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INFRASORS HOLDINGS LIMITED - Reviewed condensed provisional consolidated financial results for the year ended 28 February 2014.

Release Date: 12/05/2014 17:00
Code(s): IRA     PDF:  
Wrap Text
Reviewed condensed provisional consolidated financial results for the year ended 28 February 2014.

INFRASORS HOLDINGS LIMITED 
(Incorporated in the Republic of South Africa)
(Registration number 2007/002405/06)
Share code on the JSE: IRA ISIN: ZAE000101507
("Infrasors", "the Company" or "the Group")

REVIEWED CONDENSED
PROVISIONAL CONSOLIDATED
FINANCIAL RESULTS
FOR THE YEAR ENDED 28 FEBRUARY 2014

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
                                                                   Restated      Restated   
                                                     Reviewed       audited       audited     
R000's                                     Note          2014          2013          2012   
Revenue – Turnover                                    327 510       286 986       272 946   
Cost of sales                                        (249 772)     (253 259)     (214 655)   
Gross profit                                           77 738        33 727        58 291   
Other income                                            1 720         1 304           448   
Administration and other operating                                                          
expenses                                              (30 225)      (25 389)      (11 187)   
Depreciation and amortisation                         (34 108)      (37 608)      (20 975)   
Contribution/(loss) from operations                    15 125      (27 966)        26 577   
Fair value adjustment on financial asset                    –      (43 365)             –   
Other fair value adjustments and                                                            
impairments                                   3        (5 299)     (242 752)        10 015   
Operating profit/(loss) before interest                 9 826      (314 083)        36 592   
Investment revenue                                      1 776         6 869          5 635   
Finance costs                                         (11 418)      (13 470)       (12 549)   
Profit/(loss) before tax                                  184      (320 684)        29 678   
Taxation                                      4         4 723        15 076         (5 208)   
Profit/(loss) for the year                              4 907      (305 608)        24 470
Other comprehensive income/(loss) not
in profit and loss
Change in deferred tax rate                                 -          (340)           -
Loss on revaluation reserve                                 -        (7 151)           -
Deferred tax on los on revaluation reserve                  -         1 341            -
Total comprehensive income/(loss) for the year          4 907      (311 758)       24 470
Profit/(loss) attributable to                               
Owners of the parent                                    4 413     (305 058)        24 680
Non-controlling interest                                  494         (550)          (210)
                                                        4 907     (305 608)        24 470
Earnings/(loss) per share(cents)- 
Basic and diluted                             1           2,8       (166,1)        (13,4)

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
                                                                   Restated   Restated   
                                                     Reviewed       audited    audited     
R000's                                     Note          2014          2013       2012   
Non-current assets                                    234 944       281 996    596 475   
Property, plant and equipment                 5       205 872       242 381    327 071   
Investment property                                     3 040         3 040     98 089   
Mineral rights                                          2 609         2 690     92 464   
Goodwill                                                    –             –        129   
Held to maturity investment                   6             –        11 676     49 596   
Other financial assets                        7        22 446        21 653     16 569   
Deferred tax assets                                       977           556     12 557   
Current assets                                         81 417        76 196     83 096   
Inventories                                            14 171        16 859     19 962   
Trade and other receivables                            51 737        38 593     46 068   
Cash and cash equivalents                              15 509        20 744     17 066   
Total assets                                          316 361       358 192    679 571   
Capital and reserves                                                                     
Total equity                                          137 933       140 626    452 384   
Share capital                                             927           927        927   
Share premium                                         256 959       256 959    256 959   
Treasury shares                               6       (9 962)       (2 266)    (2 266)   
Net issued capital                                    247 924       255 620    255 620   
Revaluation reserve                                         –             –      6 150   
Share-based payment reserve                                96             –          –   
Retained (loss)/earnings                      9      (111 946)     (116 358)   188 700   
Attributable to equity holders of parent              136 074       139 262    450 470   
Non-controlling interest                                1 859         1 364      1 914   
Non-current liabilities                               116 182       147 739    169 361   
Borrowings                                             52 841        81 903     80 623   
Environmental rehabilitation provision                 18 521        26 747     23 178   
Loans from holding company                             14 276             –          –   
Deferred tax liabilities                               30 544        39 089     65 560   
Current liabilities                                    62 246        69 827     57 826   
Borrowings                                             16 582        18 812     22 115   
Trade and other payables                               36 736        40 693     35 452   
Bank overdraft                                          8 181         9 588          –   
Current tax liabilities                                   747           734        259   
Total liabilities                                     178 428       217 566    227 187   
Total equity and liabilities                          316 361       358 192    679 571   
Note to the statement of                                                                 
financial position:                                                                      
Net asset value per share (cents)                        83,3          75,8      245,2   

