Wrap Text
Abridged audited results for the year ended 31 march 2014, notice of AGM and final dividend declaration
TRUSTCO GROUP HOLDINGS LIMITED
Incorporated in the Republic of Namibia
(Registration number 2003/058)
NSX share code: TUC
JSE share code: TTO
ISIN Number: NA000A0RF067
("the Group")
ABRIDGED AUDITED GROUP RESULTS FOR THE YEAR ENDED 31 MARCH 2014, NOTICE OF AGM AND FINAL DIVIDEND DECLARATION
Condensed consolidated statement of financial position – as at 31 March 2014
The abridged consolidated financial information was compiled under the supervision of the Group
Financial Director, Ryan McDougall, CA(SA) CA (Namibia).
31 March 2014 31 March 2013 Change
Notes NAD'000 NAD'000 %
ASSETS
Non-current assets
Property, plant and equipment 4 203 111 179 266 13.30
Investment property 5 537 330 344 247 56.09
Intangible assets 6 212 391 232 650 (8.71)
Deferred tax assets 110 774 78 183 41.69
Advances 7 517 433 230 188 124.79
Total non-current assets 1 581 039 1 064 534 48.52
Current assets
Short-term portion of advances 7 182 499 130 525 39.82
Amounts due by related parties 15 – 8 482 (100.00)
Inventories 8 343 850 10 420 3199.90
Trade and other receivables 9 293 626 271 182 8.28
Current tax assets 4 716 860 448.37
Cash and cash equivalents 131 606 46 924 180.47
Total current assets 956 297 468 393 104.17
Total assets 2 537 336 1 532 927 65.52
EQUITY AND LIABILITIES
Capital and reserves
Share capital 10 177 595 169 545 4.75
Share premium 10 46 300 24 600 88.21
Deemed treasury shares 11 (69 026) – (100.00)
Vendor shares 12 14 976 14 976 –
Contingency reserves 2 983 4 610 (35.29)
Put options – (52 832) 100.00
Revaluation reserves 30 641 21 797 40.57
Foreign currency translation reserve (2 075) 1 869 (211.02)
Distributable reserves 1 022 961 783 565 30.55
Total capital and reserves 1 224 355 968 130 26.47
LIABILITIES
Non-current liabilities
Deferred tax liabilities 210 721 33 231 534.11
Borrowings 13 596 670 288 717 106.66
Other liabilities 7 1 590 (99.56)
Vendors for acquisitions 65 800 – 100.00
Policyholders' liability under insurance contracts 38 520 16 587 132.23
Total non-current liabilities 911 718 340 125 168.05
Current liabilities
Current portion of borrowings 13 133 699 40 764 227.98
Current portion of other liabilities 2 838 4 516 (37.16)
Current portion of vendors for acquisitions 143 804 – 100.00
Amounts due to related parties 15 265 – 100.00
Trade and other payables 14 94 983 129 154 (26.46)
Technical provisions 20 113 20 558 (2.16)
Current tax liabilities 5 561 29 116 (80.90)
Bank overdraft – 564 (100.00)
Total current liabilities 401 263 224 672 78.60
Total equity and liabilities 2 537 336 1 532 927 65.52
Condensed consolidated statement of comprehensive income – for the year ended
31 March 2014
31 March 2014 31 March 2013 Change
Notes NAD'000 NAD'000 %
Insurance premium revenue 225 086 150 710 49.35
Revenue 618 468 444 529 39.13
Total revenue 843 554 595 239 41.72
Cost of sales (171 976) (240 194) (28.40)
Gross profit 671 578 355 045 89.15
Investment income 3 095 3 849 (19.59)
Fair value gains and losses on investment properties 5 120 423 26 304 357.81
Gain on bargain purchase 3 000 – 100.00
Other income 15 585 14 080 10.69
Insurance benefits and claims (33 014) (26 717) 23.57
Transfer to policyholders' liabilities (21 933) (5 903) 271.56
Change in unearned premium provision (49) (981) (95.01)
Administration expenses (401 352) (294 167) 36.44
Finance costs (57 095) (27 814) 105.27
Profit before taxation 17 300 238 43 696 587.11
Taxation (47 566) (4 312) 1 003.11
Profit for the year 252 672 39 384 541.56
Other comprehensive income, net of tax 5 409 8 138 (33.53)
Items that will not be subsequently reclassified to profit
