO Box 7677, Roggebaai, 8012, South Africa
Transfer secretaries: Link Market Services South Africa (Pty) Limited 
19 Ameshoff Street, Braamfontein
Directors: M Kaplan (Chairman)*#, AJ Shapiro (Chief Executive Officer), AL Winkler 
(Chief Financial Officer), JP Fisher*#, A Groll, AM Louw*#, R Stumpf*
* Non-executive  # Independent
Secretary: S Litten
Sponsor: Sasfin Capital, a division of Sasfin Bank Limited
Auditor: Mazars Inc.
Published date: 12 May 2014
Prepared by: The group interim financial results have been prepared under the supervision 
of the chief financial officer, Mr AL Winkler CA(SA).
Contact details: Tel: (021) 421 5550, Fax: (021) 421 5551
Website: www.trematon.co.za


Date: 12/05/2014 03:43:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.

Share This Story