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                                              Restated      Restated   
                                                Reviewed       audited       audited     
R000's                                              2014          2013          2012   
Cash inflow from operating activities             14 764        20 229        31 208   
Cash outflow from investing activities            (5 557)      (16 001)      (38 455)   
Cash outflow from financing activities           (13 035)      (10 138)        7 269   
Net decrease in cash and                                                               
cash equivalents                                  (3 828)       (5 910)           22   
Cash and cash equivalents at the beginning                                             
of the year                                       11 156        17 066        17 044   
Cash and cash equivalents at the end                                                   
of the year                                        7 328        11 156        17 066   

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
                                                                        Restated   Restated   
                                                          Reviewed       audited    audited      
R000's                                                        2014          2013       2012   
Share capital                                                  927           927        927   
Share premium                                              256 959       256 959    256 959   
Treasury shares                                             (9 962)       (2 266)    (2 266)   
Opening balance                                             (2 266)       (2 266)    (2 266)   
Retrieval of shares from Infrasors Empowerment Trust                                          
(refer note 7)                                             (11 676)            –          –   
Share buy-back                                                (810)            –          –   
Sale of shares                                               4 790             –          –   
Revaluation reserve                                              –             –      6 150   
Opening balance                                                  –         6 150      6 150   
Change in deferred tax rate                                      –          (340)         –   
Loss on revaluation of land                                      –        (7 151)         –   
Deferred tax on loss on revaluation of land                      –         1 341          –   
Share-based payment reserve                                     96             –          –   
Opening balance                                                  –             –          –   
Share options granted                                           96             –          –   
Retained (loss)/income                                    (111 946)     (116 358)    188 700   
Original balance                                          (103 566)      198 603     171 049   
Restatement                                                (12 793)       (9 903)     (7 029)   
Restated opening balance                                  (116 359)      188 700     164 020   
Restated profit for the year in total                                                         
comprehensive income                                             –      (305 058)     24 680   
Profit for the year in total                                                                  
comprehensive income                                         4 413             –          –   
Non-controlling interest                                     1 859         1 364      1 914   
Opening balance                                              1 364         1 914          –   
Non-controlling interest arising from                                                         
business combination                                             –             –      2 124   
Profit for the year in total                                                                  
comprehensive income                                           495          (550)      (210)   
Balance at end of the year                                 137 933       140 626    452 384   

CONDENSED SEGMENT RESULTS
                                                   Dolomite                           
                                                        and                           
R000's                                   Silica   limestone       Other       Total   
Reviewed 12 months ended                                                              
28 February 2014                                                                      
Turnover from external customers         90 725     236 785           –     327 510   
Inter-segment revenues                        –           –      33 985      33 985      
Depreciation and amortisation            (6 019)    (26 319)     (1 770)    (34 108)     
Contribution/(loss) from operations       6 129      18 385      (9 389)     15 125   
Operating profit/(loss) 
before interest                             830      18 385     (9 389)       9 826
Additions to non-current assets           4 434       8 846          10      13 290
Assets                                   77 251     223 752      15 358     316 361   
Liabilities                            (22 293)    (84 458)    (71 677)   (178 428)   
Restated audited 12 months                                                            
ended 28 February 2013                                                                
Turnover from external customers         88 385     197 242       1 359     286 986   
Inter-segment revenues                        –           –      22 425      22 425      
Depreciation and amortisation           (16 450)    (20 710)       (448)    (37 608)     
Contribution/(loss) from operations     (11 556)      9 978     (26 388)    (27 966)   
Operating profit/(loss) 
before interest                        (138 557)      7 334    (182 860)   (314 083)
Additions to non-current assets          10 869      11 256         382      22 507 
Assets                                   92 028     237 909      28 255     358 192   
Liabilities                             (50 028)    (88 865)    (78 673)   (217 566)   
Restated audited 12 months                                                            
ended 29 February 2012                                                                
Turnover from external customers         86 312     184 756       1 878     272 946   
Inter-segment revenues                        –           –      16 845      16 845     
Depreciation and amortisation            (8 406)    (11 692)       (877)    (20 975)     
Contribution/(loss) from operations      13 100      23 923     (10 446)     26 577   
Operating profit/(loss) 
before interest                          13 100      23 923        (431)     36 592
Additions to non-current assets          13 670      18 478       1 110      33 258    
Assets                                  108 855     249 248     321 468     679 571   
Liabilities                             (46 905)    (84 814)    (95 468)   (227 187)   