or loss
Revaluation of property, plant and equipment 9 353 6 269 49.19
Items that may be subsequently reclassified to profit
or loss
Foreign currency translation adjustment (3 944) 1 869 (311.02)
Total comprehensive income for the period 258 081 47 522 443.08
Earnings per share:
Basic earnings per share (cents) 3 33.57 5.41 520.52
Diluted earnings per share (cents) 3 33.35 5.38 519.89
Condensed consolidated statement of movement in equity
for the year ended 31 March 2014
Foreign
currency Deemed
Share Share translation treasury Vendor Contingency Put Revaluation Distributable
capital premium reserves shares shares reserves options reserves reserves Total
NAD'000 NAD'000 NAD'000 NAD'000 NAD'000 NAD'000 NAD'000 NAD'000 NAD'000 NAD'000
Balance at
1 April 2012 162 645 – – (3 840) 14 976 2 970 (52 832) 16 806 772 580 913 305
Transfer to
contingency
reserve – – – – – 1 640 – – (1 640) –
Shares issued 6 900 24 600 – – – – – – – 31 500
Sale of deemed
treasury shares – – – 3 840 – – – – 1 879 5 719
Transfer between
reserves – – – – – – – (1 278) 1 278 –
Total
comprehensive
income for the
period – – 1 869 – – – – 6 269 39 384 47 522
Dividends for the
period – – – – – – – – (29 916) (29 916)
Balance at
31 March 2013 169 545 24 600 1 869 – 14 976 4 610 (52 832) 21 797 783 565 968 130
Balance at
1 April 2013 169 545 24 600 1 869 – 14 976 4 610 (52 832) 21 797 783 565 968 130
Transfer from
contingency
reserve – – – – – (1 627) – – 1 627 –
Shares issued 8 050 21 700 – – – – – – – 29 750
Deemed treasury
shares purchased – – – (69 026) – – – – – (69 026)
Put option
exercised by Group – – – – – – 52 832 – – 52 832
Transfer between
reserves - - - - - - - (509) 509 -
Total
comprehensive
income for the
period – – (3 944) – – – – 9 353 252 672 258 081
Dividends for the
period – – – – – – – – (15 412) (15 412)
Balance at
31 March 2014 177 595 46 300 (2 075) (69 026) 14 976 2 983 – 30 641 1 022 961 1 224 355
Condensed consolidated statement of cash flow
– total comprehensive income for the period
31 March 2014 31 March 2013 Change
NAD'000 NAD'000 %
Cash flow from operating activities
Cash generated by operations before working capital changes 321 155 96 917 231.37
Changes in working capital (156 485) (72 026) 117.26
Finance costs (57 095) (27 814) 105.27
Advances to customers (484 400) (219 215) 120.97
Repayment of advances 205 946 131 319 56.83
Proceeds from funding liabilities for student advances 240 000 – 100.00
Taxation paid (16 146) (13 600) 18.72
Net cash flow from operating activities 52 975 (104 419) 150.73
Cash flow from investing activities
Additions to fixed assets and intangibles (18 528) (36 940) (49.84)
Acquisition of business, net of cash acquired (10 044) – (100.00)
Purchase of deemed treasury shares (69 026) - (100.00)
Proceeds on sale of fixed assets and intangibles 7 224 8 517 (15.18)
Net cash flow from investing activities (90 374) (28 423) 217.96
Cash flow from financing activities
Public issue of ordinary shares 29 750 31 500 (5.56)
Sale of deemed treasury shares - 5 719 (100.00)
Proceeds from borrowings 80 888 83 433 (3.05)
Decrease/(increase) in related party balances 8 747 (9 895) 188.40
Decrease in policyholders' under insurance contracts 21 933 5 903 271.56
Dividends paid (15 412) (29 916) (48.48)
(Repayment)/proceeds of other liabilities (3 261) 3 227 (201.05)
Net cash flow from financing activities 122 645 89 971 36.32
Net change in cash and cash equivalents 85 246 (42 871) 298.84
Cash and cash equivalents at beginning of year 46 360 89 231 (48.04)
Cash and cash equivalents at the end of the year 131 606 46 360 183.88
CONDENSED SEGMENTAL ANALYSIS
for the year ended 31 March 2014