NOTES TO THE REVIEWED CONDENSED CONSOLIDATED INTERIM FINANCIAL
STATEMENTS
                                                                Restated      Restated   
                                                  Reviewed       audited       audited      
R000's                                                2014          2013          2012   
Earnings per share ("EPS") reconciliation:                                               
1.   Basic and diluted                                                                   
Restated net profit/(loss)                           4 413      (305 058)       24 680   
Total shares in issue (000's)                      185 521       185 521       185 521   
Treasury shares (000's)                            (22 231)       (1 812)       (1 812)   
Net shares in issue (000's)                        163 290       183 709       183 709   
Weighted average number of shares                                                        
in issue (000's)                                   159 548       183 709       183 709   
Earnings/(loss) per share (cents)                      2,8       (166,1)          13,4   
2.   Headline earnings per share ("HEPS")                                                
reconciliation: Basic and diluted                                                        
Net profit/(loss)                                    4 413      (305 058)       24 680   
Loss/(profit) on disposal of property, plant                                             
and equipment                                        1 946         2 987         (122)   
Fair value adjustment on investment property             –        88 109      (10 015)   
Impairments of property, plant and equipment         5 299        65 545             –   
Impairments of mineral rights                            –        88 969             –   
Impairments of goodwill                                  –           129             –   
Total fair value adjustments and impairments         5 299       242 752       (10 015)   
Tax effect on headline adjustments                  (2 028)      (58 526)        1 436   
Headline earnings/(loss)                             9 630      (117 845)       15 979   
Weighted average number of shares                                                        
in issue (000's)                                   159 548       183 709       183 709   
Headline earnings/(loss) per share (cents)             6,0        (64,2)           8,7   
3.   Other fair value adjustments and                                                    
impairments                                                                              
Fair value adjustment of investment property             –      (88 109)        10 015   
Impairments of property, plant and equipment       (5 299)      (65 545)             –   
Impairments of mineral rights                            –      (88 969)             –   
Impairments of goodwill                                  –         (129)             –   
                                                   (5 299)     (242 752)        10 015   
Impairments of property, plant and                                                       
equipment during the year relate to                                                      
Delf Sand Proprietary Limited plant                                                      
and equipment nearing the end of its                                                     
economic life.                                                                           
4.   Taxation                                        4 723        15 076       (5 208)   
The taxation for the year ended                                                          
28 February 2014 raised a deferred tax asset                                              
on the assessed loss of Delf Sand                                                        
Proprietary Limited                                                                      
5.   Capital commitments                                                                 
Approved capital expenditure for the                                                     
full year to be funded from surplus cash                                                 
and bank financing                                  10 928        19 169        16 455   
6.   Movement in number of treasury shares                                               
                                                    Shares        Shares        Shares   
Opening balance                                  1 811 927     1 811 927     1 811 927   
Retrieval of shares from Infrasors                                                       
Empowerment Trust                               24 325 348             –             –   
Repurchase of shares                               883 479             –             –   
Sale of shares                                  (4 790 000)            –             –   
Closing balance                                 22 230 754     1 811 927     1 811 927 
  
24 325 348 Infrasors Holdings Limited                                                    
shares held as security on the 
held-to-maturity loan receivable from 
the Infrasors Empowerment Trust amounting 
to R11,7 million was retrieved as the Trust                                                 
is unable to repay the debt. 
Refer to SENS announcement dated 18 March 2014
                                                             
4 790 000 shares were sold to a                                                          
BEE investor Joe Kalo Investments                                                        
Proprietary Limited.                                                                     
                                                                  Restated      Restated   
                                                    Reviewed       audited       audited     
R000's                                                  2014          2013          2012   
7.   Other financial assets                                                                
Opening balance                                       21 653        16 569        11 433   
Investment in environmental insurance policies         2 449         2 277         2 798   
Investment in guaranteed endowment policies            3 360         2 807         2 338   
Payout and settlement of instalment                                                        
sale liabilities                                      (5 016)           –             –   
Closing balance                                       22 446        21 653        16 569   

8.   Environment rehabilitation provision
     The environment rehabilitation provisions reduced to R18.5 million (2013: R26.7 million)
     as a result of a reduction in the rehabilitation requirements.