Insurance Insurance
Insurance (Emerging (South
(Namibia) Education Finance Property markets) Africa) Group
NAD'000 NAD'000 NAD'000 NAD'000 NAD'000 NAD'000 NAD'000
2014
Revenue
Segment revenue 31 318 162 259 118 899 361 263 515 52 866 727 120
Inter-segment revenue (22 096) (14 994) (10 259) (41 060) (515) (19 728) (108 652)
9 222 147 265 108 640 320 203 – 33 138 618 468
Insurance income
Segment revenue 215 022 – – – – 10 649 225 671
Inter-segment revenue (585) – – – – – (585)
214 437 – – – – 10 649 225 086
External revenue 223 659 147 265 108 640 320 203 – 43 787 843 554
Segment result 153 910 56 418 70 590 288 058 (46 716) (40 847) 479 413
Inter-segment (50 790) (34 465) (23 581) (72 557) – (45 348) (226 741)
Profit for the year 103 120 21 953 47 009 215 501 ( 46 716) (86 195) 252 672
Segment assets 122 523 70 342 740 289 1 358 491 12 435 233 256 2 537 336
Segment liabilities 59 787 13 164 282 912 861 029 – 96 089 1 312 981
Capital expenditure 200 – – 37 121 – 4 683 42 004
Depreciation 2 308 1 566 1 071 3 297 – 5 391 13 633
Impairment losses – – – – – 15 241 15 241
Amortisation of intangible
assets 1 152 441 781 1 645 2 498 3 638 10 155
2013
Revenue
Segment revenue – 52 087 89 555 236 010 499 175 717 553 868
Inter-segment revenue – – – (109 339) – – (109 339)
– 52 087 89 555 126 671 499 175 717 444 529
Insurance income 150 013 – – – – 697 150 710
External revenue 150 013 52 087 89 555 126 671 499 176 414 595 239
Segment result 49 374 675 17 726 62 008 (1 169) (55 614) 73 000
Inter-segment 17 624 3 321 6 056 (43 317) – (17 300) (33 616)
Profit for the year 66 998 3 996 23 782 18 691 (1 169) (72 914) 39 384
Segment assets 170 559 110 178 345 471 675 102 49 889 181 728 1 532 927
Segment liabilities 41 911 31 839 265 626 177 521 – 47 900 564 797
Capital expenditure 4 969 5 797 – 21 202 – 4 761 36 729
Depreciation 1 923 2 244 – 2 299 – 1 676 8 142
Impairment losses – – – – – 28 406 28 406
Amortisation of intangible
assets 1 238 1 892 – 1 444 3 199 2 975 10 748
NOTES TO THE AUDITED ABRIDGED ANNUAL FINANCIAL STATEMENTS - Total comprehensive income
for the period
1 BASIS OF PREPARATION
The abridged annual group financial statements, which comprise the abridged group statement of financial
position as at 31 March 2014, and the abridged group statement of comprehensive income, changes in equity,
cash flow statement for the year ended 31 March 2014, and related notes are derived from the audited group
financial statements of Trustco Group Holdings Ltd for the year ended 31 March 2014 which have been audited
by the group's independent auditors BDO, Namibia. This abridged report is therefore extracted from audited
information, but is itself not audited. The directors take full responsibility for this abridged report and
the financial information has been correctly extracted from the underlying annual financial statements.
The auditor's unmodified report is available for inspection at Trustco's registered offices.
The Group's audited financial statements are available for inspection at the company's registered office.
Electronic copies will be available on the company's website (www.tgi.na), on 30 June 2014.
The abridged group financial statements have been prepared in accordance with the framework concepts and
measurement and recognition criteria of International Financial Reporting Standards (IFRS) and comply with
IAS 34 Interim Financial Reporting and are in accordance with the SAICA Financial Reporting Guides as issued
by the Accounting Practice and Financial Pronouncements as issued by Financial Reporting Standards Council,
and the Namibian Companies' Act, No 28 of 2004 (as amended) and JSE Listings Requirements.