9.   Restatement of comparative periods
     The following standards, amendments to published standards and interpretations which became
     effective for the year commencing on 1 March 2013 were adopted by the Group:
     IFRIC 20 – Stripping costs in the production phase of a surface mine
     (effective date: 1 January 2013)
     The transitional provisions of IFRIC 20 require an entity to apply this IFRIC to production stripping costs
     incurred on or after the beginning of the earliest period presented. The Group has adopted the IFRIC
     for the current accounting year, which commenced on 1 March 2013. The IFRIC is therefore applied to
     production stripping costs incurred on or after 1 March 2012.

     Other Comprehensive Income has been restated to include the movements in the revaluation reserve.

                                            2013                                2012
                                          Restate-                             Restate-
                           Previously     ment for         As   Previously     ment for          As
R000's                       reported     IFRIC 20   restated     reported     IFRIC 20    restated
Balance sheet impact
Change in asset
Property, plant and
equipment
Mining and mine
development assets:
Overburden costs               22 337            –     22 337      14 767            –      14 767
Accumulated depreciation      (2 677)     (17 767)    (20 444)           –     (13 754)    (13 754)
Change in equity and
liabilities
Retained earnings           (103 566)     (12 792)    (116 358)    198 603      (9 903)     188 700
Deferred tax liabilities       44 064      (4 975)      39 089      69 411      (3 851)      65 560
Income statement
impact
Increase in depreciation     (33 595)       (4 013)    (37 608)    (16 984)      (3 991)    (20 975)
Decrease in taxation –
deferred tax                    9 407        1 123      10 530       4 756        1 117       5 873
Decrease in net income
for the year                 (24 188)       (2 890)    (27 078)    (12 228)      (2 874)    (15 102)
Effect on dolomite
and limestone
segment report
Profit/(loss) before tax    (316 671)      (4 013)    (320 684)     33 669      (3 991)      29 678
Total assets                  375 959     (17 767)     358 192     693 325     (13 754)     679 571
Earnings/(loss) per share     (164,5)        (1,6)     (166,1)        15,0        (1,6)        13,4
Headline earnings/(loss)
per share                      (62,6)        (1,6)      (64,2)        10,3        (1,6)         8,7

Certain income and expense items included in the Condensed Consolidated Statement of Comprehensive
Income of the comparative periods 2013 and 2012 have been reclassified to be aligned with the
classification policies applied during 2014. This is as a result of the alignment of classification policies of
the Group with its holding company.

                                                     2013                   2012
 
R000’s                    Previously                                As     Previously                              As 
                            reported   Reclassification   reclassified       reported  Reclassification  reclassified



Revenue - Turnover           282 605              4 381        286 986        272 744               202       272 946
Cost of sales               (221 433)           (31 826)      (253 259)      (191 411)          (23 244)     (214 655)
Other income                     530                774          1 304            882              (434)          448
Administration and other  
operating expenses           (52 060)            26 671        (25 389)       (34 663)            23 476      (11 187)

                                                                     Restated      Restated   
                                                       Reviewed       audited       audited      
R000's                                                     2014          2013          2012   
10.   Related party transactions                                                               
Management and consulting fees paid to                                                        
Afrimat Limited                                           9 736             –             –   
Interest paid to Afrimat Group                              791             –             –   
Dolomite products sold to Afrimat Group                   6 590             –             –   
Contributions made to the Infrasors                                                           
Environmental Rehabilitation Trust                        1 039         1 072         1 038   
Rental recoveries from director controlled entity             –           192           252   
Rent paid to directors/shareholder controlled entity        190         1 492         1 137   

11. Events after reporting date
    No material events after the reporting date have been identified.

12. Contingent liability
    On 25 June 2013 SARS issued an adjusted income tax assessment claiming R9,7 million additional tax, comprising of
    R7,3 million penalties and R2,4 million interest, relating to the activities of the subsidiary Lyttelton
    Dolomite Proprietary 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 appeal to SARS and is of the view
    that the activities are of a mining nature. The Company's tax consultants confirmed that the Company's activities 
    are of a mining nature.

13. Funding
    ABSA has agreed to continue with the current funding arrangements for borrowings and overdraft for a
    further 36-month period from 1 March 2014.