These abridged financial statements do not contain all the information and disclosures are required by IFRS
in the annual financial statements. Accounting policies used in the abridged group financial statements are
in terms of IFRS and are the same as those used to prepare the group annual financial statements, and
consistent with the prior year.
31 March 2014 31 March 2013 Change
Notes NAD‘000 NAD‘000 %
2 Headline earnings
Profit attributable to ordinary shareholders 252 672 39 384 541.56
Adjustments: (111 150) (5 521) 1 913.22
Loss on disposals of fixed property 1 939 774 150.52
Fair value adjustments on investment properties (120 423) (26 304) 357.81
Gain on bargain purchase (3 000) – (100.00)
Impairment of intangible assets 15 241 28 406 (46.35)
Profit on disposal of investment property – (180) (100.00)
Tax effect (4 907) (8 217) (40.28)
Headline earnings 141 522 33 863 317.93
3 Earnings, headline earnings and dividends per share
Earnings per share 33.57 5.41 520.52
Diluted earnings per share 33.35 5.38 519.89
Headline earnings per share 18.80 4.65 304.3
Diluted headline earnings per share 18.68 4.62 304.33
Dividends declared per share 2.00 4.15 (51.81)
Dividends paid per share 2.00 4.15 (51.81)
4 Property, plant and equipment
During the year the Group acquired property, plant and equipment (PPE) at a cost of 10.4 million
(2013: NAD23.3). The closing net book value of PPE as at 31 March 2014 was NAD203.1 million
(31 March 2013: NAD179.3 million). Disposals at carrying value of NAD1.5 million were made
(2013: NAD7.7 million).
31 March 2014 31 March 2013 Change
NAD‘000 NAD‘000 %
5 Investment properties
During the year the Group acquired investment property at a cost of NAD74.9 million (2013: NAD3.4 million)
and recognised a revaluation gain of NAD120.4 million (2013: NAD26.3 million).The fair value of investment
properties as at 31 March 2014 was NAD537.3 million (31 March 2013: NAD344.2 million). Disposals at carrying
value of NAD0.0 million were made (2013: NAD1.4 million).
6 Intangible assets
A loss on the impairment of intangible assets was recognised in the current financial period amounting to
NAD15.2 million (2013: NAD28.4)
7 Advances
Property advances 104 465 21 447 387.08
Student advances 613 135 348 853 75.76
Other loans advanced 3 514 6 852 (48.73)
Gross advances 721 114 377 152 91.20
Impairments (21 182) (16 439) 28.85
Closing balance 699 932 360 713 94.04
7.1 Property advances
Opening balance 21 447 – 100.00
83 018 21 447 287.08
Loans advanced (including transaction costs) 84 099 6 008 1 299.78
Reclassification from other loans – 17 536 (100.00)
Payments received (1 081) (2 097) (48.45)
Closing balance 104 465 21 447 387.08
7.2 Student advances
Student advances at the end of the year 613 135 348 853 75.76
Impairment of loans at the end of the period (21 182) (16 439) 28.85
Closing balance 591 953 332 414 78.08
8 Inventories
Opening balance 10 420 12 623 (17.45)
Inventories acquired as a result of business combinations 331 472 – 100.00
Purchases and development costs 94 958 13 397 608.80
incurred during the year
Inventory sold (93 000) (15 600) 496.15
Closing balance 343 850 10 420 3 199.90
9 Trade and other receivables
Property sales receivables 213 475 155 616 37.18
Other receivables 30 800 30 800 –
Prepayments 8 541 4 303 98.49
State: other taxes receivable 6 631 4 994 32.78
Trade receivables 34 179 75 469 (54.71)
293 626 271 182 8.28
On 1 February 2014, the Group wrote off the receivable from Econet relating to revenues not received during
the period of the Econet Wireless and Trustco venture in Zimbabwe in 2011 and 2012. This amounted to a
reduction of receivables of NAD42 million.
Number of Share Share
shares capital premium Total
000 NAD'000 NAD'000 NAD'000
10 Share capital
Authorised
As at 31 March 2014: 2 500 000 000 ordinary par
value shares of NAD0.23 2 500 000 575 000 – 575 000
As at 31 March 2013: 2 500 000 000 ordinary par
value shares of NAD0.23 2 500 000 575 000 – 575 000
Issued and fully paid up
As at 31 March 2014: 772 142 ordinary par value
shares of NAD0.23 772 142 177 595 46 300 223 895
As at 31 March 2013: 737 142 ordinary par value
shares of NAD0.23 737 142 169 545 24 600 194 145
During the year 35 000 000 (2013: 30 000 000) new
shares were issued at par value of NAD0.23 (2013:
NAD0.23) per share and a premium of NAD0.62
(2013: NAD0.82).
11 Treasury shares
The carrying value of treasury shares as at 31 March 2014 is NAD69.0 million (2013: NAD0.0 million).
The Group purchased 75.9 million (2013: 0.0 million) shares during the period. Disposals of NAD0 million
(2013: 3.8 million) were made.
12 Vendor shares
The carrying value of vendor shares as at 31 March 2014 is NAD14.98 million (31 Mar 2013: NAD14.98 million).
This amount is held as a contingent payment on settlement of purchase price to DEX. Total amount of shares
to be issued upon payment of the NAD19.4 million, is 4.922 million shares.
13 Borrowings & facilities
The value of borrowings as at 31 March 2014 is NAD730.4 million (2013: NAD329.5 million).
31 March 2014 31 March 2013 Change
NAD‘000 NAD‘000 %
14 Trade and other payables
Trade creditors 9 982 13 088 (23.73)
State: Other taxes due 8 964 23 049 (61.11)
Other payables 76 038 11 857 541.29
Put option liability – 52 032 (100.00)
Insurance premiums, brokerage and
administered claims payable – 29 128 (100.00)
94 984 129 154 (26.46)
Insurance premiums, brokerage and administered claims payable relate to amounts owing in terms of service
contracts under Trustco Financial Services arrangements.
15 Amounts (due to)/due by related parties
The sole shareholder of Next Investments Pty (Ltd) ("Next") is Q van Rooyen, the Group MD and majority
shareholder (50.84%) of Trustco Group Holdings Ltd. The balance due by Next originated in 2013 when
financial targets were not met. Next Settled the amount in cash on 9 December 2013.
31 March 2014 31 March 2013 Change
NAD‘000 NAD‘000 %
Balance(due to)/due from next Investments
(Pty) Ltd. (265) 8 482 103.1
31 March 2014 31 March 2013 Change
NAD‘000 NAD‘000 %
16 Transactions with related parties
Next Investments Pty (Ltd) (29 178) (17 075) 70.88
Charter income received 24 369 (93.50)
Rent received – 247 (100,00)
Advertising income received 4 4 –
Equipment rent received 7 – 100.00
Facility fee paid (249) (4 598) (94.58)
Interest paid (2 854) – –
Management fees paid (26 110) (13 097) 99.36
Northern Namibia Development
Company (Pty) Ltd ("NNDC") 367 408 (10.05)
Charter income received 367 406 (9.61)
Advertising income received – 2 (100,00)
The sole shareholder of NNDC is Q van Rooyen, the Group MD and majority shareholder of Trustco Group
Holdings Ltd. Q van Rooyen is not directly remunerated by the Group. Dividends received by virtue of his
shareholding as well as his interest in Next and NNDC have been fully disclosed to the remuneration committee.
Q.Z. van Rooyen (Jnr) is an employee of Next.
In terms of a management agreement with Next Investments, the following is payable annually after completion
of the financial statement audit:
– 0.5% of Turnover;
– 1% of the headline earnings; and
– 1% of the basic earnings of the company.
If the annual growth of any of the above categories excess inflation by more than 5% then the payment is
doubled. The above calculation is halved if this target is not met. Next may elect to waive any or all of its
management fees due at the discretion of its management.