COMMENTARY
Basis of preparation
The reviewed condensed provisional consolidated financial results ("financial results") for the year ended
28 February 2014 ("year") have been prepared in accordance with the framework and concepts, and in accordance
with and containing the information required by IAS 34: Interim Financial Reporting, the recognition and measurement
requirements of International Financial Reporting Standards ("IFRS"), the SAICA financial reporting guides as issued
by the Accounting Practices Committee and the South African Companies Act, No 71 of 2008 and comply with the
JSE Listings Requirements. The accounting policies and methods of computation applied in the preparation of these financial
results comply with IFRS and are consistent with those applied in the audited annual financial statements
for the 12 months ended 28 February 2013, apart from the effect from the change in accounting policy related to
the first time adoption of IFRIC 20 and except for the adoption of IFRS 10 – Consolidated Financial Statements, which
changed the definition of control as well as IFRS 13 – Fair Value measurement which provides guidance on fair value
measurement in existing IFRS accounting literature with a single standard. These two standards had no material
impact on the Group.

The financial results have been prepared under the supervision of the
Financial Director, M Potgieter CA (SA).

Introduction

The financial results reflect the significant benefits for the Group of the turnaround initiatives introduced, which 
have seen a reversal of prior period losses.

Afrimat acquired a majority shareholding of 50.7% in Infrasors  with effect from 1 March 2013. Afrimat has since 
incrementally increased its shareholding in the Company to 79.6%.

Financial results

Revenue for the year increased by 14.1% to R327.5 million (Restated 2013: R287.0 million), with the contribution from 
operations reversing from a prior year loss to a positive R15.1 million (Restated loss 2013: R28.0 million). The Group 
reported profit after tax of R4.9 million, which also reversed the prior year loss (Restated loss 2013: R305.6 million) 
and includes the costs of impairment to assets amounting to R5.3 million (2013: R242.8 million).

Operational review
Silica segment activities were constrained due to the declining raw material reserve at Delf Silica and the delay in
obtaining the Delf Cullinan mining right. In contrast the Dolomite and Limestone segments reaped the benifits at the higher 
demand from the construction sector and cost reduction initiatives.

The turnaround initiatives throughout the Group are progressing satisfactorily with improved plant availability,
increased production throughput and higher sales margins becoming evident.

There has been no material change in the Group's mineral reserves during the year.

Dividends
The directors have elected not to declare a dividend for the year (2013: Rnil) and will reconsider this only when the 
Group's borrowings have reduced to an acceptable level.

Prospects
The Group expects to remain a key supplier to the local construction, metallurgical and mining markets.

Infrasors' key focus areas will remain expanding volumes, further reducing costs, continually improving efficiencies and developing the required skills levels of our employees.

Auditor's review
The financial results for the year have been reviewed by the Company's auditor, Mazar Inc. Their unmodified review opinion is available for inspection at the Company's registered office. Their review was conducted in accordance with ISRE 2410 "Review of interim financial information performed by the independent auditor of the entity".

The auditor's report does not necessarily report on all of the information contained in this report. Shareholders are therefore advised that in order to obtain a full understanding of the nature of the auditor's engagement they should obtain a copy of the auditor's report together with the accompanying financial information from the Company's registered office.

On behalf of the board
M Noge                                                    LR Loubser
Chairman                                                  Managing Director

12 May 2014

ADMINSTRATIVE INFORMATION AT DATE OF THIS REPORT

Directors
M Noge# (Chairman), LR Loubser (Managing Director), M Potgieter (Financial Director), JCP Bekker#,
AJ van Heerden*, HP Verreynne*, PFC Ying#
All of the above directors are South African and resident in South Africa.                                      
* Non-executive directors             # Independent non-executive directors

Registered office
Lyttelton Dolomite Mine, Botha Avenue, Lyttelton, Centurion, 0157
(PO Box 14014, Lyttelton, 0140)

Sponsor
Bridge Capital Advisors Proprietary Limited
2nd Floor, 27 Fricker Road, Illovo, 2196
(PO Box 651010, Benmore, 2010)

Legal Advisor
Webber Wentzel, 10 Fricker Road, Illovo Boulevard, Johannesburg, 2196
(PO Box 6771, Marshalltown, 2107)

Auditor
Mazars Inc, Designated Auditor Conrad Bruger
Mazars House, Railto Road,
Grand Moorings Precinct, Century City, Cape Town
(PO Box 134, Century City, 7446)

Transfer secretaries
Link Market Services South Africa Proprietary Limited
13th Floor, Rennies House, 19 Ameshoff Street, Braamfontein, 2001
(PO Box 4844, Johannesburg, 2000)

Company Secretary
M Swart

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: 12/05/2014 05:00:00 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.

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