31 March 2014 31 March 2013 Change
NAD‘000 NAD‘000 %
17 Profit before taxation
This is arrived at after taking into
account the following:
Profit on foreign exchange differences 5 544 4 078 35.95
Profit on disposal of investment properties – 180 (100.00)
Depreciation, amortisation and impairment losses
– Property, plant and equipment 13 633 8 142 67.44
– Intangible assets 25 396 39 154 (35.14)
Auditors' remuneration
– Audit fees 2 930 3 300 (11.21)
Loss on disposal of property, plant and equipment 1 939 774 150.52
Impairment of loans and receivables and bad
debts written off 52 972 2 099 2 423.68
Increase in provision for doubtful debts relating to
student advances 4 743 303 1 465.35
18 Directorate
Mrs Veronica de Klerk was due to retire as a director and being eligible, made herself available for
re-election. It was resolved to re-appoint Mrs De Klerk as a director of the company.
19 Dividends
The Board of Directors recommended on 31 October 2013 that a dividend of 2.00 cents per share be declared
for the six months ended 30 September 2013. The dividend was paid on 9 December 2013.
The Board of Directors recommends a final dividend of 2.75 cents for the year ended 31 March 2014 be
declared.
20 Business combinations
On 8 May 2014, the Group entered into a sale of shares agreement to acquire 100% of the ordinary shares in
FIDES Bank Ltd, a Namibian incorporated banking institution which holds an unrestricted banking license
under the Namibian Banking Institutions Act, 1998. The bank operates across various branches in Namibia,
employs staff and conducts banking business in terms of the Banking Act. The transaction is subject to
regulatory approval which at the date of issuing these financial statements was not yet received.
DIVIDENDS
The Directors of Trustco ("the Board") are pleased to announce
that the Board has passed a resolution on 26 June 2014 to pay
a final dividend of 2.75 cents per share for the financial
year ended 31 March 2014.
The following information is provided to shareholders in
respect of the new applicable Dividend Tax:
- The dividend has been declared from income reserves;
- Shareholders are advised that Namibian non-resident
shareholders' tax of 15% on the declared dividend will be
applicable to all shareholders with addresses outside Namibia.
- The dividend withholding tax ("DWT") rate for South Africa
is 15% resulting in a net dividend (whether they are exempt
from the DWT or not) of 2.3375 cents per share; and
- Trustco Group Holdings Limited's Namibian Income Tax
Reference Number is 3356338011.
The issued number of shares as at the declaration date is 772 142 090.
The salient dates for the payment of this dividend are set out
below:
Last day to trade cum-dividend Friday, 25 July 2014.
Trading exdividend commences Monday, 28 July 2014.
Record Date Friday, 01 August 2014.
Payment Date Monday, 22 August 2014.
Share certificates may not be dematerialised or rematerialised
between Monday, 28 July 2014 and Friday, 01 August 2014 both
days included. The dividend is declared in Namibia Dollars and
payable in the currencies of the Republics of South Africa and
Namibia which is pegged 1:1.
NOTICE OF AGM
The full integrated report including a notice of annual
general meeting will be uploaded on the Company's website
tomorrow, 28 June 2014 and posted to shareholders of the
Company who were recorded as such in the Company's securities
register on Friday, 20 June 2014.
Notice is hereby given to shareholders that the annual general
meeting of the shareholders of the Company will be held in the
Boardroom, 3rd floor, Trustco House, 2 Keller Street, Windhoek
on Wednesday, 24 September 2014 at 12:00 to deal with such
business as may lawfully be dealt with at the meeting in the
manner required by the Companies Act, 28 of 2004 (as amended),
as read with the Listings Requirements of JSE Limited (‘JSE
Listings Requirements'), which meeting is to be participated
in and voted at by shareholders recorded in the company's
securities register on the record date of Friday, 12 September
2014. Shareholders are advised of the following applicable
dates, last date for lodging forms of proxy for South African
shareholders is Friday 19 September 2014 at 17H00 and Monday
22 September 2014 at 12H00 for all other shareholders. The
last date to trade to be eligible to vote is Friday 5
September 2014.
By order of the board
DJ Steyn
Company Secretary
30 June 2014
JSE Sponsor
Sasfin Capital
(a division of Sasfin Bank Limited)
NSX Sponsor
IJG (Pty) Limited
Date: 30/06/2014 07:05:00 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.
Sharenet Sites 
